Second Class-Co-porations for Profit.1 The second class those for 2 I. The insurance of the lives of domestic animals.3 II. The insurance of human beings against death, sickness or personal injury. III. The prevention and punishment of theft or willful injuries to property and insurance against such risks. IV. The grading, curbing, paving or macadamizing, construction and maintenance of any species of street, road or highway and the furnishing of the materials of labor therefor, or construction and maintenance of any species of road other than a railroad and of bridges in connection therewith.5 V. The construction and maintenance of a bridge over streams within this state." VI. The construction and maintenance of a telegraph line." VI. Constructing, maintaining and leasing lines of telegraph for the private use of individuals, firms, corporations, municipal and otherwise for general business, and for police, fire alarm or messenger business, or for the transaction of any business in which electricity over or through wires may be applied to any useful purpose. VII. The establishment and maintenance of a ferry. VIII. The building of ships, vessels or boats, and carriage of persons and property thereon. 10 IX. The supply of water to the public, or the supply, storage or transportation of water and water power for commercial and manufacturing purposes.11 1 Act 20 April, 1874, as amended by Act 17 April, 1876, § 2; P. L. 30. 2 The application must only include one of these classes; if it combine two or more, the application will be rejected; O. A. G., Jan. 24, 1887; Id. April, 1877; Id. May 24, 1877; In re Parker Elevator Co., O. A. G., Sept. 8, 1877; O. A. G., March 14, 1878. 3 Repealed by Act 1 May, 1876, § 1, cl. 4 and 3 57 [P. L. 56] excepting under 254 of the said act, associations issuing policies not containing a guaranteed sum of insurance. See Solebury Mutual Ass'n, 3 Pa. C. Ct. Rep. 640. 4 Repealed by Act of 1 May, 1876, § 1, cl. 3 and 257 [P. L. 58] excepting under 54 of the said act, beneficial associations providing aid to the families of deceased members, and associations issuing policies not containing a guaranteed sum of insurance. 5 Act 29 April, 1874, as amended by Act 24 May, 1887; P. L. 186. • For special provisions as to these companies see infra, & 39. For special provisions as to these companies see infra, & 40. 8 Act 1 May, 1876; P. L. 90. For special provisions as to these companies see infra, & 40. 9 Act 29 April, 1874, as amended by Act 17 April, 1876, 22; P. L. 31. For special provisions as to these companies see infra, & 39. 10 For special provisions as to these companies see infra, & 52. 11 Act 29 April, 1874, as amended by Act 16 May, 1889, 21; P. L. 226. For special provisions as to these companies see infra, & 41. X. The supply of ice to the public. XI. The manufacture and supply of gas, or the supply of light, heat and power by means of electricity, or the supply of light, heat, or power to the public by any other means.1 XII. The transaction of a printing and publishing business. XIII. The establishment and maintenance of an hotel and droveyard or boarding-house, opera and market-house, livery or boarding stable, or either.2 XIV. The creating, purchasing, holding and selling of patent rights for inventions and designs, and the purchasing of copyrights for books, publications and registered trade-marks, with the right to issue license for the same and receive pay therefor.3 XV. Building and loan associations. 