Commentaries on the Law of Corporations, Volume 12

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Agreement Creating Purchaser of Stock Sole Sales Agent__
54
3049
61
3054
67
Agreement for Assignment of Stock of New Company as
73
Receipt for Stock Lent for Voting Purposes
79
Deposit Agreement for Protection of Preferred Stockholders__
85
Agreement to Submit Question of Disputed Ownership to Arbi
91
Listing on New York Stock ExchangeResolution___
103
Listing on New York Stock ExchangeQuestionnaire
120
ARTICLE TWENTYONE ASSIGNMENT AND TRANSFER OF STOCK FORM PAGE 3087 Assignment and Transfer
125
Assignment and TransferAnother Form__
126
Assignment of Stock in Hands of Trustees
127
Power of Attorney to TransferPullman Company_
128
Restrictions on Transfer in Stock Certificate
129
Assignment of Subscriptions_
130
Demand for Transfer of Stock_____
131
ARTICLE TWENTYTWO DIVIDENDS 3110 Declaring DividendsCommon Stock
136
Declaring DividendsPreferred Stock
137
Declaring DividendsPreferred and Common StockAnother Form
138
Declaring DividendsStock DividendsAnother Form_
139
Declaring DividendsStock DividendsAnother Form
140
Declaring DividendsScrip Dividends
141
Scrip Dividend Certificate____
142
Declaring Dividend Out of Surplus Arising from Increase of Value
143
Declaring DividendsResidue of Profits to Working Capital___
144
Declaring Dividends Payable in Instalments
145
Distribution of Stock Received in Sale of Assets as Dividend___
146
Guaranty of Dividends_
147
Notice of Dividend
148
FORM PAGE 3135 Notice of DividendAnother Form_
149
Notice of Dividend with Check_
150
Notice of Dividend with CheckAnother Form__
151
Permanent Order to Pay Dividends___
152
Directors Resolution Refusing to Sue Directors for Declaring Dividends
153
Stockholders Resolutions Ratifying Above Resolutions_
154
ARTICLE TWENTYTHREE UNDERWRITING AND SYNDICATE AGREEMENTS 3155 Underwriters Authority to Obtain Public Subscription____
156
Underwriters Agreement With Promoter and Manager of Syn dicate
157
Underwriters Agreement With Corporation and Trust Company
159
Underwriters AgreementGuaranteeing Promissory Notes
163
Underwriting AgreementBonds
165
Subscription Agreement of Underwriters Syndicate of Cor porate Bonds With Stock Bonus
168
Syndicate Agreement Concerning Underwriting Corporate Bonds
171
Supplemental Underwriting Agreement Extending Time of Per formance
172
Individual Underwriting CertificateBonds
174
Underwriters AgreementStock
175
Underwriters AgreementStockAnother Form
178
Agreement to Underwrite Preferred Stock of Real Estate In vestment Company
181
Agreement With Trustee Supplemental to Underwriters Agree ment With Real Estate Corporation The Proceedings Form
193
Underwriting Agreement by Civic Association
204
Syndicate Agreement With Conditions
206
Syndicate AgreementReorganization of Missouri Kansas Texas Railway Co
209
Agreement Authorizing Syndicate to Operate Corporate Business
219
Syndicate Agreement to Hold and Handle Real Estate Mich
221
ARTICLE TWENTYFOUR ASSESSMENTS CALLS AND FORFEITURE OF STOCK FORM PAGE 3186 Notice of Assessment_
225
Notice of Assessment of Capital Stock_
226
Waiver of Notice of Assessment_
227
Making CallsResolution
228
Directors ResolutionForfeiting Stock__
229
Notice of Calls__
231
Waiver of Notice of Calls___
232
Notice of Sale of Delinquent StockAnother Form____
233
ARTICLE TWENTYFIVE COMMERCIAL PAPER 3210 Corporate Signature
234
Corporate Note Executed by President_
235
Acceptance
236
Note for Purchase of Stock Secured by the Stock and Collateral Agreement
237
Note with Stock as Collateral_
238
Note with Stock as CollateralAnother Form_
239
Note with Bonds as Collateral_
240
Note Secured by Stock and Bonds Which Also Covers Any In debtedness
241
Notice of Sale of Pledged CollateralWarehouse Receipts_____
243
Note of Corporation Organized in Pursuance of a Reorganiza tion Agreement
244
Agreement to Purchase Convertible Gold Notes in Exchange for Corporate Securities with Reimbursement and Repurchase Conditions
246
Agreement by Security to Purchase Notes
247
Collateral Gold Trust Note__
249
Stockholders Indorsement of Corporate Note
250
Grant of Credit to Corporation__
251
Guaranty to be Printed on Notes or Bonds
