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the regiment, and may elect or appoint from among its numbers such officers under such name and style as shall be in accordance with its constitution.
SEC. 8. The location of the business office of the regi- Location of ment and State convention shall be located in the city of Detroit, county of Wayne and State of Michigan, and subordinate companies shall have their business office where said company has been chartered and organized.
Approved June 12, 1891.
[ No. 125. ]
AN ACT to amend sections one and two, of act number
two hundred and seventy-five of the public acts of one thousand eight hundred and eighty-seven, entitled " An act to prohibit railroad companies from taking up their tracks, abandoning their stations, and failing to operate their roads in certain cases."
of , etc.
SECTION 1. The People of the State of Michigan enact, Sections That sections one and two, of act two hundred and seventyfive, of the public acts of one thousand eight hundred and eighty-seven, entitled "An act to prohibit railroad companies from taking up their tracks, abandoning (their) stations, and failing to operate their roads in certain cases" be só amended as to read as follows:
SECTION 1. It shall be unlawful for any railroad company, Unlawful to take organized under any law of this State, and whose road has etc., track, exbeen constructed wholly or in part by public aid or local ceptoon deeree subscription given as a bonus for such construction, having once constructed and put in operation the whole or any portion of said road, and located and opened for business, stations and houses thereon, to thereafter take up, abandon or cease the operation of its said track, or any portion thereof or to close up and abandon its said stations and station houses, or to withdraw the agents therefrom, except upon the decree or order of the circuit court of the county or counties through which said road may run, and in which it is desired to take up and abandon such track, or to close up such station or stations and withdraw the agents therefrom, upon petition of the railroad company desiring to make such Petition of railabandonment to be made to said court and after citation to the commissioner of railroads and at least four
weeks' Notice of pen. publication of the pendency of the petition aforesaid in some dency of petition newspaper published in the county or counties in which the track proposed to be abandoned runs, and if there be no such paper published in such county or counties then in some newspaper published in the city of Lansing, in said [this] State, and after making such citation and publication as herein provided, a hearing upon said petition shall be had in like manner as is provided by law for other chancery
Proviso as to repayment of bonus, etc.
as to deeding back right of way.
Company violating act liable in damages, etc.
proceedings in this State, and at such hearing the said commissioner of railroads, either by the Attorney General or the prosecuting attorney of the county in which said proceedings shall be had, or any citizen interested, either in person or by attorney, shall be entitled to appear and be heard in opposition to the granting of said petition: Provided, That no order or decree granting the prayer of any such petition shall be made by any circuit court except upon condition that such railroad company first pay back to each individual, private, or public corporation, or to the heirs, executors, administrators, successors or assigns of such individual or corporation, all moneys received by such railroad company from such individual or corporation as a bonus and interest thereon at the rate of six per cent per annum, from
and after the time such bonus was granted, not to exceed Purther proviso five years: And provided further, That such railroad com
pany first deed back to the person, persons or corporation from whom it was received or to his or its heirs, assigns, executors, administrators or successors, each and every tract, part or parcel of land or right of way, obtained from such person, persons or corporation.
SEC. 2. Any company violating any of the provisions of section one of this act shall be liable in damages to any individual company or corporation having contributed as a bonus either as public aid or private subscription to the construction of said railroad, whether such bonus was in the form of land, money, labor, buildings or material, in such sum or sums as they may be able to prove they will sustain
or have sustained on account of such abandonment, and they may bring their action in any court of competent jurisdiction in this State. And no decree or order for a proposed abandonment shall take effect or be of any force
until all awards of such contributors be first legally and Proviso as to log- fully settled and paid: Provided, That the provisions of
this act shall not apply to any forest or ore roads constructed
exclusively for the purpose of logging or mining: And Further proviso. provided further, That this act shall not apply to the aban
donment by any railroad company of its tracks between two
This act is ordered to take immediate effect.
ging or ore roads.
