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the

one.

year of our Lord one thousand eight hundred and sixty

5. And be it enacted, That this act shall take effect immediately.

Approved February 9, 1860.

Supplement to former act

repealed.

CHAPTER XXIII.

AN ACT to repeal a part of the "Act to provide for the incorporation of insurance companies," approved April fifteenth, eighteen hundred and forty-six.

1. BE IT ENACTED by the Senate and General Assembly of the State of New Jersey, That the supplement to the said act, approved February fifteenth, eighteen hundred and fortyeight, be and the same is hereby repealed.

2. And be it enacted, That this act shall take effect immediately.

Approved February 9, 1860.

CHAPTER XXIV.

AN ACT to incorporate the Camden Rolling Mill Company.

porators.

1. BE IT ENACTED by the Senate and General Assembly of Names of corthe State of New Jersey, That Alexander T. Wilson, David Longnecker, Samuel Fisk, junior, John Hood, Charles S. Garrett, Daniel A. Hall, Charles E. French, Samuel D. Elfreth, Isaac Kelly, and their associates and successors, are hereby made and created a body politic and corporate in law, by the name of "The Camden Rolling Mill Company," for the purpose of manufacturing iron and other commodities and articles of which iron forms a constituent part, and for the transaction of such business as may be properly connected therewith; and may raise by subscription, a capital of one Amount of hundred thousand dollars, in shares of fifty dollars each, with the privilege of increasing it as hereinafter provided; and that the mills and manufactories of the said company shall be located in the city of Camden, county of Camden, but it may, nevertheless, be lawful for said corporation to manufacture or procure the raw material used by said mills or manufactories, at such points or places as the said corporation shall deem most advantageous.

capital stock.

ty company

2. And be it enacted, That the said corporation may pur- what properchase, use, hold, possess, and enjoy any such real estate, ma- may hold. chinery, goods, effects, and chattels whatsoever, as shall be necessary and expedient to said corporation to carry on its business; and, whenever it shall see fit, the said corporation may sell, mortgage, lease, and otherwise dispose of the same at pleasure.

ma

ers to open

books of sub

scription.

3. And be it enacted, That it shall and may be lawful for Commissionthe associates named in the first section of this act, or a jority of them, at such time and place as they may select, to open books of subscription to the capital stock of said corpora

Capital stock may be increased.

rectors.

tion; and whenever the sum of one hundred thousand dollars shall have been subscribed, and at least twenty thousand dollars actually paid in, and an affidavit thereof, made by two or more of the directors of said corporation, shall be filed in the office of the secretary of state, it shall and may be lawful for the said corporation to commence and carry on its said business under the provisions of this act.

4. And be it enacted, That the said corporation may, by a vote of the stockholders thereof, from time to time, increase its capital stock until it amounts to the sum of three hundred thousand dollars; and it shall be lawful for the directors of the said corporation to call for and demand of the stockholders, respectively, all such sums of money as are by them subscribed, at such times, and in such proportions, as the said directors shall see fit, under the pain of forfeiture of their shares, and all previous payments thereon, to the said corporation, the said stockholders being notified at least thirty days' previous to the time of payment of each installment; and at each increase of capital, an affidavit thereof shall be filed in the office of the secretary of state, as before provided; and the capital stock of said corporation shall be deemed personal estate, and be transferable upon the books of said corporation; and no part of the said capital stock shall be at any time, or upon any pretence whatever, divided among the stockholders for dividends, neither shall it be withdrawn or refunded to the stockholders until all debts and liabilities of the company are fully paid, and an affidavit thereof, and of the amount of capital proposed to be withdrawn or refunded to said stockholders, filed in the office of the secretary of state; and all stockholders may, in all questions submitted to them, and in all elections, be entitled to one vote for every share he or she holds in the stock of said corporation, which vote may be cast in person or by proxy; and all matters before said stockholders shall be decided by a majority of votes

so cast.

Election of di- 5. And be it enacted, That the stock, property, and affairs of the said corporation shall be managed by not less than

three, nor more than nine, directors, one of whom the said directors shall appoint their president; and the said directors shall be stockholders in said company, and shall hold their offices for one year and until others shall be chosen to fill their places; they shall be elected at the annual meeting of the stockholders, to be held on the second Tuesday of March, at such hour of the day, and at such place, as the by-laws of the said corporation shall direct; and until such annual election shall take place, the associates named in this act, with such others, being stockholders, as they shall appoint, shall be the directors of the said corporation; a majority of the directors shall, on all occasions, when assembled at such place as the by-laws shall prescribe, constitute a board competent to transact business, and all questions before them shall be decided by a majority of votes: and in case any vacancy shall occur Vacancies. in the board of directors, by death, resignation, or failure of the stockholders to elect the full number authorized by this act, the remaining directors for the time being, or a majority of them, shall have power to fill such vacancy by the appointment of any stockholder.

ment to be

6. And be it enacted, That the said directors shall submit Annual stateto the stockholders, at their annual meeting, a written state- made. ment of the affairs of said company, setting forth the amount of the capital stock paid in, the amount of money due to and from the corporation, as nearly as the same can be ascertained, and shall accompany the same by an oath or affirmation that the same is correct, to the best of their knowledge and belief.

7. And be it enacted, That dividends of so much of the Dividends. profits as the directors may think advisable may be declared soon after the settlement of the books, on the first days of January and July in every year, and to be paid to the stockholders, or their legal representatives, at any time, on demand, after the expiration of thirty days from such declara

tion.

8. And be it enacted, That in case it shall happen that an Corporation election of directors shall not be made upon the day desig-for

not dissolved failure to prescribed.

Property to be taken at valuation.

Books of ac counts and

transfers to be kept.

General pow. ers, &c.

Act may be amended.

nated for that purpose, the said corporation shall not be deemed dissolved, but the stockholders may proceed to hold an election on any other day, ten days' notice being given of the time and place of such election, in at least one newspaper published in the city of Camden.

9. And be it enacted, That any land or property, or materials used in manufacturing, which may be received in payment for subscription for stock, shall be taken at a valuation approved by the majority of the board of directors, or by a majority of the stockholders.

10. And be it enacted, That regular books of account shall be kept in the office of said company, to which books any stockholder may have free access, at all reasonable times, for the purpose of inspection; and that books of transfer of stock shall also be kept, and shall be evidence of the ownership of said stock, in all elections and other matters submitted to the decision of the stockholders of said corporation.

11. And be it enacted, That the corporation hereby created shall possess the general powers, and be subject to the restrictions and liabilities set forth in "An act concerning corporations," approved upon the fourteenth day of February, eighteen hundred and forty-six, so far as the same are applicable. 12. And be it enacted, That the legislature may alter, amend, or repeal this act whenever, in their judgment, the public good requires it.

Approved February 14, 1860.

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