Proviso. Amount of capital stock. Payment of instalments. Stock transferable. said name and style, shall be capable of purchasing, holding and conveying any lands, tenements, hereditaments, goods and chattels, wares and merchandise whatsoever necessary to the objects of this incorporation; or such other real estate as the said company may be obliged or deem it for their interest to take in settlement or payment of any debts due the said incorporation, and may sue and be sued, plead and be impleaded, answer and be answered unto, defend and be defended, in all courts of law and equity whatsoever, and may have and use a common seal, and make such by-laws for their regulation and government as they may deem proper; provided, the same are not inconsistent with the constitution and laws of the United States and of this state. 3. And be it enacted, That the capital stock of said corporation shall not exceed the sum of five hundred thousand dollars, which shall be divided into shares of one hundred dollars each; but as soon as seventy-five thousand dollars of the said capital stock shall have been subscribed and paid, it shall be lawful for the said corporation to commence their said business, or any part of it, and with that capital to conduct and carry it on until they shall deem it expedient to extend the same; and it shall be lawful for the directors of said corporation, or a majority of them, from time to time, to call for and demand from the stockholders respectively, all such sums of money by them subscribed, at such time's and in such proportions as they shall deem proper, under pain of forfeiting the shares of said stockholders, and all previous payments thereon, if such payments shall not be made within thirty days after the day fixed for that purpose, by public notice previously published for the space of thirty days in one or more newspapers printed in said county, designating the proportion of such payment per share, and the time and place, when and where, and to whom the same shall be required to be made. 4. And be it enacted, That the capital stock of this company shall be deemed personal estate, and transferable upon the books of said corporation in such manner as the by-laws may provide, but no shareholder indebted to the company shall be permitted to make any transfer or receive any dividend until such debt be paid; and whenever any transfer of any shares shall be made for collateral security, and not absolutely, the same shall be so expressed in the entry of such transfer, and no part of the said capital stock shall at any time, nor under any pretence whatever, be divided among the stockholders for dividends, and no dividend shall be made or paid except from the actual profits of said corporation. ers to receive 5. And be it enacted, That Robert Beattie, Alexander P. CommissionFonda, Huain Anderson, John Brush, Elias Smith Higgins subscriptions. and William Beattie, or a majority of them, shall be commissioners, whose duty it shall be to open books to receive subscriptions to the capital stock of said company, first giving two weeks notice in a newspaper circulating in the county of Passaic, of the time and place of the opening of such books, and also as soon as seventy-five thousand dollars of the said stock shall have been subscribed, to give, like or written notice for a meeting of the stockholders, to choose such directors, officers and agents as may be deemed necessary for conducting the affairs of said company. rectors. 6. And be it enacted, That the property and concerns of Election of dithe said corporation shall be managed and conducted by five directors, being stockholders, (one of whom shall be president,) who shall hold their office for one year, and until others are chosen; and the said directors shall be chosen on the first Monday of April in each year, (after the first election,) at such time and place as shall be directed by the by-laws of the said company, and public notice thereof shall be given two weeks in the newspaper before mentioned; and each stockholder shall be entitled in person, or by proxy, to one vote on each share of stock held by him or her; and the five persons receiving the greatest number of votes, and being stockholders, shall be directors; and all vacancies occurring by death, resignation or otherwise, among the directors chosen as above, shall be filled by such person or persons as a ma Books of account to be kept. Annual state ment to be made. Corporation not dissolved for failure to elect on day prescribed. General pow. ers. jority of the remainder of the directors shall appoint, and a majority of the directors shall be a quorum for transacting the business of the said incorporation. 7. And be it enacted, That the directors shall at all times keep or cause to be kept at their principal manufactory proper books of account, in which shall be regularly entered all the dealings and transactions of the said corporation, which books shall at all business hours be subject to the inspection of the stockholders of the said company. 