CORPORATIONS.

BUILDING, LOAN AND HOMESTEAD ASSOCIATIONS.

§ 1. Amends section 11, act of 1879, by exempting stocks and notes of such corporations from taxation.

AN ACT to amend section 11 of an act entitled "An act to enable associations of persons to become a body corporate, to raise funds to be loaned only among the members of such association," in force July 1, 1879.

SECTION 1. Be it enacted by the People of the State of Illinois, represented in the General Assembly: That section 11 of an act entitled "An act to enable associations of persons to become a body corporate, to raise funds to be loaned only among the members of such association," be amended so as to read as follows:

"Section 11. Corporations organized under this act being of the nature of co-operative associations, therefore no premiums, fines, nor interest on such premiums that may accrue to said corporation according to the provisions of this act, shall be deemed usurious, and the same may be collected as other debts of like amount may be collected by law in this State; and all money paid to such corporation being at once loaned out and placed into taxable property, and the shares of stock and notes provided for in this act being simply evidence as to where such money has been placed, therefore such stock and notes shall not be subject to taxation." APPROVED June 16, 1887.

BUILDING, LOAN AND HOMESTEAD ASSOCIATIONS.

§ 1. Amends sections 8 and 10 of the act of 1879. § 8-Amended so as to permit the premiums bid for a loan to be paid in installments. § 10-Amended by adding the proviso.

AN ACT to amend sections eight (8) and ten (10) of an act entitled "An act to enable associations of persons to become a body corporate, to raise funds to be loaned only among the members of such associations," in force July 1, 1879.

SECTION 1. Be it enacted by the People of the State of Illinois, represented in the General Assembly: That sections eight (8) and ten (10) of an act entitled "An act to enable associations of persons to become a body corporate, to raise funds to be loaned only among the members of such associations," in force July 1, 1879, be and the same are hereby so amended as to read as follows:

"Section 8. The board of directors shall hold such stated meetings, not less frequently than once a month, as may be provided by

the by-laws, at which the money in the treasury, if one hundred dollars or more, shall be offered for loan in open meeting; and the stockholders who shall bid the highest premium for the preference or priority of the loan, shall be entitled to receive a loan of one hundred dollars for each share of stock held by said stockholder; the said premium bid may be deducted from the loan in one amount, or may be paid in such proportionate amounts or installments, and at such times during the existence of the shares of stock borrowed upon, as may be designated by the by-laws of the respective associations: Provided, that no loan shall be made by said corporation except to its own members, nor in any sum in excess of the amount of stock held by such members borrowing: And, provided, that such stockholder may borrow such fractional part of one hundred dollars as the by-laws may provide. Good and ample real estate security, unincumbered, except by prior loans of such association, shall be given by the borrower to secure the repayment of the loan: Provided, however, that the stock of such association may be received as security to the amount of the withdrawal value of such stock."

"Section 10. A borrower may repay a loan at any time, and in the event of the repayment thereof before the expiration of the eighth year after the organization of the association, or the date of issue of the series of stock in such association on which the loan may have been made, there shall be refunded to such borrower oneeighth of the premium paid for every year of the said eight years then unexpired: Provided, that where the said premium has not been deducted from the loan, but paid in installments, there shall be no premium refunded; and any mutual building, loan and homestead association which may have heretofore been incorporated under the laws of the State of Illinois, may avail itself of all the powers conferred by this act."

APPROVED June 17, 1887.

CHANGING NAMES, PLACES OF BUSINESS, ETC.

§ 1. Amends section 1, act of 1872, by authorizing eleemosynary or religious corporations to change the manner of electing trustees, and to permit the alumni to vote for trustees.

AN ACT to amend section 1 of an act entitled "An act to provide for changing the names, for changing the places of business, for increasing or decreasing the capital stock, for increasing or decreasing the number of directors, and for the consolidation of incorporated companies, so as to enable eleemosynary or religious corporations to change the time and manner of electing directors, and to allow the alumni to vote in the election of the trustees, or a part thereof," approved and in force March 26, 1872.

SECTION 1. Be it enacted by the People of the State of Illinois, represented in the General Assembly: That section of an act entitled "An act to provide for changing the names, for changing the places of business, for increasing or decreasing the capital stock, for increasing or decreasing the number of directors, and for the consolidation of incorporated companies, so as to enable eleemosynary or religious corporations to change the time and manner of electing directors, and to allow the alumni to vote in the election of the trustees, or a part thereof," approved and in force March 26, 1872, be and the same is hereby amended so as to read as follows:

