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guilty of a misdemeanor, and, on conviction thereof, shall be fined and imprisoned in the discretion of the court, said fine not to exceed one thousand dollars and such imprisonment not to exceed one year.

CANALS.

SEC. 17. Every person who shall lead, drive, or ride, or cause to be lead, driven, or ridden, any horse or other animal, drawing after it any wagon, cart, dray, or other carriage, upon the towing path of any canal constructed by any incorporated company, shall, for every such offence, forfeit ten dollars.

SEC. 18. If any person shall obstruct the navigation of any such canal, by sinking therein any stone, timber, vessel or other thing, or by placing any obstruction on the towing path thereof, such person shall, for every such offence, forfeit twenty dollars.

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SECTION 1. Every corporation, as such, has power: 1. To have succession by its corporate name for the period limited; and when no period is limited, perpetually. 2. To sue and be sued in any court. 3. To make and use a common seal, and alter the same at pleasure. 4. To hold, purchase, and convey such real and personal estate as the purposes of the corporation shall require, not exceeding the amount

limited by law. 5. To appoint such subordinate officers and agents as the business of the corporation shall require, and to allow them a suitable compensation. 6. To make by-laws consistent with law for its government, the management of its property, and regulation of its affairs.

SEC. 2. If any corporation, hereafter formed, shall not organize and commence the transaction of its business within one year from the date of its incorporation, its corporate powers shall cease.

SEC. 3. Whenever the capital stock of any corporation is divided into shares, and certificates thereof are issued, such shares may be transferred by endorsement and delivery of the certificates thereof, such endorsement being by the signature of the proprietor, or his attorney or legal representative; but such transfer shall not be valid, except between the parties thereto, until the same shall have been so entered on the books of the corporation as to show the names of the parties by and to whom transferred, the number and designation of the shares, and the date of the transfer.

SEC. 4. It shall not be lawful for the directors or managers of any incorporated company in this District to make dividends, excepting from the surplus profits arising from the business of such corporation; and it shall not be lawful for the directors of any such company to divide, withdraw, or in any way pay to the stockholders, or any of them, any part of the capital stock of such company, or to reduce the said capital stock, without the consent of Congress; and in case of any violation of the provisions of this section, the directors under whose administration the same may have happened, except those who may have caused their dissent therefrom to be entered at large upon the minutes of the said directors at the time, or were not present when the same did happen, shall, in their individual and private capacity, jointly and severally, be liable to the said corporation, and to the creditors thereof, in the event of its dissolution, or expiration of its charter, to the full amount of the capital stock of the company so divided, withdrawn, paid out, or reduced; and no statute of limitations shall be a bar to any suit against such directors for any sums for which they are made liable by this section. Nothing in this section shall be construed to prevent a division and distribution of the capital stock of such company, which shall remain after the payment of all its debts, upon the dissolution of such company, or the expiration of its charter.

SEC. 5. The total amount of the debts which any incorporated company shall owe shall not at any time exceed the amount of the capital stock actually paid in; and in case of any excess, the directors under whose administration the same may have happened, except those who may have caused their dissent therefrom to be entered at large on the minutes of the said directors at the time, and except those who were not present when the same did happen, shall, in their individual and private capacity, jointly and severally, be liable for such excess to the said corporation, and in the event of its dissolution, or expiration of its charter, to any of the creditors thereof, to the full amount of such excess, with legal interest from the time such liability accrued ; and no statute of limitation shall be a bar to any suit against such directors for any sums of money for which they are made liable by this section.

SEC. 6. Upon the dissolution of any corporation, unless other persons shall be appointed by Congress, or by some court of competent authority, the directors or managers of the affairs of such corporation at the time of its dissolution, by whatever name they may be known, shall be trustees of the creditors and stockholders of the corporation dissolved, and shall have full power to settle the affairs of the corpo ration, collect and pay the outstanding debts, and divide among the stockholders the moneys or other property that shall remain after the payment of the debts and necessary expenses.

SEC. 7. No action pending in any court in favor of or against any corporation shall be discontinued or abate by the dissolution of such corporation, whether such dissolution occur by expiration of its charter or otherwise.

