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city of Sacramento. En. Stats. 1873-4, 271. Am'd. 1877-8, 82; 1880, 91.

Cal.Rep.Cit. 123, 679; 123, 680; 129, 458; 129, 459 ; 129, 460.

8 451. Fraternal societies exempt from insurance laws. All associations or secret orders, and other benevolent or fraternal co-operative societies, incorporated or organized for the purpose of mutual protection and relief of its members, and for the payment of stipulated sums of money to its members, or to the family of deceased members, and not for profit, are declared not to be insurance companies in the sense and meaning of the insurance laws of this state, and are exempt from the provisions of all existing insurance laws of this state. En. Stats. 1873-4, 271. Am'd. 1877-8, 82. Rep. 1880, 92. En. Stats. 1885, 221.

Cal.Rep.Cit. 121, 321; 133, 691.

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$ 452. Policies continued in force. 1877-8, 83. Rep. 1880, 92.

TITLE III.

RAILROAD CORPORATIONS.
Chapter I. Officers and Corporate Stock, $$ 454-459.

II. Enumeration of Powers, $$ 465-478.
III. Business, how Conducted, 88 479-494.

CHAPTER I. OFFICERS AND CORPORATE STOCK. 8 454.

Directors to be elected, when. § 455. Additional provisions in assessment and transfer of stock. $ 456. Corporations may borrow money and issue bonds. Limita

tion of amount. $ 457. To provide a sinking fund to pay bonds. $ 458. Capital stock to be fixed. $ 459.

Certificate of payment of fixed capital stock.

$ 454. Directors to be elected, when. Directors of railroad corporations may be elected at a meeting of the stockholders other than the annual meeting as a majority of the fixed capital stock may determine, or as the by-laws

may provide; notice thereof to be given as provided for notices of meetings to adopt by-laws in article II, chapter I, title I, of this part. En. March 21, 1872.

Cal.Rep.Cit. 110, 692; 132, 678. { 455. Additional provisions in assessment and transfer of stock. No stock in any railroad corporation is transferable until all the previous calls or installments thereon have been fully paid in; nor is any such transfer valid, except as between the parties thereto, unless at least Twenty per cent has been paid thereon and certificates issued therefor, and the transfer approved by the board of directors. En. March 21, 1872.

$ 456. Corporations may borrow money and issue bonds. Limitation of amount. Railroad corporations may borrow, on the credit of the corporation, and under such regulations and restrictions as the board of directors thereof, by unanimous concurrence, may impose, such sums of money as may be necessary for constructing and completing their railroad, with its equipments, and for the purchase of all necessary rolling stock and all else relative thereto, and may issue promissory notes therefor, or may issue and dispose of bonds to raise moneys necessary to pay therefor, at a rate of interest not exceeding ten per cent per annum; and may also issue bonds, or promissory notes, at the same rate of interest in payment of any debts or contracts for constructing and completing their road, with its equipments and rolling stock, and all else relative thereto, and for the purchase of railroads and other property within the purpose of the corporation. The amount of bonds, or promissory notes, issued for such purposes must not exceed in all the amount of their capital stock; and to kecure the payment of such bonds, or notes, they may mortgage their corporate property and franchises, or may secure the payments of such bonds, or notes, by deed of trust of their corporate property and franchises. Any person or corporation formed under the laws of this state, or of any other state within the United States, that the directors of the railroad corporation may, by unanimous concurrence, select, may be trustees in such deed of trust. En. March 21, 1872. Am'd. 1880, 10; 1897, 73; 1899, 57.

Cal Rep.Cit. 109, 595 ; 124, 328; 124, 329; 125, 409; 125, 454.

Debt exceeding available means, penalty: See Pen. Code, sec. 566.

§ 457. To provide a sinking fund to pay bonds. The directors must provide a sinking fund, to be specially applied to the redemption of such bonds on or before their maturity, and may also confer on any holder of any bond or note so issued, for money borrowed or in payment of any debt or contract for the construction and equipment of such road, the right to convert the principal due or owing thereon into stock of such corporation, at any time within eight years from the date of such bonds, under such regulations as the directors may adopt. En. March 21, 1872.

Cal.Rep.Cit. 125, 454.

