■^ QJnrnpU iHam ^ri^ool ICibrary Cornell University Library KFN5490.A3 1894 The statute railroad laws of New York / 3 1924 022 882 629 Cornell University Library The original of this book is in the Cornell University Library. There are no known copyright restrictions in the United States on the use of the text. http://www.archive.org/details/cu31924022882629 THE STATUTE RAILROAD LAWS OF NEW YORK, CONTAINING THE GENERAL RAILROAD LAW, THE GENERAL CORPORATION LAW, THE STOCK CORPORATION LAW, THE STATUTORY CON- STRUCTION LAW, THE RAPID TRANSIT ACT, THE CONDEMNATION LAW, AND THE GENERAL LAWS RELATING TO ELEVATED RAILROADS, STREET SURFACE RAILROADS, MUNICIPAL AID BONDS, BONDS AND CONTRACTS, THE CONSTRUCTION, OPERATION AND MANAGEMENT OF RAILROADS, RAILWAY APPLIANCES, TICKETS, BAGGAGE (AND MECHANICS' LIENS, WITH NUMEROUS CITATIONS. THE GENERAL LAWS REGA-RDING TAXATION AND RECEIVERS.L THE CODE OF CIVIL PROCEDURE, PENAL CODE AND CODE OF CRIMINAL PROCEDURE, PROVISIONS APPLICABLE TO CORPORATIONS, FULLY ANNOTATED, THE INTEESTATE COMMMEKCE ACT, TOGETHER WITH Notes Of Judicial Decisinns applicahle to Bailroads, Corporations, and Rapid Transit BaUroads, supported by Copious Citations from American and English Authorities, and Tables showing what Laws the Consolidated and Corporation Acts are based upon, and what Laws were Bepealed by these Acts, to and including the year 1891,. By GEOEGE a. BENHAM, OF THE TROy BAR. ALBANY, N. Y.: W. C. LITTLE & CO., LAW BOOK PUBLISHERS AND BOOKSELLERS, 1894. Inssribad. to Mr. GEORGE H. NORMAN, Jr. PREFACE. It has been the aim of the editor of this work to prepare a use- ful and convenient manual containing all tlie general railroad lajvs of New York and those co-ordinate therewith, which will be acceptable not only to the active practitioner but also to business men who may have occasion to refer to a book of this nature. In pursuance of this aim, the work has been adapted in so far as practicable, to the needs both of the busy lawyer and of the unpro- fessional user. The statute laws have been arranged in systematic order, and under appropriate heads, in substantially the same man- ner as they are found in the statute books. Instead of scattering the various sections of laws among a miscellaneous assortment of notes and references, the laws are placed in compact form with appropriate heading, and the notes are collected together in a separate form, and so arranged that their contents can be quickly ascertained. The tables showing what laws the general revision acts are based upon have been published in compact form so as to be readily accessable for comparison or cross reference without turning for them to the various pages upon which the revised sec- tions of the general acts are given. The press work was well under way before the second revison of 1892 occurred, and this necessitated the reprinting of a large portion of the first part of the work. Quite a number of unimport- ant laws, already printed in this work, were repealed by the legis- lature in or since the year 1892. A table showing the fact and date of such repeal is published at the beginning. of the book. The laws substituted for those repealed are given herein. Owing to the size of the work, and the large number of books of forms published, it was deemed inexpedient.to append a set of forms. A complete set of forms for a work of this comprehensive nature would occupy a large amount of space which might, it is believed, well be devoted to more serviceable matter. Besides, it is doubtful if any except the shorter or more common forms would prove of much service except to practitioners chiefly vi Preface. engaged in corporation practice. Comparatively few railroads are now being constructed in this state, and matters in litigation or otherwise relate chiefly to the incidents attending the operation and management of those already existing. While this is ostensibly a railroad book, it is believed that, excepting the statutes upon certain specific subjects, as Banking or Insurance, it contains all the matter applicable to general cor- porations. The chapters on Taxation, Receivers, Code of Civil Procedure, Penal Code, and Code of Criminal Procedure, contain everything of a general nature applicable to private corporations of this state. The citations, also, of many of the American and English authorities will, it is hoped, render the work useful to the profession in other states. The editor has no words of commendation of this work beyond ' this : That he has made a faithful and diligent effort to produce a useful reference manual upon a plan which he has by experience found most serviceable and labor saving. Upon the correctness of his judgment regarding the utility of this plan and the scope of the work, the profession must decide. GEORGE A. BENHAM. Troy, N. Y., .June, 189 i.. CONTENTS CHAPTEE I. THE RAILROAD LAW. Article I. ORGANIZATION, GENERAL POWERS, LOCATION. Short title, 3. Incorporation, 3. Supplemental certificate, 3. Additional powers conferred, 3. Entry upon land for purposes of sur- rey, 4. Acquisition of real property, 4. Construction of road, 4. Intersection of streams, highways, plank-roads, turnpikes and canals, 4. Intersection of other railroads, 4. Buildings and stations, 4. Transportation of persons and prop- erty, 5. Time and manner of transportation, 5. Purchase of lands and stock in other states, 5. When corporate powers to cease, 5. Location of route, 5. Acquisition of title to real property, 7. Railroads through public lands, 9. Railroads through Indian lands, 9. Railroads through Chautauqua Assem- I bly grounds, 9. Intersection of highways, additional lands for, 9. Intersection of other railroads, 10. Change of route, grade or terminus, 11. Construction of part of line in another state, 12. Two roads having the same location, 18. Tunnel railroads, 13. Railroads in foreign countries, 15. Additional corporate powers of such road, 15. Location of principal oflBce of such road, 16. Individual, joint stock association, or other corporation may lay down and maintain railroad tracks in cer- tain cases, 16. When electric light and power cor- poration may become a railroad cor- poration, 17. Article II. CONSTRUCTION, OPERATION AND MANAGEMENT. Liability of corporation to employees of contractor, 19. Weight of rail, 19. Fences, farm - crossings and cattle- guards, 19. Sign boards and flagmen at crossings, 31. Notice of starting trains; no prefer- ences, 31. Accommodation of connecting roads, 32. Locomotives must stop at grade cross- ings, 23. Rates of fare, 33. Legislature may alter or reduce fare, 25. Penalty for excessive fare, 35. Passengers refusing to pay fare may be ejected, 25. Sleeping and parlor cars, 25. Contents. Persons employed as drivers and con- ductors, 26. Conductors and employees must wear badges, 26. Checks for baggage, 26. Penalties for injuries to baggage, 27. Unclaimed freight and baggage, 27. Tickets and checks for connecting steamboats, 28. Rights and liabilities as common car- riers, 29. Switches, warning signals, guard- posts, automatic couplers, automatic or other safety-brake, tools in pas- senger car, water, 30. Railroad commissioners may approve other safeguards, 31. Use of stoves or furnaces prohibited, 31. Canada thistles to be cut, 82. Riding on platform; walking along track, 32. Corporations may establish ferries, 32. Certain railroads may cease operation in winter, 33. Mails, 33. Corporations must make annual re- port, 34. When conductors and brakemen may be policemen, 34. Requisites to exercise of powers of future railroad corporations, 35. Article III. CONSOLrDATION, LE.\SB, SALE AND REORGANIZATION. Consolidation of corporations owning, contmuous lines, 36. Conditions, 37, Joint agreement; amount of capital stock, 37. Agreement to be submitted to meeting of stockholders, 38. New corporation, 39. Creditors rights not to be impaire d, 40. Assessment of property of new cor- poration, 40. Stock of municipal corporation, how represented, 40. Foreclosure ot mortgages made by consolidated railroads partly in the state, 40. Powers of corporations of other states, 41. Lease of road, 42. Lessees of railroad may acquire stock therein, 43. Consolidation and lease of parallel lines prohibited, 43. Mortgagee may purchase at foreclosure sale, 44. Certificate of stock may be issued af- ter foreclosure in certain cases, 44. Liabilities of reorganized railroad cor- porations, 44. Article IV. STREET SURFACE RAILROADS. Street Surface railroads; general pro- vision, 45. Consent of property owners and local authorities, 46. Consent ot local authorities; how pro- cured, 46. Condition upon which consent shall be given; sale of franchise at public auction, 47. Condition upon which consent shall be given; sale of franchise at public auction, 50. Construction of road in street along or across where other road is built, 53. Proceedings if property owners do not consent, 54. Percentage of gross receipts to be paid in cities or villages; report of offi- cers, 55. Extension of route over rivers; termi- nus in other counties; when property Contents. IX owners withhold consent, supreme court may appoint commissioners, 56. Use of traclis of other roads, 57. Repair of streets; rate of speed; re- moval of Ice and snow, 57. Within what time road to be built, 58. Motive power, 58. Kate of fare, 59. Construction of road In street where other road is built, 59. Abandonment of part of route, 60. Contracting corporations to carry for one fare; penalty, 61. Elleot of dissolution of charter as to consents, 61. Corporate rights saved In case of fail- ure to complete road; right to oper- ate iDranclies; conditions, former con- sents ratified; limitations, 63. Wlien sand may be used on tracks, 63. Road not to be constructed upon ground occupied by public buildings or iu public parks, 63. Center-bearing rails prohibited, .63. Right to cross bridge substituted for a bridge crossed for five years, 64. Article V. OTHER RAILROADS IN CITIES AND COUNTIES. Application for railway commission- ers, 65. Oath and bond of commissioners, 65. First meeting of commissioners, 66. Determination of necessity of railroad and route, 66. Adoption - of plans and terms upon which road shall be built, 67. Appraisal of damages and deposit of of money as security, 68. Shall prepare certificate of Incorpora- tion; proviso as t ) forfeiture, 70. Organization, 70. Commissioners to deliver certificate; afiidavit of directors, 71. Powers, 71. Crossing of horse railroad tracks, 73. Where route coincides with another route, 73. Commissioners to transfer plans, etc., 73. Commissioners to file report; confirm- ation thereof, 73. Pay of commissioners, 75. Quorum; term of oflice; removal; va- cancies in board of commissioners, 75. Abandonment or change of route; com- missioners; their powers and pro- ceedings, 75. Increased deposit, when and how ac- quired, 78b. Trains to come to full stop, etc, 78b. Gates, 78c. Penalty for violation of this article, 78c. Sections to be printed and posted, 78c. Extension of time, 78d. Article VI. THE BOARD OP RAILROAD COMMISSIONERS. Appointment and term of office of rail- road commissioners, 78d. Suspsnsion from ol^ce, 78e. Secretary and marshal of board, 78e. Additional officers; their duties, 78e. Oath of office; eligibility of officers of board, 78f. Principal office and meetings of board, 78f. Quorum of board, 78g. General powers and duties of board, 78g. Reports of railroad corporations, 78h. Investigation of accidents, 78h. Recommendations of board where law has been violated, 781. Recommendation of board when re" pairs or other changes are necessary, 781. Contents. Legal effect of recommendatioDS and action of board, 78j. Corporations must furnish necessary information, 78j. Attendance of witnesses and their fees, 78j. Fees to be charged and collected by the board, 78k. Annual report of board, 78k. Certified copies of papers filed to be evidence, 781. Acts prohibited, 781. Salaries and expenses of members and officers of the board, 78m. Total annual expense to be borne by railroads, 78m. Application of this article, 78n. Schedules of laws repealed, 78n. Notes of Judicial Decisions, 87. CHAPTEE n. THE GENERAL AND STOCK CORPORATION LAWS. I. TiiE Genekal Corporation Law. Short title, 108 Classification of corporations, 108. Definitions, 108. Qualifications of incorporators, 109. Filing and recording certificates of in- corporation, 110. Corporations of the same name pro- hibited, 110. Amended and supplemental certifi- cates, 110. Lost and destroyed certificates. 111. Certificate and other papers as evi- dence, 111. Prohibition of other than statutory powers. 111. Grant of general powers, 112. Limitation of amount of property of a non-stock corporation, 112. Acquisition of additional real property, 113. Acquisition of property in other states, 113. Certificate of authority of a foreign corporation, 113-114. Proof to be filed before granting cer- tificate, 114. Acquisition of real property in this state by certain foreign corporations, 114. Acquisition by foreign corporations of real piopcrty in this state upon judi cial .sales, 115. Prohibition of banking powers, 115. Qualification of members as voters, 115. Proxies, 116. Challenges, 117. Effect of failure to elect directors, 117. Mode of calling special election of di- rectors, 118. Mode of conducting special election of directors, 118. Qualification of voters and canvass of votes at special election, 118. Powers of supreme court respecting elections 119. Stay of proceedings in actions collu- sively brought, 119. Quorum of directors and powers of ma- jority, 120. Directors as trustees in case of dissolu- tion, 120. Forfeiture for non-user, 120. Extension of corporate existence, 120. Conflicting corporate laws, 123. Laws repealed, 122. Saving clause, 122. Construction, 123. Law revived, 123. Schedule of laws repealed, 124. Contents. XI II. The Stock Corporation Law. Article I. GENERAL POWERS: KEORGANIZATION. Short title, and application of chapter, 133. Power to borrow money and mortgage property, 133. Reorganization upon sale of corporate property and franchises, 134. Contents of plan or agreement, 135. Sale of property; possession of receiver and suits against him, 136. Assent of stockholders to plan of read- justment, 136. Combinations proliibited, 137. Article II. DIRECTORS ASD OFFICERS; THEIR ELECTION DUTIES AND LIABILITIES Directors, 187. Change of number of directors, 138. When acts of directors void, 138. Liability of directors for making un- authorized dividends, 138a. Liability of directors for contracting unauthorized debts and over issue of bonds, 138a. Liability of directors for loans to stock- holders, 138a. Transfers of stock to stockholders in- debted to corporation, 138b. Officers, 138b. Inspectors and their oath, 138b. Books to be kept, 138c. Annual report, 138d. Liability of officers for false certificates, reports or public notices, ]38d. Alteration or extension of business, 138e. Article III. STOCK, STOCKHOLDERS; THEIR RIGHTS AND LIABILITIES. Issues and transfers of stock, 138f. Subscriptions to stock, 138g. Consideration for issue of stock and bonds, 138g. Time of payment of subscriptions to stock, 138g. Increase or reduction of capital stock. 138h. Notice of meeting to increase or re- duce capital stock, 138h. Conduct of such meeting; certificate of increase or reduction, ]38i. Preferred and common stock, ISSj. Prohibited transfers to officers or stockholders, 138j. Payment by stockholders of mortgage debt pending foreclosure, 138k. Application to court to order issue of new in place of lost certificate of stock, 138k. Order of court upon such application, 1381. Financial statement to stockholders, 1381. Exhibition of books by transfer agent of foreign corporation, 138m. Liabilitiei of stockholders, 138m. Limitation of stockholder's liability, 188n. III. The Statutory Construction Law. Short title; extent of application, 138p. Property, 138q. Real property, 138q. Personal property, 138q. Person, 138q. Judge, 138q. Lunacy; idiocy, 138q. Gender; number; tense, 138q. Heretofore; hereafter; now, 138q. Last; preceding; next; following, 138r. Folio, 138r. Writing; signature, 138r. xn Contents. Seal, 138r. Oath; affidavit; swear, 138r. Acknowledge; acknowledgment, 138r. Bonds; undertaking, 138s. Choose; elect; appoint, 138s. Board composed of one person, 138s. Meeting; quorum; powers of majority, 138s. Service of notice upon board or body, 138t. County clerk; register, 138t. Village, 138t. State, territory, 138t. Public holiday; half-holiday, 138t. Year, 138t. Month, 138u. Day; mode of computing days; night- time, V'Sa. Standard time, 138u. Civil and Criminal Codes, 138v. Laws of England and of the Colony of New York, 138v. Limiting the effect of repealing stat- utes, 138v. Existing laws included in revision not to be construed as new enactments, 138v. Effect of revision upon laws passed at same session or before revision takes effect, 138w. Alterations of titles and head notes, 138w. Laws repealed, 138w. Time of taking effect, 138w. Schedule of laws repealed, 138x. Notes of Decisions upon Corporations, 139. CHAPTER III. THE RAPID TRANSIT ACT. Commissioners of rapid tr'insit, how appointed and constituted. Vacaii- ♦ cies, how filled, 1.13, Oath of commissioners; oaths to be filed, 153. First meeting of board; by-laws, rules, record of proceedings to be kept, 154. Commissioners to determine necessity of railroad and general plan of con- struction. 154. Location of routes; consents to be ob- tained; proceedings to condemn land; parks excepted, 155. Tunnels under parks, etc.; elevated roads forbidden in certain places, 155-156. Plans to be approved by common coun- cil; consents to be obtained, 156. Consents of property owners ; value of property; commissioners to condemn land, 157. Appointment of commissioneis by court; their determination and re- port, 158. Detailed plans; subways; interference with other structures; expenses, 158. Sale of franchises at auction; notice of terms and conditions, 159. Commissioners to supervise construc- tion; deposits; bids void unless cor- poration organized; resale, 159. When roads to be constructed; exten- sions; sale of franchises on forfeit- ure; distribution of proceeds, 160. Reorganization of corporation; amount of stocks and bonds; tariffs; rejec- of bids; resale; conditions; duration of franchise, 161. Resale of franchises on expiration of term; conditions; who may purchase, 163. Board may employ attorneys, engi- neers, etc., 163. Appropriation of money; application to court therefor; audit and payment; issue of revenue bonds, 163-163. Expenses, how repaid; terms of sale of franchises, compensation of commis- sioners, 164. Contents. xni Twenty-five persons to organize cor- poration; articles to be approved, acknovyledged and filed, 164. Stock subscription books; to be fifty subscribers; percentages to be paid in cash; preferences, 165. Thirteen directors to be chosen; tenure of ofllce; by-lavps, 165. Record of proceedings to be kept; cer- tificate thereof; repayment of depos- its to corporations and to purchasers of franchises, 166. Plans, but not route, may be changed; certificate and amount of change to be filed, 167. Place of taxation of corporation, 168. Directors to manage affairs of corpora- tion; vacancies, how filled; books to be exhibited, 168. Directors may require payment of sub- scriptions in such installments as they deem proper, 168. Stockholders personally liable to ex- tent of their stock, and to laborers; action therefor to be preceded by notice; recovery over against corpor- ation, 168. Stocks, how transferred, 169. Capital, how increased or reduced; stockholders to approve; statement to be approved, attested and filed, 169. Executor, trustee or pledgee holding stock not liable as stockholders; pledgors and owners liable, 169-170. Corporation liable for debts of laborers against contractor; limitation of ac- tions, 170. Corporation may hold necessary real estate; how acquired; proceedings on disagreement with owners, 170- 171. Corporations formed under this act , shall have power: 171-174. 1. To take and hold voluntary grants, or necessary real and personal property, 171. 2. To purchase and hold property necessary to construction and oper" ation of road, 171. 3. To cross and unite with other roads. Commissioners to fix com- pensation, crossings and connec- tions, in case of disagreement, 171. 4. To transport persons and prop- erty by motor other than animal power, 172. 5. To construct and operate railroads in and underneath streets, to ex- cavate; must restore streets; use of parks, etc., limited, 173. 6. To borrow money and issue bonds therefor, 173. Employees must wear badges, 173. Corporation must carry mails; com- pensation; must furnish extra, or fast mail train; compensation, 173. Ejection of passenger refusing to pay fare, 174. Trains to be run on schedule time; pas- sengers and freight to be transported and discharged at reasonable times and places, at legal rates, 174. Intoxication of conductor or engineer a misdemeanor, 174. Willful injury to property a misde- meanor; and offender liable for dam- ages, 174. Legislature may dissolve corporation, 175. Railroads may connect with other routes and ferries, and extend facili- ties; Battery Park excepted; condi- tions and compensation, 175. Certificate in regard to connections, etc., to be attested and recorded; powers thereupon secured, 175. Consents of authorities and property owners to be obtained before con- necting routes; disagreements, how settled, 176. Corporations may remove surface roads, must restore same and pay damages occasioned; not to use tracks of horse railways, 176-177. Construction of this act; does not affect L. 1875, c. 606, or art. 5 of ch. 565, L. 1890, except, etc.; not to impair cer- tain rights of corporations, etc., nor affect certain acts, except, etc., 177- 178. XIV Contents. No surface railroads to be constructed in New York city under this act, 178. Repeal of inconsistent acts, 178. When to take eflfect, 178. The authority for the passage of the general railroad acts, 178-179. Dues from corporations, 179. Definition of corporations; right to sue ami be sued, 179. Notes of Decisions applicable to Rapid Transit Railroads, 180. CHAPTEE IV. PROCEEDINGS FOR THE CONDEMNATION OF REAL PROPERTY. Title I. Offer to purchase by plaintiff; notice of acceptance of offer; costs and al- lowances, 196. Compensation awarded, etc.; to be docketed as judgment; delivery of possession; issue of writ of assist- ance, 197. Abiindonmenl of proceedings by plain- tiff, 198. Appeal from final order; stay of pro- ceedings, 198. Appeal from judgment in favor of de- fendant, 198-199. New appraisal, 199. Adverse and conflicting claims to money, 199. Power of court to prevent disturbance of possession, 199-200. Entry upon the use of property after answer lias been interposed, 200. Notice of pendency of proceedings; effect thereof; duty of county-clerk, 200-201. ' ' Power of court to make all necessary orders, etc., 201. Rppeal, 201. Title, when to take effect, 201-202. Condemnation law, 190. Terms used, defined, 190. Title to real estate, how acquired, 190. Petition to supreme court; petition what to contain, 190-191. Notice of presentation of petition; service of petition and notice, 192. Service, how made, 193. Duty of general guardian, committee or trustee; court when to appoint guardian adlitem; when attorney for defendant, 193. Appearance of parties; service of papers, 193. Answer to petition, 193. VeriQcation of petition and answer, 193. Trial of issues and decision thereon, 193. Provisions applicable, 194. Judgment, entry of; in favor of plain- tiff; commissioners of appraisal, ap- pointment of, 194. Duty of commissioners; report; com- pensation, 194. Confirmation of report; reliearing be- fore commissioners; final order; de- posit of money deemed payment, 195. Title II. PROCBBDINGS FOR THE S.\LE OF CORrOUATE REAL PROPERTY. Proceedings on application to sell, mortgage, etc., property, 202. Petition to court; petition, wliat to contain; verification, 202-203. Hearing of application, 203. Court may grant application; appear- ance on hearing, 203. Notice to creditors on application of insolvent corporation, etc., 203. Service of notices, 203-204. Power of court to make all necessary orders, 204. Title, when to take effect, 204. Contents. XV CHAPTER V. PROVISIONS IN RBGiiLRD TO THE ORGANIZATION AND MANAGE- MENT OF RAILROADS. The charter of railroads may be al- tered, suspended or repealed, 305. Notice by publication of application to alter, amend or extend charter, 205 . When company may assume another corporate name. 306. When majority of directors is sufficient to constitute a quorum, 206. Directors may change in certain cases the time for holding elections, 306. Directors of corporation to appoint- - president, secretary and other offi- cers, 207. Act of incorporation must be pleaded, 307. When corporate existence must be proved, 307. CHAPTER VI. PROVISIONS RELATING TO ELEVATED RAILROADS. Elevated railroads in cities, abandon- ment of part of route, 308. Hours of labor upon elevated and sur- face street railroads, 309. Railroads in New York city, when may be constructed in streets, 310. Elevated railroads forbidden in cer- tain streets in New York city, 210. The same; not permitted in parts of Broadway, Fifth and Fourth aven- ues, and in parks, etc., 211. Elevated or steam railroads not to be built in Washington street, Brook- lyn, except, etc., 311. Intoxication of railroad employees, 211. Improvement of elevated railroad structures in New York city, 211. CHAPTER VII. STREET SURFACE RAILROADS.' Restrictions in the Constitution, con- sent of property owners to be first obtained, 212. Street railroads, corporate existence and powers of certain, continuel 213. Form of annual report of horse rail, road companies, 313. Obstruction of railway travel in cities by processions and parades forbidden 316, Use of salt on railroad track, when permitted, 217. Processions not to interfere with rail- way travel in New York city, 217. Railway companies in New York city must provide and use hose bridges, 317. Railroads in streets and avenues of New York city, 218. Street railroads in Buffalo and rates, and additional rates of fare for chil- dren, 218. Street railroads forbidden in parks in the city of Buffalo, 219. Rates of fare on street railroads in Buffalo, 219. Brooklyn, use of steam and surface railroads upon Atlantic avenue for- bidden, after elevated railroad built, etc., except, etc., 231. XVI Contents. CHAPTER VIII. MUNICIPAL BONDS ISSUED IN AID OF RAILROADS. No muuicipal aid or credit to be given t toward the construction of railroads. 222. Renewal of municipal aid bonds, 222. The same, i24. Payment and refunding of municipal aid bonds, 225. Issue of bonds in place of those lost or destroyed, 228. Railroad commissioners of towns to present bonds paid, with account thereof; and to reinvest balance in their hands, 228. Sale of stock and bonds of bankrupt railroads by municipal corporations holding the same; disposition of proceeds; 229. Municipal corporations may pay their railroad bonds with railroad stock and bontls, and exchange railroad stock for thdr own bonds, 231. Payment of municipal aid bonds, 232. Provisions relating to railroad stock and bonds held by municipal coi poratlons, 234a-234e. Municipal taxes of railroads payabl to county treasurer, 234a. Abolition of office of railroad com missioners, 234a. Appointment of railroad commission ers, 234b. Oath and undertaking of commission ers, 234b. Exchange or sale of railroad stock anc bonds, 234b. Annual report of commissioners anc payment of bonds, 234c. Accounts and loans by commissioners, 234d. Reissue of lost or destroyed bonds, 234d. Payment of judgments against municl pal corporations, 234e. CHAPTER IX. PROVISIONS RELATING TO BONDS, CONTRACTS, PAYMENT OF WAGES AND FARES. Conversion of bonds into stock in cer- tain cases where tracks are relaid, 235. Railroad bonds; how made non-nego- tiable by indorsement, 235. Railroad bonds may be transfered by indorsement in blank, 236. Change of guage of railroads, and pro- vision for increase of floating and bonded indebtedness, 237. Railroad mortgages of real and per- sonal property need not be filed as chattel mortgages, 237. Contracts for conditional sale of per- sonal property on credit to be filed, 237. The same; not applicable to contracts wliich have been or must be recorded, 238. Contracts for lease or conditional sale of equipment and rolling stock to be filed, 239. Railroad companies must pay em- ployees in cash, 239. Employees of certain railroads to be paid weekly, 240. Payment of fares upon railroads, 241. Contents. OHAPTBE X. RAILWAY APPLIANCES. XVll Railroad commissioners may compel the lighting and ventilation of tun- nels, 243. Automatic car couplers regulated, 245. Prevention of fires in forest lands, 246. Lights on swing bridges across the Hudson river, 247. I'-A.I^T SEOOJSriD. CHAPTER I. LOCATION OP TRACKS; TITLE TO CERTAIN LANDS; CANAL, ELECTRIC LIGHT AND PLANK-ROAD COMPANIES MAY LAY TRACKS. Streets aod highways may be laid across railroads; duty of corpora- tion; penalty, 249 When commissioners may consent to construction of railroad across pub- lic highways; duty of corporation, 250. Sales and exchanges of forest lands, 250. Title to salt lands; how acquired, SoS Title of the United St:ites to certain lands not affected by railroad privi- leges, 233. JIaps to be filed where railroads con- structed near or across canals, 253. Corporations owning canals may con- struct and operate railroads, 258. Electric light and power companies may construct and operate railroads, 203-254. Plank-road and turnpike companies authorized to lay down rails, 254. CHAPTER II. RAILWAY TICKETS AND BAGGAGE. Restrictions against soliciting Railroad companies to make annuiil statements of rates of fare to be charged immigrants and second class passengers, 255. Immigrant tickuts; how endorsed, 256. Rate of fare for transportation of im- migrants; immigrants to be fur- nished with seats, etc., 257. Penalty for violation of the foregoing provisions, 2o7. Proceedings on the arrest of an of- fender, 258. Sale of immigrant tickets in the city of New York; how regulated, 2.js. Proceedings upon violation of the fore- going provisions, 259. Penalty for violation of foregoing pro- visions, 2G0. immi- grants as passengers before landing in New York city, 260. Sales of ]iassenger tickets at excessive rates; how punished, 261. Sleeping car tickets; how irrdorsed, 261. Free passes on railroads, 261. Description of unclaimed trunks and l)agg[ige to be entered in a book, 262. Description of property to be made and published, 262. If property not claimed for sixty days, to be opened and inventory to be made, and sold at public auction, 262-263. Expense to be a lien upon the prop- erty, 26:1 Penalty, 263. Contents. xix CHAPTER III. FURTHER PROVISIONS RELATING TO THE OPERATION OF RAILROADS; RIGHTS AND DUTIES OF EMPLOYEE:*. Superintendent of certain railroads autliorized to seize mill? cans, 264. Further provisions in regard to milk cans, 264. Persons of intemperate babits to be re- fused employment by railroad com- panies, etc., 265. Character of oils used in cars, 266. Prevention of contagious diseases, 266. Prevention of contagious diseases of animals, 367. The tramp act, 267. Employees of corporations may cease work to vote without loss of pay, 368. Corporations not to use "pay envel- opes," or post notices to influence or intimidate voters, 368. Provisions for the pi-eservation of game, 369. Prevention of accidents to children, 370. No raih'oads to cross rural cemeteries . 370-371. Adjustment of grievances between em- ployer and employees, 371. Interchange of passengers and freight in certain cases, 271-273. Amendment to Rapid Transit Act, 373-374. CHAPTER IV. THE MECHANIC'S LIEN LAW APPLICABLE TO RAILROADS Lien upon track and appurtenances, 375. Notice to be filed, 275. Evidence on trial, 376. Action to enforce lien, 376. Lien to continue one year, 376. Priority of liens, 376. Liens; how discharged, 376. Personal liability of stockholders, etc., 377. The mechanic's lien law applicable to railroad bridges and trestle work; time to file extended, 377-278. CHAPTER V. TAXATION OF CORPORATIONS. Payment of school taxes by railroad companies, 279. Valuation of railroad property in school districts; how apportioned, etc., 380- 381. Place of assessment of certain personal property, 383. Payment by railroad companies of com- mutation money for highway labor, 283. Payment of taxes by railroad com- panies, 383-384. ■ The General Act for the taxation of corporations, 384^394. Collection of state taxes from delin-- quent corporations, 394^295. Taxation of coi-porations upon organ- ization, 395-296. Railroad companies are subject to taxa- tion, 396a. Definition of word " land," 396b. Definition of " personal estate," 396c. Taxation of capital stock of corpora- tions, 296c. Contents. The same, 296c. Corporation stock not taxed against individual owners, 296d. Where real estate of corporations is assessable, 296d. Personal estate of company, where assessable, 296d. Property, liow to be estimated and assessed, 296e. Certain amended sections of tax law re- pealed, 296e. General provisions for the assessment of taxes on corporations, and the collection thereof, 296e-296i. Highway taxes, 296i. Unpaid taxes on vacant lands, 296j. Collection of taxes, 296k. Taxes on telegraph lines, 296k-296m. Assessment and coll ction lif expenses of placing electrical conductors un- derground, 296m-296o. Title of corporations, 296o. Review of assessment by certiorari, 2960. Application to reduce valuation, 296p. Taxable transfers of property, 296p- 296r. CriAPTEE YI. RECEIVERS OF CORPORATIONS. Receivers n ust report to attorney- general, 297. Compelling receiver to report, 297. Motion by atloriiey general to remove receiver, 29^. Kotices of motion, etc., to be served upon altorncy-general, 298. Application of this act, 299. Appointment, powers and duties of re- ceivers, 299-302. Tiaiisfer of jiroperty to receivers, etc., 302. Dissolution of corporation by legisla- ture; suit by attorney-general, 302- 307. Wages of employees to have preference over otlicr payments by receivers, 307. Provisions of the Revised Statutes ap- plicable to receivers, 308-314. Protection against illegal transfers and agreements, 315. Punishment of directors for neglect of duty, 315-316. CHAPTER VII. THE CODE OF CIVIL PROCEDITRE. Phovisioks Ai'plicaj'.le to Cohpokations. i. .actions liv a corrokation axd agaikst a coupollation to hecovek damages oh property. Se( TioJi ; 1775. Complaint in actions by or against corporations, 320. 1776. When proof of corporate exist- ence unnecessary, 320. 1777. Misnomer, when waived, 320. Section; 1778. Action against a corporation on a note, etc., 321. 1779. When foreign corporations may sue, 321. 1780. When foreign corporation may be sued, 321. Contents. XXI II. JUDICIAL SUPERVISION OF A CORPORATION, AND THE OFFICERS AND MEM bers thereof. Section: 1781. Actions against directors, etc., of a corporation for miscon- duct, 333. 1783. By whom actions to be brought, 332. III. Section : 1783. This article, how construed, 833. 3469. Receiver of personal property, 333. , 3330. Receiver's commission, 333. ' ACTIONS TO procure THE DISSOLUTION OF A CORPORATION, AND ACTIONS TO ENFORCE THE INDIVIDUAL LIABILITY OF THE OFFICERS OR MEMBERS OF A CORPORATION WITH OR WITHOUT A DISSOLUTION THEREOF. 1784. Action by a judgment creditor for sequestration, etc., 333. 1791. 1793. 1793. 1794. 1785. Action to dissolve a corporation, 334. 1786. Id. ; by whom to be brought, 334. 1787. Temporary injunction, 325. 1788. Receiver may be appointed, per- manent and temporary re- ceiver, etc., powers of tempo- rary receiver, 335. 1789. Additional powers and duties may be conferred on tempor- ary receivers, 336. IV. ACTION BY THE PEOPLE TO ANNUL A CORPORATION, 1790. Making stockholders, etc., par- ties, 336. When separate action may be brought against them, 326. Proceedings in either action, 337. Judgment; i^roperty of corpora- tion to be distributed, 337. Id. ; stock subscriptions to be re- corded, 337. 1795. Id.; as to liabilities of directors and stockholders, 337. 1796. Effect of this article limited, 337. 1797. Action by the attorney-general when legislature directs, 338. Id., by leave of court, 338. 1799. Leave, when and how granted, 339. 1798. 1800. Action triable by a jury, 339: 1801. Judgment, 329. 1803. Injunction may issue, 339. 1803. Copy of judgment roll to be filed and published, 330. V. PROVISIONS APPLICABLE TO TWO OR MORE OF THE ACTIONS SPECIFIED IN THIS TITLE. 1804. Certain corporations excepted from certain articles of this title, 330. 1805. Officers and agents may be com- pelled to testify, 330. 1806. Injunctions staying actions by creditors, 330. 1807. Creditors may be brought in, 331. 1808. When attorney-general must bring action, 331. 1809. Requisites of injunction against corporations in certain cases, 333. 1810. Id. ; of order appointing receiver in certain cases, 332. 1811. Id.; of judicial suspension or re- moval of an officer, 333. 1813. Application of the last three sec- tions, 333. 1813. In action against stockholders, misnomer, etc., not available, 333. VI. PKOCEEDINGS FOR THE VOLUNTARY DISSOLUTION OF A CORPORATION, 3419. When majority of directors, etc. , may petition for dissolution, 334. 3430. 3431. Id.; when they are equally di- vided, 334. Contents of petition, 334. XXll Contents. 2436. VII 431. 432. 438. 2865. 2879. 2880. 2881. 535. 610. 62J. 686. 646. 647. 650. 651. 707. 791. Section: 2427. Id. ; origiDal papers may be used, 337. 2428. Application for final order 837. 2429. Final order, 838. 2430. Certain sales, etc., void, 338. 2431. Certain corporations excepted from this title, 338. MISCELL.VKKOUS PROVISIONS OF THE CODE OF CIVIL PKOCEDBRE REGU- LATING THE CONDVCT OF ACTIONS AGAINST A CORPORATION. 839. Admission by member of cor- poration, 345. Section: 2422. AfBilavits to be annexed, 835. 2428. Presentation of petition, etc., order to show cause, 335. 2434. Order to be published, 336. 2435. Id.; to be served on creditors and stockliolders, 337. Hearing, 337. Subd. 3, personal service of a summons on a domestic cor- poration, how made, 339. Id.; upon a foreign corporation, 339. Cases in -which the service of a summons by publication, etc., may be ordered, 340. .\ctious by and against officers, etc., and by executors, etc., 341. Service of summons in a justice's court upon the company, 341. Id.; special provisions in regard to railroad corporations, 341. Id.; relating to express com- panies, 341. Subd. 1, verification of pleading, how and by whom made, 342. Service of injunction ujion the corporation, 312. Damages sustained when officer of corporation is enjoined, 343. Grounds of issuing warrant of attachment against the cor- poration, 343. Attachment of unpaid subscrip- tion to foreign corporation, 343. Id.; of interest in corporations, 313. Certificate of defendant's inter- est to be furni.shed, 344. Persons refusing certificate may be examined, 344. TThen judgment enforced only against attached property, 344. Subd. 8, preferred causes on trial, 345. 929. 931 1012 Books of corporation, how pro- duced, 345. When personal attendance not required by subprena duces tecum, 345. Books of foreign corporation, when evidence. 346. 930. AVhen a copy thereof is evidence, 346. How copy to be verified, 346. References, liow made of ac- tions against corporations, 346. 1217. Judgment by default against foreign corporation, how taken, 347. 393. No limitation of aciion on bank notes, etc., 847. 