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P. L. 897.
exchange broker or bill broker, as aforesaid, for the unexpired term in said com- 27 May 1841 $ 4. mission named; but no such individual or copartnership, legal representative or assignee, shall use or occupy at the same time, inore than one office or place of Brokers not to use business for the transaction or exercise of the duties, privileges or occupation, place of business. either of stock broker, exchange broker or bill broker, as aforesaid.
It shall, The same person however, be lawful for any individual or copartnership to hold at the same time a may be licensed, commission as stock broker, a commission as exchange broker, and a commission and thick broker. as bill broker, upon payment into the treasury as aforesaid, of the respective amounts hereinbefore stipulated for the respective commissions.
6. No individual or copartnership, other than those duly commissioned under Ibid. $ 5. the provisions of this act, shall use or exercise the business or occupation of a stock broker, or an exchange broker, or a bill broker, under a penalty of five hun- without license. dred dollars for each and every offence, to be recovered as debts are by law recoverable, one-half for the use of the commonwealth, and the other half for the use of the guardians of the poor, in the city or county where such offence shall have been committed.(y) 7. It shall be the duty of the respective county treasurers aforesaid, in the
Ibid. $ 7. months of July and December, in each and every year, to furnish to the auditor- County treasurers general a statement of the amount received by them, for the use of the common- to furnish annual wealth, in pursuance of this act, and settle their accounts with the auditor-general, statements of in the same manner as public accounts are now settled ; and it shall also be the for brokers duty of the said treasurers, upon the settlement of their accounts as aforesaid, to licenses. pay into the treasury of the cornmonwealth the amount so received by them, for which they shall be allowed commissions, in accordance with the provisions of the 16th section of the act of the 15th April 1834,(z) relating to moneys received sions. and paid by county treasurers, for the use of the commonwealth. And for every And fees. commission granted and indorsement made in accordance with this act, the said county treasurers shall be entitled to charge and receive one dollar, to be paid by the party or parties obtaining the same.
8. All the provisions of the act, entitled “ An act to authorize the licensing of 10 April 1949 $ 13. stock brokers, exchange brokers and bill brokers,” passed the 27th day of May 1811, be and the same are hereby extended to real estate brokers and to merchan- Real estate and dise brokers.
9. All stock brokers, bill brokers, exchange brokers, merchandise brokers(a) and 15 May 1854 $ 7. real estate brokers,(6) in each and every city and county of this commonwealth, shall be required to pay annually to the use of the commonwealth, for their respec- Tax on brokers' tive commissions or licenses, granted in pursuance of the several acts of assembly licenses. now in force relating to the same, upon their annual receipts and commissions, discounts, abatements, allowances, or other similar means in the transaction of their business, three per cent.
10. The appraisers of mercantile taxes appointed under the 5th section of the act Ibid. $ 8. of the 16th day of April 1845, entitled “ An act to increase the revenues and dimin
To be appraised. ish the legislative expenses of the commonwealth,” be and they are hereby authorized and required to ascertain and assess the several brokers aforesaid, according to the amount of business done by them respectively, in the same manner as is required of them with regard to vendors of merchandise; and the said several brokers shall be entitled to the same proceedings, on an allegation that they are not properly taxed, as are now provided by the seventh section of the last-recited act in the cases of vendors of merchandise.
11. Nothing in this act shall be held or taken to repeal any obligation, liability, Ibid. $9. penalty or duty imposed upon any broker by any existing law of this common- How classified. wealth, except only so far as the amount of the tax for a commission or license : Provided, That in classing said brokers, when any individual or copartnership desires to obtain a commission or license to carry on business at the same time in