[ No. 126. ]
AN ACT to amend sections seven, ten and fifteen, and to
change the numbers of sections sixteen and seventeen, and to add new sections known as numbers sixteen, seventeen
eighteen, nineteen, twenty, twenty-one, twenty-two, twentythree, twenty-four, twenty-five, twenty-six, twenty-seven, twenty-eight, twenty-nine, thirty, thirty-one, thirty-two and thirty-three to act number one hundred eight of the public acts of one thousand eight hundred eighty-nine, entitled “An act to provide for the incorporation of trust, deposit and security companies, and to repeal act fifty-eight of the session laws of one thousand eight hundred seventy-one, approved March twenty-nine, one thousand eight hundred seventy-one, entitled 'An act to provide for the incorporation of trust, deposit and security companies,' being chapter eighty-eight, of Howell's Annotated Statutes; also to repeal act number one hundred twenty-three, of session laws of one thousand eight hundred eighty-three, approved May twenty-five, one thousand eight hundred eighty-three, entitled 'An act to amend section nine, of act fifty-eight, of the session laws of thousand eight hundred seventy-one, approved March twenty-nine, one thousand eight hundred seventy-one, being compiler's section two thousand two hundred ninety, relative to the corporate rights of trust, deposit and security companies.
SECTION 1. The People of the State of Michigan enact, Act amended, That sections seven, ten and fifteen of an act entitled “An etc. act to provide for the incorporation of trust, deposit and security companies, and to repeal act fifty-eight of the session laws of eighteen hundred seventy-one, approved March
twenty-nine, eighteen hundred seventy-one, entitled 'An act to provide for the incorporation of trust, deposit and security companies, being chapter eighty-eight of Howell's Annotated Statutes; also to repeal act number one hundred twenty-three of the session laws of eighteen hundred eightythree, approved May twenty-five, eighteen hundred eightythree, entitled 'An act to amend section nine of act fiftyeight, of the session laws of eighteen hundred seventy-one, approved March twenty-nine, eighteen hundred seventy-one, being compiler's section two thousand two hundred ninety, relative to the corporate rights of trust, deposit and security companies, be and the same are hereby amended so as to read as hereinafter contained. And that the numbers of sections sixteen and seventeen of said first mentioned act be changed, etc. and the same are hereby changed to numbers thirty-four and thirty-five respectively, as hereinafter contained. And that sections numbered sixteen, seventeen, eighteen, nineteen, twenty, twenty-one, twenty-two, twenty-three, twenty-four, twenty-five, twenty-six, twenty-seven, twenty-eight, twenty: nine, thirty, thirty-one, thirty-two and thirty-three, be and the same are hereby added to the said act as hereinafter contained.
Sec. 7. The stock, property and affairs of such corporation Election of shall be managed by not less than seven directors, each of directors, etc. whom shall own and hold in his own name not less than ten shares of the capital stock of the company, to be elected
Term of office.
Proviso as to quorum
receiving money, etc., in case of
after the first election, on the second Tuesday of December of each year, in such manner as the by-laws of such corporation shall determine, and shall hold their offices for the period of one year, and until their successors shall be duly chosen; said directors shall have power to make all by-laws that may be proper and necessary for them to make, not inconsistent with law, for the general regulation and management of the
business of the company, and the administration of its To choose affairs; and shall choose one of their number president and president.
