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them and their successors and assigns, and of selling and conveying in fee-simple, all such lands and tenements and estate, real, personal, and mixed, as shall be necessary to them in the prosecution of their work; and to sue and be sued, plead and be impleaded, answer and be answered, defend and be defended, before any and all judicial tribunals whatsoever; and also to make, have, and use a common seal, and the same to break, alter, or renew; and to do any and every act which a body-politic and corporate may lawfully do.

5. That said road shall be built so that elevation of degree shall not be more than five degrees at any one place, grade not less than twenty (20) feet wide, and the metal not less than ten (10) feet wide, and an average depth of metal not less than nine inches.

6. Said president and directors shall have the power to acquire the right of way for said road, stone quarries, and land for toll-gates, to the extent and in the manner authorized by chapter 103 of the Revised Statutes.

§ 7. This act to take effect from and after its passage. Approved March 6, 1872.

names.

CHAPTER 448.

AN ACT to incorporate the Benevolent Society in the city of Paducah. Be it enacted by the General Assembly of the Commonwealth of Kentucky:

§ 1. That G. W. Dupee, Anderson Bowman, Frank Corporators' Owens, Nelson Owens, and John Owens, any three of whom may act, are authorized to open books and receive subscriptions for the purpose of purchasing a lot and erecting suitable buildings, furnishing, and maintaining a Benevolent Society, in the city of Paducah.

§ 2. It shall be lawful for said named persons, or a maMay receive jority of them, to receive the list of subscriptions heretofore subscriptions to aid society. made for the purposes above enumerated.

§ 3. Whenever there shall be subscribed as much as three hundred dollars of bona fide stock, then the above named persons, or a majority of them, shall call a meeting of all the stockholders, after giving public notice at least five Election of days of the time and place of meeting; when the stockholders shall organize and elect five directors, one of whom they shall designate as president, which directors, when elected, shall have the management of all the financial, prudential, and charitable matters pertaining to this organization.

directors.

Corporate pow

4. The said Benevolent Association shall be a bodycorporate, with power to sue and be sued in any of the courts in this Commonwealth; and service of process on

its president, or, in his absence, the chief officer, shall be lawful.

§ 5. Said president and directors shall have the power to employ such person or persons to aid in carrying out the purposes of this organization as they may see proper.

§6. This Association is solely for charitable purposes, and the property or funds of the association are never to be diverted or used for any other purpose.

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May appoint officers.

Object of society.

Directors to provide for an

officers.

§ 7. It shall be the duty of said president and directors to provide by a by-law for the annual election of their nual election of successors; but they shall continue in office till their successors enter on their duties; and in case of a vacancy, the board shall fill it till the next annual election.

laws.

§ 8. It shall be lawful for the said president and directors May make byto make such by-laws for the government of the institution as may be necessary to carry into effect its objects, but not to be inconsistent with this charter, or the laws of this State.

§ 9. The president and directors may issue bonds for sums not less than twenty-five dollars, payable in five years, and bearing interest at a rate not exceeding ten per cent.; but the whole amount issued shall not exceed five thousand dollars.

§ 10. This act shall take effect from its passage.

May issue

bonds.

Approved March 6, 1872.

CHAPTER 449.

AN ACT to amend an act, entitled "An act to amend the charter of the American Printing House for the Blind," approved April 3d, 1861.

Be it enacted by the General Assembly of the Commonwealth of Kentucky:

§ 1. That section one of an act, entitled "An act to amend the charter of the American Printing House for the Blind," approved April 3d, 1861, is hereby so amended as to empower the trustees therein mentioned, or their successors, to receive by legacies, conveyances, or otherwise, lands, money, and other property, and the same to retain, use, and apply to the publishing of books, music, maps, and other means of instruction, in raised characters for the blind.

§ 2. That section six of the act to which this act is amendatory is hereby amended to read as follows: The superintendents of all the institutions for the education of the blind of the United States are hereby constituted a co-operative, advisory, and managing body with the trustees of the American Printing House Company; and it shall be the duty of the board of trustees, before commencing the publication of any book, to request the superintendent

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of every institution for the education of the blind in the United States to make out and send to the trustees of the Printing House a list of such books as he may deem inost desirable for the use of the blind; and said trustees shal select for publication the book that shall have received the greatest number of superintendents' votes in its favor. This mode of selecting books for publication shall be repeated at least once every year.

3. This act shall be in force from its passage.

Approved March 6, 1872.

names.

style.

CHAPTER 450.

AN ACT to incorporate the Woodland Market-house Company, of Louisville
Be it enacted by the General Assembly of the Commonwealth of
Kentucky:

§ 1. That Jno. E. Bell, Jno. M. Letterle, Adam Sauer, Corporators' Julius Dorn, Henry Koch, William Johnston, R. W. Woolley, and J. C. Johnston, and their associates, successors, and assigns, be, and they are hereby, erected into a body-corName and porate, under the name and style of the "Woodland Market-house Company;" which corporation, by and in that name, shall have the right to sue in all the courts of this Commonwealth, and be liable to suit in the same; to make and keep a common seal which it may break or alter at pleasure; and to make and establish such by laws and regulations as may be necessary for the conduct and management of its business, not inconsistent with this charter and the laws of the land, and to alter or amend the same at pleasure.

powers.

