[No. 116.]

AN ACT to amend section two of act number one hundred eight of the public acts of eighteen hundred eighty-nine, entitled "An act to provide for the incorporation of trust, deposit and security companies, and to repeal act fifty-eight of the session laws of eighteen hundred seventy-one, approved March twenty-ninth, eighteen hundred seventy-one, entitled 'An act to provide for the incorporation of trust, deposit and security companies', being chapter eighty-eight of Howell's annotated statutes; also to repeal act number one hundred twenty-three of session laws of eighteen hundred eighty-three, approved May twenty-fifth, eighteen hundred eighty-three, entitled 'An act to amend section nine of act fifty-eight of the session laws of eighteen hundred seventy one', approved March twenty-ninth, eighteen hundred seventy-one, being compilers' section two thousand two hundred ninety, relative to the corporate rights of trust, deposit and security companies", being section eight thousand forty-five of the compiled laws of nineteen hundred fifteen.

The People of the State of Michigan enact:

SECTION 1. Section two of act number one hundred eight Section of the public acts of eighteen hundred eighty-nine, entitled amended. "An act to provide for the incorporation of trust, deposit and security companies, and to repeal act fifty-eight of the session laws of eighteen hundred seventy-one, approved March twentyninth, eighteen hundred seventy-one, entitled 'An act to provide for the incorporation of trust, deposit and security companies', being chapter eighty-eight of Howell's annotated statutes; also to repeal act number one hundred twenty-three of session laws of eighteen hundred eighty-three, approved May twenty-fifth, eighteen hundred eighty-three, entitled 'An act to amend section nine of act fifty-eight of the session laws of eighteen hundred seventy-one', approved March twentyninth, eighteen hundred seventy-one, being compilers' section two thousand two hundred ninety, relative to the corporate rights of trust, deposit and security companies", being section eight thousand forty-five of the compiled laws of nineteen hundred fifteen, is hereby amended to read as follows:

stock.

SEC. 2. The capital stock of any such corporation shall be Capital fixed and limited by the articles of association, and must be at least three hundred thousand dollars and not to exceed five million dollars, except that in cities of less than one hundred thousand inhabitants, such capital stock shall not be less than one hundred and fifty thousand dollars. And the capital Increase, stock of any such corporation organized under this act, may be increased or decreased by a vote of two-thirds of the shares of the capital stock at any annual meeting or at any meeting

etc.

When may commence business.

called for the purpose, to any sum not inconsistent with the provisions of this act. In voting upon the increase of the capital stock, the stockholders shall have power, by the same statutory majority, to fix the value of, and the price at which the increase of the capital stock shall be subscribed and paid for by the stockholders, but not less than par, as well as the time and manner of the subscription and payment, and by the same vote to authorize the directors of the corporation to sell, at not less than the price so fixed, any part of such increase not subscribed by the stockholders, after they have had a reasonable opportunity to make subscription of their proportionate shares thereof; and to make provision for calling in and cancelling the old and issuing new certificates of stock. When fifty per cent of the capital stock named in the articles of association shall have been paid in, in cash, and an affidavit to that effect is duly sworn to by the president or secretary of the corporation, and filed with the commissioner of the banking department of this state, the said commissioner shall, by proper certificate, authorize such association to commence business under this act. The balance of the capital stock of such corporation shall be paid in at - such times and in such amounts as the board of directors may determine, but the whole thereof shall be paid in within six months from the date of the commencement of business; and whenever such capital stock shall be fully paid and an affidavit to that effect is duly sworn to by the president or secretary of the corporation and filed with the commissioner of the banking department of this state, the said commissioner shall give to the corporation a certificate to When share that effect. Whenever any shareholder or his assignee fails to pay any installment upon his subscription for stock, when the same is required by said board to be paid, the directors of such corporation may sell the stock of such delinquent shareholder at public auction, at the office of the secretary of such corporation, having first given the delinquent stockholder thirty days' notice, personally or by mail, at his last known address. If no bidder can be found who will pay for such stock, the amount due thereon to the corporation, with any costs incurred, the amount previously paid shall be forfeited to the corporation, and such stock shall be sold as the directors shall order, within six months from the time of such forfeiture; and if not sold it shall be cancelled and deducted from the capital of the corporation. If sold before cancellation, any surplus over the amount due on said stock to said corporation, including all costs incurred thereon, with interest for the time delinquent, shall be returned to the original stockholder, his heirs or assigns. If any such cancellation and reduction shall reduce the capital of the corporation below the minimum capital required by this act, the capital stock shall, within thirty days from such cancellaDeposit with tion, be increased to the required amount. As soon as possi ble, and not later than six months, after any such company

