fourth, eighteen hundred and sixty-four is amended, so as to read as follows:

Sec. 2. Whenever, after publication of notice for thirty days, as provided for in section four of the act to which this is supplementary, any shares of stock shall be declared forfeited by resolution of the board of trustees, it shall be lawful for the trustees to advertise the same for sale, giving the name of the subscriber and the number of shares, by notice of not less than three weeks, to be published at least once a week in one newspaper of general circulation in the city, town or county where the office or principal place of business of such corporation is located, or in case no newspaper shall be there published, then in the newspaper published nearest to the place where said office or principal place of business shall be carried on as aforesaid, and such sale shall be made at auction under the direction of the secretary of the company. At such sale the corporation may be a bidder, and the shares shall at such sale be disposed of to the highest and best bidder for cash. No defect in the organization of the corporation, and no informality or irregularity in the proceedings respecting the sale, shall affect the validity thereof; provided, notice shall have been given by publication, as herein provided. After said sale is made, the secretary shall, on receipt of the purchase money, transfer to the purchaser the shares sold, and after deducting from the proceeds of such sale all installments then due and all expenses and charges of sale, shall hold the residue of said proceeds subject to the order of the delinquent subscriber. [Amendment approved March 30, 1868, 539; took effect from passage.]

[An act was approved to change place of business of San Justo Homestead Association, 1870; Stats. 1869-70, p. 40.]

An act supplementary to an act entitled "An act to authorize the formation of corporations to provide the members thereof with homesteads, or lots of land suitable for homesteads," approved May twentieth, eighteen hundred and sixty-one.

[Approved March 23, 1874; Stats. 1873-74, p. 525.]

81. Extension of time for homestead corporations. § 2. How existence continued.

Section 1. Any corporation formed under the act to which this act is supplemental, whose period of existence is not stated in its articles of incorporation to be ten years, may continue its corporate existence for ten years from the date of filing its articles of incorporation, upon complying with the provisions of this act.

Sec. 2. Any such corporation existing on the first day of January, eighteen hundred and seventy-four, may, at any time before its period of existence, as stated in its articles of incorporation, shall expire, continue its existence, as stated in section one of this act, by a majority vote of its board of trustees at any meeting of such board, or by a vote of a majority of the stockholders, as the board of trustees may elect. A certificate of the action of the directors, signed by them and their secretary, when the election is made by their vote, or upon the written consent of the stockholders or members, or a certificate of the proceedings of the meeting of the stockholders or members, when such election is made at any such meeting, signed by the chairman and secretary of the meeting and a majority of the directors, must be filed in the office of the clerk of the county where

the original articles of incorporation are filed, and a certified copy thereof must be filed in the office of the Secretary of State; and thereafter the corporation shall continue its existence under the provisions of this act, and shall possess all the rights and powers, and be subject to all the obligations, restrictions, and limitations prescribed by the act of which this is supplementary.

Sec. 3. This act shall take effect from and after its passage.

ARTICLE XXI.

SAVINGS AND LOAN SOCIETIES.

An act to provide for the formation of corporations for the accumulation and investment of funds and savings.

[Approved April 11, 1862; Stats. 1862, p. 199.]

Section 1. Corporations, for the purpose of aggregating the funds and savings of the members thereof and others, and preserving and safely investing the same for their common benefit, may be formed according to the provisions of this act; and such corporations, and the members and stockholders thereof shall be subject to all the conditions and liabilities herein imposed, and to none other.

Sec. 2. Any five or more persons, who may desire to form an incorporated company for the purposes specified in the preceding seetion, may make, sign, and acknowledge, before some officer competent to take the acknowledgment of deeds, and file in the office of the county clerk of the county in which the principal place of business of the company is intended to be located, and a certified copy thereof in the office of the Secretary of State, a certificate, in writing, in which shall be stated the corporate name of the corporation. the object for which the corporation shall be formed, the time of its existence not to exceed fifty years, the number of directors and their names, who shall manage the affairs of the company for the first six months and the name of the city, or town, and county in which the principal place of business of the company is to be located.

Sec. 3. A copy of any certificate of incorporation, filed in pursuance of this act, and certified by the county clerk of the county in which it is filed, or his deputy, or by the Secretary of State, shall be received in all courts, actions, proceedings, and places, as presump. tive evidence of the facts therein stated.

Sec. 4. When the certificate shall have been filed, the persons who shall have signed and acknowledged the same, and such persons as may thereafter become their associates or successors shall be a body politic and corporate, and by their corporate name have succession for the period limited, and power:

First-To sue and be sued in any court.

