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claimed by any person or persons authorized to receive the same for two years then next preceding.
Seo. 2. Such statement shall set forth the time that every such deposit was made, its amount, the name, and the residence, if known, of the person making it, the name of the person in whose favor the dividend or interest may have been declared, its amount, and upon what number of shares, and on what amount of stock, bonds, or other evidence of indebtedness of any such company or association.
Sro. 3. The term “ association” shall include every individual doing business alone under any general or special law of this state.
INDIVIDUAL LIABILITY OF BANK STOCKHOLDERS. A correspondent of the Journal of Commerce takes a sensible view of the individual liability clause of the act to“ enforce the responsibility of stockholders,” &c., passed at the last session of the New York Legislature, (for a correct copy of the law, see our“ Journal of Banking, Currency, and Finance,” page 661, in this Magazine, for June, 1849,) in the following communication :
We cannot but think that there is an undue weight placed upon the individual liability which the constitution imposes upon stockholders of the banks after the 1st of January next, and that it would have been more judicious in the Bank of Commerce to call a meeting of the shareholders, and annul the obnoxious section in their articles of agreement preventing the assumption of any individual liability, rather than adopt the resolution that they have come to-to cease as a bank of issue.
There is no probability that the other banks will come to the same conclusion, and we presume that the intelligent gentlemen comprising the direction of that institution would scorn the idea of sheltering themselves under their wings, by paying out their notes shielded from the dangers of the conflict, but participating in the fruits of victory. Should all the banks withdraw their circulation, the only domestic medium of exchange for the community would be bags of specie, (of which they have already had a taste in the Sub-Treasury,) or bank notes of other States, of which they know nothing. As these institutions are, nominally at least, chartered for the public good, the public convenience should in some measure be consulted. That it is just and right that guardians and trustees should not be liable for investments from which personally they derive no benefit, cannot be denied; and of consequence, stock held by those parties will pass into the hands of other capitalists; but, as a case, to judge how far there is a probability that stockholders will be called upon to make good its losses, we will take the Bank of Commerce as an example. By the statement of affairs (in round numbers) they hold property as follows: Loans and bills discounted.
$4,200,000 Public stocks.....
800,000 Real estate
110,000 Notes of other banks.
680,000 Other assets..
Leaving a balance in their hands, beyond all claims of the
Rather a slight chance, we deem, that the stockholders should have to shoulder individual liability in this case. It may be said that the present position of an institution is no index of what it may be. Very true; but our banks, many of them, have now quietly wended their way thirty, forty, and sixty years, rarely intermitting a dividend. Certainly none of the larger institutions have ever sunk one-half of their capitals; and under the salutary restraint of the Sub-Treasury, (clogged, though it be, with absurd details,) it is not likely that those wild expansions, injurious alike to the lender and to the borrower, will again occur. There is only one position in which they can be placed in which there would be a likelihood that the stockholders could be called upon in their individual capacity, and that might be by their sudden winding up—from a suspension of specie payments. Should such a catastrophe ever take place, the whole community must come down with them, for the debt due to them by the public is limited within a circle of probably less than ninety days. Of the relative position of the city banks as lenders, and the public as lenders, we take (which happens to be at hand, though not the latest,) the statement of the former in December last:They held in the shape of promissory notes, specie, stocks, &c., property to the amount of..
$63,000,000 They owed the public for their bank notes in circulation.. $5,920,000 To individual depositors..
21,500,000 To banks.....
A surplus to be returned to the stockholders after liquidating their debts to the community.......
$26,880,000 The property of the country is increasing each year in an enormous ratio, while the bank capital remains nearly stationary. That losses may occur occasionally, even larger ones is within the bounds of probability; but that these city institutions, in the hands of intelligent and practical men, should be placed in a position where their capitals should be sunk, appears so distant as hardly to be allowed within the bounds of possibility.
BANKING IN THE STATE OF NEW YORK, We publish below the explanations of the State Controller in regard to the provisions of two acts of the Legislature of New York relating to stock securities, and the personal liability of stockholders in banking institutions. For a correct copy of the second act named in the circular of the Controller below, our readers are referred to the Merchants' Magazine for June, 1849, vol. xx., page 661.