252
Guaranty of Direct NotesCorporation__
253
Guaranty of Bill of Lading DraftsCorporation__
255
FORM PAGE 3232 Agreement to Indorse and Guaranty a Street Railway Companys Notes Given for Construction Purposes
258
Agreement with Warehouse Company for Credit Upon Pledged Property
260
Agreement Guarantying Corporate Note
263
Guaranty of Notes Where Maturity is Extended_
264
Guaranty of Corporate Indebtedness__
265
Agreement to Advance Money on Corporate Improvement Notes
268
Equipment Note by Receiver___
270
Agreement as to Collaterals Securing Credit_
272
Guaranty of Paper Indorsed for Sale or Discount by Officer of Bank in Case of His Severance of Connection with Bank__
273
ARTICLE TWENTYSIX BONDS 3253 Resolution of Board for Issuance of Bonds
299
Certificate of Original Creation of Bonded Indebtedness of Cali fornia Corporation and Resolution_
300
Issuance of Second Mortgage Serial Gold Bonds_
305
Increase of Bonded Indebtedness_
307
Stockholders Protest Against Bond Issue
308
Subscription for Bonds
310
Bond and Security_
311
Bond and Coupons
313
Bond and CouponsAnother Form
315
First Mortgage Coupon Bond
318
Bond with CouponReligious Association
319
Mortgage Bond Company Bond
322
Registered Bond
326
Registered BondAnother Form_
328
Agreement for Extension of First Mortgage Gold Bonds____
330
Extension of Maturity of Bond Under Supplemental Agreement to Be Stamped Upon Bond
338
Depositarys Receipt for Bonds
339
Debenture
340
Application for Loan with Debenture Bonds as Security___
341
Release of Unrecorded Debenture Agreement
342
Interest CouponAnother Form
343
Indemnifying Bond Against Lost Coupon_
344
Notice of Redemption___
346
Trustees Certificate
347
FORM PAGE 3281 Guaranty of Bond Indorsed Thereon__
348
Interim Bond Certificate
351
Interim Receipt for Bonds to be Issued by Consolidated Com pany
352
Offer of BondsCircular_
353
Contract to Sell Corporate Bonds_
356
Agreement to Sell First Mortgage Sinking Fund Gold Bonds Representations and Obligations of Seller Corporation____
359
Contract to Sell Bonds to Syndicate_
367
Agreement to Exchange Bonds
369
Receipt for Bonds___
370
Agreement Modifying Contract for Bonds Transferred for Loan
371
Power of Attorney to Act for Bondholders
372
Bondholders Protective AgreementFirst Mortgage Bond hold ersChicago Railway Company
373
Certificate of Deposit of First Mortgage Twenty Year Gold Bonds of Chicago Railways Company__
394
Bondholders Protective AgreementAnother Form__
395
Bondholders Protective AgreementPowers of Committee___
406
Another Form
413
Bondholders Protective AgreementApplication for Receiver ship
415
Bondholders Protective AgreementPersons Interested in Sub ject Matter and Incidentals_
416
Bondholders Protective AgreementStatus of Bonds Not De posited
417
Bondholders Protective AgreementTermination of Agreement
418
Surety BondsGuaranty of Discounts
419
Surety BondTo Support Agreement to Purchase Option Con tracts
421
Surety BondsTo Obtain Credit_
422
Surety BondCompletion of Building
423
Surety Bond for Erection of Theater Building_
425
Surety BondTo Secure Discounts___
428
ARTICLE TWENTYSEVEN SALES AND OPTIONS
430
Sale of Corporate Plant and Property
432
FORM PAGE 3327 Sale of Tank CarsResolutions
436
Agreement for Sale of Mining Claim
437
Agreement for Sale of Machinery
438
Consignment Agreement for Sale of Machinery__
440
Agreement for Sale of Coal__
444
Agreement for Sale of Iron
445
Contract for Sale of Acid Phosphate__
446
Agreement to Sell on Commission Entire Product of Corporation
447
Agreement of Vendor of Property and Business Not to Engage in Similar Business Within Certain Territory__
448
Agreement for Sale of Option
450
Agreement to Extend and Modify Option___
451
Agreement Not to Sell or Exercise Option on Mineral Properties
452
Sale of Real Estate Instalment Contract to Sell Real Estate____
455
Option Agreement by Corporation to Purchase Mining Property
456
Agreement for Exclusive Sale of Manufactured Product_
464
Sale of Copartnership Property to Corporation Formed by Members
466
Agreement by Individual Controlling All Stock of a Corporation to Cause Its Assets to Be Conveyed to Another Corporation Proceedings to Effectuat...
