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so published the expense of advertising shall be deducted from the sums unclaimea, in proportion to the amount of each respeetively.

Sec. 17. Corporations formed for the purpose designated in section one of this act may have a capital stock, and may issue certifieates to represent shares of such capital stock; provided, that the certificate, directed by the second section of this act to be exeeuted and filed, shall also contain a statement of the amount of such eapital stock, and number of shares of which it shall consist. The rights and privileges to be accorded to such capital stock, as distinet from those to be accorded to depositors, and the obligations to be imposed upon it in the same relation, shall be fixed by the by-laws.

Sec. 18. It shall not be lawful for the directors to divide, withdraw, or in any way pay to the stockholders, or any of them, any part of the capital stock, nor to reduce the amount of the same.

Sec. 19. Whenever it is desired to increase the amount of capital stock, a meeting of stockholders may be called, by a dotiee, signed by at least a majority of the directors, and published at least sixty days in every issue of some newspaper published in the county where the principal place of business of the company is located, which notice shall specify the object of the meeting, the time and place where it is to be held, and the amount to which it is proposed to increase the capital stock; and a vote of two-thirds of all the shares of stock represented at the meeting shall be necessary to an increase of the amount of capital stock.

Sec. 20. If, at any meeting so called, a sufficient number of votes has been given in favor of increasing the amount of capital stock, a certificate of the proceedings, showing a compliance with these provisions, the amount of the capital actually paid in, and the amount to which the capital stock is to be increased, shall be made out, signed, and verified by the affidavit of the chairman and secretary of the meeting, certified by a majority of the directors, and filed, as required by the second section of this act. When so filed, the capital stock of the corporation shall be increased to the amount specified in the certificate.

Sec. 21. The stock of the company shall be deemed personal estate, and shall be transferable in such manner as shall be prescribed by the by-laws.

Sec. 22. No certificate, representing shares of stock, shall be issued, nor shall such stock be considered as acquired, until the whole sum of money which such certificate purports to represent shall have been paid in to the corporation.

Sec. 23. Any stockholder may pledge his stock, by a delivery of the certificate, or other evidence of his interest, but may, nevertheless, represent the same at all meetings, and vote as a stockholder.

Sec. 24. Any corporation formed under this act may dissolve and disincorporate itself, by presenting to the county judge of the county in which the principal place of business of the company is situated, as named in the certificate of incorporation, a petition to that effeet, setting forth the reason therefor, signed by all the directors of the corporation. Notice of the application shall then be given by the clerk, which notice shall set forth the nature of the application, and shall specify the time and place at which such application shall be heard, and shall be published in every regular issue of some newspaper in the county where the application is to be heard, and in at least one newspaper published in the city and county of San Francisco, for at least three months, and if no newspaper is published in the county where the application is made, then such notice shall be posted up, at least thirty days previous to the time when such application is to be heard, in three public places in said county, one of which shall be the courthouse of said county. At the time and place appointed, or at any other time to which it may be postponed by the judge, he shall proceed to consider the application, and if satisfied that the members and stockholders of the corporation will be benefited thereby, and that no indebtedness of the corporation exists, other than to depositors who have not demanded their deposits, he shall enter an order declaring it dissolved. The hearing of such application for dissolution shall not be had by the judge until after the expiration of twenty days from and after the last publication of the notice aforesaid. After filing the petition for dissolution no more deposits shall be received, nor certificates of stock be issued, by the officers of the corporation.

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Sec. 25. Upon the dissolution of any corporation formed under this act, the directors, at the time of the dissolution, shall be trustees for the members and others interested in the corporation dissolved, and shall have full power and authority to sue for and recover the debts due to and property of the corporation, settle all of its affairs, and divide among the members and stockholders, in such proportion as the by-laws shall direct, the money and other property that shall remain after the payment of all the expenses. And all unclaimed deposits, and the interest accruing thereon, and unclaimed shares and money due thereon, not called for within thirty days after the collection of all solvent indebtedness, shall be paid by the said trustees into the state treasury, accompanied by a statement setting forth the time that such deposits were made, or such share acquired, by the person holding the same at the time of such dissolution, and the name and residence, if known, of the person making or holding the same, the amount of such deposits or shares, and also of the dividends not called for, and the name of the person or persons to whom the deposit, or stock, or the dividends belong, if known. All amounts of unclaimed dividends and deposits paid into the state treasury as aforesaid, shall be received, invested, and accounted for and paid out in the same manner and by the same officer as is provided by law concerning escheated estates. Upon such payment by the said trustees, the state treasurer shall give to them a receipt for the amount so paid in, which shall fully discharge them from all liability to such depositors or stockholders.