8. And be it enacted, That on the first Monday of April in each year, the directors shall submit to the stockholders a written statement of the capital stock paid in, and the amount of all existing debts against the company; and the debts of said corporation shall at no time be suffered to exceed the amount of the capital stock actually paid in. 9. And be it enacted, That in case it should at any time happen that an election of directors should not be made on the day designated by this act, the said corporation shall not for that cause be deemed to be dissolved, but it shall be lawful to hold such election on some future day. 10. And be it enacted, That the corporation hereby created, shall possess and enjoy the several powers and privileges, and be subject to the general restrictions and liabilities granted, set forth and imposed in an act of the legislature of New Jersey, entitled "An act concerning corporations," approved the fourteenth day of February, eighteen hundred and forty-six. 11. And be it enacted, That this act shall take effect immediately on the passage thereof. Approved February 15, 1860. CHAPTER XXXVII. AN ACT to incorporate the Belvidere Gas Company. porators. 1. BE IT ENACTED by the Senate and General Assembly of Names of corthe State of New Jersey, That James M. Ribble, Alfred Thomas, Israel Harris, William R. Brokaw, Samuel S. Clark, Phineas B. Kennedy, and Abraham B. Randolph, and all and every person or persons who shall or may become subscribers according to the mode hereinafter prescribed, and their successors, are hereby created a body politic and corporate in fact, by the name of "The Belvidere Gas Company;" and by the said name the said corporation shall have power General pow and authority to manufacture and sell gas, for the purpose of ers. lighting the streets, buildings, manufactories, and other places situated in the town of Belvidere, in the county of Warren, and for such other purposes as by the said corporators and their successors may be thought proper; to enter into, execute, and enforce contracts, agreements and covenants in relation to the objects of this corporation, and shall be capable of taking and holding any estate, real or personal, necessary to give effect to the specified objects of this corporation, for the accommodation of their business and concerns, or which it may be necessary for the said corporation to acquire and hold for the purpose of securing debts which have become due to it in the regular business of the said corporation; pro- Proviso. vided, that the said real estate shall not exceed what may be necessary for the purposes mentioned, and that no private lands shall be in any way injured without permission first obtained in writing from the owner or owners thereof. Corporation authorized to 2. And be it enacted, That the said corporation shall be, empowered to lay down their gas pipes, to erect gas posts, lay down pipes burners, and reflectors in the streets, alleys, lanes, avenues, and roads of the town of Belvidere, and to do all things ne Proviso. Commissioners to receive cessary to supply the town of Belvidere and the township of Oxford, and the dwellings, stores, streets, manufactories, and other places therein, with a sufficient quantity of illuminating gas; provided, that the public avenues of travel shall not at any time be unnecessarily obstructed by the laying of the said pipes or the erection of the said posts and fixtures, and shall not be rendered less commodious to the public, but shall be left in as good condition as they were before the laying of the said pipes or the erection of the said posts. 3. And be it enacted, That James M. Ribble, Alfred subscriptions Thomas, Israel Harris, William R. Brokaw, Samuel S. Clark, Phineas B. Kennedy, and Abraham B. Randolph, are hereby appointed commissioners for receiving subscriptions for the sum of twenty thousand dollars, to constitute the capital stock of said corporation, in shares of twenty-five dollars each; the said commissioners, or a majority of them, shall open books for the purpose, at such time, and at such place in this state as they shall designate by an advertisement, to be previously inserted for at least three weeks in at least one public newspaper published in the said town of Belvidere, and shall continue the same open, at the same place or places, until the whole amount of capital stock is subscribed, or at their discretion to close the same and re-open them at such times and places in this state as they, or a majority of them, may think proper, giving public notice thereof as aforesaid; and the sum of ten per centum of each share so subscribed shall be paid by each subscriber, at the time of subscription, to the said commissioners, and the amount so received by them. shall be by them paid over to the directors of said corporation, to be appointed as hereinafter directed; and all the power of the said commissioners shall cease and determine on the appointment of such board of directors; and the said board of directors, when appointed, shall have power from time to time, under the foregoing regulations, to open the books for the further subscription of stock, until the whole stock shall have been subscribed, and shall also be authorized to call upon the said subscribers for the payment of further |