467
ARTICLE TWENTYEIGHT LEASESEQUIPMENT TRUSTS 3354 Lease to Corporation___
481
Lease of Railroad in PerpetuityPercentage of Gross Earnings
482
Lease of Railroad in PerpetuityFixed Annual Rent___
489
Railroad LeaseNet Earnings
492
Car Trust Release_
520
Abatement of Rent Pending Changes and Repairs_
521
Corporate Lease of Apartments to Shareholders
522
NinetyNine Year Lease
549
ARTICLE TWENTYNINE MORTGAGES AND TRUST DEEDS 3381 Stockholders Consent to Mortgage_
567
Stockholders Consent to MortgageCertificate_
569
Deed of Trust for Benefit of Creditors
572
Trust Indenture to Secure Sinking Fund Gold Bonds United States Steel Corporation
579
Trust Mortgage Securing Senior and Junior Bonds__
635
Provisions for Conversion of Bonds Into Stock
662
Provision for Expert Examination by Trustee
665
Provision Against Creation of Prior Liens__
666
Provision for Insurance
667
Rights of Bondholders to Institute Proceedings
668
Provision for Assignment of Rents and Profits by Mortgagor___
669
Effect of Inclusion of Provisions Contrary to Law
671
Partial Release Deed Under Terms of Trust Indenture
673
Assignment of Mortgage Without Recourse_
674
Notice of Fiscal Agents Appointment__
675
Notice of Default and Election to Sell Under Deed of Trust____
676
ARTICLE THIRTY DEEDS AND BILLS OF SALE 3412 Warranty Deed by Corporation to Individual__
677
QuitClaim Deed by Corporation to Corporation
679
Deed Missouri
681
Deed on Sale of Entire Business by Corporation_
682
Receivers Deed
683
Deed of ReceiversAnother Form___
685
Deed and Bill of Sale of Railway Properties by Purchasing Trustee at Receivers Sale to Reorganized Corporation___
689
Bill of Sale on Sale of Entire Business by Corporation__
692
Stockholders Covenant to Stay Out of Business on Sale of Busi ness by Corporation
694
Agreement of Stockholders Not to Enter Competing Business Another Form
695
ARTICLE THIRTYONE AGREEMENTS IN AID OF CORPORATION 3432 Agreement of Directors to Loan Money to Corporation___
697
Agreement to Advance Money for Improvement Purposes_
698
Agreement for Settlement of Corporate Indebtedness_
700
Agreement Among Stockholders to Prevent Marketing Stock___
701
Creditors Agreement to Conduct Business of Debtor Corporation
702
Agreement of Stockholders Guarantying Corporate Credit
704
FORM PAGE 3438 Guarantee of Present and Future Indebtedness of Corporation
705
Agreement to Control Corporation Until Reimbursement of Advances
706
Stockholders Guaranty of Corporate Debt for Extension___
708
Proposal from Stockholders of a Corporation to Cause Assets to be Transferred to Another Corporation__
709
ARTICLE THIRTYTWO AGREEMENTS WITH EMPLOYEES 3453 General Employment Contract_
713
Employment of General Manager_
717
Employment of General ManagerAnother Form
718
Employment of Secretary
720
Employment of Traveling Salesman on Commission__
721
Employment of General Agent_
723
Employment of Attorneys___
724
Agreement of Employment to Expedite the Delivery of Material
726
Agreement Between Corporation and Architects for Architect ural Services
727
Employment Agreement in Consideration Stock Subscription_
731
Employment on ProfitSharing Basis
733
Agreement by Employee that All His Inventions Should Belong to Employer
735
Agreement by President of Corporation Not to Compete After Termination of His Office__
736
Release of Corporation for Personal Injuries
737
Agreement for Housing Employee____
738
Employees Agreement Not to Become Member of the Mine Workers Union
741
ARTICLE THIRTYTHREE MISCELLANEOUS CERTIFICATES AND AFFIDAVITS 3482 Receivers Certificate
745
Reincorporation of Foreign Corporation in Domestic State___
747
Certificate of Payment of Capital Stock
748
Certificate of Increase of Capital Stock
749
Certificate of Reduction of Capital Stock
750
Certificate of Issue of Preferred Stock
751
Certificate of Redemption of Preferred Stock
752
Certificate of Extension of Corporate Existence
753
Certificate of Change of Principal OfficeVote of Stockholders
754
Certificate of Change of Principal OfficeUnanimous Consent