Sec. 26. The misnomer of any such corporation in any instrument, shall not vitiate or impair the same, if it be sufficiently described to ascertain the intention of the parties.

Sec. 27. All corporations for the accumulation, preservation, and investment of funds and savings, all savings and loan societies, and all associations or societies for the like purpose, claiming in good faith to be incorporated under the laws of this state, may avail themselves of the provisions of and become incorporated under this act, by filing with the county clerk of the county in which their principal place of business is located, and a certified copy thereof in the office of the Secretary of State, a certificate, stating their intention and election to become so incorporated, which intention and election may be made and declared by the trustees or acting trustees of such corporation, association, or society, or a majority thereof. The certificate stating such intention and election shall be signed by the president and secretary of such corpora

or society, and shall be acknowledged before some officer competent to take the acknowledgment of deeds. Such certificate shall in other respects conform to the requirements of this act.

tion, association,

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Corporations formed or existing under or by virtue of this act shall not, nor shall the members or stockholders thereof, be subject to the conditions and liabilities of an act entitled an aet concerning cor. porations, passed April twenty-second, eighteen hundred and fifty (Amendment approved April 4, 1864; Stats. 1863-64, p. 531; took effect from passage.]

Sec. 28. All acts and parts of acts in conflict with the provisions of this act, are hereby declared to be inoperative so far as they affect this act.

Sec. 29. This act shall take effect from and after its passage.

Act Cited.

People v. Savings Union, 72 Cal. 20, 13 Pac. 498; Crane v. Pacific Bank, 106 Cal. 68, 39 Pac. 215; McGowan v. MeDonald, 111 Cal. 62, 64, 52 Am. St. Rep. 149, 43 Pac. 418; Murphy v. Pacific Bank, 119 Cal. 338, 51 Pac. 317; Murphy v. Pacific Bank, 130 Cal. 544, 62 Pae. 1059; Laidlaw

Pacific nk, 137 Cal. 394, 395, 70 Pac. 277, 62 Pac. 1059.

An act to amend an act entitled, "An act to provide for the forma

tion of corporations for the accumulation and investment of funds and savings," approved April eleventh, eighteen hundred and sixty-two.

[Stats, 1871-72, pp. 132, 133.] $ 1. Acts not lawful. § 2. Increase of capital stock.

Section 1. Section eighteen of an act entitled “An act to provide for the formation of corporations for the accumulation and investment of funds and savings,'' approved April eleventh, eighteen hundred and sixty-two, is hereby amended so as to read as follows:

Sec. 18. It shall not be lawful for the directors to divide, with draw, or in any way pay to the stockholders, or any of them, any part of the capital stock, nor to reduce the amount of the same, er cept as hereinafter provided.

Sec. 2. Section nineteen of the act mentioned in the first seetion of this act is hereby amended so as to read as follows:

Sec. 19. Whenever it is desired to increase the amount of capital stock, and in cases where the capital stock is partly but not all taken and paid in it is desired to reduce the same to not less than the amount paid in, a meeting of stockholders may be called, by a notice signed by at least a majority of the directors, and published at least sixty days in every issue of some newspaper published in the county where the principal place of business of the company is located, which notice shall specify the object of the meeting, the time and place where it is to be held, and the amount to whieh it is proposed to increase or reduce the capital stock, as the case may be; and a vote of two-thirds of all the shares of stock presented at the meeting shall be necessary to an increase or decrease of the amount of capital stock; provided, that nothing in this act contained shall be held to authorize the release of any subseription to the capital stock, or the reduction of the amount of capital stock below the full amount that shall have been subscribed thereto.

