Chapter CCXLIII. *to Incorporate the Pioneer Manufacturing Company of Georgetown, D
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Chap. CCXLIII.— An Act *to Incorporate the Pioneer Manufacturing Company of Georgetown, D. C.* Aug. 4, 1854. *Be it enacted by the Senate and House of Representatives of the United States of America in Congress assembled,* That Thomas Wilson, Evan Corporators.Lyons, Esau Pickrell, and Thomas Brown, their associates, successors, and assigns, be, and they are hereby made and constituted a body corporate and politic, by the name of “The Pioneer Manufacturing Company Name.of Georgetown D.
C.,” to be established at Georgetown in the District of Columbia, and as such shall have succession, and may sue and be sued, Powers.implead and be impleaded, in any court of Jaw or equity, and may have and use a common seal, and the same may change and alter at pleasure, and shall have and may exercise all the powers, rights and privileges which are incident to a corporation, except as restricted by this act, and which are necessary and proper for manufacturing cotton, woollen, or silk goods or fabrics of various descriptions, and vending the same, and for making and constructing all machinery which may be necessary for the purposes aforesaid: and may purchase, have, hold, use, and enjoy such a quantity of land as may be sufficient for prosecuting the business aforesaid, to erect thereon such buildings and improvements as may be necessary for the purposes aforesaid, and to sell and dispose of the same at pleasure.
Sec. 2. *And be it further enacted,* That the capital stock or pro-822THIRTY-THIRD CONGRESS. Sess. I. Ch. 243. 1854.perty Capital stock.already contributed by the parties hereby incorporated, and their associates, shall be divided into shares of one hundred dollars each, to be distributed amongst the said parties and their associates, in proportion to their respective interests; and the capital stock of the corporation may be increased from time to time in such manner as the stockholders in general meeting may direct, so that the entire capital stock at any one time shall not exceed two hundred thousand dollars; and the said shares shall be deemed and taken as personal estate, and shall be transferable only on the books of the corporation, and in such manner as may be prescribed by the by-laws thereof; and the owner of one or more such shares shall, in virtue thereof, be entitled at all elections, and in all meetings of Votes.the stockholders, to one vote for each and every share which may be owned by him, which said vote may be given in person or by proxy, in such manner as the by-laws may direct.
Management of business. Sec. 3. *And be it further enacted,* That the management of the business and concerns of said corporation, subject, nevertheless, to such restraint and qualifications as may be prescribed by the by-laws or other votes of the stockholders adopted in general meeting, shall be vested in a board Directors, &c.to consist of a president and six directors, who shall be elected by ballot, and shall be stockholders at the time of their election; and they, or a majority of them, shall be a quorum for the transaction of business: that the first board shall be elected within six months after the passage of this act; and the subsequent elections shall be made annually there after, on the first Monday in May, at a general meeting of the stockholders, to be convened for the purpose at such time and place; and after such notice as may be fixed by the by-laws of the corporation, or by the president and directors in conformity therewith; but if an election shall not be made on the day appointed for the purpose, it may be made at any time thereafter; and the president and directors, for the time being, shall hold and exercise their offices until a new election shall be made; and in case of a vacancy in the office of president or director, the remaining members of the board shall choose a president or director, as the case may be, to serve until the next annual election.
Stocknolders’ meetings. Sec. 4. *And be it further enacted,* That a general meeting of the stockholders shall be called by the president and directors as often as they may deem expedient, or as the stockholders by their by-laws or other votes may direct, and may likewise be called by any number of stockholders owning not less than one-fourth part of the capital stock; and at least five days notice of the time and place of such meeting shall be given to each stockholder personally, or by advertisement, to be inserted in a newspaper published daily in the City of Washington; and in any meeting of stockholders for the transaction of any business, the owners of the major part of the capital stock present, by person or by proxy, shall form a quorum; and every such meeting shall have full power and authority to provide by ordinary by-laws, or by other vote, for transacting the business of the corporation, which by-laws or vote whilst in force, shall be binding on the president and directors.
Banking privileges not conferred. Act repealable. Sec. 5. *And be it further enacted,* That nothing herein contained shall be construed to confer banking privileges on the said corporation, or the power of issuing bank notes, or notes in the nature of bank notes, or paper intended to circulate as bank notes or currency: *Provided,* That nothing in this act contained, shall be so construed as to prevent the Congress of the United States from altering or repealing the same whenever the Corporators cable or debts.public good requires it. *And provided further,* That the stockholders, individually and collectively, shall be responsible for all the acts done, and obligations incurred by the corporation created by this act.
Approved, August 4, 1854.