4 XVI. Associations for the purchase and sale of real estate or for holding, leasing and selling real estate, for maintaining or erecting walls or banks for the protection of low lying lands, and for safe deposit companies. XVII. The manufacture of iron or steel, or both, or of any other metal, or of any article of commerce from metal or wood, or both.5 6 XVIII. The carrying on of any mechanical, mining, quarrying or manufacturing business, including all of the purposes covered by the provisions of the Acts of the General Assembly, entitled "An Act to encourage manufacturing operations in this commonwealth," approved April seventh, one thousand eight hundred and forty-nine, [and] entitled "An Act relating to corporations for mechanical, manufacturing, mining and quarrying purposes," approved July eighteenth, one thousand eight hundred and sixty-three, and the several supplements to each of said acts, 10 including the incorporation of grain elevators,1 storage-house and storage-yard companies, and also including companies for the storage, transportation and furnishing of water, with the right to take rivulets and land and erect reservoirs for holding water for manufacturing and other purposes, and for the creation, establishing, furnishing, transmission and using of water power therefrom, the construction of dams in any stream, and the driving and floating of saw logs, lumber and timber on and over any stream, not exceeding twenty miles in length, and the heads of all streams not exceeding twenty miles in length from their source, by the usual methods of driving and floating logs, timber and lumber on streams, and so as not to obstruct the descending navigation by rafts and boats, and also including the manufacture and brewing of malt liquors, but excluding the distilling and manufacture of spirituous liquors. 1 Act 29 April, 1874, as amended by Act of 8 May, 1889, 881; P. L. 136. For special provisions as to these companies see infra, & 41. 2 A corporation cannot be incorporated for "maintaining a hotel and markethouse." Re Hay and Straw Market Co. of Philadelphia, G. O. A. 13 January, 1888. * Act 29 April, 1874, as amended by Act 16 May, 1889, 21; P. L. 241. 4 Act 29 April, 1874, as amended by Act 17 April, 1876, 22; P. L. 31. For special provisions as to these companies see infra, & 44. 5 Act 29 April, 1874, as amended by Act 17 April, 1876, 82; P. L. 31. For special provisions as to these companies see infra, § 45. 6 Act 22 June, 1883, § 1, as amended by Act 21 May, 1889, 21; P. L. 259. A dairy company is within this provision: Richboro Ass'n v. Ryan, 42 Legal Int. 268; and so is a company for the manufacture and sale of gas: Re Dauphin Light and Heat Co., O. A. G., March 1, 1886. 8 P. L. 563. P. L. [1864] p. 1102. 10 The purposes for which corporations might have been formed under these prior acts and their supplements, other than those for "mechanical, mining, quarrying or manufacturing" purposes, are Companies may be organized under this act, having the right to transport, store, insure and ship petroleum, and for that purpose to lay down, construct and maintain pipes, tubing, tanks, offices and such other machinery, devices or arrangements as may be necessary to fully carry out that right; and also with the right to enter upon, take and occupy such land and other property, as may be requisite for the purposes of such corporations. 4 1. Printing and publishing: Act 14 April, 1851, § 19; P. L. 576; Act 3 March, 1868; P. L. 45. 2. Transportation companies: Act 27 March, 1854, 24; P. L. 215. 3. Purchase and sale of United States patents, of rights and licenses thereunder, and the manufacture and sale of patented articles: Act 27 March, 1867; P. L. 47. 4. Horticultural and agricultural business: Act 17 March, 1871; P. L. 292. 5. Petroleum transportation and storage companies: Act 12 March, 1872; P. L. 22, Act of April 1873; P. L. 66. 6. Erection of piers for wharves, bridges and submarine operations: Act 27 March, 1873; P. L. 49. Of these, the first, third and fifth items are expressly provided for in the Act of 1874, as is also the second item so far as relates to transportation by vessels or stages. 1 These are private, and not public, corporations: Girard Storage Co. v. Southwark Foundry Co., 105 Р. О. 248; Re Daupin Light and Heat Co., O. A. G., March 9, 1886. 2 For special provisions as to these companies see infra, & 50. 3 The certificate of incorporation need not state either the termini or the general route and may include authority to construct a limited telegraph line as a necessary "device or arrangement;" Re Southwest Pipe Line, O. A. G., December 8, 1885. 