AUTHORIZING THE THOMPSONVILLE CARPET MANUFACTURING COMPANY TO INCREASE THEIR CAPITAL STOCK.

PASSED 1852

Upon the petition of the Thompsonville Carpet Manufacturing Company, praying for an amendment of their charter, so far as to authorize the increase of their capital stock, from five hundred thousand dollars to one million dollars, as per petition on file:

Resolved by this Assembly, That the said Thompsonville Carpet Manufacturing Company be and they are hereby authorized to increase their capital stock to an amount not exceeding one million dollars. Said company shall annually lodge with the town clerk of the town of Enfield, a statement containing the amount of capital actually paid in, the amount invested in real estate, the amount invested in personal estate, the amount of their debts and credits at the time of making such certificate, with the names of their stockholders, and the number of shares owned by each.

INCORPORATING THE "WAREHOUSE POINT MANUFACTURING COMPANY."

PASSED 1854.

Upon the petition of Nelson K. Benton and others, praying for an act of incorporation:

Resolved by this Assembly, SEC. 1. That Nelson K. Benton, Albert Denison and Dexter R. Wright, with all others who are or shall hereafter become associated with them, be and they hereby are, with their successors and assigns, made and established a body politic and corporate, by the name of the "Warehouse Point Manufacturing Company," for the purpose of manufacturing cassimere cloths, woolen cloths, broadcloths, wool, cotton and other manufactures, and goods composed in whole or in part of wool, cotton and flax, or other materials, and manufacturing machinery and lumber, and grinding grain, and manufacturing other fabrics in the most advantageous manner, and for mercantile purposes. And by that name they and their successors and assigns shall be and they hereby are authorized and empowered to purchase, take, hold, occupy, possess and enjoy to them, their successors and assigns, any goods, chattels and effects of whatever kind they may be, the better to enable them to carry on such business to advantage; also to purchase, take, hold, occupy and enjoy any lands, tenements or hereditaments, in the county of Hartford, as shall be necessary for the views and purposes of said corporation, and the same or any part thereof sell, lease and dispose of at pleasure; or to take a lease

or leases of any such lands and real estate, for a term or terms of years; also to sue and be sued, plead and be impleaded, defend and be defended, answer and be answered unto, in any court of record or elsewhere. And said corporation may have and use a common seal, and may alter the same at their pleasure.

SEC. 2. The capital stock of said corporation shall be one hundred and fifty thousand dollars, with liberty to increase the same from time to time, to an amount not exceeding in the whole, the sum of seven hundred thousand dollars. The shares of said capital stock shall be twenty-five dollars each, and shall be deemed and considered personal estate, and be transferable only on the books of said company, in such form as the directors of said corporation shall prescribe. And said company shall at all times. have a lien upon all the stock or property of the members of said corporation invested therein, for all debts due from them to said company. And said corporation may organize, go into operation, and commence business, whenever and as soon as one hundred thousand dollars of said stock shall be taken up and subscribed for.

SEC. 3. The stock, property and affairs of said corporation shall be managed by not less than three nor more than seven directors, one of whom they shall appoint their president, who shall hold their offices for one year and until others are chosen; which said directors shall be stockholders and shall be annually elected, at such times and places as the by-laws of said corporation shall prescribe. A majority of said directors shall in all cases when met, constitute a board for the transaction of business, and a majority of the stockholders present at any legal meeting, shall be capable of transacting the business of such meeting, each share entitling the owner thereof to one vote, which vote may be given by said stockholder in person or by lawful proxy. That Nelson K. Benton and Albert Denison, both of Warehouse Point, or either of them, be, and they are hereby authorized to call the first meeting of the corporation hereby formed, by forwarding by mail or otherwise, a written or printed notice of the time and place of such meeting, at least one week previous thereto, directed to each person and firm who shall be subscribers to the capital stock of said com

pany.

