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Corporation may make constitution, &c.

have perpetual succession, with power to sue and be sued, to adopt a common seal and alter the same at pleasure, to acquire, hold and dispose of real and personal property, for the benefit of said society, not exceeding five hundred thousand dollars in value.

SEC. 2. That the aforesaid corporators, their associates and successors may from time to time make such constitution, by-laws, ordinances and regulations for the election of officers, the government of the institutions of learning under their charge, the management of their property, and Proviso. all their affairs, as they shall deem proper: Provided, they conform to the constitution and laws of this state, and of the United States.

Declared a public act.

Proviso.

SEC. 3. That this act be declared public, and the same be construed in all courts and places benignly and favorably for every beneficial purpose therein intended, and that no misnomer, in any deed, gift, grant, demise or other instrument of contract or conveyance shall vitiate or defeat the same: Provided, the society be sufficiently described, to ascertain the intention of the parties; and further provided, the said society shall not appropriate its funds, or any part thereof to any purpose or purposes not herein intended or contemplated.

SEC. 4. That this act take effect from and after the time of its passage.

Approved, January 31, 1855.

Chapter 28.

An Act to incorporate the Wayland Uuniversity.

The People of the State of Wisconsin, represented in Senate and Assembly, do enact as follows:

Wayland uni- SECTION 1. That Absalom Miner, H. I. Parker, R. A. versity-incor- Tyfe, Charles Gifford, J. F. Westover, J. R. Doolittle, O. poration of. O. Stearns, William Otis, J. H. Budd, M. D. Miller, John Childs, A. E. Green, D. D. Read, Peter Conrad, S. Cornelius, jun., A. Lull, P. Work, James Crawther, A. Case, S. L. Rose, W. Farrington, J. W. Robinson, N. E. Chapin, J. W. Fish, E. L. Harris, J. H. Dudley, M. B. Williams,

E. D. Uuderwood, James Delany, Norman Clinton, J. I. Waterbury, their associates and successors, be and are hereby constituted a body corporate by the name of Wayland University. The said corporation shall have perpetual succession, with power to sue and be sued; to adopt and use a common seal, and alter the same at pleasure; to acquire, hold, and dispose of real and personal property, not exceeding five hundred thousand dollars in value, for the benefit of said University; to make and establish by-laws, rules and regulations for conducting the business and affairs of the corporation, not inconsistent with any law of this State. Said corporation shall possess all the powers and privileges usually held and exercised by college and university corporations.

SEC. 2. The location of the aforesaid university shall be Where located. at the village of Beaver Dam, in the county of Dodge.

SEC. 3. That A. Miner, H. I. Parker, R. A. Tyfe, Chas. Names of Gifford, J. F. Westover and their associates herein named, trustees. are hereby appointed trustees of the said corporation, with power to fill any vacancies occasioned by death, re moval, expiration of term of office, or neglect of official duty for more than one year, thirteen of whom shall be a quorum for the transaction of business.

SEC. 4. That said board of trustees shall consist of not No. of trustees less than fifteen nor more than thirty-one members, who shall be divided into five classes, to be determined by lot at the organization of the board, one of which classes shall go out of office every year, and in their stead, trustees

shall be elected to serve five years. The first meeting of Time of meetthe board shall be held at such time and place as may be ing of board. designated in a call signed by a majority of the corporate members, and afterward they shall meet on their own adjournment, and also as prescribed in the by-laws.

SEC. 5. That the aforesaid board of trustees, shall ap- Trustees shall point such professors and other teachers as they may deem appoint pronecessary, subject to a removal by a majority of the votes fessors, do of all the members of the board. They shall also have power to appoint an executive committee, consisting of the president of the university, the secretary and treasurer of the board, and eight directors, for the transaction of all ordinary business under the direction of the by-laws, and subject to the approval of the board. They shall also

ulations.

have power to establish such regulations to maintain dis- Shall establish cipline in the institution as they may deem proper, subject rules and regto the laws of this State and of the United States.

May confer lit

SEC. 6. That the said university may, in conformity to erary testimo- the laws in force in this State at the time, confer such nials, &c. literary testimonials, honors, degrees, and diplomas, as are usually granted by similar corporations in the United States, which shall entitle the possessor to all the privileges and immunities, allowed by usage or statute to the possessors of similar diplomas from any college or semnary in this State.

SEC. 7. That this university shall be subjeet to the same legal visitations and regulations, and to to the same extent, as other colleges in the State.

SEC. 'S. That the Wisconsin Baptist Education Society is hereby authorized to make such arrangements with said university, for the transfer of the property of said society or any part thereof, either absolutely or conditionally, to the said university, as the said society shall deem proper. SEC. 9. That this act shall take effect from and after its passage.

Approved, January 31, 1855.

Chapter 29.

