of this chapter, act in this state as the agent or representative of any company, corporation or others described in section two hundred of this chapter, unless the same has been duly licensed by the superintendent of banks as herein before provided. Every such company, corporation, or others, described in section two hundred of this chapter. organized under the laws of any other state, shall within thirty days after being authorized to transact business in this state, file in the office of the superintendent of banks, a certificate stating the name and business address of every person, association, corporation, company, firm or others, who act or propose to act in this state as its agent or representative, and in case of any change in such representa tive, an amended certificate shall be forthwith filed as herein provided. Whoever shall offend against the provisions of this section shall forfeit to the people of the state the sum of one thousand dollars for every offense. Am'd by ch. 452 of 1896. Took effect May 9, 1896. § 204. Revocation of license. If it shall appear to the superintendent from an examination made of, or report submitted by any licensee organized under the laws of any other state under the provis ions of this article, or from sufficient information otherwise obtained, that such licensee is conducting its business and affairs in an unsafe or unauthorized manner, he shall, by an order under his hand and official seal, addressed to such licensee, direct it to discontinue such unsafe or illegal practices, and to conform to the requirements of its charter and of law, and to provide for the safety and security of its transactions. If such licensee shall neglect or refuse to make any reports as herein specified, or to comply with such order, or if it shall appear to the superintendent that it is unsafe or inexpedient for any such licensee to continue the transaction of business, he shall forth with revoke the license granted to such licensee, and serve a copy of the order of revocation on the company, association, corporation, copartnership or individual whose license is revoked, at its principal office for the transaction of business in this state, and also upon each agent or representative thereof within the state, specified in the certificate provided for in section two hundred and three of this chapter, by depositing the same in the post-office directed to such licensee at such principal place of business, and to each of such agents at his place of business; and the superintendent may, in his discretion, publish such order, with such other facts as he may deem proper, for six successive days in the state paper published in the city of Albany. Am'd by ch. 452 of 1896. Took effect May 9, 1896. 205. Designation of superintendent as attorney.-Every corporation, company, firm, association or individual, organized under the laws of any other state, thus licensed, shall, before transacting any business within this state, by an instrument in writing duly executed, appoint the superintendent of banks its true and lawful attorney upon whom all process in any action or proceeding by any resident of the state against it may be served with the same effect as if it were a domestic corporation and had been lawfully served with process in the state. A certificate of such appointment, duly certified and authenti cated, shall be filed in the office of the superintendent of banks, and copies certified by him or his deputy shall be sufficient evidence thereof. Service in favor of a resident of this state upon such attor ney shall be deemed a personal service upon such licensee. Whenever lawful process against such licensee shall be served upon the superintendent of banks, he shall forth with forward a copy of the process served upon him by mail, prepaid, and directed to the president or secretary of the corporation or association at its last-named post-office address. For each copy of process, the superintendent shall collect the sum of two dollars, which shall be paid by the plaintiff or moving party at the time of such service, to be recovered by him as part of his taxable disbursements if he succeeds in his suit or proceeding. The term, process, when used in this section, includes any writ, summons, petition or order, whereby any suit, action or proceeding shall be commenced by a resident of this state. Am'd by ch. 452 of 1896. Took effect May 9, 1896. ARTICLE VIII. SAFE DEPOSIT COMPANIES, SECTION 210. Incorporation. 211. Directors. 212. Officers and by-laws. 213. Liability of stockholders. 214. Remedy for non-payment of rent for safe. 216. When to take effect. $ 210. Incorporation.- Five or more persons may become a corporation for the purpose of taking and receiving upon deposit as bailee for safe keeping and storage, jewelry, plate, money, specie, bullion, stocks, bonds, securities and valuable papers of any kind, and other valuable personal property, and guaranteeing their safety upon such terms and for such compensation as may be agreed upon by it and the respective bailors thereof; and to let out vaults, safes and other receptacles for the uses and purposes of such corporation, by making, acknowledging, and filing in the office of the clerk of the county in which its principal place of business is to be located, and a duplicate thereof in the office of the superintendent of banks, a certificate stating its corporate name, the business for which formed, the amount of its capital stock, which shall not exceed one million nor be less than one hundred thousand dollars, except in cities or villages of less than one hundred thousand inhabitants, in which the capital shall not be less than ten thousand dollars, the number of shares of which its stock shall consist, the term of its existence not to exceed fifty years, the number of directors and their names, residences, occupation and post-office addresses who shall manage its concerns for the first year, and the name of the place in which its. operations are to be carried on; such certificate must be approved before filing by the superintendent of banks. No such corporation shall commence or transact business until the whole amount of its capital stock shall have been paid in; nor make any loan or advance on any property left with it for storage or safe keeping. § 211. Directors.