Sidebilder
PDF
ePub

Directors may appoint a Cashier and such other officers under them as they may deem necessary and expedient for carrying the provisions of this act into effect, and shall make compensation to them for their services as shall appear to them reasonable, and shall be capable of exercising such other powers and authorities of making, revising, altering or annulling all such by-laws and regulations for the government of the said company and that of their officers and affairs as they or a majority of them shall from time to time think expedient and not inconsistent with laws.

SECTION 9. The Cashier, before he enters on the duties of his office, shall be required to give bond with two or more securities to the satisfaction of the Directors, in such sum as they may by their by-laws order and direct from time to time, with condition for the faithful performance of his duties; and the President, Cashier, and other officers of the Bank shall take the following oath on entering on the duties of their respective offices: I, A. B.. do solemnly swear (or affirm) that I will well and faithfully discharge the duties of President, Cashier, or other officer (as the case may be) of the Bank of Savannah; which shall be subscribed and entered upon the minutes.

SECTION 10. And be it further enacted, That from the time that this act shall take effect, the total amount which the Bank shall at any time owe, whether by bond, bill, note, or other contract, shall not exceed three times the amount of its capital.

SECTION 11. The persons and property of the stockhold⚫ ers, for the time being, in said Bank, shall be pledged and bound in proportion to the amount of the shares that each individual or company may hold in said Bank, for the ultimate redemption of the bills or notes issued by or from said Bank during the time he, she or they may hold such stock in the same manner as in common commercial cases or simple cases of debt.

SECTION 12. Any number of stockholders, not less than twenty, who together shall be proprietors of two hundred shares or upwards, shall have power at any time to call a meeting of the stockholders for purposes relative to the institution, giving at least sixty days' notice in one of the public gazettes of the city of Savannah, specifying in such notice the object of said meeting.

SECTION 13. The directors shall keep fair and regular minutes of their proceedings; and upon any question where a Director shall require it, the yeas and nays of the Directors voting shall be inserted in said minutes; and the books and papers, correspondence and funds of the company shall at all times be subject to the inspection of the Board of Directors or stockholders when convened according to the provisions of this act.

SECTION 14. Dividends of the profits of the corporation or of so much thereof as shall be deemed expedient and proper shall be declared and paid half yearly, (the first half after the Bank shall have been in operation excepted); and the said dividends shall from time to time be determined by a majority of the Directors at a meeting to be held for the purpose; and shall in no case exceed the amount of the net profits actually required [acquired] by the corporation, so that the capital stock thereof shall never be impaired.

SECTION 15. No stockholder shall be permitted to borrow money from said Bank upon the faith or pledge of their stock, but shall be subjected to the same rules and regulations in borrowing money therefrom as any other customer of the Bank.

SECTION 16. Any Bank or branches thereof who may make a demand of specie from said Bank, shall be compelled to receive either the bills of said original Bank or any of its branches in payment.

Approved, February 13, 1850.

AN ACT to incorporate a Banking Company in the city of Macon, under the name of the "Manufacturer's Bank of Macon."

WHEREAS the commercial interests of the city of Macon, and the interest of the planters trading to that city, require the establishment of a Bank and the concentration of banking capital in that city, for the purpose of facilitating the sale of produce brought to that market: therefore,

SEC. 1. Be it enacted by the Senate and House of Representatives of the State of Georgia, in General Assembly met, and it is hereby enacted by the authority of the same, That Skelton Napier, Leroy Napier, John J. Gresham, Edwin B. Weed, Andrew J. White, Isaac Scott, William B. Parker, Charles Cotton, and Edwin Graves, together with all such persons as may hereafter become stockholders in the said company, be, and they are hereby incorporated and made a body politic, under the name and style of the "Manufacturer's Bank of Macon," and by that name shall be capable in law to sue and be sued in any of the Courts of this State-to have, purchase, hold, possess, receive and retain to them and their successors, lands, rents, tenements, hereditaments, goods, chattels and effects of any kind whatsoever, and the same to sell, grant, demise, alien and dispose of, at their pleasure, and also to make, have and use, a common seal, and the same to alter or renew as they may deem proper; and also to make, ordain and establish such by-laws, ordinances and regulations as shall seem necessary and convenient for the government of said corporation, not being

[ocr errors]

e

t

contrary to the Constitution or laws of this State or of the United States, or repugnant to the fundamental laws of this corporation, and generally shall be vested with all the rights and powers which usually appertain to corporate bodies.

SECTION 2. And be it further enacted by the authority aforesaid, That the capital stock of the said Bank shall consist of two hundred and fifty thousand dollars, which may be increased by the stockholders, at a regular meeting, to a sum not exceeding five hundred thousand dollars, which shall be divided into shares of one hundred dollars each.

SECTION 3. And be it further enacted by the authority aforesaid, That for the proper management of the affairs of said Bank, there shall be five Directors, who shall be elected annually, on the first Monday in February in each year, by the stockholders, when a majority of the votes given in, shall be necessary to a choice. The first election shall take place whenever the capital stock herein provided for, shall be subscribed and the directors when chosen, shall serve until the first Monday in February thereafter; and if at any time there be a failure to elect on the day thus designated, the old Directors shall act until their successors are elected and qualified. At the first meeting of the Directors after their election, they shall select one of their number as President, and in case of his death, resignation or removal from the State or from the Board of Directors, or the death, resignation, or removal of any one or more of the Directors thus chosen, the remaining Directors shall have power to elect one of their number as President, or another stockholder duly qualified as Director for the balance of the ending the first Monday in February thereafter.

year

SECTION 4. And be it further enacted by the authority aforesaid, That the Board of Directors of said Bank shall have power to elect a Cashier and such other officers and clerks under them, as shall be necessary for executing the business of the Bank, and to allow them such compensation for their services respectively as they may deem reasonable; and shall be capable of exercising such other powers and authority of making, revising, altering or annulling all such bylaws and regulations for the government of said company and that of their officers and affairs, as they or a majority of them, shall from time to time think expedient, and not inconsistent with law, and to use, employ and dispose of the joint stock, funds or property of said Bank, (subject to the restrictions herein contained,) as to them, or a majority of them, shall seem expedient.

