[21]

An act to alter and establish the boundaries of Cahawba county.

Section 1. Be it enacted by the Legislative Council and house of Representatives of the Alabama Territory, in General Assembly convened, That the county of Cahawba shall be bounded as follows, viz. - Beginning at Mulberry creek, opposite John Allen's thence westwardly so as to leave said Allen's in the county of Cahawba, and to leave George Tubbs' five miles to the south, thence to the middle of the ridge that divides the waters of the Cahawba, from the waters of the Tuskaloosa, thence along said ridge to the boundary line of Tuskaloosa county, so as to leave the inhabitants east of captain James Hill's in Cahawba county, thence along said boundary line to Roup's valley creek, thence eastwardly along the boundary line of the county of Shelby, to the source of the main stream of Mulberry creek, and thence down said stream to the beginning.

(signed)

J. W. WALKER

Speaker of the house of Representatives.

JAMES TITUS.

President of the Legislative Council.

Approved 20th November 1818.

WM. W. BIBB

Governor of the Alabama Territory.


(22)

An act to establish a Bank in the town of Mobile.

Section 1. Be it enacted by the Legislative Council and House of Representatives of the Alabama Territory in General Assembly convened, That a Bank shall be established in the town of Mobile, in the Alabama Territory, the capital stock of which, shall not exceed five hundred thousand dollars, divided into five thousand shares of one hundred dollars each.

Sec. 2. And be it further enacted, That subscriptions towards constituting said Bank, shall be opened in the said town of Mobile, on the first Monday of January next, under the superintendance of Lewis Judson, Alvan Robishow, Addin Lewis, David W. Crawford, John King Jun'r., Thomas L. Hallett, Henry Gunnison, Oliver Holman, Henry Sticknay, Terry McCusker, Benjamin H. Hall, and John Whitehead, or a majority of them, and shall remain open at least twenty days, and until the sum of seventy thousand dollars shall be subscribed.

Sec. 3. And be it further enacted, That the payments of the said subscriptions, shall be made and completed by the subscribers, at the times, and in the manner following, (to wit) one eighth part thereof at the time of subscribing, three eighth parts thereof as soon as the bank may be carried into operation, each of which payments shall be made in Gold or silver, when the directors shall give notice thereof by advertisement in some newspaper printed in the town of Mobile, at least thirty days previously to the day on which the subscribers shall be required to pay the same, and the remainder in two equal installments at sixty, and one hundred and twenty days thereafter.

Sec. 4. And be it further enacted, That the subscribers to the said bank, their successors and assigns, shall be, and hereby are created a corporation and body politic, by the name and


(23)

style of the "President, Directors & co. of Name, the Bank of Mobile," and shall so continue until the first day of January one thousand eight hundred and thirty-nine, and by that name shall be, and are hereby made able and capable in law, to have, purchase, receive possess, enjoy, and retain to them, and their successors, lands, rents, tentements, hereditaments, goods, chattels and effects of whatsoever kind, nature and quality, to an amount not exceeding , in the whole, six hundred and fifty thousand dollars including the amount of the capital, stock aforesaid; and the same to sell, grant demise alien or dispose of: to sue and be sued, plead and be impleaded, answer and be answered, defend and be defended, in any suit, action, matter or thing depending in any court of law or equity; and also to make, have and use a common seal: and the same to break, alter and renew at their pleasure, and also, ordain, establish and put in execution, such bye-laws and ordinances and regulations as they shall deem necessary and convenient, for the government of the said corporation, not being contrary to the constitution thereof, or the laws of the United States, or the Territory, and generally to do and execute all and singular, the acts, matters and things, which to them may appear necessary, or which to them it shall or may appertain to do, as incident to bodies corporate; subject, nevertheless, to the rules, regulations, restrictions, limitations and provisions, hereinafter prescribed and declared.

Sec. 5. And be it further enacted, That for the management of the affairs of the said corporation, there shall be thirteen directors, annually elected, at the banking house in Mobile, on the first Monday in January, in each year, by the qualified stockholders of the capital of the said bank, and by a plurality of votes then and there actually given, according to the scale


(24)

of voting hereinafter prescribed; and the directors so duly elected, shall be capable of serving by virtue of such choice, from the first Monday in the month of January, in each year, until the end and expiration of the first Monday in the month of January, of the year next ensuing, the time of each annual election, to be held by the stockholders as aforesaid; and the board of directors annually at the first meeting after their election in each and every year, shall proceed to elect one of the directors to be President of the corporation, who shall hold the said office during the same period for which the directors are elected as aforesaid: Provided always, That the first election of the directors and president of the said bank shall be at the time, and for the period hereafter declared. And provided also, That in case it should at any time happen that an election of directors, or an election of the president of the said bank, should not be so made as to take effect on any day, when in pursuance of this act, they ought to take effect, the said corporation shall not for that cause be deemed to be dissolved, but it shall be lawful at any other time, to hold such election, and the manner of holding the elections shall be regulated by the laws and ordinances of the said corporation & until such elections be held, the president and directors of said bank, for the time being, shall continue in office And Provided also, that in case of death, resignation or removal of the president of the said corporation, or of his absence from this Territory, for more than six months, the directors shall proceed to elect another president from the directors as aforesaid, and in case of the death, resignation, removal from office, or absence of a director, the vacancy may be supplied by a majority of the board.

