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have succession, and be persons in law capable of suing and being sued, pleaded and being impleaded, answering and being answered unto, defending and being defended, in all courts of judicature whatever; and they and their successors may have a common seal, and shall have power to make, change and alter the same at their pleasure, and by their corporate name aforesaid, and under their common seal, make, enter into and execute any contracts or agreements touching or concerning the objects of said incorporation, and shall have full power and authority to make, form and adopt such form of constitution, and such by-laws and regulations for their government, not inconsistent with the constitution and laws of this state, or of the United States, as they shall think proper.

2. And be it enacted, That the capital stock of the said company shall not exceed the sum of ten thousand dollars, to be applied to the purchase and holding of real estate, and to the procuring of such implements and machines, and to such other incidental expenses as shall to the said company appear best calculated to secure property from injury or destruction by fire; and shall have power to borrow such sum or sums of money as may be necessary to pay for the same, and to secure the payment thereof by bond and mortgage, or otherwise, on the said real and personal estate.

Capital stock.

3. And be it enacted, That the said company shall elect omcers. annually out of their own body a president, and such other officers as they shall deem necessary for conducting their affairs, according to their constitution and by laws, and that the president shall keep in his custody the common seal of the said company, and at the expiration of his term of office shall deliver it over to his successor, and in their corporate name may institute suits for the recovery of all fines, debts and arrearages due to the said company.

empt from

4. And be it enacted, That the property of said department Property exheld under this act shall be free and exempt from all taxes taxation. and assessments, and the members exempt from jury duty and poll tax; and that the department has the right to take water out of cisterns, in case of necessity.

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

Approved March 8, 1872.

CHAPTER CLXXVIII.

An Act to incorporate the United Order of Co-operators of the city of Paterson.

1. BE IT ENACTED by the Senate and General Assembly of Corporators. the State of New Jersey, That Thomas Boydell, Edmund

ject.

Stansfield, John Romary, James Smith, Thomas Edson, Richard Walters, Joseph Pearson, John Saxon, John Whitehead, Frederick W. Stansfield and Robert Wilding, their associates, successors and assigns, shall be and they are hereby declared to be a body politic and corporate, in fact and in Name and ob- law, by the name of "The United Order of Co operators of the city of Paterson," for the purpose of carrying on the trade or trades of general and retail dealers, merchants and producers, in order to enable its members to purchase food, fuel and clothing and other necessaries and conveniences of life on the most favorable terms, and for that purpose may hold such real estate as may be necessary to carry on said business, or may accrue to them in the course thereof, and may sell, mortgage, lease or otherwise dispose of the same; and the said corporation may sue and be sued, plead and be impleaded in any court of law or equity, may adopt a common. seal, and alter the same at pleasure, and possess generally all the powers and be subject to all the liabilities of corporations under the laws of this state; the said corporation to be located at Paterson, in the county of Passaic, in this state. 2. And be it enacted, That the capital stock of said corporation shall be twenty five thousand dollars, divided into shares of ten dollars each, and the aforesaid incorporators, or their successors, are hereby appointed commissioners to receive subscriptions, to said capital stock, at such place in the city of Paterson, as a majority of them may appoint, giving at least five days notice in at least three public places in said city, each subscriber to said capital stock to pay ten per cent. on each share taken at the time of his subscription, and not less than fifty cents for each share every week until such share or shares are fully paid up; and as soon as one thousand dollars shall have been subscribed and paid

Capital stock.

in, it shall be lawful for said corporators to organize said corporation, and forthwith commence and carry on its business as contemplated under this act.

3. And be it enacted, That the business of said corpora- Affairs, how tion shall be managed by a president, secretary, treasurer managed. and five directors, all of whom shall be stockholders, who shall hold their office for six months, and until others are elected in their stead, and semi-annually thereafter, at such time and place as the by-laws may direct an election to be held, at which election every stockholder present shall be entitled to one vote only, and no more.

rectors.

4. And be it enacted, That the said corporation shall have Powers of dipower to make by-laws for its government, not inconsistent with the laws of this state or of the United States; and the board of directors may appoint such subordinate officers and employees as the business of the corporation may require, and determine the salaries of such officers or employees, and the amount of bonds to be given, and shall have power to discharge or suspend any such officer or employee for incompetence or malfeasance in office.

transferable.

capital stock.

