association filed. annexed. secretary of trustees shall severally subscribe articles of association, in which Articles of shall be set forth the name, character, and object of the corporation, what to set forth. the amount of capital stock so subscribed, bequeathed, donated, or given, and the amount paid in, the names and places of residence of the trustees, the length of time they shall continue in officenot to exceed thirty years-the manner in which their successors shall be elected, who shall not be less than five nor more than thirty-five, and the place where such college or other institution shall be located. Said articles of association, when subscribed as Where to be aforesaid, shall be filed in the office of the secretary of State; but such articles shall not be filed until there is annexed thereto an Affidavit to be affidavit, made by at least three of such trustees from which it shall be proven, to the satisfaction of the secretary of State, who shall attach his certificate thereof to said articles, that the amount Certificate of of stock required by this section has been in good faith subscribed, state. and that fifty per cent in money thereon has been paid in, and thereupon the persons who have subscribed said articles, with such other persons as may from time to time become donors to such institution, or, if such articles of association so declare, the trustees elected, as herein provided, shall be a body corporate and Body corporate aud politic. politic, capable of suing and being sued, and may have a common seal, which they may make and alter at pleasure, and be capable in law of receiving by gift, subscription, bequest, will, donation, or devise, and of purchasing, holding, and conveying any real estate or personal property whatsoever, for the purpose of founding, establishing, and conducting any such college, seminary, academy, or other institution of learning: Provided, however, That if at Proviso. any time after filing such articles of associations, it shall be made to appear that the amount of stock required by this section shall not have been in good faith subscribed and paid in, or that any part thereof has been withdrawn and is not held by such corporation, such facts shall constitute good grounds for proceedings to forfeit such charter, and to dissolve such corporation. And a Amendment of majority of said trustees or their successors may alter or amend said articles of association, such alteration or amendment not being inconsistent with the foregoing provisions of this section; but in case of alteration or amendment they shall, within twenty days thereafter, file a copy of such amendment, duly certified by said trustees, with the secretary of State. (3136.) SEC. 3. The trustees of any college incorporated under the provision of this act, besides the general powers and privileges of a corporation, shall have power: First, To elect their own chairman or clerk; Second, Upon the death, resignation, or other vacancy in the office of any trustee, to elect another in his place; Third, To declare vacant the seat of any trustee who shall absent himself from five successive meetings of the board; Fourth, To take and hold, by gift, grant, or devise, any real or personal property, the annual income or revenue of which shall not exceed twenty-five thousand dollars; Fifth, To sell, mortgage, let, or otherwise use such property, in articles of association, General powers of trustees of and privileges colleges under this act Additional powers of trustees of such manner as they shall deem most conducive to the educational interests of such corporation; Sixth, To direct and prescribe the course of study and discipline, to be observed in the college, seminary, or academy: Provided, That no religious test whatever shall be required of any pupil in such institution; Seventh, To appoint a president, professors, tutors, and such other officers and agents as they may deem necessary, who shall hold their offices during the pleasure of the trustees. Eighth, To grant such literary honors as are usually granted by any such college, or similar institutions, in the United States, and in testimony thereof, to give suitable diplomas, under their seal and the signatures of such officers of the institution as they may deem expedient: Provided, That the course of study pursued in such college be in all respects, as thorough and comprehensive as is usually pursued in similar institutions in the United States, and that no such literary honors, or diplomas shall be granted, given, or conferred, unless candidates therefor shall have pursued such course of study for at least two years; Ninth, To ascertain and fix the salaries of the president, professors, and other officers and agents; Tenth, And to make all ordinances and by-laws necessary and proper to carry into effect the foregoing powers. (3138.) SEC. 5. The trustees of any academy, seminary, or other institution of learning, incorporated under the provisions of this academies, etc., act, besides the general powers and privileges of a corporation, shall have power: under this act. Incorporation authorized. First, To take and hold by gift, grant, subscription, bequest, or devise any property, personal or real, the annual income or revenue of which shall not exceed four thousand dollars; Second, To sell, mortgage, let, or otherwise use and dispose of such property for the benefit of such academy; Third, To direct and prescribe