Bayless, B. Y. Owsley, John B. Helm, John Marshall, Jacob Vanmeter, Boanerges Roberts, Bourne Goggin, Micajah Phillips, Harold P. Saufley, Wyatt H. Ingram, George Atkinson, Edmund M. Waggener, John E. Trabue, James B. Bowling, and Martin Alexander, shall be, and they are hereby constituted and appointed Commissioners to open Books and receive subscriptions for the capital stock of said Bank, and to superintend the election of the first Board of Directors; any three of whom shall be competent to exercise the powers and perform the duties required by this section.

1839

When and

SEC. 30. The said Commissioners shall have power, and they are authorized and required, on the second Monday of where books to be opened for April, eighteen hundred and thirty nine, or at such other time sub. of stock within twelve months thereafter, as they shall deem expedi- and how sub's ent, having given not less than thirty days notice thereof, in are to be regufated. some of the newspapers printed in Hopkinsville, Russellville, Bowlinggreen, Louisville and Lexington, to open books for the subscription of capital stock of said Bank, at Hopkinsville, Elkton, Russellville, Henderson, Glasgow and Bowlinggreen, and at such other places within the State, as they may deem advisable; and cause said books to be kept open from ten o'clock in the morning until two in the evening, for at least twenty days, and until ten thousand shares shall have been subscribed, when the same may be closed; and if more than twenty thousand shares shall have been subscribed by individuals, companies and corparations, the said Commissioners shall deduct the excess from the largest subscriptions in such manner, that no subscription shall be reduced and leave the subscription of any other, larger; and said Commissioners may, if they deem it advisable, cause books to be opened for the subscription of any part of the stock they may direct, in any of the principal cities of the United States, on such days as they may deem advisable: provided, that the duties to be performed under this section, may be done by the commissioners, or any three of them, or by such persons as they may think proper to appoint.

Books may be

nually.

SEC. 31. That if the whole ten thousand shares of capital stock shall not be taken, when the books of subscription shall re-opened anfirst be opened by the commissioners, the president and directors may cause the books to be opened, annually, on the first Monday in May, or at such other time in the year as they may direct, and cause them to be kept open not less than twenty days, or until the whole balance shall be taken; and the president and directors may require such premium on the stock sold at the re-opening of the books, as they shall deem right; and such premium shall be the property of the Bank. SEC. 32. That when not less than eight thousand shares of the capital stock shall have been taken, and the Commissioners tion to be held shall have closed the books, it shall be their duty to give no- notice to be givtice in some public newspapers, printed at each of the places en, &c. where the books may have been opened, if there be a news

When and

where first elec

1839

be made.

paper printed at such place, and stock there subscribed; and appoint a day and place in the town of Elkton, in the county of Todd, for the election of the first Board of Directors for said Bank; who shall hold their offices until the succeeding annual election; and not less than thirty, nor more than sixty days notice shall be given of the time and place of electing the said Board of Directors; and some three of the Commissioners shall act as inspectors of the election, and shall take the proper oaths, and perform all the duties of inspectors of elec tion, in like cases.

SEC. 33. That the payment of the shares of the capital stock held by individuals, companies and corporations, shall be Payment of made in gold and silver, and at the times, and in the manner stock to be following, to-wit: five dollars on each share, to the Commismade in gold or silver, calls to sioners, at the time of subscribing, and five dollars on each share, within ten days after the election of the first Board of Directors; and twenty dollars on each share within sixty days thereafter; and the residue shall be paid in such instalments, as the President and Directors of the principal Bank shall require: provided, that not more than twenty dollars shall be called, at one any time, on each share; nor shall the time between the calls, be less than ninety days.

Stock may be forfeited for

nonpayment of calls.

-am't to be

SEC. 34. That should any of the subscribers to the capital stock of said Bank fail or refuse to pay for their stock, as herein provided, the President and Directors, first giving public notice, in at least two public authorized newspapers, printed in this State, for the space of thirty days, by a resolution entered on the records, may forfeit such stock, and proceed, at such time, as they may deem expedient, to re-sell the same; and all partial payments, made on any stock which shall be forfeited, shall be held, for the benefit of the Bank.

