7. The amount of property, if any, for which shares were issued, which has been sold since the last report with a full disclosure of the consideration therefor in detail, the parties to the contract and the real parties in interest.

The shareholders' balance-sheet shall be accompanied by a certificate signed by two or more of the directors on behalf of the board stating that in their opinion the balance-sheet is drawn up so as to exhibit a correct view of the state of the company's affairs and that in their opinion the statement is correct.

A copy of the balance-sheet shall be sent to each director at least ten days before the annual meeting, and unless he formally at or before the meeting makes statement to the contrary, he shall be held to have also signed the report.

Duties of Auditors

The auditors of every company:

1. Shall use reasonable diligence with the view of ascertaining that the books of the company have been properly kept and record correctly the affairs and transactions of the company;

2. Shall examine the shareholders' balancesheet and any accounts presented to the members of the company, and shall report in writing to the members of the company when the balance

sheet is transmitted, that the balance-sheet and accounts have been drawn up in accordance with the provisions of the New York Companies' Act, and when taken together with any explanations attached thereto, present a correct view of the state of the company's affairs; or if the auditors are unable to make such a report they shall report in writing when the balance-sheet is transmitted in what respects the balance-sheet and accounts fail to comply with these requirements, and shall sign a certificate at the foot of the balance-sheet stating whether or not all their requisitions as auditors, including their requisitions with regard to the private balance-sheet hereinafter mentioned, have been complied with; and

3. Shall report in writing to the members all material information which they have observed or have become acquainted with with regard to the books, accounts, securities, vouchers, papers, writings and documents examined by them, and for this purpose they shall at all times have access to all the books, accounts, and records of the company and to the minute book and shall be empowered to require from the directors and other officers such information and explanation as may be necessary for the performance of their duties.

If for any reason it prove impossible for the auditors to prepare their report before the date mentioned above, then they shall submit at the general meeting the reasons for their failure.

The shareholders shall then take action and fix a later date at which a report shall be submitted either by the said auditors or by their successors in office.

If the auditors or any one of them think there is just cause to disapprove of any part of the said accounts presented to the members of the company, they or any one of them may disallow any part of the said accounts so disapproved of and shall report their or his disapproval in writing on the accounts and balancesheet.

Every such report and balance-sheet shall be read before the company at the next general meeting.

Any auditor who shall wilfully or through gross negligence certify that any false or fraudulent balance-sheet or account is correct, shall be civilly responsible to any party injured.

Private Balance Sheet

The auditors of every company before making a report pursuant to the last preceding section shall require, and the directors and president of the company shall without unnecessary delay supply to the auditors, a balance-sheet, in this act referred to as the private balance-sheet, giving the details on which the shareholders' balance-sheet is founded and showing amongst

other things the amount of deduction, if any, for debts considered to be bad or doubtful.

The private balance-sheet must be signed by the president, treasurer, and by at least two of the directors of the company when there are not more than three directors, and by three at least when there are more than three directors.

The auditors may require the directors, treasurer, and president of the company to supply in writing, signed as hereinbefore provided, any further details or information affecting the balance-sheet or any particular item comprised therein, and shall sign a certificate at the foot of the private balance-sheet stating whether or not all their requisitions as auditors have been complied with.

The private balance-sheet shall not be issued to the members of the company, but shall together with all such further details and information as aforesaid be kept by the directors as part of the records of the company.

Annual Report

Every corporation organized under this act shall annually file in the office of the Secretary of State for use of the Comptroller and other state officials acting in their official capacity, but not for public inspection, and also in the registered

office of the company, a report, which said report shall be at all times open to the inspection of the stockholders, upon request, and a copy of such report shall be furnished to any stockholder by the corporation upon the pre-payment of a reasonable charge for making the same, which charge shall not exceed the sum of ten cents per folio of one hundred words.

Said report shall be filed within three months after the first of January in each year; shall be authenticated by the signatures of the president and one other officer of the company, or by any two directors and shall contain:

1. The name of the corporation.

2. The location, town or city, with street and number, if any there be, of its registered office, with the name of the registered agent.

3. The names of all the directors and officers of the company and the date of the expiration of their terms of office.

4. The post office address of each, not the registered office of the company.

5. The character of the business carried on by the company.

6. The location of any and all transfer offices within and outside the state.

7. The last shareholders' balance-sheet.

8. The day appointed for the next annual meeting of the stockholders for the election of directors.

For failure to file the annual report the cor