Capital stock.

By-laws of association.

Proviso.

Stock deemed personal estate.

Transfer of stock.

(1596.) SEC. 6. The capital stock of such company shall not exceed one hundred thousand dollars; and it shall be lawful for the trustees to call upon and demand from the stockholders, respectively, all such sums of money by them subscribed, at such time and in such portions as they shall deem proper, under pain of forfeiting the shares of said stockholders and all previous payments made thereon, and all their interest in the partnership property, if such payments shall not be made within thirty days after a notice. requiring such payment shall have been published. in such newspaper as aforesaid.

(1597.) SEC. 7. The stockholders for the time being shall have power to make and prescribe, and from time to time to alter, such by-laws, rules, and regulations as they shall deem proper, respecting the management and disposition of the stock, property, and estate, real, personal, and mixed of said association or company, the duties and powers of the officers, artificers, and servants by them to be employed; the election of trustees, and all such matters as appertain to the concerns of said company, not inconsistent with the Constitution and laws of this State or the United States; which said by-laws, when filed in the office of the Secretary of State and published, shall be deemed and taken to be a part and parcel of the articles of copartnership and association; and it shall not be lawful for such company to use their funds, or any part thereof, in any banking transaction, in brokerage or exchange, in dealing in money or bank notes, or in the purchase of any stock of any bank, or in the purchase of any public stock whatever, or for any other purposes than those particularly specified in such instruments as aforesaid: Provided, That such by-laws shall not authorize the incurring of debts, liabilities, or loans, exceeding in the aggregate one-half of the capital stock of the company paid in. (1598.) SEC. 8. The stock of said copartnership or association shall be deemed personal estate, and transferable in such manner, and with such limitations and conditions, as shall be prescribed by the articles of the association; but no transfer of any share or shares of said stock, except by operation of law, shall be binding or valid, unless assented to by the members, or some officer or agent of said association, in some mode to be prescribed by the articles or by-laws, and unless a minute and registry of the same shall be made in a book kept for that purpose by the secretary, which book shall be at all times subject to inspection by any creditor of said company or person interested in the same. And the secretary shall at any time, on reasonable request, furnish to

any creditor or person interested, a written list or statement of the stockholders in said company.

holder or trans

(1599.) SEC. 9. Said company shall not be dissolved by the death Company not dissolved by of any of its stockholders, or by the transfer, by operation of law, death of stockof the interest of any stockholder; but in all such cases any person fer of stock. becoming entitled to such stock shall be admitted a member of such company, and shall have the same rights and be subject to the same liabilities as attached to the owner of said stock up to the time when his interest in the same ceased.

against.

(1600.) SEC. 10. All actions and suits at law and in equity, to be Actions by and commenced or instituted on behalf of the company or copartnership, shall be commenced or instituted in the name of the president for the time being, or in the name of the person acting or officiating as such, or in the name of any one trustee for the time. being, for that purpose to be appointed as the nominal plaintiff or petitioner in behalf of the company. All actions and suits at law or in equity, to be commenced or instituted against the company or copartnership, shall be commenced or instituted against the president for the time being of the company, or the person acting or officiating as such, or against any one trustee of the company as the nominal defendant on behalf of the company, and process served upon either of the above shall be deemed service on the company. It shall be lawful and sufficient to state the name of the president for the time being, or of the person acting or officiating as such, or of any one trustee of the company so appointed as aforesaid, and to describe him as such president or trustee of such company, without naming the individual members and copartners or stockholders; and the death, resignation, removal, or any act of such president, or of any trustee so appointed, shall not abate or prejudice any such action, suit, or other proceeding commenced against, or by, or on behalf of the company. In all actions and suits against the company, a service of process on the president for the time being, or the person acting or officiating as such, or on any trustee, shall be deemed a service on said company. The decrees and orders of a court of equity, and judgments at law, in suits commenced and prosecuted as aforesaid, although in form they may be against such president or a trustee, shall take effect and operate against the property of the company; and execution upon any such decree or judgment may be issued and levied upon the joint or copartnership property of the company; and for all debts which shall be due and owing by the copartnership or company at any time, the persons composing the same at the time

Certified copy,

articles of asso

ciation and by

laws, to be evi

Act subject to repeal.

be a corporation.

when the debts were incurred, shall be individually, and personally liable to the amount of the stock held by them, after all the joint property of the said company within this State shall first have been exhausted by execution against the association or company; but the stockholders shall be individually liable for all the debts of said company, whenever such indebtedness exceeds in the aggregate the amount in proportion to which the same is limited or authorized by this act.

(1601.) SEC. 11. A copy of any article of agreement and by-laws filed in pursuance of this act and certified to be a true copy by the Secretary of State, or his deputy, or by the register of the county where filed, shall, together with this act, be received in all courts and places as legal evidence of the formation of such company and association, and of all the powers, duties, and liabilities of the members thereof.

