to said time, which sum is hereby appropriated for that purpose. 88 O. L. 469.

($ 3836-23.) Sec. 23. Cash securities-Where deposited

All securities of cash deposited with the inspector shall be immediately deposited with the treasurer of state, who, with his sureties, shall be responsible for the safe-keeping thereof.

treasurer shall deliver such securities only upon the written order of the inspector of building associations. 88 O. L. 469.

(§ 3836-24.) Sec. 24. Penalties for violation of law by associations

It shall be unlawful for any building and loan association to do business in this state without having first complied with the provisions of this act, and any association violating any of the provisions of this act, or failing to comply with any of its provisions, shall be fined not less than fifty nor more than one thousand dollars, to be recovered by an action in the name of the state, and on collection paid into the state treasury; provided, that building and loan associations organized in other states, having heretofore transacted business in this state, which shall not have complied with the provisions of this act, shall have the right to close up their business, and fulfill their contracts, heretofore entered into with the citizens of this state, through their duly authorized agents, without being subject to the penalties prescribed by this act. 88 O. L. 469

(§ 3836-25.) Sec. 25. Penalties for violation of law by officers, agents, etc.

Every president, director, trustee, member of any committee, secretary, treasurer, attorney, or any other officer at any time created, or agent of any such corporation, who embezzles, abstracts or willfully misapplies any of the moneys, funds or credits of such corporation, or who issues or puts into circulation any warrant or other order, or who assigns, transfers, cancels or delivers up any note, bond, draft, mortgage, judgment, decree, or any written. instrument belonging to such corporation, or raises money otherwise, or receives money from any member or other person for and in the name of such corporation, unless duly authorized by the board of directors of such corporation; or who shall sign the name of any person to any order or warrant for the payment of

money without proper power of attorney or written order from such person to whose order such warrant or order is made payable; or any member or members of the board of directors who shall vote to declare, or any financial or first secretary of such corporation who shall declare or advise the board of directors of such corporation to declare a greater dividend than what has been actually earned by the corporation, for the purpose of deceiving the public or defrauding the members of such corporation; or who certifies to or makes any false entry on any book, report, or statement of or to such corporation, with intent in either case to deceive, injure or defraud the corporation or any other company, body politic or corporate, or any individual person, or to deceive any one appointed to examine the affairs of such corporation; and every person who with like intent aids or abets any president, secretary, treasurer, committee or other officer or person in any violation of this section, shall be deemed guilty of a felony, and shall be imprisoned not less than one year nor more than ten years, and shall be liable civilly to the party injured, to the extent of such damage thereby incurred, and suit. may be brought against such person and the sureties on his bond given to such corporation for the faithful performance of his duty. Any officer whose duty it is, failing to make the reports required by this act, and any officer, employe, or other person, who solicits business for, aids or assists any building and loan. association to do business contrary to the provisions of this act, or without having complied with its provisions, shall be guilty of a misdemeanor, and on conviction thereof shall be fined not more than five hundred dollars, or imprisoned not more than six months, or both. Such fines, when collected, to be paid into the state treasury. 88 O. L. 469.

Attorney is not an "officer" of the association. Loan and Bld'g Co. v. Kuehnert, 7 N. P. 264 (C. P.)

(§ 3836-26.) Sec. 26. Inspector must make annual re

port

The inspector shall keep and preserve in permanent form a full record of his proceedings, including a concise statement of each association examined, and he shall, annually, make a report to the legislature of the general conduct and condition of the building and loan associations doing business in this state, with such

suggestions as he may deem expedient. Such report shall also include the information contained in the statements required of the associations, and arranged in tabulated form. He shall also report the names and compensation of the clerks employed by him, the whole amount of the income, the source whence derived, and the expenses in detail, during the year ending on the thirtyfirst day of December.

($3836-27.)

Sec. I.

Dissolution and consolidation of building and loan associations

Building and loan associations shall be authorized to provide in their constitutions and by-laws for the time and terms of the dissolution of such corporations; also for the consolidation of two or more of such corporations into one, upon such terms and conditions as may be determined upon by their boards of directors; also, in the case of the dissolution of any such corporation, its board of directors may, by a majority vote, be authorized to sell and transfer its mortgage securities or other property, or both, to another corporation, person or persons, subject always to the vested and accrued rights of the mortgagors. 90 O. L. 315.

$ 3837. Co-operative trade associations

An association incorporated for the purpose of purchasing, in quantity, grain, goods, groceries, fruits, vegetables, provisions, or any other articles of merchandise, and distributing the same to consumers at the actual cost and expense of purchasing, holding, and distributing the same, may employ its capital and means in the purchase of such articles of merchandise as it deems best for the company, and in the purchase or lease of such real and personal estate, subject always to the control of the stockholders, as may be necessary or convenient for purposes connected with and pertaining to its business, and may adopt such plan of distribution of its purchases among the stockholders and others as it deems most convenient and best adapted to secure the ends proposed by the organization; and any profits that may arise from the business of the company may be divided among the stockholders from time to time, as it deems expedient, in proportion to the several amounts of their respective purchases. 64 v. 145,

$$ 2, 5; S. & S. 184, 185.

$3838. Common-carrier companies

A corporation organized as and for a common-carrier company shall have the following powers:

1. To make all contracts that it shall be lawful for natural persons to make for the carriage of persons, and the storage, forwarding, carriage, and delivery of property, but subject to the same liabilities.

