which he or she shall have held in his or her name, according to the following ratio, that is to say: One vote for every share not exceeding four, five votes for six shares, six votes for eight shares, and one vote for every five shares above ten; but no person, copartnership or body politic, shall be entitled to more than fifteen votes; and no stockholder, unless actually resident within the United States, shall vote at elections, or on any other occasion by proxy. VI. And be it further enacted, That it shall be the duty of the directors to make a dividend of so much of the profits of the said bank, as to them or a majority of them shall seem advisable, on the second Tuesday of May, one thousand, seven hundred and ninety-three, and thereafter to make half yearly dividends of so much of the profits of the said bank, as to them or a major part of them shall seem advisable. Directors ta yearly dividends of the bank. make half profits of the how VII. And be it further enacted, That a general meeting General meet of the stockholders may be called whenever the directors ings of ftockor a majority of them, or a number of stockholders, not to be called. less than twenty, who together shall hold not less than one hundred shares, shall judge proper; of which meeting the directors or stockholders calling it shall give at least four weeks notice in one of the public gazettes printed in the city of Albany, and specify in such notice, the object or objects of the said meeting. State entitled VIII. And be it further enacted, That this state shall to fubfcribe have a right to subscribe any number of shares to the said fifty shares bank, not exceeding in the whole the number of fifty, at whenever they fhall any time when they shall by law authorize any person or think proper. persons for that purpose; and the state shall have a right to increase the number of shares and stock which the said corporation may hold, to the amount of the number of shares so to be subscribed, if the number of shares herein before limited shall be subscribed before such subscription shall take place on the part of the state. IX. And be it further enacted, That every cashier and clerk, before he enters into the duties of his office, shall give bond, with two or more securities, to the satisfaction of the directors, such cashier in a sum not less than ten thousand dollars, and each clerk in a sum not less than two thousand dollars, with condition for the faithful discharge of his duty. Cashier and clerks to give bond. X. And be it further enacted, That the said corporation Rate of dif shall not demand any greater interest on any loan or dis- count. count, than at the rate of six per centum per annum. XI. And be it further enacted, That no president or other director shall be entitled to any emolument for their services, and that seven directors shall constitute a board for the transaction of business, of whom the president shall be one, except in case of sickness or absence, in which case the directors present may choose a chairman pro hac vice ; VOL. II. Prefident and directors en. titled to no emolument for their fer vices. Directors to and that there shall be quarterly meetings of the said dihold quarter. rectors, at such times in the year as shall be appointed by the bye-laws of the said corporation. ly meetings. XII. And be it further enacted, That the directors shall have power to make and prescribe such bye-laws, rules and regulations as they shall judge proper, touching the duties and conduct of the officers and servants employed therein, and such other matters as appertain to the said bank; and shall have also power to appoint so many officers, clerks and servants for carrying on the said business, and with such salaries and allowances as to them shall seem meet. XIII. And be it further enacted, That the total amount of the debts which the said corporation shall at any time owe by bond, bill, note or other contract, over and above the specie then actually in the bank, shall not exceed three times the sum of the capital stock subscribed and actually paid into the bank; and in case of such excess, the direc tors under whose administration it shall happen, shall in case of loss, be liable for the same in their natural and private capacities; but this shall not be construed to exempt the said corporation, or any estate, real or personal which they may hold as a body corporate, from being also liable for and chargeable with the said excess; but such of the said directors, who may have been absent when the said excess was contracted, or may have dissented from the resolution or act whereby the same was so contracted may respectively exonerate themselves from being liable, by giving immediate notice of the fact, and of their absence or dissent, to the stockholders at a general meeting, to be called for that purpose. XIV. And be it further enacted, That the lands, tenements and hereditaments, which it shall be lawful for the said corporation to hold, shall be only such as shall be requisite for its accommodation in relation to the convenient transaction of its business, or such as have been bona fide mortgaged to it by way of security, or conveyed to it in satisfaction of debts previously contracted in the course of its dealings, or purchased at sales upon judgments which shall have been obtained for such debts; and the said corporation shall not directly or indirectly deal or trade, in buying or selling any goods, wares, merchandizes or commodities whatsoever, or in buying or selling any stock created under any act of the United States, or of any particular state, unless in selling the same when truly pledged to it by way of security, for debts due to the said corporation. XV. And be it further enacted, That no transfer of stock shall be valid or effectual until such transfer shall be entered or registered in a book or books to be kept for that purpose by the directors, and unless the person making the same shall previously discharge all debts due by him or her to the said corporation. Bills or notes of the corpo under the feal ration affign able by in dorsement. XVI. And be it further enacted, That the bills obligatory and of credit, under the seal of the said corporation, which shall be made to any person or persons, shall be assignable by indorsement thereon, and so as absolutely to transfer and vest the property thereof in each and every assignee or assignees successively, and to enable such assignee or assignees to bring and maintain an action thereupon in his, her or their own name or names; and bills or And notes if may their feal to notes which be issued by the said corporation, signed corporation by the president, and countersigned by the cashier, promis- not under ing the payment of money to any person or persons, his, be binding her or their order, or to the bearer, though