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Form 104. Ship-Building.

Building and repairing ships and engines and furnishing wharfage and dockage.

Form 105. Theatrical Business.

The corporation is constituted for the purpose of carrying on a general theatrical and show business and producing and exhibiting scenic, dramatic, musical, operatic, athletic, literary and vaudeville productions, and entertainments and contracting and negotiating for the same; also of printing and advertising, and manufacturing, buying, and selling goods, wares and merchandise, and especially all things pertaining to the theatrical and show business.

Form 106. Same.

Carrying on a general animal exhibition, theatrical and show business and producing and exhibiting animal shows, scenic, dramatic, musical, operatic, athletic, literary and vaudeville productions and entertainments, and contracting and negotiating for the same; also of buying, selling, breeding, raising and dealing in animals; also of printing and advertising and manufacturing, buying, and selling goods, wares and merchandise, and especially all things pertaining to animal exhibition, theatrical and show business.

Form 107. Title Insurance.

For furnishing abstracts of titles to real estate, and certifying to the correctness thereof.

Form 108. Warehouse and Realty.30

For the purpose of taking on storage, property, goods, wares and merchandise; and of having also safe deposit vaults, so called, for the storage of securities and property, to purchase. hold and occupy real estate, by grant or by lease, (for the purpose of carrying on its business), and for the purpose of transferring property to and from any building or premises occupied, controlled, or leased to or by the corporation or

30 See supra, Forms 36 and 102. See also following note.

elsewhere; and for the purpose of conducting sales of personal property on its premises at public or private sale, whether as agent or broker or otherwise, and for the purpose of hiring, leasing and sub-letting the lands, buildings, wharves and docks for its own use or benefit or profit, to sub-lease and sub-let to any other party or parties and to negotiate and sell leases for others of lands, buildings, wharves and docks within said. Commonwealth or the other States of the United States.

Form 109. Wharf and Realty.31

To acquire, hold, rent, lease, improve and convey lands and lands under water and riparian, dock and maritime rights, to construct docks, dry docks, wharves, piers, basins, derricks, elevators, warehouses, manufactories, stores, shops, tracks and other structures thereon, and to rent, lease and convey the same; to buy, sell, store, manufacture, import and export merchandise, machinery and products, and to build, own, repair and charter ships and vessels, afford them dockage, to commission, own, buy and sell ships and vessels, and generally to carry on a land improvement, real estate, dock, shipping and merchandising business.

(4) By-Law Provisions.

Form 110. By-Laws for a Small Corporation.

ARTICLE I.

NAME AND SEAL.

The corporation shall be known by the name of..... It shall have a corporate seal bearing the name of the corporation, and such other device or inscription as the Board of Directors may determine. The Board of Directors may change the form of the seal and the inscription thereon at any time.

31 See supra, Forms 36, 102 and 108. Corporations to buy and sell real estate in this commonwealth cannot be formed under this act, but must be organized under other acts. See St. 1903, c. 437, § 7, and R. L., c. 123.

ARTICLE II.

OFFICERS.

If

The officers of this corporation shall be a board of directors (consisting of three stockholders), a president, a vice-president, a clerk and a treasurer, all of whom excepting the president shall be chosen by ballot annually, at the first meeting of the corporation and at each annual meeting therafter, and one of said board of directors shall be chosen president by the said directors, and all the said officers shall hold their respective offices until others are chosen and qualified in their stead. any director shall cease to be a stockholder his said office becomes vacant. In case of a temporary absence of any of said officers the directors may appoint a person to perform the duties of such officer during such absence. In case a vacancy shall occur in any of said offices, it may be filled at a special meeting of the stockholders, and until it shall be so filled by them the directors may appoint a person to perform the duties incident to the office until the same shall be filled by the stockholders.

ARTICLE III.

DIRECTORS.

The directors shall have all the powers usually vested in a board of directors of a business corporation. They shall have the general direction, control and management of the property and business of the corporation. They shall have ample power to purchase and to lease, pledge and sell all such personal property and to make all such contracts and agreements in behalf of the corporation as they may deem needful or convenient for the successful prosecution of its business and operations. They shall employ and at their pleasure remove all such persons and agents as they may deem necessary or proper for conducting the business of the corporation, and shall determine the compensation and the duties (in addition to those fixed by the by-laws) of all the officers, agents, clerks and servants of the corporation, and generally do all such lawful acts and adopt all such lawful measures, consistent with the by-laws of the corporation, as they shall deem best calculated to promote to the fullest extent the interests of the stockholders.

ARTICLE IV.

PRESIDENT.

The president shall preside at all meetings of the stockholders and of the directors, and shall with the treasurer sign all certificates of stock issued by the corporation.

ARTICLE V.

CLERK.

The clerk shall be sworn each year to the faithful discharge of his duties and a record of the oath with the evidence thereof shall be made by him upon the records of the corporation. He shall attend the meetings of the stockholders and of the directors, and shall record upon the book of records of the corporation the proceedings of the stockholders and of the board of directors at their respective meetings. He shall have the custody of the certificate and transfer books and stock ledger of the corporation, and shall record all transfers of shares in the corporation. He shall notify the stockholders and directors of their respective meetings in accordance with the by-laws of the corporation, and shall perform such other duties as the directors shall from time to time prescribe.

ARTICLE VI.

TREASURER.

The treasurer shall give bond to the corporation, if required by the directors, in such sum and with such sureties as they may require for the faithful performance of his duties. He shall be subject to such conditions and restrictions as may be made by the directors, have the custody of all moneys, debts, obligations, contracts, documents and other papers belonging to the corporation and of its common seal, and shall safely keep the same, and shall collect all moneys from time to time due and owing to the corporation, and disburse the same pursuant to the contracts and obligations of the corporation or the order of its board of directors or of the stockholders. Together with the president he shall sign all certificates of stock issued by the corporation. The treasurer shall have the sole and exclu

ness.

sive right to make, sign, endorse and accept for and in the name and behalf of the corporation, promissory notes, drafts and checks, and then only in the regular course of its busiHe shall execute and deliver in behalf of the corporation, all such instruments under its common seal as may be ordered by the stockholders or directors, unless their execution and delivery is otherwise provided for by vote, and shall affix the common seal to all certificates of stock issued by the corporation, and shall perform such other duties as the directors may from time to time require.

ARTICLE VII.

MEETINGS OF DIRECTORS.

The meetings of the directors shall be held as often as the needs of the corporation may in their opinion require, and may be called by the president or treasurer or any director; and the clerk shall notify the directors of such meeting whenever requested in writing by the president, treasurer or the director calling such meeting. A notice in writing, mailed postage prepaid, forty-eight hours before the meeting, addressed to each director at his usual place of business or abode or delivered to him in hand shall be sufficient notice of the meeting. Notice of any meeting may be dispensed with if each director by a writing filed with the records of the meeting waives such notice.

ARTICLE VIII.

THE NOTICE OF STOCKHOLDERS' MEETINGS.

Notice of all meetings annual and special of the stockholders shall be given to each stockholder by leaving such notice with him or at his residence or usual place of business, or by mailing the same, postage prepaid, addressed to him at his address as it appears upon the books of the corporation, seven days at least before the time of such meeting. Notice of any regular or special meeting may be dispensed with if every stockholder or his attorney thereunto authorized by a writing filed with the records of the meeting waives such notice.

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