CONTROLLER'S OFFICE, ALBANY, May 1, 1849. Sır:- I transmit to you herewith a copy of two acts of the Legislature, passed at the recent session, containing provisions of much importance to the banking institutions of the State.
The first of these is an act amendatory of the general Banking Law. It will be perceived that the first section makes a material change in the character of the stock Becurities required to be deposited with the Controller as a security for the redemption of circulating notes. Under the previous law, the Controller could receive no other than stock of the State of New York, bearing, or made equal to, 6 per cent. The present act provides that one-half the amount of stock securities deposited in this office, may consist of stocks of the United States, “ in all cases to be, or to be made equal to, a stock producing an interest of 6 per cent per annum.”
Banking associations and individual bankers who have heretofore deposited stocks of this State, and who may desire to avail themselves of this provision, will be permitted to withdraw the securities now held, and to substitute there for stocks of the State of New York and stocks of the United States in equal proportions.
The succeeding sections of the act referred to are intended to enable the stockholders of the S..fety Fund Banks, as their respective charters shall expire, to preserve the the continuance of their institutions, by a reorganization under the provisions of the general law and the several acts amendatory thereof.
To facilitate the transition from one system to the other, without embarrassment to the banks or the community, the Controller is authorized to receive a deposit of securities in amounts of not less than $10,000, which may be increased from time to time
for three years, within which time the deposit must be made equal to the minmum sum of $100.000, required to be pledged by associations formed under the original pro visions of the general Banking Law.
By the second of the acts hereto annexed, the Legislature have prescribed the manner of giving effect to the provision of the Constitution, which imposes a personal liability upon stockholders in moneyed incorporations, in the event of their failure.
The nature and extent of this liability is wisely defined to the end that each stockholder shall be responsible for himself only, for an additional amount equal to the stock he may hold, and that our citizens, investing their capital in moneyed institutions, may know in advance the utmost limit of the liability to which they may be subjected.
It is hoped and believed that the provisions of this act will be satisfactory to those interested in our banking institutions, and the community at large. The interest of stockholders and of the public, in respect to the soundness and safety of the capital employed in the business of banking, may be regarded as identical. It is conceived that the limited liability now imposed, so far from exposing shareholders to increased hazard, will tend to ensure the safety of their investments by inducing vigilance and prudence in the administration of their affairs, and thus afford new safeguards for the protection of their own interests and the rights of their creditors.
With this additional inducement to the exercise of reasonable care, and with the results of past experience to serve as a warning against the danger of illegitimate expansive operations, it is hardly conceivable that a moneyed institution possessing a bona fide capital, and administered under the guidance of honest directors, should suffer a loss of its entire capital, and expose its owners to further contributions. Very respectfully,
WASHINGTON HUNT, Controller.
THE WALL-STREET STOCK BROKER ; AND AN EXPLANATION OF THE TERMS “WASHING," " LONG AND SHORT," " CORNERING," KTO.
In a former number of the Merchants' Magazine we gave, from the Day-Book, a brief history of stock brokers' operations in the board, explaining, at the same time, the meaning of the signs and technical phrases used by those who deal in stocks. From the same source we compile a brief history of the games that are played, and the means used to catch the unwary, and out-maneuver the cunning and the shrewd; including an explanation of the well-known Wall-street terms of “long and short," “ cornering,” and “washing.” We will not vouch for the character of the “Wall-street broker" as portrayed by our friend of the “ Day-Book ;" and, therefore, if any of the class feel aggrieved, we will cheerfully open our journal for explanation or defense.