394. Action against directors, etc., of banks, 347. 873. Subds. 1, 7. Deposition, appli- cation; contents of affidavit, 347. 341. Jurisdiction of county courts, domestic corporations, etc., when deemed resident, etc., 348. 525. Verification; how and by whom made, 348. Public or corporate seal may be stamped, 349. Action to compel the determi- nation of a claim to real prop- erty. This article applies to corporations, or receivers, 349. 1879. Judgment creditors' action. Ap- plication of this article; what 963. 1650. Contents. XXIU Section: property cannot be reached, 349. 945. Eecord of bill of sale, etc., of vessels, 350. 1948. Actions against the usurper of an office or franchise. Attor- ney-general may maintain ac- tion, 850. 1950. Action triable by jury, 350. 1951. Assumption of office by person entitled, 850. 1953. Proceedings to obtain books and papers, 351. 1953. Damages, how recovered, 351. 1954. One action against several per- sons, 351. 1955. When injunction may be grant- ed, 351. 1956. Final judgment in action for usurping office, 352. 1983. Scire facias, quo warranto, etc., abolished, 353. Section: 1984. Actions to be brought in the name of the people, 852. 1987. Costs; how collected against cor- poration and usurpers of fran- chise, 353. 3146. Certiorari, "body," or "officer;" "determination;" what they include, 353. 3368. Subd. 3. When defendant may require security for costs, 353. 3369. Subd. 1. Id. ; after action com- menced, 353. 2468. Supplemental proceedings; cases where this chapter is not ap- plicable; what property can- not be reached, 353. 2536. Citation, service upon a corpor- ation, infant, lunatic, etc., 353. 3343. Miscellaneous general definitions and rules of construction, 854. CHAPTER V.TII. THE PENAL CODE AND THE CODE OF CRIMINAL PROCEDURE. Provisions Applicable to Corporations. A. The Penal Code. I. MISCONDUCT or OFFICIALS AND BlIPLOTEES OF CORPORATIONS; REGULATION OF APPLIANCES. Punishracint, how determined, 360. Construction, 361-362. Unlawful offers to railroad commis- sioners or their employees, 363. Misconduct of railroad commissioners and of their employees, 863. Persons unable to read not to act or be employed as engineers, 363. Misconduct of officials or employees of elevated railroads, 363. Intoxication or other misconduct of railroad or steamboat employees, 363. II. FRAUDULENT ACTS BY CORPORATIONS AND THEIR OFFICERS AND MEMBERS. Duties of locomotive engineers, 363. Placing other cars before passenger cars, 364. Platforms and heating apparatus of passenger car, 864. Guard posts; automatic couplers, 364. Other violation of duty by officers, agents or servants of railroad com- panies, 365. Officers of railroad companies to be uniformed, 365. Riding on freight trains, 365. Frauds in the organization of corpora- tions, 366. Fraudulent issue of stock, script, etc., 366. Frauds in procuring organization of corporation, etc., 367. Acting for foreign corporations not XXIV Contents. authorized to do business in this state, 367. Misconduct of directors of stock cor- porations, 367-368. Frauds in keeping accounts, 868. Misconduct of directors of moneyed corporations, 368-369. Officer of corporation publishing false report of its condition, 369. Insolvencies of corporation deemed fraudulent when, 369. Directors participating in fraudulent insolvency, how punishable, 369. Unlawful discount of bills of foreign banks, 369. Violation of duty of directors of mon- eyed corporations, 370. Officers of corporation selling shares, etc., when a misdemeanor, 370. Falsely indicating person as corporate officer, 370. Conversion by trustee, larceny; how punished, 370-371. Directors of corporation presumed to have knowledge, 371. Misconduct of officers and directors of stock corporations, 371. Misconduct of officers and employees of corporations, 371-373. Misconduct of officers and agents of pipe-line corporations, 373. Misconduct at corporate elections, 373- 373. Presumjition of knowledge of corpor- ate condition, 373. Fraudulent conveyances, 373-374. III. PKAUDDLENT ISSUE OR SALE OF DOCUMENTS OF TITLE TO MERCHANDISE. Issuing fictitious certificates by pipe- line corporations, 374. Issuing fictitious bills of lading, re- ceipts and vouchers, 374-375. Erroneous bills of lading or receipts issued in good faith excepted, 375. Duplicate receipts must be marked "duplicate," 375. Selling, hypothecating or pledging property received for transportation or storage, 375. Bill of lading or receipt issued by warehouseman must be cancelled on redelivery of the property, 875-376. Property demanded by process of law, 376. Destroying invoice, 376. IV. PASSAGE TICKETS; REGULATION AND SALE OF, ETC. Sales by authorized agents restricted, 376. Unauthorized persons forbidden to sell certificates, receipts, etc., for the purpose of procuring tickets, 877-878. Punishment for fraud on accounts, etc., 877. Conspiracy to sell passage tickets in violation of law, 377. Conspirators may be indicted, though object not accomplished, 877. Offices for unlawful sales of passage tickets are disorderly houses, 377. Owners, pursers, etc., allowed to sell tickets, 377-378. Station masters, conductors, etc., al- lowed to sell tickets, 378. What must be stated in passage tick- ets, 378. Sale of tickets not filled out as re- quired in last section is a misde- meanor, 378. Sales of passage tickets at excessive rates, 378-379. " Company" defined, 379, Completed unissued instruments prop- erty, 379. Value of, how ascertained, 379. COKTENTS. XXV V. FORGERY. Forgery in first degree defined, 379- 3«0. Id. ; false certificate to certain instru- ments, 380. Id. ; in second degree, 380. Other cases of forgery in second de- gree, 381. Other cases of forgery in third degree, 381-383. Same, 383. Forging passage tickets, 383. VI. REGULATIONS CONCERNING N Master of vessel bringing foreign con- vict, 384. Interfering vfith navigation, 884. Keeping wrecked goods a misde- meanor, 384. Bringing stolen goods into State, lar- ceny, 384-385. Overloading passenger vessel, 385. Fitting out or lading any vessel, with intent to wreck the same, 385. Defacing marks upon wrecked prop- erty, 385. Officer unlawfully detaining wrecked property, 385. Ferries, 385-386. Altering, etc., signal lights for vessels, 386. Fires and lights, on vessels in certain counties, 386. Officer of corporation selling, etc., shares, 383. Falsely indicating person as corporate officer, 383. Terms "forge" and "forging" gener- ally defined, 383. Uttering, etc., forged instruments, etc., is forgery, 388. Uttering writing signed with wrong- doer's name, 383-884. Offenses against trade-marks, 384. "Affixing" defined, 384. .WIGATION; HEALTH AND SAFETY. Violating condition of recognizance to keep a ferry, 386. Duty of masters to suppress gambling on board their vessels, 886. Violation of quarantine laws by mas- ter of vessel, 386-387. Giving false information relative to vessel, or permitting person to land before visit of health officers, 387. Landing from vessel before visit of health officers, 387. Going on board vessel at quarantine grounds, etc., 887. Obstructing health officer in perform- ance of his duty, 387-388. Unlicensed piloting, 388. Coasting steamers excepted, 388. Exposing persons affected with a con- tagious disease in public places, 888. VII. INJURIES TO PROPERTY; NUISANCE. Injuries to property, or interfering with railroad property; how pun- ished, 388-389. Injuries to railroad tracks, etc., 889, Unlawful interference with gas meter or steam valve, 389-390. Injuring pier, sea wall, dock, lock. buoy, pipe, main, sewer, telegraph, etc., 391-398. Keeping gunpowder, etc., 893. Throwing gas-tar, etc., into public waters, 393. Endangering life by maliciously plac- ing explosive near building, 398-894. VIII. Unauthorized pressure of steam, 394. Generation of unsafe amount of steam, 394. Mismanagement of steam boilers, 394. By negligent use of machinery, 394. DANGEROUS USE OF MACHINERY; HOMICIDE. Killing by overloading passenger ves- sel, 894. Liability of persons in charge of steam- boats, 395. Liability of persons in charge of steam engines, 395. XXVI Contents. IX. ARSON. Arson in first degree defined, 395. Id. ; second degree, 395. Id. ; in third degree, 395-396. "NigLt-time" defined, 396. X. Burglary in third degree, 396. "Breali" defined, 396. "Night-time" defined, 397. "Building" defined, 396. Burning certuiu property; how pun- ished, 396. BURGLARY. ■Enter" defined, 397. 'Dwelling-house" defined, 397. ■Building" defined, 397. XI. REGULATIONS CONCERNING ANIMALS. Transporting animals for more than twenty-four consecutive hours a misdemeanor, 397. C'arrying animals in a cruel manner, a misdemeanor, 398. Owner of animals, 398. Overdriving an animal, and failure to feed properly, a misdemeanor, 398. Definitions, 398. XII. MISCELLANEOUS PROVISIONS. Ejection of passenger, when declared not unlawful, 398-399. Inn-keepers and carriers refusing to receive guests and passengers, 399. Protection of civil and public rights, 399. Relating to disorderly conduct on pub- lic conveyances, 399-400. Acts committed out of the State, 400. "A." Coercion by employers, 400. Employments prohibited to children, 400. Divulging, etc., telegram, a misde- meanor, 401. 0])ening or publishing a sealed letter, etc., 401^03. Duress and intimidation of voters, 402. Furnishing libelous information, 403. B. The Code of Criminal Procedure. Courts of special sessions, jurisdiction of, 403. Of crime committed in the State on board of any railway train, 403. Plea of guilty, how put in, 403. Summons upon an information or pre- sentment against u. corporation, by whom issued, and when returnable, 403-404. Form of the summons, 404. When, and how served, 404. Examination of the charge, 404. Certificate of the magistrate, and re turn thereof, with depositions, 404. Grand jury may proceed as in the case of a natural person, 404. Appearance and plea to indictment, and proceedings thereon, 404-405. Fine on conviction; how collected, 406. CHAPTER IX. MISCELLANEOUS LAWS. How private corporations may be or- ganized, 407." The Whirlpool Bridge Company. Act creating, 407. The Niagara Falls Power Company. Act creating, 408. Increase or reduction of number of di- rectors of a stock corporation, 409. Improvement and maintenance of pub. lie roads in certain counties as city roads, 409-410. Contents. xxvu CHAPTER X. THE INTERSTATE COMMERCE ACT. Section: Section: 1. Carriers and transportation subjec' to the act; what terms "rail- road" and " transportation " in- cludes charges to be reasonable, 413-413. 3. Unjust discrimination forbidden, 413. 3. Undue or unreasonable preference or advantage forbidden; facili- ties for interchange of traffic, 414. 4. Long and short haul provision, 414-415. 5. Pooling of freights and division of earnings forbidden, 415. 6. Printing and posting of schedules of rates, fares, and charges; printing and posting of schedules of rates on freight carried through a foreign country; ten days public notice of advances in rates to be given, 415-416. Ten days public notice if ad- vance in rates to be given, 416. Published rates not to be de- viated from; copies of schedules of rates, fares and charges to be filed with commision, 416, Copies of contracts and agree- ments to be filed with commis- sion, 416. Joint tariffs to be filed with commission; power of commis- sion to prevent the publicity, ten days notice to commission of advance in joint rates, fares and charges, 416-417. Three days notice to commis- sion of reduction in joint rates, fares and charges, 417. Power of commission to make advances or reductions public, 417. Joint rates, fares and charges not to be deviated from, 417. Commission may prescribe forms of schedules of rates, fares and charges, 418. Penalties for neglecting or re- fusing to file or publish rates, fares and charges, 418. 7. Continuous carriage of freights not to be unnecessarily interrupted, 418-419. 8. Liability of common carriers for damages, 419. 9. Persons claiming to be damaged may complain to commission or bring suits in United States courts; officers, etc., of defend- ant may be compelled to testify, 419. 10. Penalties for violations of act by carriers, their officers or agents; fine and imprisonment; penalties for false billing, etc., by ship- pers and other persons; fine and imprisonment; penalties for ia- duoing common carriers to dis- criminate unjustly; fine and im- prisonment; joint liability with carrier for damages, 430-432. Inter-state commerce commission- ers, how appointed; term of com- missioners, 423. Power of commission to require at- tendance of witnesses and pro- duction of books and papers; when and how taken; notice of intention to take deposition; wit- ness to be sworn; evidence to be reduced to writing; witness in foreign country; fees; punish- ment for refusal to testify or produce books and papers, 422- 425. 13. Complaint to commission ; how and by whom made; reparation by carriers before investigation; in- vestigation by the commission, 435. 14'. Findings of commission; prima facie evidence in judicial pro- ceedings; reijorts and decisions; 11. 13. XXVlll Contents. Sectiox: authorized publication to be com- petent evidence; publication ;md distribution of annual reports of commission, 424-426. 15. Notice to common carriers to cease from violation of act; compli- ance with notice to cease from violation of act; reparation, 426- 427. 16. Petition to United States courts in case of disobedience to order of commission; power of United States courts to hear and deter- mine cases of disobedience; writs of injunction or otlier pro- cess against carriers in cases of disobedience; punishment for refusal to obey writs of injunc- tion or other process; fine; ap- peals to Supreme Courtof United States; petition to United States courts in cases of disobedience; when trial by jury is necesary; trial by jury; trial by court; ap- peals to Supreme Court of United States; counsel or attorneys' fees, 427-430. 17. Inter state commerce commission; form of procedure; official seal, '430. 18. Salaries o€ commissioners; secre- tary; how appointed; .salary; ofii- ces and supplies; witness' fees; expenses of the commission — how paid, 430-431. 19. Principal office of the commission; sessions of the commission, 431. 20. Carriers subjuct to the act must Section: render full annual reports to commission; commission may prescribe methods of keeping accounts, 431-433. 31. Annual report of the commission to Congress, 432. 33. Persons and property that may be carried free or at redviced rates; mileage, excursions, or commu- tation tickets; passes and free transportation to officers and employees of railroad compa- nies; pending litigation not af- fected by act; jurisdiction of United States courts to issue writs of peremptory mandamus commanding the movement of inter-state traffic or the furnish- ing of cars or other transporta- tion facilities, 433-483. Amendments to Interstate Commerce Act, 434-436. Unlawful to move rolling stock not equipped with air-brakes, etc., 434. Carriers not to haul cars unless properly equipped, 484. ]\Iay refuse cars from other lines if not properly equipped, 434. Grab-irons or hand holds to be provid- ed, 484. American Rail way Association to desig- nate draw-bars for freight cars, 435, Penalty for violation of the provisions of this Act, 435. Powers of Interstate Commerce Com- mission to extend time of carriers to comply with this Act, 435-436. Index to Interstate Commerce Act, 437. CHAPTER XL THE AMENDMENTS OF 1893 TO THE CORPORATION AND RAIL- ROAD LAWS. corporation laws. Section: Section: 1. Proceedings to change the name of a corporation, 443-445. 2. Corporate powers, 447-448. 8. Meeting to increase or reduce capi- tal stock, 448-449. Contents. XXIX THE KAILKOAD LAW. 4. Corporate powers, 449-450. 5. The same, 450-453. 6. The same, 453-453. 7. Street surface railroads, 453-458. 8. The same, 458-459. 9. The same, 459-460. 10. Bridge companies may lay tracks, 460. 11. Certificate of incorporation, 460- 461. 13. Grade crossings, 461-463. 13. Safety appliances, 463-463. 14. Automatic couplers, 463-465. 15. Relief of street surface railroad companies, 465-466. 16. Weekly payment of wages, 466- 467. 17. Hours of service on railroads, 468. 18. Protection of game, 468-469. 19. Protection of Adirondack park, 469^70. 30. Sale of liquors by common carriers, 470. 31. Employment of intemperate per. sons, 471. 33. Stockholders' meetings; rights of municipal corporations, 471. 23. Penal Code, 471. 34. Public health, 471-473. INDEX, 473, ADDENDA. Containing Laws Enacted by the Legislature of 1894, 595 et seq. XXX Gexeeal Raileoad Act. TABLE Showing What Laws the General Railroad Act is Based Upon* ♦This table supersedes the one at page 85. O H dby ' wsof. P 5 tn J s prf OQ a (S U _J d V a ■s^^ O) s 5 o a J CJ s n s .a o 0) g 1 1 x K o m '^ ^ » » o m < O 1854 383 4 1879 1888 541 83 2 1850 18H6 140 697 1, 2 1 1871 560 6 1877 1879 103 393 1871 560 5 1873 81 1883 384 1877 103 1875 606 18, 24 1888 514 1879 293 8 1850 140 25 1886 601 1875 606 9 1881 148 ., ^J 1881 468 1, 3 9 1836 316 1,2 '' 1 1884 203 1 10 1886 403 .. „, 3 1873 .s2'J 11 18.50 140 24,28 1864 583 4 1850 1875 140 606 28 26 Sub. 5 1880 1887 133 734 1 1850 140 28 1851 19 4 Subd. 1 12 1850 140 28 1873 350 " 1850 140 13, 28 Sub.s. 3, 3 Sub. 6 1880 1887 583 734 1875 606 17,36 13 1847 373 4 Subs. 1,2 1847 404 1 1 3 1850 140 28 Sub. 4 1850 140 23 1876 1886 77 634 i 1850 140 28 1864 583 1854 282 17 Sub. .5 1880 133 1855 478 i 1887 724 1871 560 2 J ^ 1850 140 28 1873 350 14 1851 19 3 .2 Sub. 6 1880 583 15 1851 19 1 ■- ■ 1887 734 1854 282 13 1 187o 606 26 1.872 843 2 ■J. Sub. 3 16 1880 582 1, 3,4 a 18.50 140 28 Sub. 8 1887 724 17 1866 1881 697 468 4 1 7 1850 140 28 Sub. 7 1880 133 18 19 1881 1881 468 468 5 9 187.3 606 20 Sub. 4 j 8 1850 140 28 1880 133 20 1880 267 Sub. 9 : 1882 140 (1 1875 586 o 21 1 1890 416 1 ]sy2 273 o 30 1 1850 140 12 1871 669 5 lS4(i 155 1875 606 16 l.'^.3U 140 47 18^4 583 31 1847 273 5 1WIJ7 77.3 1850 140 27 lf62 449 1S7.3 5!t8 1879 350 1871 669 ISlSl isso 1888 338 405 5^9 1 i 1871 560 6 1877 1879 1883 103 393 384 INDI '■287 1 33 18.50 140 44 1838 161 18.34 282 8, 9 18.30 140 23, 45 1871 560 1.864 682 2 i 1847 372 3 33 \ 1850 140 40 1.S47 1850 404 140 3, 3 13,31,26 1869 237 ' 1 1884 34 , 1847 439 222 3 1889 242 1877 224 18.50 140 36 1867 49 1881 649 ! 1875 606 30 1851 19 3 1853 53 1 35 i 1850 1 140 36 General Railroad Act. TABLE Showing What Laws the General Railroad Act is Based Upon. — Continued. <86 605 100 1873 432 1 56 1816 2;5 17 1884 353 13 1889 531 1850 140 34 101 1884 252 13 1875 606 28 103 1884 352 14 57 1850 140 31, 32 1880 575 103 1885 305 3 1889 533 1890 98 104 1885 305 4 1867 906 105 1886 371 1, 3,3 1890 98 106 1888 549 1, 2, 3, 1867 906 2 4, 5 1890 543 1869 844 1 108 1888 560 58 1863 346 1866 259 108 1884 253 17 1875 193 120 1875 606 1 1880 323 121 1875 606 3 70 1869 917 1 1881 685 122 1875 606 3 1875 108 1883 3S7 123 1875 606 4 1880 417 xxxu General Eailroad Act. TABLE Showing What Laws the General Railroad Act is Based Upon. — Continued. - T- 1 . c > oi c '^ ^ o O ^ 5^ a ^J Ol ^ 2J e a P, "B -a a d S i! m K - X "^ o y. B " 02 o 1881 485 153 1884 441 2, 3, 4 124 1875 606 5, 6 1882 393 1882 353 13 125 1875 606 17, 42-44 154 1883 353 1 127 1875 606 8 155 1882 353 2 128 1875 606 8 129 1875 606 26 Subs. 4, 5 1156 1884 1882 421 353 2 3 130 1875 606 35 157 1882 353 4, 14 1883 388 131 1875 606 36 158 1882 353 10 132 1875 606 37 1850 140 81 1880 575 183 1875 606 21, 45-49 1890 98 134 1875 606 38 159 18S2 353 4 135 1875 606 39 1888 514<2 160 1883 353 5 136 1875 606 39 1888 514^2 161 1882 353 6 1S88 514 3 102 1 883 353 8 137 1875 606 50 163 1 .SS'i 353 7 138 1881 399 1 164 1882 1884 353 441 4 1 1886 509 139 1881 399 o 165 1HH4 421 3-6 140 1881 399 3, 4 166 1883 353 9, 10, 11 141 1881 399 5 167 1884 "421 1 150 1882 353 1 168 1883 353 14 1883 388 151 1882 353 •1 169 1883 1884 353 441 12 1-4 1886 509 152 1882 1884 353 441 1 1 1886 509 170 1883 853 13 TABLE Showing What Laws The General Corjwraiion Act is Based Upon.* 4 i si ^•° ■Jl 1 -J ! i 5 i 2- < ! t ■f- o 450 03 u Hi 1 5 1850 140 1 17 1887 1866 697 1 1875 606 9 18 1877 158 1881 408 3 19 lU S, nil 18 T3, ^4 5 1884 252 1 1 30 1850 140 7 1881 468 11 1880 510 3 1870 135 1, 2 i 1875 611 26 9 1850 1875 140 606 3 9 IR.S. 1881 Clil8 468 10 1S81 468 3 23 IR.S. CI1I8I T 4 S 8 10 IR.S Uhl8 T3, ^3 27 1 R. S. Ch 18. T 4 S 5 11 IR. S U'h 18 T3, S 1 28 1885 489 ' 2 1 K. S. Uhl8 T4, i;6 29 IR.S. Ch 18i T 3 S fi 13 1890 497 1 30 1 R. S. Ch 18 T3,§9, 13 18S2 290 32 1866 fl07 10 14 1873 146 1867 937 1 i •This table supersedes the one at page 138o. General Eailroad Act. xxxiu TABLE Showing What Laws the Stock Corporation Act is Based Upon. «H .. "W (H* ►. '^ O >»o o t>>o ^- 03 ■p ffl o a-S'S a fe o o o ■B c r'^'O "aoa U CO ^3 CO w . — ^ wj a a a a .t; a 3 o o ot. o «> ^ 5 CJ O " a'5g •S§P. 3 o K* «8g a 03 ^ fe £2 C0t-OC0CDC0CDOOC0T-lt-'^CCC0C0(MC0C0C0C03SC^l0(3SO o ^ QOOO • • • > • • -0DGO0OGOQ00000COX>000000CX)0000GOaO C00a ;^CQ05Ol0t-t-C30OOOOOOOOOOOOO -^■i-lir3ttSi-iC«THTHCD■ ^ ■«-3 ■'-' Tl ic ^ O s , « rt O'^' a) h-tnoQaQh-i ^ b03 ■s^ 3 i3 ? 03 73 a H a O B D « g c — ' tu p. 3 2 3 ^ -j::; CD -^ ■■ i&R 3 S'S 3 <1o • C3 >,^ ^ ti "« P.O o - as ■2 0^^ -^ 2 S 3 S S.2 T3 «4-l "if 3 O g o 5 03 03 aj CJ f- t^ V .i-i O CO 3^ S.2« O fH O) CO W B a g 03 c3 laH° ■3 ;;5 .3 1^ =0 o.« S > 3 -.3 .00 a, o 0) t-CDGOOOOOCOCOO 00C0Q0«)Q0-^C3O • c-oo •« • • 10 • • • • *<* aCir-t • -^-^ -o • • t- • . • -co OS (^^ T-i ,Tt<-^ 'T-t ' '-^ • • • -oi 10 10 1> •^■* •« ■ ■■* ... .^ i>i>(S • 00a .05 ■ * Oi ' ' • OS QOOOOS -0000 .00 • '(30 ... 00 GOaoco OS OS O OS OS OS OS OS ooooooooaooooooo 10 aOC30r-(CO-^ to t- 'CO • 1 ?lj^ !Oi-IC-«.-l . tH Sco 10 «m gjco CO 1050 Tl« O tH CO t- t' T •CO-*«D • o c& cb •«o • 10 CD t- osc- T-ICO . CO tH • OS in •01 r-l o • OS • oo mm OS OS 00 00 3 3 .•ST3 2 o 3 o o >-> OPh ■ 3 ■T3 ■ !hCO. ;Ph a-^ •mS'^ • 3 :PM : ^O 'O .t^T^ ..>» COoD :"!» • O 0> • =) 3 :o3 V O •^00 T-H O ,2 fS -T-* CO 0010^ 50s CO WJ •- > uu gu r > 7-^ "J" ^*'' •OJ •00 ■00 XXXVl Table of Laws lo lo lo s S iS tS OD 00 00 00 00 CO 00 S CD eo 50 co^ ® H M • , , 1 •« • • CO • • CO . . . a S . . . . .<^ . . . • M ■ S •' OS • a lO • • • .-^ . '«J< CO • • C5 • • • s 03 «H • GO • 0000 • < h3^ • i-H • T-H • tH rH • • T-t a o 3 ■* CO ■^ lOCOCO iO «§ t T-l tH 00-i-ItHt-(C»O5-^ tHtIIIO.-. OrHrHrHrHT- rHrHC<»rHrH a: CO -T-H 1-1,-H - en CO ta ooo lOCO CO IB ^ ^ , ^^ «. ^^„„^CQCOco-^»oooOTH^-^T-lc5'<^■^ir^cDcot- cocococococococo■^'*Ti1^3<-«#-«#-«:H»ow^»o»o»l:^iOiC^lOl£^lo«DCDcocococococococott) ««05CQ«CilCQC4(?>C s s s §■ § >«-. ° " 2 a s ° ■" o o ^ O iz>^ is CD as k-fc. 03 •i-i -^ -rt '^ >- .o3 c So s S CD rt a en a o o .IP'S i a 10 i:; 3? * flj a 03 55 a IB c3 sa o o ^- . g O +J O Q 03 Q3 '2iir;E:eri "2 SSSSSS2 '^'^JSK.SS .mmS5 m in » lo CO « CO «■*-*«■* t- CD • i-i « (» -* CO « CO i-i tH 1-) tH 00-<# £-t-O3CO00 00 00 00 00 00 coosocS'-iosioocoioioooO'*!-! oosioooeo a''"iE;!S£^RSSS2 QOooSooSroooooooooQOOTOOoooooooooooocOjgcococoooroSSSSSSS xxxvm Table of Laws o a < M* CS O CD t- 1 I ■rH (M^ t-OOO -rH (N C4 >t-as ■^ C* 10 »0 i-H CO CO to CO CD ■ (M-^cow coco ■ OS -^ O "<*< CO •<*< -COCOOiO (Mi-H eq H »0 00 OS O t- t- W rH O O 1-1 t- • CO t- O O - • . . CD CO °oSS£:<^'*oOQOosi>c-aoco .oo-^t-oo aoS QO 00 00 00 00 00 00 00 00 00 00 00 00 -00000000 OOQO Amended or Repealed. XXXlX OSCQ 050 « CO 05« O i-H ^oo CO CO CO '^ CO e*t-QOaoioiot-cQco OOOO'— T-liCOO COCOCOCOCOCOCOCOCD •32,0 CQ U CD 5^ 01 fl rj ^ " § S o w H U 2 i> a o S o CO CQ a a .2.2 i^ ^ ^ S I > O CD I w cfi3 I CD g oj "^ 03 ^ j 5 S m ^ I =2 11^ a a 000 o o ' a a ^a .2 2 > ° g g bog 00 r^ rf >-, ,=, in 0,5.3 a 0-3 a !7c3 ri ** O O eM o a " " o ■3 ° M'K te S a 9 a. II =«■«-. S ■3 S-e t> > a ^ 'oj 'S '(1) 13 XI u o t> O) oj (U a; 0) &0 P3 8^ O 0? to SM ir & tn OJ ^J — a ® o 5 So !>>>t>.a-S'g • PH -r^ .rH ..H -pH 03 •■-( P ciooooaoa ojoiiuaicDatHa ■ oeo • • • coos • • • 105^ • • : :? * ■ T-H . . 1:0 1—1 T-l 10 ; ■ CO • 10 • CO coi>^ •CO cow • T-H ■ :§ : ^i§: ill ■CO-r-l • • ■ t-00 • • ■0000 ■ • • -rH T-l ■• • • • 1— ( - ■ l£D . .00 • • CO : :§ - ■ T-H :S ■00 • T-l CD(?5 c-os coco l—t 1—1 in CO 00 ■ 10 •00 ■ T-" • T-H »0 (M t- , T-1 tHCO tH 00" 10 1,7,9,22 1-2 3-4 1-11 1 1 1-11 1 1 42, 68-89 1-2 4-5 2413 2415 3420 £;£^SS^SSSS2?9S '^ "''°'^^'^°0C»O5COO5CDO5l>!> 00 10 O CO ■*■*•* —I • CO CO CO -^ -ni CO CO CO CO ■«T tP Tt< Th iO -* CO CO -^ CO C3 T-« CO iO 10 CO W CO CO -^ CO tH . CO OQ QQ 03 CD CB 02 OD o P3Kp;Wg-PHKp5PqpHKp5Kroiop3oooooJODina50ooo oo oooooo oj W loc-^ _,._,_,S2_j__,__,_,^^5'^'^o°<»°oo°°ooooo 00 00000000 ooooO TH tH tH tH T-( l-< IH tH r-f tH tH T-) T-( T-l 1-1 tH iH T-l tH tH rH tH t-l T-( tH tH tH tH tH C? tH tH Q xl Table of Laws ^1 •*««0 00 OS OT-Ht-OOOS OOO OO rH-^Tf*-^^ 111 II f I 1 I I oot-coi>t-ooasosi-<-Tico 0(M coo lO lO iO CO h '^' ^^ ^* 1-H « CO W CD t* t;gi flo QQ 50 CO "TP OOr-iCQCOlOCOOO OCOCOOCOCOCOCO fc- o O T3 CJ o gEoo o. o ^ a t- O s; o _ tH CO (U = 0Q= •' S 2 « » O i_ o o - o ri o 5 ^ 03 O :; ° ° z 8)" 2 ; w O ^' , a OS o o o OS bo ■C o! -) aj pa _^ EC «. — n-, «> Cl O a! g > ''- &>« o to TO m GO • CO -r^ CD O CO CO CO "* "5 ■ CD CO C; OCO — CO CO ■ri' CO ^ -^ 1 1 • CO CO CO CC CO CO CO *2? ^ ^ cics OS OS • 00 00 CO GO 00 00 00 • 1-H t- o T-Tt- .CD •cd" L-r CD 00 o OS 1-1 1 '— t- OS OS * *^ 03 o a c -a ts a g la's ^ d .2 U a ■ 13 S:^ ^'d 8 2.2*. S3 .. o 2 " S .■S S a> o3 O 0«H a 03 03 ca •,a 60 a a , a . o • O •CDQOCO' 03 oo .-tH OS tH • rH i-i t-h - ■'il COIOO t--* • T-l T-H tW t?» t- ■ • ^ ^ ^ ^ CO ■T-t ■«« CT CQ CO 000»— *tH100*^»0 OOCOOOCOOSCDCD •^CO-^-^OCDCDlO • iO JO .CD CD ■ iO iO lO CO CO ■ CD CDCD ■ lO to to -to • CO CD to (Mcocooaococoooooooooooocqwo osaaosososososoaosasasssAOdososososAOsoo ooQoaOQOooooaoQooOQOaooooooooocoaoooaooooo :o THE RAILROAD LAWS OF NEW YORK. DP-A-IiT :f'ii?,st. . CHAPTER I. THE GENERAL EAILROAD LAW," LAWS OF 1890, CHAPTER 565, AS AMENDED BY LAWS OF 1892, CHAPTER 676, Etc. CHAPTER XXXIX OF THE GENERAL LAWS. THE RAILROAD LAW. Article 1. Organization; general powers; location (§§ 1-31). 2. Construction; operation; management (§§ 30-59). 3. Consolidation; lease; sale; reorganization (§§ 70-83). 4. Street surface railroads (§§ 90-110). 5. Other railroads in cities and counties (§§ 130-142). 6. Board of railroad commissioners (§§ 150-171). ARTICLE L Obganization, Genkkal Powers, Location. Section 1. Short title. 2. Incorporation. 3. Supplemental certificate. 4. Additional powers conferred: 1. Entry upon lands for purpose of survey. 3. Acquisition of real property. 3. Construction of road. 4. Intersection of streams, highways, plank-roads, turnpikes and canals. 5. Intersection of other railroads. 6. Buildings and stations. 7. Transportation of persons and property. 8. Time and manner of transportation. 9. Purchase of lands and stock in other states. 5. "V^hen corporate powers to cease. 6. Location of route. 7. Acqufeition of title to real property. 8. Railroads through public lands. J ; ' ' See Notes of Decisions applicable to this act at the end of this chapter. 2 Eailroab Laws of New York. 9. Railroads through Indian lands. 10. Railroads through Chautauqua assembly grounds. 11. Intersection «f highways, additional lands for. 13. Intersection of other railroads. 13. Change of route, grade or terminus. 14. Construction of part of lint in another state. 15. Two roads having the same location. 16. Tunnel railroads. 17. Railroads in foreign countries. 18. Additional corporate powers of such road. 19. Location of principal office of such road. 20. Individual, joint-stock association, or other corporation may lay down and maintain railroad tracks in certain cases. 21. When electric light and power corporation may become a railroad corporation. ♦ Section 1 . Short title. — This chapter shall be known as th railroad law.' § 3. Incorporation. — Fifteen or more persons may become corporation, for the purpose of building, maintaining and operat ing a railroad, or of maintaining and operating a railroad alread; built, not owned by a railroad corporation, or for both purposes by executing, acknowledging and filing a certificate, in whicl shall be stated : 1. The name of the corporation. 2. The number of years it is to continue. 3. The kind of road to be built or operated. 4. Its length and termini. 5. The name of each county in which any part of it is to b located. 6. The amount of the capital stock, which shall not be less than ten thousand dollars for every mile of road built or proposed to be built, except a narrow-gauge road, when it shall be not less than three thousand dollars for every such mile. 7. The number of shares into which the capital stock is to be divided. 8. If the capital stock is to consist of common and preferred stock, the amount of each class and the rights and privileges of the latter over the former. 9. The names and post-office addresses of the /irectors of the 'See Table A., page 85, showing what laws the General Railroad L*y is based upon. Organization, General Powers, Location. 3 corporation, not less than nine, wno shall manage its a£Eairs for the first year. 10. The place where its principal office is to be located. 11. If a street surface railroad, the names and description of the strehts, avenues and highways' in which the road is to be con- structed. Added by Ch. 676, Laws 1892. 12. If it is to be a railway corporation, specified in article five of this chapter, the statements required by that article to be in- serted in. the certificate of incorp9ration. 13. The name and post-office address of each subscriber to tke certificate and the number of shares of slock he agrees to take. Such certificate shall have indorsed thereon, or annexed thereto, to be taken as a part thereof, an affidavit of at least three of such directors, that at least ten per cent of the minimum amount of capital stock authorized by law has been subscribed thereto, and paid in good faith and in cash to the directors named in the cer- tificate, and that it is intended in good faith to build, maintain and operate the road mentioned therein. Jn case of a railway corporation specified in article five of this chapter, the affidavit of the directors shall show that the full amount of such capital stock has been in good faith subscribed, and there shall be an- nexed to the certificate of incorporation and as a part thereof tlie certificate of the railroad commissioners showing the organiza- tion of the corporation for the purposes mentioned in the certifi- cate. The filing of every certificate, where the amount of stock re- quired by this section has not been in good faith subscribed and paid in cash, shall be void. As amended, chapter 676, Laws 1893. § 3. Supplemental certificate.— If the names and places of residence of the directors of the corporation have been omitted from the certificate, when executed and acknowledged, and tliei-e- after the requisite number of directors has been chosen at a meet- ing of the subscribers to the certificate, a supplemental certificate, containing their names and places of residence, may be filed with such certificate with the same force and effect as if the names and places of residence of the directors had been originally in- serted therein. § 4. Additional powers conferred.— Subject to the limita- 4 Railroad Laws of New York. tions and requirements of this chapter, every railroad corporation, in addition to the powers given by the general and stock corpora- tion laws, shall have power : 1. Entry upon land for purposes of survey. — To cause the necessary examination and survey for its proposed railroad to be made for the selection of the most advantageous route ; and for such purpose, by its officers, agents or servants, to enter upon any lands or waters, subject to liability to the owner for all dam- ages done. • 2. Acquisition of real property. — To take and hold such voluntary grants of real estate and other property as shall be made to it to aid in the construction, maintenance and accommodation of its railroad ; and to acquire by condemnation such real estate and property as may be necessary for such construction, mainte- nance and accomi"nodation in the manner provided by law, but the real property acquired by condemnation sliall be held and used only for the purposes of the corporation during the continuance of the corporate existence , 3. Construction of road. — To lay out its road not exceeding six rods in width, and to construct the same; and, for the purpose of cuttings and embankments, to take such additional lands as may be necessary for the proper construction and security of the road ; and to cut down any standing trees that may be in danger of falling on the road, upon making compensation therefor. 4. Intersection of streams, highways, plank-roads, turn- pikes and canals. — To construct its road across, along or upon any stream, water-course, highway, plank-road, turnpike, or across any of the canals of the state, wliich the route of its road shall intersect or touch. 5. Intersection of other railroads.— To cross, intersect, join, or unite its railroad with any other railroad before constructed, at any point on its route and upon the ground of such other railroad corporation, with the necessary turnouts, sidings, switches, and otlier conveniences in furtherance of the objects of its connections. 6. Buildings and stations. — To erect and maintain all neces- sary and convenient buildings, stations, fixtures and machinery for the accommodation and use of its passengers, freight and business. i Organization, General Powers, Location. 5 7. Transportation of persons and property.— To take and convey persons and propeity on its railroad by the power or force of steam, or of animals, or by any mechanical power, except where such power is specially prescribed in this chapter, and to receive compensation therefor. 8. Time and manner of transportation.— To regulate the time and manner in which passengers and property shall be trans- ported, and the compensation to be paid therefor. 9. Purchase of lands and stock in other states.— To ac- quire and dispose of any real property in any other state through wiiich any part of its railroad is operated, and stock in any for- eign corporation owning lands in another state for the purpose of securing for such railroad corporation in this state a permanent supply of fuel for its use, and stock of corporations in this state, formed for the purpose of erecting union railway depots. 10. From time to time to borrow such sums of money as may be necessary for completing and finishing or operating its "railroad and to issue and dispose of its bonds for any amount so borrowed, and to mortgage its property and franchises to secure the payment of any debts contracted by the company for the purposes afore- said. As amended, ch. 676, Laws 1893. § 5. When corporate powers to cease.— If any domestic railroad corporation shall not, within five years after its certificate of incorporation is filed, begin the construction of its road and expend thereon ten per cent of the amount of its capital, or shall not finish its road and put it in operation in ten years from the time of filing such certificate, its corporate existence and powers shall cease. § 6. Location of route. — Every railroad corporation, except a street surface railroad corporation and an elevated railway corpo- ration, before constructing any part of its road in any county named in its certificate of incorporation, or instituting any pro- ceedings for the condemnation of real property therein, shall make a map and profile of the route adopted by it in such county, cer- tified by the president and engineer of the corporation, or a majority of the directors, and file it in the office of the clerk of the county in which the road is to be made. The corporation shall give written notice to all actual occupants of the lands over which the route of the road is so designated, and which has not 6 Railroad Laws op New Yoke. been purchased by or given, to it, of the titne and place such map or profile were filed, and that such route passes over the lands of such occupants. Any such occupant or the owner of the land aggrieved by the proposed location, may, within fifteen days after receiving such notice, give ten days' written notice to such cor- poration and to the owners or occupants of lands to be affected by any proposed alteration, of the time and place of an applica- tion to a justice of the supreme court, in the judicial district where the landff are situated, by petition duly verified, for the appoint- ment of commissioners to examine the route. The petition shall state the objections to the route designated, shall designate the route to which it is proposed to alter the same, and shall be accompanied with a survey, map and profile of the route designated by the corporation, and of the proposed alteration thereof, and copies thereof shall be served upon' the corporation and such owners or occupants with the notice of the application. The justice may, upon the hearing of the application, appoint three disinterested persons, one of whom must be a practical civil engineer, commissioners to examine the route proposed by the corporation, and the route to which it is proposed to alter the same, and after hearing the parties, to affirm the route originally designated, or adopt the proposed alteration thereof, as may be consistent with the just rights of all parties and the public, includ- ing the owners or occupants of lands upon the proposed altera- tions ; but no alteration of the route shall be made except by the concurrence of the commissioner who is a practical civil engineer, nor which will cause greater damage or injury to lands or ma- terially greater length of road than the route designated by the corporation, nor which shall substantially change the general line adopted by the corporation. The commissioners shall, within thirty days after their appoint- ment, make and certify their written determination, which with the petition, map, survey and profile, and any testimony taken before them shall be immediately filed in the office of the county clerk of the county. Within twenty days after such filing, any party may, by written notice to the other, appeal to the general term of the supreme court from the decision of the commissioners, which appeal shall be heard and decided at the next term held in the department in which the lands of the petitioners or any of them are situated, for which the same can be noticed, according to the rulesand practice of the_ court. On the hearing of such Organization, General Powers, Location. 1 appeal, the court may affirm the route proposed by the corpora- tion or may adopt that proposed by the petitioner. The commissioners shall each be entitled to six dollars per day for their services, and to their reasonable and necessary expenses, to be paid by the persons who applied for their appointment. If the route of the road, as designated by the corporation, is altered by the commissioners, or by the order of the court, the corpora- tion shall refund to the petitioner the amount so paid, unless the decision of the commissioners is reversed upon appeal taken by the corporation. No such corporation shall institute any proceedings for the condemnation of real property in any county until after the expiration of fifteen days from the service by it of the notice required by this section. Every such corporation shall transmit to the board of railroad commissioners the following maps, pro" files and drawings exhibiting the characteristics of their road, to wit: A map or maps showing the length and direction of each straight line ; the length and radius of each curve.; the point of crossing of each town and county line, and the length of line of each town and county accurately determined by measurements to be taken after the completion of the road. Whenever any part of the road is completed and used, such maps and profiles of such completed part shall be filed with such ' board within three months after the completion of any such por- tion and the commencement of its operation; and when any, addi- tional portion of the road shall be completed and used, other maps shall be filed within the same period of time, showing the addi- tional parts so completed. If the route, as located upon the map and profile filed in the ofiice of any county clerk, shall have been changed,'it shall also cause a copy of the map and profile filed in the of&ce of the railroad commissioner, so far as it may relate to the location in such county, to be filed in the office of the county clerk, .g i.ig-*j..j,ei^.': i-^^ga^ifr-Mxt^ f As amended chap. 676, Laws 1892. § 7. Acquisition of title to real property.