[The numbers refer to pages.] Franchise tax, amount of, 151. appeal from assessment, limitation of, 162. arrears, injunction against company in, 157. attorney-general may proceed against company in, assessors, state board of, duties and powers of, 156. basis of, 135. collection of, 157, 158, 159. continuance of, 154. debt, is a, 157. preferred in case of insolvency, 157. failure to make return, penalty, 156. false statement, penalty for making, 156. illegal statement, refunding, 162. insolvency, preferred debt in case of, 157. license tax is a, 153. list, comptroller to make, of delinquents, 158. "manufacturing," what is, 155. mistake in proclamation of governor, may be corrected, 160. not a property tax, 153. penalty for false statement, or failure to make state- ment, 156. penalty for being in arrears, 157, 158, 159. proclamation by governor, voiding charters of corporations readjustment of unjust assessment, 161. receiver may be appointed for corporations in arrears, 159- renewal by governor of void charters, 161. report, annual, to state board of assessors, 151. void charters, may be renewed by governor, 161. Franchises of railroad, canal or other public works may be sold, 114. leased to other corporations, 145. Fraud, See Stock. G. General Acts for Specific Corporations, xxv. General assignment, corporation may make, 101. [The numbers refer to pages.] General words, effect of, in certificate of incorporation, 21. Government of corporations, regulation of, 2, 18. Governor to issue proclamation as to charters void for non-payment of may correct mistakes in proclamation, 160. renew void charters, 161. Guaranteed stock, 41. Guardian may vote, 71. H. Home office, corporations must have, 64, 80, 81, 83. Hypothecated stock may be voted on, 71. Hypothecation of stock must be stated in the transfer, 46. Implied Powers, 10. I. Incorporation, certificate of, 8, 9, 17-24. See Certificate of Incorporation. Incorporator, survivors may designate successor of deceased, 139. Increase of capital stock, 54, 55, 58. certificate of payment of, 52. par value of shares, 54. Incumbered Property may be sold by receiver free of liens, 113. (1) Statute and Case Laws: General. Specific Object Clauses. Injunction against insolvent corporation, IOI. Infants, incompetency of, to be incorporators, 15. corporation delinquent in taxes, 157. imitation of name already in use, 20. Insolvency, compromise with creditors, 108, 109. assignment or conveyance of assets after, prohibited, 99. distribution of assets upon, 117. evidence of, 100, 103. forfeiture of charter, 109. injunction and receiver, 101. laborers' liens on, 114, 115, 116. meeting to be called by directors in case of, 99. powers of receivers, 104, 106, 109, 110, 114. qualification and oath of receiver, 107. compensation of receivers on, 116. Insolvency (Cont'd) — [The numbers refer to pages.] sale of franchise of public nature, 114. mortgaged property free from liens, 114 . trial by jury of disputed claim, 111. what constitutes, 100, 103. See Assessment; Preferences; Receivers. Inspection of books by stockholders, chancery has no jurisdiction to grant, 84. remedy by mandamus, 84, 85. Inspector of election, candidate for director cannot be, 67. duties of, 74. provision for in by-laws, 74. oath and report, 74. Insurance Companies may not be formed under this act, 14. "Insurance" not to be a part of name of company Inventory by receiver, 110. Investigation by supreme court of complaints touching elections, 75. J. Judgment of directors as to value of property purchased conclusive, 89. Judgments against corporations, how satisfied, 98. property may be acquired at sale upon, I. Jury trial of claim before receiver, III. Justice's Court has jurisdiction of foreign corporations, 119. L. Laborers' lien on insolvency, 114, 115, 116. Labor, work and services paid by stock, 92, 93. Land, power to hold and convey, I. of foreign corporations to hold, 122. purchase of, with stock, 48. condemnation of, not authorized by this act, 14. personal, imposed by laws of other states, 144. Liability of directors, 59, 60, 64, 86, 96, 121, 122. officers, 52, 64, 94, 121, 122. secretary; see Secretary. subscribers, 50. transferees of stock, 50. Liability (Cont'd)- [The numbers refer to pages.] of treasurer; see Treasurer. See also Penalties. License Tax; see Franchise Tax. Lien; see Bondholders; Laborers; Receivers; Stock. List of corporations to be made by secretary of state, 140. officers and directors to be filed annually, 78. on dissolution, 61. stockholders to be prepared and filed ten days before annual to be presented at election, 65. Loans to stockholders and officers forbidden, 88. Location of principal office, 17, 80. change of, 54, 58. Lost certificate of stock, issue of new certificate in place of, 136. M. Management may be regulated by by-laws, 2. Managers; see Directors. Mandamus to compel inspection of books, 84. redemption of preferred stock, 41. See also Stock. "Manufacturing Company" exempt from paying franchise tax, 151, 152, 154. Meetings, manner of calling and conducting, 36. first, how called, 36. quorum at, 37, 38, 66. of stockholders to be held in this state, at registered office, 81. must be called when company is insolvent, 99. of directors may be held out of this state, 81. to amend certificate of incorporation, 54. may be, in certain cases, called by three stockholders, 86. secretary to record minutes of such, 86. See also Directors; Stockholders. Merger, contracts, 128. certain contracts may merge, 128. provisions as to, 129, 130. dissenting stockholders of certain companies may apply for ap- pointment of appraisers, 131-133. [The numbers refer to pages.] Minutes to be kept by secretary, 35. Minute Book as evidence, 85. Modification of rights of stockholders, 19, 54. no loans of, to officers or stockholders, 88. Monopolies, See "Trusts." Mortgage, power of corporations to give, 1, 4, 16. creditors holding, preferred on insolvency, 116. tax exemption, 135. See also Bonds; Directors; Laborers; Receivers. Mortgaged property may be sold by receiver free of liens, when, 113. Mortmain, statutes of, never in force in New Jersey, 4. Mutual Associations may create stock, 139. N. Name of corporation to be adopted by certificate of incorporation, 17, 19. may be changed, 54. not to be same as name already in use, 17, 20. succession by, I. Names of incorporators to be stated, 18, 23. Negotiable paper, implied power to issue, 10. Notary Public, signature of, authenticated by county clerk, 25. has no power to take acknowledgments in New Jersey, 25. Notice of dissolution, 31, 32. stockholders' meeting, 36, 40, 86. waiver of, 36. first meeting, 36. assessment of stock, 49. sale of stock for unpaid assessments, 51. Notices to stockholders, officers, &c., may be sent to principal office, 81. O. Oath of secretary, 32. receiver, 107. Objects for which corporation may be formed, 13, 21. to be stated in certificate of incorporation, 17, 21. Office out of this state, 15, 81. |