Expense of § 3. The expense of the examination herein provided for by the Superintendent of the Banking Department, or caused to be made by how paid. him, shall be paid by the banking association or corporation for whose benefit the application shall be made. the exami nation, Deter and certificate of Superintendent to § 4. The determination and certificate in writing, made by the said mination Superintendent, of the amount to which the capital stock has been reduced under this act, shall be recorded in the office of the clerk of the county in which such banking association or corporation shall be be record- located, and a certified copy thereof filed in the Bank Department of the State of New York; and the same shall be published by the said Superintendent once a week for six weeks successively, in the State paper, and at least one newspaper in the county where such association or corporation shall be located, at the expense of the banking association or corporation applying for such reduction of its capital stock. ed and published. Liability of stockholders not to be impaired. Amending § 5. Nothing in this act contained shall in any way change or lessen the liability of the stockholders of any banking association or corporation reducing its capital stock under its provisions, to the billholders or other creditors thereof, or any indebtedness or engagement, now existing, or that may so exist, either absolutely or contingently, against such association or corporation prior to, or at the time when such reduction shall take place, or by which the rights, remedies or security of the then existing creditors, shall be weakened or impaired. § 6. Section nine of the act entitled "An act to organize a Bank $9, ch. 164, Department," passed April twelve, eighteen hundred and fifty-one, is hereby amended so as to read as follows: Laws 1851, 4 Edm. 170. Superin fix day for reports. § 9. It shall be the duty of the Superintendent of the Bank Departtendent to ment to fix upon and determine a day in respect to which the reports of incorporated banks, banking associations and individual bankers shall be made, as provided in chapter four hundred and nineteen of the session laws of one thousand eight hundred and forty-seven; and the said Superintendent shall, at least once in each quarter of a year, fix and designate some Saturday in such quarter in respect to which the said reports shall be made, and shall give notice thereof in the manner prescribed in the said chapter four hundred and nineteen; and the said reports shall be made to the said Superintendent as directed in the said chapter, and all willful false swearing in respect to such reports shall be deemed perjury and subject to the punishment prescribed by law for that offense. In case of neglect to make such report within five days from the mailing of the notice designating said day upon which such report shall be made, it shall be the duty of the Superintendent to cause the books, papers and affairs of the bank, association or banker so neglecting, to be examined as directed by the third section of said chapter four hundred and nineteen; and the reasonable expenses of such examination, to be certified by the said Superintendent, shall be charged to the bank, association or banker so neglecting, and shall be collected in the manner herein prescribed in respect to other charges against them; and it shall also be the duty of the Superintendent, in case of the failure or neglect of any bank, banking association or individual banker to make said report within the time above mentioned, to prosecute the same in any court of record and recover the sum of one hundred dollars for such neglect or refusal; and the money so recovered shall be paid into the treasury of this State, to be used for the purpose of defraying the miscellaneous expenses of the Bank Department. 7. This act shall take effect immediately. In Seeley v. New York Exchange National Bank, 1 Thomp. Nat. Bank Cases, 804, it was held by VAN HOESEN, J., in the New York court of common pleas, that where a National Bank reduces its capital stock it cannot retain as a surplus fund or for other purposes the whole or any part of the money which it receives for the stock which it retires.In the course of the opinion VAN HOESEN, J., said: If the defendant had determined to discontinue business and wind up its affairs, there is no doubt that the shareholders would be entitled to a distribution of whatever assets of the corporation might remain after its debts had been paid. If, instead of surrendering all its corporate powers, a corporation, by reducing its capital, relinquishes a portion of them, it seems to me that the shareholders may properly claim a distribution of the money which the corporate body has no longer the right to use as capital. The abandonment by a corporation of all its corporate rights gives the stockholders a right to the distribution of all the net assets; why should not an abandonment of a portion of those rights give the stockholders a right of distribution pro tanto? Of course, if the capital stock has been impaired, the amount to be returned to the stockholders must be diminished. * The bank has gone out of existence as a,corporation with a capital of $500,000. Under a modified charter it commences a new life with a capital of $300,000. So far