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Filing fee.

Articles, etc., where filed.

Copies, to whom furnished.

Annual re

show.

May require additional information.

specting the corporations referred to in the foregoing sections, and such officers shall furnish such information as may be so demanded. With every report forwarded to the Secretary of State pursuant to sections one and two of this chapter, the corporation forwarding the same shall also send a filing fee of two dollars, which fees when received shall be deposited in the state treasury and credited to the general fund of the state.

SEC. 4. Hereafter it shall not be necessary for any corporation to file its by-laws with any county clerk. All articles, amendments thereto, and annual or other periodic reports of corporations shall be originally filed with the Secretary of State, and copies thereof shall be prepared by the corporation itself in each instance to be certified by the Secretary of State and forwarded for filing in the office of the county clerk of the county where such corporation has its principal office or place of business. The county clerks shall keep their corporation records and files in such manner and form as to readily show the proper classification to which each corporation belongs, alphabetically arranged as to names and other indexing..

SEC. 5. Every corporation organized for pecuniary profit, ports, what to including every foreign corporation admitted to carry on business in this state, shall annually, in the month of July or August, make duplicate reports showing the condition of such corporation on the thirtieth day of June, next preceding, on suitable blanks to be furnished by the Secretary of State, as hereinafter provided. Such report shall furnish the Secretary of State with all information and facts necessary for the computation of the annual franchise fee provided for by law. The Secretary of State is hereby authorized to require of any corporation any additional information that may be needed after the filing of its annual report for the purpose of computing such fee. Such report shall state the amount each of common and preferred capital stock authorized, and the amount thereof, subscribed for, and the amount thereof actually paid in cash, and the amount thereof paid in property; the total value as near as may be estimated of all property owned by the corporation; the value of different items or classes of property as follows: Real estate used in its business; real estate not used in its business; goods, chattels, merchandise, material and other tangible property; patent rights, trade marks and formulas; good will; and all other property including surplus, reserve funds and sinking funds, specifying the kind; value of all credits owing to the corporation; the amount of debts of the corporation; the name and postoffice address of each officer and director of the corporation, and such other information as the Secretary of State may require. It shall be the duty of the Secretary of State on application of such corporation to mail to each corporation which is subject to the provisions of this act, suitable blanks for making the reports and returns required by law.

Blank forms to be mailed.

Such reports shall be signed by president or vice-president of the corporation and the secretary or assistant secretary of the corporation and verified by the oath of the secretary of the corporation, and deposited in the office of the Secretary of State within the said month of July or August, or within sixty days after the close of such fiscal year, accompanied by a filing fee of two dollars, and the amount of the annual franchise fee provided by law; such filing fees when received shall daily be covered into the state treasury and there credited to the general fund of the state.

amination,

county clerk.

SEC. 6. The Secretary of State shall carefully examine all Reports, exsuch reports, and if upon such examination they shall be etc. found to comply with all the requirements of this chapter, he shall then file one of them in his office, and shall forward the other by mail or express to the county clerk of the county in which the office in this state for the transaction of the business of said corporation, is situated. And it shall be Duty of the duty of such county clerk, upon receipt of such report, to immediately cause the same to be filed in his office. If any corporation neglects or refuses to make and file the reports required by this chapter within the time herein specified, and shall continue in default for ten days thereafter, its corporate powers shall be suspended thereafter, until it shall file such report, and it shall not maintain an action in any court of this state upon any contract entered into during the time of such default; and any director or trustee of such corporation so in default, who has neglected or refused to join in the making of such report shall be liable for all debts of such corporation contracted during the period of such neglect or refusal, and shall also be liable to such corporation for any damages sustained by it by reason of such refusal or neglect. Whenever any corporation has neglected or re- Failure to fused to make and file its report within twenty days after the time limited in this chapter, the Secretary of State shall cause notice of that fact to be given by mail to such corporation, directed to its postoffice address. The certificate of the Secretary of State or his deputy, of the mailing of such notice, shall be prima facie evidence in all courts and places of that fact, and that such notices were duly received by said. corporation. All actions and suits based on the neglect or refusal of the officers or directors of such corporation to make and file the reports required by this section shall be commenced within two years after such neglect or refusal has occurred and not afterwards.

file report.

CHAPTER 3.