P. L. 573,
P. L. 173.
(y) An unlicensed broker, though subject to a pen- (z) The section here referred to is § 42. See alty, may nevertheless recover the compensation title “ County Treasurers." agreed on. Justice v. Rowand, 30 L. I. 162; s. c. (a) A factor who sells goods on commission is not Shepler v. Scott, 85 P. S. 329. Woodward v. Stearns, taxable as a merchandise broker. Hunter's Appeal, 10 Abb. Pr. (N. S.) 395; contrà, Costello v. Goldbeck, 16 W. N. C. 478. 9 Phila. 158. It was held otherwise, where he had not (b) A real estate broker is one who engages in the taken out a license, under the act of congress. 73 purchase and sale of real estate, as a business and P. S. 198; contrà, Ruckman v. Bergholz, 8 Vroom 438. occupation, and holds himself out to the public in that This, however, appears to be hardly compatible with capacity. Chadwick v. Collins, 26 P. S. 138. His the decision of the supreme court of the United right to commissions depends not upon a final execuStates, in the License Tax Cases, 5 Wall. 462, where tion of an agreement for a sale or exchange of propit is held, that the act of congress merely imposes a erties, but upon a contract concluded through his special tax upon the particular business, but confers agency, at the request of one or both of the parties no authority for the exercise thereof. An unlicensed interested. Keys v. Johnson, 68 P. S. 42. Clendenon real estate broker cannot recover commissions. John- v. Pancoast, 75 Ibid. 213. Reed v. Reed, 82 Ibid. 120. Son v. Hulings, 103 P. S. 498. A state law imposing Inslee v. Jones, Bright. 76. Clapp v. Hughes, 1 Phila. a tax on exchange and money brokers, is not repug- 382. Barnard v. Vonnot, 3 Keyes 203. See Redfield nant to the constitutional power of congress to regu- v. Tagg, 16 Pitts. L. J. 201. Kellogg v. Conklin, 6 late commerce.
Nathan v. Louisiana, 8 How. 73. Phila. 177. Longstreth v. Long, Ibid. 179. Brennan The 6th section of this act, which prohibited time v. Perry, 7 Ibid. 242. Pratt v. Patterson, Ibid. 135. contracts, was repealed by act 17 April 1862, P. L. Haines v. Bequer, 9 Ibid. 51.
P. L. 768.
To make annual returns on oath.
Statement of names, location
15 May 1550 $ 9. more than one of the kind of brokers named in the first part of the 6th, (7th) P. L. 773.
section of this act, the amount of the annual receipts of said individual or copartnership, in each particular order, shall be estimated for the purpose of fixing the class as aforesaid, and separate commissions and licenses shall be issued for each
kind of brokers as now provided by law. 16 May 1861 $ 1. 12. Every stock broker, bill broker, exchange broker, real estate broker and
private banker in this commonwealth shall, on or before the first Monday of
December next, and on or before the same day in each year thereafter, make a See amendment
written return, under oath or affirmation, to the auditor-general of this common
wealth, in which return he shall exhibit and set forth the full amount of his 27 June 1895, P. L. 396,
receipts from commissions, discounts, abatements, allowances and all other profits Supp. 2526.
arising from his business, during the year ending with the thirtieth day of Norember preceding the date of such annual return, and shall forthwith pay into the state treasury three per centum upon the aggregate amount contained in such
return for the use of the commonwealth. All revenues derived from this source Appropriated to are hereby appropriated to the sinking fund, to be applied, under the direction of the sinking fund. the commissioners thereof, to the payment of the interest and reduction of the prin
cipal of the public debt, in like manner as other revenues appropriated to that fund
are now applied. (c) Ibid. $ 2.
13. Every stock' broker, bill broker, exchange broker, real estate broker and private banker in this commonwealth, whether the business be conducted by an
individual or more than one person in partnership, shall, within three months and capital to be after the passage of this act, and all others who shall hereafter engage in such reported to the auditor-general. business in this commonwealth, within sixty days after they commence the same,
make a report to the auditor-general in writing, and under oath or affirmation, See amendment setting forth the name of the person so employed if an individual, or, if a part27 June 1895,
nership, the names of all the individuals composing the same, and the name of the Surp. 2526.
firm, the location or place where such business is transacted, and the amount of
capital invested therein, if any. Ibid. $ 3. 14. Any stock broker, bill broker, exchange broker, real estate broker or private
banker in this commonwealth who shall neglect or refuse to make the return and Penalty for neglect.
report required by the first and second sections of this act,(d) shall, for every such neglect or refusal, be subject to a penalty of one thousand dollars, which penalty
shall be collected on an account settled by the accountant officers, as taxes on bank See amendment dividends are now settled and collected, and shall not be relieved from paying the 27 June 1895, amount which he is liable to pay to the commonwealth, under the provision of the P. L. 396, first section of this act, on account of his having been required and compelled to Supp. 2526. pay the said penalty.