4 Act of 2 June, 1883, § 1; P. L. 61. The 18th clause of the second sub-division, & 1 of the Act of 1874, authorizing the creation of certain corporations was twice amended in the legislation of 1883, viz.: By the Act of 2 June, 1883, which contained the provision above recited, authorizing the incorporation of petroleum and pipe line companies, and also by the Act of 22 June, 1883, P. L. 156, where the above provision as to those companies is omitted; and in 1889, when the 18th clause aforesaid was further amended by the Act of 21 May, 1889, P. L. 259, the amending Act of 22 June, 1883, was adopted as the basis of further amendment, and the above provision as to pipe line and petroleum companies again omitted. The omission in the Act of 22 June, 1883 (and hence in the subsequent amending Act of 1889) may have been unintentional owing to the acts being passed at the same session. For the apparent purpose of all subsequent amendatory acts was that of XIX. The insurance of owners of real estate, mortgages and others interested in real estate, from loss by reason of defective titles, liens and incumbrances.1 XX. The re-chartering of corporations of either of these classes, the charters whereof are about to expire. XXI. The construction and maintenance of a wharf or wharves, for public and private use, and the maintenance of any unincorporated wharf or wharves already constructed. XXII. The construction, erection and maintenance of observatories for public use or scientific purposes. XXIII, The formation and operation of stage and omnibus lines. XXIV. The formation and operation of inclined planes for the transportation of passengers and freight.2 XXV. The construction and operation of motors and cables, and the necessary apparatus and mechanical fixtures for applying and operating the same.3 3. Mode of Incorporation. The charter of an intended corporation must be subscribed by five or more persons, three of whom including corporations previously excluded from the Act of 1874, and not excluding those previously included. Moreover, the Act of 2 June, 1883, contains elaborate provisions as to the right of such pipe line and petroleum companies incorporated under the Act of 1874. See these special provisions infra, & 48. 1 Act 29 April, 1874, as amended by Act 17 April, 1876, § 2; P. L. 31. This clause is not repealed by the Act of 1 May, 1876 [P. L. 53], as the latter statute does not provide for this species of insurance, and 8 57 thereof permits organization under any prior act when such organization is not provided for by the Act of 1876; O. A. G. June 9, 1880; Id. August 11, 1881. For special provisions as to these companies see infra, & 37. 2 For special provisions as to these companies see infra, & 47. * Act 13 June, 1883, § 6, P. L. 123. In addition to the above, various statutes have since been passed with reference to corporations excluded from the Act of 1874 and its supplements, viz.: Insurance Companies: Act 1 May, 1876, P. L. 53; Act 29 June, 1881, P. L. 121; Act 5 June, 1883, P. L. 80; Re Fidelity Mutual Aid Association, 39 Leg. Int. 257. Banks: Act 13 May, 1876, P. L. 161; Act 4 June, 1879, P. L. 94; Act 11 June, 1879, P. L. 133; Act 22 June, 1883, P. L. 155. Street Railway Companies: Act 14 May, 1889, P. L. 217. Street Railway Companies in cities of second, third, fourth and fifth class: Act 19 March, 1879, P. L. 9; Act 2 June, 1881, P. L. 39; Act 23 May, 1878, P. L. 111. Savings Banks: Act 20 May, 1889, P. L. 246. Co-operative Associations productive and distributive: Act 7 June, 1887, P. L. 365. Natural Gas Companies: Act 29 May, 1885, P. L. 29. * Act 29 April, 1874, § 3, P. L. 75. This provision is mandatory and strict compliance is essential: Evangelical Lutheran Congregation, 6 Phila. Rep. 64; In re Phila. Artisans' Institute, 8 Id. 229; 1 Leg. Gaz. Rep. 104; Charter of Red Men's Mutual Relief Association, 10 Phila. Rep. 546; 5 Pitts, L. J. [N. S.] 4. Re Helping Hand Marriage Association, at least must be citizens of this commonwealth, and shall set forth 2 CONTENTS OF CERTIFICATE. I. The name of the corporation.3 II. The purpose for which it is formed.