TRADE UNIONS.* Authorizing the Incorporation of Labor Organizations. LAWS OF 1895, CHAP. 559, Being the MEMBERSHIP CORPORATION LAW, AND CONSTITUTING CHAP. XLIII OF THE GENERAL LAWS. § 30. Purposes for which corporations may be formed under this article.-A membership corporation may be created under this article [II] for any lawful purpose, except a purpose for which a corporation may be created under any other article of this chapter, or under any other general law than this chapter. § 31. Certificates of incorporation.-Five or more persons may become a membership corporation for any one of the purposes for which a corporation may be formed under this article or for any two or more of such purposes of a kindred nature, by making, acknowledging and filing a certificate, stating the particular objects for which the corporation is to be formed, each of which must be such as is authorized by this article; the name of the proposed corporation; the territory in which its operations are to be principally conducted; the town, village or city in which its principal office is to be located, if it be then practicable to fix such location; the number of its directors, not less than three nor more than thirty; the names and places of residence of the persons to be its directors until its first annual meeting. Such certificate shall not be filed without the written approval, indorsed thereupon or annexed thereto, of a justice of the supreme court. * On filing such certificate, in pursuance of law, the signers thereof, their associates and successors, shall be a corporation in accordance with the provisions of such certificate. [As amended by L. 1897, ch. 205, and L. 1901, ch. 436.] * * OPINION OF PROF. CHARLES A. COLLIN AS TO HOW TO INCORPORATE LABOR ORGANIZATIONS. Prof. Charles A. Collin, lately one of the commissioners of Statutory Revision, has, by special request, furnished to the bureau the following information as to the incorporation of labor organizations for benevolent and protective purposes: "Previous to 1895, the incorporation of workingmen's unions was authorized by the Laws of 1871, chapter 875. This act was repealed by the Membership Corporations Law (Laws of 1895, chapter 559), the provisions of which, by section thirty thereof, are made applicable to the incorporation of workingmen's unions. The Membership Corporations Law and the General Corporations Law are to be read together for the purpose of ascertaining the statutory provisions now regulating the incorporation and corporate administration of workingmen's unions, and together they furnish substantially all of the statutory law upon this subject. "Incorporation is effected by filing certificates of incorporation in the offices of the Secretary of State and of the county clerk of the county in which the operations of the corporation are to be principally conducted. The certificates may be executed in duplicate original, each charter mem As to union labels see sections 15-16 of the Labor Law. ber signing and acknowledging both originals, and a justice of the Supreme Court approving both originals, and by filing one of the originals in each of the two offices aforesaid; or, instead, by executing one original only and filing that in the office of the Secretary of State and filing a certified copy thereof in the office of the county clerk. When the filing is completed, the corporation is born. "There must be at least five charter members signing the certificate and as many more may sign as is desired. The signers may be either men or women, but must all be over twenty-one years of age; at least two-thirds of them must be citizens of the United States, and at least one of them must be a resident of this State. "The certificate must state: "(1) The particular objects for which the corporation is to be formed. In general, the objects to be stated may be any object other than the conduct of a business for the purposes of profit, except that the objects stated must not amount to co-operative insurance, or for building or mutual loan purposes. If co-operative insurance or mutual loan are among the objects proposed, incorporation must be under the insurance or banking laws. (2) The name of the proposed corporation. The name chosen must not be the name of any existing corporation, nor so similar to the name of any existing corporation as to be calculated to deceive. This does not prevent the name being exactly the same except as to difference of locality or number. For instance, The Boilermakers' Union of Brooklyn' is not prohibited because there exists a corporation whose name is The Boilermakers' Union of Buffalo.' Neither would the name The Boilermakers' Union of Brooklyn, No. 21,' be prohibited because there already existed a corporation whose name was The Boilermakers' Union of Brooklyn, No. 20.' (3) The territory in which its operations are to be principally conducted. Such territory may either be a city, village, town, county, the entire State, or the United States and England, or one or more specified foreign countries. "(4) The town, village, city or county in this State, in which its principal office is to be located, if it be then practicable to fix such location. This does not require the actual location of an office in a room or building, nor the occupation or the renting of a building or of any room therein for the purposes of an office. The term office of a corporation,' as used in the statutes, means either its principal office within the State or the town, village, city or county within the State in which its operations are to be principally conducted, and the designation of any such town, village, city or county will be sufficient designation of the principal office. In other words, the general headquarters