—All real prop- erty, required by any railroad corporation for the purposes of its incorporation, shall be deemed to be required for a public use. If the corporation is unable to agree for the purchase of any real property, or of any right, interest or easement therein, required for such purpose, or if the owner thereof shall be incapable of 8 Eailroad Laws op New York. selling the same, or if after diligent search and iuqniry the name and residence of such owner cannot be ascertained, it shall have the right to acquire title thereto by condemnation. It shall also have such right in the following cases : 1. Where title to real property has been acquired, or attempted to be acquired, and has been found to be invalid or defective. 2. Where its railroad shall be lawfully in possession of a lessee, mortgagee, trustee or receiver, and additional real property shall be required for tlie purpose of running or operating such railroad. 3. Where it shall require any further rights to lands or the use of lands for switches, turnouts, or for filling any structures of its road, or for constructing, widening or completing any of its em- bankments or roadbeds, by means of which greater safety or per- manency may be secured, and such lands shall be contiguous to such railroad and reasonably accessible to the place where the same are to be used for such purpose or purposes. 4. Where it shall require any further right to lands or to the use of lands for the flow of water occasioned by railroad embank- ments or structures now in use, or hereafter rendered necessary, or for any other purpose necessary for the operation of such railroad, or for any right to take and convey water from any spring, pond, creek or river to such railroad, for the uses and purposes thereof, together with the right to build or lay aqueducts or pipes for the purpose of conveying such water, and to take up, relay and re- pair the same, or for any right of way required for carrying away or diverting any water, stream or floods from such railroad for the purpose of protecting its road or for the purpose of preventing any embankment, excavation or structure of such railroad from injur- ing the property of any person who may be rendered liable to in- jury thereby. Waters commonly used for domestic, agricultural or manufac- turing purposes, shall not be taken by condemnation to such an extent as to injuriously interfere with such use in future. No railroad corporation shall have the right to acquire by con- demnation any right or easement in or to any real property owned or occupied by any other railroad corporation, except the right to intersect or cross the tiucks and lands owned or held for right of way by such other corporation, without appro- priating or afEecting any Jands owned or held for depots or gravel-beds. As amended chap. 676, Laws 1893. Organization, General Powers, Location. 9 § 8. Railroads through public lands. — The commissioners of the land office may grant to any domestic railroad corporation any land belonging to the people of the, state, except the reserva- tion at Niagara and the Concourse lands on Coney Island, which may be required for the purposes of its road on such terms as may be agreed on by them ; or such corporation may acquire title thereto by condemnation ; and the county or town officers having charge of any land belonging to any county or town, required for su^ corporation for the purpose of its road, may grant such land to the corporation for such compensation as may be agreed upon. § O. Railroads through Indian lands. — Any railroad cor- poration may conti'act with the chiefs of any nation of Indians, over whose lands it may be necessary to construct its uailroad, for the right to make such road upon such lands, but such, contract shall not vest in the corporation tlie fee to' the land, nor the right to occupy the same for any purposes other than may be neces- sary for the construction, occupancy and maintenance of such railroad, and such contract shall not be valid or effectual until i^ shall be i-atilied by the county court of the county where the land shall be situated. § 10. Railroads through Chautauqua assembly grounds. — No railroad corporation shall build, construct or operate any railroad in, upon, over or through the grounds, lands or premises owned by the Chautauqua assembly corporation in the town and county of Chautauqua, without the written consent of a majority of the board of trustees of such assembly corporation. § 11. Intersection of highways, additional lands for.— No railroad corporation shall erect any bridge or other obstruc- tion across, in or over any stream ar lake, navigated by steam or sail boats at the place where it may be proposed to be erected, nor shall it construct its road in, upon or across any street of any city without the assent of the corporation of such city, nor across, upon or along any highway in ~any town or street in any incor- porated village, without the order of the supreme court of the dis- trict in which such higliway or street is situated, made at a special term thereof, after at least ten days written notice of the intention to make application for such 'order shall have been given to the commissioners of highways of such town, or board of trustees of the village in which such highway or street is situated. Every railroad corporation which shall build its road along, across or 10 'Eailroad Laws op New York. upon any stream, watercourse, street, highway, plankroad or turn- pike, which the route of its road shall intersect or touch, shall restore the stream or watercourse, street, highway, plank-road and turnpike, thus intersected or touched, to its former state, or to such state as not to have unnecessarily impaired its usefulness, it, and any such highway, turnpike or plankroad may be carried by under or over its track, as may be found most expedient Where an embankment or cutting shall make a change in the line of such highway, turnpike or plankroad desirable, with a view to a more easy ascent or descent, it may construct such highway, turnpike or plankroad, on such new line as its directors may select, and may take additional lands therefor by condemnation if necessary. Such lands so taken shall become part of such intersecting high- way, turnpike or plankroad, and shall be held in the same manner and by the same tenure as the adjacent parts of the highway, turnpike or plankroad are held for highway purposes. Every railroad corporation shall pay all damages sustained by any turn- pike or plankroad corporation in consequence of its crossing or occupation of any turnpike or plankroad, and in case of inability to agree upon the amount of such damages it may acquire the right to such crossing or occupation by condemnation. § 12. Intersection of other railroads. — Every railroad corporation, whose road is or shall be intersected by any new rail- road, shall unite with the corporation owning such new railroad in forming the necessary intersections and connections, and grant the requisite facilities therefor. If the two corporations cannot agree upon the amount of compensation to be made therefor or upon the line or lines, grade or grades, points or manner of such intersections and connections, the same shall be ascertained and determined by commissioners, one of whom must be a practical civil engineer and surveyor, to be appointed by the court, as is provided in the condemnation law. Such commissioners may de- termine whether the crossing or crossings of any railroad before constructed shall be beneath, at, or above the existing grade of such railroad, and upon the route designated upon the map of the corporation seeking the crossing or otherwise. All railroad cor- porations whose roads are or shall hereafter be so crosssed, inter- sected or joined, shall receive from each other and forward to their destination all goods, merchandise and other property in- tended for points on their respective roads, with the same dispatch. Organization, General Powers, Location. 11 as, and at a rate of freight not exceeding the local tariff rate cliarged for similar goods, merchandise and other property, re- ceived at or forwarded from the same point for individuals and otlier corporations. As^mended, chapter 676, Laws 1892. § 13. Change of route, grade of terminus.— Every railroad corporation, except elevated railway (^Ofporations, may, by a vote of two-thirds of all its directors, alter or change the route or any part of the route of its road or its termini, or locate such route, or any part thereof, or its termini, in "a county adjoining any county named in its certificate of incorporation, if it shall appear to them tiiat the line can be improved thereby, upon making and filing in the clerk's office of the proper county a survey, map and certifi- cate of such alteration or -change. If the same is made after the corporation has commenced grading the original route, compensa- tion shall be made to all persons for injury done by such grad- ing to any lands donated to the corporatioiL But neither termi- nus can be changed, under this section, to any other county than one adjoining that in which it was previously located ; nor can the route or terminus of any railroad be so changed in any town, county or municipal corporation, which has issued bonds and taken any stock or bonds in aid of the construction of such rail- road without the written consent of a majority of the taxpayers appearing upon the last assessment-roll of such town, county or municipal corporation, unless such terminus, after the change, will remain in the same village or city as theretofore. No alter- ation of the route of any railroad after its construction shall be made, or new line or route of road laid out or established, as pro- vided in this section, in any city or village, unless approved by a vote of two-thirds of the common council of the city or trustees of the village. Any railroad corporation whose road as located terminates at any railroad previously constructed or located, whereby communication might be had with any incorporated city of the state, may amend its certificate of incorporation so as to terminate its road' at the point of its intersection with any railroad subsequently located to intersect it, and thereby, by itself or its connections, afford communication with such city, with the con- sent of the stockholders owning two-thirds of the stock of the corporation. Any railroad corporation may, by a vote of its directors, change the grade of any part of its road, except in the city of Buffalo, in such manner as it may deem necessary to 12 Railroad Laws of New York. avoid accidents and to facilitate the use of such road ; and it may by such vote alter the grade of its road, for such distance and in such manner as it may deem necessary, on each or either side of the place where the grade of its road has been changed by direction of the superintendent of public works, at any point where its road crosses any canal or canal feeder, except in the city of Buffalo. The supeirintendent of public works shall have a general and supervisory power over that part of any railroad which passes over, or approaches within ten rods of any canal or feeder belonging to the state so far as may be necessary to preserve the free and perfect use of such canals or feeders, or to make any repairs, improvements or alterations, in the same. Any railroad corporation whose tracks cross any of the canals of the state, and the grade of which may be raised by direction of the superintendent of public works, with the assent of such superintendent, may lay out a new line of road to cross such canal at a more favoi|ible grade, and may extend such new line and connect the same with any other line of road owned by such corporation, upon making and filing in the clerk's office of the'proper county a survey map and certificate of such new or altered line. No portion of the track of any railroad, as de- scribed in its certificate of incorporation, shall be' abandoned under this section. As amended, ch. 676, Laws 1893. § 14. Construction of part of line in another state.— Any railroad corporation, whose proposed railroad is to be built between any two points in this state, may, by a vote of two-thirds of all its directors, locate and construct a part of its road in an adjoining state ; and the sections of its road within this state shall be deemed a connected line, according to the certificate of incorporation, and the directors may reduce the capital stock of the corporation to such amount as may be deemed proper, but not less than ten thousand dollars per mile for the number of miles of road to be actually constructed in this state. § 15. Two roads having the same location.— If two rail- road corporations for a portion of their respective lines embrace the same location of line, or if their lines connect, or are tributary to each other, such corporation may by agreement*proyide for the construction by one of them of so much of such line as is com- ' mon to both, or connects with its own line, and for the manner Organization, General Powers, Location. 13 and terms upon which the business thereon shall be performed, and the corporation that is not to construct the part of the line which is common to both, may amend its certificate of incorpora- tion, and terminate its line at the point of intersection, and may reduce its capital to a sum not lesslthan ten thousand dollars for each mile of road proposed to be constructed in such amended certificate. § 16. Tunnel railroads. — When, according to the route and plan of the building of its road, adopted by any railroad cor- poration, including corporations organized under chapter one hun- dred and forty of the the laws of eighteen hundred and fifty, and the acts amendatory thereof, and supplementary thereto, it shall be necessary or proper to build it or any part of it underground, or to tunnel or bridge any river or waters, such corporation may enter upon, acquire title to and use such lands under water and uplands, except on or along any canals of the state, as shall be necessary for the purposes herein mentioned, and may construct, erect and secure the necessary foundations and other structures which may be required for operating and maintaining such road, or connecting the same with another, and to acquire, in the man- ner provided by law, such lands or rights or easements in lands along its route, upon, over or beneath the surface thereof as may be necessary for the construction of its road and making sueh connections. Where such road runs underneath the ground, at s«ch depth as to enable the corporation to tunnel the same, such tunnel shall be so built and at all times kept in such condition as to make the surface of the ground above the same and in the neighborhood thereof firm and safe for buildings and other erec- tions thereon, and if surface excavations are made, the surface shall be restored to its former condition as soon as can be done, except so far as may be actually required for ventilation of the tunnel beneath the same or access thereto. Such road or any part of it may be built within the limits of any city or incorpo- ated village of this state, and run by means of a tunnel under- neath any of the streets, roads or public places thereof, provided, such corporation shall before constructing the same underneath any such street, road or public place, have obtained the consent of the owners of one-half in value of the property bounded on the line of such street, road or public place, and the consent of the board of trustees of the village, by a resolution adopted at a 14 Eailroad Laws of New York. regular meeting and^entered on the records of the board, or of the proper authorities of the city having control of such streets, roads or public places. If the consent of such property owners cannot be obtained, the general term of the supreme court in the dis- trict in which said 'city or vflage or any part thereof is situated, may upon application appoint three commissioners, who shall determine, after a hearing of all parties interested, whether such railroad ought to be built underneath suqh streets, roads or public places, or any of them, and in what man- ner the same may be so built with the least damage to the sur- face and to the use of the surface by the public and the de- termination of the commissioners confirmed by the court may be taken in lieu of the consent of the property owners. All railroads corporations constructing their road under this section shall be subject to all the provisions of this chapter applicable thereto. Any other railroad corporation may connect its road therewith, at such points or places as it may elect, and where such connections shall be made by connecting roads, the railroad corporations owning such roads shall build, at their joint- expense, and for their joint use, such passenger and freight depots, and other accommodations for handling passengers and freight, as may be required for the convenience of the public. Ail railroad corporations, constructing any tunnel under this section shall be liable to any person or corporation for all damages which may be sustained by reason of the construction of such tunnel. Whenever it shall be necessary in constructing any railroad au thorizcd by this section through any city or incorporated village, to alter the position or course of any sewef, or water or gas pij)es, it shall be done at the expense of the railroad corporation under the direction of the department or corporation having charge thereof, so as not to interfere with such work. In all cases the u.«e of streets, docks and lands beneath which such railroad is con- structed, and on the route thereof and the right of way beneath the same, for the purpose of such raili'oad, shall be considered, and is hereby declared, a public use, consistent with and one of the uses for which streets and docks are publicly held. No public park or square in any city or village of this state shall be used or occupied by any corporation for any of the purposes of this section, and every road constructed hereunder in or through any such street or public place shall be wholly underground and con- structed in a tunnel and not otherwise, but nothing in this section Organization, General Powers, Location. 15 shall apply to the county of Kings nor shall operate to revive any charter or franchise heretofore granted by or in the city of Brooklyn. As amended chap. 667 and 703, Laws 1892. §17. Railroads in foreigd countries. — A railroad corpora- tion may be formed under this chapter for the purpose of con- structing, maintaining and operating in any foreign country a rail- road for public use in the transportation of persons and property, or for the purpose of maintaining and operating therein any rail- road already constructed, in whole or in part, for the like public use, and of constructing, maintaining and operating, in connection therewith, telegraph lines and lines of steamboats or sailing ves- sels. Any corporation formed for the construction and operation of a railroad by stationary power, may construct, operate and maintain a railroad in any other state or country, if not in conflict with the laws thereof, bat the assent of the inventors or patentees of the method of propulsion used must be first obtained in the same manner and to the same extent as would be necessary within the United States. As amended, chap. 676, Laws 1892. § 18. Additional corporate powers of such road.— The corporation specified in the preceding section shall have the follow- ing additional powers : " 1. To expend money in making preliminary examinations and surveys for its proposed railroad telegraph lines, and lines of steam- boats and sailing vessels, and in acquiring from foreign countries, nations or governments, the grants, concessions and privileges herein authorized. 2. To take and receive from foreign countries, nations and gov- ernments, such grants, concessions or privileges, for the construc- tion, acquisition, mainteiiance and operation of railroads, telegraph lines and vessels, as may be consistent with the purposes of the corporation, and as may be granted and conceded to it, and to hold tbe same, under such restrictions and with such duties and liabili- ties as may be fixed by the laws of such foreign country, nation or government, or as may be annexed to such grants or conces- sions. 3. To construct, acquire, maintain and operate the lines of rail- roads, telegraph and shipping provided for by its certificate of in- * So in the original. 16 Railroad Laws of New York. corporation, and to take and hold by purchase or by voluntary grant such real estate and other property in foreign countries as may be necessary and convenient for the construction, mainte- nance and accommodation of such lines, and to sell, convey, mort- gage or lease such real estate or other property; and to acquire by purchase or otherwise any railroad or lines of telegraph con- structed or iu process of construction in any foreign country, and any grants, concessions, franchises, rights, privileges and immuni- ties relating thereto, and to mortgage or sell and convey the same, or any part of its property to any person or corporation created by this or any other state or foreign government, subject to the laws of the country or countries where such property may be, and the power of sale hereby granted shall be exercised only by a majority of the entire board of directors of the corporation, witii the written concurrence of the holders of two-thirds in amount of its capital slock. 4. To take and convey persons and property on its transporta. tion lines by the power or force of steam or of animals, or by mechanical or other power, and receive compensa'tion therefor subject to the laws of the place or country where the same are situated. 5. To acquire and use such real estate and other property in this state as may be necessary in the conduct of its business, but the value of sucli real estate held at any one time shall not exceed the sura of one million dollars. § 19. Location of principal office of such road. — Every such corporation shall maintain its principal office within this state and shall have during business hours, an officer or agen- upon whom service of process may be made, and shall hold in his state at least one meeting of the stockholders in each year fort the choice of directors, which shall be knpwn as the annual meet- ing and be held at the time and place fixed by the by-laws of the corporation. As amended ch. 676, Laws 1893. § 90. Individual, joint stock association, or other cor- poration may lay down and maintain railroad tracks in certain cases. — Any individual joint stock association or cor- poration, engaged in any lawful business in this state, may, ex- cept in any city of the state, lay down and maintain such railroad tracks on or across any street or highway, not exceeding three Organization, General Powers, Location. 1Y miles in length, as shall be necessary for the transaction of its business, and to connect any place of busines owned by them with the track of any railroad corporation, and render such place business more accessible to the public, upon obtaining the written consent of the owners of all the lands bounded on and of the local authorities having control of that portion of the street or highway, upon which it is proposed to construct or operate such railroad. If the consent of such property owners cannot be obtained, the general term of thp supreme court of the department in which such railroad is to be constructed, may upon application, appoint three commissioners, who shall determine, after a hearing of all parties interested, whether such railroad ought to be con- structed or operated, and the amount of damages, if any, to be paid to such property owners, and their determination confirmed by the court may be taken in lieu of the consent of the property owners. But no such railroad shall be so located, graded, built or operated as to interfere with or obstruct the traveled part of any highway, or its use as a highway, or the use of any street or highway intersecting the same. § 21. When electric light and power corporation may become a railroad corporation. — When all the stockholders of any domestic electric light and power company incorporated under a general law, having not less than five stockholders and actually carrying on business in this state, shall execute and file in the offices in which its original certificates of incorporation are filed an amended certificate of incorporation complying in every other respect than as to the number of signers and directors, who shall be not less than five, with the provisions of the railroad law, and in which certificate the corporate name of such corporation shall be amended by adding before the word " company " in its corporate name the words " and railroad," such corporation shall have the right to build, maintain and operate by electricity as a motive power a railroad not exceeding twenty miles in length, and not a street surface railroad, and such corporation shall other- wise be subject to all the provisions of this chapter and have all the powers, rights and privileges conferred by it upon railroad corporations. This section shall not apply to any railroad now located in whole or in part or hereafter to be so located in any city of the state. As added by ch. 676, Laws 1892. 2 18 Kaileoad Laws of New York. By a subsequent cLapter another section 21 was added to the railroad law reading as follows : § 21. Any corporation, whose railroad is or shall be not longer than sixteen miles and is or shall be in part intended for or used in summer travel or the convenience of summer sojourners need not operate its road beyond the months of June, July, August and September, inclusive. The motive power may be electricity. If the road be no longer than ten miles, such corporation may fix and collect fare for transporting .each passenger, together with ordinary baggage, if any, not to exceed fifteen cents for each mile and fraction thereof. Ch. 700, Laws 1893. ARTICLE II. Construction, Operation and Management. Section 30. Liability of corporation to employes of contractor. 31. Weight of rail. 32. Fences, farm-crossings and cattle-guards. 33. Sign-boards and flagmen at crossings. 34. Notice of 'starting trains; no preferences. 35. Accommodation of connecting roads. 36. Locomotives must stop at grade crossings. 87. Rates of fare. 38. Legislature may alter or reduce fare. 39. Penalty for excessive fare. 40. Passengers refusing to pay fare may be ejected. 41. Extra fare for sleeping car. 42. Persons employed as drivers and conductors. 48. Conductors and employes must wear badges. 44. Checks for baggage. 45. Penalties for injury to baggage. 46. Unclaimed freight and baggage. 47. Tickets and checks for connecting steamboats. 48. Rights and liabilities as common carriers. 49. Duties imposed. 1. Switches. 2. Warning signals. 3. Guard posts. 4. Automatic couplers. 5. Automatic or other safety brake. 6. Tools in passenger cars. 7. Water. 50. Railroad commissioners may approve other safeguards. 51. Use of stoves or furnaces prohibited. 52. Canada thistles to be cut. 53. Riding on platform; walking along track. 54. Corporations may establish ferries. CONSTEtrOTION, OPERATION AND MANAGEMENT. 19 55. Certain railroads may cease operations in winter. 56. Mails. 57. Corporations must make annual report. 58. When conductors and brakemen may be policemen. 59. Eequisites to exercises of powers of future railroad corporation. Section 30. Liability of corporation to employes of con- tractor. — An action may be maintained against any railroad cor- poration by any laborer for the amount due him from any con- tractor for tlie construction of any part of its road, for ninety or any less number of days' labor performed by him in constructing such road, if within twenty days thereafter a written notice shall have been served upon the corporation, and the action shall have been commenced after the expiration of ten days and within six months after the service of such notice, which shall contain a statement of the month and particular days upon which the labor was performed and for which it was unpaid, the price per day, the amount due, the name of the contractor from whom due; and the section upon which performed, and shall be signed by the laborer or his aittorney and verified by him to the effect that of his own knowledge the statements contained' in it are true. The notice shall be served by delivering the same to an engineer, agent or superintendent leaving charge of the section of the road,- upon which the labor was performed, personally, or by having it at his office or usual place of business with some person of suitable age or discretion ; and if the corporation has no such agent, engineer or superintendent, or in case he cannot be found and has no place of business open, service may in like manner be made on any offi- cer or director of the corporation. 31. Weight of rail. — The rail used Ha the construction or the relaying of the track of every railroad hereafter built or relaid in whole or in part shall be of iron or steel, weighing not less than twenty-five pounds to the lineal yard on narrow gauge roads, and on all other roads not less than fifty-six pounds to the lineal yard on grades of one hundred and ten feet to the mile or under, and not less than seventy pounds to the lineal yard on grades of over one hundred and ten feet to the mile, except for turnouts, sidings and switches. § 33. Fences, farm-crossings and cattle-guards— Every railroad corporation, and any lessee or other person in possession of its road, shall, before the lines of its road are opened for use, 20 Eailroad Laws of New York. and so sona as it has acquired the right of way for its roadway erect aad thereafter maintain fences on the sides of its road of height and strength sufficient to prevent cattle, horses, sheep and hogs from going upon its road from the adjacent lands with farm crossings and openings with gates therein at such farm crossings whenever and wherever reasonably necessary for the use of the owners and occupants of the adjoining lands, and shall con- construct where not already done, and hereafter maintain, cattle- guards at all road crossings, suitable and sufficient to prevent cattle, horses, sheep and hogs from going upon its railroad. So long as such fences are not made, or are not in good repair, the corporation, its lessee or other person in possession of its road, shall be liable for all damages done by their agents or engines or cars to any domestic animals thereon. When made and in good repair, they shall not be liable for any such damages, unless negligently or willfully done. A sufficient post and wire fence of requisite height shall be deemed a lawful fence within the pro- visions of this section, but barbed wire shall not be used in its construction. No railroad need be fenced, when not necessary to prevent horse, cattle, sheep and hogs from going upon its track from the adjoining lands. Every adjoining land owner, who, or whose grantor, has received compensation for fencing the line of land taken for a railroad, and has agreed to build and maintain a law- ful fence along such line, shall build and maintain such fence. If such owner, his heir or assign shall not build such fence, or if built, shall neglect to maintain the same during the period of thirty days after he has been notified so to do by the railroad cor- poration, such corporation shall thereafter build and maintain such fence, and may recover of the person neglecting to build and maintain it the expense thereof. And when such railroad shall cross timbered or forest lands, the company shall construct and maintain suitable and sufficient crossings, whenever and wherever reasonably necessary to enable the respective owners of said lands, to transport logs, timber and lumber for manufacture or sale, or for banking on any stream, to be floated or driven down the same. In case of any neglect or dispute the supreme court may by man- damus or other appropriate proceedings, compel the same, and also fix the point or location of any such crossing. As amended ch. 676, Laws 1892. Construction, Operation and Management. 21 § 33. Sign boards and flagmen at crossings. — Every rail- road corporation shall cause boards to be placed, well supported and constantly maintained across each traveled public road or street, where the same is crossed by its road at grade. They shall be elevated so as not to obstruct travel, and to be easily seen by travelers ; and on each side shall be painted in capital letters, each at least nine inches in length and of suitable width, the words : " Railroad crossing ; look out for the cars ; '' but such boards need not be put up in cities and villages, unless required by the officers having charge of the streets. At any point where a railroad crosses a street, highway, turnpike, plank-road, or traveled way at grade, or where a steam railroad crosses a horse railroad at grade, and the corporation owning or operating such "railroad refuses, upon request of the local authorities, to station a flagman or erect gates, to be opened and closed when an engine or train passes, the sup- reme court, or the county court, may, upon the application of the local authorities and upon ten days notice to the corporation, order that a flagman be stationed at such point, or that gates shall be erected thereat, and that a person be stationed to open and close them when an engine or train passes, or may make such other order respecting the same as it deems proper. Whenever the crossings by a railroad at grade of the streets, highways, turnpikes, plankroads, or traveled ways of any village or city, having a pop- ulation, by the last state or federal enumeration, of less than fifty thousand, shall be protected by gates with 'persons to open and close the same when an engine or train passes, the local authorities of the city or village shall not impose any limitation, less than forty miles an hoar, on the rate of speed at which such engine or train shall be run, or enforce any existing limitation upon such rate of speed, less than forty miles an hour. As amended 1891, ch. 367, and ch. 676, Laws 1893. § 34. Notice of starting trains ; no preferences. — Every railroad corporation shall start and run its cars for the, transporta- tion of passengers and property at regular times, to be fixed by public notice, and shall furnish sufficient accommodations for the transportation of all passengers and property which shall be offered for transportation at the place of starting, within a reasonable time previously thereto, and at the junctions of other railroads, and at the usual stopping places established for receiving and discharging way passengers and freight for that train ; and shall take, trans" 22 Railroad Laws op New York. port and discharge such passengers and property at, from and to, such places, on the due payment of the fare or freight legally au- thorized therefor. No station established by any railroad corpor- ation for the reception or delivery of passengers or property, or both, shall be discontinued without the consent of the board of railroad commissioners first had and obtained. No preference for the transaction of the business of a common carrier upon its cars, or in its depots or buildings, or upon its grounds, shall be granted by any railroad corporation to any one or two or more persons, associations or corporations competing in the same business, or in the business of transporting property for themselves or others. Any such station in an incorporated village shall have the same name as the village ; if any road shall have more than one such station in any such village, the station nearest the geographical centre thereof shall have such name. As amended cli. 676, Laws 1892. § 35. Accommodation'of connecting roads. — Every rail- road corporation whose road, at or near the same place, connects with or is intersected by two or more railroads competing for its business, shall fairly and impartially afEord to each of such con- necting or intersecting roads equal terms of accommodation, privileges and facilities in the transportation of cars, passengers, baggage and freight over and upon its roads and over and upon their roads, and equal facilities in the interchange and use of pass- enger, baggage, freight and other cars required to accommodate the business of each road, and in furnishing passage tickets to pass- engers who may desire to make a continuous trip over any part of its roads and either of such connecting roads. The board of rail- road commissioners may, upon application of the corporation own- ing or operating either of the connecting or intersecting roads, and upon fourteen days' notice to the corporation owning or oper- ating the other road, prescribe such regulations as will secure, in their judgment, the enjoyment of equal privileges, accommoda- tions and facilities to such connecting or intersecting roads as may be required to accommodate the business of each road, and the terms and conditions upon which the same shall be afforded to each road. The decision of the commissioners shall be binding on the parties for two years, and the supreme court shall have power to compel the performance thereof by attachment, man- "damus, or otherwise. Construction, Operation and Management. 23 • § 36. LocomotiTes must stop at grade crossings.