sons, if sued by him or them in their private and natural capacity or capacities, and shall be assignable and negotiable in like manner, as if they were issued by such private person or perasons, and shall be received in payment for all debts due to said corporation: Provided, that every bill or note issued by said corporation, payable to bearer, or to any person or persons, his, her, or their order or bearer, shall be deemed and taken to be payable and demandable at the office of the said banking company.

Proviso.

be made.

Sec. 9. And be it enacted, That it shall be the duty of the directors of the said corporation, to make semi-annual dividends Dividends to of so much of the profits of said bank, as to them, or a majority of them, shall seem advisable, but they shall make no dividend of any part of the capital stock.

Sec. 10. And be it enacted, That the rate of discount, at

which loans may be made by the said corporation, shall not ex- Rate of disceed the legal rate of interest of this state, for the time being: couut.

Provided, that nothing herein contained, shall be construed to

prohibit the company from dealing in bills of exchange, and the purchase and sale thereof.

Sec. 11. And be it enacted, That it shall be the duty of the president and cashier of the said corporation, for the time being, Statement. under their respective oaths or affirmations, and under the seal of the corporation, annually to lay before the Legislature of this state, a statement of its capital stock paid in, and of its notes, debts and specie on hand.

for notes,

Sec. 12. And be it enacted, That if at any time after the passing of this act, the said president, directors and company shall Charter forfei neglect on demand being made at their banking-house, during ted on refusal the regular hours of doing business, to redeem in specie or law- to pay specie ful money of the United States, their said bills, notes, or other evidences of debt issued by the said corporation, the said president, directors and company shall forfeit their charter forever, and wholly discontinue and close their banking operations, either by way of discount or otherwise; and the said bank shall be liable to pay the holder or holders of such notes or bills, the payment whereof has been refused or delayed, upon demand as aforesaid, damages for the non-payment thereof, at and after the rate of ten per centum per annum, from the time of such demand, until the same shall be paid as aforesaid, or otherwise satisfied.

directors re

Sec. 13. And be it enacted, That the president and directors of said corporation shall, individually and jointly, and severally, President and be, and continue liable to every creditor for the payment of any sponsible. bills obligatory or of credit, note or notes, that they or any of them may issue and circulate; and upon demand of payment

When notes

being made at the bank, during the usual hours of business, and refusal thereof, an action may be brought against the said persons, then acting as president and directors of said company, jointly or severally; and it shall be lawful for the plaintiff or plaintiffs to declare therein generally, for money had received, with a specification of the dates, sums, payees and numbers of the said bills or notes so demanded, and payment whereof bath been neglected or refused, and upon judgment being rendered, execution shall issue thereon.

Sec. 14. And be it enacted, That it shall not be lawful for the said bank to issue any notes or bills, until an affidavit, by the may be issued. president and cashier, shall have been made and filed in the office

Limitation

Act may be altered or repealed.

of the secretary of state, stating that fifty thousand dollars of the capital stock of the said corporation shall have been subscrib ed and paid in, conformably to the provisions of this act.

Sec. 15. And be it enacted, That this act shall be and cotinue in force until the first day of January, one thousand eigh hundred and fifty-seven, and no longer; And further, that i shall and may be lawful for the legislature of this state, at any time hereafter, to alter, modify or repeal this act, whenever, in their opinion, the public good requires it.

Passed, February 24, 1836.

AN ACT to incorporate the Monmouth and Middlesex Agricultural Rail Road and Transportation Company.

Sec. 1. BE IT ENACTED by the Council and General As sembly of this State, and it is hereby enacted by the authority of the same, That Joseph F. Randolph, Thomas G. Haight, John J. Conover, Peter Vredenbrough, junior, Isaac K. Lippincott, John M. Perrine, John H. Smock, George C. Herren, Abraham Cruser, Joseph McChesney, Simon Arrowsmith, William Little, Garret Hiers, Garret P. Conover, James Cook, Rescarrick M. Smith, Charles G. McChesney, and such other persons as may hereafter be associated for the purpose, shall be and hereby are made, constituted and declared to be a body corporate and politic, in fact and in name, by the name of "The

Monmouth and Middlesex Agricultural Rail Road and Trans- Style of incorHportation Company," and by that name they, their successors poration. and assigns, shall and may have continual succession, and shall be persons in law capable of suing and being sued, pleading and being impleaded, answering aud being answered unto, defending and being defended, in all courts and places whatsoever, and #shall have power to make and use a common seal, and the same at pleasure to alter, and shall be capable of purchasing, holding and conveying any lands, tenements, goods and chattels whatsoever necessary or expedient to the objects of this incorpora

tion.

Sec. 2. And be it enacted, That the capital stock of said

company shall be two hundred and fifty thousand dollars, with Amount of liberty to increase the same to five hundred thousand dollars, capital stock L and shall be divided into shares of fifty dollars each, which shall

be deemed personal property and transferrable in such manner as the corporation shall by their by-laws direct; Provided always, that no part of the said capital stock of the said company shall be employed for banking or other purposes incompatible with the objects contemplated in this act.

Books of sub.