5. And be it enacted, That the stock of the said corpora Stock, how tion shall be deemed personal property, and shall be transferred in such manner as the by laws may prescribe; but no dividend shall at any time be made to the stockholders except from the net earnings of the said corporation. 6. And be it enacted, That whenever in the judgment of May increase the board of directors it shall be expedient to increase the paid in capital of the said corpcration to any amount not exceeding the amount limited by this act, the said board shall give at least ten days' previous notice in three public places in the city of Paterson, of their readiness to receive subscriptions for said increased stock; and the terms of said subscription shall be fixed and determined by the said board of directors and notice given as above directed.

count to be

7. And be it enacted, That regular books of account Books of acshall be kept in the office of said corporation at Paterson, to kept. which books every stockholder shall free access at all reasonable times, for the purpose of inspection.

8. And be it enacted, That this act shall take effect upon its passage.

Approved March 8, 1872.

Corporate name.

CHAPTER CLXXIX.

An Act to incorporate the Rittenhouse Manufacturing Company.

1. BE IT ENACTED by the Senate and General Assembly of the State of New Jersey, That all persons who shall become subscribers to the capital stock hereinafter mentioned, their successors and assigns, shall be and they hereby are created and made a corporation and body politic, in fact and in law, by the name of "The Rittenhouse Manufacturing Company." 2. And be it enacted, That the capital stock of said corpocapital stock. ration shall consist of two thousand shares of the par value of one hundred dollars per share, with the privilege of increasing the same to five thousand shares, which shall be transferred in such manner as the said corporation shall direct.

Amount of

Commissioners to receive

3. And be it enacted, That Samuel W. Torrey and BradSubscriptions. bury C. Chetwood shall be, and they hereby are appointed commissioners to receive subscriptions to the capital stock of such corporation, and they or either of them, shall open books of subscription to such stocks at the village of Passaic, in the county of Passaic, at such time and place as they or either of them shall appoint, and shall attend and receive subscriptions.

rectors.

Election of di- 4. And be it enacted, That whenever the capital stock of said corporation to the amount of one hundred thousand dollars par value shall be subscribed, and twenty per centum thereof paid in, the said commissioners, or which ever opens the books, shall close the same and hold an election for directors of said corporation, first giving notice thereof one week previously, and in a newspaper published in the county of Passaic; that three directors shall be elected by ballot at such election by the stockholders, each of whom shall have at such election and all subsequent elections one vote for every share of stock owned by him; that said three directors shall constitute the first board of directors, and the same number, or such number as the corporation may by its bylaws appoint, shall constitute all subsequent boards; and in

case of a vacancy occurring in the board between the elec- Vacancies, tions, the remaining directors shall have power to fill the how filled. vacancy; the said directors so elected shall hold their office for one year, and until their successors shall be elected.

5. And be it enacted, That the directors shall have power President. to elect out of their body a president, for such term and in such manner as they shall appoint.

elect directors

6. And be it enacted, That the said commissioners shall Failure to deliver to the said board of directors, when elected, the sub- not to dissolve scription books of said corporation, and all moneys received by them for such subscriptions; and said directors shall by their by laws appoint an annual election for directors; but in case of failure to hold such election upon the appointed day, said corporation shall not thereby be dissolved, but the said election shall be held on some subsequent day, and the directors in office shall continue until such election.

subscriptions

7. And be it enacted, That the said board of directors shall Failure to pay have power to demand from the subscribers to the capital to work or stock of said corporation, the money for such subscriptions, or for any increase of its capital, or any assessment thereupon; and in case of the failure to pay such subscriptions, calls, or assessments, at such time as they may appoint, the said board may, after four weeks notice in a newspaper published in the county of Passaic, declare the said stock and all previous payments thereupon forfeited to the corporation, and such stock, and all previous payments thereon, and all right to the same shall be forfeited and belong to the said corporation.

8. And be it enacted, That this corporation may be dis- How dissolved solved at any time by a vote of three-fourths of its stockholders in interest, at a meeting called for that express purpose, by a notice published once a week, for four successive weeks in a newspaper published in the county of Passaic, and upon such dissolution the directors or such persons as the stockholders shall appoint, shall be trustees, and as such shall have full power to realize, sell and convey, and collect the assets of the said corporation, real and personal, and pay its debts and divide the surplus among its stockholders pro rata.

9. And be it enacted, That the said corporation shall have Business of power to carry on the business of manufacturing and dealing the company. in cotton, woolen and silk fabrics, and other articles, and for such purpose may buy and hold, sell and convey, lease and mortgage, the necessary real and personal property, and

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