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CHAPTER 6.

SENATE BILL No. 15.

(By Mr. Smith.)

AN ACT to regulate the distribution, sale, and use of virulent blood from cholera-infected hogs, or "virus," and to prescribe penalties for violation of same.

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SECTION 1. Be it enacted by the General Assembly of the State of Tennessee, That it shall be unlawful for any person, firm, or corporation to distribute, sell, or use, in the State of Tennessee, virulent blood from hog cholera, infected hogs, for virus, unless, and until, they have obtained written permission from the State Veterinarian for such distribution, sale, or use.

SEC. 2. Be it further enacted, That any person, firm, or corporation guilty of violating the provisions of this Act, or failing or refusing to comply with the requirements hereof, shall be fined not less than fifty nor more than one hundred dollars for each offense, and may be imprisoned, in the discretion of the court, not less than ten nor more than thirty days, and shall be liable to any person injured on account of such violation to the full amount of the damages and all costs.

SEC. 3. Be it further enacted, That this Act take effect from and after its passage, the public welfare requiring it.

Passed February 13, 1913.

NEWTON H. WHITE,

Speaker of the Senate.

W. M. STANTON,

Speaker of the House of Representatives.

Approved February 20, 1913.

BEN W. HOOPER,

Governor.

CHAPTER 7.

SENATE BILL No. 196.

(By Mr. Fisher.)

AN ACT to amend Chapter 142 of the Acts of the General Assembly of 1875, entitled "An Act to provide for the organization of corporations," so as to provide for the incorporation of levee associations for the purpose of gathering and disseminating, by the publication of a magazine, of pamphlets, or otherwise, information with reference to the protection of the alluvial lands in this and other States from overflow, the revetment of caving banks, and generally for the purpose of informing the people and of creating and unifying levee sentiment and interest within and without the State.

SECTION 1. Be it enacted by the General Assembly of the State of Tennessee, That Chapter 142 of the Acts of the General Assembly of 1875, entitled "An Act to provide for the organization of corporations," be, and the same is, now amended so as to provide that charters may be granted to any association of individuals for the purpose of gathering and disseminating by the publication of a magazine, of pamphlets, or otherwise, information with reference to the protection from overflow of the alluvial lands in this and other States, by the building of levees, the revetment of caving banks, and generally for the purpose of informing the people and of creating and unifying levee sentiment and interest within and without the State; and declaring the purposes of such organization, it shall be lawful for the incorporators to use other and more elaborate and more explicit language than the above in designating the river or rivers to be leveed, and the methods to be used in achieving the proposed protection. The work being educational and solely for the general welfare, it is desirable it shall have the widest possible scope.

SEC. 2. Be it further enacted, That the form of a charter for the foregoing purposes shall be as follows:

General

powers of.

Officers and

compensation.

Board of
Directors.

"STATE OF TENNESSEE, CHARTER OF INCORPORATION.
"Be it Known, That (here fill this blank with the
names of five or more persons who desire to be in-
corporated), are hereby constituted a body politic
and corporate by the name and style of (here fill the
blank with the name of corporation and state the
general purposes for which the charter is sought,
embracing a full, but not necessarily minute, account
of the objects of the business of the association)."

The general powers of said corporation shall be to sue and be sued by the corporate name; to have and use a common seal, which it may alter at pleasure; if no common seal, then the signature of the name of the corporation by any duly authorized officer shall be legal and binding; to purchase and hold, or receive by gift, bequest, or device, personal property and real estate necessary for the transaction of the corporate business, and also to purchase or accept any real estate as a gift, or in payment, or in part payment, of any debt due to the corporation, and sell the same; to establish by-laws, and make all rules and regulations, not inconsistent with the laws and constitution, deemed expedient for the management of corporate affairs; and to appoint such subordinate officers and agents, in addition to a President and Treasurer and Secretary-Manager, as the business of the corporation may require; designate the name of the office, and fix the compensation of the officer.

The said five or more corporators shall, within a convenient time after the registration of this charter in the office of the Secretary of State, hold a meeting, or meetings, at which they may add to their number; and the incorporators, and those thus added, shall constitute the first Board of Directors, and shall elect from among their number a President and Vice President, and they shall elect a Treasurer and an officer to be called "Secretary-Manager. The two last-named officers may be elected from among the directors or not, as may from time to time seem best to this Board.

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The Board of Directors shall at any time have the power to increase the number of directors to one hundred. The first and any subsequent Board of

Directors shall have the power to elect or admit other members who, on acceptance of membership and payment of the due, shall become members of the organization, and to them shall be issued a certificate of membership for the time for which such dues are paid. The Board of Directors shall have the right to determine what amount of money paid into the treasury shall be a prerequisite for membership, or, if necessary, what amount shall thus be annually paid, and a failure thus to pay, shall, in the discretion of the directors, justify the expulsion of such defaulting member.

In all elections each member to be entitled to one vote in person, no proxies being allowed, and the result to be determined by a majority of the votes

cast.

One-third of the members of the first Board of Directors shall hold their office for two years; onethird for four years, and one-third for six years. The Board shall determine the term or terms of membership of its members and of the members subsequently appointed, and shall fill any vacancies occurring through death, removal, resignation, or declination, and those appointed to fill a vacancy thus created shall serve for the unexpired term of the person whose place they fill. The places of directors whose term expires shall be filled by vote of the members of the organization at the general meeting, but all directors, or other officers, shall hold their position until their successors have been elected and have accepted. The President shall fill all vacancies until the next meeting of the Board of Directors, and shall report such appointments, which shall be subject to the action of the Board.

The Board of Directors shall appoint executive agencies, pass by-laws, solicit or cause to be solicited, subscriptions toward the work of the association, and generally supervise and manage the business of the association.

The general welfare and not individual profit is the object for which this charter is granted, and hence the members are not stockholders in the legal sense of the term, and no dividend or profit shall be divided among the members, and no stock shall be issued; but a certificate of membership shall be

Term of office.

given those who become members, and a simple receipt to those who subscribe additional money for the carrying out of the purposes of the organization. The members may, on the written recommendation of three-fourths of the directors, voluntarily dissolve the corporation by a conveyance of its assets and property to any other corporation for purposes not of individual profit, first providing for the payment of all corporate debts. A violation of any of the provisions of the charter shall subject the corporation to dissolution at the instance of the State.

This charter is subject to modification or amendment, and in case said modification or amendment is not accepted, corporate business is to cease, and the assets and property, after payment of debts, are to be conveyed as aforesaid to some other corporation holding a charter for purposes not connected with individual profit. Acquiesence in any modification thus declared shall be declared at a meeting of the members specially called for that purpose, or at the regular annual meeting, and only those voting in favor of the modification shall thereafter compose the corporation.

The means, assets, income, or other property of the corporation shall not be employed, directly or indirectly, for any other purpose whatever than to accomplish the legitimate objects of its creation, and by no implication or construction shall it possess the power to issue notes or currency, deal in currency, notes, or coin, buy and sell products, or engage in any kind of trading operation, nor hold any more real estate than is necessary for its legitimate purposes.

Expulsion shall be the only remedy for the nonpayment of dues by the members, and there shall be no individual liability against the members, directors, or other officers for corporate debts, or for failure to attend meetings, or want of knowledge with reference to the management of the business of the corporation, but the entire corporate property shall be liable for the claims of creditors.

Be it further enacted, That this Act take effect

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