Governor to SEC. 35. That the Governor of this Commonmealth shall subscribe stock be, and he is hereby authorized and directed, within ten days subscribed by after the Commissioners shall notify him that eight thousand him--when p'd shares of the capital stock of said Bank have been subscribed, and how to be by individuals, companies, or corporations, to subscribe for,

paid for.

and on account of, this Commonwealth, eight thousand shares of the capital stock of said Bank; and when the additional subscription of two thousand shares of the capital stock of said Bank shall, thereafter, be made by individuals, companies, or bodies corporate, the Governor shall, in like manner, subscribe, on the part, and for this Commonwealth, the additional amount of two thousand shares to the capital stock of said Bank, which several amounts, herein directed to be taken and subscribed for, on the part of this Commonwealth, shall be paid by the Governor thereof, by executing to said President and Directors the bonds or scrip of this Commonwealth, for the sums before directed to be subscribed, in such amounts as they may require, bearing on its face an interest of six per cent. per annum, payable by this Commonwealth, on the first Mondays of January and July, in each year, at the principal Bank, and

Bank may

sell & transfer

terms.

Governor to

redeemable at the pleasure of the Commonwealth, at any 1839 time within five years after the expiration of this charter; which bonds or scrip, shall be received by said President and Directors as payment, in full, of all subsbriptions of stock, as before directed, to be taken and subscribed on the part of this State; and it shall be lawful for the President and Directors of said Bank to sell and transfer said bonds or scrip; State bonds & and by endorsement thereon, to agree and bind the Bank to upon what pay the interest, either annually or semi-annually, to the holder, of the same, without any demand being made upon the State for the interest thereof, at any place or places within the United States; and said bonds or scrip shall be transferrable at such place, or places, and in such manner as the President and Directors shall prescribe by their by-laws; but the same shall at no time be sold or transferred, or otherwise disposed of, by the President, Directors, and company, of said Bank, for a less sum than the nominal amount of any such bond or scrip, with the interest which may be due thereon ; and it shall be the duty of the President and Directors of said Bank, out of the amount of the dividends which will be due the Commonwealth on the stock, to redeem the aforesaid bonds or scrip, for interest, without charge; and the residue of such dividends is hereby set apart for the payment of the interest upon such loan as the State may make for Internal Improvement, until otherwise directed by law. The Gover- nominate three nor of this Commonwealth, for the time being, shall annually directors on the part of State, nominate, and with the advice and consent of the Senate, ap- and fill vacanpoint three Directors, on the part of the Commonwealth, in cies. Gov. may this institution, who shall hold their office until their successors may be duly appointed and qualified; and if any Direc-i tor, thus appointed, shall vacate his office by death, removal from the State, resignation, or otherwise, the Governor is hereby empowered to fill the vacancy; and should said Bank go into operation during the recess of the Senate, the Governor shall, as in other cases, make a pro tempore appointment: provided, nevertheless, that in lieu of paying the subscription authorized on the part of the State, in bonds or scrip, as herein provided, the said subscription may be paid in gold or silver; and the Governor is hereby authorized to execute and sell the bonds or scrip of this Commonwealth, redeemable at the pleasure of the State after twenty years, and within five years after the expiration of the charter, for the payment of the several instalments on the part of the State: provided the said scrip can be sold at for not less than its nominal amount, at a rate of interest not exceeding six per cent. per annum; and in the event of such sale, it shall be the duty of the Bank to pay the interest on said scrip, in the same manner as is provided by this act, should said subscription be paid in said scrip and provided, that the State stock shall not be paid in cash or scrip, faster than the payments are made by the other stockholders.

sell bonds or scrip to pay

stock.

1839

SEC. 36. That so soon as two hundred thousand dollars of capital stock shall have been paid in by individuals, compaWhen and nies, or corporations, in gold or silver, the President and Diupon what conditions Bank rectors shall cause the Governor of this Commonwealth to may commence be notified thereof, who is hereby authorized to appoint some

business.

No person to hold more than

500 shares.

No person

of U. S.

suitable person to count the money so paid in as capital stock, who shall take the oath of the President and not less than six of the Directors, that the same has been paid in as stock, bona fide, and make due return thereof to him; and on such appearing to be the fact, the Governor is authorized to issue his proclamation, that the amount hereby required to be paid in, and in the funds hereby required, has been paid, and the said Bank is authorized to commence operations as a banking institution; and from and after the first proclamation, it shall be lawful for said Bank to commence business.

