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SATURDAY. Augujl 31, xBoj. — . . . -I HWHW I . .. FREEDOM or the PRESS akd TRIAL bt JURY ihall. jlxmaim inviolate* Conjiitutian e/ \reorgia* L ' . ■ - ■■ . - - • '■ ■ mm - . ... I > ■ ■ . ■ HI - mm j , , AUGUSTA: Printed by D, DRISCOL, near the Market. [3 Dolls, per Annum.'] ' '***'* m T ——— ——MPCi [BY AUTHORITY.] AN ACT ] Ta Incorporate the Bank of the State of Georgia. [ln the House of Representatives.] Head if. time Bth Nov, 18041 tme loth Nov. 1804. 3 d * time z%d, Nov, 1 804. And pa (Ted. H. HOLT, Clk, IN SENATE 'fead if, time 254 Nov. 1804. 2 d. time 24 th, Nov. i 804. And Pefponed till the next fcjf.on of the Legifature, WHERE AS it is conceived that the cflablifbment of a Rate Bank in the city* of Savannah, will be productive of a confidcrable advantage to the fame, and trade and industry in general. Therefore, be it enafted by the Senate and House of Reprofentativcs of the state of Georgia, now met and fitting in General Amenably, and by the authority of the fame, That a Bank be eflabliflied the capital flock whereof (kali be fix hundred thousand dollars ; Provided always, that at any time after the eftabli(h inent of the said bank, the directors may increase the said flock to such other amount as they (hall think proper not exceeding one million of dollars, divided in 6,c00 shares, each ftiare being 100 dollars, and that fub feriprions towards conflitnting the said flock iiall, on the second Monday in January next, be opened at the city of Savannah and Augusta, under the fuperintendancs of Ed ward Telfair, William Stephens, Charles Harris, George Anderson, John H. Viorel, Thomas D. Williams, Jos. A. Scott, at Savannah, and Jolhua Meals, James Mur ren, John Cormic, John Willfon junr. John M‘Kcnnec, Samuel M. Smyth and Thomas Barret, nt Augusta, or a majority of them, which fubferiptions (hall continue open until the wnole of the said flock, (hall have been fubferibed ; and that it (hall be lawfull tor any person, copartnerlhip or body politic to fubferibe for such or so many (hares as, he, (he or they (hall think fit, not exceeding fifty, except as (hall be hereafter direfted, relatively to the state of Georgia, Provided always, ihas if the said capital flock (hall not be filled up in flx months after the com missioners herein appointed (hall open their books for fubferiptions for that purpose, that then and in that case any person, copart ncrlhip dr body politic may fubferibe for fach or so many (hares as he (he or they (hall think fit, not exceeding in the whole one hundred (hares; and provided alfe , that if more than the capital flock (hall be fubferi bed the surplus (hall be deduClsd from the highest number of (hares. Sec, 2, And be it further enaSed , That all these who (hall become fubferibers to the said Bank, their fucccffors and afligns, (hall be and are hereby created and made a corpo ration and body politic by the name and flyle of ** The president, directors and com pany of the Bank of the state of Georgia,” , and by that name (hall 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, tenements, hereditaments, goods, chatties and effeifts, of what kind, nature or quality foevcr, to an amount not exceeding in the whole two millions of dollars, including the amount of the capital flock of the said Bank, and the fame to fell, grant, demise, alien ordifpofe of; to sue and be sued, plead and be impleaded, answer and be answered, de fend, and be defended In courts of record or sny other place whatsoever, and also to make have and afe a common seal, and the fame to break, alter and renew at their pleasure, and also to ordain, establish and put in cxe, cution such tye-laws, ordinances and regu, Ln'ons as (hall seem necefiary and conveni ent for the government of the said ccrpor?. tion not being contrary to law or to the con ftitntion thereof, for which purpose general Meeting of the flock holders shall and may be called by the diredrbrs at such time or times as to them (hall be deemed necefiary and generally to do and execute all and An gular such aids, matters, and things which t 0 jhem it (hall or may appertain to do, fubjeft nevertheless to the rule regulations teftriclions, limitations and provisions, here tn after preferibed end declared. Sec. 3, And le it further enaßed by the authority aforefaid, that for the well order ,ng of the affairs cf the said corporation, (hall be fifteen direßors, four of whom (hall be appointed by the legifiature, in the AUGUSTA CHRONICLE, _ AND G A Z E T T E%) F THE STATE. C ■ * •! ' r . • „• •- ... ? \ f < fn?