deposit with the Treasurer at all times during the continuance of the business of effecting insurance by such company or its agents within this State; but nothing herein contained shall excuse or discharge any such company from its liability upon any contract of insurance made in violation of the provisions of this section. (e) act. SEC. 12. Any officer or agent of any corporation or company Penalty for violating this described in the eleventh section of this chapter who shall contract for or effect any such insurance contrary to the provisions of this law, shall be deemed guilty of a felony, and shall forfeit the sum of five hundred dollars, to be paid in lawful money, for each violation thereof, to be recovered in the name of the State of Florida, with costs. (e) SEC. 13. Any foreign corporation or company having com- Company may plied with the provisions of section eleven of this chapter and withdraw bonds by pub. afterward ceasing to transact its business of insurance within lishing notices, this State, may withdraw any bonds deposited in accordance &c. with this law, upon furnishing satisfactory proof to the Treasurer that it has ceased to transact such business: Provided, That such corporation or company shall cause to be published at least once in each week, for twelve weeks prior to the application to withdraw such deposit, a notice in the three official newspapers of the State to the effect that such corporation or company has ceased to do business within this State, and intends to withdraw such bonds: And provided further, That no such bonds shall be surrendered on such application during the life of any insurance policy issued by such company to any person covering property in this State, or during the pendency of any action against such corporation or company in any court of this State upon any policy of insurance, or while any judgment recovered in this State shall remain unsatisfied against such company, if notice of the existence of any such policy, action, or judgment, with an affidavit of the truth thereof, shall have been filed with the Treasurer prior to the application to withdraw such bonds. (e) pany-how enforced. SEC. 14. Whenever execution upon any final judgment Judgment against such corporation or company shall have been returned against comunsatisfied in whole or in part, and a certified copy of such execution and the return thereon shall be presented to the State Treasurer, it shall be his duty to advertise said bonds to be sold by him, at the Capitol at Tallahassee, to the highest bidder, at a time to be named not less than thirty days from the first publication of notice of such sale. Such advertisement shall be published conspicuously in a newspaper printed at Tallahassee. So many only cf said bonds shall be sold as may be necessary to realize the amount due upon said execution, with costs of advertising, and five per cent. upon said proceeds (for the fees of the Treasurer) for his services in making such sale. If any sum remains of such proceeds after satisfying (e) Secs. 1, 2 and 3, Chap. 183), Act of Jan. 27, 1871. ceive coupons upon bonds deposited. such execution and costs, the same shall be held by the Treas urer subject to be withdrawn in the manner provided for withdrawing the bonds aforesaid, or the sums may be paid by the Treasurer upon any other execution unsatisfied. (e) SEC. 15. Any corporation or company having complied with Company to re- the provisions of this law, and against whom no judgment shall have been rendered and remain unsatisfied upon a policy of insurance, shall be entitled to receive from the State Treasurer the coupons representing the interest upon bonds deposited in pursuance of section eleven of this chapter by such company, as the said interest shall become due. (e) CHAPTER 39. CORPORATIONS-RAILROADS AND CANALS. 1. Number of persons required to form a company, for what purposes; Articles of Association, how signed; manner of forming it; affidavit of three Directors be annexed thereto; Governor and Secretary of State, when to issue certificate; form of such certificate; when subscribers to the articles become a Corporation. 2. Certificate conclusive evidence of the existence of the Corporation; original articles of incorporation, where filed. 7. Stock considered persona! property; manner of transferring. 8. Capital stock, how increased; notice thereof, how given. 9. Executors and administrators not liable for calls on stock in cer tain cases. 10. Powers of Corporations under this law; can hold real and personal property; to use the property for the purposes of the Association; width of Road or Canal; certain privileges allowed; can construct Road or Canal upon 3. Books for subscriptions, where any street or highway, or on any opened. 4. Board of Directors, how and when elected, and for what time; Director must be a stockholder; provisions when there has been failure to elect Directors as provided for above; stockholders can vote by attorney or proxy. 5. President and other officers, how appointed. 6. Manner of paying for subscribed stock; when stock forfeited; when notice to be given. stream; can cross or intersect any Railroad; necessary switches; can use steam or animal power; can erect buildings; can regulate transportation; can borrow money; execute trust deeds or mortgages; property that can be mortgaged or embraced in trust deed: when sold under mortgage or trust deed, what property or rights of property passes; purchasers or assignees may organize anew. 11. Trust deeds on mortgages, (e) Secs. 4 and 5, Chap. 1839, Act of Jan. 27, 1871. when recorded; Secretary of State to provide a book for such purpose. 12. Existing Roads or Canals may be extended under this law; manner of proceeding. 13. Right of acquiring title. 14. Manner of acquiring title; petition, how signed; necessary requisites of what it should contain; names of persons who are in possession of estate should be stated; petition, where filed; these proceedings no bar to any other Railroad or Canal. reference to such highways. 23. Title to estate vested in a Trustee not authorized to sell or convey the same; the power of the Circuit Courts and manner of proceedings relative thereto. 24. Authority to possess certain lands; this authority not applicable to land previously sold by the State. 25. Plat of Railroad or Canal to be deposited with Secretary of State. 26. Powers of Trustees of Internal Improvement Fund to grant 15. Judge of Circuit Court to lands, &c. appoint appraisers. 16. Commissioners of Appraisement shall cause notice of time and place to consider value of property to be appraised; notice to be given and proof filed; Commissioners to view premises; improvements to be estimated; what deductions to be made; majority of Commissioners present competent to determine all matters before them; when report of Commissioners to be filed; Commissioners entitled to certain compensation. 27. Authority given to make contracts with other Railroads and Canals and to make connections. 28. Locomotives in crossing tracks must not go faster than four miles per hour. 29. Duties of Secretary, Agents and other officers of the Company ; fees for performing certain duties; duty when Secretary resigns; duty of Secretary when summoned into Court. 30. Rolling stock of Railroad declared fixtures; mortgages must 17. Report of Commissioners, be recorded in Secretary of State's where filed. office, and also the deeds. 