755
Timber Certificate
756
Certificate of Grant to Use TradeMark_
758
Certificate of Magistracy and Conformity_
759
Affidavit of Purchase of Corporate Assets From Receiver and Right to Use Name of Corporation__
760
ARTICLE THIRTYFOUR MERGER AND CONSOLIDATION 3510 Agreement for Consolidation of City Railway Companies______
762
Minutes of Stockholders MeetingAction for Consolidation____
764
Consolidation Agreement Ohio
766
Agreement for Consolidation of Two Insurance Companies Illinois
769
Articles of Incorporation of Above Consolidated Corporation___
775
Merger Agreement Between a Security and an Underwriting Company Keeping the Submerged Company Contingently Alive
778
Trust Agreement Between the Stockholders of a National Bank and a State Trust Company on Consolidation
789
Directors Resolution Approving Merger Agreement
802
Consolidation of Light and Power Companies Maryland _____
803
Agreement of Consolidation of Railroads of Adjacent States___
815
Conveyance by Merged Corporation to Perfect Merger Agree ment
817
Merger and Consolidation Agreement Constituting Articles of Incorporation Indiana
819
Provision for Disposition of Stock Not Exchanged Under Mer ger Agreement
821
Certificate of StockholdersRatification of Consolidating and Merger Contract
822
Certificate of Merger New York _
823
Certified Copy of Consolidation Agreement Ohio
825
Notice of Consolidation Illinois
826
ARTICLE THIRTYFIVE REORGANIZATION 3538 Reasons for ReorganizationFrom Letter of President of Pull man Company to Stockholders_
827
Reasons for ReorganizationMoving Picture Companies
828
FORM PAGE 3540 Notice to Stockholders of ReorganizationPullman Company__
829
Agreement for Reorganization Through Proxy and Attorney in Fact
830
Plan of Reorganization Under Bondholders AgreementInter urban Railways
833
Qualification of Statements Contained in Plan
836
Stock Deposit Agreement for Reorganization PurposesThe Pullman Company
837
Stock Assignment to CommitteePullman Reorganization__
847
Reorganization PlanMissouri Kansas and Texas Railway Company In Hands of Receiver ___
848
Notice That Plan and Agreement of Reorganization Has Be come Operative by the Reorganization Managers__
896
Issue of Securities of New Company
897
Certificates of Deposit to DepositorsTransferabilityMissouri Kansas Texas Railway Reorganization
898
Certificate of Deposit of Capital StockReorganization of Pullman Company
899
Certificate of Deposit of Bonds__
901
Notice of Deposits Under Reorganization Plan Servel Cor porations
902
Participation WarrantsRequisites Essential to Delivery
904
Notice to Holders of Certificates of Deposit of Option to Ex change for Bonds Issued in Reorganization Plan__
905
Notice to Holders of Stock Participation Warrants to Make Pay ment Payable Thereunder
906
Provisions for Declaring Plan Operative__
907
Accounts of Reorganization Managers_
908
Calls and NoticesPublication
909
Provision for Abandonment of Reorganization Plan by Com mittee
910
Agreement by One Corporation to Refinance Another Upon the Issue of Bonds by the Other___
911
ARTICLE THIRTYSIX DISSOLUTION 3575 Stockholders Request for Dissolution_
918
Waiver of Notice of Special Meeting of Stockholders to Vote
919
FORM PAGE 3578 Resolution of Directors
920
Written Consent of Stockholders to Dissolution_
923
Statement Showing Names and Residences of Directors and Officers
924
Petition for Voluntary Dissolution
925
Schedule Filed With Petition
926
DissolutionCertificate of Corporate Proceedings Indiana
927
Final Certificate of Dissolution Indiana__
933
Certificate of Dissolution by Incorporators_
935
Verified Certificate to Secretary of State and Final Dissolution
937
Certificate by Directors_
938
ARTICLE THIRTYSEVEN MASSACHUSETTS TRUSTS 3600 Agreement and Declaration of Trust Massachusetts
941
Agreement and Declaration of Trust Michigan__
945
Declaration of Trust for Golf Course__
953
Articles of Agreement of Trust Association Texas
959
Certificate of Membership Texas___
962
Duration of Trust Iowa
963
Relinquishing TrustNotice and Method Ohio__