Second-To make and use a common seal, and to alter the same at pleasure.

Third-To purchase, hold, sell, convey, and release from trust or mortgage such real or personal estate as hereinafter provided in this act.

Fourth-To appoint such officers, agents, and servants, as the business of the corporation shall require; to define their powers, prescribe their duties, and fix their compensation, and to require of them such security as may be thought proper for the fulfillment of their duties. Fifth-To loan and invest the funds of the corporation, to receive

deposits of money, and to loan and invest the same; to collect the same, with interest, and to repay such deposits, without interest, or with so much of the earnings and interest as the by-laws of the corporation may provide.

Sixth-To make by-laws, not inconsistent with the laws of this state, for the organization of the company and the management of its property, the regulation of its affairs, the condition on which deposits shall be received, the time and manner of dividing the profits, and the time and manner in which any person may become or may cease to be a member of the corporation, and for carrying on all kinds of business within the objects and purposes of the company. [Amendment approved March 12, 1864; Stats. 1863-64, p. 158.]

Sec. 5. No corporation formed under this act shall loan any money without adequate security on real and personal property, except when any such corporation shall, by a by-law to that effect, adopted by a two-third vote of all the stock of the company subscribed and taken, authorize the making of loans to persons of reputed solvency, when ordered by a vote of not less than three-fourths of all the directors thereof;, provided, that this exception shall apply only to corporations having a capital stock or reserved fund, or both capital stock and reserved fund paid in, of not less than three hundred thousand dollars; and no deposits shall be loaned or invested for a period exceeding six years. [Amendment approved March 12, 1864; Stats. 1863-64, p. 158.]

Sec. 6. The corporate powers of the corporation shall be exercised by a board of not less than five directors, residents of this state, and a majority of them citizens of the United States, who shall be holders of stock, each to such amount and under such conditions as the by-laws may prescribe (if a capital stock is provided for in the certificate of incorporation), or members, each having deposits with the corporation to the amount of at least one hundred dollars (if the company has no capital stock). All directors, to hold office after the expiration of the term of the directors named in the certificate of incorporation, shall be annually elected, at such time and place, and in such mode, and upon such notice, as shall be directed by the by-laws of the company. All such elections shall be by ballot, and each stockholder, who shall be a member and shall have signed the by-laws, shall be entitled to such number of votes as shall be fixed by the by-laws, not exceeding one vote for every share of stock held by him; and the by-laws may provide what qualifications shall entitle a member, not stockholder, or the members of a corporation having no stock, to a vote, and the persons receiving the greatest number of votes shall be directors. The president of the corporation, who shall also be the president of the board of directors, shall be chosen by said board from among their own number. When any vacancy shall occur in the board of directors, by death, resignation, or otherwise, it shall be filled for the remainder of the term in such manner as may be prescribed by the by-laws of the company.

Sec. 7. If it should happen at any time that an election of directors shall not be made on the day designated by the by-laws of the company, the corporation shall not, for that reason, be dissolved, but it shall be lawful, on any other day, to hold an election for directors, in such manner as shall be provided for by the by-laws of the company, and the directors shall be continued in office until their successors shall be elected.

Sec. 8. The call for the first meeting of the directors shall be signed by one or more persons named directors in the certificate, setting forth the time and place of meeting, which notice shall be

delivered personally to each director, or published at least ten days in some newspaper of the county in which is the principal place of business of the corporation, or if no newspaper is published in the county, then in the newspaper nearest thereto.

Sec. 9. A majority of the whole number of directors shall form a board for the transaction of business, and every lecision of a majority of the persons duly assembled as a board, or a larger number, if the by-laws shall so require, shall be valid as a corporate act. [Amendment approved April 4, 1864; Stats. 1863-64, p. 531; took effect from passage.]

Sec. 10. It shall not be lawful for the corporation or the directors to make any dividend, except from the surplus profits arising from the business of the corporation, and the directors shall, at such times and in such manner as the by-laws shall prescribe, declare and par dividends of so much of the profits of the company and of the interest arising from the capital stock and deposits, as may be appropriated for that purpose by the provisions of the by-laws; and it shall not be lawful for the corporation or the directors to contract any debt or liability against the corporation for any purpose whatever, except for deposits, but the capital stock and the assets of the corporation shall be a security to depositors who are not stockholders, and the by-laws may provide that the same security shall extend to deposits made by stockholders. [Amendment approved March 4, 1870; Stats. 189-70, p. 130; took effect from passage.]

