May increase capital. Company, how managed. Notice of first meeting. Directors to choose officers. May call in subscriptions to capital stock. of delinquent Which certificate shall be acknowledged as deeds are required to be acknowledged and recorded in the office of the Secretary of State and a verified copy thereof filed in the office of the clerk of the county in which the office of said company for the transaction of business is located. SEC. 3. The amount of capital stock in every such corporation as originally fixed by its articles of association may be increased from time to time, and also the number of shares, at any meeting of stockholders called for that purpose. SEC. 4. The stock, property and affairs of every corporation organized under the provisions of this act shall be managed by not less than three directors as the articles shall determine. They shall hold their office one year and until their successors shall be chosen. SEC. 5. When any corporation shall be formed under this act any two of those associated may call the first meeting of the corporation at such time and place as they may appoint, by giving notice thereof by publishing the same in some newspaper published in the county where the company is organized, and if there is not a paper published in such county then in some paper published in an adjoining county at least fifteen days before the time appointed for such meeting, or by giving ten days' personal notice of such time and place in writing to each subscriber of stock; but said notice may be waived by a writing signed by all the subscribers to the capital stock of said corporation, specifying the time and place of such meeting, which writing shall be entered at full length upon the records of the corporation, and shall be filed with and preserved by the secretary of such corporation. SEC. 6. The directors of every such corporation shall choose one of their number as president and such other offi cers as their articles of association and their by-laws may require, who shall hold their offices one year and until others are chosen in their stead. The directors for the time being shall have power to fill any vacancy which may happen in their board by death, resignation or otherwise for the remainder of the current year. SEC. 7. The directors may call in subscriptions to the capital stock of any such corporation by installments and at such time and places as they shall deem proper, and in case any stockholder shall neglect or refuse payment of any such installment for the space of thirty days after the same shall become due and payable, and after he shall have been notiMay sell stock fied thereof in writing, so much of the stock of such delinstockholders. quent stockholder as may be necessary may be sold by the directors at public auction at the office of the secretary of the corporation, giving at least thirty days' notice in some well circulated newspaper published in said county where such office is located, provided that if no paper be published in such county then it shall be published in some newspaper published in Detroit, and the proceeds of such sale shall be first applied in payment of the installment called for and the expenses of the same, and the residue shall be refunded to the previous owner thereof and such sale shall entitle the purchaser to all rights of stockholders to the extent of the shares so bought. constitute SEC. 8. A majority of the directors of every such associa- What to tion convened according to the by-laws shall constitute a quo- quorum. rum for the transaction of business and those holding a majority of stock at any stockholders' meeting shall be capable of transacting the business of such meeting and at all meetings of such stockholders each share shall be entitled to one vote. Stockholders may appear and vote in person or by proxy duly filed. kept open for SEC. 9. The books of every such corporation containing Books to be the accounts shall, at all reasonable times, be open for the in- inspection. spection of any of the stockholders and as often as once in each year a statement of accounts of such corporation shall be made by order of the directors and laid before the stockholders. SEC. 10. The stock of every such corporation shall be Transfer of deemed personal property and shall be transferred only on the stock. books of such company in such form as directors shall prescribe. liable for SEC. 11. The stockholders of every corporation formed un- Stockholders der this act shall be individually liable for all debts of said debts of corcorporation, to the extent of the portions of their subscrip- poration. tions respectively in the capital stock of said corporation and also for all labor performed for such corporation, which said liability may be enforced against said stockholders or any one of them by action founded on this statute at any time after an execution shall be issued against such corporation and returned unsatisfied: Provided, That if any stockholder Proviso. shall be compelled by any such action to pay the debts of any creditor or any part thereof, he shall have the right to call upon all the stockholders to contribute their part to the sum so paid by him as aforesaid and may sue them jointly or separately or any number of them and recover in any such action the ratable amount due from the stockholder or stockholders so sued. SEC. 12. All corporations formed under the provisions of Taxes to pay. this act shall be liable to be assessed for all real and personal estate held by them in this State at its true cash value; and shall pay thereon a tax for township, city, county and State purposes the same as other real and personal estate, and such taxes shall be assessed, collected and paid in the same manner as other taxes are required to be assessed, collected and paid: Provided, That nothing herein contained shall au- Proviso. thorize the capital stock of such corporation to be assessed as such capital stock. process on. SEC. 13. Service of any legal process against corporations Service of formed under this act may be made on the president, secretary or agent, or if neither of them can be found in the county in which, by their articles of association, they are to do business, then such service may be made by posting a true copy Powers of thereof at some conspicuous place at the business office of such company in such county. SEC. 14. All corporations organized or existing under the corporation. provisions of this act shall have the power to buy, sell, own, exchange, improve and mortgage real estate and do any other thing in connection with the ownership, control or handling of real estate that a natural person could do, provided the same is not inconsistent with their articles of association. Idem. Who