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first Thursday of July annually, by the greatest number of votes given by the stockholders of the bank, at a general meeting; who shall be capable of serving till the expiration of the first Thursday of July next ensuing the " election; and the directors, at their first meeting, after such election, shall choose one of their number for a president. None but stockholders shall be eligible as directors; and not less than two thirds of the directors shall be actually resident in the city of New-Haven. Not more than three fourths of the directors in office, exclusive of the president, shall be eligible as directors the next succeeding year: but the director who shall be president at any election, may always be elected a director. In case of the death or resignation of a director, his place may be filled by a new choice for the remainder of the year, if a majority of the directors judge it necessary. Public notice shall be given, by order of the directors, twenty days previous to holding an election or general meeting of the stockholders, in a newspaper published in the city of New-Haven, and in such other places as the directors shall judge necessary. sECT. 4. The directors, for the time being, shall have power to appoint such officers, clerks and servants as they shall judge necessary; and every cashier, treasurer or clerk, employed in said bank, shall, before he enters on the duties of his office, give bond, with two or more sureties, to the satisfaction of the directors, in a sum not less than five thousand dollars for the cashier, and not less than one thousand for a clerk, conditioned for the faithful discharge of his trust. And the directors shall be capable of executing such other powers for the well ordering and governing of the bank, as shall be determined by the regulations of the stockholders; but no director shall receive any emolument, unless the same shall be ordered by the stockholders, at a general meeting; except the president, who shall receive such compensation for his extra attendance at the bank, as the directors shall judge reasonable. Not less than three directors shall constitute a board for transacting the business of the bank, of whom the president shall always be one, except in case of sickness or necessary absence ; in which case the directors present shall supply his place, by electing one of their own number, as president for the occasion. sect. 5. The directors, by a majority of votes, shall determine the manner of doing business, and the rules to be prescribed ; shall dispose of, and manage the money and credits of the bank, for the interest of the proprietors; and shall, once in six months, make such dividends of the profits as they shall think proper : provided, that they

to choose President.

Notice of meetings.

Directors may appoint officers ;

who shall give bonds.

Their general powers;

shall receive no compensation.

Three to constitute a board.

Directors to determine manner of doing business;

to make dividends; and

*

shall, in no instance, do any act contrary to the regulations of the stockholders: and the directors shall, once in two years, lay before the general meeting of the stockholders, for their information, a statement of the debts

which shall remain unpaid after the expiration of the ori

#. credits, and the surplus of profits, if any be, after
educting losses and dividends.
sect. 6. The corporation shall not trade in any thing
except bills of exchange, gold or silver bullion, or in sale
of goods, pledged for money lent, and not redeemed in
due time, or in lands taken for debts previously contract-
ed; nor take more than at the rate of six per cent per
annum for or upon its loans.
sect. 7. The bills or notes issued by the bank, signed
by the president, and countersigned by the cashier, prom-
ising the payment of money to any person, or order, or
to bearer, shall be obligatory on the bank, and payable
on demand, and be assignable according to the custom of
merchants, and the laws relating to inland bills of ex-
change. And all negotiable notes, duly executed, may
be indorsed to the bank, in the same manner, and on the
same principles as to individuals, and the bank may
maintain suits thereon to recover the money.
This act shall be subject to be revoked, or altered, at
the pleasure of the general assembly.

CHAP. IV.

An Act to incorporate the Middletown Bank.
E it enacted by the Senate and House of Rep-

resentatives in General Assembly convened, That the stockholders of the Middletown Bank established at Middletown, their successors and assigns, shall be and remain a corporation and body politic, by the name of the “President, Directors, and Company of the Middletown Bank,” and by that name shall be capable to have, purchase and enjoy ail kinds of estate, real and personal, and the same to demise, alien, or dispose of ; to sue and be sued in all courts; to make, have, and use a common seal, and the same to break, alter, and renew at leasure; and to establish and put in execution such byws, ordinances and regulations, as may be deemed expedient for the well-ordering of the concerns of said corporation, not contrary to their charter, the laws of the state, or of the United States : and, generally, to do and execute all such matters and things as to them shall appertain, subject to the regulations hereinafter prescribed.

sECT. 1.

statement of debts.

Limitation of trade.

Mode of issuing bills.

Notes indorsed to the bank.

Revocable.

Name.

General powets.

Capital stock.

How stockholders may vote.

Stock assignable.

Affairs of bank, how managed.

Directors,how chosen.

Who are eligible.

Vacancies supplied.

Board of directors.

Cashier, &c.

to give bonds.

Dividends.

