P. L. 1888, p. 112. An Act to amend an act entitled "An act concerning corporations," approved April 7, 1875. Approved February 29, 1888. 192. SEC. 1. Amends section ten of act of April 7, 1875. (Incorporated in section. See Sec. 10.) Supplement. P. L. 1888, p. 137. Preamble. Proceedings for dissolution of corporations created for educational purposes. Approved March 6, 1888. WHEREAS, Corporations created years ago for educational purposes may have acquired property which, owing to the successful operation of our state system of public schools, now is and probably, while so held, will continue to be unemployed and useless; and whereas, the stockholders and associate owners of said property are, in some instances, widely scattered, and many of them unknown, so that the other owners are unable, without further legislative action, to dissolve such corporation and realize upon and secure to themselves their own property and their lawful rights therein; therefore, 193. SEC. 1. That whenever, in the judgment of the board of trustees or managers of any corporation created by any law of this state for educational purposes, it shall be deemed advisable and for the benefit of said corporation that the same should be dissolved before the expiration of its charter, it shall be lawful for such board of trustees or managers, in the name of said corporation, by petition, setting forth the facts and circumstances of the case, to apply to the chancellor for a dissolution of said corporation and for the appointment of a receiver or trustee of its estate and effects; whereupon the chancellor, being satisfied of the sufficiency of said application, shall order such reasonable notice thereof to be served or published as he may judge proper and the circumstances of the case may require, fixing a day, not less than sixty days distant, for the hearing upon the same, and if, upon inquiry into the matter, it shall be made to appear to the chancellor that such action may be taken without prejudice to the public welfare, and that it is advisable and best for said corporation that it should be dissolved, its affairs settled and its estate and effects divided and distributed among the stockholders, associate owners, creditors and others who may be entitled to the same, it shall be lawful for the chancellor to enter a decree to that effect, and to appoint a receiver or trustee with full power to demand, sue for, collect, receive and take into possession all the goods and chattels, rights and credits, moneys and effects, lands and tenements, books, papers, choses in action, bills, notes and property of every description belonging to said corporation at the time of said decree or appointment, and to sell, convey or assign. all the said real and personal estate; and to pay into the court of chancery all the moneys and securities for money arising from such sales, or which may be collected by said receiver or trustee from time to time under the order of the said court of chancery, first deducting the costs of the proceedings in said court, and making to said receiver or trustee and to counsel such reasonable compensation as the chancellor may deem fit and proper. trustee clothed with further cery may make orders. 194. SEC. 2. That the said receiver or trustee shall be Receiver or further clothed with all the powers conferred upon a re- powers. ceiver or trustee appointed under the act authorizing the appointment of a receiver or trustee in case of insolvent corporations; and it shall be lawful for the said court of Court of chanchancery to make all necessary and proper orders and decrees to settle and wind up the affairs of said corporation, and to distribute its estate, property and effects, or the proceeds thereof, among those entitled to the same, and if, at the time of the final decree of distribution, the owners of any part of said property or effects remain unknown, such part, share or shares shall be retained in the court of chancery until the same shall be claimed by the rightful owner or owners thereof. P. L. 1888, p. 186. Mutual associations may have capital stock. Supplement. Approved March 21, 1888. 195. SEC. 1. That it shall be lawful for the members of any mutual association or corporation heretofore or hereafter incorporated or organized under or by any law of this state, to provide for and create a capital stock of such association or corporation, upon the consent in writing of all the members of such association or corporation, and to provide for the payment of such stock, and to fix and prescribe the rights and privileges of the stockholders therein. P. L. 1889, p. 35. Ten or more persons may associate, to sell anty wholesale dealers against of bad debts. loss by reason Supplement. Approved February 27, 1889. 