holder de

linquent.

state treas

urer.

has commenced business under the provisions of this act, it shall deposit with the state treasurer of this state not less than fifty per cent of the amount of its capital stock, nor more than two hundred thousand dollars in amount; such deposit to be in bonds and mortgages, or notes and mortgages on unencumbered real estate within the state of Michigan, worth double the amount secured thereby, or public stocks and bonds of the United States, or any state of the United States, that has not defaulted on its principal or interest within ten years, or of any organized county or township, or incorporated city or village, or school district, in this state, or in any other such state, duly authorized to be issued, and upon all which bonds or other securities there shall have been no default in the payment of interest or principal; which bonds and mortgages, or notes and mortgages, or public stocks or bonds shall be held by the state treasurer, in trust, as security for the depositors and creditors of said corporation. Upon such Treasurer to deposit being made, the said state treasurer shall issue to tificate. the said corporation a certificate of such fact, and an equal amount in value, to be determined by said state treasurer, shall at all times during the corporate existence of such corporation remain on deposit in such treasury. The state treasurer shall pay over to such corporation, as soon as collected, the interest and income which shall be received on the securities so deposited, or he will authorize the company to collect the same for its own benefit.

Approved May 6, 1927.

issue cer

[No. 117.]

AN ACT to amend section thirty-five of act number three hundred of the public acts of nineteen hundred nine, entitled "An act to define and regulate common carriers and the receiving, transportation and delivery of persons and property, prevent the imposition of unreasonable rates, prevent unjust discrimination, insure adequate service, create the Michigan railroad commission, define the powers and duties thereof, and to prescribe penalties for violations hereof," being section eight thousand one hundred fortythree of the compiled laws of nineteen hundred fifteen, as last amended by act number one hundred seventy-eight of the public acts of nineteen hundred twenty-five.

The People of the State of Michigan enact:

SECTION 1. Section thirty-five of act number three hun- Section amended. dred of the public acts of nineteen hundred nine, entitled "An act to define and regulate common carriers and the receiving, transportation and delivery of persons and property, prevent

Flagman, etc., when provided.

Proviso, cost.

Proviso.

May specify location, etc.

the imposition of unreasonable rates, prevent unjust discrimination, insure adequate service, create the Michigan railroad commission, define the powers and duties thereof, and to prescribe the penalties for violations hereof," being section eight thousand one hundred forty-three of the compiled laws of nineteen hundred fifteen, as last amended by act number one hundred seventy-eight of the public acts of nineteen hundred twenty-five, is hereby amended to read as follows:

