The Act Concerning Corporations in the State of New Jersey, Approved April 7, 1875: With All the Amendments to January 1, 1892, Together with Notes and Forms

Front Cover
F.D. Linn & Company, 1892 - Corporation law - 160 pages
 

What people are saying - Write a review

We haven't found any reviews in the usual places.

Contents

FORMATION CONSTITUTION ALTERATION DISSOLUTION 10 Purposes for which corporations may be formed Certificate to be filed Formatio...
10
Certificate of incorporation and what it shall set forth
11
Certificate and certified copy evidence
12
Upon making and recording certificate persons associating incorporated
13
All companies to have powers and be subject to liabilities in this act provided
14
Company may carry on a part of business out of state and hold real estate out of state
15
Directors and officers
16
Election of directors and president 18 Secretary and treasurer
18
Other officers to be elected and hold according to bylaws
19
Vacancies filled according to bylaws
20
Proxies allowed Bylaws to regulate elections
21
First meetings how called
22
Certificates of stock
23
Stock may be increased and
24
Power to issue general and preferred stock
25
Transfer of stock
26
Assessments on stock
27
Stock may be sold for nonpayment of assessments
28
Proceedings for sale of shares
29
Certificate of amount of capital stock paid
30
Certificate of increase of stock
31
Penalties for not making certificates
32
Company may reduce stock and change nature of business
33
How companies may be dissolved
34
This act alterable Effect of legislative action
35
Stock books to be open for thirty days previous to election and alpha betical list of stockholders to be made
36
Elections to be by ballot
37
Each share to have a vote Proxy allowed
38
Persons holding stock as executors c may vote
39
Nonresident stockholders may vote
40
List of stockholders to be produced at election
41
Candidate for director not to act as officer of election or his election void
42
Companies not to vote on their own stock
43
Supreme Court to proceed summarily to review proceedings at elections
44
Bylaws as to elections not valid unless made thirty days previous to any election transfer books to be evidence of right to vote
45
On the failure to hold election new one shall be had on notice failure to elect not to work dissolution of corporation
46
Persons to be elected directors shall be stockholders
47
Directors ceasing to be stockholders shall cease to be directors
48
List of directors c to be filed with secretary of state who shall issue certificate to that effect
49
Stockholders meeting to be held in this state companies may have office outside but must keep stock and transfer books in office within this state cou...
50
Calling of meetings by stockholders
51
Declaration of dividends by manufacturing corporations
52
Liability for refunded capital before debts are paid
53
Payment of capital to be in money and no loans to stockholders
54
Stock may be issued for property purchased
55
False representation by company and penalty
56
Execution on debts due the company
67
Penalty for refusing to answer
68
Duty of directors in case of insolvency Exhibit to be made
69
Remedy in chancery by bill
71
Receiver to make inventory and report
76
Further powers of receivers
77
Trial by jury allowed at the circuit
78
Receivers majority may act May be removed
79
Distribution how made
80
Suits pending may be continued
81
Appeal to chancellor Power of the court
82
Corporations not to transact business when receivers are appointed
83
Land may be sold
84
Franchises may be sold
86
Process what and how served
87
Execution against stockholders and directors to stay till remedy exhausted against company
96
Foreign corporations authorized to hold and convey real estate in this state
99
Contracts for sale letting c franchises c shall be acknowledged and proved and recorded in the office of the secretary of state
100
Repeal of Manufacturing Company act of 1846 and supplements
101
Repeal of act of 1849 and supplements
102
Foreign corporations doing business in this state subject to the provisions of the general act concerning corporations
103
Repealer
104
Taxation of property of corporations Proviso
105
Time of holding elections and declaring dividends how changed
106
Formation of water companies
107
Plank road companies Residence of directors
108
Corporate existence may be extended
109
Certificate must be filed
110
But no irrepealable charter
111
Only majority of directors of water company must reside in this state
112
On dissolution list of directors c filed
113
Changing name of corporation 115 Liability not affected by change of name
115
Increase of stock and number of directors
116
Chartered corporation may decrease stock
117
Any company may change par value of shares
118
Any company may increase stock and number of directors
119
Bank impaired may reduce stock
120
Reorganizing company may mortgage property
121
Manufacturing companies may come under this
122
Corporation to be taxed on stock and surplus
123
Cooperative companies
124
Removal of principal office
125
Amended certificate of incorporation
126
Rights not impaired thereby
127
Elections held after prescribed
128
Not to apply to literary or religious society
129
Corporations as executors
131
Reorganization of turnpike and bridge companies
133
Service of process on foreign corporations
134
Capital may be increased to pay bonds
135
Extension of corporate existence not to extend exemptions from taxes
136
Foreign corporations may hold land
137
Decrease of capital by company created by special
138
Insolvent company may issue bonds
139
Lost certificates issue of
140
Discharge of companys liability in such case
141
Proceedings to compel new certificate
142
Assessments of mining stock
143
Guarantee of dividends on certain stock
144
Fee to state on filing certificate of organization
145
Fee on filing amended certificate
146
Fee on increasing capital stock
147
Certificates not to be filed until fees paid
148
Suit against receiver not abated by his death
149
Foreign benevolent corporations may hold land
150
Consolidation of certain companies
151
Societies for relief of clergymen
152
Cashiers to give bonds
153
Electric light company may use highway
154
Wires may be laid under ground
155
Wires must not be laid near water or gas pipes
156
Franchise tax on certain companies
157
Annual reports to state assessors
158
Penalty for false statement
159
Amount of franchise taxes 161 Proceedings of state assessors 162 Action may be brought for the tax 163 Injunction against delinquent company 164...
160

Common terms and phrases

Popular passages

Page xv - The Legislature shall pass general laws providing for the cases enumerated in this section, and for all other cases which in Its judgment may be provided for by general laws.
Page xv - No county, city, town or village shall hereafter give any money or property, or loan its money or credit to or in aid of any individual, association or corporation, or become directly or indirectly the owner of stock in, or bonds of, any association or corporation; nor shall any such county, city, town or village be allowed to incur any indebtedness except for county, city, town or village purposes.
Page 88 - ... in one newspaper published in the county where the principal place of business of any of said corporation is.
Page 5 - In case of any violation of the provisions of this section, the directors under whose administration the same may have happened, except those who may have caused their dissent therefrom to be entered at large upon the minutes of such directors...
Page 29 - ... to take charge of the estate and effects thereof, and to collect the debts and property due and belonging to the corporation, and to pay the outstanding debts thereof, and to divide the moneys and other property that shall remain over among the stockholders or members.
Page 147 - ... prescribing the terms and conditions thereof, the mode of carrying the same into effect, the name of the new corporation, the number and names of the directors and other officers thereof, and who shall be the first directors and officers, and their places of residence, the number of shares of the...
Page 153 - Any corporation may purchase, hold, sell, assign, transfer, mortgage, pledge or otherwise dispose of the shares of the capital stock of, or any bonds, securities or evidences of indebtedness created by any other corporation or corporations of this or any other state, and while owner of such stock may exercise all the rights, powers and privileges of ownership, including: the right to vote thereon.
Page 94 - ... and in the absence of actual fraud in the transaction, the Judgment of the directors as to the value of the property purchased shall be conclusive...
Page 2 - To hold, purchase and convey such real and personal estate, as the purposes of the corporation shall require, not exceeding the amount limited in its charter:
Page 3 - No Corporation created, or to be created, and not expressly incorporated for banking purposes, shall, by any implication or construction, be deemed to possess the power of discounting bills, notes, or other evidences of debt ; of receiving deposits ; of buying...

Bibliographic information