964
ARTICLE THIRTYEIGHT COOPERATIVE FARM MARKETING ASSOCIATION 3618 Association AgreementCotton
965
Application for Membership Rice Growers__
971
Membership AgreementLive Stock Shippers Association___
972
Marketing AgreementCotton Renewal Agreement
974
Marketing Agreement Poultry Dealers_
983
Provision for Pooling Honey
990
Provision for Pooling Peaches
991
Provision for Warehouse Delivery Tobacco
992
Provision for CrossContract Wheat
997
ARTICLE THIRTYNINE MISCELLANEOUS FORMS 3639 Power of Attorney to Transfer Bonds
998
Agreement Between Majority Stockholders for Election of
999
FORM PAGE 3642 Agreement With Custodian of Pledged Property
1001
Agreement Assigning Another Agreement _ _1002
1002
Assignment of Concession
1003
Registration of TradeMark_
1004
License to Use Patent _1005
1005
Assignment of Patent to Corporation__
1006
Agreement Creating an Escrow Holder _1008 3650 Partial Assignment of Mortgage _1008
1008
Radio Rental ContractUse on Ships____
1010
Operating Agreement Between Railroads_
1015
Agreement by One Corporation to Sell the Merchandise of An other Corporation
1022
Instrument Donating Corporate Stock to a University _1023
1023
Agreement of Reinsurance Life__
1026
Plan for Readjustment of Corporate Debt
1033
Commission AgreementGasoline Agency _1042
1042
Agreement for Sale of Coal_
1046
Guarantee of Corporate Accounts_
1048
Logging Contract _1049
1049
Collateral Note
1050
Purchase of South American Nitrate of Soda
1052
INDEX TO FORMS _1055
1055
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Halaman 783 - ... for as many persons as there are directors or managers to be elected, or to cumulate said shares, and give one candidate as many votes as the number of directors multiplied by the number of his shares of stock shall equal, or to distribute them on the same principle among as many candidates as he shall think fit; and such directors or managers shall not be elected in any other manner.
Halaman 683 - Together with all and singular the hereditaments and appurtenances thereunto belonging, or in any wise appertaining, and the reversion and reversions, remainder and remainders, rents, issues and profits thereof...
Halaman 683 - Witnesseth: That the said party of the first part for and in consideration of the sum of five hundred dollars ($500.00), lawful money of the United States of America, to them in hand paid by the said party of the second part...
Halaman 585 - IN WITNESS WHEREOF, The said NILSON BEOTHEKS, Contractors as aforesaid, has caused these presents to be signed by its President and attested by its Secretary...
Halaman 125 - For value received hereby sell, assign, and transfer unto shares of the capital stock represented by the within certificate and do hereby irrevocably constitute and appoint attorney to transfer the said stock on the books of the within named company with full power of substitution in the premises.
Halaman 679 - In witness whereof, the said New York and Ontario Power Company has caused these presents to be signed in its corporate name by its president, and its corporate seal to be hereunto affixed and attested by its secretary...
Halaman 495 - Now, therefore, this Indenture witnesseth, that the said party of the first part, in consideration of the premises, and of the sum of one dollar, to him in hand paid by the said party of the second part, the receipt whereof is hereby acknowledged...
Halaman 417 - States, for the payment of which, well and truly to be made, we bind ourselves, and each of us, our heirs, successors, executors, or administrators, jointly and severally, firmly by these presents.
Halaman 324 - ... in gold coin of the United States of America, of the present standard of weight and fineness, and to pay interest thereon from the first day of , AD 19.
Halaman 1015 - Be it known that we, WILLIAM EDWARD SAWYER, of the City, Counly and State of New York, and ALBON MAN, of the City of Brooklyn, County of Kings, and State of New York...

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