a majority of them convened according to the by-laws shall constitute a quorum for the transaction of busines: Provided, That when the number of directors shall exceed fifteen, onethird of them shall constitute a quorum for the transaction of business; the said board of directors shall have the power to fill any vacancy which may happen in their board by death, resignation or otherwise for the current year. The board of directors of any such corporation may declare a dividend of so much of the net profits of the company, after providing for all expenses, losses, interest and taxes accrued or due from said company, as they shall judge expedient; but before any such dividend is declared not less than onetenth of the net profits of the company of the preceding half year, or for such period as is covered by the dividend, shall
be carried to a surplus fund until such surplus shall amount Penalty for
to twenty per cent of its capital stock. The directors and
officers of any such corporation who shall fraudulently and insolvency, etc. with intent to cheat and defraud any person, receive any money
or property, knowing or having good reason to believe that such corporation is insolvent, shall be deemed guilty of a misdemeanor, and punished upon conviction thereof by a fine, not to exceed one thousand dollars or imprisonment in the county jail or State House of Correction and Reformatory at Ionia for a period not exceeding one year, or both
such fine and imprisonment at the discretion of the court. Penalty for vio- Every officer, clerk, agent or employé of any such corpora
tion who shall knowingly aid or assist in a violation of any of the provisions of this act, shall be deemed guilty of a misdemeanor, and punished by a fine not to exceed one thousand dollars or imprisonment in the county jail or State House of Correction and Reformatory at Ionia for a period not to exceed one year. If the board of directors or a quorum thereof of any such corporation shall knowingly violate or knowingly permit any of the officers, agents, or employés. of the company to violate any of the provisions of this act, and after warning from the commissioner shall fail to make good all loss and damage resulting from such acts or omissions, such conduct shall constitute a ground for a forfeiture of the charter and privileges of such company; and it shall be the duty of the commissioner, with the assent of the Attorney General, to institute proceedings to enforce such forfeiture and to secure a dissolution and liquidation of said company.
lating act, etc.
What to work forfeiture of charter, etc.
SEC. 10. It shall be lawful for any such corporation to May hold per.
sonal estate, etc. lease, purchase, hold and convey all such personal estate as may be necessary to carry on its business, or
as it may deem necessary to acquire in the enforcement or settlement of any claims or demands arising out of its business transactions and to execute and issue in the transaction of its business all necessary receipts, certificates, papers and contracts, which shall be signed by such person or persons as may be designated by the by-laws of such corporation; and May hold real it shall be lawful for any such corporation to lease, purchase, hold and convey real estate as its corporate property for the following purposes, but no other:
First, Such as shall be necessary for the convenient trans- For business action of its business, including with its business office purposes. other apartments in the same building to rent as a of income; but which shall not exceed fifty per cent of its paid in capital and surplus;
Second, Such as shall be conveyed to it in satisfaction For debts. of debts previously contracted in the course of its business;
Third, Such as it shall purchase at sales under judg- On decrees, etc. ments, decrees or mortgages held by it, but such corporation shall not bid at any such sale a larger amount than is necessary to satisfy its debt and costs. Real estate shall be conveyed by such corporation under its seal and the hand of of such officer or officers as may be designatad by the by-laws of such corporation. No real estate acquired in the cases Time may hold contemplated in the second and third sub-sections above shall be reckoned as an asset for a longer time than five years.
And it shall also be lawful for such corporation to take and accept by grant, assignment, purchase, transfer, devise or bequest, and hold any real or personal estate in trust, in pursuance of the directions of any trust created in accordance with the laws of this State, or of the United States. Every such corporation shall keep on hand funds to an of reserve. amount equal to at least twenty per cent of its matured obligations and money due and payable, three-fourths of which reserve may be kept in any bank or trust company approved by the commissioner of the banking department.
SEC. 15. Every such corporation shall make to the com- To report missioner of the banking department of the State of Mich- quarterly, etc. igan, not less than four reports during each calendar year at such time as said commissioner shall require the same, according to the forms which he shall prescribe and furnish. Such reports shall be verified by the oath or affirmation of the president, vice president, secretary or treasurer thereof, and signed by at least three of the directors. Such reports Contents of shall exhibit" in detail and under appropriate heads, the resources, assets and liabilities of the company at the close of business on any past day by him specified, and shall be transmitted to said commissioner within five days after the receipt of a request therefor from him, and in the same form such reports shall be published in a newspaper in the