-'rV*T*. * . • . - - - - - ■ - - - -- -- : — l -- - -- - ■!.-'. !1 1 ■—g * ■—**—^***—— —sg—ij—■■— manner hereinafter mentioned; and the remain- i ing eleven directors (hall be chosen annually, on the second Monday in . January in ca«h year, by the private ftock.holders or pro prietors of the capital stock of the laid cor poration, and by plurality of the votes act ually given ; and who (hall be duly chosen at any election, (hall be capable of (erring as directors, by virtue of such choice, until the end or expiration of the Monday next annually ensuing the time of such election, and no longer; and the said directors, at their firft meeting after each eleflion, (hall choofc one of the number as president, And in case of the death, resignation, or abfcnce from theftafe, or removal of a director, by the (lock-holders, his place may be filled up by a new choice, for the remainder of the year. But (hould it so happen, that an e leCtion of directors (hould not be made on the said second Monday in January in each year or any other day appointed by the stock holders, the said corporation (hall not, for that cause, be deemed to be diffolvcd, but it (hall be lawful on any other day, to hold, and make an election of directors in such manner as may be regulated by the laws and ordinances of the said corporation, and it case of the death, refignatian, or abfencc from the (late, or removal of all, of either of the directors representing the (late in said corporation, daring the rccefsofthc legisla ture, the vacancies (hall be filled up by such proper person or persons as the governor for the time being, (hall or may appoint tq serve as director or directors of the (aid cor poration, until a new appointment (hall or may be made by the legifiaturc : Provided tlwajs, and it is hereby cuaCled, that as soon as the sum of two hundred rhoufand dollars in gold and Giver (ball have been act ually received, on account of the fabferip tions to the said stock, notice thereof (hall be given by the persons who are hereby ap pointed to (uperintend the fame, or a major ity of them, in at lead tw o public Gazettes, printed in the (late of Georgia, and the said persons (hall, at the fame time, in like man. ner, notify a time and place within the City of Savannah, at the distance of sixty days from the time of such notification, tor pro ceeding to the eleCHon of directors j and it (hall be lawful for such -election, to be then and there made, and the persons, who (hall then and there be chosen, (hall be the firft directors and (hall be capable of serving, by virtue of such choice, until the end or expi ration of the second Monday in January next ensuing the time of making the fame, and (hall forthwith thereafter commence the operations of the said Bank, at the said Ci ty of Savannah, , Sec. 4. And be it further enabled. That the following Rules, redactions, limitations and provisions (hall form and be funda mental articles of the Constitution of the said Corporation, Viz. Rule 1 ft. The director for the time being (hall have power to elcCt and remove the Cashier, and such officers, clerks, and servants, .under them, as (hall be ncceffary for executing the business of the said corpora tion, and allow them such corapenfation for their services refpeCtively as (hall be reasona ble. They (kail receive money on deposit and pay away the fame to order, free of expeace, difeount bills of exchange accepted, and payable in the city of Savannah, and notes, with two or more good names there on, orfecured by a deposit of Bank stock, at a rate of interest not exceeding one per cent, difeount for sixty days. Provided, the said bills and notes, have not more than ninety days to run. They (hall have power to ifi’ue notes signed by the President, and counterligned by the cathicr, on behalf of the said corporation, for such Aims and with such devices as they may deem most expedient and fafe. They (hall also be capable of executing such other powers and authorities as may be rcceiTary for the well governing and ordering the affairs of the said corporation, and of promoting its inter ests and its credit, and of such as (hall be authorifed by the rules thereof or by the direction of the stock-holders. Rule 2. In voting for direClors, and all other questions on which ths stock-holders may be called to give their votes, the num ber of votes to which each stock-holder (hall be entitled, (hall be according to the number of (hates he fh.aH hol3 in the propor tion