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Directors to elect officers,

of which election, the directors shall previously thereto appoint three stockholders, not being directors, to be judges of elections, who shall conduct and regulate the same; they shall determine whether the persons voted for, are qualified to be elected direc tors; and after the conclusion of the ballot, shall decide and declare who are elected directors, and the said election shall be made by such of the stockholders as shall attend for that purpose, either in person or by proxy, and each stockholder shall be entitled to one vote for each share of stock, which he, she, or they shall have held, in his, her, or their names, at least two months before the time of voting; and all such elections shall be ballot; and the persons who shall have the greatest nnmber of votes, shall be directors, who shall take an oath of office; and if it should so happen that at any election, that two or more persons shall have an equal number of votes, then the said directors in office, at the time of such election, or a majority of them, shall proceed by ballot, and plurality of votes. to determine which of the persons so having an equal number, shall be the director or directors, so as to complete the whole number; and the directors so elected, as soon as may be thereafter, shall proceed in like manner, to elect one of their number, by ballot, who shall be their president; in like manner to elect one of their number, by ballot, who shall be their first vice president; in like manner to elect one of their number by ballot, who shall be their second vice president; in like manner to elect one of the stockholders, not being a director, or one of their number, by ballot, who shall be their treasurer; in like manner to elect one of the stockholders, not being a director, or one of their number, by ballot, who shall be their recording secretary; in like manner to elect one of the stockholders, not being a director, or one of their number, by ballot, who shall be their corresponding secretary and whenever a vacancy or vacancies shall happen, either among the directors, or any of the said elective officers, by death, resignation, or otherwise, such vacancy or vacancies shall be filled for the remainder of the year, by such person or persons, as the remainder of the directors, for the time being, or a majority of them, shall appoint; and that Timothy B. Crowell, Seth Boyden, Silas H. Kitchell, Solomon C. White, Reuben Edmonds, William P. P. Sandford, Edwin Ferguson, Timothy First director C. Conner, William F. Hopson, Benjamin Beaston, Aaron Johnson, James Hewson, Luke Reed, James Lawson, William Sandford, Moses Bigelow, Joseph N. Tuttle, Willian Little, Alvan Hedden and Isaiah F. Drake, shall be directors, and shall hold their offices, respectively, until the first Wednesday in March, in the year of our Lord, eighteen hundred and thirtyseven, and until others shall be chosen by the stockholders.

Sec. 5. And be it enacted, That in casc it should at any

Corporation

not dissolved

for failure to

elect on day prescribed.

Powers and

tors.

time happen that an election of officers should not be on any day when pursuant to this act it ought to have been made, the said corporation shall not for that cause be deemed to be dissolved, but it shall and may be lawful, on any other day, to hold and make an election of officers, in such a manner as shall have been regulated by the laws and ordinances of the said corporation.

Sec. 6. And be it enacted, That any number of directors, including the president, or one of the vice-presidents, who shall convene, on due notice being given, shall constitute a quorum for the transaction of business; and the directors for duties of direc- the time being, or a majority of them, shall have full power to rent or lease a house, or purchase a suitable site and build thereon a suitable house or seminary for the use and purposes prescribed in this charter; and also to make and prescribe such by-laws, rules, ordinances, regulations, and to appoint all such officers as are not herein provided for, as to them, or a majority of them, may from time to time be deemed necessary and proper for the benefit, management and disposition of the stock, property, estate, affairs, and effects, and for the purposes aforesaid; and touching the meetings of the stockholders and directors, both special and ordinary, except the first Wednesday in March, in every year, which is hereby declared to be the annual meeting of the stockholders of said corporation; and touching the duties and conduct of the of ficers of the said corporation, and touching the election of officers, and all such other matters as shall appertain to the business, ends, or purposes for which said corporation is by this act instituted, and for no other purposes whatsoever;' Provided always, that such by-laws, rules, ordinances and regulations shall not be repugnant to the constitution or laws of the United States or of this state.

Proviso

Sec. 7. And be it enacted, That the property of said corporation shall be considered the property of the stockholders, and each and every person subscribing to the capital stock of the said corporation shall pay, at the time of subscribing, to the commissioners receiving such subscriptions, the sum of one dollar, in specie, upon every share so by him or her subStock forfeited scribed; and the directors of the said company may require payment for the remaining instalments which shall have been subscribed, at such times and in such proportions as they or a majority of them shall deem fit, under the penalty of the forfeiture of all previous payments thereon; and that previous notice of the instalments required to be paid, after the first, and of the time when the same are to be paid, shall be published at least thirty days in two of the newspapers printed in the town of Newark; Provided that no instalments to be paid shall exceed two dollars on a share.

on failure to pay instal

ments

Sec. 8. And be it enacted, That no transfer of stock of the said corporation shall be valid and effectual, until any debt Restrictions. or debts which may be due to said company, from the person transferring, shall have been fully discharged, and such transfer shall have been registered in a book or books to be kept for that purpose by the directors, and that the total amount of debt which the said corporation shall at any time owe, over and above the actual deposites in the hands of the treasurer, shall not exceed twice the sum of the capital subscribed and actually paid into the hands of the treasurer; and it shall not be lawful for the said corporation to employ any part of their stock or fund for banking purposes, or for any other purposes not clearly indicated by this act.