Schedule of Repeals, and Saving Clauses.

SECTION 1. The following acts, and all acts and parts of Acts repealed. acts amendatory thereto, are hereby repealed, namely:

Act number one hundred twenty-two of the Public Acts of eighteen hundred seventy-seven; act number one hundred fifty-eight of the Public Acts of eighteen hundred eightythree; act number eleven of the Public Acts of eighteen hundred ninety-five; act number seventy-three of the Public Acts of eighteen hundred sixty-nine; act number two hundred twelve of the Public Acts of eighteen hundred sixty-one; act number one hundred sixty-nine of the Public Acts of eighteen hundred seventy-nine; act number fifty-eight of the Public Acts of eighteen hundred seventy-seven; act number seventyfive of the Public Acts of eighteen hundred eighty-seven; act number fifty-six of the Public Acts of eighteen hundred ninety-one; act number one hundred seven of the Public Acts of eighteen hundred eighty-one; act number one hundred seventeen of the Public Acts of eighteen hundred fifty-five; act number twenty-two of the Public Acts of eighteen hundred eighty-three; act number sixty-four of the Public Acts of nineteen hundred five; act number sixteen of the Public Acts of eighteen hundred sixty-nine; act number eight of the Public Acts of eighteen hundred sixty-seven; act number seventy-six of the Public Acts of eighteen hundred eightythree; act number one hundred fifteen of the Public Acts of eighteen hundred eighty-nine; act number fifty-four of the Public Acts of eighteen hundred seventy-seven; act number one hundred sixty-seven of the Public Acts of eighteen hundred eighty-nine; act number ninety-seven of the Public Acts of eighteen hundred ninety-seven; act number twenty-seven of the Public Acts of eighteen hundred eighty-two; act number eighty-five of the Public Acts of eighteen hundred ninetythree; act number sixty-seven of the Public Acts of eighteen hundred ninety-five; act number eighty-two of the Public Acts of eighteen hundred ninety-seven; act number one hundred ninety-two of the Public Acts of eighteen hundred eighty-three; act number one hundred four of the Public Acts of eighteen hundred sixty-nine; act number seventy-three of the Public Acts of eighteen hundred seventy-nine; act number forty-eight of the Public Acts of eighteen hundred eighty-three; act number one hundred seventeen of the Public Acts of eighteen hundred fifty-one; act number eighty-three of the Public Acts of eighteen hundred fifty-one; act number forty of the Public Acts of eighteen hundred fifty-five; act number sixteen of the Public Acts of eighteen hundred sixtyfour; act number sixty-two of the Public Acts of eighteen hundred forty-eight; act number one hundred fifty-five of the Public Acts of eighteen hundred fifty-one; act number one hundred twenty-two of the Public Acts of eighteen hundred fifty-five; act number one hundred fifty-three of the Public Acts of eighteen hundred ninety-one; act number one hundred sixty-six of the Public Acts of eighteen hundred sixty-three; act number two hundred thirty-nine of the Public Acts of eighteen hundred seventy-nine; act number one hundred ninety of the Public Acts of eighteen hundred

