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SECTION 5. And be it further enacted, that the Inhabi- Provision retants of the town of Partridgefield, and those that shall turnpike gate. be set off from the same and included in the town of Hinsdale shall at all times hereafter, be entitled to the same priviledges, respecting the passing the turnpike gate, which stands within the town of Hinsdale, and that the Inhabitants of that part of the town of Dalton, which is now included in the town of Hinsdale, shall at all times hereafter be liable to the payment of toll at the said turnpike gate, in the same way as if this Act had not been made.
SECTION 6. And be it further enacted, that any Jus- First meeting. tice of the peace for the County of Berkshire, be and he is hereby authorised, upon application therefor to issue a warrant directed to some suitable inhabitant of the said town of Hinsdale, requiring him to notify and warn the Inhabitants thereof, qualified by law to Vote in town affairs, to assemble at such convenient time and place as shall be expressed in said Warrant, to choose such Officers as towns are by Law required to choose in the months of March or April, annually.
Approved June 21, 1804.
1804.- Chapter 8.
[May Session, ch. 8.]
AN ACT TO INCORPORATE JOSIAH BARKER, GEORGE MYRICK
SEC. 1. Be it enacted, by the Senate and House of Representati[v]es, in General Court assembled and by the authority of the same, That the said Josiah Barker, George Persons incorMyrick & others, and all such persons as have already, or shall become Stockholders in said Company, being Citizens of the United States, be, and they hereby are incorporated into a Company and body politic, by the name of Corporate the Nantucket Union Marine Insurance Company, for and during the term of twenty years after the passing of this Act; and by that name may sue or be sued, plead or be impleaded, appear, prosecute and defend to final Judgment and execution, and have a common seal, which they may alter at pleasure; and may purchase, hold and convey any estate, real or personal for the use of said Company, subject to the restrictions herein after mentioned.
value of shares.
Number of directors, mode
And be it further enacted, that a Share in the Capital Stock of said Company shall be one hundred Dollars, and the number of shares shall be one thousand, and if the said number of shares are not already filled, subscriptions shall be kept open, under the inspection of the president and directors of the said Company, until the same shall be filled; and the whole Capital stock, estate or property, which the said Company shall be authorised to hold, shall be One hundred Thousand dollars, exclusive of Premium Notes or profits arising from their business, of which Capital Stock or property not more than ten thousand Dollars shall be invested in real estate.
SEC. 3D. And be it further enacted, That the stock, of election, &c. property, affairs and concerns of the said Company shall be managed & conducted by seven Directors, one of whom shall be the president thereof, who shall hold their Offices for one Year, and until others shall be chosen, & no longer, which Directors shall, at the time of their election, be Stockholders and Citizens of this Commonwealth; and shall be elected on the Second Monday in January, in each and every year, at such time of the day, and at such place in the Town of Nantucket, as a Majority of the Directors for the time being shall appoint; of which election public notice shall be given by advertizing at two of the most public places in the town of Nantucket, for the space of ten days immediately preceeding such election; and such election shall be holden under the inspection of three Stockholders not being directors, to be appointed previous to every election by the directors, and shall be made by ballot, by a Majority of Votes of the Stockholders present, allowing one Vote to each share in the Capital stock: provided, no stockholder shall be allowed more than ten Votes; and the Stockholders not present may Vote by Proxy, under such regulations as the Company shall prescribe; and if in case of any unavoidable accident the said Directors shall not be chosen on the second Monday of January as aforesaid, it shall be lawful to choose them on another Day, in manner herein prescribed.
choose a president.
SEC. 4TH. And be it further enacted, That the Directors so chosen shall meet as soon as may be after every election and shall choose out of their number one person to be president, who shall preside until his successor shall be chosen; and shall be sworn faithfully to discharge the duties of his Office; and in case of the death, resignation,
or inability to serve, of the president or any director, such vacancies shall be filled for the remainder of the year in which they shall happen by a special election for that purpose, to be held in the same manner as is herein before directed, respecting annual elections for directors and President.
SEC. 5. And be it further enacted, That the president Board of diand three of the directors, or four of them in his absence, shall be a board competent to the transacting of business; and all questions before them shall be decided by a Majority of Votes; and they shall have power to make and prescribe such bye Laws, rules and regulations, as to them shall appear needful & proper, touching the management and disposition of the stock, property, estate and effects of said Company, and the transfer of the shares; and touching the duties and conduct of the several Officers, Clerks & servants employed, and the election of Directors, and all such matters as appertain to the business of Insurance; and shall have power to appoint a Secretary, and so many clerks and Servants for carrying on of said business, and with such Salaries & allowances to them & to the president, as to the said board shall seem meet; provided, that such bye Laws, rules and regulations shall not be repugnant to the Constitution and Laws of this Commonwealth.