SEC. 4. The president and directors for the time being, or a major part of them, shall have power to fill any vacancy which may happen in their board, by death, resignation or otherwise for the then current year, and to appoint and employ from time to time a secretary, treasurer and such other officers, mechanics and laborers as they may think proper, for the transaction of the business and concerns of said company, and may require said secretary, treasurer and other officers to give such security, by bond or otherwise, for the faithful discharge of their trusts and duties, as said directors shall deem proper; and also to make and establish such by-laws, rules and regulations as they shall deem expedient for the better management of the concerns of said corporation, and the same to alter and repeal; provided always, that such by-laws, rules and regulations be not inconsistent with the laws of this state or of the United States. And said directors shall, and may as often as the interest of the stockholders shall require and the affairs of said company will permit, declare a dividend or dividends of profits on each share, which shall be paid by the treasurer of said company.

SEC. 5. If it shall so happen that an election of directors shall not be made on any day appointed by the by-laws of said company, said corporation shall not for that cause be deemed to be dissolved, but such election may be holden on any day thereafter, which shall be appointed by the directors.

SEC. 6. The person who purchased at probate sale, on the 31st day of March, A. D. 1853, in pursuance of an order of sale, made by the court of probate for the district of East Windsor, the property and estate of Bezafeel Sexton, assigned for the benefit of his creditors, by deed of assignment dated the 17th day of December, A. D. 1852, and said Nelson K. Benton, mortgagee of said property, may become subscribers to the capital stock of said company, to an amount equal to their respective interests in said property; and their said subscriptions may be paid by conveyance or release to said company, of their respective interests in said property, upon such terms as shall be agreed upon, by and between them and said company; and such payment shall be deemed good and valid as if made in cash, and stock certificates may be issued for the full amount of the stock by them so subscribed and paid for as aforesaid.

SEC. 7. The books of said corporation containing their accounts, shall, at all reasonable times, be open for the inspection of any of the stockholders of said corporation. And as often as once in each year, a statement of the accounts of said company shall be made by order of the directors. And said directors may obtain new subscriptions to the capital stock at any time, not exceeding in the whole the sum of seven hundred thousand dollars.

SEC. 8. For the debts which may at any time be due from said company, the stockholders thereof shall not be responsible in their private capacity, but only the property and estate of said corporation; and nothing in this act shall be construed to authorize or empower the said company to use their funds for any banking transactions.

SEC. 9. The directors may call in the subscriptions to the capital stock by installments, in such proportions and at such times and places as they shall deem proper, giving such notice thereof as the by-laws and regulations of said company shall prescribe. And in case any stockholder shall neglect or refuse payment of such installment or installments for the term of sixty days after the same shall become due and payable, and after he, she or they have been notified thereof, such negligent stockholder shall forfeit to said company all his, her or their previous installments, together with all his, her or their rights and interest whatever in said stock.

SEC. 10. The said corporation shall, within the period of twelve months next after the same shall become organized, lodge a certificate with the secretary of this state, containing the amount of capital stock actually paid in and belonging to said company, which said certificate shall be signed by the president and secretary, and verified by their oath. And within twelve months after all subsequent installment (if any) of said capital stock, or of any increase thereof shall have been paid in, a like certificate shall be made and lodged. And the amount of capital stock thus certified shall not be withdrawn so as to reduce the same below the amount stated in said certificate. And in the event any part of the capital stock paid in and certified, shall be withdrawn without the consent of the general assembly, the directors ordering, causing or allowing such

withdrawal or reduction of capital, shall be liable, jointly and severally, as traders in company, in case of the insolvency of said corporation at any period afterward, for all debts owing by said corporation at the time of or subsequently to the reduction or diminution of the capital as aforesaid. SEC. 11. This act shall be subject to be altered, amended or repealed at the pleasure of the general assembly.

SEC. 12. This act shall take effect on and after the day of its passage.

AUTHORIZING THE WATERVILLE MANUFACTURING COMPANY TO CHANGE THEIR BUSINESS.

PASSED 1853.

