Page:United States Statutes at Large Volume 32 Part 1.djvu/1013

 948 FIFTY-SEVENTH CONGRESS. Sess. II. Ch. 978. 1903. and their successors, shall be a body corporate and politic in fact and in law under the name stated in the articles of incorporation, and by such corporate name shall have succession for the period limited in this cha ter and shall have power- _ "(a) To sue and to be sued in any court having jurisdiction; “(b) To make and use a common seal, and alter the same at pleasure; "(c) To purchase, hold, mortgage, sell, and convey real andpersonal property, except stock in other corporations, subject to the limrtatron ereinbefore prescribed; _ "(d)·To appoint such officers, agents, and servants as the business of the co ration shall require, to define their powers, prescribe their duties, arldoiix their compensation; "(e) To require of them such security as may, be thought proper for the fulfillment of their duties, and to remove them at wi l, except that no director shall be removed from office unless by a vote of two—thirds of the stock; “(f) To make by-laws not inconsistent with the laws of the district of Alaska and the laws and Constitution of the United States; "(g) To manage its property, regulate its affairs, transfer its stock, ` and to carry on all kinds of business within_the objects and purposes of the corporation as expressed in the articles of incorporation. m§E°¤l·°¤“**° h°*"‘ “Sec. 5. That all corporations incorporated under this chapter, and ` - all corporations or joint stock companies organized under the laws of the United States, or the laws of any State or Territory of the United States and authorized to do business in the district of Alaska, shall have the right to acquire and hold only such real estate as may be necessary to carry on their corporate business. mfgf d”’°°*°”· “Sec. 6. That the corporate powers of the corporation shall be ` exercised by a board of not less than three directors who shall be stockholders in the co ration, a majority of whom shall be residents of the district of Alalslg, who shall, before entering upon the duties of their office, severally take and subscribe an oath to faithfully perform their duties as such directors, and who shall, after the expiration of the terms of the directors tirst elected, be annually elected by the stockholders at such time and place within the district of Alaska and upon such notice and in such manner as shall be directed by the by-laws or articles of incorporation of the corporation; but all elections shall be by ballot. and each stockholder, either in person or· by proxy, shall be entitled to cast as many votes as he may own or represent shares of stock, and the person or persons receiving a majority of the votes of all the shares of stock voted, a majority of the stock being represented at such election, shall be director or directors. Whenever any vacancy shall happen anion the directors by death, resignation, or otherwise, except by removed and the election of a successor, it shall be iilled by appointment of the board of directors for the unexpired _ term of such vacancy. E’"°‘*"" °’d"°°“"‘“· “Sec. 7. That if it shall happen at any time that an election of directors shall not be made on the day designated by the by-laws or articles of incorporation of the corporation, the corporation shall not for that reason be dissolved, but it shall be lawful on any other day after due notice. prescribed by the by-laws, to hold an election for directors in such manner as shall be rovided for in the bv-laws or articles of the corporation, and all directors duly elected shall hold their offices until their successors are elected and qualified. Q“°’“'“ °’ *’°°"’- “Sec. 8. That a majority of the whole number of the directors shall form a uorum of the board of directors for the transaction of business, add everv decision of a majority of the dl1'0Ct0l‘S duly assembled as a board shall be valid as a corpor·ate act. “°“““€‘· “Sec. 9. That, except as otherwise provided in the articles of incorporation or by—laws of the corporation, the first and all subsequent