— All trains and locomotives on railroads crossing each other at grade shall come to a full stop before crossing, not less than two hun- dred or more than eight hundred feet from the crossing, and shall then cross only when the way is clear and upon a signal from a watchman stationed at the crossing. If' the* corporation cannot agree as to the expense of the watchman, it shall be determined by the supreme court, upon motion thereto by either of them. If the corporations disagree as to the precedence of trains, the board of railroad commissioners may, after hearing, upon the application of. either corporation, prescribe rules in relation thereto. The full stop and crossing on signal may be discon- tinued if the board of railroad commissioners shall decide it to be impracticable, or if, with the approval of the commissioners, an interlocking switch and signal apparatus is adopted and put in operation at such a crossing. The full stop and crossing on sig- nal shall not be required in depot yards, or the approaches thereto, if the crossing roads are under lease or subject to the same man- agement or control in the use of tracks. An engineer, violating the foregoing provisions of this section, or any such rule of the railroad commissioners shall be liable to a penalty of one hundred dollars ; and any corporation or person operating the railroad vio- lating any of such provisions or rules shall be liable to a penalty of five hundred dollars. No railroad corporation, or any officer, agent or employe thereof, shall stop its cars, horses, or locomotives upon a grade crossing of a railroad of another corporation, for the purpose of receiving or delivering passengers or freight, or other purpose, and any person or corporation violating this provision, shall be liable to a penalty of two hundred and fifty dollars. § 37. Rates of fare. — Every railway corporation may fix and collect the following rates of fare as compensation to be paid for transportating any passenger and his baggage, not exceeding one hundred and fifty pounds in weight, for each mile or fraction of a mile. 1. Where the motive power is rope or cable, propelled by sta- tionary power, five cents, with right to a minimum fare of ten cents ; but if the railroad is less than two miles in length, and overcome an elevation of five hundred feet or more to the mile, five cents for each one hundred feet of elevation so overcome, and the same rates of fare if the motive power is locomotives, furn- 24 Railroad Laws op New York. - • ished with cogs working into cogs on the railway, and the length of road does not exceed four miles. 2. If a road, not incorporated prior to May 15, 1879, and not located in the counties of New York and Kings, or within the limits of any incorporated city, and not more than twenty-five miles in length, five cents ; if over twenty-five and not more than forty miles, four cents; and if over forty miles, three cents. Where by the laying down of a third rail upon a railroad of the ordinary gauge, a narrow-gauge track is created and used for the transportation of passengers, and the length of road does not ex- ceed six miles, including any connecting road of the same gauge, such railroad, for the purpose of fare, shall be deemed a narrow gauge road. 3. If its railroad overcomes an elevation of two hundred feet to the mile, for at least two consecutive miles, and does not exceed twenty miles in length, ten cents ; if it overcomes an elevation ex- ceeding three hundred feet to the mile, within a distance of two miles, five cents for each one hundred feet of elevation ; and where it overcomes an elevation of more than one thousand feet, within a distance of two miles, seven cents for each one hundred feet of elevation in a mile. 4. If the line of its road does not exceed fifteen miles in length, and does not enter or traverse the limits of any incorporated city, and the distance traveled thereon by the passenger does not exceed one mile, five cents. 5. In all other cases, three cents for every such mile or fraction thereof, with a right to a minimum single fare of not less than five cents. This chapter shall not be construed to allow any rate of fare for way passengers greater than two cents per mile to be charged or taken over the track or tracks of the railroad known as the New York Central Eailroad Company, and the rate of fare for way passengers over the track or tracks of such company shall continue to be two cents per mile and no more, wherever it is re- stricted to that rate of fare, nor shall any consolidated railroad corporation charge a higher rate of fare per passenger per mile, upon any part or portion of the consolidated line than was allowed by law to be charged by each existing corporation thereon previ- ously to such consolidation. As amended, chapter 676, Laws 1893. ^ Construction, Operation and Management. 26 § 38. Legislature may alter or reduce fare. — The legisla- ture may, when any such railroad shall be ppened for use, from time to time, alter or reduce the rate of reight, fare or other profits upon such road ; but the same shall not, witliout the con- sent of the corporation, be so reduced as to produce with such profits less than ten per centum per annum on the capital actually expended; nor unless on an examination of the amounts received and expended, to be made by the board of railroad commissioners they shall ascertain that the net income derived by the corpora- tion from all sources, for the year then last past, shall have ex- ceeded an annual income of ten per cent upon the capital of the corporation actually expended. § 39. Penalty for excessive fare. — Any railroad corpora- tion which shall ask or receive more than the lawful rate of fare, unless such overcharge was made through inadvertence or mistake, not amounting to gross negligence, shall forfeit fifty-dollars, to be recovered with the excess so received by the party paying the same ; but no action can be maintained therefor, unless com- menced within one year after the cause of action accrued. I 40. Passenger refusing to pay fare may be ejected. — If any passenger shall refuse to pay his fare the conductor of the train, and the servants of the corporation, may put him and his baggage out of the cars, using no unnecessary force, on stopping the train, at any usual stopping place, or near any dwelling house, as the conductor may elect. §41. Sleeping and parlor cars. — Any railroad corporation may contract with any person, association or corporation for the hauling by the special or regular trains of said railroad corpora- tion, the parlor, drawing-room or sleeping car or cars of such per- son, association or corporation in which extra accommodation shall be furnished, for which said person, association or corpora- tion furnishing such parlor, drawingroom or sleeping car or cars, may charge for ^the carriage and transportation of persons and property therein, a reasonable compensation for such extra accom- modation, in addition to the fare and charges now allowed by law for the carriage and transportation of passengers and property in the ordinary cars of said railroad corporation. But said rail- road corporation so contracting shall be liable in the same way and to the same extent as if the said car or cars were owned by 26 Eailroad Laws op New York. it, and shall furnisli<»sufficient ordinary cars for the reasonabe ac- commodation of the traveling public. As amended ch. 676, Laws 1892. 43. Persons employed as driv^ers and conductors. — Any railroad corporation may employ any inhabitant of the state, of the age of twenty-one years, not addicted to the use of intoxicating liquors, as a car driver or conductor, or in any other capacity, if fit and competent therefor. § 43. Conductors and employes must wear badges. — Every conductor and employe of a railroad coporation employed in a passenger train, or at stations for passengers, shall wear upon his hat or cap a badge, which shall indicate his office or employ- ment, and the initial letters of the corporation employing him. No conductor or collector without such badge shall demand or receive from any passenger any fare or ticket or exercise any of the powers of his employment. No officer or employe without such badge shall meddle or interfere with any passenger, his bag- gage or property. As amended ch. 676, Laws 1893. § 44. Checks for baggage. — A check, made of some proper metallic substance of convenient size and form, plainly stamped with numbers, and furnished with a convenient strap or other ap- pendage for attaching to baggage, shall be affixed to every piece or parcel of baggage when taken for transportasion for a passen- ger by the agent or employe of such corporation, if there is a handle, loop or fi.xture therefor upon the piece or parcel of bag- gage, and a duplicate thereof given to the passenger or person de- livering the same to him. If such check be refused on demand the corporation shall pay to the passenger the sum of ten dollars, and no fare shall be collected or received from him; and if he shall have paid his fare it shall be refunded to him by the con- ductor in charge of the train. Such baggage shall be delivered, without unnecessary delay, to the passenger or any person acting in his behalf at the place to which it was to be transported, where the cars usually stop, or at any other regular intermediate stop- ping place, upon notice to the baggage-master in charge of bag- gage on the train, of not less than thirty minutes, upon presenta- tion of such duplicate check to the officer or agent of the railroad Construction, Operation and Management. 21 corporation, or of any corporation over any portion of whose road it was transported. As amended cli. 676, Laws 1892. § 45. Penalties for injuries to baggage. — Any perjson whose duty it is for or on behalf of the common carrier to handle, re- mcjve, or care for the baggage of passengers, who shall recklessly or willfully injure or destroy any trunk, valise, box, bag, package or parcel, while loading, unloading, transporting, delivering or storing the same, or any railroad corporation, which shall know- ingly keep in its employment any such willful or reckless person, or which shall permit any injury or destruction of such property, through failure to provide sufficient help and facilities for the handling thereof, shall pay to the party injured thereby the sum of fifty dollars, in addition to such damages. § 46. Unclaimed freight and baggage. — Every railroad or other transportation corporation, doing business in this state, which shall have unclaimed freight or baggage, not perishable* in its pos- session for the period of one year, may sell the same at public auction, after giving notice to that effect, once a week for not less than four weeks, in a newspaper published.in the county where the freight or baggage remains unclaimed, and in a newspaper pub- lished in the county where the sale is to be had, and in a new.s- jiaper published in the city of New York, which notice shall con- tain, as near as practicable, a description of such freight or bag- gage, the place and time when left, and the name of the owner, if known. A copy of 'such notice shall be posted in a conspicuous place at each-depot or station, where any portion of such freight or baggage remains unclaimed, at least four weeks before such sale, and a copy thereof shall be served on the comptroller of the state, at least two weeks before such sale. If the name and resi- dence of the owner of any such property is known to, or can be ascertained by the corporation, it shall forthwith serve a copy of such notice upon such owner by mail. Perishable freight or bag- gage may be sold without notice, as soon as it can be, upon the best terms^that can be obtained. All moneys arising from the sale of such freight or baggage, after deducting therefrom charges and expenses for transportation, storage, advertising, commissions for selling the property, and any amount previously paid for its loss or non-delivery, shall be deposited by the corporation making such sale, with a report thereof, and proofs of advertisement, if 28 Eaileoad Laws op New York. any, and if none, proofs that the property was perishable, with th comptroller for the benefit of the general fund of the state, an shall be held by him in trast for reclamation by the persons enti tied to receive the same. As amended, ch. 676, Laws 1892. § 47. Tickets and checks for connecting steamboats. - The proprietors of any line of steamboats, terminating or stoppinj for passengers at any place where a railroad corporation has depot or station, may furnish tickets and baggage cbecks to sucl corporation for the use of passengers, traveling over its road, whi desire to connect with, such line of boats at any such place, an( the railroad corporation shall sell such tickets and deliver a dupli cate of one of such checks to any such passenger applying there for, and shall account for and pay over to the proprietor of sucl line of boats all moneys received by it for the sale of such tickets and any such railroad corporation may furnish tickets and checki for baggage to the proprietors of any such line of steamboats fo the use of passengers traveling over any part of such line o boats, who desire to connect with the railroad of any such corpor ation at any such place, and such proprietors shall sell such ticketi and deliver a duplicate of one of such checks to any such passen ger applying therefor, and shall account for and pay over t( such corporation all moneys received by them for the sale o such tickets. No greater rate of fare shall be charged by anj railroad corporation to any such passenger for the distant traveled over its road than is charged to travelers for th( same distance whose trip ends at the place where connection ii made with any such line of boats, and no greater rate of fare shal be charged by the proprietors of any such steamboat line to an] such passenger for the distance traveled over its line, than if charged to travelers for the same distance whose trip ends at th( place where connection is made with any such railroad. An] additional cost of transfer of a passenger or his baggage from rail road depot or station to steamboat landing, or from steamboa landing to depot or station, shall be borne by the passenger or thi proprietors of the steamboat line or the railroad corporation a whose instance or for whose benefit such transfer is made. Ever] railroad corporation and the proprietors of any line of steamboats their agents or servants, who shall neglect or refuse to sell ticket or furnish a check to any passenger applying for the same, whei Construction, Operation and Management. 29 the same shall have been furnished to them, shall pay to such pas- senger the sum of ten dollars, and no fare or toll shall be collected from him for riding over such road or upon such boats, as the case may be ; and in addition thereto any railroad corporation so ne- glecting or refusing, shall pay the proprietors of such line of boats two hundred and fifty dollars for each day it shall so neglect or refuse ; and the proprietors of any such line of boats so neglecting or refusing, shall pay to such railroad corporation a like sum for each day they shall so neglect or refuse. Every such railroad corporation shall also receive any freight which shall be delivered at any station on the line of its road, marked to go by way of boat or any particular line of boats from any station on its road at which such boat or line of boats termi- nates or stops for freight, and shall transport such freight with all convenient speed to such station, and on its arrival there cause the proprietors of the steamboat line by which it is directed to be sent, or their agent, to be notified of such arrival, and shall deliver such freight to such proprietors or their agent with the bill of charges thereon due such railroad corporations, for the payment of which charges the proprietor or proprietors of such steamboat line shall be responsible, and shall account for and pay the same to suih railroad corporation on demand. The railroad corpom- tion shall not charge for the transportation of such freight over its road any greater sum pro rata than it charges for carrying the same kind of freight the same distance over its road, if it was to be transported by such corporation by rail to its final destination, or to the terminus of the road of such corporation in case it termin- ates before such final destination is reached. Any freight deliv- esed by the proprietors of any steamboat or steamboat line, or their authorized agent, at any station, at a place where such steamboat or steamboats have a landing, to any such railroad cor- poration, for transportation over its road or any part thereof, shall be transported by such corporation to its place of destination for the same price pro rata which would* be charged for the same kind of freight the same distance over its road, if the same had been taken on at the point of first shipment by boat, or at the terminus of the road of such corporation, in case it does not extend to the point of first shipment. § 48. Rights and liabilities as common carriers. — Every railroad corporation doing business in this state shal* be a common 30 Eaileoad Laws of New York. carrier. Any one of two or more corporations ownirjg or operating connecting roads, within this state, or partly within and partly without the state, shall be liable as a common carrier, for the transportation of passengers or delivery of freight received by it to be transported by it to any place on the line of a connecting road ; and if it shall become liable to pay any sum by reason of neglect or misconduct of any other corporation it may collect the same of the corporation by reason of whose neglect or misconduct it be- came liable. As amended ch. 676, Laws 1893. 49 Switches; warning signals; guard-posts; automatic couplers ; automatic or other safety brake ; tools in pas- senger car ; water. — It shall be the duty of every railroad cor- operating its road by steam : 1. To lay, in the construction of new and in the renewal of existing switches, upon freight or passenger main line tracks, switches on the principle of eitlier the so-called Tyler, Wharton, Lorenze, or split-point switch, or some other kind of safety switcli, which shall prevent the derailment of a train, when such switcli is misplaced or a switch interlocked with distant signals. 2. To erect and thereafter maintain such suitable warning sig- nals at every road, bridge, or structure which crosses the railroad above the tracks, where such warning signals may be necessnry, for the protection of employes on top of cars from injury. 3. To place guard-posts in the prolongation of the line of bridge trusses, so that in case of derailment, the posts, and not the bridge trusses, shall receive the blow of the derailed locomotive or car. 4. To use upon every new freight car, built or purchased for use, couplers which can be coupled and uncoupled automatically, without the necessity of having a person guide the link, lift the pin by hand, or go between the end of the cars. 5. To attach to every car used for passenger transportation an automatic air-brake or other form of safety-power brake, applied from the locomotive, excepting cars attached to freight trains, tlie schedule rate of speed of which does not exceed twenty miles an hour. 6. To provide each closed car, in use in every passenger train owned or regularly used upon a railroad, with one set of tools, consisting of an axe, sledge-hammer, crow-bar, and handsaw, to be properly placed so as to be easily removed. Construction, Operation and Management. 31 7. To provide, in each passenger car, where the line of road shall exceed forty continuous miles in lenghth, a suitable receptacle for water, with a cup or drinking utensil attached upon or near such receptacle, and to keep such receptacle, while the car is in use, constantly supplied with cool water. • Every corporation, person or persons, operating such railroad' and violating any of the provisions of this section, except subdi- vision seven, shall be liable to a penalty of one hundred dollars for each offense, and the further penalty of ten dollars for each day that it shall omit or neglect to comply with any of such pro- visions. For every violation of the provisions of the seventh sub- division of this section every such corporation shall be liable to a penalty of twenty-five dollars for each offense. § 50. Railroad commissioners may approve other safe- guards. — The board of railroad commissioners may, on the appli- cation of any railroad corporation, authorize it to use any other safeguard or device approved by the board, in place of any safe- guard or device required by this article, which shall thereafter be used in lieu thereof, and the same penalties for neglect or refusal to use the same shall be incurred and imposed as for a failure to use the safeguard or device hereinbefore required, in lieu of which the same is to be used. §51. Use of stoves or furnaces prohibited. — It shall not be lawful for any railroad corporation, operating a steam railroad in this state, of the length of fifty miles or more, excepting foreign railroads corporations, incorporated without the jurisdiction of the United States, running cars .upon tracks in this state for a distance of less than thirty miles, to heat its passenger cars, on other than mixed trains, except dining-room cars, by any stove or furnace kept inside the car, or suspended therefrom, unless in case of accident or other encicrgency, when it may temporarily use such stove or furnace with necessary fuel, and in cars which have been equipped with apparatus to heat by steam, hot water or hot air from the focomotive, or from a special car, the present stove may be retained to be used only when the car is standing still, and no stove or furnace shall be used in any dining-room car, ex- cept for cooking purposes, and of a pattern and kind to be ap- proved by the railroad commissioners. Any person or corpora- tion, violating any of the provisions of this section, shall be liable to a penalty of one thousand dollars, and to the further penalty of 32 Railroad Laws of New York. one hundred dollars for each and every day during which such violation shall continue. §5*. Canada thistles to be cut. — Every railroad corpora- tion doing business within this state, shall cause all Canada thistles, white and yellow daisies and other noxious weeds growing on any lands owned or occupied by it, to be cut down twice in each and every year, once between the fifteenth day of June and the twenty-fifth day of June, and once between the fifteenth day of August and the twenty-fifth day of August. If any such corporation shall neglect to cause the same to be so cut down, any person may cut the same, between the twenty-fifth day of June and the fifth day of July inclusive, and between the twenty-fifth day of August and the fifth day of September inclusive, in each year, at the expense of the corporation on whose lands the same shall be so cut, at the rate of three dol- lars per day for the time occupied in cutting. § 53. Riding on platform ; walking along track.— No railroad corporation shall be liable for any injury to any pas- senger while on the platform of a car, or in any baggage, wood or freight car, in violation of the printed regulations of the cor- poration, posted up at the time in a conspicuous place inside of the passenger cars, then in the train, if there shall be at the time sufficient room for the proper accommodation of the pas- senger inside such passenger cars. No person other than those connected with or employed upon the railroad shall walk upon or along its track or tracks, except where the same shall be laid across or along streets or highways, in which case he shall not walk upon the track unless necessary to cross the same. Any person riding, leading or driving any horse or other ani- mal upon any railroad, or within the fences or guards thereof, other than at a farm or street or forest crossing, without the con- sent of the corporation, shall forfeit to the people of the state the sum of ten dollars, and pay all damages sustained thereby to the party aggrieved. As amended ch. 676, Laws 1892. § 54. Corporations may establish ferries.— Any steam railroad corporation, incorporated under the Laws of this state, with a terminus in the harbor of New York, may purchase or lease boats propelled by steam or otherwise, and operate the same as a ferry or otherwise, over the waters of the harbor of CONSTKTJCTlON, OPERATION AND MANAGEMENT. 33 New York, but this section shall not be construed to affect the rights of the cities of New York and Brooklyn. As amended ch. 676, Laws 1892. § 55. Certain railroads may cease operation in winter. — The directors of any railroad corporation operating a railroad, constructed and used principally for transporting lumber or ores, during the summer months, or for summer travel, may, by a reso- lution duly passed at a meeting thereof, apply to the board of railroad commissioners for permission to cease the operation of their road during the winter season, for a period, not exceeding seven months in any ,one year, specifying the date of such suspen- sion, and, the date of the reopening thereof; and such board may in their discretion, make an order granting the application wholly or in part, and thereupon such railroad corporation shall be relieved of the duty of operating its road during the period specified in the order. A copy of such order shall be posted 'in all the depots and at the termini of such railroad, and published in every newspaper in each town in ahy part of which such road shall be constructed at least four weeks prior to the date of such suspension. § 56. Mails. — Any railroad corporation shall, when applied to by the postmaster-general, convey the mails of the United States on its road, and in case such corporation and the postmaster general shall not agree as to the rate of transportation therefor, and as to time, rate of speed, manner and condition of carrying the same, the board of railroad commissioners shall fix the prices, terms and conditions therefor, after giving the corporation reasonable opportunity to be heard. Such price shall not be less for carrying such mails in the regular passenger trains than the amount which such corporation would receive as freight on a like weight of merchandise trans- ported in their merchandise trains, and a fair compensation for the post-office car. If the postmaster-general shall require the mail to be carried at other hours, or at higher speed than the pas- senger trains are run, the corporation shall furnish an extra train for the mail, and be allowed an extra compensation for the expenses and wear and tear thereof, and for the service to be fixed as herein provided. Every railroad corporation refusing or neglecting to comply with any provision of this section shall forfeit to the people of the state one hundred dollars for every day such neglect or refusal continues. As amended, ch. 676, Laws 1892. 3 34 Eailroad Laws of New York. § 57. Corporations must make annual report. — Ever person or corporation owning, leasing, operating or in possessio of a railroad, wholly or partly, in this state, shall make an annus report to the board of railroad commissioners of its operations fo the year ending with June thirtieth, and of its condition on ths day which shall be verified by the oaths of the president, o treasurer, and the general manager, or acting superintendeni and shall be filed in the ofiice of such boai:d on or before Sej tember first in each year. Every such person or corporatio shall make quarterly and further reports to such board in th form and within the time ■ prescribed by it. Such board may i: its discretion change the date of the annual report and of filing th same, but the length of time between the date of the annual repoi and the filing of the same shall not be less than herein prescribed Any person or railroad corporation which shall neglect to mak any such report, or which shall fail to correct any such repoi within ten days after notice by the board of railroad commission ers, shall be liable to a penalty of two hundred" and fifty dollars and an additional penalty of twenty-five dollars for each day afte September first on which it shall neglect to file the same, to b sued for in the name of the people of the state of New York, fo their use. The board of railroad commissioners may extend the time hereii limited for cause shown. As amended ch. 676, Laws 1893. § 58. When conductors and brakemen may be policemen — The governor may appoint any conductor or brakeman on an; train conveying passengers on any steam railroad in this state a policeman, with all the powers of a policeman in cities an( villages, for the preservation of order and of the public peace, ani the arrest of all persons committing oSenses upon the land o property of the corporation owning or operating such railroad and he may also appoint, on the application of any such corpors tion or of any steamboat company, such additional policemar designated by it, as he may deem proper, at any station, who shal have the same powers, but not more than one at any one statior Every such policeman shall within fifteen days after receiving hi commission, and before entering upon the duties of his office, tak and subscribe the constitutional oath of office, and file it with hi commission in the office of the secretary of st^te, who shall there V CONSTRUOIION, bPERATlON AND MANAGEMENT. 35 upon transmit to the county clerk of each county in which such policeman is authorized to act a certificate, under his hand and affi- cial seal, setting forth the appointment and the filing of the com- mission and oath, which certificate shall be filed by the county clerk. Every such policeman shall, when on duty wear a metallic shield with the words " Eailway police, or " Steamboat police,"as the case may be, and the name of the corporation for which appointed inscribed thereon, which shall always be worn in plain view, except when employed as a detective. The compensation of every such policeman shal^be such as may be agreed upon between him and the corporation for which he is appointed, and shall be paid by the corporation. When any corporation shall no longer require the services of any such policeman, they may file notice to that effect in the several offices in which notice of his appointment was originally filed, and thereupon such appointment shall cease and be at an end. § 59. Requisites to exercise of powers of future railroad corporations. — ISTo railroad corporation hereafter formed under the laws of this state shall exercise the powers conferred by law upon such corporations or begin the construction of its road until the directors shall cause a copy of the articles of association to be published in one or more newspapers in eaeh county in which the road is proposed to bo located, at least once a week for three successive weeks, and shall file satisfactory proof thereof with the board of railroad commissioners ; nor until the board of railroad commissioners shall certify that the foregoing conditions have been complied with, and also that public convenience' and necessity require the construction of said railroad as proposed in said articles of association. The foregoing certificate shall be applied for within six months after the completion of the three weeks' publication hereinbefore provided for. If a certificate is refused no further proceedings shall be had before said board, but the ap- plication may be renewed after one year from the date of such refusal. Prior to granting or refusing said certificate the board shall have a right to permit errors, omissions or defects to be sup- plied and corrected. After a refusal to grant suqh certificate the board shall certify a copy of all mjtps and papers on file in its office and of the findings of the board when so requested by the directors aforesaid. Such directors may thereupon present the same jto a general term of tlie supreme court of the department 36 Eailroad Laws of Nfew York. within whicli said road is proposed in whole or in part to constructed, and said general term shall have power, in its disc tion, to order said board, for reasons, stated, to issue said cert cate, and it shall be issued accordingly. Such certificate shall filed in the office of the secretary of state, and a copy thereof, c tified to be a copy of the secretary of state, or his deputy, sh be evidence of the facts therein stated. Nothing in this secti shall prevent any such railroad corporation from causing su examinations and surveys for its proposed railroad to be made may be necessary to the selection of the most adv^ntageaus rou1 and for such purpose by its officers or agents and servants, to eni upon the lands or water of any person, but subject to the respc sibility for all damage which shall be done thereto. This secti shall not apply to street railroads. I As amended ch. 676, Laws 1893. ARTICLE JIL • Consolidation, Lease, Sale, and Eeorganization, Section 70. Consolidation of corporations owning continuous lines. 71. Conditions. 1. Joint agreement; amount of capital stock. 3. Agreement to be submitted to meeting of stockholders. 73. New corporation. 73. Creditors' rights not to be impaired. 74. Assessment of property of new corporation, 75. Stock of municipal corporation, how represented. 76. Foreclosure of mortgages made by consolidated railroads part in the state. 77. Powers of corporation of other states. ^„ 78. Lease of road. 79. Lessees of railroad may acquire stock therein. 80. Consolidation and lease of parallel lines prohibited. 81. Mortgagee may purchase at foreclosure sale. 83. Certificates of stock may be issued after foreclosure in certa: cases. 83. Liabilities of reorganized railroad corporations. § 70. Consolidation of corporations owning continnon lines. — Any railroad or other corporation, organized under th laws of this state, or of this state and any other state, and ownin or operating a railroad, bridge or tunnel, either wholly within c partly within and partly without the state, or whose lines or rout( of road have been located but not constructed, may merge an Consolidation, Lease, Sale and Eeoeganization. 3T consolidate its capital stock, franchises, and property with the capi- tal stock, franchises and property of any other railroad, tunnel or bridge corporation or corporations organized under the laws of this state or of this state and any other state, or under the laws of any other state or states, whenever the two or more railroads of the com- paijies or corporations so to be consolidated, tunnels, bridges or branches or any part thereof, or the lines or routes of their road, if not constructed, shall or may form a continuous or connected line of railroad with each other or by means of any intervening railroad bridge, tunnel or ferry and any such consolidated cor- poration may thereupon construct or finish the construction of such continuous line of railroad, if not previously constructed, and operate the same, subject to all provisions of law applicable to such railroad corporations. Where the road to be operated is in whole or in part a tunnel or sub-surface road, authorized by section 16 of this chapter, its consolidation with another road or roads under the provisions , of this section shall not prevent any connecting railroad from having equal rights of transit for its pas- sengers and freight through or over the tunnel, or bridge of any such road, upon the same equitable terms, nor shall, such consoli- dation be made where such tunnel or subsurface roads exceeds five miles in length. As amended ch. 676, Laws 1892. § 71. Conditions. — Such consolidation shall be made in the following manner : 1. Joint agreement ; amount of capital stock. — The direc- tors of the corporations proposing to consolidate may enter into a joint agreement, under the corporate seal of each corporation, for the consolidation of such corporations, and prescribing the terms and conditions thereof, the mode of carrying the same into effect, the name of the new corporation, the number and names of the directors and other officers thereof, and who shall be the first directors and officers and their placed of residence, the number shares of the capital stock, the amount or par value of each share, and the manner of converting the capital stock of each corpora- tion into that of the new corporation, and how and when the directors and officers shall be chosen, with such other details as they shall deem necessary to perfect such new organization and the consolidation of such corporations. But in no case shall the capital stock of the corporation formed by such consolidation ex- 38 Eailroad Laws of New York. ceed the sum of the capital stock of the corporations so consoli- dated, at the par value thereof. Nor shall any bonds or other evi- dences of debt be issued as a consideration for, or in connection with, such consolidation. 2. Agreement to be submitted to meeting of stockholders. — If stockholders owning two-thirds of all the stock of each of such corporations shall by a consent in writing, acknowledged as are deeds entitled to be recorded and endorsed upon said lease or agreement, signify their assent thereto, it shall be deemed and taken as the adoption of such agreement by and on behalf of such corporation, and the original or certified copy thereof shall be filed as hereinafter provided. If such agreement shall not be consented to in writing' by holders of two thirds of the stock of either of such corporations as hereinbefore provided, such agreement shall be submitted to the stockholders of each of such corporations at a meeting thereof called separately for the purpose of taking the same into consideration. Due notice of the time and place of hold- ing such meeting, and the object thereof, shall be given by each corporation to its stockholders by written or printed notices ad- dressed to each of the persons in whose names the capital stock of such corporation stands on the books thereof, and delivered to such persons respectively, or sent to them by mail, when their post-office address is known to the corporation, at least thirty days before the time of holding such meeting, and also by a general notice published at least once a week for four weeks successively in some newspaper printed in the city, town or county where such corporation has its principal office or place of business. At such meeting of stockholders such agreement shall be considered, and a vote by ballot taken for the adoption or rejection of the same, and if the votes of the stockholders owning at least two-thirds of the stock of each corporation present and voting in person or by proxy shall be for the adoption of such agreement, then that fact shall be certified thereon Joy the secretaries of the respective cor- porations, under the seal thereof, and the agreement so adopted, or a certified copy thereof, shall be filed in the office of the secretary of state, and in the office of the clerk of the county where the new^ corporation is to have its principal place of business, and shall from thence be deemed and taken to be the agreement and act of consolidation of such corporations, and thereafter such cor- porations, parties thereto, shall be.one corporation by the name Consolidation, Lease, Sale and Reorganization. 39 provided in such agreement, but such act of consolidation shall not release such new corporation from any of the restrictions, liabilities or duties of the several corporations so consolidated. As amended ch. 676, Laws 1893. § 72. New corporation. — Upon the consummation of such act of consolidation all the rights, privileges, exemptions and franchises of each of the corporations, parties to the same, and all the property, real, personal and mixed, and all the debts due o^ whatever account to either of them, as well as all stock subscrip- tions and other things in action belonging to either of them, shall be taken and deemed to be transferred to and vested in such new corporation, without further act or deed ; and all claims, demands, property, rights of way, and every other interest shall be as effect- ually the property of the new corporation as they were of the former corporations, parties to such agreement and act ; and the title to all real estate, taken by deed or otherwise, under the laws of this state, vested in either of such corporations, parties to such agreement and act, shall not be deemed to revert or be in any way impaired by reason of this act, or anything done by virtue thereof, but shall be vested in the new corporation by virtue of such act of consolidation. And it shall be lawful for any rail- ■ road company or corporation, now or hereafter formed by the con- solidation of one or more railroad- companies or corporations or- ganized under the laws of this state, or under the laws of this state and other states, with one or more railroad companies or cor- porations organized under the laws of any other state, or the laws of this state and other states, to issue its bonds for the purpose of paying or retiring any bonds theretofore issued by either of said companies or corporations so consolidated, or for any purpose and to the amount authorized by the laws of the state under which either of said companies or corporations so consolidated was or- ganized, and secure the same by a mortgage upon its real or per- sonal property, franchises, rights and privileges, whether within or without this state, and subject to the remedies for the enforce- ment of the same under the laws of either of said states. Nothing in this act contained shall authorize the execution of any such mortgage without the consent of the stockholders as now required by th,e laws of this state, nor compel any bondholder to accept payment in whole or in part of, any bond or bonds held by him or to surrender the same before they shall become due. As amended by Laws of 1891, chapter 362, § 1. 