the course of study and discipline in such academy; Fourth, To appoint a treasurer, clerk, principal, and such other officers and agents as they shall deem necessary, who shall hold their offices during the the pleasure of the trustees; Fifth, To ascertain and fix the salaries of all the officers of the academy; Sixth, To make all ordinances and by-laws necessary to carry into effect the foregoing powers. This act is ordered to take immediate effect. Approved May 10, 1883. [ No. 78. ] AN ACT to authorize the incorporation of manufacturers' mutual fire insurance companies. SECTION 1. The People of the State of Michigan enact, That any number of owners or operators of mills, factories, buildings, or machinery used for manufacturing purposes, who are residents of this State, not less than ten in number, may associate together, and form an incorporated company, for the purpose of mutual insurance of the property of its members against loss or damage by fire, or lightning; which property to be insured shall consist of mills, factories, elevators, warehouses, the fixtures, tools, machinery, engines, and implements therein, and the lumber yards, raw material, and manufactured products, stock, and other property, forming a part of such manufacturing property, belonging to such members. filed in office of SEC. 2. Such persons, so associating, shall file in the office of the Statement to be commissioner of insurance, a statement signed by all the incorpo- commissioner rators, setting forth their purpose of forming a corporation for the of insurance. transaction of the business of mutual insurance, in accordance with the provisions of this act, the name by which the corporation shall be known, the town, or city, which shall be within the State, in which the principal office of said corporation is to be located, and a copy of the articles of association proposed to be adopted. Notice Notice of of the intention to form such corporation shall be published once in each week for at least five successive weeks, in a public newspaper published in the county where the principal office of said corporation is proposed to be located. Affidavits of the publication of Amdavits of such notices, by the printer of the newspaper in which the same publication, etc. has been published, or of some one in his employ, knowing of such publication, may be filed in the office of the commissioner of insurance, and shall be evidence of the facts therein stated. intention. commencing SEC. 3. The persons so associating, after having filed the state- Opening of ment, and published the notice as aforesaid, may open books to books, etc. receive propositions, and enter into agreements in manner hereinafter specified, and in accordance with the articles of association of said corporation: Provided, however, That insurance companies, Proviso in organized as aforesaid, shall not commence business until such reference to company shall be possessed of not less than sixty thousand dollars, business. in premiums, upon which not less than nine thousand dollars shall have been paid in cash, and the remainder in notes or agreements, of solvent parties, founded on actual and bona fide applications for insurance. Such notes or agreements may be for any amount deemed adequate by the directors of such company, but in no event shall any note taken by such company, whether prior, or subsequent to its organization, be for more than ten times the actual cash premium, or payment collected thereon; nor shall any such company at any time expose itself to loss by any one fire in excess of five per cent of the face of all the deposit and premium notes or agreements, in force, held by such company. All policies issued by any such company, shall be for an uniform period, not to be less than one year, to be set forth in their articles of incorporation. SEC. 4. The companies formed under this act shall not purchase Companies not or hold any real estate, except, to purchase or hold real estate First, Such as shall be necessary for their immediate accommo- except in certain dation; or cases. Articles of association to be filed, etc. Articles of association to be Copies of certificate to be filed. Where suits against may be brought. Second, Such as shall have been conveyed, or mortgaged to the companies, in good faith, by way of security for debt; or Third, Such as shall have been conveyed to the companies in satisfaction for debts; or Fourth, Such as shall have been purchased at sales upon judgment, decrees, or mortgages, in favor of said companies, or held, or owned by them, and all real estate obtained by virtue of any provisions of this section, except that mentioned in the first subdivision, shall be sold, or disposed of, within five years after the title has been perfected in any such company, unless the company shall procure a certificate from the commissioner of insurance that the interest of said company will materially suffer by forced sale, in which event, the sale may be postponed for such period as the said commissioner of insurance shall direct, in said certificate, not exceeding ten years in all. SEC. 5. It shall be the duty of the incorporators of any company organized under the provisions of this act, to declare in its articles of association, which is hereby required to be filed with, and approved by the commissioner of insurance, the mode and manner in which the corporate powers, given under and by virtue of this