(1602.) SEC. 12. The Legislature may alter, amend, or repeal this act, or dissolve any association organized under the provisions of Company not to this act; and nothing herein contained shall tend, or be deemed, construed, or taken to incorporate the same company or copartnership, or to relieve or discharge the said company or copartnership, or any of the members thereof, or subscribers to the said undertaking, from any responsibility, duties, contracts, or obligations whatsoever, which, by law they are now, or at any time hereafter shall be subject or liable to, between the said company or copartnership and others, or between the individual members of the said company or corporation, or any of them, and others, or among themselves, or in any other manner whatsoever, except so far as the same are affected by the provisions of this act and the true intent and meaning thereof.

Business to be

in the State.

(1603.) SEC. 13. Every association formed under the provisions carried on with of this act, for mining operations within this State, which shall engage in the business of crushing, cleansing, separating, and smelting the ores and products of any mine, for the reduction thereof to a convenient marketable shape, shall conduct and carry on the said business of crushing, cleansing, separating and smelting any such ores, wholly within the limits and jurisdiction of this State at all times after the lapse of three years from the pas sage of this act.

Specific tax on company.

(1604.) SEC. 14. Every association formed for mining purposes under the provisions of this act shall be subject to the payment of a specific State tax of four per cent, to be in lieu of all other taxes, and to be levied and collected upon all ores and the products of

all mines opened and worked by any such association within the limits of this State, excepting iron and the product of iron mines, which shall be subject to a specific State tax of two per cent in lieu of all other taxes, to be collected as aforesaid. Such specific State tax shall be in all cases assessed upon the average yield and value of such ores after the same are smelted, if smelted within this State, but if not smelted within this State, then the said tax shall be paid before such ores are removed from the premises where they are raised.

made.

(1605.) SEC. 15. Such assessment may hereafter be made upon How assessment the actual yield and product of any such mine, for the year next preceding, upon a statement thereof verified by the oath of the person having constant charge of the working of any such mine: Provided, That the Governor of the State may hereafter appoint, under the direction of the Legislature, a resident agent to superintend the assessment and collection of such tax under the provisions of law therefor.

neglect to com

ions of act.

of debts and

kept.

(1606.) SEC. 16. Any association formed under the provisions of Forfeiture for this act, for any neglect or refusal to comply with the requirements ply with provisof the three preceding sections, shall forfeit all rights acquired under the provisions of this act. (1607.) SEC. 17. Every company formed under the provisions of Daily account this act shall keep, in a proper book to be appropriated for that payments to be purpose exclusively, an accurate daily account of the debts and indebtedness of said company; the dates or times when the same were created or accrued; for what and to whom the same were made or incurred; and, if any, what bond, note, bill, or security has been executed or given for or to secure the payment thereof; and such company shall keep a like daily account of all moneys, debts, and indebtedness disbursed, paid, or canceled by such company, and when paid and to whom, and if for a debt or indebtedness of the company, the time or times when the same and the respective portions thereof were incurred or created; and any creditor of said company whose demand is past due may, upon demand therefor made, inspect and examine either or both of the aforesaid books of said company; and in case such company is sued in any court. of record of the county in which the business of said company is conducted, such court may, upon cause shown, order either or both of the books aforesaid to be produced in open court for inspection, and enforce obedience to such order by attachment or otherwise. SEC. 18. This act shall take effect and be in force from and after its passage.

Who may construct line.

Proviso.

What intelli

gence shall have precedence.

An Act authorizing any persons to construct lines of electric telegraph in the State of

Michigan.

[Approved January 28, 1847. Laws of 1847, p. 4.]

(1608.) SECTION 1. Be it enacted by the Senate and House of Representatives of the State of Michigan, That any person or persons may be and they are hereby authorized to construct and maintain lines of electric telegraph, together with all necessary fixtures appurtenant thereto, from point to point, upon and along any of the public roads or highways, or railroads, and across any of the waters or bridges within the limits of this State, or upon the land of any individual, the owners of the land through which said telegraphic lines may pass having first given their consent: Provided, That the same shall not in any instance be so constructed as to incommode the public in the use of said roads, or highways and bridges, or endanger or injuriously interrupt the navigation of said waters.1

(1609.) SEc. 2. At every telegraphic office, established for the purpose of communicating intelligence on any of the lines constructed by virtue of the provisions contained in the foregoing section, communications received for the transmission of intelligence upon any of said lines, shall have precedence in the order in which they are received, and be communicated accordingly; and any violation of the provisions of this section by any officer, person, or persons having charge of, or employed in conducting or transact

1 As amended by Act No. 10 of 1849, p. 7.