Page images
PDF
EPUB

in this act; all acts and parts of acts, general and special, inconsistent with this act are hereby repealed, except so far as herein expressly re-enacted, but this repealer shall not revive any act heretofore repealed; this act shall not be construed to repeal the act entitled "An act in relation to individual or private bankers, and subjecting them to the supervision and control of the department of banking and insurance," approved March twenty-eighth, one thousand eight hundred and ninety-five, or any part thereof.

37. This act shall take effect immediately.

III.

The Trust Company Law.

LAWS OF 1899, CHAPTER 174.

Being "AN ACT CONCERNING TRUST COMPANIES (Revision of 1899)."

1. Formation and general provisions.

Seven or more persons of full age may become a trust company on the terms and conditions and subject to the liabilities prescribed in this act; the name of every trust company formed under this act shall contain the word "trust," but shall not be that of any other existing corporation of this state; provided, however, that if such trust company shall be incorporated for the purpose of succeeding any other trust company, such new trust company may assume the name of the trust company which it is intended to succeed; the capital stock of such trust company hereafter organized shall not be less than one hundred thousand dollars, and shall be divided into shares of one hundred dollars each, all of which shall be paid in in cash before any trust company shall be authorized to transact any other business than such as relates to its formation and organization, and such payment shall be certified to the commissioner of banking and insurance under oath by the president and treasurer or secretary of the trust company; no corporation organized under this act shall create more than one class of stock; hereafter no corporation shall be organized for the purpose of carrying on a trust company business in the state of New Jersey except under this act, and no com

pany hereafter organized under any other act shall use the word "trust" as a part of its name.

2. Certificate of incorporation.

The incorporators and subscribers to the capital stock shall, under their hands and seals, subscribe a certificate of incorporation which shall specifically state:

I.—The name of the trust company;

II. The place where the business is to be carried on;

III.—The purposes and objects of the corporation;

IV. The amount of capital stock, all of which shall be subscribed in the certificate of incorporation;

-

V. The names and residences of the incorporators, and the number of shares subscribed by each of them;

VI. -The period, if any, limited for the duration of the company;

VII. The certificate of incorporation may also contain any provisions, not inconsistent with this act, which the incorporators may choose to insert for the regulation of the business, for the conduct of the affairs of the company, or for defining, limiting and regulating the powers of the directors; provided, however, that no director shall be elected for a longer period than one year.

3. Authentication, record and filing of certificate. Copy evidence.

The certificate of incorporation shall be proved or acknowledged as required for deeds of real estate,

and recorded in a book to be kept for that purpose in the office of the clerk of the county where the place of business of such trust company in this state is to be established, and after being so recorded, shall be filed in the department of banking and insurance; provided, however, that before the certificate of incorporation shall be recorded or filed as aforesaid it shall be submitted to the commissioner of banking and insurance, who, if he shall approve the form thereof, and if it shall appear to him that the establishment of such trust company will be of public service, shall endorse thereupon or annex thereto his approval, and such certificate shall not be recorded or filed without his approval endorsed thereupon or annexed thereto; said certificate or a copy thereof, duly certified by the commissioner of banking and insurance, shall be evidence in all courts and places.

4. Corporate existence to begin on filing certificate.

Upon making the certificate of incorporation and causing the same to be recorded and filed as aforesaid, the subscribers to the said certificate, their successors and assigns shall, from the date of such filing, be and constitute a body corporate by the name set forth in the certificate, subject to the provisions of this act, and subject to dissolution as in this act or otherwise by law provided; provided, however, that if any such corporation shall fail to obtain the certificate of authority as hereinafter provided from the commissioner of banking and insurance, within one year from the date of the filing of the said certificate of incorporation, such trust company shall ipso facto be dissolved, and its certificate of incorporation shall be null and void.

5. The commissioner of banking and insurance to issue certificate of authority.

Whenever the certificate of incorporation has been recorded and filed, and the payment of capital stock certified to the commissioner of banking and insurance, as provided in this act, the commissioner shall, before the corporation shall be authorized to transact business in this state other than such as relates to its formation and organization, satisfy himself that the entire capital has been paid in, and that said trust company has complied with all the provisions of this act required to entitle it to engage in business; if it shall appear to the said commissioner of banking and insurance that the entire capital has been paid in, and that such trust company is lawfully entitled to commence business, he shall, within thirty days after the receipt and filing of the certificate of payment of capital stock provided for in this act, give to such company a certificate under his hand and seal, that such company is duly and legally organized under this act as a trust company, and authorized to transact business as such in this state; the trust company shall cause such certificate of authority of the commissioner of banking and insurance, issued pursuant to this act, to be published once a week for at least four successive weeks next after the issuing thereof in a newspaper published in the place where said trust company is established, or, if there is no newspaper in the place, then in one published nearest thereto in the same county, and shall furnish such proof of publication as may be required by the commissioner of banking and in

surance.

6. Powers.

In addition to the general powers conferred by the "Act concerning corporations" (Revision of 1896) so far as the same are not inconsistent with this act,

« PreviousContinue »