"Section 1. That whenever the board of directors, managers or trustees of any corporation existing by virtue of any general or special law of this State, or any corporation hereafter organized ly the virtue of any law of this State, may desire to change the name, to change the place of business, to increase or decrease the capital stock, to increase or decrease the number of directors, managers or trustees, or to consolidate said corporation with any other corporation now existing, or which may hereafter be organized, they may call a special meeting of the stockholders of such corporation, for the purpose of submitting to a vote of such stockholders the question of such change of name, change of place of business, increase or decrease of number of directors, managers or trustees, increase or decrease of capital stock, or consolidation with some other corporation, as the case may be, and further, that eleemosynary or religious corporations, for educational purposes, acting under the general law, or by virtue of special charter, are authorized to change the time and manner of electing the trustees, and to allow the alumni of said corporations to vote in the election of the trustees, or a part thereof: Provided, that in changing the name of any other corporation under the provisions hereof, no name shall be assumed or adopted by any corporation similar to, or liable to be mistaken for, the name of any other corporation organized under the laws of this State, without the consent of such other corporation; and that in no case shall the capital stock be diminished to the prejudice of the creditors of such corporation, or the number of directors, managers or trustees be reduced to less than five, or increased to more than eleven: And provided, further, that no corporation shall, by virtue hereof, change its place of business from any town, county or municipality, or any of the inhabitants thereof, or any person or persons interested therein, shall have donated or in any manner contributed any money, or other valuable thing, to induce such corporation to locate in such town, county or municipality: And provided, further, that the provisions of this act in reference to the consolidation of corporations shall only apply to corporations of the same kind and engaged in the same general business, and carrying on their business in the same vicinity; and that no more than two corporations now existing shall be consolidated into ore under the provisions hereof."

APPROVED June 14, 1887.

AN ACT to provide for the incorporation of co-operative associations for

pecuniary profit.

SECTION 1. Be it enacted by the People of the State of Illinois, represented in the General Assembly: That whenever any number of persons, not less than three nor more than seven, may desire to become incorporated as a co-operative association for the purpose of prosecuting any branch of industry, they shall make a statement to that effect under their hands and seals, duly acknowledged, before some officer in the manner provided for the acknowledgment of deeds, setting forth the name of the proposed corporation, its capital stock, its location, and duration of the association, and the particular branch of industry which they intend to prosecute, which statement shall be filed in the office of the Secretary of State. The Secretary of State shall thereupon issue to such persons a license as commissioners to open books for subscription to the capital stock of such association, at such time and place as they may determine. No license shall be issued to two associations of the same name. The name of the city, village or town, in which the association may be located, shall form no part of the name.

§ 2. No person shall be permitted to subscribe more nor less than one share to the capital stock of such association, nor shall any person be permitted in any manner to own or control more or less than one share in such association.

§ 3. As soon as ten shares or more of the capital stock shall be subscribed, the commissioners shall convene a meeting of the subscribers for the purpose of electing directors, adopting by-laws and transacting such other business as shall properly come before them. Notice thereof shall be given by depositing in the postoffice, properly addressed to each subscriber, at least ten days before the time fixed, a written or printed notice, stating the object, time and place of such meeting. Directors of associations, organized under this act

shall be elected, classified and hold their office for such period of time as is provided by general law governing the election and classification of directors, trustees or managers of corporations.

§ 4. The commissioners shall make a full report of their proceedings, including therein a copy of the notice provided for in the foregoing section, a copy of the subscription list, a copy of the by-laws adopted by the association, and the names of the directors elected and their respective terms of office, which report shall be sworn to by at least a majority of the commissioners, and shall be filed in the office of the Secretary of State. The Secretary shall thereupon issue a certificate of the complete organization of the association, making a part thereof a copy of all papers filed in his office in and about the organization of the corporation, and duly authenticated under his hand and seal of State; and the same shall be recorded in the office of the recorder of deeds in the county in which the principal office of such association is located. Upon the recording of said copy the association shall be deemed fully organized and may proceed to business. Unless such association shall be organized and shall proceed to business within three years after the date of such license, the license to form such association shall be deemed revoked, and all proceedings thereunder shall be void.

§ 5. Associations formed under this act shall be bodies corporate and politic for the period for which they are organized; may sue and be sued; may have a common seal, which they may alter or renew at pleasure; may own, possess and enjoy so much real and personal estate as shall be necessary for the transaction of their business, and may sell and dispose of the same when, in the opinion of the shareholders, it is not required for the uses of the association. They may borrow money at legal rates of interest and pledge their property, both real and personal, to secure payment thereof, and may have and exercise all powers necessary and requisite to carry into effect the objects for which they may be formed.

§ 6. The corporate powers shall be exercised by a board of directors, the number of which shall be fixed by the by-laws of the association, but the number may be increased or diminished by a majority of the shareholders at any properly called meeting. The officers of the association shall consist of a president, vice-president, secretary and treasurer, to be elected by the shareholders at their annual meeting, as may be provided for in the by-laws of the association, who shall be elected at some regular meeting of the shareholders, as may be by by-laws provided. All by-laws of the association shall be adopted by the shareholders of the association.

§ 7. No officer or director shall receive any compensation for his services, except such as may be provided for in the by-laws of the association. It shall be the duty of the secretary to be present at all meetings of the directors, and meetings of the shareholders, and faithfully make and preserve a record of all the proceedings of such meetings, which record shall be kept in a suitable place accessible to the inspection of any shareholder. He shall be the book-keeper of the association; shall keep the accounts between the association and the individual shareholders, officers and agents