SEC. 6TH. And be it further enacted, That there shall Meetings. be stated Meetings of the directors, at least once in every month and as often within each month as the president & board of Directors shall deem proper; & the president & a Committee of three of the Directors, to be by him appointed in rotation, shall assemble daily, if need be, for the dispatch of business; & the said board of directors, and the Committee aforesaid, at & during the pleasure of the board, shall have power and authority on behalf of the Company, to make insurance upon vessels, freights, Business demoney, goods & effects, and against the Captivity of Persons, and on the life of any person during his absence by sea, & in Cases of money lent upon bottomry & respondentia, & to fix premiums and terms of payment; and all Policies of insurance by them made, shall be subscribed by the president; and in Case of his death, sickness inability or absence, by any two of the Directors, & Countersigned by the Secretary, and shall be binding & obligatory upon the said Company, and have the like effect and force
Semi-annual dividends to be made.
as if made under the seal of said Company; & the assured may thereupon maintain an action of the case against the said Company; and all losses duly arising under any policy so subscribed, may be adjusted and settled by the president and board of directors, and the same shall be binding on the Company.
SEC. 7. And be it further enacted, That it shall be the duty of the directors, on the second Monday of January & June in every year, to make dividends of so much of the Interest arising from their Capital Stock, and the profits of said Company, as to them shall appear advisable, but the monies received & the notes taken for premiums on risks which shall be undetermined and outstanding at the time of making such dividends, shall not be considered In case of losses as part of the profits of the Company; and in case of any loss or losses, whereby the Capital Stock of the Company shall be lessened, each proprietor or stockholder's estate shall be held accountable for the deficency that shall be due on his share or shares at the time of said loss or losses taking place, to be paid unto the said Company by assessments, or such other mode, & at such time or times, as the president & Directors shall order; and no subsequent dividend shall be made, until a sum equal to such diminution shall have been added to the Capital; & that once in every two years & oftner if required by a majority of the Votes of the stockholders, the directors shall lay before the stockholders, at a legal meeting, an exact & particular statement of the Profits, if any there be, after deducting losses & dividends.
Company not to engage in trade.
Payment for stock.
SEC. 8. And be it further enacted, That the said Company shall not directly nor indirectly, deal or trade in business, buying or selling any goods, wares or Merchandize, or Commodities, whatever; and the Capital Stock of said Company, after being Collected at each instalment, shall within Six Months, be vested either in the funded debt of the United States or of this Commonwealth or in the Stocks of the United States Bank, or of any incorporated Bank of this Commonwealth, at the discretion of the president & directors of said company, or of other Office[r]s which the Stockholders shall for such purpose appoint.
SEC. 9. And be it further enacted, That Fifty dollars on each share in said Company shall be paid within Ninety days after the first meeting of said Company, and
the remaining sum due on each share within one year after said first meeting, by such equal instalments, and under such penalties as the said Company shall direct; and no transfer of any share in said Company shall be permitted, or be valid, until all the instalments on such shares shall have been paid.
attachment and execution.
SEC. 10TH. And be it further enacted, That no per- Eligibility of son being a director of any other Company carrying on the business of Marine Insurance, shall be eligible as a director of the Company by this act established. SEC. 11. And be it further enacted, That the prop- Shares liable to erty of any member of said Company, vested in the Stock of said Company with the dividend or dividends due thereon, shall be liable to attachment and execution, in favor of any bona fide Creditor, in manner following, Vizt. whenever a proper officer, having a writ of attachment or execution against any such member, shall apply with such writ or execution to the Secretary of said Company, it shall be the duty of said Secretary to expose the books of the Corporation to such officer, and furnish him with a Certificate, under his hand, in his Official Capacity, ascertaining the number of shares the said member holds, in said Company, and the amount of the dividend or dividends due thereon; and when any such share or shares shall be attached on Mesne process, or taken in execution, an attested Copy of such writ of attachment or execution shall be left with the said Secretary; and such share or shares may be sold on execution, after the same notification of the time & place of sale, and in the same mode of sale as other personal property; and it shall be the duty of the officer making such sale, within ten days thereafter to leave an attested Copy of the execution, with his return thereon, with the Secretary of the Company, and the vendee shall thereby become the proprietor of such share or shares, & entitled to the same, and to all the dividends which shall have accrued thereon, after the taking in execution as aforesaid, or when there shall have been a previous attachment, after such attachment, notwithstanding any intervening transfer.
equal to the
SEC. 12. And be it further enacted, That in case of In case of losses any loss or losses taking place, that shall be equal to the capital. amount of the Capital stock of said company, and the president & directors, after knowing of such loss or losses taking place, shall subscribe to any policy of Insurance,