such seizure and sale, returning the residue, if any, to the owner of such colt or mare. Such seizure and sale to be made according to the provisions of this act: Provided, Proviso, as That no recovery can be had for the services of such stal- to misreprelion, where the owner or keeper thereof has wilfully or fraudulently misrepresented the breeding of such stallion. sentation. SEC. 5. Act number one hundred sixty-six of the public Act repealed. acts of nineteen hundred five, and all acts in conflict with the provisions of this act are hereby repealed. Approved June 12, 1907. [No. 146.] AN ACT to amend section two of act number two hundred thirty-two of the public acts of nineteen hundred three, entitled "An act to revise and consolidate the laws providing for the incorporation of manufacturing and mercantile companies or any union of the two, and for the incorporation of companies for carrying on any other lawful business, except such as are precluded from organization under this act by its express provisions, and to prescribe the powers and fix the duties and liabilities of such corporations." The People of the State of Michigan enact: amended. SECTION 1. Section two of act number two hundred thirty- Section two of the public acts of nineteen hundred three, entitled "An act to revise and consolidate the laws providing for the incorporation of manufacturing and mercantile companies or any union of the two, and for the incorporation of companies for carrying on any other lawful business, except such as are precluded from organization under this act by its express provisions, and to prescribe the powers and fix the duties and liabilities of such corporations," is hereby amended to read as follows: etc. SEC. 2. The articles of association of every such corpora- Blanks, who tion shall be made on suitable and uniform blanks which it to furnish, is hereby made the duty of the Secretary of State to furnish on application free of charge, or upon blanks substantially uniform approved by the Secretary of State, which articles shall be signed by the persons associating in the first instance and acknowledged before some person authorized by the laws of this State to take acknowledgments of deeds, and shall state: First, The name assumed and by which the corporation Name. shall be known in law: Provided, No name shall be assumed Proviso. already in use by any other existing corporation of this Purposes. Place of business. Capital stock. Shares. Amount paid in. Description State, or corporation lawfully carrying on business in this State, or so nearly similar as to lead to uncertainty or confusion; Second, Distinctly and definitely, the purpose or purposes for which the corporation is formed, and it shall not be lawful for said corporation to divert its operations, or appropriate its funds to any other purpose, except as hereinafter provided; Third, The principal place or places at which its operations are to be conducted; Fourth, The amount of the total authorized capital stock, which shall not be less than one thousand dollars, and not more than twenty-five million dollars; the amount of capital stock subscribed, which shall not be less than fifty per cent of the authorized capital stock; the articles may provide for common and preferred stock subject to section thirty-five, and in that case shall contain an exact statement of the terms upon which the common and preferred stocks are created, and the amount of each subscribed, and the amount of each paid in; Fifth, The number of shares into which the capital stock is divided, which shall be of the par value of ten dollars or one hundred dollars each; Sixth, The amount of capital stock paid in at the time of executing the articles, which shall not be less than ten per cent of the authorized capital, and in no case less than one thousand dollars, except in case of a capitalization of two thousand dollars or under, when it shall be twenty-five per cent thereof, and the amount so paid in shall not be reduced below such per cent of its capital. Such capital stock may be paid in, either in cash or in other property, real or perof property. sonal; but where payment is made otherwise than in cash there shall be included in the articles an itemized description of the property in which such payment is made, with the valuation at which each item is taken, which valuation shall Proviso, kind be conclusive in absence of actual fraud: Provided, That of property. only such property shall be so taken in payment for capital stock as the purposes of the corporation shall require, and only such property as can be sold and transferred by the corporation, and as shall be subject to levy and sale on execution, or other process issued out of any court having competent jurisdiction, for the satisfaction of any judgment or decree against such corporation: And Provided further, That davit of value. there shall be made and attached to any such articles of association an affidavit by at least three of the organizers of such corporation, that they know the property described in such articles of association and that the same has been actually transferred to such corporation, and that such property is of the actual value therein stated; Proviso, affi Office in state. Seventh, The place in the State of Michigan where the office of the company is located; Eighth, The term of years the corporation is to exist, Term of exwhich shall not be to exceed thirty years; istence. Ninth, The names of the stockholders, their respective resi- Stockholders. dences, and the number of shares subscribed for by each. diminished. increase or How capital The amount of the capital stock and number of shares of stock inevery corporation organized under this act may be increased creased or or diminished at any annual meeting of the stockholders, or at a special meeting expressly called for that purpose, by a vote of two-thirds of the capital stock of the corporation. In voting upon the increase of the capital stock, the stockholders shall have power, by the same statutory majority, to fix the value of, and the price at which, the increase of the capital shall be subscribed