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and style of the Perryville and Mitchellsburg Turnpike Road Company, for the purpose of constructing an artificial road from the south end of Middle street, of Perryville, Boyle county, lying on the east side of Chaplin, to the town of Mitchellsburg, in said county.

§ 2. The capital stock of said company shall be ten thousand dollars, to be divided into shares of fifty dollars each.

§3. That books for the subscription of stock in said road shall be opened in the town of Perryville, on the first Monday in May, 1854, or as soon thereafter as convenient, under the direction of J. P. Mitchell, J. W. Burton, J. L. Bolling, Jacob C. Barkley, Joseph Hopper, and John L. Bailey, or any three of them, and they may continue said books open as long as they may deem expedient.

4. The subscribers to stock in said company shall enter into the following obligation: "We, whose names are hereunto subscribed, do respectively promise to pay to the president, directors, and company of the Perryville and Mitchellsburg Turnpike Road Company, fifty dollars for each share of stock set opposite our respective names, at such time, and in such proportions as said president and directors may require, after the same becomes due and payable. Witness our hands day of 185 ;" which

amounts may be collected in the proper courts.

§ 5. That so soon as four thousand dollars is subscribed to the capital stock of said company, it shall be the duty of the commissioners named in this act, or a majority of them, to give such notice, in such manner as they may think proper to designate, for the purpose of electing a president and five directors; and one vote shall be allowed for each share of stock; and the president and directors shall continue in office for one year and until their successors are elected and qualified. The time and place for the election of president and directors, after the first election, shall be fixed by the president and directors for the time being. A majority of the directors shall be competent to transact all business.

§ 6. So soon as said company is organized, by the election of officers, the president and directors shall be a body politic and corporate, under the style aforesaid, and as such shall have perpetual succession, and all the privileges and franchises incident to like corporations; shall be capable of holding their capital stock, and the increase and profits thereof, and of taking and holding, by purchase or gift, all such lands, tenements, hereditaments, real and personal property, as may be necessary for the prosecution of their work or the objects of this corporation. They shall have power to contract and be contracted with, to sue and be sued, plead and be impleaded in any court of law or equity in this commonwealth; also to have and use

1854.

1854.

a common seal, and generally to do all and every matter or thing which a like corporation may do.

§7. That said road shall be cleared forty feet, graded twenty-five feet, metalled, either stone or gravel, eighteen feet wide and nine inches thick, with all necessary bridges, culverts, &c.; and in case said road is five miles in length, the said president and directors may cause a toll gate to be erected thereon, but not within one-half mile of either of said towns, and may charge such rates of toll, as are now authorized by the general law; and if said road is not as much as five miles in length, they may erect a gate thereon, and charge at the rates aforesaid, in proportion to the length of said road.

§ 8. That said president and directors shall have power to condemn lands for the purpose of constructing said road, under the provisions of an act incorporating the Danville and Hustonville Turnpike Road Company.

§ 9. That no banking privileges are conferred by this charter, and the legislature reserves the right to repeal, alter, or amend this charter at pleasure.

Approved March 1, 1854.

corporation.

CHAPTER 354.

AN ACT to incorporate the Louisville Insurance Company,

§ 1. Be it enacted by the General Assembly of the CommonCreation of wealth of Kentucky, That D. S. Benedict, Ben. J. Adams, W. T. Bartlett, A. A. Gordon, G. Spratt, and Thomas H. Hunt, together with their associates, successors, and assigns, be and they are hereby created and made a corporation and body politic, under the name and style of the Louisville Insurance Company, and shall continue until the first day of January, one thousand eight hundred and ninety-nine; and by that name are made capable in law to have, purchase, or receive, possess, enjoy, and retain, to them and their successors, lands, rents, tenements, goods, chattels, public or private security of any kind, quality, or nature whatsoever, not exceeding at any one time the sum of four hundred thousand dollars, and to sell and dispose of the same at any time, or in any manner, and to sue and be sued, plead and be impleaded, answer and be answer ed, defend and be defended in any court of record, or in any other place whatsoever; also to make and use a common seal, and the same to break, alter, or renew at pleas ure; also to ordain, establish, and put in execution such by-laws as may be necessary and convenient for the gov ernment of said corporation, not contrary to law.

What amount of capital, &c. dispose of same.

and power to

§ 2. The capital stock of this company shall not exceed four hundred thousand dollars, and shall be divided into shares of fifty dollars each.

§3. The corporators named in this act, or any three of them, shall, within twelve months from the passage of the same, open books for the subscription of stock; and when two thousand shares shall have been subscribed, they shall give notice of a meeting of the subscribers, when ten dollars shall be paid in hand on each share subscribed for, and the company shall be organized, when the remaining forty dollars on each share shall be secured to be paid at the time and in the manner that shall be designated by the shareholders who have paid in ten dollars on each share subscribed for. The corporators named, or any of them, who shall fail to subscribe for stock, shall cease to be members of the company. And all such subscribers as shall fail to pay ten dollars on each share subscribed for, on the day designated in the second notice, shall cease to be stockholders, and the stock subscribed for by them may be subscribed for by others, under the direction of the person or persons who received the original subscription. And in case any subscriber shall fail to pay any call made by the board of directors, (who are hereby authorized to make such calls,) for the unpaid balance of his subscription, and remain in default for the space of sixty days, the board may, in their discretion, forfeit his stock for the benefit of the company. And the board of directors may, in their by-laws, prescribe the manner in which the capital stock shall be increased, but in no event shall it exceed the sum of four hundred thousand dollars.

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Under whose control the af

fairs of the in stitution.

