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Articles of asso. sciation, what to contain,
Articles to be filed and recor.
[No. 119.] AN ACT to authorize the formation of corporations for the pre
vention of cruelty to animals and fowls. Who may be SECTION 1. The People of the State of Michigan enact, That any incorporated.
number of persons, not less than five, may become a body corporate for the purpose of preventing cruelty to animals and fowls. Such corporation shall be formed by the persons associated for that purpose, executing under their hands, and acknowledging before some person authorized to take acknowledgments of deeds, articles of association, which shall contain,
First, The proposed corporate name of the association;
Third, The period for which the corporation shall continue;
Fifth, The names of the persons associating, and their respective places of residence;
Sixth, The number of directors and regular officers;
Seventh, The terms and conditions of membership, both active and honorary.
SEC. 2. A copy of such articles of association so executed and ded in office of acknowledged, verified by the affidavit of one of the persons who Secretary of
executed the original, shall be filed and recorded in the office of the Secretary of State, and thereafter the persons so executing such articles, and those who may afterwards become associated with them, shall become and be a body politic and corporate for the
purposes in such articles mentioned. Board of direct. SEC. 3. The affairs of such corporation shall be managed by a
board of directors, to be chosen in the first instance by the persons who shall have executed the articles of association, and thenceforth annually by the members of the association. The president, secre
tary, and treasurer of the association shall be chosen by the board urer, how chosen. of directors, and the president shall be ex officio a member of the
SEC. 4. The board of directors shall have power to make by-laws, prescribing the terms and conditions of membership of the association, and in respect to all other matters relating to the association
and its business, not inconsistent with the provisions of this act. A Quorum. majority of the members of the board shall constitute a quorum for
the transaction of all business. Authority to Sec. 5. Any corporation organized under this act shall have hold property.
power to take, hold, and convey real and personal property, not
exceeding ten thousand dollars in the aggregate. Report to Audit. Sec. 6. Such corporation shall, whenever required by the Auditor
General, make and file with that officer a report, giving a full statement of its affairs, showing the amount of money and the property, its character, and value received by it, and from whom such money and property have been received, and also the disposi
Powers of board of directors,
tion made thereof, together with an itemized statement of all money expended by it, and for what purposes.
SEC. 7. The objects of such corporation shall be to prevent Object of corpocruelty to animals and fowls by the enforcement of the laws of the State on such subjects, and all other lawful means, and shall exercise no other powers.
Approved May 14, 1877.
[ No. 120.] AN ACT to promote the mining interests of the Upper Peninsula
of this State by enabling persons and corporations engaged in mining to establish and maintain mills for stamping and working ores and minerals.
SECTION 1. The People of the State of Michigan enact, That Right of mining whenever any mining corporation shall erect and maintain, or has the purations to heretofore erected and still maintains, any stamp mill for the pur- the purpose of pose of stamping, breaking, or crushing any ores or rock contain-washing ores. ing copper, iron, silver, or any other mineral, or any of the ores thereof, and which shall require the use of water for the purpose of washing, separating, cleansing, or purifying the same, such corporation shall have the right to use for that purpose any stream or body of water which flows upon or across the lands owned or occupied by such corporation': Provided, That nothing herein contained Damages. shall be construed as exempting any such corporation from liability to any person or corporation for any damages that may be sustained by reason of the use of any stream or body of water for the purposes aforesaid.
SEC. 2. No injunction shall issue for the purpose of enjoining or Injunction for restraining any corporation from using the water in any stream or purpose of prebody of water in the manner and for the purposes contemplated streams, etc., by this act: Provided, That the provisions of this section shall not apply to any insolvent corporation, but if any injunction shall be proviso-insol. issued against any such insolvent corporation engaged in the busi- vent corporation. ness contemplated by this act the same shall be dissolved upon the giving such bond as the court may direct and approve, conditioned for the payınent of any judgment that may be obtained at law against it for any damages arising from the use of such stream or body of water.
SEC. 3. This act shall take immediate effect.
Fixing time for
[No. 121.] AN ACT to detach the county of Cheboygan from the eleventh
judicial circuit, and to attach the same to the thirteenth judicial
circuit. County detached. SECTION 1. The People of the State of Michigan enact, That
the county of Cheboygan be detached from the eleventh judicial circuit, and attached to the thirteenth judicial circuit.
SEC. 2. The judge of the thirteenth judicial circuit shall have the holding court.
power, and it shall be his duty, on or before the first day of July,
SEC. 3. This act shall take immediate effect.