It is a matter of some surprise to those who have never been in Wall-street, that so many live by merely buying and selling stocks, and some get rich. When men consume the necessaries of life, it seems in justice that they ought to create some of them, or at any rate they ought to do something for the benefit of those who do create them. An actor, painter, sculptor, or artist of any kind, usually gives to the producers of those things he consumes something that pleases the fancy-something that gratifies and amuses them. So with the keepers of ten-pin alleys and billiard rooms, segar makers, jewelers, makers and venders of artificial flowers, laces, silk fringes, ribbons, and orpaments of all kinds—each gives something to the grower of potatoes in return for what they eat. The eye, ear, or taste is fed by all who take from the farmer or mechanic the products of his labor. Even the novel writer returns something to the hand that feeds him. The lawyer settles disputes, the doctor heals the sick, the preacher directs the mind to the road of peace. All these various classes eat, drink, sleep, and are clothed; yet not one of them creates a particle that he eats, or a thread that he wears. Still he does something. The “silk goods merchant” preaches against the wearing of jewelry, and, dangling an ear-drop in his hand, asks if the fair wearer expects to wear them in heaven; and the vender of finger-rings in return asks, if he who sells paper roses and embroidered pocket-handkerchiefs expects to deal in merchandise in heaven. There is no trader but thinks others worse than himself.
As has been stated, all consumers of food and clothing give something in return. Not so the broker. He is of no more benefit to mankind, or rather his business is not than a game of quoits or ball. How, then, do sọ large a number live and make mo
ney! That is a question, like many others, easier asked than answered. The only answer that can be given is, that they live by “making money.” One class live by finding purchasers of notes for owners who have not wit or energy enough to find them themselves. Another live by buying country bank bills at one price and selling them at another, simply because there are fools enough in the trade to take them at par, when they are 3 to 1 per cent less than par. Some live by hunting up purchasers of cotton for those who are too rich or lazy to do it themselves. But these brokers are only clerks and agents with another name.
T'he stock broker is entirely another character. He is a gentleman—a gentleman by birth and education--a gentleman in manners and hibits, and a gentleman in all the various relations of life-even to keeping his trotting horse, having a box at the opera, and a pew in the church. The stock broker is a scholar, too. Some are historians; some novel writers, and some are poets. Some are members of the medical faculty; some are deacons in churches ; some are politicians ; some diplomatists, and some Jews and aldermen. By nature the stock broker is a talker-yet he knows when to hold his tongue. He will talk about everybody's business but his own. His ears are always open, but he never believes one word he hears about stocks. By common consent. every stock broker is allowed to lie as much as he pleases when making a bargain; but if he denies having made it, or backs out, he is down. If he has a thousand shares of stock to sell, he appears most anxious to buy, and vice versa, and never deceives so effectually as when he tells the truth.
* Cornering" and " washing” are phrases much used among brokers, but not generally understood out of Wall-street.
Washing is when John makes a sale in public to Joe, with a previous understanding that Joe is not to take the stock. For instance, John holds a large amount of Harlem which he is anxious to get rid of. If he throws it into the market at once, he is pretty sure to “knock the price down." His safety depends upon a “stiff” market; and he goes to Joe and makes an arrangement with him to take 500 shares at full price, or an eighth above. They both go into the board, and when Harlem is called, John offers a hundred shares at 581 cash. No one takes them, but several bid 57 a 571 to . John comes down }, and Joe “takes 'em;"—“a hundred more," “ take 'em "_"a hundred more,” “ take 'em ”—“a hundred more," "take 'em.” John now “holds up," and Joe offers to take a hundred more. If some “old stager” sees through the game, he "sticks ” Joe with a hundred, and the game is up; if not, why John may be said to have succeeded, and the market for Harlem is firm.“ Washing” will hardly go
down at the board; the game is too old, and there is too much danger in playing it when there are none but old brokers present; but in the street it is very common, and many a “green” one is taken in by a “wash sale." The truth is, a man who does not understand the business had better go to California than speculate in stocks.
LONG AND SHORT. These are brokers' phrases that have not yet been explained, and as mysterious and misunderstandable as any other. “Long" means when a man has bought stock on time, which he can call for at any day he chooses. He is also said to be " long" when he holds a good deal.
“Short” means when a broker sells stocks, to be delivered at a future day. If he owns the stock he sells, or agrees to deliver, he is both “long" and "short" at the same time. The effect of one contract neutralizes or "blocks" the other, and in reality he is neither “long” or “short.” If he does not own the stock-which is the case nine times in ten-he is “short,” or what is the same thing, a “ bear;" and it is for his interest to get the price down so as to be able to buy the stock to deliver at a less price than he sold.
CORNERING. Ten or twelve years ago, the game of cornering was played a good deal in Wall-street; and down to 1840, there were many attempts by various parties to play it successfully, but nearly every one was a failure, and ended in a loss to the parties making it. Cornering is done after this wise.