as the $200,000 of reduced stock is concerned, the corporation must be considered as having surrendered its charter and wound up its business. This being so there is no doubt of the duty it owes to the stockholders who own the retired stock." This reasoning and case are equally applicable to State banks. The reduction will not have been effected until the Superintendent of the Bank Department shall have duly certified to the reduction. See Charleston v. People's Nat. Bank, 1 Thomp. Nat. Bank Cases, 898. If the proper officers of a bank fail to make a report as required by law, whereby the bank has been subjected to a fine or otherwise injured, it is a breach of duty for which they and the sureties on their bond are liable. Bank of Washington v. Barrington, 2 Penn. 27. See L. 1859, chap. 277, ante, vol. 4, p. 190, and post, p. 713. CHAP. 55. AN ACT to prohibit fishing near any fishway established by the State. PASSED March 20, 1875; three-fifths being present. The People of the State of New York, represented in Senate and Assembly, do enact as follows: SECTION 1. The commissioners of fisheries of this State, are hereby commis required and directed to erect and maintain at a distance of eighty sioners of rods from any fish way established or constructed by the State, in any erect sign. stream or water-course within its boundaries, signboards, on which boards. shall be plainly painted or inscribed the words following, to wit: "Eighty rods to the fish way. All persons are by law prohibited from fishing in this stream between this point and the fishway," said signboards to be erected on both sides of the stream, above and below the fishwav. § 2. No person shall catch or attempt to catch fish with any device Fishing whatever, within a distance of eighty rods from any fishway established near fishor constructed by the State, in any stream or water-course within its hibited, boundaries. way pro Punishment. Fine, how disposed of. § 3. Any person violating the provisions of the second section of this act shall be deemed guilty of a misdemeanor, and shall be liable, upon conviction thereof, to a fine not to exceed twenty-five dollars for every offense, or be subject to not more than ten days imprisonment in the county jail; said fine to be recovered before any justice of the peace of the county wherein the offense may be committed, who shall issue his warrant for the arrest of the offender upon the complaint of any person duly verified. § 4. Any fine collected by virtue of the provisions of this act shall be paid to the overseer of the poor of the town in which the offense was committed to be applied by said overseer to the credit of the poor fund of said town. This act superseded by L. 1879, chap. 534, § 29 and 30; post, p. 827. CHAP. 56. AN ACT further to amend chapter three hundred and fortyeight of the laws of eighteen hundred and sixty, entitled "An act to secure to creditors a just division of the estates of debtors who convey to assignees for the benefit of creditors." PASSED March 20, 1875. The People of the State of New York, represented in Senate and Assembly, do enact as follows: Amending SECTION 1. Section three of chapter three hundred and forty-eight $ 3, ch. 348. of the laws of eighteen hundred and sixty, is hereby amended so as to 4 Edm.484. read as follows: Laws 1860, Bond of assignee. Accounting by §3. The assignee or assignees named in any such assignment, shall, within ten days after the delivery to the county judge of the inventory or schedule above specified (and before he shall have power or authority to sell, dispose of, or convert, to the purposes of the trust, any of the assigned property), enter into a bond to the People of the State of New York, in an amount to be ordered and directed by the county judge of the county where such debtor or debtors resided at the date of such assigment, with sufficient sureties to be approved of by such judge, and conditioned for the faithful discharge of the duties of such assignee or assignees, and for the due accounting for all moneys received by such assignee or assignees, which bond shall be filed in the county clerk's office, where the assignment is recorded. § 2. Section four of said chapter is hereby amended so as to read as follows: § 4. After the lapse of one year from the date of such assignment, assignee. the county judge of the county where such inventory is filed, shall, upon the petition of any creditor of such debtor or debtors, have power to issue a citation or summons compelling such assignee or assignees to appear before him and show cause why an account of the trust fund created by any such assignment shall not be made, and to decree payment of such creditors' just proportional part of such fund; and such county judge shall also have the same power and jurisdiction to compel such accounting as is now possessed by surrogates in relation to the estates of deceased persons; and also power to examine the parties to such assignment, and other persons on oath, in relation to such assign. ment, and accounting and all matters connecting therewith, and to compel their attendance for that purpose; and the parties interested in such accounting, shall have the same rights to appeal from any order or decree of such judge in the premises, as is now given from the decrees of surrogates in relation to