2. The said corporation shall have the same powers Corporate as a natural person in acquiring, holding, and selling real estate, or other property, within the boundaries of Mais street, East Main street, and Johnston street, in the city of Louisville, in this State, for the purpose of erecting a market house, with stories above and stores adjoining it; and, beyond these boundaries, in acquiring and holding real estate or other property by way of mortgage security, payment, or satisfaction of any debt or debts which may be due it, and in selling the same.

§3. The said corporation shall have all powers neces sary and expedient in order to erect, control, and conduct a market-house, with sto e-rooms adjoining and stories above it, and to rent or lease the same, or any part of them, to such persons as the corporation may choose; and to dispose of and conduct the whole, or any part thereof, for entertainments or other purposes, not illegal by the laws of this State.

§ 4. The capital stock of said corporation shall not exceed fifty thousand dollars, in shares of not less than one hundred dollars each, books of subscription for which shall be opened by the corporators above named, or any three of them, at a meeting to be held by them in Louisville, Kentucky; and said books of subscription shall remain open until twenty thousand dollars shall have been subscribed, after which the subscription for the balance of the capital stock of said corporation shall be allowed only by vote of the directors hereinafter indicated. One certifi cate of stock may evidence any number of shares.

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Capital stock.

Election of officers-when

5. Within three weeks after a subscription for twenty thousand dollars of the capital stock of said corporation shall have been made, the corporators above named, or any three of them, shall call a meeting of the stockholders in said corporation, who may then, or at a subsequent meeting, organize the company by electing from the number of stockholders a president, vice president, secretary, and treasurer, who shall be holders of not less than five shares of stock each; and said officers shall constitute a board of directors or governors for said cor- and how held. poration, who, or a majority of whom, shall have full power and authority to act in all respects for said corporation in exercising and carrying out all its powers and franchises; and of said board the president of the company shall be the presiding officer; and each of said Compensation officers shall perform such duties and receive such com- fixed by bypensation as shall be fixed by the by-laws. The said laws. officers shall hold their offices for one year from the date of their election, or until their successors shall be elected and qualified; and in case of a vacancy occurring, it shall be filled by the remaining officers. At all elections held by the stockholders each share of stock shall be entitled to one vote, which may be cast by the owner, either in person or by proxy; and a majority of the votes cast shall determine the election. The manner of conducting the elections shall be as prescribed in the by-laws.

of officers to be

May issue cure same by

6. The said corporation, acting through its board of directors or governors as aforesaid, may, as often as de- bonds and setermined upon, issue its bonds in any sums not less than mortgage. one hundred dollars each; but the whole amount of bonds so issued shall at no time exceed the amount of the capital stock subscribed and paid for. Said bonds may be made payable in whole or in installments, at such times as may be designated by their tenor, and may draw such interest as the board of directors may determine, not exceeding the conventional rate of interest allowed by the laws of this State; and said bonds shall be LOC. L.-33

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powers.

secured by mortgage upon the property and franchises of said corporation.

7. The said corporation shall have power to make all Corporate contracts, not conveying the fee in real estate, by its president, either orally or in writing; and the written contracts may be signed by the name of the corporation, without seal; any writing by said corporation, conveying the fee of real estate, shall be signed with the seal of the corporation; but any real estate may be accepted by it, without seal or agency, and as a private person can accept the same.

assignable ac

laws.

8. The said corporation shall have regular books kept, showing a true account of all its business and transactions, and once, at least, in each year, shall lay before its stockholders a detailed statement of the same; and when the net profits of the business of said corporation will justify, it may declare dividends upon the shares of its stock, either in money or in stock; and the board of directors aforesaid shall be competent to decide on the propriety of declaring such dividends.

§ 9. The stock of said corporation shall be deemed perStock to be sonal property, and shall be assignable according to such cording to by rules as the board of directors shall, from time to time, establish; but said corporation shall have a prior lien upon the stock of any stockholder to secure any indebtedness or liability of any kind of his to said corporation; and shall have all the rights of a natural person under the laws of this State as to distress and attachment for rent in any part of its premises; and within a radius of two thousand feet in any direction, no other market-house shall be built or established.

fraud in officers

§ 10. Any officer or employee of said corporation, who Penalty for shall appropriate any of its funds or property to his own use, or who shall willfully and knowingly make false entries, or fail to make correct ones on the books of said corporation, with intent to cheat or defraud the said corporation or any other person, or to conceal any improper appropriation of funds, the officer or person so offending shall be deemed guilty of a felony, and shall, upon conviction thereof, be sentenced to confinement in the penitentiary of this Commonwealth for a period of not less than five nor more than ten years.

On notice

may close up affairs.

§ 11. On twenty days' notice of their intention so to do, two thirds of the stockholders of said corporation may took holders put it into liquidation, and close and wind up its affairs, said notice to be given by public_advertisement in a prominent newspaper in the city of Louisville, Kentucky. Upon such determination, it shall be the duty of the board of directors to realize so much of its assets as may be required; and after paying off all debts and outstanding

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