15. All brokers and private bankers shall be required to pay license as heretofore, in addition to the amounts which they shall be required to pay under the
provisions of this act. 3 May 1864 $ 1. 16. That the auditor-general be and he is hereby authorized and required to
examine all cases of penalties incurred under the third section of the act to which Power of the this is a supplement,ce) and upon payment of all taxes due to the commɔnwealth, auditor general in by any of the parties incurring the same, the collection of the penalty therein penalties. named shall be suspended, upon payment of costs by defendant.
P. L. 396,
TUITY . Tax to be additional to license fee.
P. L. 701.
(c) This act has no retroactive effect; it is not unconstitutional, because it takes as the measure of taxation, the profits and income of a preceding year; nor does it violate the license granted to brokers, by the state, to carry on that business. Drexel v. Cóminon. wealth, 46 P. S. 31.
(d) A broker who fails to make a return under this
act, is liable to the penalty imposed for such neglect, and not to a single penalty only as for one offence. Commonwealth v. Cooke, 50 P. S. 201. See infra 16.
(e) See supra 14. It may be a question whether or not this badly-drawn act has any prospective operation.
See CORPORATIONS; Taxes.
1. Corporate powers.
15. Repayment of loans. 2. Power to loan their funds.
16. Payment of instalments, premiums, &c., how 3. Capital stock. Lien for unpaid instalments. enforced. Excess to be repaid to borrower. Withdrawal of stockholders. Rights of executors, &c. 17. Fines limited. 4. Officers.
18. Married women may hold stock. Their rights 5. Disposal of funds. Loans to stockholders. as stockholders. Remedies in case of non-payment.
19. Not to be subject to certain laws. 6. Collection of premiums, tines and interest.
20. Existing corporations. 7. Not to be dissolved by omission to elect.
21. Deeds made after the expiration of charter to 8. Power to purchase and convey lands on which be valid. they have incumbrances.
22. Purchases and sales by building associations 9. May purchase and convey other lands.
confirmed 10. And assign or extinguish ground-rents.
23. Exemption from taxation for state purposes. 11. May borrow on collateral, and loan to stock- 24. Incorporation of building associations in Philaholders.
delphia. Corporate powers. Capital. Articles. Power 12. Premiums for prior right to loans may be re- of repeal. ceived in instalments. Interest in advance may be 25. May maintain suits after the expiration of deducted in lieu of premiums.
their charters. 13. Voluntary withdrawals.
