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General meetings.

shares.

Sec. 10. And be it further enacted, That the president and directors shall have power to call a general meeting of the stockholders, for purposes concerning the interest of the bank, giving at least six weeks notice, in one or more of the newspapers of the district, specifying in such notice the object or objects of such meeting.

Sec. 11. And be it further enacted, That Transfer of the shares of the capital stock, at any time owned by any individual stockholder, shall be transferrable only on the books of the bank according to such rules, as may, conformably to law, be established in that behalf, by the president and directors; but all debts actually due and payable to the bank (days of grace for payment being passed) by a stockholder, requesting a transfer, must be satisfied, before such transfer shall be made, unless the president and directors shall direct to the contrary.

Dividends to semi annual

be declared

ly:

Capital not

ed thereby.

Sec. 12. And be it further enacted, That the dividends of the profits of the company, or so much of said profits as shall be deemed expedient and proper, shall be declared half yearly, in the first week in April and October, in each year; the amount of said dividend shall from time to time be determined by the president and directors, and shall in no case exceed the amount of the net profits actually acquired by the company, so that the capital stock of the said company shall never be impaired by dividends.

Sec. 13. And be it further enacted, That if the said directors shall at any time, wilfully to be impair and knowingly make or declare any dividend which shall impair the said capital stock, all the directors present at the making or declaring of said dividend, and consenting thereto, shall be

liable in their individual capacities to the company, for the amount or proportion of said capital stock so divided by the said directors; and each director who shall be present at the making or declaring of such dividend, shall be deemed to have consented thereto, unless he shall immediately enter in writing, his dissent on the minutes of the proceedings of the board, and give notice thereof to the secretary of the treasury of the United States.

Sec. 14. And be it further enacted, That the bank shall in no case, be owners of any ships or vessels, or directly or indirectly, be concerned in trade, or the importation or exportation, purchase or sale of any goods, wares or merchandise whatever, except bills of exchange, bullion, stock of the United States, or of incorporated institutions, and such ships, vessels, goods, wares or merchandize, as shall be truly pledged to them by way of security for debts due, owing or growing due to the said bank, or purchased by it to secure such debts.

Bank not to

in ships, &c. be engaged

Sec. 15. And be it further enacted, That nor in lands, the bank shall not purchase or hold any lands, &c. &c. tenements or other real estates, other than what may be necessary for the convenient transaction of its business, unless such lands, tenements and real estates, shall have been bona fide mortgaged to the bank by way of security or conveyed to it in satisfaction of debts previously contracted in the course of dealings, or purchased to secure debts contracted with or due to the bank; and in every instance in which the bank may become the owners or claimants of lands, tenements or real estates, the president and directors are empowered to sell or dispose of the same, in such a manner as they may deem beneficial for the said bank.

Vacancies, how to be

filled.

Extra gene

if

any

Sec. 16. And be it further enacted, That if any vacancy shall at any time happen among the directors by death, resignation or otherwise, the rest of the directors for the time being, shall elect a director to fill the vacancy. Sec. 17. And be it further enacted, That number of stockholders not less than ral meetings. twenty, who shall be proprietors of not less than four thousand shares, may for any purpose relative to the institution, at any time apply to the president and directors, to call a general meeting of the stockholders, and if by them refused, the said number of stockholders, proprietors of not less than the number of shares aforesaid, shall have power to call a general meeting of the stockholders, giving at least sixty days notice in two or more of the public newspapers in the district, specifying in such notice the object or objects of such call.

Limitation

Sec. 18. And be it further enacted, That the said bank shall not at any time discount of discounts. or loan a greater sum than double the amount of the capital stock, which shall be actually paid in.

Not to dis

twice the

capital.

Sec. 19. And be it further enacted, That the total amount of the debts which the said count beyond corporation shall at any time owe, whether by amount of its bond, bill, note or other contract, shall not exceed twice the amount of their capital stock actually paid, over and above the monies then actually deposited in the bank for safe keeping. In case of excess, the directors, under whose administration it shall happen, shall be liable for the same in their natural and private capacities; and an action of debt, may in such case be brought against them or any of them, their or any of their heirs, executors or administrators, in any court proper to try the same by any creditor or creditors

of said corporation, and may be prosecuted to judgment and execution, any condition, covenant or agreement to the contrary notwithstanding. But this shall not be construed to exempt said corporation, or the lands, tenements, goods or chattels of the same from being also liable for, and chargeable with said excess. Such of said directors who may have been absent when said excess was contracted or created, or who may have dissented from the resolution or act whereby the same was so contracted or created, may respectively exonerate themselves from being so liable, by forthwith giving notice of the fact, and of their absence or dissent to the secretary of the treasury of the United States, and to the stokholders at a general meeting, which they shall have power to call for that purpose; and the body corporate hereby created, and the capital stock thereof, shall be liable for all the debts and engagements contracted, or which before or on the said fourth day of March, in the year eighteen hundred and eleven, shall be contracted by the company, or co-partnership heretofore created by the articles of association herein before mentioned, and which carried on the banking business under the name and style of "The President and Directors of the Union Bank of Georgetown ;" and the creditors of the said co-partnership, shall have the like remedy by action, against the said body corporate, as they had or have, or may or can have against the said co-partnership.

Sec. 20. And be it further enacted, That in case it should at any time happen, that an election of directors should not be made, on any day when, pursuant to this act, it ought to have been made, the said corporation shall not for that cause be deemed to be dissolved;

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This to be

considered as a public act.

but it shall be lawful on any other day to hold and make an election of directors, at a meeting to be called in such manner as shall be prescribed by the laws and ordinances of the said corporation.

Sec. 21. And be it further enacted, That
this act shall to all intents and purposes, be
deemed and held a public act, and be and
continue in force for the term of ten years,
from and after the fourth day of March, which
will be in the year of our Lord, one thousand
eight hundred and eleven, and no longer.
J. B. VARNUM,

Speaker of the House of Representatives.
GEO. CLINTON,

Vice-President of the United States, and
President of the Senate.

February 18, 1811.

APPROVED,

JAMES MADISON.

CHAPTER LXXXVII.

AN ACT making a further distribution of such laws of the United States, as respect the Public Lands.

B

E it enacted by the Senate and House of Representatives of the United States of America, in Congress assembled, That the copies of the laws prepared and printed under the authority of "An act providing for printing and distributing of such laws of the United States as respect the public lands," passed the twenty-seventh day of April, one thousand eight hundred and ten, not otherwise disposed of, shall be distributed in the manner following, that is to say: The President and

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