Sec. 6. And be it further enacted, That as soon as the sum of seventy thousand dollars shall be


(25)

subscribed notice thereof shall be given by the superintendents, in all the newspapers printed in the town of Mobile, and the said superintendents shall at the same time, and in like manner, notify a time and place in said town of Mobile, at the distance of at least fifteen days from the time of such notification, for proceeding to the election of thirteen directors as aforesaid; and it shall be lawful for such election then and there made, and the persons who shall be elected as aforesaid shall be the first directors of the said bank, and shall proceed to elect one of the directors to be president of said bank; and the directors and president of the said bank, so elected, shall be capable of serving in their respective offices by virtue thereof, until the end and expiration of the first Monday of the month of January next, ensuing the said election, and they shall then & thenceforth, commence and continue the operations of the said Bank at Mobile.

Sec. 7. And be it further enacted. That the directors for the time being, shall have power to appoint a Cashier, and such officers, clerks and servants under them as shall be necessary for executing the business of the said corporation, and to allow them such compensation as shall be prescribed, fixed and determined by the laws, regulations and ordinances of the same.

Sec. 8. And be it further enacted, That the following rules, regulations, limitations and provisions shall form the fundamental articles of the constitution of the said corporation, (to wit:)

I. The number of votes to which the stockholders shall be entitled in voting for directors, shall be according to the number of shares he, she or they hold in the proportions following, that is to say: For each and every share, not


26

exceeding five, one vote, for every two shares not exceeding nineteen, one vote, for every three shares above nineteen, and not exceeding forty nine, one vote, for every four shares above forty nine and not exceeding seventy three, one vote, for every six shares above seventy three and not exceeding ninety seven, and for every eight shares above ninety seven, One vote; but no person copartnership, or body politic, shall be entitled to a great number than one hundred votes; and after the first election no share or shares shall confer a right of voting, which shall not have been holden three calendar months previous to the day of election and stockholders may vote by proxy

II. Not more than three fourths of the directors who shall be in at the time of an annual election, shall be elected for the next succeeding year; and no director shall hold his office more than three years out of four, in succession, but a director who shall be a president at the time of an election, may always be re-elected.

III. None but a stockholder, a resident citizen of this Territory, shall be a director, nor shall any director be entitled to any emolument; but it shall be lawful for the president to receive such compensation as the stockholders shall at a general meeting assign to him.

IV. Not less than seven directors shall constitute a board for the transaction of business of whom the president shall always be one, except in case of sickness or necessary absence, in which case his place may be supplied by another director, whom he by writing under his hand, shall depute for that purpose, and the director so deputed may do and transact all the necessary business belonging to the office of the president of the said corporation, during the continuance of the sickness or necessary absence of the president.


(27)

V. It shall be lawful for the directors to call a general meeting of the stockholders at any time they may deem it necessary and expedient, and a number of stockholders not less than twenty, who together shall be proprietors of one hundred shares or upwards, shall have power at any time to call a general meeting of the stockholders for purposes relative to the institution, giving at least six weeks notice in the newspapers of Mobile and specifying in such notice, the object or objects of such meeting.

VI. The cashier or treasurer, and the other officers, clerks and servants of the corporation, shall previously to entering on the duties of their offices respectively give bond, with such security, and in such form as the directors shall require, conditioned for the faithful discharge of their duties respectively.

VII. The directors shall have power at all times, giving at least forty days notice, to open subscriptions for stock, until the whole capital of five hundred thousand dollars shall be subscribed: Provided that no person, copartnership or body corporate shall subscribe for more than twenty shares within the first six days after the subscription shall be open, and the commissioners are hereby authorised and required to administer an oath to any and every person subscribing, that he, she, or they have not subscribed and are not directly or indirectly subscribing for a greater number of shares, within the time aforesaid, than is hereby limited.

VIII. The total amount of the bills emitted by the corporation, shall never exceed three times the amount of the capital stock actually paid in, and in cases of excess, the directors under whose administration it shall happen, shall be liable for the same in their natural and private capacities, and an action of debt may, in


(28)

such case be brought against them or either of them, or any of their heirs, executors, or administrators, in any court of record in this Territory, by any creditor or creditors of the said corporation, and may be prosecuted to judgment and executive, any condition, covenant or agreement, to the contrary, notwithstanding; but the corporation shall not on account of this provision, be the less liable for and chargeable with the said excess such of the said directors who may have been absent when the said excess was contracted or created, or who may have dissented from the resolution or act, whereby the same was contracted or created, may respectively exonerate themselves from being so liable by forthwith giving notice of the fact, and of their absence or dissent, to the stockholders at a general meeting, which they shall have power to call for that purpose.