act, are to be exercised, the mode and manner of choosing officers, trustees, or directors, who shall each, and all of them, be residents of this State, the filling of vacancies, the period for the commencement and termination of its fiscal year, and shall prescribe the liabilities of the members to be assessed towards defraying the losses and expenses of such companies, and the mode and manner of collecting such assessments, and the members shall be liable to assessments for all liabilities to the company, to the extent declared in the articles of association. SEC. 6. The articles of association thus to be filed by any such corporation shall be examined by the attorney general, and if found to be in accordance with the requirements of this act, he shall certify the same to the commissioner of insurance, and said commissioner, in person, or by his deputy, or by the appointment of some disinterested person for that purpose, shall, if he approve the articles of association, examine and certify under oath, that any such company has received and is in actual possession of the premiums or engagements of insurance, as the case may be, to the full extent required by this act. Copies of such certificate shall be filed in the office of the commissioner of insurance, whose duty it shall then be to furnish the corporation with a certified copy of the charter and of the certificates aforesaid, which, upon being filed by them in the county clerk's office, of the county in which the office of any such company is located, shall be their authority to commence business, and to issue policies of insurance, and the same may be used in evidence for or against said corporation. And suits may be brought against any such company in any county in this State, in which it shall do business or take risks in which the plaintiff resides, or in the county where the principal office of the company is located. SEC. 7. The corporators, trustees, or directors, as the case may By-laws. be, of any company organized under this act, shall have power to make such by-laws not inconsistent with the constitution or laws of this State as may be deemed necessary for the government of its officers and members and the conduct of its affairs. politic and SEC. 8. Any company, formed under this act, shall be deemed a Deemed a body body corporate and politic, in fact and in name, and shall be sub- corporate. ject to all the provisions of the statute in relation to corporations so far as they are applicable. articles of to be approved, SEC. 9. Any such company, formed under this act, shall have Amendment of power to amend its articles of association at the regular annual association. meeting held according to the provisions of said articles of association, and upon giving notice of such intention by printed circular, or postal card, or letter, to be addressed and sent by mail at least three weeks previous to such meeting, to all the members, officers, trustees, and directors of such company. Said amendments so had Amendments shall be submitted to the attorney general and his certificate of etc., by attorney compliance with the law obtained and a copy of said amendments general., with said certificate shall be filed in the office of the commissioner of insurance, and if he approve of such amendments shall make a certified copy thereof and deliver the same to the company, which, upon being filed with the county clerk of the county in which the office of such company is located, shall become operative. association and provide for agreements, etc. SEC. 10. Suits at law may be maintained by corporations formed Suits at law. under this act against any of its members for any cause relating to the business of such corporation; also, suit at law may be prosecuted and maintained by any member, against such corporations, for claims which may have accrued, if payments are withheld more than sixty days after such claims shall have become due. The articles of Articles of association and by-laws of any such company, organized under the by-laws may provisions of this act, may provide for the receiving of applications or receiving agreements from its members for insurance, with or without taking applications or from the insured any premium note or notes, and it shall be lawful for such mutual insurance companies to make assessments upon such agreements or policies issued thereon, or upon the premium note or notes as the case may be, pro rata, according to the amount of such agreement on policies or premium note or notes, for the payment of the losses and expenses incurred by such companies; and all such premium notes or agreements or assessments shall be a lien upon the property insured to the amount of such note, notes, agreements, assessments, costs, and interest due thereon. ment to be of insurance. SEC. 11. It shall be the duty of the president, or vice president, Annual stateand secretary of any such company, organized under this act, deposited in office annually on the first day of January, or within one month there- of commissioner after, to prepare under their own oath, and deposit in the office of the commissioner of insurance, a statement of the condition of such company, on the thirty-first day of December then next preceding, exhibiting the following facts and items, namely: First, The number of members belonging to the company, the What statement number of members added during the year, the number of mem to contain. |