SEC. 37. That no individual, company, or corporation, shall be allowed to hold more than five hundred shares of the capital stock of said Bank, in their own names, or the names of others in trust for them; and all stock that any individual, company or corporation shall take or hold contrary to this provision, shall be forfeited to the Bank, for the benefit of the other stockholders; and no individual, company, or corporation, shall be allowed, in person or by proxy, to vote at the first election of Directors, on any stock which may stand in his, her, or their names, without first making oath that the stock, bona fide, belongs to him, her, or them, and is not held in trust for others.

SEC. 38. That if any stockholder or stockholders in said shall vote who Bank, who shall not be a citizen or citizens of the United is not a citizen States, shall vote, or authorize any person to vote at the election of directors for said Bank, upon the stock held by such person or persons not a citizen or citizens of the United States, or which may be held by others for his, her or their use and benefit, such stock, so held, and which may have been voted upon, or authorized to be voted upon, at any of the elections for directors of said Bank, shall be forfeited by such stockholder or stockholders to, and for the use of said Bank.

SEC. 39. That the President and Directors of the principal Bouds or scrip Bank, shall have power and authority to purchase and transfer may be trans- any scrip or bonds which may be issued by the State, not exceeding one million of dollars.

ferred.

be kept open for transfers.

SEC. 40. That the President and Directors of the principal · Books may Bank may, under the direction of such agent or agents, as they may think proper to appoint, keep open books for the transfer of the stock of said Bank, at such places, and under such regulations and by-laws, as they may deem proper.

SEC. 41. That the President and Directors of the principal Quarterly re- Bank, shall cause their cashier to make quarterly reports, on made and in the first day of January, April, July, and October, in alphawhat manner. betical order, of all the debts due said Bank, setting out the

ports to be

amount due by each individual, with the names of the endor

sers, and a note of the other security, the date of the notes, or bills, and when payable; and they shall cause the cashiers of the branches to make a like complete memorandum, in alphabetical order, of all the debts due at the several branches, by each individual, with the name of the endorser and other security, and the date of the notes and bills, and when payable; one copy of which shall be retained at the branch, another copy shall be transmitted to the principal Bank, and these memorandums shall, at all times, be open to the examination of the President and Directors of the principal Bank and branches.

1839

Loans not to

on

SEC. 42. That said Bank shall not make any loan of money, or discount any note or bill on the pledge of the stock of said be made Bank, in any case whatever; and no stockholder shall be al- pledge of stock. lowed to pay any debt he may owe to the Bank, by the surrender of the stock of the Bank, until all the notes of the Bank shall have been redeemed, and all the debts of the Bank paid; and stockholders who shall become indebted to the Bank, shall be compelled to pay their debts, in all respects, as other persons dealing with the Bank; nor shall any stockholder be allowed to make payment of the shares of stock held by him, by means of a loan or loans obtained from said Bank.

Real estate

time acquired.

SEC. 43. That the real estate purchased by said Bank under judgments or decrees in favor of others, where it shall be ne- to be sold withcessary to purchase the estate in order to secure the payment in 5 years from of some debt due the branch, and the real estate, taken in payment of debts due the Bank, shall be sold within five years next after the estate shall have been fully acquired, and the possession taken or recovered; and on failure to sell the estate within five years, the same shall be vested in the Commonwealth without office found.

When bran

SEC. 44. That it shall be the duty of the President and Directors of said Bank, to locate the branches, so soon as the ches to be losubscription and payment of the stock will justify their doing cated. The Legislature reserve the right to enforce the establishment of the branches, upon the terms and in the manner prescribed by this act.

So.

Books may

SEC. 45. That it shall be the duty of the President and Directors of said Bank, if the whole stock shall not be sold be- be op❜nd where fore the organization of the principal Bank, to cause books to a branch is to be opened, at some suitable place or places, in that section of be established. the State where they are about to establish a branch, and allow to the subscribers of stock at those places, the like terms, as if they had been original subscribers.

Notes to be rece'd in pay

SEC. 46. That the bills or notes of said corporation, made payable to bearer, shall be receivable in all payments to the State, and on account of county levies, so long as it shall re- ments to State. deem its notes in gold or silver on demand, unless otherwise directed by law; and that the Legislature reserves the right to increase the capital stock of said Bank to three millions of dollars, at any time hereafter.