196. SEC. 1. That it shall be lawful for any ten or credit or to guar- more persons to associate themselves into a company to carry on any business which has for its object the selling of credit, or the limiting, insuring or guaranteeing of the losses of wholesale dealers, manufacturers and jobbers, arising by reason of bad debts, upon making and filing a certificate in writing of their organization in the manner hereafter mentioned; such certificates shall set forth, first, the name assumed to designate such company and to be used in its business and dealings; second, the place or places in this state where the central office of said company is to be located; third, the object for which said company shall be formed; fourth, the total Stock not less amount, of capital stock of such company, which shall not be less than fifty thousand dollars; the amount with mence business. Which such company will commence business, which shall not be less than ten thousand dollars, paid into the said company in cash, and the number of shares into which the said capital stock is divided, and the par value of each share; fifth, the names and residences of the stockholders, the number of shares held by each; ceed fifty years. sixth, the period at which said company shall commence and terminate, not exceeding fifty years; said certificate than $50,000. $10,000 to com Life not to ex shall be approved or acknowledged and recorded, as required in deeds of real estate, in a book to be kept for that purpose, in the office of the clerk of the county where the principal office or place of business of such company in this state shall be located, and after being so recorded shall be filed in the office of the secretary of state; the said certificate, or a copy thereof, duly certified by such clerk or secretary, shall be evidence in all courts and places. state comptroller $10,000 in approved by the missioner. 197. SEC. 2. That said company, before it shall com- Deposit with mence the transaction of any business, or the making of securities to be any contracts or other engagements, shall deposit with insurance comthe comptroller of this state first bond and mortgage security, or other security, which shall be approved by the insurance commissioner of this state, to a not less amount than ten thousand dollars, and the said insurance commissioner shall be authorized, whenever, in his judgment, for the safety of the obligations of such com pany it shall be necessary to so do, to call upon and direct the said company, within sixty days after the date an additional of such notice, to deposit additional securities of like posited within character to an additional amount not to exceed ten thousand dollars, which securities shall be and remain. in the custody of said comptroller, subject to change or re-investment, with like approval of the said insurance commissioner, as a guarantee for the fulfillment of the obligations and undertakings of the said company. Who may order $10,000 to be desixty days. agency, nor emfor that purpose. Nor pass upon retail dealers. 198. SEC. 3. That no company organized under the Collection as provisions of this act shall be authorized to act as a col-ploy attorneys lection agency or employ attorneys for that purpose; nor shall it be lawful for any such company, when so the credit of organized, to give certificates or pass upon the credit of any individual, partnership or company engaged in any retail business, which said individual, partnership or company shall be dealing with, or proposing to deal with, any wholesaler or jobber having, or proposing to have, any agreement with the company for the limiting ment of or guaranteeing of such wholesaler or jobber against Nor take assign-losses in business; nor shall it be lawful for any company organized under this act to receive, by assignment or otherwise, from any person, partnership or corporation to whom they may give a guarantee, the bad debts. or claims which shall have been the cause of the loss sustained by the party or parties who may have been insured or guaranteed by them. Guaranty to be upon the aver age loss on business for the 199. SEC. 4. That it shall not be lawful for any company organized under the provisions of this act to insure based on single or guarantee any person or corporation against losses or year, and not transactions. damage on any single sale or transaction, or in any other way than upon a basis of the average loss on the business of the person guaranteed, sustained by such person or corporation within a period of not less than one year; nor shall any company organized under the provisions hereof require of any person, partnership or company, whose loss may have been limited or guaranteed by them, that they shall make proof of any loss after expiration or losses sustained by them, to the company so guaranteeing or limiting, within a less period than six months after the expiration of the end of the contract or agreement of guarantee. Proof of loss may be made six months of contract. Supplement. P. L. 1889, p. 160. Corporations to pay $1 annually upon filing list of directors. For certificates not otherwise Approved April 3, 1889. 200. SEC. 1. That on filing the list of directors and officers annually by corporations doing business in this state, as now required by law, there shall be paid to the secretary of state, for the use of the state, the sum of one dollar, and for all other certificates relative to corporations, not otherwise provided for, the sum of twenty dollars. 201. SEC. 2. That it shall be the duty of the secretary provided for $20. of state to compile and publish in pamphlet form, during the present year, from the records of his department, a complete list of corporations organized under the corporation or other general public laws of this state prior |