26. Restrictions. 11. Involuntary withdrawals.
P. L. 96.
1. Building and loan associations incorporated under the provisions of this act, 29 April 1874 & 37. shall have the powers, and from the date of the letters-patent creating the same, when not otherwise provided in this act, be governed, managed and controlled as Corporate powers. follows:(9)
2. I. They shall have the power and franchise of loaning or advancing to the power to loan stockholders thereof the moneys accumulated, from time to time, and the power their funds. and right to secure the repayment of such moneys, and the performance of the other conditions upon which the loans are to be made, by bond and mortgage or other security, as well as the power and right to purchase or erect houses, and to sell, conrey, lease or mortgage the same at pleasure to their stockholders, or others for the benefit of their stockholders, in such manner also that the premiums taken by the sa id associations, for the preference or priority of such loans, shall not be deemed usurious; and also that in case of non-payment of instalments, premiums or interest, by borrowing stockholders, for six months, payment of principal, premiums and interest, without deducting the premium paid, or interest thereon, may be enforced by proceeding on their securities according to law.(h)
3. II. The capital stock of any corporation created for such purposes, by virtue Capital stock. of this act, shall at no time consist in the aggregate of more than one million dollars, to be divided into shares of such denomination, not exceeding five hundred dollars each, and in such number as the corporators may, in the application for their charter, specify : Provideıl, That the capital stock may be issued in series, but no such series shall at any issue exceed in the aggregate tive hundred thousand dollars, the instalments on which stock are to be paid at such time and place as the by-laws shall appoint; no periodical payment of such instalments to be made exceeding two dollars on each share, and said stock may be paid off and retired as the by-laws shall direct; every share of stock shall be subject to a lien for the pay- Lien for unpaid ment of unpaid instalments and other charges incurred thereon under the pro- instalments. visions of the charter and by-laws, and the by-laws may prescribe the form and manner of enforcing such lien; new shares of stock may be issued in lieu of the shares withdrawn or forfeited; the stock may be issued in one or in successive series, in such amount as the board of directors or the stockholders may determine; and any stockholder wishing to withdraw from the said corporation, shall Withdrawal of have power to do so, by giving thirty days' notice of his or her intention to stockholders. withdraw, when he or she shall be entitled to receive the amount paid in by him or her, less all fines and other charges; but after the expiration of one year from the issuing of the series, such stockholder shall be entitlel, in addition thereto, to legal interest thereon: Provided, That at no time shall more than one-half of
(9) This act does not authorize the erection of cor- turers' and Mechanics' Saring and Loan Co. v. Cono. porations for dealing in money. Harmony Building ver, 5 Phila. 18. and Loan Association, 6 Phila. 63. An association (h) The privileges granted to such corporations are loaning money to its members, to be used otherwise not discounting privileges, within the prohibition copa than for building, is not a building association within tained in the constitution. Schober v. Accommodation the meaning of the act. Jurrett's Erecutor v. Cope, Savings-Fund anul Loan Association, 35 P. S. 223. 68 P. S. 67. The purchase by such mutual savings- Building Association v. Seemiller, Ibid. 225 n. They fund society of notes and bills, at a discount of more were held to be liable to taxation under the act of than six per cent, is an abuse of their corporate powers, June 1879. Building Associution v. Coinmonweulth, and subjects the charter to forfeiture; but it is no 98 P. S. 54. defence to an action on such note or bill. Janufac
P. L. 96.
Loans to stock
Remedies in case
Not to be dis
29 April 1874 $ 37. the funds in the treasury of the corporation be applicable to the demands of with
drawing stockholders, without the consent of the board of directors, and that no stockholder shall be entitled to withdraw, whose stock is held in pledge for security, Upon the death of a stockholder, his or her legal representatives shall be entitled to receive the full amount paid in by him or her, and legal interest thereon, first deducting all charges that may be due on the stock; no fines shall be charged to a deceased member's account, from and after his or her decease, unless his legal representatives of such decedent assume the future payments on the stock.
4. III. The number, titles, functions and compensation of the officers of any such corporation, their terms of office, the times of their elections, as well as the qualifications of electors, and the ratio and manner of voting, and the periodical meetings of the said corporation, shall be determined by the by-laws, when not
provided by this act. Disposal of funds. 5. IV. The said officers shall hold stated meetings, at which the money in the
treasury, if over the amount fixed by charter as the full value of a share, shall be offered for loan, in open meeting, and the stockholder who shall bid the highest premium for the preference or priority of loan, shall be entitled to receive a loan of not more than the amount fixed by charter as the full value of a share, for
each share of stock held by such stockholder: Provided, That a stockholder may holders.
borrow such fractional part of the amount fixed by charter as the full value of a share, as the by-laws may provide; good and ample security, as prescribed by the by-laws of the corporation, shall be given by the borrower, to secure the repayment of the loan; in case the borrower shall neglect to offer security, or shall offer security that is not approved by the board of directors, by such time as the by-laws may prescribe, he or she shall be charged with legal interest, together with any expenses incurred, and the loss in premium, if any, on a resale, and
the money may be resold at the next stated meeting; in case of non-payment of of non-payment,
instalments or interest by borrowing stockholders, for the space of six months, payment of principal and interest, without deducting the premium paid or interest thereon, may be enforced, by proceeding on their securities according to law.
