The Statutory and Case Law Applicable to Private Companies, with Special Reference to the General Corporation Act of New Jersey and Corporation Forms and Precedents Applicable to Corporations Generally

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Lawyers' co-operative publishing Company, 1911 - 783 страници
 

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Land Title Trust Co v Asphalt Co of America 121 Fed Rep
8
N J Franklinite Co 12 N J Eq 507
9
Officers powers of de facto contract signed by duties
13
Stock certificate
19
Aniendments by corporations under other acts
28
Directors election of
34
American Exchange National Bank ads Gaston 29 N J Eq 98 128
38
Eureka Fire Hose Co v Eureka Rubber Mfg Co 69 N J Eq
39
Stock books to determine who may vote inspectors of election
40
Adams Express Co ads Taylor Provision Co 71 N J Law 523 210
41
Name of corporation to be displayed at entrance of principal office in New Jersey
45
Call of meeting by three stockholders when legal meeting can not be otherwise called
46
Directors to declare dividends
47
Capital stock to be paid in money loans to stockholders f bidden
48
Watson 51 N J Law 186 affd 52 Id 550
50
Dolphin 92 Hun N Y 230
53
American Grease Co ads Way 60 N J Eq 263 88 103
61
Agnew Co ads Porch 66 N J Eq 232 affd 67 Id 727 70 Id
64
Parrish 14 N J Eq 380 32 59 129 143
65
N J Mfg Bkg Co 1 N J Eq 541 5 6 20
68
Evening Journal Association v Assessors 47 N J Law 36 270
70
18a Conversion of preferred stock into bonds issue of bonds con
80
Prudential Insurance Co 64 N J Eq 673 21 57 164
84
Amparo Mining Co v Fidelity Trust Co 73 Atl Rep 249
85
Clarendon Land c Co 53 N J Eq 623 183 186
90
Foreign corporations subject to this
96
To file copy of charter statement etc before commencing
97
Cannot maintain action until certificate of secretary of state is obtained
98
On death of agent another to be appointed penalty for failure
99
Unlawful to transact business until authority is obtained
100
Lehigh Wilkesbarre Coal Co v Stevens Condit Transp Co
107
Andrews ads Kearney 10 N J Eq 70
110
Rogers ads Bergen 67 Atl Rep 390 affd 70 Id 1100 11 62 64 176
111
Evening Union Printing Co ads Buvinger 72 N J Eq 321 7 8 203
113
Certain words not to be part of name of corporation
130
Argus Co v Manning 138 N Y 557
134
Purchasers of property and franchises of certain corporations
136
Proceedings when such officer is nonresident Notice of levy
142
Einstein 46 N J Law 479
145
Cons Fire Alarm Co 142 App Div N Y 753
146
Stock issued for property purchased
153
Pressed Steel Car Co 53 Atl Rep 1050 58
158
Arimex Consolidated Copper Co v Assessors 69 N J Law 121 280
159
49a Corporation may not plead usury
160
Certain corporations may take stock and bonds in other cor porations in payment for labor and materials
161
Any corporation may hold stock and bonds of other corpora tions
163
Taxes illegally assessed to be refunded
164
Erroneous assessments court may correct and fix amount
165
Winding Up 53 Corporate existence continues
166
Directors trustees on dissolution
167
Powers and liabilities of such trustees
168
Court of chancery may continue directors as trustees or appoint receivers of dissolved corporation
169
Jurisdiction of court of chancery 58 Disposition of proceeds by trustees or receivers
170
Actions not to abate on dissolution 60 Copy of decree of dissolution to be filed in office of secretary of state VI Execution Against Corporation 61 O...
171
Execution may be satisfied by debts due the corporation
172
Insolvency 63 Directors must call meeting of stockholders when corporation becomes insolvent 64 Conveyance or assignment of property etc after i...
173
American Ice Mach Co v Paterson etc Mach Co 22 N
175
Faitoute Hardware Co ads Russell Erwin Mfg Co 62 Atl
177
California Development Co 161 Fed Rep 3 50
181
Allebach ads Brown 156 Fed Rep 697
182
Ashbury Co ads Riche L R 9 Exch 224 16
183
Reliance Steel Foundry Co 74 N J Eq 325 221
185
Remedy in chancery by injunction and appointment of receiver in case of insolvency nature of proceeding effect receivers of foreign corporations 6...
186
Receiver to qualify and take oath
189
Property franchises etc of insolvent corporation vest in receiver upon appointment
190
When debts paid or provided for court may direct receiver to reconvey property or may dissolve corporation 70 Upon reorganization company may...
192
Power of receiver to examine witnesses
193
Power to search etc 73 Acts of majority of receivers or trustees valid receivers may be removed and others appointed 74 Inventory and report
194
Court may limit time to present and make proof of claims
195
Process against foreign corporations
211
When defendant in court
213
Remedies Against Officers and Stockholders 92 Action for liability imposed by act remedy in chancery
215
Stockholders etc who pay companys debts may recover 94 Property of directors etc not to be sold for companys debt until remedy against the com...
216
95a Foreign corporations may acquire own and dispose of real estate in New Jersey
217
California 155 U S 648
219
Allegheny Co v Allen 69 N J Law 270 s c 196 U S 458 34
222
100a Attachment against foreign corporation 101 To pay same taxes etc required of New Jersey corporations in other states
223
Service of prerogative writ against foreign corporation 103 How writs may be enforced upon failure to make return
224
Merger of Corporations 104 Corporations of this state may merge and consolidate
225
American Tobacco Co ads Beling 72 N J Eq 32 117 226
226
How consolidation or merger shall be made
227
Corporations merged or consolidated shall be one corporation 107 Upon merging or consolidating rights etc to be vested in new corporation
229
Dissenting stockholders may petition court for appointment of appraisers
230
108a Dissenting stockholders may have stock appraised 109 Consolidated corporation authorized to issue bonds and mort
233
gage property XII Taxation 110 1 Real and personal property how taxed 2 Corporations entitled to same tax exemption as natural persons mortgages...
234
Lost Certificates of Stock 111 New certificates of stock may be issued for certificates lost or destroyed
238
Proceedings in case of refusal to issue new certificate of stock 113 Court may proceed in summary manner
240
Fees on Filing Certificates Sundry Provisions 114 Fees on filing certificates
241
Surviving incorporators may designate others for organization
242
Mutual association may create capital stock 117 Secretary of state to compile and publish list of corporations 118 Repealer vested rights not impaired
243
Corporations may extend corporate existence
244
119a Extension renewal and continuance of the existence of cor
247
Words oath and sworn construed
252
porations
257
See footnote p V
259
bunting
263
Assessors ads Arimex Consolidated Copper Co 69 N J Law 121 280
265
Penalties for false statement or failure to make statement
270
Attorneygeneral may proceed against corporations in arrears
276
Assessors ads Halsey Electric Generator Co 74 N J Law 321
278
Squire Co 79 Atl Rep
282
See footnote p V
283
Acknowledgments taken in this state
285
Acknowledgments taken out of this state but within the United States
286
Acknowledgments taken out of the United States
288
Certain words explained
289
REGISTRATION AND RECORDING OF MORTGAGES 180 Mortgages to be registered 181 May be recorded in full at request of mortgagee
291
Mortgages must be acknowledged or proved 183 Operation of unregistered mortgage
292
Owners of lands in certain counties and cities may agree not to apply for tax reduction by reason of mortgage 185 Effect of violation of such agreem...
293
Chattel mortgages void unless affidavit of mortgagee attached and recorded
294
Chattel mortgages how recorded
295
Chattel mortgages how acknowledged or proved 189 Chattel mortgages effect of recording
296
Embezzlement 191 Fraudulent appropriation of corporate property
325
Keeping fraudulent accounts 193 Wilful destruction of books making false entries etc 194 Publishing false statements
326
Embezzlement by servants agents etc 196 Issuing false stock
327
CRIMINAL PROCEDURE 197 Summons against corporations how issued and served
329
Proceedings after return served
330
Process not served
331
COMPANY FORMS AND PRECEDENTS
333
Russell ads Dixon 73 Atl Rep 51 76 Id 982
421
Allen ads Alleghany Co 69 N J Law 270 8 c 196 U S 458
439
Hudson River Traction Co 73 N J Law 227 21
441
161
449
Alton Machine Co v Assessors 69 Atl Rep
451
American Union Electric Co ads Hollins 66 N J Eq
457
Alva Glass Mfg Co ads Mingin 55 N J Eq
463
Hotchkiss ads Philadelphia etc Co 82 N Y
474
Fidelity Trust Co ads Wolters 46 Atl Rep 627 146
513
Assessors ads Kirkpatrick 57 N J Law 53 183 267
583
American Alkali Co v Kurtz 134 Fed Rep 663 affd 138 Id
594
Green 52 N J Eq 1
609
Hotel Co ads Landis 53 N J Eq
654
INDEX TO SPECIFIC OBJECT CLAUSES
713
130 134
727
Thompsons Exrs 19 N Y 207
730
American Asphalt Co ads Land Title Trust Co 114 Fed Rep
741
CONSTRUCTION OF STATUTES
751
198
770