18. Certain informalities, how and when amended. 19. Company owning real property liable to foreclosure; Court authorized to proceed, and how title can be perfected. 20. When Company has not acquired title to land upon which track is constructed, how to proceed. 21. Routes, how and when changed; certificate of change filed in office of Secretary of State; effect of alteration of route. 22. Manner in which Roads or other Canals and Railroads are to be crossed; powers of Courts in 31. Sinking Fund, how created and used for the payment of indebtedness of the Company. 32. Actions against Railroads or Canals; where brought; process, how served; on whom served. 33. Sign-boards to be put up at crossings; inscription to be put on board; when the bells should be rung. 34. Duties of Railroad or Canal Company as to shipping freight and as to delivering the same to the consignees. 35. Regulations as to the transportation of fire-wood. 36. When it shall be unlawful to sons required to form a com pany. For what purposes. ciation to be signed. Manner of forming it. lock passenger cars; kerosene or cars. 37. Corporate name, how changed; resolution changing name where filed; new Company bound for all acts of old Company; consolidation of Companies allowed. 38. Companies incorporated under this act may accept from other States any additional powers and privileges. 39. Penalties upon Conductor or other persons for violating the provisions of this law. 40. Conductor allowed to put certain persons off of the train. 41. Companies incorporated under this law for violation thereof liable to be fined; how fine to be collected and for what used. 42. All existing Canal and Railroad Companies shall have all powers and privileges conferred by this law, and be subject to the same liabilities. 43. Lands formerly acquired by other Companies may be acquired by Companies incorporated under this law as other lands are; duties of Commissioners in such cases. 44. Commissioners allowed 20 days to perform their duties. SECTION 1. Any number of persons, not less than three, may Number of per form a company, and shall give ninety days' notice in three official newspapers of the formation of such company for the purpose of constructing, maintaining and operating a railroad or canal for public use in the conveyance of persons and property, or for the purpose of maintaining and operating any railroad or canal already constructed for the like public use; and, for Articles of asso- the purpose of organizing under this chapter, may make and sign articles of association, in which shall be stated the name of the company, the places from and to which the road or canal is to be constructed or maintained and operated, the length of such road, as near as may be, and the name of each county in the State through or into which it is made or intended to be made, the amount of the capital stock of the company, and the number of shares of which the capital stock shall consist, and the names and places of residence of the directors of the company who shall manage its affairs for the first year and until others are chosen in their places, and the number of such directors shall not be less than three nor more than thirteen. Each subscriber to such articles of association shall subscribe thereto his name, place of residence, number of shares of stock he agrees to take in said company. There shall be endorsed thereon, or annexed thereto, an affidavit, made by at least three three directors. of the directors named in said articles, that the names subscribed to said articles are the genuine signatures of the persons named therein, and that it is intended in good faith to construct and to maintain and operate the road or canal mentioned in such articles of association, which said affidavits may then be filed in the office of the Secretary of State, who shall endorse thereon the day they are filed, and record the same in a book to be provided by him for that purpose. The Governor and Secretary of State shall, upon the filing of such articles of Affidavits of association, issue to the persons named therein a certificate, Governor and under the great seal of the State, signed and countersigned by State to issue Secretary of them respectively, in the following form: To all to whom these presents shall come, greeting: to a certificate. Form of WHEREAS, (Naming the persons subscribing the articles of. association,) have filed in the office of the Secretary of State certificate. certain articles of association, with a view to forming a corpoporation to be known as (here insert name), and with a capital (here insert amount), for the purpose of constructing, maintaining and operating a railroad or canal from and have complied with the statutes in such cases made and provided; therefore, the State of Florida hereby grants unto the above-named persons, their successors and assigns, full authority by and under the said name of - , to exercise the powers and privileges of a corporation for the purpose above stated, and in accordance with the said articles of association and the laws of this State. 18-. Governor. In witness whereof, these presents have been attested with the great seal, and signed and countersigned by the Governor and Secretary of State of the State of Florida, at Tallahassee, the day of [SEAL.] And thereupon the persons who have so subscribed such ar- Subscribers to ticles of association, and all persons who shall become stock- the association holders in such company, shall be a corporation by the name corporation. specified by such articles of association, and shall possess the powers and privileges granted to corporations, and be subject to the provisions contained in this chapter. (a) to become a clusive evi corporation. SEC. 2. Any certificate issued pursuant to the provisions of Certificate conthis chapter, or a certified duplicate thereof, shall be conclusive dence of the exevidence of the existence of such corporation in all actions istence of a and proceedings where the question of its existence is only collectively involved, and prima facie evidence in all other actions and proceedings. The original articles of association, Original articles with the certificate of the recording thereof in the office of the to be filed in Secretary of State endorsed thereon, or a copy from the record the office of thereof certified by the Secretary of State, shall be evidence of State. the contents of the articles of association of any such corporation in all actions and proceedings. (a) of association Secretary of deemed expe SEC. 3. When any such articles of association and affidavits Books of subare filed and recorded in the office of the Secretary of State, opened in such scription to be the directors may, in case the whole of the stock is not before places as subscribed, open books of subscription to fill up the capital dient: notice to stock of the company, in such places and after giving such be given. notice as they may deem expedient, and may from time to time receive subscriptions until the whole capital stock is subscribed. (a) SEC. 4. There shall be a board of not less than three nor more than thirteen directors of every corporation formed under (a) Sees. 1, 2 and 3, Chap. 1987, Act of Feb. 19, 1874. Board of directors-how elected and for what time. |