Gambar halaman
PDF
ePub

CHAPTER XIII.

FRAUDULENT INSOLVENCIES BY CORPORATIONS, AND OTHER

FRAUDS IN THEIR MANAGEMENT.

Fraud in
subscrip-
tions
for stock of
corpora-
tions.

Frauds in procuring

SECTION 557. Every person who signs the name of a fictitious person to any subscription for or agreement to take stock in any corporation existing or proposed, and every person who signs to any subscription or agreement the name of any person, knowing that such person has not means or does not intend in good faith to comply with all the terms thereof, or under any understanding or agreement that the terms of such subscription or agreement are not to be complied with or enforced, is guilty of a misdemeanor.

SEC. 558. Every officer, agent, or clerk of any corporation, organization or of any persons proposing to organize a corporation, or to tion, or increase the capital stock of any corporation, who knowingly increasing its capital. exhibits any false, forged, or altered book, paper, voucher,

security, or other instrument of evidence to any public officer or Board authorized by law to examine the organization of such corporation, or to investigate its affairs, or to be allowed an increase of its capital, with intent to deceive such officer or Board in respect thereto, is punishable by imprisonment in the State Prison not less than three nor more than ten

years. Unauthor- SEC. 559. Every person who, without being authorized so

to do, subscribes the name of another to or inserts the name prospectus,

of another in any prospectus, circular, or other advertisement, or announcement of any corporation or joint stock association, existing or intended to be formed, with intent to permit the same to be published, and thereby to lead persons to believe that the person whose name is so subscribed is an officer, agent, member, or promoter of such corporation or

association, is guilty of a misdemeanor. Misconduct SEC. 560. Every director of any stock corporation who of stock cor concurs in any vote or act of the directors of such corporaporations.

tion or any of them, by which it is intended, either:

1. To make any dividend, except from the surplus profits arising from the business of the corporation, and in the cases and manner allowed by law; or,

2. To divide, withdraw, or in any manner, except as pro

ized use of name in

etc.

of directors

vided by law, pay to the stockholders, or any of them, any part of the capital stock of the corporation; or,

3. To discount or receive any note or other evidence of debt in payment of any installment actually called in and required to be paid, or with the intent to provide the means of making such payment; or,

4. To receive or discount any note or other evidence of debt with the intent to enable any stockholder to withdraw any part of the money paid in by him, or his stock; or,

5. To receive from any other stock corporation, in exchange for the shares, notes, bonds, or other evidences of debt of their own corporation, shares of the capital stock of such other corporation, or notes, bonds, or other evidences of debt issued by such other corporation;

Is guilty of a misdemeanor.

SEC. 563. Every director, officer, or agent of any corpora- Frauds in tion or joint stock association, who knowingly receives or accounts in possesses himself of any property of such corporation or porations. association, otherwise than in payment of a just demand, and who, with intent to defraud, omits to make, or to cause or direct to be made, a full and true entry thereof in the books or accounts of such corporation or association, and every director, officer, agent, or member of any corporation or joint stock association who, with intent to defraud, destroys, alters, mutilates, or falsifies any of the books, papers, writings, or securities belonging to such corporation or association, or makes, or concurs in making, any false entries, or omits, or concurs in omitting to make any material entry in any book of accounts, or other record or document kept by such corporation or association, is punishable by imprisonment in the State Prison not less than three nor more than ten years, or by imprisonment in a County Jail not exceeding one year, and a fine not exceeding five hundred dollars, or by both such fine and imprisonment.

SEC. 564. Every director, officer, or agent of any corpora- Officer of tion or joint stock association, who knowingly concurs in publishing making, publishing, or posting any written report, exhibit, of its or statement of its affairs or pecuniary condition, or book or notice containing any material statement which is false, or refuses to make any book or post any notice required by law, in the manner required by law, other than such as are mentioned in this chapter, is guilty of a felony. (Amendment,

false reports

condition.

its books.

company contracting

means.

Debt contracted

approved January 27, 1876; Amendments 1875-6, 113; took

effect sixtieth day after passage.) Officer of Sec. 565. Every officer or agent of any corporation, havcorporation to permit an ing or keeping an office within this State, who has in his inspection of

custody or control any book, paper, or document of such corporation, and who refuses to give to a stockholder or member of such corporation, lawfully demanding, during office hours, to inspect or take a copy of the same, or of any part thereof, a reasonable opportunity so to do, is guilty of a

misdemeanor, Officer SEC. 566. Every officer, agent, or stockholder of any railof railroad

road company, who knowingly assents to or has any agency debt in its in contracting any debt by or on behalf of such company, behalf exceeding unauthorized by a special law for the purpose, the amount of its available

which debt, with other debts of the company, exceeds its available means for the payment of its debts, in its possession, under its control, and belonging to it at the time such debt is contracted, including its bona fide and available stock subscriptions, and exclusive of its real estate, is guilty of a misdemeanor.

