106. Report of commissioners-Certificate of complete organization-When license deemed revoked.) § 4. The commissioners shall make a full report of their proceedings, including therein a copy of the notice provided for in the foregoing section, a copy, of the subscription list, a copy of the by-laws adopted by the association, and the names of the directors elected and their respective terms of office, which report shall be sworn to by at least a majority of the commissioners, and shall be filed in the office of the Secretary of State. The Secretary shall thereupon issue a certificate of the complete organization of the association, making a part thereof a copy of all papers filed in his office in and about the organization of the corporation, and duly authenticated under his hand and seal of State, and the same shall be recorded in the office of the Recorder of Deeds in the county in which the principal office of such association is located. Upon the recording of said copy the association shall be deemed fully organized and may proceed to business. Unless such association shall be organized and shall proceed to business within three years after the date of such license, the license to form such association shall be deemed revoked, and all proceedings thereunder shall be void.

107. Corporate powers.) § 5. Associations formed under this act shall be bodies corporate and politic for the period for which they are organized, may sue and be sued, may have a common seal, which they may alter or renew at pleasure; may own, possess and enjoy so much real and personal estate as shall be necessary for the transaction of their business, and may sell and dispose of the same when, in the opinion of the shareholders, it is not required for the uses of the association. They may borrow money at legal rates of interest, and pledge their property, both real and personal, to secure payment thereof, and may have and exercise all powers necessary and requisite to carry into effect the objects for which they may be formed.

108. Corporate powers How exercised - Officers - Bylaws.) § 6. The corporate powers shall be exercised by a board of directors, the number of which shall be fixed by the by-laws of the association, but the number may be increased or diminished by a majority of the shareholders at any properly called meeting. The officers of the association shall consist of a president, vice-president, secretary and treasurer, to be elected by the shareholders at their annual meeting as may be provided for in the by-laws of the association; who shall

be elected at some regular meeting of the shareholders as may be by by-laws provided. All by-laws of the association shall be adopted by the shareholders of the association.

109. Compensation of officers-Duties of secretary.) § 7. No officer or director shall receive any compensation for his services except such as may be provided for in the by-laws of the association. It shall be the duty of the secretary to be present at all meetings of the directors and meetings of the shareholders, and faithfully make and preserve a record of all the proceedings of such meetings, which record shall be kept in a suitable place accessible to the inspection of any shareholder. He shall be the bookkeeper of the association, shall keep the accounts between the association and the individual shareholders, officers and agents thereof, and between the association and all parties with whom it may transact business, and such other duties as may be imposed upon him by the by-laws of the association.

110. Amount of shares-Subscriptions, when payableForfeiture of stock.) § 8. The shares of stock shall not be less than $50 nor more than $2,000 per share, and subscriptions therefor shall be made payable to the association, and in installments, and at such time or times as shall be determined by the shareholders, and an action may be maintained in the name of the association to recover any installment which shall remain due and unpaid for the period of thirty days after personal demand therefor; or in cases where personal demand is not made, within thirty days after a written or printed notice has been deposited in the post office, properly directed to the post office address of the shareholder. The association may by by-laws prescribe other penalties for a failure to pay the installments that may from time to time become due, but no penalty working forfeiture of stock, or the amount paid thereon, shall be declared against any shareholder until the personal demand, or written or printed notice above provided for, shall have been made. Whenever a share of stock shall be forfeited, such share shall then become the property of the association and may be re-issued to any person not already holding a share. But any proceeds received from such reissue, over and above the amount due on said share, by the association, shall be paid to the delinquent shareholder.

111. Assignment of stock-Liability of shareholders.) § 9. Every assignment or transfer of stock on which there remains any portion unpaid shall be recorded in the books of the association, and each shareholder shall be liable jointly with the

association as well as severally for the debts of the association to the extent of the amount that may be unpaid upon the share held by him. No assignor of a share shall be released from any such indebtedness by reason of an assignment of his share, but shall remain liable therefor jointly with the assignee and the association, or severally, until the stock is fully paid up. Every assignee of a share shall be liable for the amount unpaid thereon, the same as if he had been an original shareholder. No assignment shall be made to any person who already holds a share. No assignee or transferee of stock shall have any equitable or legal title in the same, or have the right to vote at any shareholders' meeting until such assignment or transfer shall be recorded as above provided for. On no question shall any shareholder have more than

one vote.