IX. The stock of said corporation shall be assignable and transferable according to such rules as shall be instituted in that behalf, by the law and ordinances of the same.

X. The corporation shall not take more than at the rate of six per centum per annum, for or upon its loans or discounts.

XI. The bills obligatory, and of credit, under the seal of the said corporation, which shall be made to any person or persons, shall be assignable by endorsement, under the hand or hands of said person or persons, and his, her, or their executors and administrators, and of his, her or their assignee or assignees, and so as absolutely to transfer and vest the property thereof in each and every assignee or assignees successively, and to enable such assignee or assignees, and his, her or their executors or administrators to maintain an action thereupon, in his or her or their own name or names; Provided, that said corporation shall not make any bill obligatory or of credit, or other obligation.


(29)

under its seal for the payment of a sum less than five hundred dollars, and the bills or notes which may be issued by order of said corporation, signed by the President and countersigned by the cashier thereof, promising the payment of money to any person or persons, his her or their order or bearer, although not under the seal of the said corporation, shall be binding and obligatory upon the same in like manner, and with like force and effect, as upon any private person, if issued by him, her or them, in his, her or their private or natural capacity or capacities; and shall be assignable and negotiable in like manner as if they were so issued by such private person or persons, that is to say: those which shall be payable to any person or persons, his, her, or their order, shall be assignable by endorsement in like manner and with like effect, as foreign bills of exchange now are, and those which are payable to bearer, shall be assignable and negotiable by delivery: Provided, that all bills or notes so to be issued by said corporation shall be made payable on demand, other than bills or notes for the payment of a sum not less than fifty dollars each, and payable to the order the same person or persons, which bills or notes it shall be lawful for said corporation to make payable at any time not exceeding sixty days from the date thereof.

XII. Half yearly dividends shall be made of so much of the profits of the Bank as shall appear to the directors advisable; and once in three years the directors shall lay before the stockholders, at a general meeting for their information, an exact and particular statement of the debts which have remained unpaid after the expiration of the original credit for a period of treble the term of that credit, and of the surplus of the profits if any, after deducting los-


[30]

ses and dividends; if there shall be a failure of the payment of any part of any sum subscribed to the capital of the said Bank, by any person, copartnership or body politic, the party failing shall lose the benefit of any dividend which may have accrued prior to the time for making payment, and during the delay of the same.

XIII. No note shall be issued of less amount than one dollar.

Sec. 9 And be it further enacted, That if any person or persons shall be indebted to said corporation, as maker or endorser of any note, bill or bond, expressly made negotiable and payable at the said bank, and shall delay payment thereof, it shall be lawful for the corporation, after having given at least ten days notice thereof, and producing to the court before whom the motion is made, the certificates of the President of the Bank, that the debt is really and bonafide the property of the Bank, to move for judgment and the award of execution against such debtor or debtors, his, her or their heir or heirs, executors or administrators, in any court of record within this Territory: Provided always, that if the defendant or defendants shall appear and contest the claim, the court shall instanter impannel a jury to try the issue, and thereon give judgment accordingly. And provided also, that no note, bill or bond, shall be negotiable at said bank, unless it shall be so expressed on the face of such note, bill or bond; and all debts due from the said corporation by bond, bill, note or otherwise, to any individual or body corporate may be sued for and recovered in like manner.

Sec. 10. And be it further enacted, That notwithstanding the expiration of the time for which the said corporation is created, it shall


[31]

be lawful to use the corporate name, style and capacity for the purpose of suits for the final liquidation and settlement of the affairs and accounts of the corporation, and for the sale and disposition of their estates, real, personal and mixed, but not for any other purpose, or in any other manner whatsoever nor for a period exceeding two years after the expiration of the said term of incorporation.

Sec. 11. And be it further enacted, That for all debts contracted by said corporation, either by bond, bill or note, or other contract, the stockholders at the time the said debt or debts may have been contracted, shall be liable for the same in their natural and private capacities in proportion to the number of shares by them held, and may be proceeded against therefor, jointly or severally, in any court having jurisdiction of the same, but this provision shall not be construed to exempt the said corporation, or the lands tenements, goods or chattels of the same from being also liable.

Sec. 12. And be it further enacted, That the directors of said bank, shall, for and during the term of ten years, reserve for the territory or state, in which the bank may be in operation, one fifth of the shares in said bank, and at any time the legislature or the state or territory shall have the aforesaid one fifth of the shares, or any part thereof subscribed for, then the Governor of the state or territory, shall have power to appoint a number of directors proportionate to the number of shares held by the territory or state in said bank; and the stockholders shall at the next annual election proceed to the election of the residue of the directors as authorised by this act; and the territory or state shall be liable for all debts contracted by said bank in their capacities as such, to


[32]

the extent of the interest held by the territory or state in said bank.

(signed)

J. W. WALKER

Speaker of the house of Representatives.

JAMES TITUS

President of the Legislative Council.

Approved 20th November 1818

WM. W. BIBB

Governor of the Alabama Territory.

 

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