following, that is to fay : for one (hate, one vote; for two (hares, two votes; for every two (hares above two and not ex. ceeding eight, one vote; for every four (hares tbeve eight and not exceeding twenty w 0 M 0 R G1 AQ I one vote; for every eight (hares above twenty and not exceeding fixtyf one vote ; for every twelve (hares above sixty, and not exceeding one hundred, one vote. The ftatc by the authority of the majority of their direftors (hall be entitled to two hun dred and forty votes, except in eleft ions for di. reftors representing theprivateflock-holdcrs. The manner however of votingfor thedireft. ers, for the private ftock-holdcrs, and in all , ocher quellipns relating to the officers of tha said corporation, (hall, at any time be altered by such private ftock-holdcrs, at any public meeting, to be for that purpose called, after two weeks notice in two public gazettes. Provided, that at such macting a majority of ail the private (hares of the Bank are represented, and the holders of two thirds of fitch (hares concur in such alteration. Rule 3. After the firft. clcftion, no sr or (Hares (hall confer aSrzghc of fufirage which (hall not Have been hclaen th|pe calend ; r months previous to the day of eleftion, No other than (lock-holders, who are citizens of the United States, in the United States or not, (hall be allowed to vote by proxy, or other wife, provided such proxy be a ftock-holdcr, and a citizen of the United States. v Rule 4, To prevent a divfior of (har o s, in order to obtain to the person or persons so dividing them an undue influence,, the managers of elections (or directors (hail sdminifter to every (lock-holder offering to vote, the following oath; “ Yoa A. B. do fweftr (or affirm) that the frock you now reprefetit, is bona fide, your property, and that no o;her person or persons is or are concerned therein, and that you are a citizen of the United States,” and to any person voting by proxy, or for a minor, or in right of or in trust for any other person entitled to vote, the following oath : You, A. B. dofweax (or affirm) that the (lock, of C. D. whom you now represent, is to the best of your knowledge and belief, the property of the said C. D. and that no other perfoft or persons is or are concerned therein.” And any (lock-holder refuiing to take such oath or affirmation, (hall not be allowed to vote at such election. R.ule 5. Any person or persons holding or fubferibing for (lock in the said bank, in the name or in trust for minors, (hall, to all intents and purposes, relating to this aft, be viewed and taken as holding or fubferibing such dock, in the name or napies ofjfuch person or persons so holding, or fabferi bing and in voting at any meeting of llock-hul ders, such persons (hall be entitled to vote in such proportion only, as if the (tock of such minor or minors was the foie and exclusive property of the person or persons so voting. Rule 6. A fair and eorreft lift of the stock-holders (hall be made out, at lead two weeks before any eleftion of direftors, to be submitted to the infpeftion of any stock-holder who (hall require to fee the fame, to the end that public information may be given to the parties concerned, of their co-proprietors and (lock-holders. Rule 7. No direftor of any other bank (hall he eligible as a direftor of this corpora tion, neither (hall any ftock-holdcr who is not a citizen of the Unitad States be eligible as a direftor. Rule 8. Not more than threc-fourths of the direftors, exclusive of the president and the four appointed by the legislature, (hall he eligible for the next succeeding year : But the direftor who (hall be president at the time- of any eleftion may always be re-elcfted. Rule 9. No less than fix direftors (hall constitute a board for the tranfaftion of business, of whom the president (hall always be one, except in case of ficknefsor r.eceffary absence, in which case his place may be supplied by any other direftor whom he, by writing under his hand, (hall nominate for the purpose, and in default of ffich nomination by the president, or in case of I the fiokaefs or nectffary absence of the person I so appointed, in either event, the board of direftors may, by ballot, appoint a tcmpoia ry president. Rule 10. The direftors (hall keep fair and regular entries in a book, to be provi ded for that purpose, oi their proceedings, and on any qneftion, where two direftors (hall require ir, the yeas and nays of the direftors voting (hall be duly infected on their minutes, and those minutes, be at all