Resolved by this Assembly, That the Waterville Manufacturing Company, a joint stock corporation, organized under the laws of this state, and located in the town of Waterbury, in New Haven county, is hereby authorized and empowered to change, alter or add to the purpose for which said corporation was framed, as specified in their articles of association, so as to include any other lawful business, except banking, at any meeting of the stockholders especially warned and held for that purpose, by a two-thirds vote of such stockholders voting on the stock held or legally represented by them; provided, that whenever said corporation shall change, alter or add to the purpose for which said corporation was established, as herein before provided, the president and secretary shall immediately make a certificate thereof, specifying such change, alteration or addition, which shall be signed and sworn to by them, and deposited with the secretary of this state, and a duplicate thereof with the town clerk of said town of Waterbury, which certificate, so deposited with the secretary of this state and said town clerk, shall be by them severally recorded at full length, in books to be by them kept for that purpose, and upon the filing of said certificates, as aforesaid, it shall be lawful for said corporation to direct its operations and appropriate its funds for said new purposes.

INCORPORATING THE WAUREGAN MILLS.

PASSED 1858.

Resolved by this Assembly, SEc. 1. That Moses B. Lockwood, Calvin Spencer and Orray Taft, with all others who now are or hereafter may be associated with them, and their successors and assigns, be and they are hereby constituted a body politic and corporate, under the name of the Wauregan Mills, to be located in Wauregan, in the town of Plainfield,

Windham county, for manufacturing purposes, and for the transaction of other business incidentally connected therewith, and by that name, they and their assigns and successors shall be and hereby are authorized and empowered to purchase, take, hold, occupy, possess and enjoy, to them and their successors, any goods, lands, tenements or hereditaments, chattels and effects, of whatever kind they may be, which shall be necessary for the views and purposes of said corporation, and the same or any part thereof, sell, lease or dispose of at pleasure; or to take a lease or leases of any such lands and real estate for a term or terms of years; also to sue or be sued, plead and be impleaded, defend and be defended, answer and be answered unto in any court of record or elsewhere. And said corporation may have and use a common seal, and may alter the same at their pleasure.

SEC. 2. The capital stock of said corporation shall be five hundred thousand dollars, with liberty to increase the same from time to time, to an amount not exceeding in the whole the sum of six hundred thousand dollars; and that a share of said stock shall not be more than one hundred dollars, and shall be deemed and considered personal estate, and be transferable only on the books of said company, in such form as the directors of said corporation shall prescribe. And said company shall at all times have a lien upon all the stock or property of the members of said corporation invested therein, for all debts due from them to said company. And said corporation may organize, go into operation and commence business whenever and as soon as two hundred thousand dollars of said stock shall be taken up and subscribed for.

SEC. 3. The stock, property and affairs of said corporation shall be managed by not less than three nor more than seven directors, one of whom they shall appoint their president, who shall hold their offices for one year and until others are chosen; which said directors shall be stockholders, and shall be annually elected at such times and places as the bylaws of said corporation shall prescribe. A majority of said directors shall in all cases, when met, constitute a board for the transaction of business, and a majority of the stockholders present at any legal meeting shall be capable of transacting the business of such meeting, each share entitling the owner thereof to one vote, which vote may be given by said stockholder in person or by lawful proxy. That the first meeting of the corporation hereby formed may be called by the corporators named in the first section of this act, at such time and place, and giving such notice of such meeting as they shall deem reasonable and proper.

SEC. 4. The president and directors for the time being, or a major part of them, shall have power to fill any vacancy which may happen in their board by death, resignation or otherwise, for the then current year, to appoint and employ from time to time a secretary, treasurer and such other officers, mechanics and laborers as they may think proper for the transaction of the business and concerns of said company, and may require said secretary, treasurer and other officers to give such security, by bond or otherwise, for the faithful discharge of their trusts and duties, as said directors shall deem proper; and also to make and establish such by-laws, rules and regulations as they shall deem expedient for the better management of the concerns of said corporation, and the same to alter and repeal; provided always, that such by-laws, rules and regulations be not inconsistent