35. Liability of executors, etc.

16. No person holding stock in any such company as executor, administrator, guardian or trustee, and no person holding such stock as collateral security, shall be personally subject to any liability as stockholder of such company, but the person pledging such stock shall be considered as holding the same, and shall be liable as a stockholder accordingly; and the estate and funds in the hands of such executor, administrator, guardian or trustee shall be liable in like manner and to the same extent as the testator or intestate, or the ward or person interested in such trust fund, would have been if he had been living and competent to act and hold the same stock in his own name. The whole liabilities of any such company, other than for advancements upon freights and tolls, shall not at any time exceed twice the amount of the capital stock paid in, nor twice the cash value of the property owned by such company, and the directors of such company shall be severally and jointly individually liable for all liabilities of said companies exceeding the amount of capital stock paid in.

36. Vote of executors, etc.

§ 17. Every such executor, administrator, guardian or trustee shall represent the share of stock in his hands at all meetings of the company, and may vote accordingly as a stockholder; and every person who shall pledge his stock as aforesaid may, nevertheless, represent the same at all such meetings, and may vote accordingly as a stockholder.

37. Liability of stockholders.

18. The stockholders of such company shall be jointly, severally and individually liable for all debts that may be due and owing to all the laborers and ser

vants of such company for services performed for such company; but no action or proceeding shall be brought or maintained against any stockholder for any such debt until the same shall have been due and unpaid thirty days.

38. Increase or decrease of stock.

19. Any company which may be formed under this act may increase or diminish its capital stock by comply. ing with the provisions of this act; but such increase shall not be to a sum more than the larger sum specified in the first section, and such diminution shall not be to a sum less than the smaller sum specified in said first section. Before such company shall be entitled to diminish the amount of its capital stock, if the amount of its debts and liabilities shall exceed the amount of capital stock to which it is proposed to be reduced, such amount of debts and liabilities shall be satisfied and reduced so as not to exceed such diminished amount of such capital stock.

39. Notice of intention to alter capital.

§ 20. Whenever any such company shall desire to call a meeting of the stockholders for the purpose of increasing or diminishing the amount of its capital stock, it shall be the duty of the directors to publish a notice, signed by at least a majority of them, at least six successive weeks, as is prescribed in section three, previous to the day fixed upon for holding such meeting, specifying the object of such meeting, the time and place when and where such meeting shall be held, and the amount of which it shall be proposed to increase or diminish the capital stock. A vote of at least two thirds of all the shares of stock shall be necessary to an increase or diminution of the amount of the capital stock.

40. Meeting and certificate of increase.

21. If at any time and place specified in the notice provided for in the last preceding section, stockholders shall appear in person or by proxy, in numbers representing not less than two thirds of all the shares of stock of the company, they shall organize by choosing one of the directors chairman of the meeting, and also a suitable person for secretary, and proceed to a vote of those present in person or by proxy; and if, on canvassing the votes, it shall appear that a sufficient number of votes have been given in favor of increasing or diminishing the amount of capital, a certificate of the proceeding showing a compliance with the provisions of this act, the amount of capital actually paid in, the whole amount of debts and liabilities of the company, and the amount to which the capital stock shall be increased or diminished, shall be made out, signed and verified by the affidavit of the chairman, and be countersigned by the secretary; and such certificate shall be acknowledged by the chairman, and filed as required by the first section of this act, and, when so filed, the capital stock of such company shall be increased or diminished to the amount specified in such certificate.

41. Two or more companies may not combine.

22. No such company shall combine with any other company formed under this act, for any purpose, or shall purchase, own, hold or be interested in any stock or property of any other such company, unless the same shall have been bona fide pledged, hypothecated or transferred to such company by way of security for or in satisfaction or part satisfaction of a debt or debts previously contracted in the course of the transaction of the business of such company, or unless the same shall be purchased by such company.

42. List of stockholders; book open to inspection. § 23. It shall be the duty of the directors of every such company to cause a book to be kept by the treasurer or secretary thereof, containing the names of all persons, alphabetically arranged, who are or shall within six years have been stockholders of such company, and showing their places of residence, the number of shares of stock held by them respectively, and the time when they respectively became the owners of such shares, and the amount of stock actually paid in; which book shall, during the usual business hours of the day, on every day except Sunday, the fourth day of July, the twenty-fifth day of December and the first day of January, be open for the inspection of stockholders and creditors of the company and their personal representatives, at the principal office of such company; and any and every such stockholder, creditor or representative shall have a right to make extracts from such book, and no transfer of stock shall be valid for any purpose whatever except to render the person to whom it shall be transferred liable for the debts and liabilities of the company according to the provisions of this act, until it shall have been entered therein as required by this section, by an entry showing to and from whom transferred. Such book shall be presumptive evidence of the matters therein stated, in favor of the plaintiff, in any action or proceeding against such company or against any one or more stockholders. Every officer or agent of such company, whose duty it shall be to keep such book, who shall neglect any proper entry in such book, or shall refuse or neglect to exhibit the same, or allow the same to be inspected, or extracts to be taken therefrom as provided by this section, shall be deemed guilty of a misdemeanor, and the company shall forfeit and pay to the party injured a penalty of fifty dollars for every such neglect or refusal and all damages resulting therefrom; and every company that shall

neglect to keep such book open for inspection, as aforesaid, shall forfeit to the people the sum of fifty dollars for every day it shall so neglect, to be sued for and recovered in the name of the people by the district-attorney of the county in which the principal office for the transaction of the business of such company shall be located, and when so received the amount shall be paid into the treasury of such county for the use thereof.

43. Annual report.

24. Every corporation formed under this act shall make an annual report to the state engineer and surveyor of the operations of the year ending December fifteenth, which report shall be verified by the oaths of the treasurer or president, and be filed in the office of the state engineer and surveyor by the fifteenth day of January in each year, and shall state :

1. The amount of capital by charter. 2. The amount of stock subscribed.

3. The amount of stock paid in.

4. The amount of stock paid at the time of reporting. 5. The amount of floating debt of the company, and whether the same be secured by mortgage of their property.

6. The number of boats and the nature of the same owned by the company.

7. The waters upon which they do business.

8. The average number of men employed by the company during the year.

9. The gross receipts of the year for freight.

10. The gross receipts from other sources.

11. The dividends on stock, amount and rate per cent.

12. The amount paid for damage to or for loss of freight.

13. The amount paid for new moving stock, including