Four, five, six, or ten (as the case may be) brokers enter into an arrangement with each other to buy up and get control of the entire stock of some company. They commence by depressing the stock as much as possible. To do this, they must all appear to be sellers, and cry down the price, representing it to be worthless, and themselves heartily sick of everything pertaining to it. While they are publicly selling lots of 100 or 200 shares, their agents or tools are buying all they can get hold of. As soon as they have bought all the cash stock they can find in this way, they turn suddenly around and begin to buy on time. Parties not in the secret of course are willing to sell on 30, 60, or 90 days—even though they do not possess the stock, thinking
that before the expiration of that time they will be able to buy it at a less price than they sold it at. In this way thousands of shares are sold to be delivered at a future day, to the very men who own every share of stock that has every been issued. When the time arrives for delivery, the sellers discover that there is no stock to be had but of the men to whom they have sold it. Of course, they must pay whatever the owners choose to demand. If the game is well played, the cornerers will make as much in selling out as they have in buying in. Should every one of the party prove true to his comrades, they will so manage as to get rid of the whole stock to outsiders at a high price. It will be readily seen that this is a very dangerous game unless well played; for should any of the parties interested "let fly” without letting the others know it, the game is up, and although he may make a fortune, it will be at a sacrifice of all the others. To corner successfully, requires a little more confidence in one another than is found now-a-days.
The last completely successful cornering operation was made about twelve years ago, in Morris Canal. Some parties in Newark, N. J., and some in New York city, united in buying up all the stock of the company at something less than 30 per cent on its par value. After getting it all into their own hands, they bought all they could contract for on time, and when the parties from whom they bought wanted the stock to deliver, they (the buyers) sold it to them. “Morris ” went up to 150, and there the cornerers kept it until they got rid of nearly every share.
BILLS OF EXCHANGE AND PROMISSORY NOTES IN THE CANADAS. An act which passed the Canadian Parliament in May, 1849, relating to Foreign Bills of Exchange and Promissory Notes, in Canada, goes into operation there on the first of August, 1849. It materially changes the laws regulating inland bills, &c. Ite most important provisions we publish below, for the benefit of such of the readers of the Merchants Magazine as have business in Canada :
That any bill drawn or note made payable to the order of any person, or to the order of the maker or drawer thereof, shall be transferable by endorsement either in full or in blank, or by delivery, and the holder under a blank endorsement shall have the same remedy by action as if the endorsement were in full. [These are not the clearest terms that might have been used.]
Three days of grace, and no more, next after the day when such bill or note shall become due and payable, or after the day when such bill shall be presented to the drawer thereof, and shall be allowed for the payment thereof, and shall be reckoned to expire in the afternoon of the third of the said days of grace, unless the said third day shall fall on a Sunday or holiday, when the next day preceding not being a Sunday or holiday shall be the last of the days of grace.
Nothing herein contained shall be construed to entitle the maker of any note payable on demand to any days of grace, or to prevent the holder from demanding pay. ment for the same at any time, and protesting for non-payment whenever the same shall be refused.
Whenever any bill shall be refused acceptance by the drawee thereof, the same may be forthwith protested; and after due notice of such protest shall have been given to the parties liable on such bill, the holder thereof may insist on immediate payment from the said parties, and may sue for and recover the amount of such bill with costs and interest as if the same had matured and been protested for non-payment; provided that when due notice of non-acceptance shall have been given to the said parties, it shall not be necessary afterward to present the said bill for payment, or if such presentment be made to give notice of the dishonor. If, at the expiration of the forenoon of the last day of grace any bill or note shall be unpaid, the holder thereof may cause the same to be duly presented for payment, and in default thereof to be protested. No presentment and protest for non-payment of any bill or note shall be sufficient to charge the parties liable on such bill or note, unless such present ment and protest be given to the said parties as hereinafter provided.
The liability of such acceptor or maker toward the holder, shall continue in full force, although the liability of the parties may be discharged from the want or illegality of protest or of notice of protest.
any service of notice of protest for non-acceptance or non-payment, if made within three days next after the day upon which such bill or note shall have been protested,