6. V. No premiums, fines, or interest on such premiums, that may accrue to premiums, fines the said corporation, according to the provisions of this act, shall be deemed and interest.
usurious; and the same may be collected as debts of like amount are now by law collected in this commonwealth.(i).
7. VI. No corporation or association created under this act shall cease or expolied by omission pire, from neglect on the part of the corporators to elect officers at the time
mentioned in their charter or by-laws; and all officers elected by such corporation
shall hold their offices until their successors are duly elected. Power to purchase 8. VII. Any loan or building association incorporated by or under this act, and.conne, lands is hereby authorized and empowered to purchase, at any sheriff's or other judicial on which they have incumbrances. sale, or at any other sale, public or private, any real estate, upon which such
association may have or hold any mortgage, judgment, lien or other incumbrance, or ground-rent, or in which said association may have an interest, and the real estate so purchased, or any other that such association may hold or be entitled to at the passage of this act, to sell, convey, lease or mortgage, at pleasure to any person or persons whatsoever; and all sales of real estate heretofore made by such associations to any person or persons not members of the association so selling,
hereby confirmed and made valid. May purchase and 9. VIII. All such corporations shall have full power to purchase lands and to convey other
sell and convey the same, or any part thereof, to their stockholders or others in fee simple, with or without the reservation of ground-rents, but the quantity of land purchased by any one of said associations hereafter incorporated, shall not, in the whole, exceed fifty acres; and in all cases the lands shall be disposed of within ten years from the date of the incorporation of such associations respec
tively. And assign 10. IX. All land and building associations are hereby authorized to make sale ground-rents.
of, and assign or extinguish, to any person or persons, the ground-rents created as aforesaid.
11. In addition to the corporate powers conferred on building and loan associa
tions by the thirty-seventh section of the act of twenty-ninth April, one thousand May borrow eight hundred and seventy-four,(k) they shall have the right; when applications
for loans by the stockholders thereof shall exceed the accumulations in the treas
ury, to make temporary loans of such sum or sums of money to meet such deSee amendment mands, not exceeding in the aggregate of such loan at any time fifteen thousand 25 June 1895, dollars ($15,000), at a less rate of interest than six per centum, and secure the
payment of the same by note, bond, or assignment of its judgments and mortSupp. 2529.
(i) See infra 15. An unincorporated building and ing Association, 89 Ibid. 15. Hansbury v. Pfeiffer, 35 loan association cannot recover the premium on its L. I. 315, loans. Jarrett's Executor v. Cope, 68 P. S. 67. And (k) See United States Building and Loan Associasee Rhoads v. Hoernersville Building and Savings tion v. Silverman, 85 P. S. 391. Estate of William Association, 82 P. S. 180. Link v. Germantown Build- Brown Building Association, 12 W. N.C. 207. Laurel
Run Building Association v. Sperring, 106 P. S. 334.
2 June 1991. P. L. 174.
money on collateral and loan to stockholders.
P. L. 303,
2 June 1991.
P. L. 174.
P. L. 16.
ceived in instal
gages as collateral; said loans to be repaid out of the accumulations in the treasury, as soon as sufficient is paid in and there is no demand therefor by borrowing stockbolders.
12. It shall be lawful for any mutual savings-fund, or building and loan associa- 10 April 1879 $ 1. tion, now incorporated or hereafter to be incorporated, in addition to dues and interest, to charge and receive the premium or bonus bid by a stockholder for Premiums for preference or priority of right to a loan, in periodical instalments; and such pre-prior riglut to mium or bonus so paid in instalments shall not be deemed usurious, but shail be loans may be retaken to be a payment, as it falls due, in contradistinction to a premium charged ments. and paid in advance; and in so far as said premium or bonus so charged and paid, in addition to dues and interest, shall be in excess of two dollars for each periodical payment, the same shall be lawful, any law, usage or custom to the contrary notwithstanding. It shall also be lawful for any mutual savings-fund or Interest in advance building and loan association to charge and deduct interest in advance, in lieu of may be deducted in
lieu of premiums. premiums for preference or priority of right to a loan : Provided, That the certificate of incorporation of each association hereafter to be incorporated, and the certificate provided in section nine of this act for those heretofore incorporated, shall set forth whether the premium or bonus bid for the prior right to a loan shall be deducted therefrom in advance or paid in periodical instalments, or whether interest in advance shall be deducted from the loan in lieu of premium or bonus.