Sec. 9. And be it enacted, That it shall be the duty of the

directors of the said corporation to make semi-annual divi- Semi annual dends, by the division of the surplus income arising from the dividends to be rents of the institute, or seminary, the school, library, read-made. ing and news-room, public debates, and public lectures, after accommodating the necessary expenditures of the institution; should the dividends exceed six per cent. per annum, the remaining surplus to be devoted to increasing the library, apparatus, cabinet of specimens, and such other articles as shall be deemed necessary to carry into effect the objects of this incorporation, of the said institution.

holders.

Sec. 10. And be it enacted, That should this corporation Property to re cease to exist, and its operations discontinued, or should the vert to stock. property arising from the subscriptions cease to promote the object contemplated, then such property is to revert to the holders of the stock, or their heirs.

Limitation

Sec. 11. And be it enacted, That this act shall continue and remain in force and virtue for the term of thirty years from the passing of the same; Provided further, that nothing herein contained shall be construed to prevent the legislature Act may be altered or repealof this state, at any time from the date hereof, from altering or repealing this act, whenever, in their opinion, the public good requires it.

Passed, March 10, 1836.

ed.

x2

poration.

AN ACT to incorporate the Camden and Egg Harbor
Rail Road Company.

Sec. 1. BE IT ENACTED by the Council and General Assem bly of this State, and it is hereby enacted by the authority of the same, That Jesse Richards, Samuel B. Finch, Timothy Pharo, Ebenezer Tucker, and Wm. McCarty, and such other persons as may hereafter be associated for the purpose, shall be and hereny are made, constituted and declared to be a body corporate and politic in fact and in name, by the name of The Camden and Egg Harbor Rail Road Company," Style of incor- and by that name they, their successors and assigns shail and may have continual succession, and shall be persons in law capable of suing and being sucd, pleading and being inpleaded, answering and being answered unto, defending and being defended in all courts and places whatsoever, and shall have power to make and use a common seal, and the same at pleasure to alter, and shall be capable of purchasing, holding and conveying any lands, tenements, goods and chattels whatsoever, necessary or expedient to the objects of this incorporation.

Powers.

pital stock.

Sec. 2. And be it enacted, That the capital stock of said company shall be two hundred thousand dollars, with liberty Amount of ca- for the company to increase the same to five hundred thousand dollars, and shall be divided into shares of fifty dollars each, which shall be deemed personal property giving notice thereof at least twenty days prior to the opening of said books, by publishing the same in one of the newspapers printed in each of the counties of Gloucester and Burlington; and transferable in such manner as the said corporation shall by their by-laws direct; Provided always, that no part of the said capital stock of the said company shall be employed for banking or other purposes incompatible with the objects for which this act is passed.

Commission

ers to receive

Sec. 3. And be it enacted, That the above named persons, subscriptions. or a majority of them, may open books to receive subscriptions to the capital stock of said company, at such time or times and place or places as they or a majority of them may think proper, and after one half or more of the stock shall be subscribed, and five dollars paid on each share, shall give the like notice for a meeting of the stockholders to choose nine directors, which election shall be made at the time and place appointed, by such stockholders as shall attend for that purpose, in person or by lawful proxy, each share entitling the holder thereof to one vote for each of the first twenty

!

shares, and one vote for every five shares above twenty and
not exceeding one hundred, and one vote for every twenty
shares above one hundred; and the above named commis- First directors
sioners, or a majority of them, shall appoint three stockhold-
ers to be inspectors of the said election, who shall certify
under their hands the names of the persons duly elected, and
deliver over the subscription books to the said directors; and
the directors chosen at such meeting, or at the annual elec-
tions, shall as soon as may be after every election, choose out
of their own number a president, and in case of the death,
resignation or removal of the president or any director, the
vacancy or vacancies may be supplied by the board of direc-
tors or a majority of them, and in case of the absence of the
president they or a majority of them may appoint a president
pro tempore.

directors.

Sec. 4. And be it enacted, That an annual election for directors shall be held at such time and place in the county of Gloucester, as may be fixed by the by-laws of the company Time and or the board of directors for the time being, and shall be ad- mode of annu vertised for twenty days in one newspaper published in each al election of of the said counties of Burlington and Gloucester, at which said election the stockholders shall vote in the same manner as at the first election; Provided always, that in case no election shall be made at the time fixed, the said corporation shall not for that cause be dissolved, but such election may be held at any other time upon giving the proper notice, and the directors for the time being shall continue in office until new ones shall be chosen in their place.

Sec. 5. And be it enacted, That five directors of said cor

poration shall be a quorum competent to transact all business Powers and of the same, with power to call in the capital stock of the duties of disame at such times and by such instalments as they may rectors. think proper, first giving notice of the time and place where and when such instalment is required to be paid, by publishing the same in one or more of the public newspapers printed in each of the counties of Gloucester and Burlington at least thirty days previous, which instalment required to be paid shall not exceed five dollars at any one time; and in case of the non-payment of any such instalment, to forfeit the share or shares upon which default shall arise, if not paid in twenty days thereafter; and to make such by-laws, rules and regulations as to them shall appear needful and proper, touching the management and regulation of the stock, property and estate of the said corporation, not inconsistent with the constitution and laws of this state or of the United States; and, also, to have power to appoint a secretary and such other officers and agents as to them may seem meet; to fix

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