112. Dividends and profits-Work, how classified and assigned-Appeal.) § 10. All dividends of profits made by any association incorporated under this act shall be made in proportion to the amount of work performed, or product produced by each shareholder, and the association shall decide by by-law whether each shareholder's work or product shall be measured by the piece, or by the day or hour, or may classify the work, and measure some by the piece, some by the day, and some by the hour, as the exigencies of the case may demand. The association shall also provide by by-law how different kinds of piecework shall be rated, and how piecework shall be rated with day or hour work; shall provide how and by whom all kinds of work shall be received as properly executed from the shareholders for the association; shall provide the manner of giving out material to the different shareholders with which to work, and as to what position or location shall be assigned to each shareholder and by whom. Should any shareholder be dissatisfied with the decision upon his work, or with the material given him, or the position or location assigned him, he may appeal to the association at some regular meeting of the shareholders, whose decision shall be final. The association may provide by by-law how such appeal may be conducted. If in any kind of industry it should be impossible to assign all shareholders to equally advantageous positions or locations in work, the association may provide that shareholders may periodically change places, or provide any other method of equalizing such matters in accordance with justice and equity.

113. Labor to be performed by shareholders-Substitute.) §11. It shall be unlawful for the association to hire any person to engage in the principal business for which the association was organized to prosecute, it being the intent of this act that such labor shall be performed by the shareholders of the association to preserve the co-operative feature. It shall be lawful for any shareholder, in case he shall be detained from work by sickness of self or family, or very urgent business, to employ and furnish a competent substitute to perform such labor as would be assigned to the absent shareholder; and in such case the dividends shall be made to such shareholder the same as if he was present performing the labor himself. The association shall not be liable in any manner for the pay of such substitute.

114. What may be done with share upon death of shareholder.) § 12. Whenever any shareholder may die, his share shall become a personal asset of his estate, and may be sold by his legal representative to any person, or may be awarded as a dividend of the estate to any person competent to work the share, or to any devisee or legatee competent to work the share, not already a shareholder, and the same may be assigned or transferred in the same manner, and subject to the same regulations prescribed in section 9 of this act. Such legal representative shall have the right to furnish a competent substitute to work the share of such deceased person for the space of two years after the death of the deceased, unless the same shall have been sooner sold, or awarded as an estate dividend, or devise or legacy, as in this section provided, and during the time such substitute may be furnished, such legal representative, for the use of the estate, shall be entitled to vote, receive dividends and shall inure to all the benefits to which the deceased if living and working his share would have been entitled. Whenever such share shall become a part of the widow's allowance in the course of the administration of the estate of any deceased shareholder, she may furnish a competent substitute to work such share, and shall be entitled to all privileges, dividends, etc., to which her husband would have been entitled, so long as she may desire to hold such share. She shall also have the previlege to sell the same whenever she may desire under the provision of section 9 of this act.

115. Increasing membership of shareholders.) § 13. Any association licensed to operate under this act may increase its membership of shareholders in such manner as it may by

by-law provide, not inconsistent with any of the provisions of this act.

116. Reservation by General Assembly.) § 14. The General Assembly hereby reserve the power to prescribe such regulations and provisions governing any and all associations incorporated under this act as it may deem advisable, such regulations and provisions to be binding on associations incorporated at the time such regulations may be made as well as those thereafter incorporated.

117. When powers expire by limitation-Liability upon dissolution.) § 15. All associations organized under this act, whose powers may have expired by limitation or otherwise, shall continue their corporate capacity during the term of two years for the purpose only of collecting debts due the association, and selling and conveying the property and effect thereof, and during such time shall be capable of prosecuting and defending suits in law or equity. The dissolution for any cause whatever, of any association incorporated under this act, shall not take away or impair any remedy given against such association, its shareholders, officers, or agents, for any liabilities incurred previous to dissolution.

118. Duty of directors to keep books, etc.-Right to examine same.) § 16. It shall be the duty of the directors of any association to cause to be kept at its principal office, or place of business, in this State, correct books of account of all its business, and every shareholder of such association shall have the right at all reasonable times, by himself or his attorney, to examine the records and books of account of the association.

119. Failure to elect on day designated by by-laws, or, etc.) § 17. A failure to elect directors or officers, or both, on the day designated in the by-laws, or on the day for which notice was given for election, shall not have the effect of dissolving the association, but such election may be held at any time after proper notice.

120. Assessment upon unpaid shares of stock.) § 18. All assessments or installments of the unpaid or partly unpaid shares of stock of any association shall be levied by the directors in accordance with the provisions of the by-laws, but any assessment or installment required to be paid shall be levied pro rata upon all the shares of stock.

121. Individual liability of directors and officers. § 19. If the indebtedness of any association shall exceed the amount of its capital stock, the directors and officers of such associa