-The affairs of every such corporation shall be managed by not less than five nor more than thirteen directors, who shall be stockholders and a majority of whom shall be citizens of this state, and who shall, except for the first year, be annually elected by the stockholders at such time and place as shall be prescribed in the by-laws of the corporation. Notice of the time and place of holding such election shall be published not less than ten days previous thereto in a newspaper in the town or city in which the operations of such corporation shall be carried on, and the elec tion shall be made by such of the stockholders as shall attend for that purpose either in person or by proxy. § 212. Officers and by-laws.-There shall be a president of the corporation to be designated from the directors, and such subordi nate officers as the corporation by its by-laws may designate, who may be elected or appointed, and required to give such security for the faithful performance of the duties of their offices as the corpora tion by its by-laws may require. The directors may make such by laws as they shall deem proper for the management, disposition of the stock, property and business affairs of the corporation, not inconsistent with law, and prescribing the duties of the officers and persons employey by it, the manner of the appointment and election of all officers, and for carrying on all kinds of business within the objects and purposes of the corporation. R. S., 1605, L. 1875, ch. 613, §§ 5, 7. 213. Liability of stock holders.-The stockholders of every such corporation shall be jointly and severally liable for all debts that may be due and owing by it to an amount equal to the par value of their stock in such corporation over and above such stock, to be recovered of the stockholders who are such when the debt is contracted or the loss or damage sustained, or of any subsequent stockholder. Any stockholder who may have paid any demand against such corporation, either voluntarily or by compulsion, shall have a right to resort to the rest of the stockholders who are liable to contribution; and the dissolution of the corporation shall not release or affect the liability of any stockholder which may have been incurred before dissolution. R. S., 1606, L. 1875, ch. 613, § 9. $214. Remedy for non-payment of rent for safe. If the amount due for the use of any safe or box in the vaults of any such corporation shall not have been paid for three years, it may, at the expiration thereof, cause to be sent to the person in whose name such safe or box stands on its books a notice in writing in a securely closed post-paid registered letter, directed to such person at his postoffice address as recorded upon the books of the corporation, notifying such person that if the amount then due for the use of such safe or box is not paid within sixty days from the date of such notice, the corporation will then cause such safe or box to be opened in the presence of its president or secretary or treasurer, and of a notary public not an officer or in the employ of the corporation, and the contents thereof, if any, to be sealed up by such notary public in a package, upon which such notary public shall distinctly mark the name and address of the person in whose name such safe or box stands upon the books of the corporation, and the estimated value thereof; and the package so sealed and addressed, when marked for identification by such notary public, will be placed by such notary public in one of the general safes or boxes of the corporation. Upon the expiration of sixty days from the date of mailing such notice as aforesaid, and the failure of the person in whose name such safe or box stands on the books of the corporation to pay the amount due for the use thereof in full up to the date of such notice, the corporation may in the presence of a notary public and of its president or secretary or treasurer, cause such safe or box to be opened, and the contents thereof, if any, to be removed and sealed up by such notary public in a package, upon which such notary public shall distinctly mark the name of the person in whose name such safe or box and its estimated value stood on the books of the corporation, and when such package has been marked for identification by such notary public, it shall, in the presence of the president or secretary or treasurer of the corporation, be placed by such notary public in one of the general safes or boxes of the corporation, and the proceedings of such notary public shall be fully set out by him in his own proper nandwriting and under his official seal, in a book to be kept by the corporation for that purpose. R. S., 1607, L. 1875, ch. 613, § 15. L. 1886, ch. 498. § 215. Laws repealed. Of the laws enumerated in the sched ule hereto annexed, that portion specified in the last column is repealed. Such repeal shall not revive a law repealed by any law hereby repealed, but shall include all laws amendatory of the laws hereby repealed New. § 216. When to take effect. This chapter shall take effect on the thirtieth day after the date of its final passage. All except § 34. |