4:0 Eailroad Laws of New York. § 73. Creditors' rights not to be impaired.— The rights of all creditors of, and all liens upon the property of, either of such corporations, parties to such agreement and act, shall be pre- served unimpaired, and the respective corporations shall be deemed to continue in existence to preserve the same, and all debts and liabilities incurred by either of such corporations shall thenceforth attach to such new corporation, and be enforced against it and its property to the same extent as if incurred or contracted by it No actions or proceedings in which either of" such corporations is a party shall abate or be discontinued by such agreement and act of consolidation, but may be conducted to final judgment in the names of such corporations, or such new corporation may be, by order of the court, on motion substituted as a party. § 74. Assessment of property of new corporation. — The real estate of such new corporations, situate within this state, shall be assessed and taxed in the several towns and cities where the same shall be situated in like manner as the real estate of other railroad corporations is or may be taxed and assessed, and such proportion of the capital stock and personal property of such new corporation shall in like manner be assessed and taxed in this state, as the number of miles of its i-ailroad situate in this state bears to the number of miles of its railroad situate in the other state or states. § 75. Stock of municipal corporation, how represented. At any meeting of the stockholders of any railroad corporation to consider any agreement or proposition to consolidate, the commis- sioners or other officers of any municipal corporation holding or having charge of any of the capital stock of such railroad corpor- tion shall represent such municipal corporation, and may act and vote in person or by proxy on all matters relating to such consoli- dation in the same manner as individual stockholders. § 76. Foreclosure of mortgages made by consolidated railroads partly in the state. — Whenever a railroad corpora- tion whose line of road lies partly in this state and partly in an- other state or states, shall have been created by the consolidation of a railroad corporation of this state with a railroad corporation or corporations of another state or states, and shall have executed a mortgage upon its entire line of railroad, and a sale of the entire line of road under such mortgage shall have been or may here- Consolidation, Lease, Sale and Eeorganization. 41 after be ordered, adjudged and decreed by a court of competent jurisdiction of the state or states in which the greater part of such line of railroad may be situated, upon the confirmation of such judgment or decree, and of the sale made thereunder, by the su- preme court of this state in the judicial district in which some part of such line of road is situated ; such sale shall operate to pass title to the purchaser of that part of the line of railroad lying in this state, together with its appurtenances and franchises, with the same force and efEect as if the judgment or decree under which such sale is had, had been made by a court of competent jurisdic- tion of this state. Such judgment or decree and sale may be so confirmed in any action now pending, or that may hereafter be brought in the supreme court, for the foreclosure of such mort- gage, or in aid of an action for that purpose pending in such other state, if it shall appear that such confirmation is for the interest of the public and of the parties, due and lawful provision being macie for and in respect of any liens upon that part of the line of road or other property sold situate in this state, and for such costs, expenses and charges as may appear to be just and lawful. If a receiver of the entire line of such railroad shall have been, or may hereafter be appointed by such court of competent jurisdiction of the state in which the greater part of the line of railroad is situ- ated, such receiver may perform, within this state, the duties of his 'office not inconsistent with the laws of this state, and may sue and be sued in the courts of this state. § 77. Powers of corporations of other states. — A railroad corporation created under the laws of the state in which the greater part of the line of such railroad may be situated, for the purpose of taking title to and operating the entire line of rail- road, so sold as provided in the precding section, with its fran- chises and appurtenances, the judgment, decree and sale having been duly confirmed and approved, as therein provided, may hold, possess and operate that part of the line of such railroad lying in this state, and shall have all the rights and franchises theretofore possessed by the corporation executing the mortgage under which such sale was made, and such as now are or may hereafter be conferred upon railroad corporations organized under the laws of this state, and shall be subject to the duties and liabilities to which such corporation was by the laws of this state subject, and to such further or other duties and liabilities as are 42 Eailroad Laws of New York. now or may hereafter be imposed by law upon railroad corpora- tions of this state, provided that an exemplified copy of the cer- tificate of incorporation under and by virtue of which such cor- poration is created, and of the judgment or decree under which the entire line of railrdad was sold, and a certified copy of the order or judgment or decree of confirmation and approval required by the preceding section, shall be filed in the office of the secre- tary of state for this state, and in the ofiS.ce of the county clerk of the county where its principal business ofiB.ce in this state is located. § 78. Lease of road. — Any railroad corporation or any cor- poration owing or operating any railroad or railroad route within this state may contract with any other such railroad corporation for the use of their respective roads or routes, or any part thereof, and thereafter use the same in such manner and for such time as may be prescribed in such contract. Such contract may pro- vide for the exchange or guarantee of the stock and bonds of either of such corporations by the other and shall be executed by the contracting corporations under the corporate seal of each corpora- tion, and if such contract lease of any such road and for a longer period than one year, such contract shall not be binding or valid unless approved by a vote of the stockholders owning at least two-thirds of the ^ stock of each corporation present and voting in person or by proxy at a meeting thereof called separately for that purpose upon a notice, stating the time, place and object of the meeting, served at least thirty days previously upon each siockholder personally, or mailed to him at his post-office address, and also published at least once a week, for four weeks successively, in some newspaper printed in the city, town or county where such corporation has its principal office, and there shall be en- dorsed upon the contract the certificate of the secretaries of the respective corporations under the seals thereof, to the efifect that the same has been approved by such vote of the stockholders, and the contract shall be executed in duplicate and filed in the offices where the certificates of incorporation of the contracting corpora- tions are filed. The road of a corporation can not be used under any such contract in a manner inconsistent with the provisions of law applicable to its use by the corporation owning the same at the time of the execution of the contract. Such contract shall be executed by the corporations, parties thereto, and proved and Consolidation, Lease, Sale and Eeoeganization. 43 acknowledged in such manner as to entitle the same to be recor- ded in the ofiice of the clerk or register of each county through or into which the road so to be used shall run. Nothing in this sec- tion shall apply to any lease in existence prior to May 1, 1891. As amended ch. 676. Laws 1893. § 79. Lessees of railroad may acquire stock therein. — Any railroad corporation created by the laws of this state, or its successors, may take a surrender or transfer of the capital stock of the stockholders, or any of them" in the corporation whose road is held under lease, and issue in exchange therefor the like additional amount of its own capital stock at par, or on such other terms and conditions as may be agreed upon between the two corporations ; and whenever the greater part of the capital stock of any such corporation shall have been so surrendered or transferred, the directors of the corporation taking such surrender or transfer shall thereafter, on a resolution electing so to do, to be entered on their minutes, become ex-officio the directors of the corporation whose road is so held under lease, and shall manage and conduct the affairs thereof, as provided by law ; and whenever the whole of such capital stock shall have been so surrendered or transferred, and a certificate thereof filed in the office of the secretary of state, under the common seal of the corporation to whom such surren- der or transfer shall have been made, the estate, property, rights, privileges and franchises of the corporation whose stock shall have been so surrendered or transferred, shall thereupon vest in and be held and enjoyed by the corporation, to whom such surrender or transfer shall have been made, as fully and entirely, and without change or diminution, as the same were before held and enjoyed, and be managed and controlled by the board of directors of the corporation, to whom such surrender or transfer of such stock shall have been made, and in the corporate name of such corpora- tion. Where stock shall have been so surrendered or transferred, the existing liabilities of the corporatron, and the rights of the creditors and of any stockholder, not surrendering or transferring his stock, shall not be affected thereby. § 80. Consolidation and lease to parallel lines prohib- ited. — No railroad corporations or corporations owning or oper- ating railroads, whose roads run on parallel or competing lines, shall merge, or consolidate, or enter into any contract for the use of their respective roads, or lease the same the one to the other, 44 Railroad Laws of New York. unless the board of railroad commissioners of the state or a ma- jority of such board shall consent thereto. As amended ch. 676, Laws 1892. § 81. Mortgagee may purchase at foreclosure sale.— Any mortgagee of the property and franchises of any railroad corporation may become the purchaser of the same at any sale thereof under the mortgage, upon foreclosure by advertisement, or under a judgment, or decree, or otherwise, and hold and use the same, with all the rights and privileges belonging thereto or con- nected therewith for the period of six months, and convey the same to any railroad corporation. § 83. Certificates of stoek may be issued after foreclos- ure in certain cases. — If any person or corporation shall be en- titled to certificates of stock subscribed to and paid for in any rail- road corporation, whose property and franchises have been sold under mortgage foreclosure, and such certificates have not been issued before foreclosure, the officers of the corporation shall, at any time within six months after the foreclosure sale issue and de- liver to the person or corporation entitled thereto, upon demand, such certificates of stock, which shall have all the force and effect and confer upon the holder all the rights which he would have had if such certificates of stock had been issued at the time of the payment of the subscription thereto. § 83. Liabilities of reorganized railroad corporations. — A railroad corporation, reorganized under the provisions of law, relating to the formation of new or reorganized corporations upon the sale of their property or franchise, shall not be compelled or required to extend its road beyond the portion thereof constructed at the time the new or reorganized corporation acquired title to such railroad property and franchise, provided the board of rail- road commissioners of the Wate shall certify that, in their opinion, the public interests under all the circumstances do not require such extension. If such board shall so certify and shall file in their office such certificate, which certificate shall be irreversible by such board, such corporation shall not be deemed to have in- curred any obligation so to extend its road and such certificate shall be a bar to any proceedings to compel it to make such ex tension or to annul its existence for failure so to do, and shall be final and conclusive in all courts and proceedings whatever. This Street Stteface Railroads. 45 section shall not authorize the abandonment of any portion of a railroad which has been constructed and operated, or apply to Kings county. ARTICLE IV. STREET SURFACE RAILROADS. Sectios^ 90. Street surface railroads; general provision. 91. Consent of property owners and local authorities. 93. Consent of local authorities; how procured. 93. Condition upon which consent shall be given; sale of franchise at public auction. 94. Proceedings if property owners do not consent. 95. Percentage of gross receipts to be paid in cities and villages; re- port of officers. 96. Extension of routes over rivers; terminus in other counties; when property holders withhold consent; supreme court may appoint commissioners. 97. Use of tracks of other roads. 98. Repair of streets; rate of speed; removal of ice and snow. 99. Within what time road to be built. 100. Motive power. 101. Rate of fare. 102. Construction of road in streets where other road is built. 103. Abandonment of part of route. 104. Contracting corporations to cairy for one fare; penalty. 105. EflEect of dissolution of charter as to consents. 106. Corporate rights saved in case of failure to complete road; right to operate branches In certain cases; conditions; former con- sents ratified; limitation. 107. When sand may be used on tracks. 108. Road not to be constructed upon ground occupied by publilc buildings or in public parks. 109. Center-bearing rails .prohibited. 110. Right to cross bridge substituted for bridge crossed for five years. § 90. Street surface railroad; general provision. — A cor- poration organized since May 6, 1884, for the purpose of building and operating or extending a street surface railroad or any of its branches, for public use in the conveyance of persons and prop- erty in cars for compenensation, upon and along any street, avenue, road or highway, in any city, town or village, or in any two or more civil divisions of the state, must comply with the provisions of this article. A street surface railroad ■ corporation may file in each of the offices in which its certificates of incor- 4:6 Eailroad Laws of New York. poration are filed, a statement of the names and descriptions of the streets, roads and highways in which it is proposed to extend its road. Upon filing such statement, such corporation shall, ex- cept as otherwise prescribed by law, have the same power and privileges, to extend, construct, operate and maintain its road in such streets, roads and highways as it acquired by its incorpora- tion to construct, operate and mamtain its road in the streets, roads and highways named in its certificate of incorporation. As amended ch. 676, Laws 1893. § 91. Consent, of property owners and local authorities. —Such railroad shall not be built, extended or operated, unless the consent in writing, acknowledged as are deeds entitled to be recorded, of the owners of one-half in value of the property bounded on, and also the consent of the local authorities having control of that portion of a street or highway upon which it is proposed to build or operate such railroad shall have been first obtained. In cities, the common council, acting subject to the power now possessed by the mayor to veto ordmances ; in villages the board oE tiustees, and in towns the town board shall be the local authorities referred to ; if in any city, the exclusive control of any street, avenue or other property, which is to be used or occupied by any such railroad, is vested in any other authority, the consent of such authority shall be also first obtained. The value of the property above specified shall be ascertained and determined by the assessment-roll of the city, village or town in which it is situated, completed last before the local authorities shall have given their consent, except property owned by such city, village or town, the value of which shall be ascertained and determined by making the value thereof to be the same as is shown by such assessment-roll to be the value of the equivalent in size and fi'ontage of the adjacent property on the same street or highway ; and the consent of the local authorities shall operate as the consent of such city, village or town as the owners of such property. But where such railroad runs through a street or ave- nue, bounded on one side by a public square or park, the consent of one-half of the property owners on the other side of such street or avenue and opposite to such square or park shall also be obtained. As amended, chapter 676, Laws 1892. § 9*2. Consent of local authorities; how procured.— The Street Surface Eailroads. 47 application for tbe consent of ,J;he local authorities shall be in writing, and before acting thereon such authorities shall give pub- lic notice thereof and of the time and place when it will first be considered, which notice shall be published daily in any city for at least fourteen days in two of its daily newspapers if there be two, if not, in one, to be designaated by the mayor, and in any village or town for at least fourteen days in a newspaper pub- lished therein, if any there shall be, and if none, then daily in two daily newspapers if there be two, if not, one published in the city nearest such village or town. Such consent must be upon the expressed condition that the provisions of this article pertinent thereto shall be complied with, and shall be filed in the office of the clerk of the county in which such railroad is located. Id. § 93. Condition upon which consent shall be given; sale of franchise at public auction. — The consent of the local au- thorities, in cities containing twelve hundred and fifty thousand inhabitants or more, according to the last federal census or state enumeration, must contain the condition that the right, franchise and privilege of using any street, roadh, ighway, avenue, park or public place shall be sold at public auction to the bidder who will agree to give the city the largest percentage per annum of the gross receipts of such corporation, with a bond or under- taking in such form and amount and with such conditions and sureties as may be required and approved by the comptroller or other chief fiscal officer of the city for the fulfillment of such agreement and for the commencement and completion of its railroad within the times hereinafter designated, according to the plan or plans, and on the . route or routes fixed for its construc- tion. Whenever such consent shall provide for the sale at public auction of the right to construct and operate a branch or extension of an existing railroad such consent shall provide that but one fare shall be exacted for passage over such branch or extension and over the line of road which shall have applied therefor, and, further, that is such right shall be purchased by any corporation other than the applicant, that the gross receipts from joint business shall be divided in the proportion that the length of such exten- tension or branch so sold shall bear to the entire length of the road which shall have applied therefor and of such branch or ex- tension, and that if such right shall be purchased by the appli- 48 Railroad Laws of New York. cant, the percentage to be paid shall be calculated on such portior of its gross receipts as shall bear the same proportion to the whol( value thereof as the length of such extension or branch shall beai to the entire length of its road. The bidder to whom such right franchise and privilege may be sold must be a duly incorporatec railroad corporation of this state, organized to construct, maintair and operate a street railroad in the city for which such conseni may be given ; but no such corporation shall be entitled to bid at such sale unless at least five days prior to the day fixed for sucb sale, or five days prior to the day to which such sale shall have been duly adjourned, the corporation shall have filed with thf comptroller or other chief fiscal officer of the city, a bond in writing and under seal, with sufficient sureties to be approved by sucb comptroller or officer, conditioned that if such right, franchise and privilege shall be sold to such corporation, to pay ,to the city where such railroad is situated the sum of fifty thousand dollars as liquidated damages, and not by way of penalty in the event oi the failure of such bidder to fulfill the terms of sale, comply with the provisions of this article pertinent thereto, and complete and operate its railroad according to the plan or plans and upon the route and routes fixed for its construction within the time herein- after designated for the construction and completion of its rail- road, and also conditioned to pay to the corporation first applying for the consent, if it shall not be the successful bidder, the neces- sary expenses incurred by such corporation prior to the sale pursu- ant to requirement and direction of the local authorities, within twenty days after such sale and upon the certificate of the comp- troller or other officer conducting the same as to the sum or amount to be paid. Notice of the time and place and terms of sale, and of the route or routes to be sold, and of the conditions upon which the consent of the local authorities to the construction, opera- tion and extension of such street railroad will be given, must be published by such authorities for at least three successive weeks, and in any city having two or more daily news- papers at least three times a week in two of such papers, to be des- ignated by the mayor, and in any citywhere two daily newspapers are not published, at least once a week in a newspaper pub- lished thsretn to be designated by the mayor. The comptroller or other chief fiscal officer of the city shall attend and conduct such sale and may twice adjourn the same, l^ut not more than four weeks in all, and shall cancel any bid if the bidder shall not have Street Surface Eailroads. 49 furnished adequate security entitling such bidder to bid, or shall otherwise fail to comply with the terms or conditions of sale, and shall resell the consent and license in the same manner as herein- before provided for the first sale. The bidder who may build and operate such railroad shall at all. times keep accurate books of account of the business and earnings o£ sucli railroad,^which books shall at all times be subject to the inspection of the local authorities. In the event of the failure or refusal of the corporation operating or using such railroad to pay the rental or percentage of gross earnings agreed upon, and after notice of not less than sixty days to pay the same, the local authorities interested therein may apply to any court having jurisdiction upon at least twenty days' notice to such corporation, and after it shall have had an opportunity to be heard in its defense, for judgment declaring tUe consent and right to operate and use such railroad forfeited and authorizing the sale again of the* same in the manner hereinbe- fore prescribed, provided, however, that no such resale of any such consent and right heretofore granted shall be authorized ex- cept upon the •condition that the same shall be subject to all liens and incumbrances existing on said railroads at the time such for- feiture may have been declared. All consents hereafter given by the local authorities shall cease and determine at the expiration of two years thereafter, and every such consent heretofore given to a corporation incorporated under chapter two hundred and fifty- two of the laws of eighteen hundred and eighty -four for the pur- pose of constructing and operating a street surface railroad only wholly south of the Harlem river shall continue until June thirty, eighteen hundred and ninety-three, when it shall cease, unless prior thereto the consent of a sufficient number of the property owners or the order of the general term in lieu thereof shall .have been first obtained, and the provisions of this section shall apply to all applications for such consents, made under any statute either before or after the passage of this chapter, and not finally acted upon at the time of its passage. Whenever it shall be desired to unite two street surface railroad routes at some point not over one- half mile from such respective lines or routes, and establish by the construction of such connection anew route for public travel, and the corporation or corporations owning or using such rail- roads shall consent to operate such connection as a part of a con- tinuous route for one fare, and it shall appear to the local authori- 4 50 Railroad Laws op New York. ties that such connection cannot be operated as an independe railroad without inconvenience to the public, but that it is to t public advantage that the same should be operated as a contin ous line or route with existing railroads, or whenever, for the pt pose of connecting with any ferry or railroad depot, it shall be d sired to construct an extension or branch not more than one-h£ mile in length, of any street surface railroad corporation, no, sa of such franchise shall be made as provided in this section, b any consent of the local authorities for the construction and o eration of such connection, extension or branch shall, provide th the corporation or corporations operating such connection, exte sion or branch shall pay into the treasury of said city annual' the percentage provided for extensions or branches in sectic ninety-five of this chapter, for the purposes, at the times, in tl manner and upon the conditions set forth in such seotio Nothing herein contained shall- be construed as applying to ( affecting or modifying the terms of a certain contract bearing da January 1, 1892, entered into by and between the city of Buffa' and the various street surface railroad corporations 'therein name in such contract As amended chap. 676, Laws 1892. § *93. Condition upon which consent shall be given; sal of franchise at public auction. — The consent of the local ai thorities in cities containing twelve hundred and fifty thousan inhabitants or more, according to the last federal census or stal enumeration, must contain the condition that the right, franchis and privilege of using any street, road, highway, avenue, park ( public place shall be sold at public auction to the bidder wh will agree to give the city the largest percentage per a,nnum ( the gross receipts of such corporation, with a bond or undertakin in such form or amount and with such conditions and sureties i may be required and approved by the comptroller or other chi( fiscal officer of the city for the fulfillment of such agreement an for the commencement and completion of its railroad within th times hereinafter designated according to the plan or plans an on the route or routes fixed for its construction. Whenever sue consent shall provide for the sale at public auction of the right t construct and operate a branch or extension of an existing rai road, such consent shall provide that but one fare shall be 63 acted for passage over such branch or extension and over the lii Street Surface Railroads. 51 of road which shall have applied therefor, and further, that if sueh right shall be purchased by any corporation other than the appli- cant that the gross receipts from joint business shall be divided in the proportion that the length of such extension or branch so sold shall bear to the entire length of the road which shall have applied therefor, and of such branch or extension and that if such right shall be purchased by the applicant, the percentage to be paid shall be calculated on such portion of its gross receipts as shall bear the same proportion to the whole value thereof as the length of such extension or branch shall bear to the entire length of its road. The bidder to whom such right, franchise and privilege may be sold must be a duly incorporated railroad corporation of this state, organized to construct, maintain and operate a street railroad in the city for which such consent may be given, but no such corporation shall be entitled to bid at such sale unless at least five days prior to the day fixed for such sale, or five days prior to the day to which such sale shall have been duly adjourned, the corporation shall have filed with the comptroller or other chief fiscal officer of the city, a bond in writing and under seal, with sufficient sureties to be approved by such comptroller or officer, conditioned that if such right, franchise and privilege shall be sold to such corporation to pay to the city where such railroad is situated the sum of fifty thousand dollars as liquidated damages and not by way of penalty, in the event of the failure of such bidder to fulfill the terms of sale, comply with the provisions of this article pertinent thereto, and complete and operate its railroad according to the plan or plans and upon the route and routes fixed for its construction within the time hereinafter designated for the construction and completion of its railroad, and also conditioned to pay to the company first applying for the consent, if it shall not be the successful bidder, the necessary expenses incurred by such corporation prior to the sale pursuant to requirement and direction of the local authorities, within twenty days after such sale and upon the certificate of the comptroller or other officer conducting the same as to the sum or amount to be paid. Notice of the time and place, and terms of sale, and of the route or routes to be sold, and of the conditions upon which the consent of the local authorities to the construction, operation and extension of such street railroad will be given, must be published by such authorities for at least three successive weeks, and in any city having two or more daily newspapers at least three times a 52 Eailroad Laws op New York. week ia two of such papers to be designated by the mayor, and in any city where two daily newspapers are not published, at least once a week in a newspaper published therein to be designated by the mayor. The comptroller or other chief fiscal officer of the city shall attend and conduct such sale and may twice adjourn the same, but not more than four weeks in all, and shall cancel any bid if the bidder shall not have furnished adequate security entitling such bidder to bid or shall otherwise fail to comply with the terms and conditions of sale, and shall resell the consent and license in the same manner as herein- before provided for the first sale. The bidder who may build and operate such railroad shall at all times keep accurate books of account of the business and earnings of such railroad which books shall at all times be subject to the inspection of the local authori- ties. In the event of the failure or refusal of the corporation operating or using such railroad to pay the rental or percentage of gross earnings agreed upon, and after notice of not less than sixty days to pay the same, the local authorities interested therein may apply to any court having jurisdiction upon at least twenty days' notice to such corporation, and after it shall have had an opportu- nity to be heard in its defense, for judgment declaring the consent and right to operate and use such railroad forfeited and authori- zing the sale again of the same in the manner hereinbefore pre- scribed, provided, however, that no auch resale shall be author- ized except upon the condition that the same shall be subject to all liens and incnmbrances existing on said railroads at the time such forfeiture may have been declared. All consents hereafter given by the local authorities shall cease and determine at the expiration of two years thereafter, and all such consents heretofore given shall continue until June thirtieth, eighteen hundred and ninety-three, when they shall cease, unless prior thereto thci con- sent of a sufficient number of the property owners or the order of the general term in lieu thereof shall have been first obtained, and the provisions of this section shall apply to all applications for such consents, made under any statute either before or after the passage of this chapter, and not finally acted upon at the time of its passage. Whenever it shall be desired to unite two street surface railroads or railroad routes at some point not over one-half mile from such respective lines or routes and es- tablish by the construction of such connection a new route for public travel and the corporation or corporations owning or using Street Surface Eailroads. 53 such railroads shall consent to operate such connection as a part of a continuous route for one fare, and it shall appear to the local authorities that such connection cannot be operated as an inde- pendent railroad without inconvenience to the public, but that it is to the public advantage that the same should be operated as a continuous line or route with existing railroads, or whenever, for the purpose of connecting with any ferry or railroad depot, it shall be desired to construct an extension or branch not more ttan one-half mile in length of any street surface railroad, no sale of such franchise shall be made as provided in this section, but any consent of the local authorities for the construction and oper- ation of such connection, extension or branch shall provide that the corporation or corporations operating such connection, ex- tension or branch shall pay into the treasury of said city annu- » ally the percentages provided for extensions or branches in sec- tion ninety-five of this article, for the purposes, at the times, in the manner and upon the conditions set forth in such section. § 2. Section one hundred and two of chapter five hundred and sixty-five of the laws of eighteen hundred and ninety, entitled "An act in relation to railroads, constituting chapter thirty- nine of the general laws," is hereby amended so as to read as follows : § 102. Construction of road in street along or across where other road is huilt. — No street surface railroad cor- poration shall construct, extend or operate its road or tracks in that portion of any street, avenue, road or^ highway, in which a street surface railroad is, or shall be lawfufly constructed, except for necessary crossings, without first obtaining the consent of the corporation owning and maintaining the same, except that any street surface railroad company may use the tracks of another street surface railroad company for a distance not exceeding one tliousand feet, wherever the court upon an application for com- missions shall be satisfied that such use is actually necessary to connect main portions of a line to be constructed as an independ- ent railroad, or to connect said railroad with a ferry, and that the public convenience requires the same, in which event the right to such use shall only be given for a compensation to an extent and in a manner to be ascertained and determined by commis- sioners to be appointed by the courts as is provided in the condemnation law, or by the board of railroad commissioners in 54 Eailroad Laws of New York. cases where the corporations interested shall unite in a request for such board to act. Such commissioners, in determining the compensation to be paid for the use by one corporation of the tracks of another, shall consider and allow for the use of tracks and for all injury and damage to the corporation whose tracks may be so used. Note. — Section 93 "of the railroad law was amended by chapters 306 and 676 of the Laws of 1892. The latter chapter was based upon a bill reported tb the legislature of 1893 by the commissioners of statutory revision, proposing various amendments to the railroad law. By reason of section 33 of the statu- utory construction law, there may be a question as to which of these two amendments supersedes the other. Both are, therefore, inserted here. § 94. Proceedings if property owners do not consent — If the consent of property owners required by any provisions of this article can not be obtained, the corporation failing to obtain such consents may apply to any general term of the supreme court held in the department in which it is proposed to construct its road for the appointment of three commissioners to determine whether such railroad ought to be constructed and operated. Notice of such application must, at least ten days prior thereto, be served, per- sonally, upon each non-consenting property owner by delivering the same to the person to whom such property is assessed upon such assessment-roll or by duly mailing the same, properly folded and directed, to such property owner at his post-ofiice address with the postage prepaid thereon. If the person upon whom ser- vice is to be made is unknown, or his residence and post-office ad- dress are unknown and cannot by, reasonable diligence be ascer- tained, service of such notice may be made by publishing the same in such newspaper of the county as the court may direct, at least once a week for two successive weeks. Upon'due proof of service of such notice the court to which the application is made shall appoint three disinterested persons, who shall act as commis- sioners, and who shall, within ten days after their appointment, cause public notice to be given of their first meeting in the man- ner directed by the court, and may adjourn from time to time, until all their business is completed. Vacancies may be filled by the court after such notice to parties interested as it may deem proper to be given ; and the evidence taken before as well as aftei the happening of the vacancy shall be deemed to be properly be fore such commissioners. After a public hearing of all parties in Street Surface Railroads. 