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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 notes which may be issued by the said corporation, signed by the president, and countersigned by the cashier, promis ing the payment of money to any person or persons, his, her or their order, or to the bearer, though not under the 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.
Bills or notes of the corpo
under the feal
ration affign able by indorsement.
And notes if corporation fued by faid not under be binding & obligatory.
their feal to
not to be for.
XVII. And be it further enacted, That this present act This act of of incorporation shall in no wise be forfeited for any non- incorporation user whatsoever at any time before the second Tuesday of feited for any June next, and that it shall on that day be lawful for the fore a certain 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.
Passed the 24th February, 1797.
This act declared to be
a public act.
the att, 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
I. 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.
No two perfons partners in trade, &c.
directors at the fame time.
An ACT to amend an Act, entitled "An Act to incorporate the Stockholders of the Bank of Albany.”
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 to be elected 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
If fo elected
their feats to become va
formed by any stockholder that such connexion does exist between any two or more persons chosen directors, it shall be the duty of the said directors on receiving the information to appoint three stockholders disconnected with the parties and not in the direction, to examine the truth of the same, and on their certifying in writing that such persons are so connected together, their seats shall become vacant, and a new election be ordered to supply their pla
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.
Directors to felves into 4 claffes, firft eligible in each year.
clafs to be in
Bank of Columbia.
SIXTEENTH SESSION. CHAP. XXXVIII.
Passed 6th March, 1793.
HEREAS Thomas Jenkins and others, associated Preamble. in a company under the style of The president, directors and company of the bank of Columbia, by their petition presented to the legislature, have prayed for the privilege of being incorporated: Therefore,
I. Be it enacted by the People of the State of New-York, Stockholders represented in Senate and Assembly, That all such persons as bank incor now are or hereafter may be stockholders of the said bank, porated. 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
Number of fhares and amount of
Affairs of faid company to be managed by thirteen directors.
they and their successors until that day shall and may have continual succession, and shall be persons in law capable of suing and being sued, pleading and being impleaded, answering and being answered unto, defending and being defended in all courts and places whatsoever, and in all manner of actions, suits, complaints, matters and causes whatsoever; and that they and their successors may have a common seal, and may change and alter the same at their pleasure; and also that they and their successors by the same name of The president, directors and company of the bank of Columbia, shall be in law capable of purchasing, holding and conveying any estate, real or personal, for the use of the said corporation.
II. And be it further enacted, That a share in the stock of the said bank shall be four hundred Spanish milled dollars, or the equivalent thereof in specie, and the number of shares, exclusive of any shares that may be subscribed on the part of the state, shall not at any time exceed four hundred; and subscriptions may be kept open under the direction of the president and directors of the said bank, until the said number of shares be filled; and the whole amount of the stock, estate and property, which the said corporation shall hold, including the capital stock or shares above mentioned, shall never exceed in value one hundred and sixty thousand dollars.
III. And be it further enacted, That the stock, property and concerns of the said corporation shall be managed and conducted by thirteen directors, stockholders and citizens of this state, who shall hold their offices for one year, Their qualifi- eight of whom shall be residents of the city of Hudson; and the said thirteen directors shall be elected on the second Tuesday of May in every year, at such time of the day and at such place in the city of Hudson as a majority of the directors for the time being shall appoint, whereof public notice shall be given by the said directors, at least sixty days previous to the time of holding the said election; and the said election shall be held and made by such of the stockholders of the said bank as shall attend in their Elections to proper persons, or by proxy; all elections shall be by be by ballot, ballot, and the thirteen persons who shall have the greatest number of votes at any election shall be the directors, except two or more persons have an equal number of votes in such manner that a greater number of persons than thirteen shall by plurality of votes appear to be chosen as directors, then the said stockholders shall proceed in like manner to ballot a second time and determine which of the said persons so having an equal number of votes shall be director or directors, so as to compleat the whole number of thirteen; and the said directors as soon as may be after their election, shall proceed in like manner to elect one of their number to be their president; and three of the directors who shall be chosen in any year excepting the
and how conducted.
when to be
elected, and 3 directors when ineligi ble for one
president, shall be ineligible to the office of director for one year after the expiration of the time for which they shall be chosen directors; and in case a greater number than nine of the directors, exclusive of the president who served for the last year, shall appear to be elected, then the election of all such person or persons above the said number, having a less number of votes than the said nine persons so elected as aforesaid, shall be considered as void and such other of the stockholders as shall be eligible, and have the next greatest number of votes, shall be considered as elected in the room of such last described person or persons; and the president for the time being shall always be eligible to the office of director; and no stockholder residing out of the city of Hudson shall be eligible to the office of president: If any of the directors resident in the city of Hudson shall remove out of the said city, or any other of the directors shall remove out of this state, the office of such director shall be considered as vacant; and if Special elecany vacancy or vacancies shall happen among the direc- tions how, tors by death, resignation or removal, such vacancy or vacancies shall be filled for the remainder of the year in which they may happen, by a special election, to be held in the same manner as is herein before directed respecting annual elections, at such time and place in the city of Hudson as the remainder of the directors for the time being, or the major part of them, shall appoint; and that the first Names of the directors shall be Thomas Jenkins, Seth Jenkins, Duncan first directors Ingraham, Stephen Paddock, John Thurston, Justus H. Van Hoesen, David Lawrence, Cotton Gelston, William H. Ludlow, William Cantine, Walter V. Wemple, Peter Van Ness and John Livingston, and shall hold their offices until the second Tuesday of May next.
IV. And be it further enacted, That in case it should at any time happen that an election of directors should not be made on any day, when pursuant to this act it ought to have been made, the said corporation shall not for that cause be deemed to be dissolved, but that it shall and may be lawful on any other day, to hold and make an election of directors in such manner as shall have been regulated by the laws and ordinances of the said corporation.
V. And be it further enacted, That each stockholder at elections, and on all other questions, shall be entitled to a number of votes proportioned to the number of shares which he or she shall hold in his or her name, according to the following ratio; For one share and not exceeding three, one vote; for four shares and not exceeding seven, three votes; for eight shares and not exceeding ten, five votes; and for every seven shares exceeding ten, one vote; 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 on any occasion by proxy.
Election not made pursuact corporation not to be diffolved.
ant to this
how proportioned, &