of the union is its principal office within the meaning of the statute. (5) The number of its directors, which must be at least three and not more than thirty. "(6) The names and places of residence of the persons to be its directors until its first annual meeting. At least two of the directors so named must be residents of this State. (7) The times for holding its annual meeting. "(8) The certificate may contain any other provision for the conduct of the affairs of the corporation or any limitation upon its powers or upon the powers of its directors which does not exempt them from the performance of any obligation or duty imposed by law. "The certificate must be acknowledged by each signer before a notary public, justice of the peace, commissioner of deeds, judge, mayor, recorder of the city or other officer authorized to take the acknowledgements of deeds, and must be approved by a justice of the Supreme Court before it can be filed. "The certificate may be in the following form: CERTIFICATE OF INCORPORATION OF OF THE CITY OF "We, the undersigned, all being of full age, two-thirds of us being citizens of the United States, and one of us being a resident of the State of New York, desiring to form a membership corporation under and in pursuance to the laws of the State of New York for the purposes hereinafter set forth, do hereby certify: "First-The purposes for which such corporation is to be formed are the protection and improvement of its members in their trade or calling as printers; the intellectual, moral and spiritual improvement of its members; the assistance of the members who may be out of work or otherwise needy or deserving; and the payment of the funeral expenses of deceased members. Second-The name of the proposed corporation shall be Typographical Union No. of the city of "Third-The territory in which the operations of such corporation are to be principally conducted is the city of Fourth-The principal office of such corporation is to be located in the city of "Fifth-The number of directors of such corporation shall be twelve. "Sixth-The names and places of residence of the persons to be directors of such corporation until its first annual meeting are as follows: John Smith, residing at N. Y. [Here insert the names and residences of the other No. 24 directors.] street, "Seventh-The time for holding the annual meetings of such corporation shall be the second Tuesday of January of each year at eight o'clock p. m. "In witness whereof, we have hereunto signed our names this 20th day of July, 1895. JOHN SMITH. [Here follow the names of the other signers.] 88.: STATE OF NEW YORK, COUNTY OF "On this 20th day of July, 1895, before me personally appeared John Smith [here add the names of the other signers], to me known to be the persons described in and who executed the foregoing certificate, and they severally acknowledged to me that they executed the same. "I approve the foregoing certificate. PETER V. MCLENNAN, JAMES BROWN, "The foregoing form of certificate is, of course, to be changed to suit particular trades or localities. "The most convenient way will probably be to have two copies of the certificate drawn and have each signer sign and acknowledge both copies and the judge approve both copies, so that each will be an original, and one original can be filed in the office of the Secretary of State at Albany and the other original filed in the office of the county clerk. But one original only may be executed and filed in the office of the Secretary of State and a certified copy thereof filed in the county clerk's office. "If a labor organization be already formed but not incorporated, and it is desired to incorporate it so that all its property and its members will be the property and the members of the corporation, proceedings should be had under section five of the Membership Corporations Law, to wit: 'The unanimous vote of all its members present and voting at a regular or a regularly called meeting thereof, may authorize its directors to incorporate.' Whereupon, the directors so authorized may execute and file a certificate of incorporation in the same manner as above set forth for the incorporation of an entirely new organization. "The certificate of incorporation, together with the General Corporation Law and the Membership Corporations Law, may properly be termed the charter of the corporation. Its by-laws are to be prepared by the members of the corporation, to wit: the signers of the certificate, or by the directors named in the certificate if the members do not choose to make the by-laws. The by-laws should provide for the election of new members, terms of membership, the grounds for expulsion of members, dues of members, if any, etc. The by-laws may also provide for the classification of the directors, as for instance, that twelve directors shall be divided into three classes of four each, so that four shall hold for three years, four for two years and four for one year, and after the first board is elected, four will be elected annually for a term of three years." Authorizing Labor Organizations to Maintain or Construct Buildings, Halls or Libraries for Their Use. LAWS OF 1896, CH. 377, BEING THE BENEVOLENT ORDERS LAW, AND CONSTITUTING CHAP. 44 OF THE GENERAL LAWS. § 7. Joint corporations.