55 terested, the commissioners shall determine whether such railroad ought to be constructed and operated, and shall make a report thereon, togetlier witTi the evidence taken, to the general term, within sixty days after appointment, unless the court, or a judge thereof, for good cause shown, shall extend such time ; and their determination that such road ought to be constructed and oper- ated, confirmed by such court, shall be taken in lieu of the con- sent of the property owners hereinbefc^e required. The commis- sioners shall eacb receive ten dollars for each day spent in the per- formance of their duties and their necessary expenses and disburse- ments, which shall be paid by the corporation applying for their appointment. As amended ch. 676, Laws 1892. § 95. Percentage of gross receipts to be paid in cities or Tillages; report of officers. — Every corporation building. or operating a railroad or branch or extension thereof, under the pro- visions of this article, or of chapter 252 of the Laws of 1884, within any city of the state having a population of 1,200,000 or more, shall, for and during the first five years after the commence- ment of the operation of any portion of its railroad annually, on November first, pay into the treasury of the city in which its road is located, to the credit of the sinking fund thereof, three per cent of its gross receipts for and during the year ending September thirtieth ' next preceding; and after the expiration of such five years, make a like annual payment into the treasury of the city to the credit of the same fund, of five per cent of its gross receipts. If a street surface railroad corporation existing and operating any such railroad in any such city on May 6, 1884, shall have there- after extended its tracks or constructed branches therefrom, and shall operate such branches or extensions under the provisions of chapter 252 of ^e laws of 1884, or of this article, such corporation shall pay such percentages only upon such portion of its gross re- ceipts as shall bear the same proportion to its whole gross receipts as the length of such extension or branches shall bear to the entire length of its line. In any other incorporated city or village the local authorities shall have the right to require, as a condition to their consent ' to the construction, operation or extension of a rail- road under the provisions of this article, the payment annually of such percentage of gross receipts, not exceeding three per cent, into the treasury of the city or village as they may deem proper. 56 Eailroad Laws of New York. In case of extension the amount to be paid shall be ascertained in the manner heretofore provided. The corporation failing to pay such percentage of its gross earnings shall, after November first, pay, in addition thereto, five per cent a month on such percentage until paid. The president and treasurer of any corporation re- quired by the provisions of this acticle to make a payment annu- ally upon its gross receipts shall, on or before November first in each year, make a verified*report to the comptroller or chief fiscal officer of the city of the gross amount of its receipts for the year ending September thirteenth, next preceding, and the books of such corporation shall be. open to inspection and examination by such comptroller or officer, or his duly appointed agent, for the purpose of ascertaining the con-ectness of its report as to its gross receipts. The corporate rights, privileges and franchises acquired under this article or such chapter by any corporation, which shall fail to comply with all the provisions of this section, shall be for- feited to the People of the state, and upon judgment of forfeiture rendered in an action brought in the name of the People by the attorney-general, shall cease and determine. As amended ch. 676, Laws 1893. § 96. Extension of route over rivers ; terminus in other counties ; when property owners withhold consent supreme court may appoint commissioners. — Any street railroad ex- cept in the counties of New York or Kings, now in operation in this state, which shall, by a two-thirds vote of its directors, de- cide to extend the route of its road, so as to cross the Hudson river over and by any bridge now or hereafter constructed under the provisions of any law of this state, may so extend their route over and across such bridge upon such terms as may be mutually agreed upon between it and such bridge company, and may locate the terminus of their road in the county adjoining the one in which their road is now located and in operation. Upon first obtaining the consent of such bridge company or its lessees, and the consent of the ownei's of one-half in value of tbe property bounded on, and the consent also of the local authorities having the control of that portion of a street or highway upon which it is proposed to construct or operate such railaoad, or in case the consent of such property owners cannot be obtained, the general' term of the supreme court in the district in which it is proposed to be constructed, may, upon application, appoint three commis- Street Sujehface Eailroads. 51 sioners who shall determine, after a hearing of all parties inter- ested, whether such railroad ought to be constructed or operated, and their determination, confirmed by the court, may be taken in lieu of the consent of the property owners. § 97. Use of tracks of other roads. — Any railroad corpo- ration in this .state, whose cars are run and operated by horses or other motive power, authorized by this article, upon the surface of the street, excepting in the city and county of New York, may, for the purpose of enabling it to connect with and run^nd oper- ate its cars between its tracks, and a depot or car-house owned by it, run upon, intersect, and use, for not exceeding five hundred feet, the tracks of any other railroad corporation, the cars of which are run and operated in like manner with the necessary connec- tions and switches for the proper working and accommodation of the cars upon such tracks, and in connection with such, depot or car-house, upon paying therefor such compensation as it may agree upon with the corporation owing the tracks to be so run upon, intersected, and used ; and in case such corporations cannot agree upon the amount of such compensation, the same shall be ascertained and determined in the manner prescribed in the con- demnation law. • § 98. Repair of streets; rate of speed; removal of ice and snow. — Every street surface railroad corporation so long as it shall continue to use any of its tracks in any street, avenue or public place in any city or village shall have and keep in perma- nent repair that portion of such street, avenue or public place be- tween its tracks, the rails of its tracks, and two feet in width out- side of its tracks, under the supervision of the proper local authorities, and whenever required by them to do so, and in such manner as they may prescribe. In case of the neglect of any c(j(-poration to make pavements or repairs after the expiration of thirty days notice to do so, the local authorities may make such j^§sonable regulations and ordinances as to the rate of speed ifnode of use of tracks, and removal of ice and snow, as the inter- ests or convenience of the public may require. A corporation ^ whose agents or servants willfully or negligently violate such an ordinance or regulation, shall be liable to such city or village for a penalty not exceeding five hundred dollars to be specified in such ordinance or regulation. As amended, chapter 676, Laws 1892. 68 Eailroad Laws of New York. § 99. Within what time road to be built. — In case any such corporation shall not commence the construction of its road, or of any extension thereof within one year after it has obtained the consent of the local authorities and property owners, or the determination of the general term as herein required, and shall not complete the same within three years after obtaining such consents, its rights, privileges and franchises shall cease and determine. If the performance of any such act, within such time, is prevented by legal jtroceeding, such court may also extend such time during the time that performance is so prevented. The time for compli- ance with the requirements of this section by a street surface rail- road corporation incorporated for the purpose of constructing a street surface railroad only, wholly south of the Harlem river and in cities of over twelve hundred thousand inhabitants and which has heretofore obtained such consents, is hereby extended . until June SOtfi, 1893. As amended, ch. 676, Laws 1893. § 100. Motive power. — Any street surface railroad may op- erate any portion of its road by animal or horse power, or by cable, electricity, or any power other than locomotive steam power, which may be approved by the state bctord of railroad commissioners, and consented to by the owners of one-half of the property bounded on that portion of the railroad with respect to which a change of motive power is proposed ; and if the consent of such property owners can not be obtained, the determination of three disinter- ested commissioners, appointed by the general term of the supreme court of the department in which such railroad is located, infav6r of such motive power, confirmed by the court, shall be taken in lieu of the consent of the property owners. The'consent of the property owners shall be obtained and the proceedings for the ap- pointment and the determination of the commissioners and the confirmation of their report shall be conducted in the manner prescribed in sections ninety-one and ninety-four of this article,' so far as the same can properly be made applicable thereto. Any railroad corporation making a change in its motive power under this section, may make any changes in the construction of its road or road bed or other property rendered necessary by the change in its motive power. As amended, ch. 676, Laws 1893. Street Sueface Eaileoads. 59 §101. Rate of fare. — No corporation constructing and oper- ating a railroad under the provisions of this article, or of chapter 252 of the laws of 1884, shall charge any passenger more than five cents for one continuous ride from any point on its road, or on any road, line or branch operated by it, or under its control, to any other point thereof, or any connecting branch thereof, within the limits of any incorporated city or village. Not more than one fare shall be charged within the limits of any such city or village, or passage over the main line of road and any branch or extension thereof if the right to construct such branch or extension shall have been acquired under the provisions of such chapter or of this article. This section shall not apply to any part of any road constructed prior to May 6, 1884, and then in operation, unless the corporation owning the same shall have acquired the right to extend such road, or to construct branches thereof under such chapter, or shall acquire such right under the provisions of this article, in which event its rate of fare shall not exceed its author- ized rate prior to such extension. The legislature expressly reserves the right to regulate and reduce the rate of fare on any railroad constructed and operated wholly or in part under such chapter or under the provisions of this article. As amended, ch. 676, Laws 1892. § 102. Construction of road in street where other road is hnilt. — No street surface railroad corporation shall construct, extend or operate its road or tracks in that portion of any street, avenue, road or highway, in which a street surface railroad is, or shall be lawfully constructed, except for necessary crossings or, in cities, villages and towns of less than 1,250,000 inhabitants, over any bridge, without first obtaining the consent of the corporation owning and- maintaining the same, except that any street surface railroad company may use the tracks of another street surface railroad company for a distance not exceeding one thousand feet, and in cities, villages and towns of less than 1,250,000 inhabitants shall have the right to lay its tracks upon and run over and use any bridge used wholly or in part as a foot bridge, whenever the court upon an application for commissioners shall be satisfied that such use is actually necessary to connect main portions of a line to be constructed as an independent railroad, or to connect said railroad with a ferry, and that the public convenience requires the same, in which event the right to such use shall only be given for 60 Eailroad Laws op New York. a compensation to an extent and in a manner to be ascertain© and determined by commissioners to be appointed by the courl as is provided in the condemnation law, or by the board of rai road commissioners in cases where the corporations interested sha] unite in a request for such board to act Such commissioners i: determining the compensation to be paid for the use by one coi poration of the tracks of another, shall consider and allow for tb use of the tracks and for all injury and damage to the corporatioi whose tracks may be so used. Any street surface railroad ooi poration may, in pursuance of a unanimous vote of its stocli holders voting at a special meeting called for that purpose, b; notice in writing, signed by a majority of the directors of sucl corporation stating the time, place and object of the meeting, an( served upon each stockholder appearing as such upon the book of the corporation, personally or by mail, at his last known post office address, at least sixty days prior to such meeting, guarante' the bonds of any other street surface railroad corporation who& road is wholly or partly in the same city. As amended chap. 676, Laws 1893. § 103. Abandonment of part of route. — Any street surfac railroad corporation which is the lessee or lessor, or both, or whicl has the right to use the route or portion of the route of anothe such corporation pursuant to a lease or agreement lawfully enterei into with it, may declare any portion of its own route which i may deem no longer necessary for the successful operation of it roads and convenience of the public iu consequence of such leas or contract, to be relinquished or abandoned. Such declaratibn c abandonment must be adopted by the board of directors of th corporation under its seal, which shall be submitted to the stock holders thereof at a meeting called and conducted in the sam manner as required by law for meetings of stockholders for th approval of leases by railroad corporations for the use of thai respective roads. If the stockholders shall, at such meeting ratify and adopt such declaration of abandonment, the secretar of the company shall so certify under the seal of the corporatior upon such declaration. Such declaration shall then be submittal to the board of railroad commissioners for its approval, and if aj proved by such board, such approval shall be indorsed thereon c annexed thereto, and the declaration so certified and indorse shall be filed and recorded in the office of the secretary of state, an Street Surface Eailroads. 61 from tlie time of such filing, such portion of the route designated in the declaration shall be deemed to be abandoned. Id. § 104. Contracting corporations to carry for one fare ; penalty. — Every such corporation entering into such contract shall carry or permit any other party thereto to carry between any two points on the railroads or any portions thereof embraced in such contract any passenger desiring to make one continuous trip between such points for one single fare, not higher than the fare lawfully chargeable by either of such corporations for an adult passenger. Every such corporation shall upon demand, and with- out extra charge, give to each passenger paying one single fare a transfer, entitling such passenger to one continuous trip to any point or portion of any railroad embraced in such contract, to the end that the public convenience may be promoted by the opera- tion of the railroads embraced in such contract substantially as a single railroad with a single rate of fare. For every refusal to comply with the requirements of this section the corporation so refusing shall forfeit fifty dollars to the aggrieved party. The provisidns of this section shall only apply to railroads wholly within the limits of any one incorporated city or village. Id. § 105. Effect of dissolution of charter as to consents. — Whenever any street surface railroad corporation shall have been dissolved or annulled, or its charter repealed by an act of the legislature, the consent of owners of property bounded on, and the consent of the local authorities having the control of that portion of a street or highway upon which the railroad of such corpora- tion shall have been theretofore constructed and operated, and the order of the general term confirming the report of any com- missioner that such railroad ought to be constructed or operated, shall not, nor shall either thereof, be deemed to be in any way impaired, revoked, terminated or otherwise affected by such act of dissolution, annulment or repeal, but the same and each thereof shall continue in full force, efficacy and being. The right to the further enjoyment and to the use thereof, subsequent to such act of dissolution, annulment or repeal, and of all the powers, privi- leges and benefits therein or thereby created, shall be sold at public auction by the local authorities within whose jurisdiction such railroads shall be, in the same manner as is provided in sec- 62 Eaileoad Laws of New York. tion ninety-three of this article. When such sale shall have been so made, the purchaser thereat shall have the right to the further enjoyment and use of such consents and orders, and of each thereof, and of all the powers, privileges and benefits therein oi thereby created, in like manner as if such purcTiaser had been originally named in such consents, reports and orders ; if such purchaser shall be otherwise authorized by law to construct, maintain and operate a street surface railroad within the munici- pality within which such railroad shall be. Id. § 106. Corporate rights saved in case of failure to com- plete road; right to operate branches; conditions; former consents ratified; limitations. — The corporate existence of and powei-s of every street surface railroad corporation, which has com- pleted a railroad upon the greater portion of the route designated in its certificate of incorporation, within ten years from the date of filing such certificate in the office of the secretary of state, and which has operated such completed portion of its railroad con- tinuously for a period of five years last past, and is now opersit- ing the same, shall continue with liiie force and effect, as 'though it had in all respects complied with the provisions of law with reference to the time when it should have fully completed its road. Every such corporation shall have the right to operate any ex- tentions* and branches of its railroad, now constructed and oper- ated by it, which have been so constructed and operated by it, for a period of ten years last past, with like force and effect, as though the route of such extentions* and branches were desig- nated in its certificate of incorporation. But every such street railroad corporation is authorized to operate such railroad and any extention* or branches thereof, upon condition that it has heretofore, or shall hereafter, obtain the consent of the local au thorities having the control of that portion of the streets, ave- nues or highways included in such railroad, or any extention* or branches thereof, to the construction and operation of the same, and also upon the condition that it has heretofore or shall here- after first obtain the consent of the owners of one-half in value of the property bounded on the portion of the streets, avenues ot highways included in the route or such railroad, or any exten- tion* or branches thereof, to the construction and operation oi *So In the original. Street Surface Railroads. 63 the same, or in case the consent of such property owners can not be obtained, the general term of the supreme court of the depart- ment in which such railroad or any extension or branch thereof is lofiated, may, upon application, appoint three commissioners who shall determine, after a hearing of all the parties interested, whether such railroad, ought to be constructed or operated, and their de- termination,, confirmed by the court, may be taken in lieu of the consent of the property owners. All consents heretofore given, or grants made by local authorities having the control of the portion of any street, avenue or highway included in the route of such ra,ilroad, or , any extensions or branches thereof, to any such street surface railroad corporation, are hereby ratified and confirmed and declared valid. This section shall be applicable to any such cor- corporation in any town, city or village having less than twenty thousand inhabitants which has completed any portion of its road upon the route designated in its certificate of incorporation within the time required by law for the completion of its road. This section shall not apply to or affect any railroad corporation in the city of New York ; nor any special grant made to or authority conferred upon any street surface railroad corporation by any law of this state ; nor any pending litigation ; nor shall it impair ex- isting rights, privileges- or franchises of any street surface railroad corporation. (Id.) § 107. When sand may be used on tracks.— The owner or operator of any street surface railroad in cities of this state hav- ing a population of five hundred thousand or more, may place upon the space between the rails of such road, sand in sufiicient quantities and no more to prevent the horses traveling thereon from slipping. Id. § lOS. Road not to be constructed upon ground occu- pied by pilblic buildings or in public parks.— No street sur- face railroad shall be constructed or extended upon ground occu- pied by buildings belonging to any town, city, county, or to the state, or to the United States, or in public parks, except in tun- nels to be approved by the local authorities having control of such parks. Id. § 109. Center-bearing rails prohibited.— No street surface railroad corporation shall hereafter lay down in the streets of any 64: Railroad Laws of New York. incorporated city or village of this state what are known as "cen ter-bearing rails ; " but in all cases, whether in laying new track o in replacing old rails, shall lay down " grooved " or some othe kind of rail not " center-bearing " approved by the local author! ties. Such grooved or other rail shall be of such shape and a laid as to permit the paving-stones to come in close contact witl the projection which serves to guide the flange to tl>e Car wheel Where in any city, the duty of repairing and repaying streets, a distinguished from the authorization of such paving, repairing and repaving, is by law vested in any local authority other thai the common council of such city, such other local authority shal be the local authority referred to in this section. The original section 109 was repealed by chapter 676, Laws 1893. § 110. Rights to cross bridge substituted for a bridgf crossed for five years. — Should any street surface railroad com pany have crossed any bridge as a part of its route for a period o more than five years and should other bridge be substituted there for at any time, such company shall have the right to cross sucl substituted bridge and to lay and use railway tracks thereon fo: the transit of its cars and to make all changes and extensions o: its route subject to all the provisions of this act, as the conven ient operation of its cars and public convenience may require. Id. ARTICLE V. • Other Raileoads in Cities and Counties. Section 120. Application for railway; commissioners. 121. Oath and bond of commissioners. 122. First meeting of commissioners. 123. Determination of necessity of railroad and route. 124. Adoption of plans and terms upon which road shall be built. 125. Appraisal of damages and deposit of money as security. 126. Shall prepare certificate of incorporation ; proviso as to for feiture. 127. Organization. 138. Commissioners to deliver certificate; aflndavit of directors. 129. Powers. 130. Crossing of horse railroad track. 131. Where route coincides with another route. 132. Commissioners; to transfer plans, et cetera. 133. Commissioners to file reports; confirmation thereof. 134. Pay of commissioners. ^ 135. Quorum; term of o^ce; removal; vacancies in board of coni ^ missioners. Other Railroads in Cities and Counties. 65 Section 136. Abandonment or change of route; new commissioners; their power and proceedings. 187. Increased deposits; when and how required. 138. Trains to come to full stop, etc. 139. Gates. 140. Penalty for violation of this article. 141. Sections to be printed and posted. 142. Extension of time. § 120. Application for railway commissioners. — Upon the application of at least fifty reputable householders and tax- payers of any county or city, verified upon oath before a justice of the supreme court, that there is need in said county, or city of a steam railway in the streets, avenues and public places thereof for the transportation of passengers, mails or freight, the board of supervisors of such county may, within thirty days thereafter, by resolution approve of the application, and authorize its presenta- tion to the supreme court, and if the railway is to be built wholly within the limits of a city, upon the application of a like number of householders and taxpayers of the city to the mayor thereof, such mayor may, within thirty days thereafter, indorse upon the application his approval and direction that it may be presented to the supreme court, and if the railway is to be built partly within the limits of a city and partly without, such application shall be approved both by the mayor of the city and the board of super- visors of the county, and its presentation to the supreme court, authorized by them, and upon the presentation of such application so approved and authorized to a special term of the supreme court, held in the district where such railway is to be built, or some part thereof, the court may appoint five commissioners, residents of the city if the railway is to be built wholly within the city, and of the county, if it is- to be built wholly or partly outside of the limits of a city, to determine the necessity of such railroad, the route thereof, the time within which and the conditions upon which it shall be constructed, the damages to the property owners along the line thereof and all the matters lawfully submitted to them, and discharge the duties imposed upon them by law. § 131. Oath and bond of commissioners. — Within ten day after his appointment and before entering upon the discharge of any of the duties of his ofiice, each commissioner shall take and subscribe the constitutional oath of office, which shall be filed in 5 66 Eailroad Laws of New York. the office of the clerk of the county and shall execute a bond t the people of the state in the penal sum of twenty-five thousan dollars, with two or more sureties, to be approved by a justice c the supreme court of the department in which the railway is to b built and conditioned for the faithful performance of the dutie of the office, which bond shall be filed in the office of the clerk o the county. § 123. First meeting of commissioners.— Within fifteei days after their appointment, the commissioners shall meet in som convenient place in the county or cityand organize themselves a a board with appropriate officers. § 123. Determinationof necessity of railroad and route The commissioners shall, within thirty days after such organiza tion,determine upon the necessity of such steam railroad, and if the; find it to be necessary, they shall, within sixty days after sue) organization, fix and determine the route therefor, and shall havi the exclusive power to locate such route, over, under, through o across the streets, avenues, places or lands in such county or citj and to provide for the connection or junction with any other rail way or bridge, if the consent of the owners of one-half in value o the property bounded on and the consent of the local authoritie having control of that portion of a street or highway, upon whicl it is proposed to construct or operate such railway have been firs obtained. If the consent of such property owners cannot b^ obtained, the determination of three commission'ers appointed bj the general term of the supreme court of the department wher the railroad is to be constructed, made after due hearing of al parties interested, and confirmed by the court, that such railwa; ought to be constructed and operated, may be taken in lieu of th consent of such property owners. No such railway shall b located in or upon such portion of any street, avenue, place o lands in such county as are now occupied by an elevated or undei ground railway or in which such a railway has already beei authorized by law to be so located and constru(!ted, or whicl are contained in public parks, or occupied by buildings belonginj to the county or the state or United States, or in or upon the fol lowing streets, avenues and public places, viz. : Broadway, Fift! avenue, Fourth avenue above Forty-second street, in the city c New York ; Debevoise place, Irving place, Lefferts placcj thos Other Railroads in Cities and Counties. . 67 portions of Grand, Classen and "Franklin avenues and Dowling street lying between the southerly line of Lexington avenue and the northerly line of Atlantic avenue, that portion of Classon ave- nue lying between the northerly line of Lexington avenue and the southerly line of Park avenue, and that portion of Washington avenue 'lying between Park and Atlantic avenues in the city of Brooklyn ; and tliat portion of the city of Buffalo lying between Michigan and Main streets, but such railway may be located and constructed across such excepted streets, avenues and places at their intersection only with other streets, av.enues anS places. As amended ch. 676, Laws 1893. § 124. Adoption of plams, and terras upon which road shall he built. — The commissioners by such public notice, and under such conditions, and with such inducements as they may pre- scribe, shall invite a submission of plans for the construction and operation of such railway, and shall meet at a time and place in such notice named, not more than ninety days after the irorganiza- tion, and decide upon the plans for the construction thereof, with the necessary supports, turnouts, switches, connections, sidings, land- ing places, stations, buildings, platf(yms, stairways, elevators, tele- graph and signal devices, or other requisite appliances, upon the route or location determined upon by them. They shall, upon notice to the localauthorities, and after hearing all parties in- ^terested, fix and determine what compensation, if any, in a gross sum or in a certain percentage of receipts, shall annually be paid to the local authorities by the corporations formed for the purpose of constructing, maintaining and operating such railway for public use in the conveyance of persons and property, for the use and occupation by the corporation of the streets, avenues and highways in and upon which its railway is to be constructed, and the time when such railway, or a portion thereof, shall be constructed and ready for operation, and the maximum rates to be paid for transportation and conveyance thereon, and the hours during which special cars or trains shall be run at reduced rates of fare ; and the amount of the capital stock of such corporation, and the number of shares into which it shall be divided, and the percentage thereof to be paid in cash on subscribing fqr such shares. The commissioners may select two or more routes, upon one of which such railway may be constructed and operated ; and the 68 . Eailroad Laws of New York. local authorities may consent to the construction and operation such railway upon one or more of such routes, or parts thereo and the commissioners shall have power to change and reado routes and plans for the construction and operation of such ra: way after they have been submitted to the local authorities, cases where such authorities may recommend such changes, i may not be willing to consent to the construction or operation > the railway, upon the routes and plans adopted, unless sue changes are made therein. Id. § 125. Appraisal of damages and deposit of money as S( curity. — The commissioners shall, within one hundred and t« days after their organization, ascertain and determine the aggr gate pecuniary damage arising from the diminution in the vak of the property bounded on that portion of such street or street highway or highways, upon which it is proposed to construct an operate such railway to be caused by the construction and open tion thereof. For that purpose they shall view the several parce of real property so bounded, and shall appraise separately the peci niary damages arising from such diminution in value of each parci thereof, and for the purposes of such appraisal they shall give notic of the time and place, when and where they will meet to hear tl owners, or persons interested in such real property, which notic shall be published for at least ten days consecutively in at least tv» newspapers in the county where such railway is to be constructec and shall take such material testimony upon the probable dimini tion in value of any or all such parcels to be so caused as ma be oflEered by or in behalf of any person or party intereste therein, and the aggregate sum of the amounts so appraise and determined by them shall be the aggregate pecuniary dan age required to be ascertained and determined as above providei No corporation which shall hereafter be organized under this a tide shall enter upon any street, highway or lane therein, until shall first have deposited with some trust company, to be desij nated by the mayor of the city within which it is proposed to coi struct the railway or any part thereof, and by the board of supe visors, when the road does not lie wholly within a city,' a sum ( money equal to the amount so ascertained and determined by tl commissioners to be the aggregate pecuniary damage to such pro] erty within the city, or within the county outside of any city, ( Other Eailroads in Cities and CotrNTiES. 69 shall have secured the payment of such amount by depositing with such trust company negotiable securities, equivalent at their par and actual value to such aggregate amount, and approved by the mayor of the city in which such road is wholly or in part located, and by the county treasurer of the county if the road is located wholly or in part outside of the limits of such city. The court may accept in lieu of the deposit of money or securities herein required the bond of the corporation, with two or more sureties, to be approved by the court, to the effect that the cor- poration before constructing or operating its railway in front of any premises, shall pay to the owners of the real property all the damages sustained, or which will be sustained' by him, as fixed and determined by such commissioners, and the costs allowed, if any. Such bond shall be in a sum double the amount of such damages, and the sureties shall justify in the aggregate to an amount equal to the amount of such bond. Such corporation shall also, at the same time, deposit with such trust company or with the county treasurer, as the commissioners may direct, the sum of five thousand dollars in cash, for the payment of the expense of apportioning and distributing such fund. Unless such moneys or securities shall be deposited by such corporation within one year after it shall have obtained the consent of the local authorities, and of the property owners, or the confirmation by the general term of the supreme court, of the determination of three commissioners in lieu thereof, and in the case of a corporation heretofore organized within one year after it shall have obtained the confirmation by the general term of the supreme court of the report of three com- missioners in lieu of the consent of property owners, or within one year after the commissioners appointed to ascertain and determine the aggregate pecuniary damages as provided in this article, shall have made their report, then such corporation shall be deemed not to have accepted the franchises granted. Where the commis- sioners shall fix and determine different periods of time within which different sections of such railway shall be constructed and ready for operation, they shall ascertain, determine, and report separately the aggregate pecuniary damage to property bounded upon that portion of such street or streets upon which each of such sections is located. Upon the deposit by the corporation as above provided of moneys or securities equivalent to the aggregate pecuniary damage to be sustained by any one of such sections, or of any bond given in lieu thereof, it shall itfimediately be vested 70 Kailroai) Laws of New York. with the' right and privilege to construct its railway through sue' section. (Id.) § 126. Shall prepare certificate, of incorporation ; pro tIso as to forfeiture. — The commissionei-s shall prepare an aj propriate certificate of incorporation for the corporation in the las section mentioned in which shall be set forth and embodied, a component parts thereof, the several conditions, requirements am particulars by such commissioners determined pursuant to the pre visions of this article, and which shall also provide for the releas and forfeiture to the supervisors of the county, or if the road is t be constructed wholly or partly within a city, to such city, of al rights and franchises acquired by such corporation in case sue railway or railways shall not be completed within the time an^ upon the conditions therein provided; and the commissioners sha' thereupon and within one hundred and twenty days after thei organization cause a suitable book of subscription to the capitf stock of such corporation, to be opened pursuant to due publi notice at a banking office in such county or city. A failure b any corporation heretofore or hereafter organized under this art cle to complete its railway within the time limited in and by it certificate of incorporation shall only work a forfeiture of th franchises of such corporation with respect to that portion of i1 route which such corporation shall have failed to complete, an shall not afiEect the rights and franchises of such corporation t construct and operate such part of its railway which it shall hav completed within the term prescribed by its certificate of inco; poration, or as to which the time for completion shall not have ej pired notwithstanding any thing to the contrary in its certificat of incorporation. §137. Organization. — Whenever the whole capital stock ( such corporation or an amount of such capital stock proportione to the part of such railway directed by the* commissioners to I constructed, shall have been subscribed by not less than fiftee persons, and the fixed percentage of such subscriptions shall ha\ been paid, in cash, the commissioners shall, by written or printe notice of ten days, served personally or by mail, call a meeting ( such subscribers for organization, and appoint the inspectors ( election to serve thereat. At such meeting, or at any subsequei one to which the same may be adjourned, a majority in numb: and amount of such subscribers may elect persons, of a numb' Other Eailroads in Cities and Counties. 