13. Stockholders withdrawing voluntarily, shall receive such proportion of the Ibid. $ 2. profits of the association, or such rate of interest as may be prescribed by the bylaws, any law or usage to the contrary potwithstanding ; but payment of the dralwatery withvalue of stock so withdrawn, shall only be due when the funds now by law applicable to the demand of withdrawing stockholders are sufficient to meet and liquidate the same, and then only in the order of the respective times of presentation of the notices of such withdrawals, which must have been presented in writing at a previous stated meeting, and have been then and there indorsed as to times of presentation, by the officer designated by the by-laws of the association.(k).
14. The by-laws may provide for the involuntary withdrawal and cancellation at Ibid. $ 3. or before maturity of shares of stock not borrowed on: Provided, That such withdrawal and cancellation shall be pro rata among the shares of the same series of
Involuntary withstock: And provided further, That not less than legal interest shall be credited and allowed to each share so withdrawn and cancelled.
15. A borrower ay repay a loan at any time, and in case of the repayment Ibid. § 4. thereof before the maturity of the shares pledged for said loan, there shall be refunded to such borrower (if the premiums, bonus or interest shall have been de- Lepayment of ducted in advance) such proportions of the premiums, bonus or advance interest bid, as the by-laws may determine: Provided, That in no case shall the association retain more than one one-hundredth of said premium or bonus for each calendar month that has expired since the date of the meeting upon which the loan was made, or if interest in advance, it shall retain only the interest due on the loan up to the time of settlement: And further provided, That such borrower shall receive the withdrawing value of the shares pledged for said loan, and the shares shall revert back to the association.
16. In case of non-payment of instalments of stock, premiums, dues or interest, Ibid. § 5. by borrowing stockholders, for the space of six months,() payment of the same, together with the full principal of the loan, may be enforced by proceeding on their pennenpretninama securities, according to law; and the moneys so recovered shall be paid into the &c., how enforced. treasury of the association for such uses (loans or otherwise) as may be deemed proper by the association ; and if the said moneys so recovered, together with the withdrawal value of the shares of such defaulting borrower, shall exceed the amount it would have required, according to the preceding section, to have voluntarily re- Excess to be repaid the loan, together with all the expenses incurred by the association, such excess paid the borrower. shall be repaid to such defaulting borrower.(m)
17. Fines or penalties for the non-payment of instalments of dues, interest and Ibid. $ 6. bonus or premium, shall not exceed two per centum per month on all arrearages.(n)
18. It shall be lawful for any married woman of full age to hold stock in any Ibid. $ 7. of said savings-fund, building or loan associations; and as such stockholder, she shall have all the rights and privileges of other members, including the right to borrow money from said associations and bid premiums therefor, and shall also have the right and power to secure such loan by transferring her said stock or other securities to said association from which the same was borrowed, or by executing bond and mortgage upon her separate real estate to secure said loan:
Married women may
(k) See United States Building and Loan Associa- (m) Flounders v. Hawley, 78 P. S. 45. Snider's tion v. Silverman, 85 P. S. 394.' Estate of William Estate, 31 Leg. Int. 49. Broun Building Association, 12 W. N.C. 207. Laurel (n) See Marietta Building Association v. Hanlen, Run Building Association v. Sperring, 106 P. S. 334. 7 Luz. L. Reg. 165.
(1) See Barndt v. Greul, 4 Leg. Gaz. 388; s. c. Luz. L. Reg. 737.