Sec. 11. Corporations formed under this act, may prescribe, by their by-laws, the time and conditions on which repayment is to be made to depositors, but whenever there is any call by depositors for repayment of a greater amount than the corporation may have disposable for that purpose, it shall not be lawful for the directors or officers to make any new loans or investments of the funds of the depositors, or of the earnings thereof, until such excess of call shall have ceased. And the directors of any corporation formed under this act, and having no capital stock, shall retain, on each dividend day, at least five per cent of the net profits of the corporation, to constitute a reserve fund, which shall be invested in the same manner as other funds of the corporation, and shall be used toward paying any losses which the corporation may sustain in the pursuance of its lawful business; and the corporation may provide, by its by-laws, for the disposal of any excess in the reserve fund over one hundred thousand dollars, and the final disposal, upon the dissolution of the corporation, of the reserve ford, or of the remainder thereof, after payment of losses.

Sec. 12. No corporation formed under this act shall, by any implication or construction, be deemed to possess the power of creating and issuing bills, notes, or other evidences of indebtedness, for eireulation as money.

Sec. 13. The real and personal estate which it shall be lawful for any such corporation to purchase, hold, and convey, shall be:

First-The lot and building in which the business of the company may be carried on; provided, that the cost of the same shall not exceed one hundred thousand dollars, except on a vote of two-thirds of the stockholders, in which case it shall be lawful for such corporation to increase the sum to be invested for such purpose to two hundred and fifty thousand dollars.

Second-Such as shall have been mortgaged or pledged to it, or conveyed in trust for its benefit, in good faith, for money loaned in pursuance of the regular business of the corporation.

Third-Such as shall have been purchased at sales under pledges, mortgages, or deeds of trust made for its benefit, or upon judgment

And the said estate in any

or decrees obtained or rendered for money so loaned. corporation shall not purchase, hold, or convey real other case or for any other purpose; and all such real estate as is described in the second and third subdivisions of this section shall be sold by the said corporation within five years after the same shall be vested in it by purchase or otherwise; and the said corporation shall not directly or indirectly deal or trade in buying or selling any goods, wares, or merchandise whatever, except such personal property as may be requisite for its immediate accommodation for the convenient transaction of its business, and except bonds, securities, or evidences of indebtedness, public or private, gold and silver bullion, and United States mint certificates of ascertained value, and evidences of debt issued by the United States; provided, that no corporation formed under the act to which this is amendatory, shall have authority to purchase, hold, or convey bonds, securities, or evidences of indebtedness, public or private, except bonds of the United States, or of the state of California, and of the counties of the state of California, unless such corporation has a capital stock or reserve fund, or both capital stock and reserve fund, paid in, of not less than one hundred thousand dollars. [Amendment approved March 31, 1866; p. 626.]*

Sec. 14. Any married woman, being a member or holding stock in her own name in any company formed under this act, may cast her own vote and appoint her own proxy to vote for her. Whenever any stock or deposits are held by any person as executor, administrator, trustee, or guardian, he shall represent such stocks or deposits, and may vote accordingly. [Amendment approved March 12, 1864; Stats. 1863-64, p. 158.]

Sec. 15. Whenever any deposit shall be made by any minor, the directors of said corporation shall pay to such depositor such sums as may be due to him or her, although no guardian shall have been appointed by or for such minor, or the guardian of such minor shall not have authorized the drawing of the same; and the check, receipt, or acquittance of such minor shall be as valid as if the same was executed by a guardian of such minor, or the said minor was of full age, if such deposit was made personally by said minor; and whenever any deposit shall be made, in her own name, by any woman being or thereafter becoming married, said directors shall pay such sums as may be due to her, on her own receipt or acquittance; and any person authorized thereto by resolution of the board of trustees or directors of any corporation, association, or society having funds deposited or owning stock in any corporation formed under this act, shall be entitled to receive such deposit or transfer such stock, and to cast the vote of such corporation, association, or society.

Sec. 16. Every corporation incorporated or doing business under the provisions of this act shall cause to be published annually, once a week for at least six successive weeks, in one public newspaper printed in the county in which such corporation may be located, a true and accurate statement of all depositors who shall have deposits, dividends, or interest to their credit on the books of said corporation, and concerning whom, at the date of such statement, the officers of the corporation shall have had no knowledge during the two years next preceding such date; such statement shall contain the name, residence, and occupation, if known, of the person making the deposit, or in whose favor the dividend was declared; and in all cases

*Further amended by act of March 31, 1870; Stats. 1869-70, p.