sect. 2. The capital stock of the bank shall consist of five hundred thousand dollars, divided into shares of one hundred dollars each. The stockholders in any meeting, shall be entitled to as many votes, as they have shares in the bank, and may vote by themselves, or agents duly appointed. The stock or shares shall be assignable according to such rules as shall be prescribed by the stockholders of the bank. sect. 3. The affairs of the bank, shall be under the government of eleven directors, who shall be elected on the first Thursday of January annually, by a majority of votes given in by the stockholders at a general meeting: all elections for directors shall be by ballot: and twenty days previous to an election, or general meeting, public notice thereof shall be given, by order of the directors, in a newspaper published in Middletown, and in such other place or places as shall be judged expedient by the directors; and the directors, at their first meeting after each election, shall choose one of their number for president. None but stockholders shall be eligible as directors: not less than two thirds of the directors shall be actually resident in Middletown: nor shall more than three fourths of the directors in office, exclusive of the president, be eligible as directors the next succeeding year: but the director, who is president at any election, may always be elected a director; and in case of the death or resignation of any director, his place may be supplied by a new choice, for the remainder of the year, if a majority of the directors judge it expedient; and in case of the death or resignation of the president, his place shall be supplied by a new choice for the remainder of the year. Not less than three directors shall constitute a board for the transaction of business ; and no director shall be entitled to any emolument for his attendance on the business of the bank, unless the same shall have been allowed by the stockholders at a general meeting, except the president, who shall receive such compensation, for his extraordinaoy attendance at the bank, as the directors shall judge to be reasonable. sect. 4. Every cashier, treasurer, or clerk, employed in the bank, shall, before entering on the duties of his office, give bond, with two or more sureties, to the satisfaction of the directors, in such sum as they shall order, conditioned for the faithful discharge of his trust. sect. 5. Dividends shall be made, at least once a year, of so much of the profits of the bank, as shall appear advisable to the directors; and whenever thereto required, they shall make known the state of the bank to the stockholders, at a general meeting.

sect. 6. The capital stock of the bank shall not be Limitation of employed otherwise, than in the usual course of banking business. business : nor shall there be taken more than at the rate of six per cent per annum, for and upon its loans, or discounts. The debts, whether by bond, bill or note, shall not at any time exceed fifty per cent, over and above the amount of its capital stock, and of the monies actually deposited in the bank for safe keeping. The stockholders, at a general meeting, may, at their discretion, order a part, not exceeding one half of the stock, to be vested in the funded debt of the United States; estimating at par, that part of the debt which bears an accruing interest of six percent per annum. sect. 7. The bills or notes issued by the bank, sign- Bills issued ed by the president, and countersigned by the cashier, by the bank promising the payment of money to any person or order, or to bearer, shall be obligatory on the bank, and payable on demand; and shall be negotiable, according to the custom of merchants, and the laws relating to inland bills of exchange. And all negotiable notes, duly executed, may be indorsed to the bank, in the same manner, and on the same principles as to individuals; and the bank may bring suits thereon to recover the money. sect. 8. The directors of the bank, shall have power Rootion of to reduce the capital stock to a sum not less than two “** hundred and fifty thousand dollars, exclusive of what is, or may be invested therein by the state, and to adopt such measures for effecting the same as the interest of the bank and the public may require : provided, that such reduction shall not exceed fifty thousand dollars in any one year. sect. 9. This act may be repealed or altered by the Revocable. general assembly, when it shall be judged expedient.

CHAP. W.

An Act to incorporate the Norwich Bank,

* E it enacted by the Senate and House of Repsect. 1. . resentatives, in General Assembly convened, That the stockholders of the Norwich Bank, their successors and assigns, be, and they are hereby made, constituted and created, a corporation and body politic, by the name and style of “The President, Directors, and Con- Name of corpany of the Norwich Bank,” and by that name shall be, Poration. and are hereby made capable in law, to purchase and hold, General powall kinds of state, real and personal, and the same to “” manage, sell, dispose of and convey; to sue and be sued;

Capital stock'

Directors.

President.

Voting.

General meetings, how called.

Compensation.

plead and be impleaded, defend and be defended, in any
court whatever; to make and have a common seal, and
the same to alter, break and renew at pleasure; to ordain,
establish, and put in execution such by-laws, ordinances
and regulations, as to them shall seem necessary, for the
well ordering of the affairs of the corporation, not con-
trary to their charter, the laws of the state, or of the United
States; and generally, to do and execute all and singular
acts, matters and things, which to them shall appertain,
subject to the rules, limitations, and restrictions, herein-
after provided.
sect. 2. The capital of said bank shall consist of not
less than seventy-five thousand, nor more than two hun-
dred thousand dollars, to be divided into shares, of one
hundred dollars each.
sect. 3. The affairs of the bank, as to transfers and
other matters, not herein regulated, shall be under the
management of thirteen directors, who shall be annually
chosen, on the third Monday of June, at a general meet-
ing of the stockholders, to serve one year from their elec-
tion; and in case of the death or resignation of any di-
rector, the other directors may choose a person, being a
stockholder, to fill his place; which appointment shall
continue till the next annual meeting; and the directors,
at the first meeting after their election, shall choose one
of their number president, who shall hold his office till
the then next annual meeting.
sect. 4. The number of votes to which each stock-
holder shall be entitled, shall be according to the num-
ber of shares he shall hold, in the proportion following,
to wit:—For one share, and not more than two shares,
one vote; for every two shares above two shares, and
not exceeding ten shares, one vote; for every four
shares above ten shares, and not exceeding thirty shares,
one vote; for every six shares above thirty shares, one
vote. No person, co-partnership, or body politic, shall
be entitled to a greater number than twenty votes: stock-
holders actually resident in this state, and none others,
may vote in elections, personally or by proxy, or be eligi-
ble as directors.
sect. 5. One fourth part of the stockholders, or more,
being proprietors of at least two hundred shares, shall
have power, at any time, to call a general meeting of the
stockholders, for the purposes relative to the institution,
giving at least one week's notice in the public gazette of
the place where the bank is kept, and specifying in such
notice the object of the meeting.
sect. 6. No director shall be entitled to any emolu-
ment for his attendance on the business of the bank,
unless the same shall have been allowed by the stock-

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