not under the & obligatory. seal of the said corporation, shall be binding and obligatory upon the same in like manner and with the like force and effect as upon any private person or persons, if issued by him, her or them, in his, her or their private or natural capacity or capacities, and shall be assignable and negotiable in like manner as if they were so issued by such private person or persons. any non This act of incorporation not to be for. feited for any fore a certain non-ufer be XVII. And be it further enacted, That this present act of incorporation shall in no wise be forfeited for user whatsoever at any time before the second Tuesday of June next, and that it shall on that day be lawful for the stockholders of the said bank to assemble for the day. purpose of carrying the same into effect, any want of notice in the manner above prescribed to the contrary notwithstanding. XVIII. And be it further enacted, That this act be, and is hereby declared to be a public act, and the same shall be construed in all courts and places benignly and favourably for any beneficial purpose thereby intended. TWENTIETH SESSION. CHAP. XXIV. An ACT to authorize the Comptroller of this State to subscribe to the Bank of Albany. W Passed the 24th February, 1797. This act declared to be a public act. HEREAS by the act, entiled An act to incorporate Preamble: the stockholders of the bank of Albany, it is enacted that this state shall have a right to subscribe any number of shares to the said bank, not exceeding in the whole the number of fifty, at any time when they shall by law authorize any person or persons for that purpose; and the state shall have a right to increase the number of shares and stock which the said corporation may hold, to the amount of the number of shares so to be subscribed, if the number of shares therein limited shall be subscribed before such subscription shall take place on the part of the state; And whereas, The number of shares limited to the said corporation have been already subscribed, and it is conceived proper that this state should subscribe fifty shares to the said bank: Therefore, Comptroller to fubfcribe fifty fhares to the bank of Albany ; And to vote 1. Be it enacted by the People of the State of New-York, represented in Senate and Assembly, That it shall and may be lawful for the comptroller of this state, and he is hereby authorized and directed, as soon as conveniently may be, to subscribe for and on behalf of the people of this state, fifty shares to the said bank, and to draw a warrant on the treasurer to pay for the same out of the monies lately received by him on account of principal stock of the United States, which then stood in his name, and the treasurer is hereby directed to receive the certificates to be given for the said shares, and keep them in the treasury, subject to the direction of the legislature. II. And be it further enacted, That it shall and may be for directors. lawful for the comptroller of this state for the time being, from time to time to vote for directors of the said bank, for and in respect to the said fifty shares, for and in behalf of this state, and from time to time to draw warrants in favour of the treasurer for the dividends and profits of the said shares, who shall receive and keep the same in the treasury of this state, until disposed of by law. Number of fhares increased. III. And be it further enacted, That the shares in the said bank shall be and hereby are increased from six hundred, being the number limited by said act, to six hundred and fifty shares, and that the stock of the said bank shall be and hereby is increased twenty thousand dollars, being the sum to be paid for the said fifty shares to be subscribed for this state as aforesaid. Preamble. No two perfons partners in trade, &c. to be elected directors at the fame time. If fo elected their feats to become va cant. CHAP. LXXI. An ACT to amend an Act, entitled "An Act to incorporate the Stockholders of the Bank of Albany." WHE Passed the 31st March, 1797. HEREAS the stockholders of the bank of Albany, convened at a general meeting of the said stockholders, held agreeably to the act, entitled An act to incorporate the stockholders of the bank of Albany, have prayed certain alterations in the act aforesaid: Therefore, I. Be it enacted by the People of the State of New-York, represented in Senate and Assembly, That no two or more persons who are or shall be interested or connected together as copartners in any mercantile establishment or manufactory, or landed speculation, shall be eligible to the office of director at the same time, and that if any two persons known to be so connected shall be elected at any one time, that only the person having the greatest number of votes shall be admitted to a seat, and the election of the other person or persons so connected as copartners shall be considered as void; And further, That if after any election the directors or either of them shall know or be in formed by any stockholder that such connexion does exist ces. II. And be it further enacted, That the present directors of the said bank, except the president, shall previous to the ensuing election class themselves into four classes of three members each; that the first class be ineligible at the ensuing election; that so many of the second class as shall continue in office until the next annual election shall be ineligible at the said election; that so many of the third class as shall continue in office until the next succeeding annual election shall be ineligible at the said election, and that so many of the fourth class as shall continue in office until the next succeeding annual election shall be ineligible at the said election; and that the persons who may be chosen directors at any future election (excepting the president for the time being) shall be so classed as not to be eligible as directors for more than three years successively until their seats have been vacated for one year at least. 1 Bank of Columbia. SIXTEENTH SESSION. CHAP. XXXVIII. An ACT to incorporate the Stockholders of the Bank of Co lumbia. Passed 6th March, 1793. HEREAS Thomas Jenkins and others, associated Preamble. style of The president, di rectors and company of the bank of Columbia, by their of Columbia bank incor porated. I. Be it enacted by the People of the State of New-York, Stockholders represented in Senate and Assembly, That all such persons as now are or hereafter may be stockholders of the said bank, shall be and hereby are ordained, constituted and declared to be and continue until the second Tuesday in May, which will be in the year of our Lord one thousand eight hundred and eleven, a body corporate and politic, in fact and in name by the name of "The president, directors and company of the bank of Columbia," and that by that name |
