Tennessee, Laws, statutes, ate. Corporation law


A codification of the laws governing the cre-
ating of Domestic Corporations and the do-
mesticating of Foreign Corporations in
the State of Tennessee, for the con-
venience of the Department
of State and General



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This book was compiled for the benefit of those who desire to take advantage of its simplicity to familiarize themselves with their own business—that is, with the law relative to their existence.

For a long time there has been a great need for a codi'fication of the creative corporation laws of the State of Tennessee, also for the laws permitting foreign corporations to domesticate in this State; hence the Department of State has endeavored to compile this kind of code.

I have had no intention of including in this compilation any collateral law or laws on the various phases of corporate existence, because to have done so would have

Few lawyers are familiar with what might be termed lì dennes the “A B C ” of corporate existence, due to the fact, of course, that this character of practice is light. However, it is as essential for the practitioner to know the ins and outs of light practice as it is to be familiar with the heavier phases of litigation.

In order that it may not be necessary, in becoming familiar with elementary phases, to work the statutes over from 1875 to 1917, a period of forty-two years, in which legislation on all subjects has continued to pile up, I have tried to simplify the matter by this codification, the title of which covers the work completely.


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Under the laws of the State of Tennessee, any five or more persons not under the age of twenty-one years may become applicants for a charter of incorporation by making application to the Secretary of State in the form provided by law.

The signatures of the said five or more corporators are required to be acknowledged, or signatures proven by witness before the Clerk of the County Court of the county in which the principal office or principal place of business of the corporation is to be located, the fact of such acknowledgment or probate to be entered on the books of the County Court Clerk, and also certified on the application for charter, which application, with the acknowledgment or probate, shall be registered in the County Register's office of the same county, and the fact of the registration to be by the Register indorsed on or attached to said application.

The said instrument registered aforesaid should then be transmitted to the Secretary of State with proper fee. The Secretary of State shall record the same, together with the probate acknowledgment, certificates of Clerk and Register, in a book to be kept for that purpose.

The Secretary of State shall then certify on the original instrument that the same has been recorded in his office, to which certificate shall be affixed the Great Seal of the State, and the registration of said Secretary of State's certificate shall then be made in the Register's office where said instrument was originally registered.

The minimum amount of authorized capital stock which any corporation is allowed is $1,000.00.

The fees in the office of Secretary of State for granting charters, as set out by Chapters 2 and 209, Acts of 1899, are as follows: All charters having an authorized capital stock, fee

$10 00 (And, in addition, a privilege tax of one-tenth of one per centum

upon the authorized capital stock.) Charters for purely religious or educational corporations

3 00 Charters granted under general welfare form having no capital stock

25 00 Municipal corporations

50 00 The fee and tax must accompany the application in each and every instance before record will be made.

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