SECTION 5. And be it further enacted by the authority aforesaid, That the Cashier of said Bank, before he enters upon the duties of his office, shall be required to give bond, with two or more securities, to the satisfaction of the Directors, in such sum as they may by their by-laws direct, conditioned

for the faithful performance of his duties and the proper application of the funds of the Bank which may come to his hands; and the President, Cashier and other officers of the Bank, shall take the following oath on entering on the duties of their respective offices :-I, A B, do solemnly swear (or affirm,) that I will well and faithfully discharge the duties of President, Cashier or other office (as the case may be,) of the Manufacturers' Bank of Macon, which oath shall be subscribed and entered on the minutes of the Board.

SECTION 6. And be it further enacted by the authority aforesaid, That for the purpose of carrying into effect this act and establishment of said Bank, Washington Poe, John L. Jones, James Rea, Thaddeus G. Holt and Charles Day, be, and they are hereby appointed Commissioners, for the purpose of receiving subscriptions to the capital stock of said company. The said Commissioners shall meet on the first Monday in April next, to receive such subscriptions, after having advertised in the gazettes of the city of Macon thirty days. When the amount of two hundred and fiity thousand dollars shall have been subscribed bona fide, and the sum of ten per cent. thereon shall have been paid in gold and silver, or the Bank notes of this State paying specie, to said Commissioners or a majority of them, who are hereby authorized to act, they shall give thirty days' notice to the stockholders for an election of Directors of said Bank. After the election of Directors, the said Commissioners shall pay to the Directors the amount of money received by them for subscriptions to the capital stock of said company, and be discharged from their duties: Provided, That if the sum of two hundred and fifty thousand dollars shall not be subscribed at the meeting of said Commissioners, they may adjourn from time to time until the said amount shall be raised.

SECTION 7. And be it further enacted by the authority aforesaid, That the Directors of said Bank shall call in from time to time such instalments on the capital stock of said Bank, as to them may seem advisable, until the whole amount is paid in-that in all such payments nothing shall be recog nized or received except gold or silver, or the Bank notes of this State paying specie: Provided, That the said Directors shall not be authorized to issue any notes of this Bank, until the sum of one hundred and twenty-five thousand dollars shall be paid into the Bank, and of which sum fifty thousand dollars shall be in actual gold and silver.

SECTION 8. And be it further enacted by the authority aforesaid, That if any subscriber or subscribers to the capital stock of said Bank shall fail or refuse to pay in the instalments as they shall be called for by the Directors, then the amount which such subscriber shall have previously paid on his stock, shall be forfeited to the Bank, at its option; or the Bank may coerce further payments, until the whole amount

is paid. All forfeited stock the Directors shall have power to sell.

SECTION 9. And be it further enacted by the authority aforesaid, That in all elections for Directors of said Bank, and in all matters coming before the stockholders, each stockholder shall be entitled to one vote for each share which he or she shall hold in his or her own right or in a representative capacity-and any stockholder being absent, may authorize, by power of attorney, under seal, any other stockholder, to vote for him, her or them.

SECTION 10. And be it further enacted by the authority aforesaid, That no person but a stockholder, entitled in his own right to fifty shares of the capital stock of said Bank, and being a citizen of this State, shall be eligible as Director of this Bank; and if any one of the Directors of this Bank shall, during the term for which he was elected, cease to be a stockholder, his seat shall thereupon become vacated, and the remaining Directors shall at their next meeting, proceed to fill the vacancy.

SEC. 11. And be it further enacted by the authority aforesaid, That the stockholders may make such compensation to the President for his services, as they may deem proper; and a majority of the Board of Directors shall constitute a quorum for the transaction of business, of which the President shall always be one, or in case of his absence, the remaining Directors may elect a President pro tem. from their number, to act in such absence.

SECTION 12. And be it further enacted, That the lands, tenements and hereditaments which it shall be lawful for said corporation to hold, shall be such only as may be requisite for its immediate accommodation, in relation to the convenient transaction of its business, and such as may be bona fide mortgaged to it as security, or conveyed to in satisfaction of debts due to the Bank, or purchased at sales upon judgments for such debts.

SECTION 13. And be it further enacted by the authority aforesaid, That the total amount of the debts which the said Bank shall at any time owe, whether by bond, bill, note or other contract, shall not exceed three times the amount of their stock actually paid in, over and above the amount of moneys deposited in said Bank for safe keeping; and in case of excess, the Directors assenting thereto shall be liable for such excess, in their individual capacities, and shall be liable to be sued in any of the Courts of Record in the United States having jurisdiction of the case in an action of debt, and any creditor of said Bank, shall be authorized to institute such suit: Provided, that nothing herein contained, shall be construed to prevent the effects of the corporation from being liable likewise for said excess.

SECTION 14. And be it further enacted by the autherity afore

« ForrigeFortsett »