SEC. 8. The persons so constituted trustees shall have authority to sue for and recover the debts and property of the dissolved corporation, and shall have full power to settle the affairs of the corporation, and shall be jointly and severally responsible to the creditors and stockholders of such corporation to the extent of its property and effects that shall come into their hands.

SEC. 9. Upon the dissolution of a corporation, the circuit court, on application of any creditor of the corporation, or of any stockholder or member thereof, may appoint one or more persons to be receivers or trustees of and for the corporation, to take charge of the estate and effects thereof, and to collect the debts and property due and

belonging to the corporation; and the power of such receivers may be continued as long as the said court shall think necessary.

SEC. 10. The circuit court shall have jurisdiction of such application, and of all questions arising in the proceedings thereon, and may make such orders, injunctions, and judgments thereon, as justice shall require.

SEC. 11. When any judgment shall have been recovered against any turnpike, or other corporation authorized to receive toll, the franchises of such corporation, with all the rights and privileges thereof, together with all its corporate property, real and personal, may be taken on execution and sold.

SEC. 12. The officer having such execution against any corporation mentioned in the preceding section, shall, thirty days at least before the day of sale of the franchise, or other corporate personal property, give notice of the time and place of sale, by advertisement to be published in some newspaper of this District.

SEC. 13. The officer who may levy an execution as prescribed in the preceding section, may adjourn the sale from time to time, until the same shall be completed.

SEC. 14. In the sale of the franchise of any corporation, the person who shall satisfy the execution, with all legal fees and expenses thereon, and shall agree to take such franchise for the shortest period of time, and to receive, during that time, all such toll as the said corporation would by law be entitled to demand, shall be considered the highest bidder.

SEC. 15. The officer's return on such execution shall transfer to the purchaser all the privileges and immunities which by law belonged to the corporation, so far as relates to the right of demanding toll; and the officer shall, immediately after such sale, deliver to the purchaser possession of all such toll-houses and gates belonging to such corporation, wherever the same may be situated in this District, and thereupon the purchaser may demand and receive all the toll which may accrue during the time limited by the terms of his purchase, in the same manner and under the same regulations as such corporation was before authorized to demand and receive the same.

SEC. 16. Any person purchasing, under the provisions of this chapter, the franchise of any turnpike or other corporation, and the assignee of such person, may recover any penalities imposed by law for any injury to the franchise, or for any other cause, which such

corporation would have been entitled to recover during the time limited in the said purchase of the franchise; and during that time. the corporation shall not be entitled to prosecute for such penalties.

SEC. 17. The corporation whose franchise shall have been sold as aforesaid, shall in all other respects retain the same powers, and be bound to the discharge of the same duties, and liable to the same penalties and forfeitures, as before such sale.

SEC. 18. Such corporation may, at any time within six months after such sale, redeem the franchise by paying or tendering to the purchaser thereof the sum that he shall have paid therefor, with ten per cent. interest thereon, but without any allowance for the toll which he may have received; and upon such payment or tender, the said franchise, and all the rights and privileges thereof, shall revert and belong to said corporation, as if no such sale had been made.

SEC. 19. The stock of every incorporated company, unless where otherwise expressly declared, shall be deemed personal estate; prior to the issuing of certificates of stock, the shares may be transferred by a delivery of the receipts for instalments paid, and by an entry on the books of the corporation.

SEC. 20. It shall be duty of every incorporated company issuing stock to cause a book to be kept containing the names of all persons, alphabetically arranged, who are or shall become stockholders of the corporation, and showing the number of shares of stock held by them respectively, and the time when they respectively became the owners of such shares; which book, during usual business hours, shall be open for the inspection of the stockholders and creditors of the company, at the office or principal place of business of the company; and any stockholder or creditor shall have the right to make extracts from such book, or to demand and receive from the clerk or other officer having charge of such book a certified copy of any entry made therein. Such book or certified copy of any entry shall be presumptive evidence of the facts stated therein in any action or proceeding against such company, or against any one or more stockholders.

SEC. 21. If the clerk or other officer having charge of such book shall make any false entry, or neglect to make the proper entry therein, or shall refuse or neglect to exhibit the same, or to allow the same to be inspected, as provided in the preceding section, he shall be deemed guilty of a misdemeanor, and shall forfeit and pay, to the use

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