times on demand, produced to the ftock holdcrs when at a general meeting, or to the legislature or a*y committee thereof. who (hall require the fame. Rule n. The flock-holders (hall allow such compensation to the president, for his services, as may appear to them reasonable. Rule i 2. Every cashier and other officer appointed by the direflors, before he or they enter on the execution of his or their duty, (hall give bond with two or naors fecarilics, to the fatisfaflio* of. the director a,’ in a sum to be agreed on by the board of ■'} direflors, conditioned for his or their good, behaviour. / Rule 13. The proficient and calhiir dial! take the following oath, on entering on .* the duties of their refpeflive offices; “ that *; they will well and faithfully difeharge the 1j duties thereof.” Rule 14. The'total amount of the debts which the bank (hall at any time owe, I including the monies then aftully depofitcd in the bank for fafe-keeping, whether by bond, bill, note or other contrafl, (hall not exceed in the aggregate the sum of two millions of dollars, Unless the contrafling of any greaterdebts (hall have been previously authorised by a law of this (late ; in case of excess, the direflors under whofc admin iftrarionit fliall happen, (hall be liable for the fa me in their private capacities, and an aflion of debt may in such cases be brought ngainft them, or any of them, their, or any or their heirs, executors or administrators, in any court of this ftalc having jurifdiflion, by any creditor or creditors of the fat'd corporation, and may be profecutcd to judgement and execution, any condition, covenant and agreement to the contrary notwithstanding. But this (hall not be con strued to exempt the said corporation, or the lands, tenements, goods or chatties of the fame, from being also liable and chargea ble with the said cxcefs. Such of the said direflors who have been ahfont when the said excess was contraflcd or created, cr who may have difirnted from the refolurien or afl whereby the fame was so created, or contracted, may refpeflivcly ex onerate themfelvcs from being so liable, by forthwith giving notice of the fafl and of their ahfence or diflent, to the governor of the state, and to the (lock-holders at a general meeting, which they (hall have power to call for that purpose. Rule 15. The lands, tenenjents end hereditaments which it (hall he lawful for the said corporation to hold, (hall be cnly such as (hall be requiflre for its immediate accommodation, in relation to the convcn. lent tranfafling of its business, and such as dial! have been bona fide mortgaged to it byway of security, or conveyed to it in fatisfafliun of debts contraflcd in the course of its dealings, or purchafcd at sales upon judgments which (hall have been obtained for such debts. Rult 16. The (lock of the bank (hall be aflignable and transferable according to such regulations as may be instituted in that behalf by the direflors. Rule 17, A meeting of the stock-holders may be called at any time by the president and direflors, or by any direflors who pro telt against the proceedings of the bank, and who wilhes the propriety of his di(Tent to be confidercd by the ilock-hcldcrs, or whenever the holders of three hundred (hares and upwards, (hall require the fame. Pro vided however, that no such meeting (hall be deemed regular, unless sixty days notice be given of the intention to call the fame, in at lead; two public gazettes. Rule 18. The accounts of the corpora, tion (hall be balanced to the pft day of June and December of every year, and u dividend (hall be declared every half year, ofmuch of theprefits as (hall appear to the direflors adtifablc ; and at the expira tion of every fourth year, from the fecord 'Monday of January next, the direflors (hall lay before the stock-holders at a general meeting, for their information, the amount of Turpins profit, if any, after dedufling lofTws and dividends. Sec. £. And be it further enafied by the authority aforefaid, That the said corpora tion fhaii not he permitted to purchase or hold an/ public debt whatever, except what may be fubferibed hy the state as part of the capital, and except such as may be bona fide pledged to the said corporation on monies loaned by if, nor (hall the said corporation dtrcflly or indiceflly deal or trade inany thing except bills of exchange, geld or silver bullion, or in the sale of goods or public (lock, really and truly pledged for money lent, and not redeemed in due time, or of goods which (hall be the produce of