$ 458. Capital stock to be fixed. When, at any time after filing the articles of incorporation, it is ascertained that the capital stock therein set out is either more or less than actually required for constructing, equipping, operaiing, and maintaining the road, by a two-third vote of the stockholders the capital stock must be fixed, and a cer. tificate thereof, and of the proceedings had to fix the same, must be made out and filed in the office of the secretary of state. En. March 21, 1872.

Cal.Rep.Cit. 65, 209.

$ 459. Certificate of payment of fixed capital stock. Within thirty days after the payment of the last install. ment of the fixed capital stock of any railroad corporation organized under this title and part, the president and secretary, and a majority of the directors thereof, must make, subscribe, and file in the office of the secretary of state a certificate stating the amount of the fixed capital stock, and that the whole thereof has been paid in. The certificate must be verified by the affidavit of the president and secretary. En. March 21, 1872.

CHAPTER II.

ENUMERATION OF POWERS. 465. Enumeration of powers:

1. To survey road. 2. May accept real estate. 3. May acquire real estate. 4. Lay out road, how wide. 5. Where may construct road. 6. May cross or connect roads. 7. May purchase land, timber, stone, gravel, etc. 8. Carry persons and freight. 9. Erect necessary buildings. 10. Regulate time and freights, subject to legislation. 11. Regulate force and speed.

12. Purchasing or acquiring franchises of other railroads. $ 466. Map and profile to be filed.

467. May change line of road.

468. Forfeiture of franchise. $469. Crossings and intersections. Condemnation. $ 470. Not to use streets, alleys, or water in cities or towns, except

by a two-third vote of the city or town authorities. $ 471. Railroads through cities not to charge fare to and from

points therein. (Repealed.) $ 472. When crossing railroads or highways, how other lands are

acquired. $ 473. Corporations may consolidate. Publication of notice. Copy

to be filed, $ 474. State lands granted for use of corporations. § 475. Grant not to embrace town lots.

476. Wood, stone, and earth may be taken from state lands. $477. Lands to revert to state, when. $478. Selections made, how proved and certified to.

465.

Enumeration of powers. Every railroad corporation has power:

1. To survey road. To cause such examination and surveys to be made as may be necessary to the selection of the most advantageous route for the railroad; and for such purposes their officers, agents and employees may enter upon the lands or waters of any person, subject to liability for all damages which they may do thereto;

2. May accept real estate. To receive, hold, take and convey, by deed or otherwise, as a natural person, such voluntary grants and donations of real estate and other property which may be made to it to aid and encourage the construction, 'maintenance and accommodation of such railroad;

3. May acquire real estate. To purchase, or by volun. tary grants or donations to receive, enter, take possession

of, hold and use all such real estate and other property as may be absolutely necessary for the construction and maintenance of such railroad, and for all stations, depots and other purposes necessary to successfully work and conduct the business of the road;

4. Lay out road, how wide. To lay out its road, not exceeding nine rods wide, and to construct and maintain the same, with a single or double track, and with such appendages and adjuncts as may be necessary for the convenient use of the same;

5. Where may construct road. To construct their roads across, along or upon any stream of water, watercourse, roadstead, bay, navigable stream, street, avenue or highway, or across any railway, canal, ditch or flume which the route of its road intersects, crosses or runs along, in such manner as to afford security for life and property; but the corporation shall restore the stream or watercourse, road, street, avenue, highway, railroad, canal, ditch or flume thus intersected to its former state of usefulness as near as may be, or so that the railroad shall not unneces. sarily impair its usefulness or injure its franchise;

6. May cross or connect roads. To cross, intersect, join, or unite its railroad with any other railroad, either before or after construction, at any point upon its route, and upon the grounds of such other railroad corporation, with the necessary turnouts, sidings and switches, and other conveniences in furtherance of the objects of its connections; and every corporation whose railroad is, or shall be hereafter intersected by any new railroad, shall unite with the owners of such new railroad in forming such intersections and connections, and grant facilities therefor; and if the two corporations cannot agree upon the amount of compensation to be made therefor, or the points or the manner of such crossings, intersections and connections, the same shall be ascertained and determined as is provided in title VII, part III, Code of Civil Procedure (secs. 1237-1263);

7. May purchase land, timber, stone, gravel, etc. To purchase lands, timber, stone, gravel or other materials to be used in the construction and maintenance of its road, and all necessary appendages and adjuncts, or

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