- * ** Any number of trades unions, trades assemblies, trades associations or labor organizations, may unite in forming a corporation for the purpose of acquiring, constructing,* maintaining and managing a hall, temple or other building and of creating, collecting and maintaining a library for the use of the bodies uniting to form such corporation. Each body uniting to form such corporation shall, at a regular meeting thereof, held in accordance with its constitution and general rules and regulations or by-laws, elect a member thereof to be a trustee of such corporation, and shall make and file in *Reads "constituting" in amendment of 1902. the office of the clerk of the county where such building is located a certificate of such election signed and acknowledged by the highest two officers thereof, stating the time and place of the election, its regularity, the name of the trustee, and the name of the body from which he was elected. The trustees so elected shall make, acknowledge and file a certificate stating the name of the corporation to be formed, its purposes and objects, the names and places of residence of the trustees, the names of the bodies which they respectively represent, and the name of the town, village or city where such building is to be located; and thereon such trustees and their successors shall be a corporation for the purposes specified in such certificate. [As amended by L. 1898, chaps. 46 and 464, and L. 1902, ch. 390.] Preventing Fraudulent Representation in Labor Organizations. LAWS OF 1898, CH. 671. AN ACT to prevent fraudulent representation in labor organizations. Section 1. Any person who represents himself or herself to be a member of, or who claims to represent a labor organization which does not exist within the state, at the time of such representation, or who has in his or her possession a credential, certificate or letter of introduction bearing a fraudulent seal, or bearing the seal of a labor organization which has ceased to exist, and does not exist at the time of such representation, and attempts to gain admission by the use of said credential, certificate or letter of introduction, as a member of any convention, or meeting of reppresentatives of labor organizations of the state, shall be guilty of a misdemeanor and upon conviction thereof shall be punishable by a fine of not less than twenty dollars nor more than fifty dollars, and imprisonment for not less than ten days nor more than thirty days in the jail of the county wherein such conviction is had, or by both such fine and imprisonment. § 2. This act shall take effect immediately. Unlawful to Compel Employes to Agree Not to Join Labor Organizations. PENAL CODE: LAWS OF 1881, CHAP. 676. § 171A. Any person or persons, employer or employers of labor, and any person or persons of any corporation or corporations, on behalf of such corporation or corporations, who shall hereafter coerce or compel any person or persons, employee or employees, laborer or mechanic, to enter into an agreement, either written or verbal, from such person or persons, employe, laborer or mechanic, not to join or become a member of any labor organization, as a condition of such person or persons securing employment or continuing in the employment of any such person or persons, employer or employers, corporation or corporations, shall be deemed guilty of a misdemeanor. The penalty for such misdemeanor shall be imprisonment in a penal institution for not more than six months, or by a fine of not more than two hundred dollars, or by both such fine and imprisonment. [Added by L. 1887, ch. 688.] Illegal Combinations, Coercion, Etc. PENAL CODE: LAWS OF 1881, CHAP. 676. § 168. Conspiracy defined.-If two or more persons conspire, either 1. To commit a crime; or 5. To prevent another from exercising a lawful trade or calling, or doing any other lawful act, by force, threats, intimidation or by interfering or threatening to interfere with tools, implements or property belonging to or used by another, or with the use or employment thereof; or, 6. To commit any act injurious to the public health, to public morals, or to trade or commerce, or for the perversion or obstruction of justice, or of the due administration of the laws; Each of them is guilty of a misdemeanor. § 169. Conspiracies against peace, etc.-If two or more persons, being out of this state, conspire to commit any act against the peace of this state, the commission or attempted commission of which, within this state, would be treason against the state, they are punishable by imprisonment in a state prison not exceeding ten years. § 170. No other conspiracies punishable.-No conspiracy is punishable criminally unless it is one of those enumerated in the last two sections, and the orderly and peaceable assembling or co-operation of persons employed in any calling, trade or handicraft for the purpose of obtaining an advance in the rate of wages or compensation, or of maintaining such rate, is not a conspiracy. § 653. Coercing another person, etc.-A person, who with a view to compel another person to do or to abstain from doing an act which such other person has a legal right to do or to abstain from doing, wrongfully and unlawfully, 1. Uses violence or inflicts injury upon such other person or his family, or a member thereof, or upon his property, or threatens such violence or injury; or 2. Deprives any such person of any tool, implement, or clothing, or hinders him in the use thereof; or 3. Uses or attempts the intimidation of such person by threats or force; Is guilty of a misdemeanor. § 673. Endangering life by refusal to labor.-A person who willfully and maliciously, either alone or in combination with others, breaks a contract of service of hiring, knowing, or having reasonable cause to believe, that the probable consequence of his so doing will be to endanger human life, or to cause grievous bodily injury, or to expose valuable property to destruction or serious injury, is guilty of a misdemeanor. § 675. Relating to disorderly conduct on public conveyances.-Any person who shall by any offensive or disorderly act or language, annoy or interfere with any person or persons in any place or with the passengers |