and paid for by the stockholders, but not less than par, as well as the time and manner of the subscription and payment, and by the same vote to authorize the directors of the corporation to sell, at not less than the price so fixed, any part of such increase not subscribed by the stockholders, after they have had a reasonable opportunity to make subscription of their proportionate shares thereof; and to make provision for calling in and cancelling the old and issuing new certificates of stock; but nothing herein contained shall in any way operate to discharge any company, which may diminish its capital stock, from any obligation or demand that may be due from said company. When a corporation shall so increase or diminish Certificate of its capital stock, the president and a majority of the directors decrease. shall make a certificate thereof, which shall be signed by them and recorded and returned as provided herein for recording and returning the original articles of incorporation, and such increase or diminution shall commence and be operative from the date when such certificate is recorded in the office of the Secretary of State: Provided, That in order to Proviso, as entitle such certificate to be recorded it must show that at to amount paid in. least fifty per cent of the total authorized stock, after such increase, has been subscribed, and that at least ten per cent of the total authorized capital has been actually paid in. The articles of incorporation, besides defining the purposes Further profor which the corporation is formed, as provided in subsec. visions in tion second above, may also contain any provision which the incorporators may deem advantageous for the regulation of the business and for the conduct of the affairs of the corporation and any provision creating, defining, limiting and regulating the powers of the corporation, the directors and the stockholders, or any class or classes of stock and stockholders: Provided, The same be not inconsistent with this Proviso. act, or the general statutes of this State regulating corporations. Approved June 12, 1907. articles. Section amended. Supervisors, meetings of. Annual meeting. Notice of, by clerk. Proviso. [No. 147.] AN ACT to amend section one of act number one hundred fifty-six of the public acts of eighteen hundred fifty-one, the same being section two thousand four hundred seventyfive of the Compiled Laws of eighteen hundred ninety-seven, said section having been amended by act number twentysix of the public acts of nineteen hundred one, said act being entitled "An act to define the powers and duties of the boards of supervisors of the several counties, and to confer upon them certain local, administrative and legislative powers." The People of the State of Michigan enact: SECTION 1. Section one of act number one hundred fiftysix of the public acts of eighteen hundred fifty-one, the same being section two thousand four hundred seventy-five of the Compiled Laws of eighteen hundred ninety-seven, as amended by act number twenty-six of the public acts of nineteen hundred one, said act being entitled "An act to define the powers and duties of the boards of supervisors of the several counties, and to confer upon them certain local, administrative and legislative powers," is hereby amended to read as follows: SEC. 1. The supervisors of the several townships and cities in each of the counties in this State shall meet annually in their respective counties for the transaction of business as a board of supervisors; they may also hold special meetings when necessary, at such times and places as they may find convenient, and shall have power to adjourn from time to time as they may deem necessary. The annual meeting of the board of supervisors shall be held on the second Monday of October in each year at the court house in their respective counties if there be one, and if there be none, then at some place at the county seat, if there be one, and if no county seat be established, then at such place in the county as the clerk of such county may appoint, of which said clerk shall give three weeks' public notice by publishing the same in some one or more newspapers printed and circulated in said county, if there be any such, and if none, then in some one or more newspapers nearest thereto having a general circulation in said county: Provided. That but one legal newspaper rate for printing the same shall be allowed: Provided further, That a regular meeting of the board of supervisors in and for the county of Lenawee shall be held on the Tuesday following the second Monday of April in each year at the court house in said county. Approved June 12, 1907. [No. 148.] AN ACT to prohibit the free distribution of medicines. The People of the State of Michigan enact: tion of SECTION 1. The free distribution of all medicines of Free distribuevery kind and nature from house to house, or from any medicines, vehicle, is hereby prohibited. prohibited. SEC. 2. Any person, firm or corporation, or any servant, Penalty. agent or employe thereof who violates the provision of this act shall be deemed guilty of a misdemeanor and upon conviction thereof shall be punished by a fine not exceeding one hundred dollars or imprisonment in the county jail not exceeding ninety days, or by both such fine and imprisonment in the discretion of the court. Approved June 12, 1907. [No. 149.] AN ACT for the protection of fish in Jordan lake in the counties of Barry and Ionia, and the waters of Tupper lake and Long lake in the county of Ionia. The People of the State of Michigan enact: unlawful. SECTION 1. It shall be unlawful for any person or per- Spearing sons to spear, or attempt to spear, at any time any fish in the waters of Jordan lake, located in the counties of Barry and Ionia, and Tupper lake and Long lake located in the county of Ionia. SEC. 2. Any person violating the provisions of this act Penalty. shall be punished by a fine not exceeding twenty dollars or imprisonment in the county jail not exceeding thirty days, or both such fine and imprisonment in the discretion of the court. This act is ordered to take immediate effect. |