Period of service of the of.

§ 4. The business of this company shall be managed by five directors, to be chosen by the subscribers, and no director shall hold less than twenty-five shares of stock. An election for directors shall be held at the first meeting of the subscribers, and the directors then elected shall continue in office until the first Monday in June next succeeding, or until their successors are chosen. And on the first Monday of June of each year an election for directors ficers. shall be held at the office of the company--such election to be held under the direction of three stockholders, who shall have been appointed by the directors, and shall be by ballot, and by a plurality of votes of the stockholders and their proxies, allowing one vote for each share of stock. And on all questions submitted to the stockholders for decision the same rule as to voting the stock shall apply.

President to be chosen, and how. and for

§ 5. The board of directors may choose one of their number as president, in such manner and for such a period as they may ordain by their by-laws, and employ such clerk, what time. secretary, or agents and servants as they may deem necessary for conducting the affairs of the company, and make such compensation as may be agreed on. At all meetings of the board of directors a majority of the whole number shall form a quorum for the transaction of busi

ness.

1854.

insur

When

fected, and

what terms.

on

§ 6. Whenever the sum of twenty thousand dollars shall be paid in, and the further sum of eighty thousand dollars ance may be ef shall be secured to be paid to the satisfaction of the pres ident and directors, they shall have full power and author ity, in the name and in behalf of said company, to make insurance against fire, on the general conditions and principles of fire insurance, to the full extent now enjoyed by other companies incorporated for the same purpose by the commonwealth of Kentucky; and to make all kinds of insurance on vessels, boats, and crafts of any description, on the interior rivers, lakes, bays, bayous, canals in the Uni ted States, or on the high seas, as well as on goods, wares, merchandise, produce, specie, freights, and every descrip tion of property transported by land or by water, within the United States, or to or from any foreign port or country, or on the high seas, on the general conditions and principles of marine insurance; they may also make insarance on the life or lives of slaves employed in the navigation of the western waters, or transported thereon; and to do and perform all things relating to said objects conform able to the provisions of this act, and to the laws of this commonwealth.

shares, how reg. ulated.

§ 7. The form of certificates of shares and manner of Certificates of transfer shall be regulated by the by-laws of the corpora tion; and a lien is hereby created in favor of the corporation on the stock of each shareholder for any claim that the company may have for the unpaid part of his shares, or other debts due or owing to said company, and no transfer shall be made except by the sanction of the board of directors.

to be made of the affairs, &c.

§ 8. On the first Monday of December and June, in each When exhibit year, a fair and clear statement of the affairs of the company shall be made out and exhibited to the stockholders, and such a dividend of the profits be made as a majority of the president and directors shall decide, but in no case shall the capital stock paid in be diminished.

Banking priv. fleges denied.

meet on the day fixed no bar to future meetings.

§ 9. In no case shall this corporation exercise the busi ness of banking, by issuing notes as an incorporated bank, but they may loan their money on public or private securities.

§ 10. Should any election directed to be held under the Falling to charter of the said company, from any cause be neglected to be held on the day designated, or to be held on a subse quent day, the corporation shall not, from that cause, be dissolved, but any or all elections made in good faith shall be held and deemed valid as if held on the day designated by the act of incorporation.

§ 11. That said insurance company shall not at any time own real estate exceeding in value one hundred thousand dollars.

Approved March 1, 1854

CHAPTER 355.

AN ACT to incorporate the Green River Savings Institution. WHEREAS, it is proposed to establish in one of the counties of Muhlenburg, McLean, Ohio, and Daviess in this state certain iron works, which in their construction and operation may require a large number of laborers and mechanics, for whose convenience and advantage, and for the convenience and advantage of the proprietor or proprietors of the said works, as well as to facilitate their operations, it is thought desirable, wherever the said works may be located, to establish a savings institution. Therefore,

§1. Be it enacted by the General Assembly of the Commonwealth of Kentucky, That a savings institution is hereby established, to be called the Green River Savings Institution; the shareholders and subscribers of stock therein, their successors and assigns, are hereby created a body politic and corporate, and by the name and style aforesaid shall have all the rights and privileges of a natural person in suing and being sued, answering and defending in all courts of law and equity.

1854.

Creation of corporation.

Who commis sioners, their du.

§2, That R. S. C. A. Alexander, I. B. Waller, A. J. Alexander, E. M. Brank, and Henry Thompson are hereby ties, &c. constituted commissioners to open books and receive subscriptions for the capital stock of said institution, any three or more of whom may, at such time and place as suits their convenience, open said books and receive the subscriptions of stock aforesaid, which shall be in shares of fifty dollars each, snd which shall not exceed five hundred thousand dollars; and when two hundred shares shall be subscribed and one dollar per share paid thereon, the stockholders may meet and elect five directors, who shall serve one year and until their successors be elected; and so soon as the said two hundred shares shall be fully paid in, the said institution is then hereby authorized to commence business. The directors may annually elect a president, of their number, who shall retain and exercise all the rights and privileges which belong to any director. 3. The president and directors may adopt a seal, and change it at pleasure. They may appoint all agents and duties of the officers which they may deem proper, fix their compensation, and take bond and security for the faithful discharge. of their duties. They may prescribe the time and manner of paying in the stock and the transfer thereof. They shall at such times and places as they may think proper open and close the books for the subscription of the stock which may remain unsubscribed after the election of the first board of directors under the second section of this act.

Powers and

president.

and

Powers privileges of the

§4. This corporation shall have all the rights and privileges of the chartered banks of the state, except they shall institution. not issue paper as a circulating medium. They may buy

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