SEC. 567. The last section does not affect the validity of a in violation debt created in violation of its provisions, as against the invalid. company. Director of SEC. 568. Every director of a corporation or joint stock

association is deemed to possess such a knowledge of the knowledge affairs of his corporation as to enable him to determine

.
whether any act, proceeding, or omission of its directors is a

violation of this chapter. Director SEC. 569. Every director of a corporation or joint stock

association who is present at a meeting of the directors at

which any act, proceeding, or omission of such directors, in assented to proceedings.

violation of this chapter occurs, is deemed to have concurred therein, unless he at the time causes, or in writing requires, his dissent therefrom to be entered in the minutes of the directors.

SEC, 570. Every director of a corporation or joint stock

association, although not present at a meeting of the directpresumed ors at which any act, proceeding, or omission of such directproceedings. nesented to ors, in violation of this chapter occurs, is deemed to have

concurred therein, if the facts constituting such violation appear on the records or minutes of the proceedings of the Board of Directors, and he remains a director of the same

section not

corporation presumed to have

present at meeting, when presumed to have

Director absent from meeting, when

to have

company for six months thereafter, and does not within that time cause, or in writing require, his dissent from such illegality to be entered in the minutes of the directors. SEC. 571. It is no defense to a prosecution for a violation Foreign cor

porations, of the provisions of this chapter that the corporation was one created by the laws of another State, government, or country, if it was one carrying on business or keeping an office therefor within this State.

Sec. 572. The term “director," as used in this chapter, "Director" embraces any of the persons having by law the direction or management of the affairs of a corporation, by whatever name such persons are described in its charter or known by law.

defined.

CHAPTER XIV.

FRAUDULENT ISSUE OF DOCUMENTS OF TITLE TO MERCHANDISE.

fictitious

lading, etc.

SECTION 577. Every person, being the master, owner, or Issuing agent of any vessel, or officer or agent of any railroad, express, bills of or transportation company, or otherwise being or representing any carrier, who delivers any bill of lading, receipt, or other voucher, by which it appears that any merchandise of any description has been shipped on board any vessel, or delivered to any railroad, express, or transportation company or other carrier, unless the same has been so shipped or delivered, and is at the time actually under the control of such carrier, or the master, owner, or agent of such vessel, or of some officer or agent of such company, to be forwarded as expressed in such bill of lading, receipt, or voucher, is punishable by imprisonment in the State Prison not exceeding five years, or by a fine not exceeding one thousand dollars, or both.

Sec. 578. Every person carrying on the business of a Issuing warehouseman, wharfinger, or other depositary of property, warehouse who issues any receipt, bill of lading, or other voucher for any merchandise of any description, which has not been actually received upon the premises of such person, and is not under his actual control at the time of issuing such instrument, whether such instrument is issued to a person as being the owner of such merchandise or as security for

fictitious

receipts.

Erroneous bills of lading or receipts issued in good faith excepted.

Duplicate
receipts
must
be marked

any indebtedness, is punishable by imprisonment in the State Prison not exceeding five years, or by a fine not exceeding one thousand dollars, or both.

SEC. 579. No person can be convicted of an offense under the last two sections by reason that the contents of any barrel, box, case, cask, or other vessel or package mentioned in the bill of lading, receipt, or other voucher did not correspond with the description given in such instrument of the merchandise received, if such description corresponded substantially with the marks, labels, or brands upon the outside of such vessel, or package, unless it appears that the accused knew that such marks, labels, or brands were untrue.

Sec. 580. Every person mentioned in this chapter, who

issues any second or duplicate receipt or voucher, of a kind " duplicate." specified therein, at a time while any former receipt or

voucher for the merchandise specified in such second receipt is outstanding and uncanceled, without writing across the face of the same the word “duplicate," in a plain and legible manner, is punishable by imprisonment in the State Prison not exceeding five years, or by a fine not exceeding one

thousand dollars, or both. Selling, hy- SEC. 581. Every person mentioned in this chapter, who pothecating, or pledging sells, hypothecates, or pledges any merchandise for which received for any bill of lading, receipt, or voucher has been issued by transporta

him, without the consent, in writing, thereto of the person holding such bill, receipt, or voucher, is punishable by imprisonment in the State Prison not exceeding five years, or by a fine not exceeding one thousand dollars, or both.

SEC. 583. The last two sections do not apply where propby process erty is demanded or sold by virtue of process of law. of

tion
or storage.

Property demanded

CHAPTER XV.

MALICIOUS INJURIES TO RAILROAD BRIDGES, HIGHWAYS,

BRIDGES, AND TELEGRAPHS.

Injuries to railroads and railroad bridges.

SECTION 587. Every person who maliciously, either :

1. Removes, displaces, injures, or destroys any part of any railroad, whether for steam or horse cars, or any track of any railroad, or any branch or branch-way, switch, turnout,

« SebelumnyaLanjutkan »