the accounts of executors and administrators, and such judge shall have the power to refer the said accounting to a referee or auditor, to be appointed by him for that purpose, to take and state such account; and such referee shall have the same power to take the examination of any witnesses produced before him, and to compel their attendance and examination, as a referee appointed by the Supreme Court to try and determine an action therein. §3. This act shall take effect immediately. This act supersedes other amending acts, for which see ante, vol. 7, pp. 194 and 654; vol. 9, p. 490. The Law of 1860 and this act were repealed by the "General Assignment Act of 1877," post, p. 468. CHAP. 58. AN ACT to permit companies or corporations incorporated or formed under or pursuant to the provisions of chapter two hundred and thirty-two, of the laws of eighteen hundred and fifty-four, entitled "An act for the incorporation of companies formed to navigate the lakes and rivers," passed April fifteenth, eighteen hundred and fifty-four, to extend the term of their corporate existence. PASSED March 20, 1875 The People of the State of New York, represented in Senate and Assembly, do enact as follows: existence extended SECTION 1. Any corporation or company which has been incorpor- Term of ated or formed under or pursuant to the provisions of chapter two corporate hundred and thirty-two, of the laws of eighteen hundred and fifty- how four, entitled "An act for the incorporation of companies formed to navigate the lakes and rivers," passed April fifteenth, eighteen hundred and fifty-four, may extend the term of its corporate existence, as follows: Whenever any such company or corporation shall desire to call a meeting of the stockholders for the purpose of extending the term of its corporate existence, it shall be the duty of the directors to publish a notice, subscribed by at least a majority of them, at least thirty days previous to the day fixed upon for holding such meeting, in a newspaper published in the city or town in which the principal office for the management of the affairs of such company or corporation shall be situated, and, if there be no newspaper published in such town or city, then in a newspaper the principal office of the publication of which is in a city or town in the State of New York nearest to such principal office of such company or corporation, specifying the object of such meeting, and the time and place, when and where such meeting will be held. If, at the time and place specified in the notice above provided for, stockholders shall appear in person or by proxy, in numbers representing not less than two-thirds of all the shares of stock of the company or corporation, they shall organize by choosing one of the directors of the corporation or company chairman of the meeting, and one of the stockholders secretary, and proceed to a vote of those present, in person or by proxy, and if, on canvassing the votes, it shall appear that a sufficient number of votes has been given in favor of extending the term of the corporate existence of the company or corporation for a certain time, the term cf the corporate existence of Amending ch. 694, Laws 1865, such company or corporation shall be extended accordingly, and it § 2. This act shall take effect immediately. CHAP. 60. AN ACT to amend chapter six hundred and ninety-four of the laws of eighteen hundred and sixty-five, entitled "An act in relation to the deposit required to be made, and the taxes, fines, fees and other charges payable by insurance companies of sister States," passed May eleven, eighteen hundred and sixty-five. PASSED March 20, 1875; by a two-third vote. The People of the State of New York, represented in Senate and Assembly, do enact as follows: SECTION 1. Section one of chapter six hundred and ninety-four of the laws of eighteen hundred and sixty-five, entitled "An act in rela6 Edm.578. tion to the deposit required to be made, and the taxes, fines, fees and other charges payable by insurance companies of sister States," passed May eleven, eighteen hundred and sixty-five, is hereby amended, so as to read as follows: §1. Whenever the existing or future laws of any other State of the United States shall require of insurance companies, incorporated by or organized under the laws of this State, and having agencies in such other States, or of the agents thereof, any deposit of securities in such State for the protection of policy-holders, or otherwise, or any payment for taxes, fines, penalties, certificates of authority, license fees, or otherwise, greater than the amount required for such purposes from similar companies of other States by the then existing laws of this State, then, and in every such case, all companies of such States establishing, or having heretofore established an agency or agencies in the State, shall be and are hereby required to make the same deposit for a like purpose in the Insurance Department of the State, and to pay the Superintendent of said Department for taxes, fines, penalties, certificates of authority, license fees and otherwise, an amount equal to the amount of such charges and payments imposed by the laws of such State upon the companies of this State and the agents thereof. And the Superintendent of the Insurance Department is hereby authorized to remit |