71 to be theretofore determined by the commissioners not less than nine, who shall be directors for one year of the corporation formed for the purposes of constructing and operating such railway. § 1S8. Commissioners to deliver certificate; aifidaTit of directors. — Within ten days after the election of such directors the commissioners shall deliver to them a certificate in duplicate? verified by the oath of three commissioners, before a justice of the supreme court, setting forth the certificate of incorporation and the organization of the corporation for the purposes therein men- tioned, and within five days after the reception by them of such certificates, three of the directors so elected shall make affidavit in duplicate that the full amount of stock has been subscribed in good faith to construct, maintain and operate the railway or rail- ways in such certificate of incorporation mentioned, and such di- rectors shall file such affidavits and certificate in the ofiB.ce of the secretary of state, and a duplicate of the same in the ofi&ce of the clerk of the county wherein such railway shall be located ; and thereupon the persons who have so subscribed such certificate of incorporation and all persons who shall become stockholders in such corporation shall be a corporation by the name specified in such certificate, and be subject to the duties, liabilities and restric- tions of such corporations. § 139. Powers. — Every such corporation shall have power, in addition to the powers conferred by the general and stock cor- poration laws and by subdivisions two, five and' seven of section eight of this chapter : 1. To take and convey persons and property on their railroad by the power or force of steam or by any motor other than animal power, and to receive compensation therefor. 2. To enter upon and underneath the several streets, avenues and public places and lands designated by the commissioners, and, enter into and upon the soil of the same, to construct, maintain operate and use in accordance with the plan adopted by the com- missioners, a railway upon the route or routes and to the points decided upon and to secure the necessary foundations and erect the columns, piers and other structures which may be required to secure safety and stability in the construction and maintenance of the railways constructed upon such plan and for operating the same ; and to make such excavations and openings along the route through which such railway shall be constructed as shall be nee- 72 Eaileoad Laws of New York. essary from time to time. In all cases the surface of the streets around such foundations, piers and columns shall be restored to the condition in which they were before such excavations were made, as near as may be, and any interference with or change in the water mains, or in the sewers or lampposts, except such changes as may be made with the concurrence of the proper department or authority shall be avoided ; and the use of the streets, avenues, places and lands designated by the commissioners and the right of way through the same for the purpose of a railway, as herein au- thorized, shall be considered and is hereby declared to be a public use, consistent with the uses for which the roads, streets, avenues and public places are publicly held. No such corporation shall have the right to acquire the use or occupancy of public parks or squares in any such city or county, or the use or occupancy of any of the streets or avenues,- except such as may have been designated for the route or routes of such railway, and except such temporary privileges as the proper authorities may grant to such corporations to facilitate such construction, and no such railway shall be con- structed across the track of any steam railway now in actual operation at the grade thereof, nor shall any piers or supports for any elevated railway be erected upon a I'ailway track now actually in use in any street or avenue ; and no such corporation shall construct a street surface railroad to run in whole or in part upon the surface of any street or highway under the provisions £>£ this article. § 130. Crossing of horse railroad track. — Whenever the route selected by the commissioners for the construction of such railway shall intersect, cross or coincide with any horse railwaj track occupying the surface of the street or avenues, such railwaj corporation is hereby authorized to remove, for the purpose oi constructing its road, the tracks of such horse railway ; but th( same shall be done in such manner as to interfere as little as pos sible with their practical operation or working, and upon the con struction of such railway, where such removals or changes hav( been made, the same shall be restored as near as may be to th( condition in which they were previous to the construction of sucl railroad. All such removals and restorations shall be made at thi proper cost and charges of such corporation, but no authority i herein given to any such corporation to use the tracks of an; horse railway. f Other Eailroads in Cities and Counties. Y3 § 131. Where route coincides with another route. — Whenever the route or routes determined upon by the commis- sioners coincide with the route or routes covered by the charter of an existing corporation, formed for the purpose of constructing Bad operating such a railway, and it has not forfeited its charter or failed to comply with the provisions thereof, requiring the con- struction of a road or roads within the time therein j|rescribed, such corporation shall have the like power to construct aad operate such railway upon the fulfillment of the like requirements and conditions imposed by the commissioners as a corporation specially formed under this article, and the commissioners may fix and determine the route or routes by which any elevated steam railway now in actual operation may connect with other steam railways or the depots thereof, or with steam ferries, upon making compensation therefor, and in case such corporations can not agree with the owners of such steam railways, depots or ferries upon the amount of such compensation, and such owners may be en- titled to compensation therefor, the amount of such compensation shall be ascertained and paid in the manner prescribed in the condemnation law, and upon fulfillment by such elevated railway corporation, so far as it relates to such connection, of the require- ments and conditions imposed by this article, it shall possess all the powers conferred by section 129 of this article, and when any connecting route or routes shall be so designated, such elevated railway corporation may construct such connection with all the rights and with like effect as though the same had been part of the original route of such railway. § 132. Commissioners to transfer plans, etc.— Within one month after such corporation shall have been formed and organized in the m'anner hereinbefore provided, the commissioners shall transfer and deliver to the corporation all plans, specifical tions, drawings, maps, books and papers in their possession, and they shall, within the like period of one month after the organiza- tion of such corporation, cause to be paid to the treasurer thereof all money collected under the provisions of this article, after de- ducting therefrom the necessary expenses incurred by the com- missioners and the amounts due to them for their salaries. § 133. Commissioners to file report; confirmation thereof. — The commissioners shall within one hundred and forty days after their appointment, make a report to a special term of the Yi Eailroad Laws op New York. supreme court of the department in which such railway may h located, of the amount of the pecuniary damage arising from th diminution of value of each parcel of property bounded on ths portion of the street or streets, highway or highways, upon whic' it is proposed to construct such railway or railways, which will b caused by the construction, maintenance and operation thereol The name and place of residence of the owner or owners o each parcel shall be stated if the same are known, or can b and if not known the name of the person or persons appearing b; the certificate of the clerk or register of the coun-y, to have th title thereto from the records in his office, and a specific descrip tion of each parcel of property with reasonable certainty. Th' testimony, if any, taken by the commissioners as to the amount c such damage, shall accompany their report. Within thirty day after filing and recording its certificate of incorporation, the coi poration authorized to construct and operate such railway or rail ways shall move to confirm such report by giving notice of sue] motion to the property owners in the manner in which notice o the time and place of hearing before the commissioners isrequire( by section 125 to be given, and if the corporation fails to so mov any property owner may take the motion ; and thereafter the pre ceedings shall be conducted in the manner prescribed in the con demnation law. Before constructing and operating its railway ii front of any real property bounded upon any street, avenue o public place wherein the corporation is authorized by the certifi cate and report of the commissioners to construct and operate it road, such corporation shall pay to the owner of the real property the damages sustained or which will be sustained by him in con sequence thereof, as finally fixed and ascertained, and the cost allowed him, if any, and the court may direct that such damage be paid out of the moneys deposited pursuant to the provisions o section 125, or in case negotiable securities shall have been de posited in lieu of money, that so much of such securities shall bi sold as may be necessary to raise the amount required to be pai( to such owner for damages and costs if any. If a bond shal have been executed in lieu of such deposit, the court may orde the sureties in such bond to pay the damages so fixed and ascei tained, and in default thereof may cause them to be proceed© against and punished as for a contempt of court. As amended ch. 676, Laws 1893. *8o in the original. Other Eaileoads in Cities and Counties. 15 § 1 34. Pay of commissioners. — Each of the commissioners shall be paid for his services at the rate of ten dollars per day for each day of actual service as such commissioner, and all expenses necessarily incurred 15y hirn in the discharge of his duties, to be paid by such corporation, but if a sufficient amount of capital stock shall not be subscribed within one year after the appointment of such commissioners to authorize the formation of such, corpora- tion, the commissioners shall receive no salary, and shall cause to be returned to the subscribers for such stock the amounts paid in by them, after deducting therefrom the necessary expenses in- curred by the commissioners, but the time, if any, unavoidably consumed by the pendency of legal proceedings shall not be deemed a part of any period of time limited by this article. Pf§ 135. Quorum; term of office; removal; Tacancies in Iboard of commissioners. — A majority of the members of any board of commissioners appointed under tbis article shall be a quorum for the transaction of any business or the performance of any duty or function, or the exercise of any power conferred or enjoined upon them. Any commissioner may be removed for cause at any time by the power appointing him, but no commis- sioner shall be removed without due notice and an opportunity to be heard in defense: and no commissioner thus removed is, or shall be, eligible to be again appointed to the office of commis- sioner. In case of the death, resignation or removal from office of any commissioner, the vacancy .shall be filled by the power ap- pointing him, within thirty days after such removal, or within thirty days after notice in writing to such appointing power given by some member of the hoard, or by the corporation hereinafter mentioned, of such death or resignation, and a certificate of every such appointment shall be filed as hereinbefore required. Except as otherwise provided by law, the terms of office of the commis- sioners shall determine and expire with the performance of their functions as hereinabove prescribed. § 136. Abandonment or change of route; new commis- sioners; their powers and proceedings.— Any corporation heretofore organized or hereafter to be organized under this article, its successor or assigns, which shall have constructed or put in operation a railway upon a part and not upon the whole of the route fixed, determined and located for such railway by a board 76 Eailroad Laws of New York. of commissioners, may at any time apply for authority to abandon any portion of the route upon which the railway shall not have been theretofore constructed or shall not then be in operation, wither without a change and relocation of such portion, and with or without extension of the portion not abandoned, or of any part thereof. Such application shall be made by petition in writ- ing, addressed by such corporation to the board of supervisors of the county in which such portion of the route so desired to be changed or abandoned shall be situated, which is not within the limits of any city, or if such route, or any part thereof, shall be within the limits of a city, to the mayor of the city, for the route or portion thereof within such city. Five commissioners may be appointed pursuant to such an application as hereinafter pro- vided, who shall be residents of the county or city and who shall have full power as herein provided. When such applica- tion is made by a corporation heretofore organized such com- missioners may be appointed within thirty days after presenta- tion of the same by such board of supervisors, or, as the case may be, by such mayor. When such application is made by a corporation hereafter to be organized under this article, such board of supervisors, or, as the case may be, such mayor, may within thirty days after presentation of such application, in- dorse thereon their or his approval and direction, that it may be presented to the supreme court in the manner provided in section 120 of this article, and such court may thereupon appoint such commissioners. Within ten days after his appointment each com- missioner so appointed shall take, subscribe and file the oath and give and file the bond prescribed by section 121 of this article; and if any one so appointed shall not comply with this require- ment, he shall be deemed to have declined to accept such ap- pointment, and to have made a vacancy which the appointing power sliall fill by another appointment as herin* provided. Within fifteen days after such appointments shall have been so made, the commissioners shall meet at some convenient place in such county and complete their organization as a board with ap- propriate officers. Such board shall have all the authority con- ferred by law upon commissioners appointed, or authorized to be appointed under this article. Before proceeding to hear the appli- cation of the corporation, the board shall give such public notice * So in the original. Other EAiLiioADS in Cities and Counties. 77 as it may deem most proper and effective of the time and place of the hearing. Within thirty days after completing their organiza- tion such board shall- hear the application of the corporation, and all parties who may be interested therein, and within sixty days after their organization tbey shall determine whether any part of such route should be authorized to be abandoned, or should be changed and relocated with or without extension or extensioris. If the board shall determine that no abandonment of any part of the route should be allowed, and that no change and relocation of any part thereof should be effected, and that no extension should be made, the board should dismiss the application. If the board shall determine that an abandonment of any portion of the route should be allowed, or that any change in or extension thereof should be made, the board shall proceed to authorize and require the same upon such conditions as the board shall seem proper, and with or without extension of the remainder of the route or of any part thei'eof, by fixing, determining and locating the route or routes of the extension or extensions, if any, and by direct- ing the abandonment of the part of the route theretofore located, but by the board allowed to be abandoned, if any, and by fixing, determining and relocating the part of the route theretofore located, but by the board changed, if any ; and the board shall cause to be made in duplicate a survey and map of the route so changed and fixed, determined and located. Neither such corporation nor any assign or successor thereof shall thereafter have any authority, by reason of any thing done under this article to operate or construct any railway upon any portion of the route by the board so re- quired to be abandoned. The board shall also fix and determine the time within which the railway by it authorized and required upon any portion of the route so changed, shall be reconstructed and ready for operation. If the railway or any portion of the route not by the board changed or allowed to be abandoned, shall not have been theretofore constructed and made ready for operation, the board may extend, and fix and determine anew the time within which such railway shall be completed, but such extension of time shall not be for a longer period than that originally al- lowed by law for the completion thereof. If the board shall have determined that any portion of the route theretofore located should be allowed to be abandoned, with or without a change or relocation thereof or any part thereof, and with or without exten- sion, or if the board shall have extended the time within which 78 Eailkoad Laws of New York. such railway shall be completed, the board shall make a report ir writing in accordance with the determination so made, describinc the portion of the roate, if any there be, as -so fixed, determinec and located anew, and the part, if any there be, of the roate al lowed to be abandoned, and stating the period of time, if any, bj the board fixed and determined within which such corporatioc sh'all construct and_,complete thcjrailway theretofore authorized o) by it authorized to be constructed, and prescribing that a failure by the corporation, its successors or assigns, to complete it withir the time, if any so limited, shall work a forfeiture to the super visors of the county if no part of the road is within a city, or in any city, to such city, of the rights and franchises of such corpof' ation with respect to that portion of the route so fixed, determined and located anew, and with respect to tiie then authorized exten- sion or extensions, if any there be of said route, upon which a railway shall not be constructed within the time so limited ; but the time, if any, unavoidably consumed by the pendency of legal proceedhigs, shall not be deemed a part of any period of time limited in this article, and any recital of any forfeiture of any of the rights or franchises prescribed by any commissioners hereto- fore appointed, to be to the mayor, aldermen and commonalty of the city of New York, shall be as effectual for any and all pur- poses as if such forfeiture had been in terms recited to be to the board of supervisors of the county of New York Such report shall be signed in duplicate by at least a majority of the then members of the board, and there shall be thereto annexed the survey and map as hereinabove directed, showing the line and location of each and all the routes, with or without the extension, as fixed, determined and located, and showing also the parts or part, if any there shall be, of the route or routes as theretofore fixed, determined and located, but by the board allowed to be abandoned. Within ten days after so signing such report the board shall cause the same to be filed in the office of the secretary of state, and the duplicate thereof in the office of the clerk of the county wherein such railway shall be located; and thereupon the corporation making such application, its successors or assigns, is and shall be authorized to construct, maintain and operate a steam railway for the transportation of passengers, mail and freight, upon the route or routes so fixed, determined and located, and in said report described, but the construction or operation of a rail- way upon any new location or selection of route is not and shall Other Railroads in Cities and Counties. < 78a not be thus authorized except upon the condition that the consent of the owners of one-half in value of the property bounded on, and the consent also of the local authorities having control of that portion of a street or highway upon which it is proposed to construct or operate such railway be first obtained, or in case the consent oJ such property owners can not be obtained, that the determination of three commissioners, to be upon application appointed by the general term of the supreme court, in the dis- trict in which such railroad is proposed to be constructed, be given after a hearing of all parties interested that such railway ought to be constructed or operated, which determination, confirmed by the court, may be taken in lieu, of the consent of the property owners. Such corporation is and the successors and assigns thereof shall be authorized to maintain and operate all the railroads and the appurtenances thereof by it or them theretofore constructed upon any portion of a route or routes which shall have been located by commissioners under this article, and to complete within the time in and by such report so extended, fixed and determined anew, and thereafter to maintain and operate, the railway and the appurtenances, upon so much of the route or routes theretofore fixed, determined and located as shall not have been so authorized and required to be abandoned, and with the same rights and effect, in all respects, as if such extended period of time had been origi- nally fixed and determined, and in the original certificate of incor- poration of such corporation recited, for completing such railway and putting it in operation. The omer terms and conditions in and by such certificate mentioned and prescribed, except as the same are hereinbefore modified or may be modified by tlie board as hereinabove authorized, shall apply to the railway herein authorized to be constructed and operated upon the route or routes as so changed, fixed, determined and located, with the same force and effect as if such route or routes, as finally so changed and located, had been in and by such articles or certificates themselves prescribed. If a new location or extension of routes shall be fixed and determined by comipissioners who shall have been appointed by the court pursuant to this section, they shall also ascertain and determine the aggregate pecuniary damages arising from the diminution of value of the property bounded on that portion of the street or highway upon the line of such new loca- tion or extension and of each parcel of real property so bounded, and their proceedings thereupon shall be conducted in the same 78b Railroad Laws of New York. manner and upon the like notice as the proceedings for that pu pose before the commissioners specified in section 125 and sha make to the supreme court the report required by section 133, an thereupon the same proceedings shall be had as are provided f( in such last named section. Each commissioner shall be paid f< his services at the rate of ten dollars per day for each day ( actual service as such commissioner, and all reasonable expense incurred by him in or about any of the matters referred to sue board, to be paid by the corpoi'ation making the application s heard and determined. No corporation shall be authorized und( this section to extend, abandon or change the location of its rout or any part thereof, where the greater portion of the route c routes is or shall be in that portion of the city of New York sout or west of Harlem river, or of any route or part thereof in tb city of Brooklyn or county of Kings, or to construct, extenc abandon or change the location of any railway or route for a rai way over, under, through or across any street, avenue, place c lands south of One Hundred and Twenty-eighth street or west c Third avenue in that portion of the city of New Yoak south c west of Harlem river, or where a railway might not by law t constructed, or was not by law authorized to be by a board c commissioners located on the 5th day of June, 1888. As amended, ch. 676, Laws 1893. § 137. Increased depo|it, when and how acquired. - In case any of the securities' deposited in lieu of money as pn vided in section one hundred and twenty-five, shall in the opinio of the county treasurer or trust company with whom they ma be deposited, fall below their actual value at the time of deposi the county treasurer or trust company shall call upon such rai way corporation to substitute therefor other securities equivaler at their par or market value to the amount in lieu of which th securities for which they are to be substituted were deposited, an in case such other securities shall not be furnished, the count treasurer or trust company shall call upon such corporation t furnish as a substitute, and it shall so furnish an amount ( money equal to the amount in lieu of which the securities fin above referred to were deposited. 138. Trains to come to full stop, etc — All trains upo elevated railroads shall come to a full stop before any passeng* Other Railroads in Cities and Counties. 78c shall be permitted to leave such trains ; and no train on such rail- road shall be permitted to start until every passenger desiring to depart therefrom shall have left the train, provided such passenger has manifested his or her intention to so depart by moving toward or upon the platform of any car; nor until every passenger upon the platform or station at which such train has stopped, and desir- ing to board or enter such cars, shall have actually boarded or entered the same, but no person shall be permitted to enter or board any train after due notice from an authorized employee of such corporation that such train is full and that no more passen- ^rs can be then received. 139. Crates. — Every car used for passengers upon elevated railroads shall have gates at the outer edges of its platforms, so constructed that they shall, when opened, be caught and held open by such catch or spring as will prevent their swinging and ob- structing passengers in their egress from or ingress to such cars ; and every such gate shall be kept closed while the car is in mo- tion ; and when the car has stopped and a gate has been opened, the car shall not start until such gate is firmly closed. § 140. Penalty for violation of this article. — Any elevated railroad corporation that shall fail or neglect to comply with or enforce the provisions of this article, shall upon the petition of any citizen to any court of record, and upon due notice to such corpo- ration, and proof of such failure or neglect, pay to the clerk of the court wherein such petition was made, a sum not less than two hundred and fifty nor more than one thousand dollars, as such court may direct by its order. The sum so ordered to be paid shall be paid by such clerk of the court to the county treasurer, and shall be distributed by such treasurer equally among the pub- lic hospitals of the county in which the proceeding is had, at such time as the board of supervisors or board of aldermen in any such county shall direct Nothing in this section shall relieve elevated railroad corporations from any liability under which they may now be held by existing laws for damages to persons or property. As amd. chap. 676 Laws 1893. § 141. Sections to be printed and posted. — The officers and board of directors of such railroad corporations shall cause copies of sections one hundred and thirty-eight, one hundred and thirty- nine and one hundred and forty to be printed conspicuously and posted in the depots or stations and in each car belonging to them. 78d Eailroad Laws of New York. § 142. Extension of time.— The time within which any ac required to be done under this article may be extended by the i preme court for good cause shown, for one year, and but c extension will be granted. Any company that has heretofore c( structed or is now operating an elevated railroad shall be deem to have been duly incorporated notwithstanding any failure ont part of commissioners to insert in its articles of association p visions complying with statutory requirements relative to su articles. As amd. chap. 676 Laws 1892. AETICLB VL THE BOARD OF RAILROAD COMMISSIONERS. Section 150. Appointment and term of oflace of railroad commissioners. 151. Suspension from oflBce. 153. Secretary and marshal of board. 153. Additional oflBcers ; their duties. 154. Oath of office ; eligibility of officers of board. 155. Principal officer and meetings of board. 156. Quorum of board. 157. General powers and duties of board. 158. Reports of railroad corporations. 159. Investigation of accidents. 160. Recommendations of board where law has been violated. 161. Recommendations of board when repairs or other changes necessary. 162. Legal effect of recommendation and action of the board. 163. Corporation must furnish necessary infornjation. 164. Attendance of witnesses and their fees. 165. Fees to be charged and collected by the board. 166. Annual report of board. 167. Certified copies of papers filed to be evidence. 168. Acts prohibited. 169. Salaries and expenses of members and officers of the board. 170. Total annual expense to be borne by railroads. 171. Application of th's article. § 150. Appointment and term of oUice of railroad coi missioners. — There shall continue to be a board of railroad co missioners, consisting of three competent persons, one of wh( shall be experienced in railroad business, appointed by the g( ernor, by and with the advice and consent of the senate, each whom shall hold office for the term of five years, and until 1 successor shall have been appointed and shall have qualified, commissioner shall in like manner be appointed upon the expi The Board of Raiuioad Commissioners. I8e tion of the term of any commissioner ; and when any vacancy shall occur in the office of any commissioner, a commissioner shall in like manner be appointed for the residue of the term. If the senate shall not be in session when the vacancy occurs, the gov- ernor shall appoint a commissioner to fill the vacancy, subject to the approval of the senq,te when convened. As amd.^chap. 676 Laws 1893. § 151. Suspension from office. — Any commissioner may be "Suspended from office by the governor upon written charges pre- ferred. The governor shall report such suspension and the rea- sons therefor to the senate at the keginning of the next ensuing session, and if a majority of the senate shall approve the action of the governor, such commissioner shall be removed ffom office and his office become vacant § 153. Secretary and marshal of board. — The board shall have a secretary and a marshal who shall be appointed by it and serve during its pleasure. The secretary shall keep a full and faithful record of the proceedings of the board, and be the custo- dian of its records, and file and preserve at its general office all books, maps, documents and papers intrusted to his care, and be responsible to the board for the same. Under the direction of the board he shall be its chief executive officer, shall have general charge of its office, superintend its clerical business, conduct its correspondence, be the medium of its decisions, recommendations, orders and bequests, prepare for service such papers aud notices as may be required of him by the commissioners, and perform such other duties as the board may prescribe, and he shall have the power to designate from time to time one of the clerks appointed by the board to act as assistant secretary during his ab- sence from the county of Albany, and the clerk so designated for the time designated shall within the county of Albany only, pos- sess the powers conferred by this section upon the secretary of the board. As amended oh. 534, Laws 1893. § 153. Additional officers; their duties.— The board may also appoint, to serve during its pleasure, the following officers or 78f Eailroad .Laws op New York. any of them : An accountant, who shall be thoroughly skilled ii railroad accounting, and who shall, under the direction of th board, make examinations of the books and accounts of railroa( and other corporations, and supervise the quarterly and annua reports made by railroad corporations to the board, and collec and compile railroad statistics, and perform such other duties ai the board may prescribe. An inspector, who shall be a civil en gineer, skilled in railroad affairs, who shall make such inspection: of railroads and other matters relating thereto, as directed by th( board, and report to it. Such additional clerical force as may b( necessary for the transaction of its business. The board may alsc employ engineers, accountants and other experts whose service! they may deem to be of temporary importance in conducting anj investigation authorized by law. 1 As amended, chapter 534, Laws 1893. § 154. Oath of office; eligibility of officers of board.— Each commissioner, and every persen appoineed to office by the board, shall, before entering upon the duties of his office, take and subscribe the constitutional oath of office. No person shall be appointed to or hold the office of commissioner or be appointed by the board to, or hold any office, place or position under it who holds any official relation to any railroad corporation, or owns stock or bonds therein, or who is in any manner pecuniarily inter- ested in any firm or corporation having business relations with any such corporation. § 155. Principal office and meetings of board.— The principal office of the board shall be at the city of Albany, in rooms designated by the capitol commissioners, and it may have a branch office at the city of New York, and one at the city of Buffalo ; and the board, or a quorum thereof, shall meet at least once a month during the year at the office in Albany. The board shall have an official seal, to be prepared by the secretary of state in accordance with law, and its offices shall be supplied with neces- sary postage, stationery, office furniture and appliances, to be paid for as other expenses authorized by this article, and it shall have prepared for it by the state the necessary books, maps and statis- tics, incidentally necessary for the discharge of its duties. The Board op Eailroad Commissioners. Y8g § 156. Quorum of board. — Two of the commissioners shall constitute a quorum for the transction of any business, or the per- formance of any duty of the board and may hold meetings thereof at any time or place within the state. All examinations or invest! gations made by the board may be h^ld and taken by and before any one of the commissioners or the secretary of the board, by the order of the board, and the proceedings and decisions of such single commissioner or secretary, shall be deemed to be the pro- ceedings and decisions of the board, when approved and confirmed by it. « As amended ch. 534, Laws 1893. * § 157. General powers and duties of board.— The board shall have power to administer oaths in all matters I'elating to its duties, so far as necessary to enable it to discharge such duties, shall have general supervision of all railroads and shall examine the same and kopp informed as to their condition, and the manner in which they are operated for the security and accommodation of the public and their compliance with the provisions of their char- ters and of law. The commissioners or either of them in the per- formance of their official duties may enter and remain during business hours in the cars, offices and depots, and upon the rail- roads of any railroad corporation within the state, or doing busi- ness therein ; and m^y examine the books and affairs of any such corporation and compel the production of books and papers or copies thereof, and the board may cause to be subpoenaed wit- nesses, and if a person duly subpoenaed fails to obey such sub- poena without reasonable cause, or shall without such cause refuse to.be examined, or to answer a legal or pertinent question, or to produce a book or paper which he is directed by subpoena to bring, or to subscribe his deposition after it has been correctly reduced to writing, the board may take such proceedings as are authorized by the Code of Civil Procedure upon the like failure or refusal of a witness subpoenaed to attend the trial of a civil action before a court of record or a referee appointed by such court. The board shall also take testimony upon, and have a hearing for and against any proposed change of the law relating to any railroad, or of the general railroad law, if requested to do so by the legislature, or by the committee on railroads of the senateor the assembly,}^ or by Y8h Railroad Laws of New York. the governor, and may take such testimony and have such a hear- ing when requested to do so by any railroad corporation, or incor- porated organization representing agricultural or commercial inter- ests in the state, and shall report their conclusions in writing to the legislature, committee, governor, corporation or organization making such request ; and shall recommend and draft such bills as will in its judgment protect the people's interest in and upon the railroads of this state. § 158. Reports of railroad corporations. — The board shall prescribe the form of the report required by the railroad law to be made by railroad corporations, and may from time to time make such changes and additions in such form, giving to the corpora- tion six months notice before the expiration of any iiscal year, of any changes or additions which would require any alteration in the method or form of keeping their accounts, and on or before September fifteenth in each year, shall furnish a blank form for such report. When the report of any corporation is defective, or believed to be erroneous, the board shall notify the corporation to amend the same within thirty days. The originals of the reports, subscribed and sworn to as prescribed by law, shall be preserved in the office of the board. § 159. Investigation of accidents. — The board shall inves- tigate the cause of any accident on any railroad resulting in loss of life or injury to persons, which in their judgment shall require investigation, and include the result thereof in their annual report to the legislature. Before making any such examination or inves- tigation, or any investigation or examination under this article, reasonable notice shall be given to the corporation, person or persons conducting and managing such railroad of the time and place of commencing the same. The general superintendent or manager of every railroad shall inform the board of any such accident immediately after its occurrence. If the examination of the books and affairs of the corporation, or of witnesses in its employ, shall be necessary in the course of any examination or investigation into its affairs, the board, or a commissioner thereof, shall sit for such purpose in the city or town of this state where the principal business office of the corporation is situated if re- The Board op Railroad Commissioners." Y8i quested so to do by the corporation ; but the board may require copies of books and papers, or abstracts thereof, to be sent to them to any part of this state. § 160. Reeomineadations of board, where law has heen violated. — ^If, in the judgment of the board, it shall appear that any railroad corporation has violated any constitutional provision of law, or neglects in any respect to comply with the terms of the law by which it was created, or unjustly discriminates in its charges for services, or usurps any authority not granted by law, or refuses to comply with the provisions of any law, or with any recommendation of the board, it shall give notice thereof in writing to the corporation, and if the violation, neglect or refusal is continued after such notice, the board may forthwith present the matter to the attorney-general, who shall take such proceed- ings thereon as may be necessary for the protection of the public interests. § 161. RecoiumendatiOHS of board when repairs or other changes are necessary. — If in the judgment of the board, aft'er a careful personal examination of the same, it shall appear that repairs are necessary upon any railroad in the state, or that any addition to the rolling stock, or any addition to or change of the station or station-houses, or that additional terminal facilities shall be afforded, or that any change of the rates of fare for trans- porting freight or passengers or in the mode of operating the road or conducting its business, is reasonable and expedient in order to promote the security, convenience and accommodation of the public, the board shall give notice and information in writing to the corporation of the impr8vements and changes which they deem to be proper, and shall give such corporation an opportunity for a full hearing thereof, and if the corporation refuses or neglects to make such repairs, improvements and changes within a reason- able time after such information and hearing, and fails to satisfy the board that no action is required to be taken by it, the board shall fix the time within which the same shall be made, which time it may extend. It shall be the duty of the corporation, per- son or persons owning or operating the railroad to comply with such decisions and recommendations of the board as are just and YSj Eailroad Laws of New York. reasonable. If it fails to do so the board shall present the facts in the case to the ^attorney-general for his consideration and action, and shall also report them in its annual or in a special report to the legislature. § 163. Legal affect of recommendations and action of the board.