An Act to Incorporate the Howard and Oconto County Plank Road Company
The people of the State of Wisconsin, represented in
Senate and Assembly do enact as follows:

Howard and
Oconto county
STCTION 1. Robert J. Jones, George A. Sayer, L. L.
Plank Road Pierce, Jesse H. Levensworth, Henry Bently, John D.
company-in- Gardner, T. B. Gardner, Huff Jones and Richard Flisit are
corportion of.
hereby created a body corporate by the name, style and
description of the Howard Oconto county plank road com-
pany, with perpetual succession, and by that name shall
be and are hereby made capable in law to purchase, hold,
enjoy, retain to them and their successors, lands, tenements,
hereditaments, so far as may be necessary for the purpose
of constructing a plank road as hereinafter set forth, and
the same to lease, sell, grant, or in any manner dispose
of; to contract and be contracted wih; to sue and be sued,
plead and be impleaded, answer and be answered, defend
and be defended, and also to make, have and use a com-

mon seal, the same to alter or renew at pleasure, and generally may do and perform all and singular the acts and matters which to any corporation shall lawfully appertain, to do and perform for the well being of said corporation.

SEC. 2. The capital stock of said corporation shall be one Amount of hundred and fifty thousand dollars, and shall be divided capital stock. into shares of twenty-five dollars each, and the above named persons, or a majority of them, are hereby authorized to cause books to be opened for securing subscriptions to the capital stock of said corporation, and shall prescribe

opened.

the form of such subscription, which books shall be open- Books of subed within twelve months from the passage of this act at scription to be such place or places as they may deem expedient and so soon as three hundred shares shall be subscribed for, the said corporation shall be authorized to proceed to a full and complete organization.

SEC. 3. The said corporators or a majority of them after Corporators to said three hundred shares of stock shall have been sub- give notice of time of elect'n scribed as aforesaid, shall give notice of the time and place of directors. of meeting of the stockholders, for the purpose of electing seven directors: who shall hold their office until their successors are elected; and annually thereafter upon the anniversary of the first election, upon notice of the place of meeting, being given by the directors then in being, the said stockholders shall meet to elect directors: Provided, Proviso. That until the first election of directors, the said corporators above named, upon the subscription of three hundred shares of stock, and the organizing of said corporators, by the election by them of one of their number president, shall have all the powers and perform all the duties of a board of directors for said company, shall be taken and held to have began, and be completed as if a regular election of directors had taken place, and in case of a vacancy at any time happening in the board of directors, or in the said board of corporators acting in the capacity of directors, the board shall have power to fill such vacancy.

directors

SEC. 4. The affairs of said company shall be managed Affairs of com by the said directors, who shall be stockholders in person or pany to be by proxies duly authorized, and in all elections and in all managed by discussions of all questions acted upon at any meeting of the stockholders each share of stock shall be entitled to one vote, and the majority of votes cast shall govern, except in election where the seven persons having the greatest number of votes cast for directors shall be declared duly elected.

Majority of directors shall

constitute a quorum.

SEC. 5. A majority of said directors shall form a quorum for the transaction of all business, and shall organize by choosing one of their number president, and they shall have power to appoint a secretary and treasurer, and such other officers and agents as they shall deem fit, and may fix their compensation, and may demand adequate security, respective trusts, and may remove said officers, and revoke the powers of said agents at pleasure: they shall also have power to make all necessary and proper by-laws rules and regulations for the management of company, the subscription of stock, the payment of installments thereon, the asby-laws, &c. signment and transfer of stock certificates, and prescribing the duties of officers all of which by-laws not inconsistent with the constitution and laws of the state, when duly recorded in the books of the company shall be effectual and binding upon the members of said company and all persons interested therein as if the same formed a part of this act of incorporation.

Shall have

power to make

SEC. 6. The said board of directors shall have power to To decide time decide the time and manner in which said stockholders and manner of payment of shall pay installments upon their stock, and to declare the installments. forfeiture of said stock, and all prior payments thereon for failure to pay such installments as may be called for, and also to accept in behalf of the company a relinquishment of any stock subscribed and executed to the person or persons relinquishing to the same, valid releases, discharging them from all liabilities thereafter, for or on account of the act of said company or its officers.

Shal have

SEC. 7. The said directors shall have power to regulate power to regu- tolls, and to make such covenants and contracts in the late tola. name and under the seal of said company with any person or persons as the execution and management of the work and the convenience and interest of the company may require, and may issue to each stockholder a certificate or certificates for the share or shares which he, she or they may subscribe for, stating in the body of such certificate the amount paid on such share at the time of issuing such certificate or certificates, which certificate or certificates shall be signed by the president and countersigned by the secretary of said company, and which said certificate or certificates shall be transferable in the manner prescribed by the by-laws of said company.

SEC. 8. The said company shall have power to locate and construct a single or double track road from the town of Howard, in Brown county, to Big Suamico, Sarg's and

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