Sec. 3. And be it enacted, That the above named persons, or a majority of them, shall be commissioners to open books for receiving subscriptions to the capital stock of said corporation; scription for the said books shall be opened by the said commissioners, or a stock to be majority of them, four days in succession, the first day at Mid- opened. dletown Point, the next day at Freehold, and the third day at Freehold, and the fourth day at Princeton, and twenty days notice shall be given by the said commissioners or a majority of them of such times and places in two newspapers printed in Freehold, and one printed in Princeton; and if more subscriptions be taken than the amount of the capital stock, it shall be the duty of the said commissioners or a majority of them to make a fair and just apportionment of the stock among the subscribers, giving a preference to the citizens of New Jersey, and if less than seventeen hundred shares shall be taken, the said commissioners or a majority of them may open said books for receiving subscriptions at such times and place or places as they or a majority of them may think proper, until seventeen hundred shares or more shall have been subscribed; and at the time of subscribing for said stock, five per centum shall be paid upon each share subscribed for to the commissioners or some one of them; Provided, that if the said commissioners shall fail to meet at the times and places as aforesaid, this corporation shall not for that cause be dissolved.

Sec. 4. And be it enacted, That after seventeen hundred or more shares of the said capital stock shall be subscribed, the said commissioners or a majority of them shall give a like notice

Proviso

of directors.

as above, for a meeting of stockholders to choose nine direc tors, which election shall be made at the time and place apFirst election pointed by such stockholders as shall attend for that purpose, in person or by lawful proxy, each share entitling the holder thereof to one vote, and the said commissioners or a majority of them shall be inspectors of the said election, and shall certify under their hands the names of the persons duly elected, and deliver over the subscription books to the said directors, and such moneys paid to them for subscriptions to said capital stock as shall remain in their hands after defraying the expenses of subscrip tion and incidental expenses; and the directors or a majority of them chosen at such meeting, or at the annual elections, shall, as soon as may be after every election, choose, out of their own number, a president, and in case of the death, resignation or removal of the president or any director, the vacancy or va cancies may be supplied by the board of directors, or a majority of them, and in case of the absence of the president, they, or a majority of them may appoint a president pro tempore.

Time and

mode of elect ing directors.

Stock forfeited

on failure to pay instal

ments.

Sec. 5. And be it enacted, That an annual election for directors shall be held at such time and place in the counties of Monmouth or Middlesex, as may be fixed by the by-laws of the company or the board of directors for the time being, who shall advertise the same for twenty days in two newspapers, one published in the county of Monmouth and the other in the county of Middlesex, or borough of Princeton, at which the stockholders shall vote in the same manner as at the first election; provided always, that in case no election shall be made at the time fixed, the said corporation shall not for that cause be dissolved, but such election may be held at any other time upon giving the proper notice, and the directors for the time being shall continue in office until new ones shall be chosen in their places.

Sec. 6. And be it enacted, That five directors of said corporation shall be a quorum competent to transact all business of said corporation, with power to call in the capital stock of the same at such times and by such instalments as they may think proper, not exceeding five dollars on each share at any one time and not less than thirty days apart; and in case of the non-payment of any such instalments, to forfeit the share or shares upon which said default shall arise; and to make such by-laws, rules and regulations as to them shall appear needful and proper, touching the management and regulation of the stock, property and estate of the said corporation; and also, to appoint a secretary and such other officers and agents as to them Inay seem meet; to fix the salaries and compensation of their president and other officers and agents, and to require from them proper securities for the performance of their several du

ties and trusts, and generally to do all other acts and things they may deem expedient for the purpose of carrying into effect the objects contemplated by this incorporation.

rail road,

Sec. 7. And be it enacted, That the president and directors of the said company be, and they are hereby authorized Location of and invested with all the rights and powers necessary and expedient to survey, lay out, and construct a rail road or lateral roads from the Delaware and Raritan Canal at or near Scudder's Mills, in the county of Middlesex, to the Middletown Point Creek, at the village of Middletown Point, in the county of Monmouth, passing through the village of Freehold in said county of Monmouth, with a branch not exceeding two miles in length to such marl beds as they may deem proper: And also, with a branch from the village of Freehold, aforesaid, to any such marl bed on Manasquan river, as the said company elect; Provided, that the said company shall not hold any marl beds on but one side of said river, and the said company may extend branches of said road, not exceeding half a mile in length, as they may deem proper; Provided also, that no land necessary for such branches of half a mile in length shall be taken without the consent of the owner or owners first had and obtained; not to exceed eighty feet wide, with as many sets of tracks and rails, as the said president and directors may deem necessary; and it shall be lawful for the said president and directors, their agents, engineers, superintendants, and others in their employ, to enter at all times upon all lands or waters for Purposes for the purpose of exploring, surveying, levelling, and laying out which compa the route or routes of such rail road or rail roads and of locat- ny may enter on lands, &c. ing the same, and to do and erect all necessary works, buildings and appendages thereof (doing no unnecessary injury to private or other property;) and when the route or routes of such rail road or rail roads, or any part or parts thereof shall have been determined upon and a survey of such route or routes or any part or parts thereof deposited in the office of Survey of the secretary of state, then it shall be lawful for the said com- route to be pany by its officers, agents, engineers, superintendants, contractors, workmen, and other persons in their employ, to enter upon, take possession of, hold, have, use, occupy, and excavate any such lands, and to erect embankments, bridges, and all other works necessary to lay rails and to do all other things which shall be suitable or necessary for the completion or repair of the said road or roads, and may take and use any stone, gravel, sand, or other earth, on or near the said route or routes, which may be required for the construction of, repairing, altering, or extending the said road or roads, or of any of the works or appendages, subject to such compensation as is hereinafter provided; Provided always, that the payment or tender of the pay

W

filed in Secre

tary's office.