2, To lease, and to hold and operate, any line of railway and its appendages, either before or after its completion, owned by a municipal corporation of this state, and any railway connected therewith, lying without this state, and such portion of any railway within this state as may be necessary for the convenient dispatch of its business.

3. To construct, or complete and equip, any railway and its appendages which it is authorized to lease.

4. To borrow money, not exceeding its authorized capital stock, at a rate of interest not exceeding seven and three-tenths per cent per annum, and execute bonds or promissory notes therefor, payable in gold or lawful money, in sums of not less than one hundred dollars, and secure the payment thereof by mortgage or pledge of its property then or thereafter acquired, and its income and franchises, including the franchise to be a corporation; but no mortgage bonds shall be sold at less than par in lawful money, without the consent of a majority in interest of the stockholders, given at a 'meeting of the stockholders, or in writing. 74 v. 84, § 4.

In absence of gross negligence, carrier is not liable for loss by fire of merchandise samples shipped as baggage. Greenwich Ins. Co. v. Packet Co., I N. P. 126 (Sup. Ct., Cin.)

After stoppage in transitu, carrier acts at his peril in delivering to either party. Howe v. Ry. Co., 18 C. C. 333. See Koontz v. Ry. Co., 5 N. P. 15 (C. P.), affirmed in 15 C. C. 288.

The law of the place of delivery governs in action for loss by negligence of carrier; and a clause limiting liability, in a receipt, is not valid against loss by fraud or negligence. Jacobson v. Adams Express Co., 1 C. C. 381; affirmed, 24 B. 496; 28 Ohio St. 144; Ambach v. B. & O. R. R. Co., 30 B. III (C. P.) Condition in bill of lading limiting liability for loss by its negligence, to a certain amount, and requiring presentation of claim within sixty days, is void. Stevenson v. Wells, Fargo & Co., 33 B. 247 (Sup. Ct.)

Contra, where valuation agreed upon. Ry. Co. v. Simon, 15 C. C. 123. But liability for loss without fault or negligence may be limited by special agreement. Gaines v. Union Trans. & Ins. Co., 28 Ohio St. 418.

A rule, and agreement that freight shall be removed in 48 hours from

its arrival is reasonable, and binds the shipper though he did not read the contract or note its contents. N. Y., L. E. & W. R. R. Co. v. Seiberling Co., 8 C. C. 593.

Common carriers of passengers must exercise the greatest care that persons do who are engaged in business of the same character where accidents of like nature are liable to occur. Brooklyn St. R. R. Co. v. Kelley, 33 B. 330, affirming 6 C. C. 1.

Common carrier preventing goods coming to possession of consignee is liable for conversion; if stolen afterwards, carrier not released; seizure under process or destruction by public authorities no defense unless carrier free from procurement or connivance and gives prompt notice to owner; duty to provide sufficient and suitable means for carriage of goods, and while measure of damages for delay merely is difference in value of goods between time of delivery and time when delivery should have been made, upon conversion measure is value when delivery should have been made; rule that charge for carriage must be paid or tendered does not apply in action for conversion. R. R. Co. v. O'Donnell, 49 Ohio St. 489.

A common carrier contracting to transport goods over other railroads connecting with its own cannot stipulate that it shall not be liable for loss by negligence while the goods are on either road. Ry. Co. v. Pontius, 19 Ohio St. 221. See also King v. Deland, etc., R. R. Co., 18 B. 39.

But the delivery of a receipt or notice, containing such special limitations, without objection from the shipper, but without his assenting thereto, is not sufficient; and the delivery of a "dray ticket," which could be but was not exchanged for a bill of lading, does not necessarily make the bill of lading part of the shipping contract. Mack et al. v. Great West. Despatch, 3 C. C. 36. See Am. Roofing Co. v. Packet Co., 5 N. P. 146 (Sup. Ct. Cin.) In absence of fraud and mistake, a bill of lading delivered to the consignor at time of receipt of goods for shipment becomes the contract of shipment, and its terms cannot be contradicted by parol. Ry. Co. v. La Tourette, 2 C. C. 279; Ry. Co. v. Pontius, 19 Ohio St. 221.

In the absence of both contract and statute, to the contrary, the liability of a railroad company, as a common carrier, continues until notice to the consignee of the arrival of his goods, and a reasonable time during business hours after receipt of notice, to inspect and remove them; unless he is unknown, or absent, or cannot be found, in which case the goods may be stored. R. R. v. Hatch, 52 Ohio St. 408.

Delivery to R. R. Co. as warehouseman, see Fisher v. Ry. Co., 17 C. C. 491.

Person in charge of child on train is liable for its fare, and upon refusal to pay, both may be ejected at next station; but if such person has paid his own fare to a point beyond, the unused value of the fare or ticket over and above the fares of both for the distance already traveled must be returned, or the company will be liable in damages. R. R. Co. v. Orndorff, 55 Ohio St. 589.

Common carrier is not required to carry merchandise for a passenger, as baggage. Smith v. C. H. & D. Ry. Co., 2 N. P. 29 (Sup. Ct. Cin.); Ins. Co. v. Packet Co., 7. N. P. 188 (Sup. Ct. Cin.).

Although common carrier of passengers is under no obligation to carry