[ No. 122.] AN ACT for the incorporation of associations for yachting, hunt
ing, boating, fishing, rowing, and other lawful sporting purposes. Who may be SECTION 1. The People of the State of Michigan enact, That incorporated.
any ten or more persons of full age, citizens of the United States, a majority of whom shall also be citizens of this State, who shall desire to associate themselves for yacting, hunting, fishing, boating, rowing, and other lawful sporting purposes, may make, sign, and
acknowledge before any officer authorized to take acknowledgment Certificate to be of deeds in this State, and file in the office of the Secretary of tary of State and State, and also in the office of the county clerk where the business
of the association shall be conducted, a certificate in writing, in What to contain, which shall be stated the name or title by which such association
shall be known in law; the particular business and object of such association; the number of directors or managers to mavage the same, and the names of such directors, or managers, for the first year of its existence, but nothing in this act contained shall authorize the incorporation of any association for any purpose repugnant
to any statute of this State or prohibited thereby. Body politic. Sec. 2. Upon filing a certificate as aforesaid, the persons who
shall have signed and acknowledged the same, and their associates, and successors, shall thereupon, by virtue of this act, be a body politic and corporate by the name stated in such certificate, and by that name they and their successors shall and may have succession and shall be persons in law, capable of suing and being sued, and they and their successors may have and use a common seal, and the same may alter and change at pleasure; and they and their successors by their corporate name, shall in law and equity be capable
of taking and receiving real and personal estate, either by purchase, Authorized to gift, grant, lease or bargain and sale, devise and bequest, not belgo real and
estate. exceeding twenty-five thousand dollars in the aggregate, for the Limit. purpose of their corporation, but for no other purpose, and the same at pleasure, grant, bargain, mortgage, sell or lease, for the use of said association; make all needful rules, regulations, and make by.lawa, by-laws, for the management of its affairs, not inconsistent with etc. the constitution and laws of the State or of the United States, to elect and appoint the officers and agent of such association for the management of its business, and to allow them a suitable compensation.
SEC. 3. As soon as such certificate shall have been filed as above First meeting of provided, any ten of the corporators may call the first meeting of corporators, how such association in the following manner, that is to say, they shall file with the said county clerk and the Secretary of the State a Call to bo filed written call for the said meeting, which call shall be signed by such with Secretary of persons, and shall briefly set forth the day, hour, and place of clerk. meeting, and the purposes thereof. The time of such meeting shall Time of mooting. be not less than four weeks nor more than eight weeks from such call. After filing such call as aforesaid, they shall also cause a call to be pubcorrect copy thereof to be published in some paper circulating in lished. the county wherein the clerk's office is situated in which the said call is filed, once in each week for three successive weeks before the time of meeting. At such meeting, and annually thereafter, Election of there shall be elected from such members as shall be residents of officers. this State the officers of such association, and five directors or man- Board of direct agers, who with such other officers of the said association not ors. exceeding four in number, as shall be designated by the by-laws of such association, shall constitute the Board of Directors. The said Board shall have the control and management of the funds, and the business affairs of the said association. A majority of the said Board shall constitute a quorum for the transaction of business, and when any vacancy shall occur among such directors by
Vacancy. death, resignation, neglect to servo, ineligibility, or otherwise, such vacancy shall be filled in such manner as shall be provided by the constitution and by-laws of such association.
Sec. 4. In case it shall at any time happen that an election of officers, directors, or managers, shall not be made on the day desig
as provided in nated by the constitution and by-laws, said association for that constitution and
by-laws. canse shall not be dissolved, but it shall and may be lawful on any other day to hold an election for officers, directors, or managers, in such manner as may be directed by the constitution and by-laws of such association.
SEC. 5. Any association organized under this act may, by its constitution and by-laws limit and fix the amount of expenditure limit tho amount and debts that such directors and managers may incur on behalf of etc. said association in any respect; and if said directors or managers shall incur an indebtedness exceeding the amount so limited and fixed, the association shall be liable for same, and the directors and managers shall be severally and jointly iiable to the said association,
When officers are not elected
Articles of association eviderce,
its successors and assigns, in an action founded on the statute for all and any indebtedness which shall exceed the amount so fixed and limited by the constitution and by-laws and which such associ
ation shall have paid. Not to use name Sec. 6. No such corporation shall use the name or style of any po rexisting cor- other existing corporation organized under this act.
Sec. 7. The articles of association filed as required by this act or a copy thereof certified by the officer with whom they are so filed, may be given in evidence in any court of this State for or against said association; said association shall possess the general powers conferred by and be subject to the provisions and restrictions of chapter fifty-five, title ten, of the revised statutes of eighteen hundred and forty-six, so far as the same may be applicable to associations formed under this act.
Sec. 8. This act shall take immediate effect.
General powers, etc.
[No. 123. ] AN ACT to amend section three of chapter two hundred and five
of the compiled laws of eighteen hundred and seventy-one, entitled “Proceedings by and against corporations in courts of law," being compiler's section six thousand five hundred and fortyfour.
SECTION 1. The People of the State of Michigan enact, That section three of chapter two hundred and five of the compiled laws of eighteen hundred and seventy-one, entitled “Proceedings by and against corporations in courts of law," be amended so as to read as
follows: Suits against (6544.) Sec. 3. Suits against corporations may be commenced how commenced. by original writs of snmmons, or by declaration, in the same manner
that personal actions may be commenced against individuals, and such writ, or copy of such declaration in any suit against a corporation, may be served on the presiding officer, the cashier, the secretary, or the treasurer thereof (or upon the operator or agent in charge of any office or place of business of any telegraph company), or if there be no such officer (or operator or agent of such telegraph company), or none can be found, such service may be made on such other officer or member of such corporation, or in such other manner, as the court in which the suit is brought may direct.
Arproved May 14, 1877.