Oath of di. rectors.

How admin. istered.

she shall hold in his or her own name, according to the following ratio, to wit: for each share not over ten shares, one vote; for every two shares above ten and not exceeding fifty shares, one vote; for every five shares above fifty and not exceeding one hundred shares one vote; and for every ten shares above one hundred, one vote; and no stockholder, unless actually resident within the United States, shall vote at elections or other occasions by proxy; but no one stockholder shall, for himself or as proxy, be entitled to give at any election more than one sixth of all the votes to which the whole stock of said corporation is entitled by this act.

Sec. 8. That the directors, before they enter upon or execute any of the duties of their offices except choosing a president, shall severally take and subscribe an oath or affirmation that they will, once at least in every three months, unless absent from the state or prevented by sickness, examine fully into the condition and operations of said bank, and faithfully report to the secretary of state, or such other authority as may from time to time be prescribed by the legislature, whenever they shall discover any violation or abuse of the charter of said bank, and that they will in all other respects diligently and honestly perform the duties of their respective offices; which report shall be forthwith communicated to the executive by said seeretary of state, or other authority, and by the executive to the legislature, if in session, and if not in session, at its next meeting; and said oaths or affirmations, so taken and subscribed, they shall cause to be transmitted to the secretary of state, to be deposited in his office; which said oaths or affirmations either of the directors is hereby authorized to administer to the president, and then the president shall administer the same to the other directors; and every cashier, clerk, officer and servant of said corporation, before they enter upon the duties of their offi

ces, shall give bond, with two or more securities, to the satisfaction of the directors, conditioned for the faithful performance of their duties.

Official bonds.

Sec. 9. That the directors for the time being, or a majority of them, shall have power to make out and By-laws. prescribe such by-laws, rules and regulations as to them shall appear useful and proper touching the arrangement and disposition of the stock, property, estate and effects of said corporation; the duties and conduct of the officers, clerks and others employed therein; the election of directors, 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 for carrying on the said business, and with such salaries and allowances as to them shall seem meet: Provided, Proviso.' That such by-laws, rules and regulations shall not be repugnant to the constitution and laws of the United States, or of this state.

and directors.

Board of di

rectors.

Sec. 10. That no president or other director shall be Compensation entitled to any emolument for their services, unless the of president same shall have been allowed by the stockholders at a general meeting: four directors shall constitute a board for the transaction of business, of which the president shall be one, except in case of necessary absence, when he shall in writing appoint one of the directors, or the directors present may appoint one of their number to act as president pro tempore; but for making ordinary discounts not less than three directors shall constitute a board.

holders.

Sec. 11. That a general meeting of the stockholders General meemay be called whenever the directors or a majority of ting of stockthem shall judge proper, of which meeting the directors shall give thirty days previous notice in a newspaper published in each of the counties of Lenawee and Washtenaw, which notice shall specify the object of such meeting.

Statement of

bank to be made when required by the legislature

Sec. 12. That it shall be the duty of the directors, the affairs of semi-annually and whenever required by the legislature, to furnish the secretary of state, or other officer or officers prescribed by the legislature, a statement, under oath or affirmation, of the condition of the bank, stating the amount of deposites, the amount of bills in circulation, the amount of debts due 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 bills of other banks, the amount of their deposites in other banks, the amount of their stock in other banks, the amount of their real estate and other property not herein specified, the amount of capital actually paid in, and containing a true and faithful exhibit of the entire state of said bank, which statement they shall also cause to be published in some newspaper within the state; and the books, papers and vaults of said bank, shall be at all times open to the inspection of a committee, or commissioner, or commissioners, to be appointed by the legislature.

Amount of debts not to exceed three times the a

Sec. 13. That the total amount of debts which the corporation shall at any time owe, exclusive of property deposited in the bank, shall not exceed three times mount of stock the amount of capital stock actually paid in; and for all paid in. excess, and all deficit occasioned by the insolvency of said bank, the directors, in the first place, shall be liable in their individual capacity in the full amount of their real and personal property, and each other stockholder shall thereafter also be liable to the amount of stock which he shall hold in said bank, in proportion to his or her amount of stock: Provided, That any director, who if present, shall enter his protest, or if absent shall, within five days after his return to said bank, enter his protest against certain loans, discounts or issues, shall not be liable further than other stockholders for the

Liability of stockholders.

debts or losses accruing from such loans, discounts or issues.

Power to hold

ements limited

Sec. 14. That the lands tenements and hereditaments which it shall be lawful for the said corporation to hold lands and ten. shall be only such as shall be required for its accommodation in relation to the convenient transaction of its business, or such as shall have been bona fide 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 the said corporation shall not, directly nor indirectly, deal or trade in buying or selling any goods, wares or merchandise, unless in selling the same when truly pledged by way of security for debts due the said corporation, or purchasing the same at sales on judgments which shall have been obtained for any debts previously contracted in the course of its dealings and afterwards selling the

same.

endorsement.

Sec. 15. That the bills obligatory and of credit, un- Bills of credit der seal of the said corporation, which shall be under seal as made to any person or persons, shall be assignable by signable by endorsement thereon, 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 respectively 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 the said corporation, promiPromisory sing the payment to any person or persons, his, her or bills or notes their order, or to bearer, though not under the seal of equally oblithe said corporation, shall be binding and obligatory up- gotiable. on 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 natu

gatory and ne.

ral capacity or capacities, and shall be assignable and negotiable in like manner as if they were so issued by such private person or persons; and if such bills obliPenalty for non-payment. gatory and of credit, and such bills and notes, issued as aforesaid, are not paid when the same are due and demanded at the banking house of said bank, in the lawful currency of the United States, the said corporation shall be dissolved or within 30 days thereafter; Provided, the bank shall pay twenty per cent. damages and all costs that may accrue, and that nothing herein contained shall prevent an injunction being issued whenever any payment or demand shall be refused, or the continuance thereof, if their be otheir causes of complaint against any such institution.

Of loans to directors or others.

Property of members of the corporation vested in

liable for their debts.

Sec. 16. No loan or discount shall be made to the directors of the said corporation, or to any individual or firm or company, or upon paper on which such directors, or any of them, or any such individual, or firm or company, shall be endorsers or liable to any amount exceeding one sixth of the amount which said bank is entitled to issue.

Sec. 17. That the property of every individual memthe bank funds ber of the said corporation, vested in said corporate funds, shall be liable in the same manner as other personal property is liable by the laws of this state, to the payment and satisfaction of his just debts to any of his bona fide creditors; and when any execution or attachment shall be issued against the personal property of any such individual member, and the creditor is desirous that the same should be levied upon the property of such debtor in the said corporate funds, the officer to whom such execution or attachment may be directed, shall levy the same by leaving with the cashier of said bank an attested copy of such execution or attachment, and a written notice that the said execution or attachment is levied upon the property of the said debtor in

How levied and sold.