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Страница 296 - The act of 1833 introduced an additional feature into the law, by providing that every mortgage or conveyance intended to operate as a mortgage of goods and chattels hereafter made, which shall not be accompanied by an immediate delivery, and followed by an actual and continued change of possession...
Страница 2 - The Legislature shall pass general laws providing for the cases enumerated in this section, and for all other cases which in Its judgment may be provided for by general laws.
Страница 592 - ... the Board of Directors in the management of the business and affairs of the corporation...
Страница 344 - In witness whereof the parties above named have hereunto set their hands the day and year first above written...
Страница 37 - The certificate of incorporation may also contain any provision which the incorporators may choose to insert for the regulation of the business and for the conduct of the affairs of the corporation, and any provisions creating, defining, limiting and regulating the powers of the corporation, the directors and the stockholders, or any classes of the stockholders; provided, such provisions are not contrary to the laws of this state.
Страница 1 - No county, city, town or village shall hereafter give any money or property, or loan its money or credit to or in aid of any individual, association or corporation, or become directly or indirectly the owner of stock in, or bonds of, any association or corporation; nor shall any such county, city, town or village be allowed to incur any indebtedness except for county, city, town or village purposes.
Страница 328 - Whosoever being a Director, Manager, or Public Officer of any body corporate or public company, shall make, circulate, or publish, or concur in making, circulating, or publishing any written statement or account which he shall know to be false in any material particular...
Страница 255 - An act to provide for the imposition of State taxes upon certain corporations and for the collection thereof," approved April eighteenth, one thousand eight hundred and eighty-four.
Страница 621 - ... giving and granting unto my said attorney, full power and authority to do and perform all and every act and thing whatsoever requisite and necessary to be done in and about the premises, as fully to all intents and purposes as...
Страница 498 - It shall be an unlawful employment practice for an employer, labor organization, or employment agency to print or publish or cause to be printed or published any notice or advertisement relating to employment by such an employer or membership in or any classification or referral for employment by such a labor organization, or relating to any classification or referral for employment by such an employment agency...

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