to return articles. When declared body corporate. Proviso. SEC. 15. All corporations organized or existing under the provisions of this act shall be capable to sue and to be sued, and have a common seal and alter the same at pleasure; to elect in such manner as they shall determine all necessary officers; to fix their compensation and define their duties, to ordain and establish by-laws for the government and regulation of their affairs and to alter and repeal the same and employ such agents and employes as they shall think proper. SEC. 16. The Secretary of State and any county clerk after recording the articles of association specified by this act to be recorded by them shall return the same each with his endorsement of record thereon to said corporation. SEC. 17. Upon compliance of such persons with the provisions of the preceding sections, such association shall be and is hereby declared a body corporate by the name designated in said certificate, empowered to transact the business enumerated in the preceding sections, and shall be subject and governed by all the general provisions applicable to corporations embraced in chapter two hundred thirty of the Compiled Laws of Michigan now in force so far as the same shall be applicable thereto: Provided, That no such corporation shall hold any real estate for a longer period than ten years after the same shall have been acquired, except such real estate as shall be actually occupied by such corporation in the exercise of its franchises. Approved May 20, 1903. [No. 131.] AN ACT to provide for expenses necessary to furnish official information from the records of the adjutant general's office, for which no provision is made, pertaining to the enlistment, muster, history and final disposition of the soldiers and sailors from this State during the war of the rebellion and Spanish-American war, to furnish certificates of service to applicants where the soldier's muster out or discharge papers are lost, and to furnish such information from the records of the office as to establish the soldier's or sailor's military or naval history and to make an appropriation therefor, and to provide for a tax to meet the same. The People of the State of Michigan enact: general to soldiers. SECTION 1. The adjutant general is hereby authorized and Adjutant directed to furnish the military or naval history of each soldier furnish hisand sailor, so far as practical and possible from records of the tory, etc., of war and navy departments, or other authentic sources, who enlisted from or was credited to this State during the war of the rebellion and the Spanish-American war; to furnish certificates of the military or naval history of soldiers and sailors whose muster out rolls or discharge papers have been lost, and to provide such other information as may be deemed necessary to establish proofs of identity and correct names whenever requested so to do without expense to the applicant. tion. SEC. 2. To defray the expenses of necessary printing, post- Appropriaage and clerical service for the purposes mentioned in this bill there is hereby appropriated for the fiscal year ending June thirty, nineteen hundred four, the sum of one thousand two hundred fifty dollars and for the fiscal year ending June thirty, nineteen hundred five, the sum of one thousand two hundred fifty dollars. rated in state tax. SEC. 3. The auditor general shall add to and incorporate in To be incorpothe State tax for the year nineteen hundred three the sum of one thousand two hundred fifty dollars, and for the year nineteen hundred four, the sum of one thousand two hundred fifty dollars, which when collected shall be credited to the general fund to reimburse the same for the money hereby appropriated. This act is ordered to take immediate effect. Approved May 20, 1903. Relative to examination [No. 132.] AN ACT empowering the State Board of Health to determine the qualifications necessary, examine and license persons qualified to practice the art of embalming and regulate the practice of embalming dead human bodies, and to repeal act number two hundred thirty-three of the public acts of nineteen hundred one. The People of the State of Michigan enact: SECTION 1. The State Board of Health is hereby authorized of applicants. and empowered to determine the qualifications necessary to enable any person to properly embalm dead human bodies and disinfect the premises. The said board, or some member thereof, shall examine all applicants for an embalmer's license, and shall issue an embalmer's license to all persons who successfully pass such examination. No person shall embalm any dead human body, unless he shall hold a valid unrevoked and unexpired license from the Michigan State Board of Health authorizing him to practice the art of embalming. Examinations when held. Proviso. Qualifications necessary to obtain license. Applications, how made. Proviso. Further proviso. Proviso as to person holding diploma. SEC. 2. Embalmers' examinations shall be held in the city of Lansing, at least once each year, and at such other times and places as the said board may designate: Provided, That an examination shall be held once each calendar year in the Upper Peninsula, if five or more residents of the Upper Peninsula shall have on file with the secretary of the said board their applications for licenses. The said board is hereby authorized to send but one of its members to the Upper Peninsula to conduct embalmers' examinations there. SEC. 3. No person shall be granted a license under this act, who has not practiced embalming dead human bodies for at least six months, or shall have had at least six months' practical instruction in embalming and disinfecting under a licensed embalmer. Each application for an embalmer's license shall be made in writing on blanks prescribed by the State Board of Health, and filed with the secretary of said board and shall be accompanied by a fee of five dollars, and proof that the applicant is a person of good moral character and of the age of twentyone years or upwards: Provided. That any person now holding an embalmer's license issued by the State Board of Health, may procure a license under this act by making application therefor within ninety days after this act shall take effect, and shall not be required to take another examination. Such application shall be made upon blanks prescribed by the said board, filed with the secretary of said board and accompanied by a fee of fifty cents: Provided further, That all licenses issued by the State Board of Health by virtue of any statute in this state, shall expire at the end of ninety days after this act shall take effect: Provided further, That any person holdbalmer's diploma issued by the University of Mich יין |