* 38 Leg. Int. 423; Tillyer v. Hero Jar Co., 42 Leg. Int. 150. All named as subscribers must subscribe; Re Echo Park Association, 5 Pa. C. Ct. Rep. 382. If but five subscribe and one be under disability the application will be rejected; O. A. G., Nov. 6, 1879; Id. 24 April, 1883. 1 This fact should appear by petition or affidavit; In re Enterprise Mutual Benefit Association, 10 Phila. Rep. 380; 32 Leg. Int 82; O. A. G., March 8, 1877. 2 The charter should be engrossed upon a single sheet of paper or parchment without interlineations; The Alexander Presbyterian Church of Philadelphia, 30 Pa. 154; The United Daughters of Cornish, 35 Id. 80; In re Phila Artisans' Institute, 8 Phila. Rep. 229; 1 Leg. Gaz. Rep. 104; In re Tara Benevolent Society, 9 Phila. Rep. 237; In re The Stevedores' Beneficial Association, 14 Phila. Rep. 130; Re St. Luke's Church, 41 Leg. Int. 74. 3 "The name is an indispensable part of the constitution of every corporation, the knot of its combination, without which it cannot perform its corporate functions:" Re Fidelity Mutual Aid Ass'n, 15 Phila. Rep. 330; 12 Weekly Notes Cas. 269: and incorporation can be had under a name indicative of political belief: Re Central Democratic Ass'n, 46 Leg. Int. 380. But while there may be "nothing in the adoption of a name which is borne by another which infracts any known law" (Re Baptist Church, 3 Haz. Pa. Reg. 226; s. c. 1 Id. 75); yet approval will generally be withheld if the name conflicts with that of an existing corporation: First Presbyterian Church of Harrisburg, 2 Grant's Cases, 240; Inre Sons of Progress, 14 Weekly Notes Cas. 31; or only granted under special circumstances, as In re First Presbyterian Church of Bloomfield, 111 Pa. 156, where the court said (p. 159), We should probably refuse to sanction it, but for the action of the presbytery." If an existing name is adopted, obviously the property and charter rights of the first corporation are in nowise affected thereby: Re First Presbyterian Church of Bloomfield, 111 Pa. 156. 4 The purposes must be precisely and accurately stated in the charter itself and must be so specifically defined as to clearly come within the meaning of the act and afford full information to co-associates: The National Literary Association, 30 Pa. 150; In re Supreme Temple of the Order of Plato, 42 Leg. Int. 444; In re Independent Order Silver Star, 1 Luz. Leg. Rep. 768; In re Deveaux, 54 Geo. 673; and charters for enumerated objects "and other purposes" will be rejected; In re Journalists' Fund, 8 Phila. Rep. 272; so as to mining for "minerals;" O. A. G.; Re Glenwood Co., 6 Pa. Co. Ct. Rep. 575. Approval will likewise be withheld from charters containing indefinite statements of offenses which may result in expulsion: Butchers' Beneficial Association, 35 Pa. 151; 39 Pa. 298; Beneficial Association of Brotherly Unity, Id. 299; Sarsfield Beneficial Society, 6 Phila. Rep. 64; In re Phila. Artisans' Institute, 8 Id. 229; In re Journalists' Fund, Id. 272. In associations for "the support of public worship" the tenets of the parties should be explicity stated: In re J. Elimar Mira Mitta Congregation, 42 Leg. Int. 286; but incorporation may be had according to the doctrines of a particular sect without showing affirmative compliance with the canons of that sect: In re Church of the Holy Communion, 37 Leg. Int. 194. In such cases the application should be made in general terms and articles will not be approved which vest the control of the corporate property elsewhere than in the lay members, or those elected or appointed by such lay members: The Alexander Presbyterian Church, 30 Pa. 154; In re St. Paul's Church, Id. 151; In re Church of Holy Communion, supra; Re Powelton Avenue Baptist Church, 15 Phila. Rep. 325; Trustees v. Harrison, 12 Weekly Notes Cas. 32; Re St. Luke's Church, 41 Leg. Int. 14. In beneficial societies the application of the funds must be restricted to the pur |