Scc. 3. Section twenty of the act mentioned in the first section of this act is hereby amended so as to read as follows:

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Sec. 20. If at any meeting so called a sufficient number of votes Eas been given in favor of increasing or reducing the amount of capital stock, a certificate of the proceedings, showing a compliance with these provisions, the amount of the capital actually paid in, and the amount to which the capital stock is to be increased or reduced, shall be made out, signed, and verified by the affidavit of the chairman and secretary of the meeting, certified by a majority of the directors, and filed as required by the second section of this act. When so filed the capital stock of the corporation shall be increased or reduced to the amount specified in the certificate.

Sec. 4. This act shall take effect from and after its passage. Approved February 21, 1872.

Amendatory and supplementary to an act to provide for the forma

tion of corporations for certain purposes, passed April fourteenth, eighteen hundred and fifty-three, and acts amendatory and supplemental thereto.

[Approved March 4, 1870; Stats. 1869-70, p. 132.] Section 1. All corporations and their successors, heretofore formed under the provisions of the act of which this act is amendatory, for the purpose of receiving from the members thereof and others deposits of money, preserving the same from loss, and of finding secure and profitable investment therefor, may receive deposits of money from minors and married women.

Sec. 2. Whenever any deposits shall be inade by any minor, the directors of such corporation may 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 uot 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; and whenever any deposit shall be made, in her own rame, by any woman being or thereafter becoming married, said directors may pay such sums as may be due to her or standing to her credit on the books of such corporation, on her own receipt or acquittance, and such receipt or acquittance shall be as valid as if executeà by such married woman jointly with her husband. 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 for the purpose aforesaid, under the act of which this is amendatory, shall be entitled to receive such deposit or transfer such stock, and to cast the vote of such corporation, association, or society.

See. 3. All receipts or acquittances heretofore executed and delivered to any corporation formed for the purpose aforesaid, under the act of which this act is amendatory, by minors or married Women, for money deposited by them in such corporations, or for the dividends thereon, shall bo and are hereby declared to be as valid, legal, and binding upon all persons as if said receipts had been executed by the duly appointed guardian of such minor, or jointly by said married women and their husbands.

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An act amendatory and supplemental thereto.

[Approved March 24, 1870; Stats. 1869-70, p. 364.) Section 1. All corporations formed under the provisions of the act of which this act is amendatory, for the purpose of receiving from the members thereof deposits of money and preserving the same from loss, and finding secure and profitable investment therefor (whose term of existence, as fixed by their certificate of incorporation, shall have been less than fifty years), may at any time renew and extend their term of existence for such term as they may deem proper; provided, however, that the term of such renewal and extension, and the term of their existence, as fixed by their certificate of incorporation, shall not in the aggregate exceed fifty years.

Sec. 2. Such renewal and extension may be made by filing with the county clerk of the county in which the principal place of business of such corporation is located, and a certified copy thereof in the office of the Secretary of State, a certificate, stating their intention and election to renew and extend the term of their existence, and the term of such renewal and extension; which intention and elee. tion may be made, and declared by the directors or trustees, or aet. ing directors or trustees of such corporation or corporations, or a majority thereof. The certificate stating such intention and election shall be signed by the president and secretary or director of such corporation or corporations, and shall be acknowledged before some officer competent to take acknowledgment of deeds.

Sec. 3. All acts and parts of acts in conflict with the provisions of this act are hereby declared inoperative, so far as they shall affect this act.

Sec. 4. This act shall take effect from and after its passage.

An act supplementary to the act of 1862, 199.

[Approved March 20, 1868; Stats. 1867-68, p. 459.] Section 1. Corporations formed under the act of which this is supplementary may by their by-laws provide for the issue of general certificates of deposit, which shall be transferable, as in other cases, by indorsement and delivery; and also for the issue, when requested by the depositor, of special certificates acknowledging the deposit by the person therein named, of a specific sum of money, and expressly providing on the face of such certificate that the sum so depcsited and therein named shall be transferred only on the books of the corporation, and payment thereafter made by the corporation to the depositor named in such certificate, or to his 23signee, upon the books of the corporation, or, in case of death, to the legal representative of such person, of the sum for which such special certificate was issued, shall be valid, and shall discharge the corporation from all further liability on account of the money so paid.

Sec. 2. All acts and parts of acts in conflict with the provisions of this act are hereby declared to be inoperative, so far as they do conflict herewith.

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

[Pacific Accumulation Loan Company authorized to change namre to Pacific Bank, Stats. 1865-66, p. 620.)

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