eighty-seven; act number two hundred ninety-nine of the Public Acts of eighteen hundred eighty-seven; act number one hundred thirteen of the Public Acts of eighteen hundred seventy-seven; act number one hundred forty-two of the Public Acts of eighteen hundred eighty-nine; act number two hundred thirty-two of the Public Acts of nineteen hundred three; act number one hundred seventy-one of the Public Acts of nineteen hundred three; act number two hundred six of the Public Acts of nineteen hundred one; act number one hundred twenty of the Public Acts of eighteen hundred seventy-seven; act number one hundred sixty-seven of the Public Acts of nineteen hundred seven; act number sixteen of the Public Acts of eighteen hundred eighty-two; act number thirty-nine of the Public Acts of eighteen hundred fifty-five; act number two hundred thirty-one of the Public Acts of nineteen hundred eleven; act number three hundred fiftynine of the Public Acts of nineteen hundred thirteen; act number nineteen of the Public Acts of eighteen hundred thirty-nine; act number one hundred ninety-one of the Public Acts of eighteen hundred ninety-three; act number one hundred sixty of the Public Acts of eighteen hundred ninetyfive; act number two hundred of the Public Acts of eighteen hundred ninety-seven; act number ninety-five of the Public Acts of eighteen hundred sixty-nine; act number one hundred fifty-six of the Public Acts of eighteen hundred seventy-three; act number twenty-nine of the Public Acts of eighteen hundred ninety-nine; act number two hundred thirty-two of the Public Acts of eighteen hundred eightyseven; act number one hundred twenty-eight of the Public Acts of eighteen hundred fifty-seven; act number one hundred fifty-five of the Public Acts of eighteen hundred seventynine; act number one hundred sixty-six of the Public Acts of eighteen hundred ninety-nine; act number twenty of the Public Acts of eighteen hundred fifty-five; act number fifty-two of the Public Acts of eighteen hundred ninety-seven; act number one hundred thirty-five of the Public Acts of eighteen hundred sixty-seven; act number two hundred fortytwo of the Public Acts of eighteen hundred sixty-three; act number three hundred eight of the Public Acts of nineteen hundred seven; act number two hundred nine of the Public Acts of eighteen hundred ninety-seven; act number one hundred ten of the Public Acts of eighteen hundred eighty-nine; act number one hundred thirteen of the Public Acts of eighteen hundred eighty-seven; act number eighty-nine of the Public Acts of nineteen hundred one; act number one hundred forty-one of the Public Acts of nineteen hundred five; act number two hundred fifty-six of the Public Acts of nineteen hundred three; act number seventy-four of the Public Acts of eighteen hundred ninety-five; act number thirty-one of the Public Acts of eighteen hundred ninety-seven; act number two hundred sixty-eight of the Public Acts of eigh teen hundred eighty-one; act number three hundred fifteen

Corporations

subject to this act.

of the Public Acts of eighteen hundred eighty-seven; act number ninety-six of the Public Acts of eighteen hundred seventy-one; act number two hundred eighty-eight of the Public Acts of eighteen hundred sixty-five; act number three hundred ninety-eight of the Public Acts of nineteen hundred thirteen; act number ninety-seven of the Public Acts of eighteen hundred ninety-seven; act number two hundred thirty-three of the Public Acts of eighteen hundred sixtyfive; act number three of the Public Acts of eighteen hundred eighty-five; act number two hundred forty-five of the Public Acts of nineteen hundred thirteen; act number one hundred thirty-five of the Public Acts of eighteen hundred ninety-nine; act number one hundred twenty-one of the Public Acts of nineteen hundred fifteen; act number twentyeight of the Public Acts of nineteen hundred one; act number two hundred twelve of the Public Acts of nineteen hundred three; act number one hundred sixty-one of the Public Acts of eighteen hundred ninety-three; act number one hundred nineteen of the Public Acts of eighteen hundred seventyseven; act number two hundred six of the Public Acts of eighteen hundred ninety-nine; act number one hundred eight of the Public Acts of eighteen hundred ninety-three; act number one hundred eleven of the Public Acts of eighteen hundred seventy-nine; act number two hundred seventeen of the Public Acts of eighteen hundred fifty-nine; act number two hundred sixty-one of the Public Acts of eighteen hundred seventy-nine; act number one hundred sixty-eight of the Public Acts of nineteen hundred three; act number one hundred ninety-one of the Public Acts of eighteen hundred ninety-one; act number two hundred fifty-three of the Public Acts of eighteen hundred ninety-seven; act number thirty-five of the Public Acts of eighteen hundred ninety-nine; act number two hundred fifty of the Public Acts of eighteen hundred ninety-nine; act number two hundred thirty-nine of the Public Acts of nineteen hundred seventeen.

SEC. 2. All such corporations, whose act of incorporation is repealed by this act, heretofore organized and incorporated under or subject to the laws of this state, shall hereafter be subject to the provisions of this act without formal reorganization hereunder; but each such corporation shall have, under its existing charter or corporate franchise, all of the powers, rights, privileges and immunities granted and conferred upon it by the law under which such corporation was incorporated, and notwithstanding sucli law may be repealed by this act; and nothing in this act contained shall be taken or construed to limit, restrict, or modify any such corporation in the exercise of its existing powers, rights, privileges or franchises, or as working a change upon its manner of operating, or as imposing any new mode of operation upon any such existing corporation. In all cases the charter, articles and by-laws of each such corporation as existing at the time this act takes effect may be altered or amended to

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