SEC. 35. (a) Whenever in the opinion of the Michigan public utilities commission, the safety of the public reasonably demands the stationing of a flagman to signal trains or cars where a highway or street is crossed by any railroad or street railway, or where one railroad or street railway crosses or intersects another railroad or street railway, or the building of a gate at such highway, street or railroad crossing or intersection, or street railway crossing or the erection and maintenance of an electric alarm bell, wig-wag, flashlight or equivalent electrically operated signals thereat, it shall direct the corporation or corporations owning or operating any such railroad, railroads, or street railway or street railways, to station a flagman or to erect and maintain a gate or electric alarm bell, wig-wag, flashlight, or equivalent electrically operated signal at such crossing as the public safety may demand, and said commission shall have jurisdiction over the subject matter of this section to the exclusion of all other boards or officers, state or municipal, and in case such flagman is directed to be stationed, or gate directed to be erected, or alarm bell, wig-wag, flashlight or equivalent electrically lighted signal to be installed and maintained where one such railroad crosses or intersects another or where the rights-of-way are contiguous, adjoining or adjacent, the expense thereof shall be borne jointly, in just proportions, as determined by the utilities commission, by the companies owning or controlling each of said railroads or electric railways: Provided, however, That the cost and expense of placing, installing and maintaining such crossing protection as may be prescribed, shall be apportioned by the Michigan public utilities commission between the railroads or electric railways and the public in such proportions as it may deem just or as may be agreed upon between the railroads or electric railways and the public: Provided, however, That whenever and wherever the Michigan public utilities commission shall direct the placing, installing and maintaining of an alarm bell, wig-wag, flashlight or equivalent electrically lighted signal, unless otherwise agreed upon, the cost of placing and installing thereof shall be apportioned fifty per cent to the public and fifty per cent to the railroads, and thereafter the public shall be relieved from paying any portion of the cost of the maintenance thereof.

(b) Where said Michigan public utilities commission shall require the erection and maintenance of an electrically operated signal as provided in paragraph (a) hereof at any

such crossing, said commission may specify the type of such signal and designate the point where the same shall be located and said commission shall have jurisdiction over said subject matter to the exclusion of other boards or officers, state or municipal.

order.

(c) Whenever any protection provided for in paragraph Service of (a) of this section shall be required at any highway or street crossing, the Michigan public utilities commission shall serve upon the officer in charge of the operation of such railroad or electric railway and the proper public authorities a certified copy of the order of said commission specifying the kind of protection to be maintained at such crossing. Such protection required in such order shall be established and maintained within such time thereafter as said commission shall prescribe.

(d) If a flagman be required at such crossing, it shall be Flagman, his duty to warn the public passing or about to pass over such duty of. crossing, of the approach of such engines, trains, and cars; such flagman to be provided with a flag or stop signal for use in daylight hours and a light for the hours of the night; such flagman to be maintained during the hours of the day or night as said commission shall from time to time require.

neglect.

(e) If such flagman shall neglect to display his flag or Penalty for stop signal or perform such other duties as may be required of him by said commission, he shall, for every such neglect, be liable to a fine of twenty-five dollars, and shall also be liable for all damages sustained by any person by reason of such neglect, to be recovered in an action of tort: Provided, The Proviso. corporation owning or operating any such railroad shall not be released from liability therefor, but shall be subject to the same liability at the option of the aggrieved party.

(f) Any person who shall knowingly disregard or destroy Destroying, the signal displayed by any such flagman to stop at any such etc., signal. crossing or said gates, crossing alarm bell, wig-wag, flashlight

or equivalent electrically operated signal, in whole or in part,

or tamper with the same in any respect, shall be guilty of a Penalty. misdemeanor and on conviction thereof shall be liable to a fine of not less than ten dollars or more than one hundred dollars with the alternative of imprisonment in the county jail for a period of not more than ninety days or both such fine and imprisonment, in the discretion of the court.

comply.

(g) Any railroad or electric railway which shall neglect Refusal by or refuse to comply with the provisions of this act or with railroad to the orders of the Michigan public utilities commission made pursuant thereto in the placing, installing and maintaining of the protection provided for in paragraph (a), of this sec- Penalty. tion, shall be liable to a penalty of ten dollars for each and every day it shall so neglect to comply with such terms of the order of said commission after the expiration of the time stated in such order, to be recovered in an action of assumpsit in the name of the people of the state of Michigan. All such penalties so collected shall be paid to the state treasurer. Approved May 5, 1927.