to be a body politic and corporate.

Stockholders holders of said bank, shall be, and they are hereby constituted, ordained and declared to be a body corporate and politic, in fact and in name, by the name of "the President, Directors and Company, of the Bank of Macomb County," that by that name they and their successors shall, and may have continual succession, and shall be persons in law capable of sueing and being sued, pleading and being impleaded, answering and being answered, defending and being defended, in all courts and places whatsoever, and in all manner of actions, suits, complaints, matters and causes whatsoever, and that they and their successors may have a common seal, and may change and alter the same at their pleasure; and they and their successors, by the name of "the President, Directors and Company of the Bank of Macomb County," shall be, in law, capable of purchasing, holding and conveying any estate, real or personal, for the use of said corporation.

Its style and powers.

Who to manage.

Directors to

rules, &c.

SEC. 24. The stock, property, affairs and concerns of the said bank, shall be managed by the president and directors of the said Rail Road Company.

SEC. 25. The directors for the time being, or make by-laws, a majority of them, shall have power to make and prescribe such by-laws, rules and regulations, as to them shall appear needful and proper, touching the arrangement and disposition of the stock, property, estate and effects of said corporation, the duties and conduct of the offi

Their powers,

Statement of

cers, clerks and servants employed therein, and all such other matters as appertain to the business of a bank; and shall also have power to appoint so many officers, clerks and servants, duty, &c. for carrying on said business, and with such salaries and allowances as to them shall seem meet: Provided, That such by-laws, rules and regulations, be not repugnant to the constitution or laws of the United States, or to the laws of this territory; and it shall be the duty of the said directors, whenever thereto required, to furnish affairs. to the legislature or governor, a statement, under oath or affirmation, of the condition of the bank, stating the amount of deposites, the profits on hand, the amount of bills in circulation, the amount of debts duc from the directors, the amount due from the stockholders, the amount of debts due from all other persons or corporations, not however naming them, the amount of specie in bank, the amount of all bills of other banks, the amount of their deposites in other banks, the amount of their real estate, and all their other property not herein specified, and shall contain a true exhibit of the state of said bank.

stock.

SEC. 26. This territory shall have a right to Right of terrisubscribe any number of shares in said bank, tory to take not exceeding, in the whole, the number of five hundred, at any time when by law, they shall authorize any person orpersons for that purpose; and the territory shall have a right to increase

Amo't of debts which bank shall not exceed.

the number of shares and stock which the said corporation may hold, to the amount of the sum to be subscribed.

SEC. 27. The total amount of debts, which the said corporation shall at any time owe, whether by bond, bill, note or other contract, over and above the specie then actually deposited in the bank, shall not exceed three times the amount of capital stock subscribed and actually paid into said bank; and in case of such excess, the Liable in case directors under whose administration it shall

of excess.

Loans to directors.

Lands and ten

happen, shall be liable for the same in their separate and private capacities; but this shall not be construed to exempt the said corporation, or any estate, real or personal, which they may hold as a body corporate, from being also liable for, and chargeable with such excess; but such of the directors who have been absent when the said excess was contracted, or who may have dissented from the resolution or act, whereby the same was contracted, shall not be so liable: no loan or discount shall be made to the directors of such corporation or upon paper on which such directors or any of them shall be responsible, to any amount exceeding the capital stock actually paid in and possessed by the corporation.

SEC. 28. The lands, tenements, and heriditaements which ments, which it shall be lawful for the said corbank may hold. poration to purchase and hold, shall be only such as shall be required for its accommodation in

Not to trade in

relation to the convenient transaction of its business, or such as shall have been bonafide mortgaged to it by way of security, or conveyed to it in satisfaction of debts previously contracted in the course of its dealings, or purchased at sales upon judgments which shall have been obtained for such debts; and further, the said corporation shall not, directly or indirectly deal or merchandize. trade in buying or selling any goods, wares or merchaedise, or commodities whatsoever, unless in selling the same when truly pledged by way of security for debts due the said corporation, or purchasing the same at sale on judgments which shall have been obtained for any debts previously contracted in the course of its dealings, and afterwards selling the same.

SEC. 29. The bills obligatory and of credit, Bills to be asunder the seal of the said corporation, which signable, &c. shall be made to any person or persons, shall be assignable by endorsement thereupon, under the hand or hands of such person or persons, his, her, or their assignee or assignees, so as absolutely to transfer and vest the property thereof in each and every assignee or assignees respectively, and to enable such assignee or assignees, to bring and maintain an action thereupon, in his, her or their own name or names; and bills or notes which may be issued by order of said corporation, promising the payment to any person or persons, his her, or their order, or to bearers though not under the seal of the said

G

corporation, shall be binding and obligatory upon the same in like manner, and with like force and effect as upon any private person or persons, if issued by him, her, or them, in his, her or their private or natural capacities, and shall be assignable and negotiable in like manner as if they were so issued by such private Bills to be paid person or persons; and if such bills obligatory when demand- and of credit, and such bills and notes issued as tion dissolved. aforesaid are not paid when the same are due

ed or corpora

Of dividends.

When bank

business.

and demanded at the banking house of the said bank, and within the usual banking hours, in the legal money of the United States, the said corporation shall be dissolved subject to the benefits and provisions of the act entitled an act relative to banking institutions, approved April 23, 1833.

SEC. 30. The directors shall make half yearly dividends commencing in six months after the said bank shall have gone into operation, of so much of the profits of the said bank as to them or a majority of them, shall seem advisable; and the directors shall also, after ten thousand dolmaycommence lars shall have been paid in, provide a convenient place for the transaction of the business of said bank, and commence operation; and every clerks to give cashier and clerk, before they enter upon the duties of their offices, shall give bond, with two or more sureties to the satisfaction of the directors, conditioned for the faithful discharge of their duties: Provided, That no dividend shall be

Cashier and

bond.