— No examination, request or advice of the board, nor any investigation or report made by it, shall have the effect to im- pair in any manner or degree the legal rights, duties or obliga- tions of any railroad corporation, or its legal liabilities for the consequence of its acts, or of the neglect or mismanagement of any (jf its agents or employes. The supreme court at special term shall have power in its discretion, in all cases of decisions and recommendations by the board which are just and reasonable to compel compliance therewith by mandamus, subject to appeal to the general term and the court of appeals, and upon such appeal, the general term and the court of appeals may review and reverse upon the facts as well as the law. A.S amended ch. 676, Laws 1893. [. ^ § 1 63. Corporations ranst furnish necessary information, — Every railroad corporation shall, on request, furnish the board any necessary information required by them concerning the rates of fare for transporting freight and passengers upon its road and other roads with which its business is connected, and the con- dition, management and operation of its road, and shall, on request, furnish to the board copies of all contracts and agree- ments, leases or other engagements entered into by it with any person or corporation. The commissioners shall not give publicity to such information, contracts, agreements, leases or. other engagements, if, in their judgment, the public interests do not require it, or the welfare and prosperity of railroad corpora- tions of the state might be thereby injuriously affected. § 164. Attendance of witnesses and their fees— All sub- poenas shall be issued by the president of the board, or by any two members thereof, and may be served by any person of full age authorized by the board to serve the same. The fees of wit- The Board of Eaileoai) Commissionees. * T8k nesses before the board shall be two dollars for each day's attend- ance, and five cents for every mile of travel by the nearest generally traveled route in going to and returning from the place where the attendance of the witness is required, and the fees shall be audited and paid by the comptroller on the certificate of the secretary of the commission. » § 165. Fees to be charged and collected by the board. — The board shall charge and collectthe following fees: For copies of papers and records not required to be certified, or otherwise authenticated by the board, ten cents for each folio of one hun- dred words ; for certified copies of official documents filed in its office, fifteen cents for each folio, and one dollar for every certifi- cate under seal affixed thereto ; for each certified copy of the quarterly report made by a jailroad corporation to the board, fifty cents ; for each certified copy of the annual report of the board, one dollar and fifty cents ; for certified copies of evidence and proceedings before the board, fifteen cents for each folio. No fees shall be charged or collected for copies of papers, records or ofiScial documents, furnished to public officers for use in their official capacity, or for the annual reports of the board in the ordi- nary course of distribution. All fees charged and collected by the board belong to the people of the state, and shall be paid quarterly, accompanied with a detailed statement thereof into the treasury of the state to the credit of the general fund. § 166. Annnal report of board.— The board shall make an annual report on or before the second Monday in January in each year, which shall contain : 1. A record of their meetings and an abstract of their proceed- ings during the preceding year. 2. The result of any examination or investigation conducted by them. 3. Such statements, facts and explanations as will disclose the actual workings of the system of railroad transportation in its bearing upon the business and prosperity of the state, and such suggestions as to the general railroad policy of the state, of the 781 Eailroad Laws op New York. amendment of its laws, or tlie condition, affairs or conduct of an railroad corporation, as may seem to them appropriate. 4. Drafts of all bills submitted by them to the legislature an' the reasons therefor. 5. Such tables and abstracts oi airthe reports of all the railroa( corporations as they may deem expedient 6. A statement in detail of the traveling expenses and dis bursements of the commissioners, their clerks, marshal and ex parts. s Five hundred copies of the report with the reports of the rail road corporations of the state, in addition to the regular numbe; prescribed by law, shall be printed as a public document of th( state, bound in cloth for the use of the commissioners, and to bi distributed by them in their discretion to railroad corporations and other persons interested therein. 167. Certified copies of papers filed to he eridence.— Copies of all official documents filed or deposited according tc law in the office of the board, certified by a member of the boarc or the secretary thereof to be true copies of the originals under th( official seal of the board, shall be evidence in like manner as the originals. § 168. Acts prohibited. — No railroad commissioner shall directly or indirecUy, solicit or request from, or recommend to anj railroad corporation, or any officer, attorney or agent thereof, the appointment of any person to any place or position nor shall anj railroad corporation, its attorney or agent, offer any place, ap- pointment or position or other consideration to such commission- ers, or either of them, nor to any clerk or employee of the com- missioners or of the board; neither shall the commissioners oi either of them, nor their secretary, clerks, agents, employes oi experts, accept, receive or request any pass from any railroad in this state, for themselves or for any other person, or any present, gift or gratuity of any kind from any railroad corporation ; and The Board op Eailroad Commissioners. Y8m tlie request or acceptance by. them, or either of them, of any such place or position, pass, presents, gifts or other gratuity shall work a forfeiture of the office of the commissioner or commissioners, secretary, clerk or clerks, agent or agents, employe or employes, expert or experts, requesting or accepting the same. . § 169. Salaries and expenses of members and officers of the board. — The annual salary of each commissioner shall be eight thousand dollars ; of the secretary six thousand dollars ; of the marshal fifteen hundred dollars, of the accountant and of the inspector such sum as the board may fix, not exceeding three thousand dollars each ; of the clerical force such sums respectively as the board may fix. In the discharge of their official duties, the commissioners, their officers, clerks and all experts and agents whose services are deemed temporarily of importance, shall be transported over the railroads in this state free of charge upon passes signed by the secretary of state and the commissioners shall have reimbursed to them the necessary traveling expenses and disbursements of themselves, their officers, clerks, and experts, not exceeding in the aggregate. five hundred dollars per month. All salaries and disbursements shall be audited and allowed by the comptroller, and paid monthly by the state treasurer upon the order of the comptroller out of the funds provided therefor. As amended ch. 534, Laws 1893. § 1 7©. Total annual expense to be borne by railroads.— The total annual expense of the board authorized by law, except- ing only rent of offices and the cost of printing and binding the annual reports of the board as provided by law, shall not exceed fifty thousand dollars ; and shall be borne by the several corpora- tions owning or operating railroads according to their means, to be apportioned by the comptroller who, on or before July first in each year, shall assess upon each of such corporations its propor- tion of such expenses, one-half in proportion to its net income for the fiscal year next preceding that in which the assessment is made, and one-half in proportion to the length of its main road 78n Eailboad Laws of New York. and branches, except that each corporation whose line of road lies partly within arid partly without the state, shall in respect to its net income be assessed on a part bearing the same propor- tion to its whole net income that the line of its road within the state bears to the whole length of road, and in respect of its main road and branches shall be assessed only on that part which lies within the state. Such assessment shall be collected in the man- ner provided by law for the collection of taxes upon corpora- tions. As amended, chapter 534, Laws 1892. § 171. Application of this article.— The provisions of this article shall apply to all railroads within the state, and the corpo- rations, receivers, trustees, directors or others, owning or operat- ing the same or any of them, and to all sleeping and drawing- room car corporations, and to all other associations, partnerships or corporations engaged in transporting passengers or freight upon any such railroad as lessee or otherwise. • Sections 180 to 183 of the Railroad. Law repealed by chapter 676, Laws 1892. SCHEDULE A. Acts Repealed bt Laws of 1890, Chapter 565.' Lawe of Chapter. SECTIONS. 1836 316 1,2. 1838 160 2,3. 1838 161 All. 1839 218 1. 1846 155 1. 1846 215 17, 18. 1847 100 3,4 There are no pages 79 and 80 Laws Eepealed. 81 SCHEDULE B. Acts Eepealed by Laws of 1890, Chapter 563. Eevised Statutes .... Eevised Statutes .... Part 1, chapter 18, title 3 Part 1, chapter 18, title 4 All except sec- tion 5 Sections 5 and 6 Laws of Chapter Section. 1796 43 10. 1811 67 4, 6, 8. 1847 210 3. 1848 37 4, 7, 9, 23. 1848 40 4, 7, 9, 26. 1848 265 The last three lines of section 3 and 1848 259 all of sections 4 and 6. 4. 1848 319 4,9. 1850 140 3, 48. ■ 1853 117 4, 7, 9, 26. 1853 135 5, 11. 1854 . . . 112 The last two lines of section 3. 1854 232 4, 5, 7, 9, 26. 1854 269 4, «. 1857 29 2. 1857 546 2, 4, 7, 9. 1857 776 6, 8. 1859 168 13. 1861 1862 : . 149 J.. 438 4 3,4. 1866 697 5. 1867. .. 937 1. 1867 960 4. 1867 971 9. 1867 974 3. 1869 917 All after the word " companies " in 1870 135 the last five line of subdivision 2 1 and 2. [of section 2. 1872 146 ....... . 1. 1872 248 IL 1872 . 820 12, 16, 18. 1873 397 4, 8, 9. 1873 469 5. 1873 616 4. 1874 • 143 . - 4, 7, 9, 15. 6 82 Eailroad Laws of New York. Schedule of Laws Eepealed — {Continued): Laws of Chapter SECTIONS. 1874 288 2,3. 1875 58 All. 1875... 267 5, 10. 1875 343 8. 1875 611 2, 4, 27. 1877 158 1. 1877 228 6. 1878 203 3. 1881 22 1. 1881 468 Last paragraph of section 4. 1882 273 3. 1882 290 All. 1884 367 4. 1885 489 2. 1885 505 4. 1886 236 6, 8, 9. 1887 317 6. 1887 450 1. 1887 501 3. 1888 293 4,7. 1888 306 All. 1888 391 5.- 1888 462 2. Laws Eepealed. 83 SCHEDULE C. Acts Eepealed by Laws of 1890, Chapter 564. Eevised Statutes \, . . . Eevised Statutes . . . . Part I, chapter 18, title 4 Part I, chapter 18, title 4 Section 5. All except sec- tions 5 and 6. Laws of Chapter. 1811 67 1822 213 1842 165 1847 210 1847 405 1848 37 1848' 40 1348 259 1848 .265 1850 140 1852 228 1853 117 1853 135 1853 333 1853 395 1853 502 1854 232 1855 425 1857 546 1857 776 1860........ 269 1861... _... 149 1863 134 1864 517 1866 73 1867 419 I897 480 1867 971 1867 974 1868 290 SECTIONS. 3, 5, 7. All. All. 38, 39, 40, 41, 43, 44, 45, 51. All. 3, 5, 6, 8, 10, 11, 12, 13, 14, 15, 16, 17 20 21 22. 3, 5' 6, 8, lb, 11, 12, 13, 14, 15,§16, 17, 18, 19, 20, 21, 22, 23, 24,'^25, 27. 2, 5, 12, 13, 16. 8, 10. 4,5,7,8, 9, 10, 11,48. 3 to 14, both inclusive. 3, 5, 6, 8, 10 to 25, both inclusive. 3, 4, 6, 7, 8, 9, 10, 14, 15, 16, 17. 2. All of section 6 to and including the word " trustees " in line 7. All. 3, 5, 6, 8, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 24, 25, 27, 28. First and last sentences of section 6. 3, 5, 6, 8 and 11 to 20, both inclu- sive. 7. All. 2, 5, 6, 7, 9. AIL 2. All. 2. All. First two sentences of 5, and 6, 7,[8. 4 to 11, both inclusive, j All. 84 Railroad Laws of New York. Schedule of Laws Eepealed — {Continued): Laws of Chapter SECTIONS. 1870 773 All. 1872 248 3, last three sentences of 4, and 7 8, 9, 10. 1872 146 All. 1872 611 All. 1872 820 4, 9, 10, 13, 14, 15. 1873 151 All. 1873 469 All but section 5. 1873 737 7,8. 1874 143 3, 5, 6, 8, 10, 11, 13, 14, 17. 1874 288 4. 1874 430 All. 1875 4 All. 1875 343 9. 1875 606 10 to 15 both inclusive. 1875 611 5, 10, 11, 12, 13 to 26 both inch sive and 28, 29. 1877 228 3, 4, 5. 1878 163 1. 1878 203 4, 5, 6, 7, 8, 9, 10, '11, 12, 39, 43 1878 264 All. [44 1879 393 All. 1879 395 All. 1879 413 All. 1880 155 All. 1880 182 1. 1880 225 All. 1880 510 All. 1881 468 4, 7, 8, 10, 11, 12. 1881 599 1. 1884 252 19. 1884 397 All. 1885 141 All. 1885 171 All. 1885 489 All except section 2. 1886 586 All. 1888 293 3. 1888 462 3, 4, 5. General Railroad Act. 85 TABLE A showing what laws the General Railroad Act of 1890, Chapter 565, is based upon. Sec. Eased spon laws of Chap. Sees. Sec. Based upon Laws of Chap. Sees. 2 1850. ... 140 1,2. 32 1850 140 44. 1866 967 1,2. 1854 383 8. 1871 560 5.6. 1864 583 2. 3 1873 839 1. 33 1850 140 40. 4 1847 404 3. 1884 439 30. 1850. ... 140 28. 1889 242 1. 1875 586 2. 34 1850 140 36. 1875 606 36. 1875 , 606 30. 1883 273 3. 35 1847 222 1. 5 1846 155 1. 86 1879 415 1. 1850 140 47. 1884 439 5. 1867 775 1. 37 1866 697 3.; 6 1838 161 1, 2. 1869 917 3;; 1850 140 23, 45. 1871 560 6. 7 1847 373 3. 1881 470 1. 1847. ... 404 1, 2, 3. 1883.'.... 386 1. 1850 140 13, 14, 15, 1884 422 a.i 16, 17, 18, 1887 536 1.1 19, 30, 31. 38 1850 140 33. 1851 19 3. 39 1857 185 1. 1854 283 4, 5, 6, 7. 40 1850 140 35. 1867 515 1. 1875.... 606 29. 1871 560 6. 41 1858 135 1, 2, 8,-4 1875 606 17, 24. 43 1865.... 346 1. 8 1850 140 25. 43 1850 140 30. 1881 148 1. 1875 606 37. 9 1836 316 1,2. 44 1847 273 6. 10 1886 403 1. • 1850.... 140 37. 11 1850 140 34. 45 1884 439 7. 1851.... 19 4. 46 1854;.... 282 10, 11, 12. 12 1850 140 6. 1857 444 3,4. 13 1847 272 4. 47 1868 573 1,2,3,4,5,6. 1847 404 1. 48 1847. . . . 270 8,9. 1850. .. 140 33. 49 1864 582 3. 1854 283 17. 1884 439 1, 2, 4, 6, 8. 1855 478 1. 1887. . . . 616 3, 8... 1871. ... 560 2. 50 1887 616 4. ,; 14 1857 19 2. 51 1887 616 1. 15 1851 19 1. 1889 76 1. •'^-, 1854 383 13. 53 1847 100 3. 1872 843 2. 1881 296 A •?, 16 1880 583 53 1850 140 46. '■ 17 1881 468 1,2. 54 1884 193 1. "1 'i 18 1881 468 5. 55 1886 605 1, 3,;3. 19 1881 468 9. 56 1850 140 ^f * • 30 1880 267 1. 57 1850 140 31. j^ ... 1883 140 1. 58 1863.;... 346 *80 1850 140 1. 1880 233 ■' • 1875 606 16. 70 1869 917 1. 31 1847 273 5. 1875 108 1. "^'.^ 1850 140 37. 1875 256 1, 2, 3.1 1871 560 '■ 71 1869 917 2. * It will be noticed that the sections of the act of 1890, ch. 565, are not num- bered consecutively, e. g.. Sec. 20 is followed by sec. 30; sec. 58 by sec. 70, etc. 86 Eailroad Laws op New York. General Eailroad Act of 1890 — {Continued): Sec. Based npon Laws of Chap. Sees. Sea Based npon Laws of Chap. Sees. 73 73 74 75 76 77 78 79 80 81 82 83 90 91 9a 93 94 95 96 98 99 100 101 103 103 i64 105 106 107 108 109 120 121 122 123 124 1869.. 1869.. 1869.. 1875.. 1879.., 1875... 1839... 1880... 1855. . , 1869... 1857. . . 1880... 1889... 1874. . . 1884. . . 1884... 1854. . 1884... 1886... 1886... 1889... 1889... 1884. . . 1884. . . 1883. . 1884. . . 1884. . 1873... 1884... 1889... 1884. . . 1884... 1884. . 1885... 1885... 1885... 1886... 1888... 1888... 1884... 1875. . 1875... 1875... 1875... 1875... 917 917 917 256 505 505 218 349 303 917 444 5 236 430 253 252 140 252 65 642 381 566 252 252 349 252 252 433 252 351 253 353 252 305 305 305 271 549 560 253 606 fi06 606 606 606 4. 3,5. 6. 8. 1. 2. 1. 1. 1. 9. 1. 4. 4, 5, 6,11. 9. 10. 1. 12. 13. 14. 15. 1,2. 3. 4. 17. 1. 3. 3. 4. 5. 125 126 137 128 129 130 131 132 133 134 135 136 137 138 139 140 141 150 151 153 153 154 155 156 157 158 159 160 161 163 163 164 165 166 167 168 169 170 171 1875... 1875... 1875. . . 1875. . . 1875... 1875... 1875... 1875. . . 1875... 1875... 1875. . . 1875... 1875. . . 1881 .. 1881... 1881... 1881... 1882. . . 1883. . . 1883. . . 1884. . . 1883. . . 1884. . . 1882. . . 1883... 1884. . . 1883. . . 1882. . . 1850... 1882... 1882. . . 1883... 1882... 1883... 1883. . . 1883... 1884. . . 1884. . . 1883... 1884... 1883. . . 1882. . . 1884... 1883... 1882... 606 606 606 606 606 606 606 606 606 606 606 606 606 399 399 399 399 853 3i3 353 441 353 441 353 353 431 353 353 140 353 353 353 353 353 353 353 353 431 353 421 353 353 441 358 353 6,42. 7. 8. 9. 26. 35. 36. 37. 21. 88. 39. 39. 50. 1. 3. 3,4. 5. 1. 1. l.t 1. 13. 3, 3, 4. 1. 3. 2. 3. 4,9. 31. 10. 4. 5. 6. 8. 7. 4. 1. 3, 4, 5, 8, 9. 1. 14. 18. 1.2,3. 13. 4. NOTES OF JUDICIAL DECISIONS.' PAGE Section 1. The public character of railroad corporations 87 3. Railway mortgages 88 3. Maintaining ferries 89 4. Consolidation, lease, etc 90 5. Stocks; stockholders; actions against stockholders, etc. . . 90 6. Lands taken for public use; damages therefor; powers of commissioners, etc 93 7. Negligence by railway companies; contributory negligence.. 95 8. Railway crossings; accidents at; signals 98 9. Damage by fires caused by railroads 100 10. Damages by diversion of water courses 101 11. Obligations of railways to restore streets 101 13. Erection and maintenance of fences 103 13. Railway tickets; rights and obligations of passengers 103 14. Limitation of liabilities by common carriers 104 15. Costs in railway cases 104 16. Mandamus against railways 105 17. Abandonment of franchises ■ 105 18. Heating cars by stoves 105 19. Liens on railroads; penalties 105 30. Miscellaneous 106 § 1. The Pdblic Chakactbr of Railroad Coepobations. The right to use and bnild a railroad for public use is a franchise which can be derived only from the sovereign. Ry. Co. v. D. & R. Canal Co., 3 C. E. Gr. (N. J.), 546. And a state has exclusive control over the construction and maintenance of railroads and internal improvements within her domains. Id., 6 Vr. (N. J.), 89, 97. Railways are public highways, to be conducted in furtherance of the objects of their creation. Mandamus will not lie to compel a company to per- form its public duties. The decision as to the manner of performing those duties rests not with the company, but with the state tribunals. R. R. Com'rs V. P. & O. C. R. R. Co., 63 Me., 369; 4 Neb., 457. A railroad is a trustee for the public. 34 Md., ,633. It cannot aliens its franchises or property so as to disable it from performing its public duties without legislative authority. 46 Md., 9. See 7 C. E. Qr. (N. J.), 130, 399; 8 Phila. (Pa.), 94. The property of a railroad company is a trust fund in the hands of its directors for the benefit of its creditors. S. F. & N. P. R. R. Co. v. Bee, 48 Cal., 399; 81 id., 385. * See, also. Notes to Chapter II. on Corporation; also Notes to Chapter III. on Rapid Transit Railways; eminent domain; procedure; damages, etc. 88 Eailroad Laws of New York. A corporation is a political trustee. By the acceptances of its franchises a trust arises in favor of the public; by acceptance of such trust the company tacitly obligates itself to discharge its duties faithfully and in conformity with the conditions upon which it was imposed. Lumbard v. Stearns, 4 Cush. (Mass.), 50; People v. B. & R. T. Co., 28 Wend., 236, 254. See, also, 45 Barb., 136; 70 Mo., 69, 115; 27 Barb., 452; 4 Mete. (Mass.), 664. Railroads are quasi public corporations, dedicated to public use. By accepting their charters they accept them with the duties and liabilities im- posed by law. McCoy v. Ry. Co., 13 Fed. R., 3. The charter of a private corporation is an executed contract between it and the state which the legislature cannot repeal, repair, or alter so as mater- ially to affect the interest of the corporators. M., O. & R. R. Co. v. Gaster, 24 Ark., 96; 20 id., 463. Where the charter provided that on failure to commence the con- struction of a railroad within a given time "said corporation shall be dis- solved," it was held that such failure did not ipso facto divest the company of its corporate character. Day v. Ogdensburgh Ry., 11 N. Y. St. Rep., 335. See as to an attempt to release a company from forfeiture by failure to begin work. 11 N. Y. St. Rep., 450; 104 N. Y., 1, 43. Also, as to dissolution by forfeiture, 125 N. Y., 434, 513; 35 St. Rep., 872. Acts authorizing companies to construct railways are considered as but enabling statutes which gives powers, but do not render compulsory or obligatory the exercise thereof. Scottish N. E. Ry. Co. v. Stewart, 3 Macq. H. L. Cas., 382; 5 Jur. N. S., 607; see7Railw. Cas.. 459; 22 L. J. Q. B., 22. Where a company was authorized [to build a railroad fifty-six miles long, it resolved to build four miles and to abandon the rest. Held, that such resolution was illegal both as agaiust landowners on the line and the share- holders in the company. Cohen v. Wilkinson, 12 Beav., 125; 18 L. J. Oh., 378. A corporation can act only in conformity with the law creating it. Beatty v. Marine Ins. Co., 2 Johns., 109. Directors can ratify unauthorized acts of an agent which are within the corporate powers. Hoyt v. Thompson, 19 N. Y., 207. A plea ultra vires is not available to a corporation in defense to actions for violation of contracts, or wrong-doing. Bissell v. Mich., etc., Ry., 32 N. Y., 258, 494; 123 id., 142, 435. The capital of a railroad company is a trust fund for the benefit of its creditors, and a court of equity will pursue and lay hold of such property and effects and apply them to the payment of what it owes to its creditors. M. & W. P. Ry. Co. V. Branch, 59 Ala., 189; approved and followed in Central Railroad Co. v. Pettus, 113 U. S., 116. Fifteen persons are now required to form a railroad corporation ; nine directors are sufficient. See R. H. & L. R'y v. N. Y., L. E. & W. R'y, 44 Hun, 206; aff'd, 110 N. Y., 138; 16 St. Rep., 838. § 2. Railwat Mortgages. A railway mortgage may include all after acquired property necessary for the use of the road. Buck v. Seymour, 46 Conn., 170. Such mortgages of after acquired real estate are subject to such liens as incumber it when it comes into the hands of the mortgagor. Botsford v. N. H. & C. R. R. Co, 41 Conn., 464-9. See 32 Hun, 164; 96 N. Y., 49. Notes of Judicial Decisions. 89 A railroad company may borrow money to finish its road, may mortgage as security future acquisitions as well as present possessions. Pennock v. Coe, 23 How,, 117. It may mortgage all its franchises except that of being a cor- poration. Branch v. A. & G. Ry., 3 Woods, 481. If the trustees under a mortgage refuse to enforce the security, the bondholders may sue. Owens v. O. C. Ry., 20 Fed. R. 10. After trustees have begun proceedings to foreclose a railroad mort- gage, a litigating bondholder can only be heard for his individual rights by coming into the pending suit by the trustees. Stern v. W. C. Ry., 1 Fed. R., 585. A mortgage of cars, engines, and of all personal property "in anyway belonging or appertaining to the railroad of said company," was held not to, include canal boats, though considered as such, and accessory to the business of the road. Parish v. Wheeler, 22 N. Y., 494. A trustee under railroad mortgage cannot be removed because he de- clines to employ, on foreclosure, counsel selected by majority bondholders, and insists on acting as trustee under junior and senior mortgage. Beadleson v. Knapp, 13 Abb. Pr., N. S., 835. Such trustee cannot be compelled to contest validity of bonds unless bondholders to the specified amount request it in writing and provided means. McHugh v. Ry, Co., 66 Barb., 612. A mortgage for a larger sum than authorized is ratified by the corpor- ation's receipt and retention of the money. Elwell v. Ry. Co., 67 Barb., 83; 12 N. Y., 236; 20 Vt., 425. Where an action by one trustee to foreclose a railroad mortgage at the request of the owners of a small number of the secured bonds, such action was stayed on motion of bondholders to a much larger amount, upon the ground that a foreclosure would terminate a profitable investment at seven per cent, on their giving security to pui'chase the bonds of those desiring to fore- close, and protecting their interests in other respects. Tillinghast v. T. & B. Ry. Co., 48 Hun, 420; afE'd 121 N. Y., 648. See HoUister v. Stewart, 111 N. Y., 644; 109 U. S., 537. An action lies against a railroad company upon its bonds secured by a mortgage, notwithstanding the fact that defendant has been consolidated with another company to which all its property has passed. Gale v. T. & B, Ry. Co., 51 Hun, 470. The exception of "mortgages" from the debts of the original com- panies which are imposed upon a consolidated company, does not include past due coupons on bonds secured by a mortgage. Polyhemus v. Fitchburg Ry. Co., 50 Hun, 397. But see 50 Hun, 310. Purchasers of railroad franchises under foreclosure do not, in the ab- sence of a contract or statutory provision, assume the obligations of the Origi- nal company. Hoard v. Ches. Ry., 123 U. S., 332. § 3. Maintaining Fbrkies. A Vailroad company, for the purpose of increasing traffic, proposed to guarantee certain profits and secure the capital of an intended steam packet company, which was to act in connection with the railway. Held, ultra vires, and enjoined. Coleman v. E. C. Ry. Co., 16 L. J. Ch., 73. A company had authority to keep steam vessels for ferry purposes. Held, that such vessels, when not otherwise employed, might be used by the company for excursion trips to the sea. Forest v. M. 8. & L. Ry. Co., 30 Beav. 40. See 10 C. B., N. 8., 675.. , 90 Eailroad Laws of New York. A railroad extending to tlie harbor in New York city may maintain a ferry from Us terminus to a point ten miles therefrom, but cannot lease another distinct ferry to be operated from New York to Bay Ridge, L. I. Starin v. Mayor, 43 Hun, 549. Tlie legislature may authorize railroads to run steamers in connec- tion therewith. Freeman v. Ry. Co., 7 Hun, 122. § 4. Consolidation, Lease, etc. Under the statute authorizing consolidation of railroads (L. 1869, e. 917, § 5), which provides that all debts and liabilities of either company, ex- cept mortgages, shall attach to and be enforced against the new corpora- tion as though created by it; an action will lie against the new company upon bonds and coupons of one of the companies so consolidated, although they are secured by mortgage upon property of the original debtor corporation. Poly- hemus v. F. Ry., 123 N Y., 502. On consolidation, a new or consolidated company, unless restricted by law, succeeds to all the rights, privileges, and immunities of the companies forming it. Zimmer v. The State, 30 Ark., 677. A power conferred by char- ter upon a railroad company to consolidate with another company, is a con- tract between the state and the corporation, which cannot be impaired by sub- sequent legislation. Id. See 41 id., 509, 642. Consolidation of railroads under state authority, causes a dissolution of the companies consolidating, and creates a new corporation with new liabili- ties, derived from those extinguished. Clearwater v. Merideth, 1 Wall., 36; 16 Ind., 172. 109 U. S., 105. The consolidated company assumes the liabili- ties, and succeeds to the rights of the constituent companies. Tysen v. Wa- bash Ry., 15 Fed. R., 793. But the consolidated company can claim no greater rights than its predecessor, and the contract determines the rights of all parties, W. U. Tel. Co. V. K.' P. Ry., 26 Int. Rev. Rec, 849. See 113 U. S., 465; 81 Leg. Int. (Pa,), 140. A railroad autliorized to lease another road may lease a road operated in another state, in the absence of statutory limitations in either state. Day v. O. L. C. Ry., 107 N. Y., 129. See, also, 93 id,, 616; 89 id., 75; 86 id., 117; 34 Hun, 435; 35 id., 227; 77 N. Y., 234; 46 id., 653. A railroad company cannot lease its road and franchises unless author- ized by statute, because it can only perform authorized acts, and a lease is a violation of its duties to the state. Thomas v. Ry. Co., 101 U. S., 71. See 8 Biss., 456. A contract between parallel railroads whereby they were to preserve certain territory to each in which to prosecute the work of extension without interfering with each other, with the design to prevent an unprofitable war of construction, is not contrary to public policy. Ives v. Smith, 8 N. Y. S., 46. An agreement between two competing railroads to divide their earn- ings from traffic between two poiuts, for which they formerly competed, is contrary to public policy and cannot be enforced judicially. Texas, etc. Ry. V. So. Pac. Ry., 41 La. Ann., 970; 6 So., 888. § 5. Stocks; Stockholders; Actions against Stockholders, etc. In an action for assessments, one cannot show, in defense, that the cor- poration has by misuser and non-user failed to comply with the provisions of its charter. M. O. & R. R. R. Co. v. Cross, 20 Ark., 448. Notes op Judicial Decisions. 91 A subsci'iption to the capital stock of a railroad corporation must be in ■writing. P. & S. By. v. Gozzam, 33 Pa. St., 840. A conditional subscription is absolute; tlie condition is invalid. Cass v. P. F. & C. Ky., 80 id., 31; 48 id., 29. One cannot, by forgery of certificates, obtain a valid transfer of shares of stock. Barton v. N. S. Ey. Co., 38 Cb. D., 458. See, also, ISTotes to chapter II., Corporations. An act, within the power of the corporation, irregularly done, may be ratified by the stockholders. State v. Florida C. R. R. Co., 15 Fla., 690. An action against a stockholder to recover subscriptions cannot be maintained by a company which has ceased to exist by failure to finish and operate its road within ten years from the time of filing its articles of associa- tion. Sodus Bay Ry. v. Lapham, 43 Hun, 314. An action will lie to recover subscriptions on stock, although the char- ter provides that on failure to pay on requisition of the directors, the stock and installments paid thereon shall be forfeited to the company. Selma & Tenn. R. R. Co. v. Tipton, 5 Ala., 507. A subscription of a municipal corporation to the capital stock of a railroad company is invalid unless authorized by the legislature. M. «& O. R. R. Co. V. Mayor, etc., 33 Ark., 800; 21 id., 805. Subscriptions made on condition that the railroad run by a certain town or route are valid, and must be complied with to render the subscriptions binding. Jacks v. Helena, 41 Ark., 313; 10 Ind., 539; 13 id., 453. See 66 Me., 185. One wlio subscribes an unconditional agreement to take a given number of shares of stock, becomes a stockholder, subject to the conditions in the sub- scription paper, to those imposed by the charter or by law, and liable to credi- tors. Burr V. Wilcox, 23 N. Y., 551; 26 id., 134; 31 id., 485; 38 Barb., 616; ■Thompson's Liab lity of St. (3d ed.), § 105. A subscription for shares is a contract; and the interest thereby acquired by a stockholder is a sufBcient consideration to uphold the contract. Ry. Co. V. Gammon, 5 Sneed (Tenn.) 567; Fraud as a defence, 2 Head (Tenn.), 23. A sale of shares of stock in a railway carries with it the dividends de- clared by the company; if they are to be paid at a day subsequent to the trans- fer of the stock. Burroughs v. N. C. R. R. Co., 67 N. Y., 376. ' See as to indebtedness of contractor to laborer, for which corporation is liable, 1 Abb. Ct. App. Dec, 18; 12 N. Y., 628; 5 How. Pr., 454; 1 Lans., 68. Where spurious stock was issued by the president of a corporation, it was held, that the corporation could maintain an action against all who claimed the stock to have it declared void. N. Y. & N. H. Ry. Co. v. Schuyler, 17 N. Y., 593. The regularity of the organization of a corporation cannot be ques- tioned collaterally. Doyle v. P. P. Co., 44 Barb., 339; 36 N. Y., 75; 19 Abb. 416. Nor can it be alleged that a corporation has forfeited its charter or that question be considered in a collateral proceeding. Judicial proceedings are necessary to effect a dissolution. In re Presby. Oh., 7 How. Pr., 476; 9 Wend., 357; 8 Sandf., 176; 4 Duer, 362. Defects in the organization of a corporation will not avail a stockholder in an action to enforce a personal liability against him. 5 Bing., 581; 7 id., 110; 5 Barn. & Cress., 356; Eaton v. Aspinwall, 19 N. Y., 119. Nor can one 92 Eailroad Laws of New York. question- corporate existence as a defense to a debt. 1 Kern., 108; nor in de- fense to an action upon a contract. White v. Ross, 15 Abb. Pr., 66; 17 Barb., 378; 17 Ohio, 47. Acts or declarations of a director will not bind a corporation, unless the director was acting as agent therefor. Soper v. Buf. & R. R. R. Co., 19 Barb., 310; 20 Ark., 443; 17 Ga., 574. Surprise and fraud upon the part of the electors is ground for avoid- ing an election, and all acts of the corporators which bear the appearance of trick, secrecy or fraud will be held invalid. Peo. v. Alb. & S. R. R. Co., 1 Lans., 808. Where a syndicate advanced $18,000,000 to build a railroad, and received $50,000,000 of paid up stock and $15,000,000 of bonds secured by a mortgagef on the road, this is a fraudulent sale of the stock and bonds and they are abso- , lutely void. Union Trust Co. v. N. Y., &c., Ry. Co., 17 Bull. (O.), 176. A promoter's contract will bind a company which takes the benefit of it. L. R. & Ft. S. R. R. Co. v. Perry, 37 Ark., 164. See King v. Barnes, 109 N. T., 288; 86 id., 389; 81 id., 469; 87 Minn., 90; 3 Myl. &Cr., 773; 10 Hare, 547; 7 Ch. D., 368. See, also, 101 U. S., 393; 93 111., 154; 59 Conn., 272; 40 Md., 395; 45 N. H., 370; 37 Ark., 164; 21 Neb., 621. Railroad directors cannot deal with corporate property for their in- dividual interests. L. J. & Ft. S. Ry. Co., v. Page. 35 Ark., 304; Munson v. S. G. & C. Ry. Co., 103 N. Y., 58; Davoue v. Panning, 3 Johns. Ch., 252; Aberdeen Ry. Co. v. Blakie, 2 Eq., 1281; see 109 U. S., 523; 91 id., 585; 84 N. Y., 193; 62 id,, 240; 80 id,, 527; 125 N. Y., 278. § 6. Lands Taken for Public Use; Damages Therefor; Powkes op Commissioners, etc. The taking' of lands, under legislative grants, for railroads, is a taking for public use, and compensation must be given. Bradley v. N. Y. & N. H. R. R. Co., 21 Conn., 305; 17 id., 59; 1 Kelly (Ga.), 530; 5 Kan., 177; 13 Minn., 315; 5 Nev., 283; Rice (S. C), 383. An owner or occupier of lands "injuriously affected" during execu- tion of work authorized by special act, is entitled to compensation, if the injury is sufficient to lessen the value of the property. Ford v. M. & M. D. By. Co.'s, 17 Q. B. D., 12. A railroad company having an absolute right of way by charter is liable only to pay for land taken, not for trespass. L. I. & Ft. 8. Ry. Co. v. Dyer, 35 Ark., 360; 31 id., 499; 32 id., 17, 758. An elevated railroad lawfully erected and operated by a company on its own land, on the line of a public street, is damnum absque injuria, for which no damages can be recovered at common law or under the state constitution. Penn. Ry. v. Lippincott, 116 Pa. St., 472; S. C, 9 Atl., 871. The legislature may delegate the power of eminent domain to private corporations engaged in public enterprises. A valid determination of a tribu- nal, procured in lieu of the consents of property owners, is conclusive upon all parties and may not be questioned collaterally. Re Union El. Ry., 112 N. Y., 61; aff'g 17 St. R., 630. The measure of damages for land taken for public use is the difference between the land without the road, and the remaining portion after it is built. L. R. M. & C. Ry. Co. v. Allen, 41 Ark., 43; 39 id., 167; 70 111., 347; 52 Ind., Notes op Judicial Decisions. 93 329; 43 id., 328. See 113 Ind., 308; 12 id., 386; 49 id., 664; 25 Vt., 69- 28 id 103; 34 Tex., 225; 27 N. E. (111.), 601. • In ascertaining damages for lands taken for public uses, the inquiry should be as to their value in the market. Reference should also be had to the uses for which the lands are suitable. L. R. & Ft. S. Ry. Co. v. McGehee, 41 Ark., 292; 20 id., 561. See 46 la., 866, 376; 10 Kan., 489; 1 Bush (Ky ) 326. All injuries ■which are applicable to the owner of the land may be con- sidered in estimating damages. St. Louis, etc., R. R. Co. v. Mollett, 59 111., 235; 64 id., 338. An abutter on a street is seized in fee to the center, subject to public use, and can maintain ejectment against a railroad on non-payment of dam- ages. T. H. & S. E. R. Co. V. Rodel, 89 Ind., 128. A company is not bound to talie and pay for all the lands described in its petition. If less are needed. Peoria & R. I. R. "W. Co. v. Bryant, 57 111., 473. But land taken must be paid for without regard to the benefits accruing to the owner by the construction and operation of the road. 59 III., 273. A company can only take by condemnation such lands as are necessary. Curtis V. Ry. Co., 20 Minn., 28; 2 Mo. Ap., 105. In proceedings to condemn land, the statute must be strictly observed. C. & A. R. R. Co. V. Smith, 78 111., 96; 15 id., 123. The conveyance to a railroad of a right of way conveys only an easement. Brown v. Young, 69 la., 625. One may recover damages with interest thereon from the time of the taking of lands to the time of the assessment. Whitman v. B. & M. Ry., 7 Allen (Mass.), 313; 105 Mass., 303; 125 id., 1; 127 id., 571. Damages may be recovered for injury to property by a railroad, though it does not cross the property. Parker v. B. & M. Ry., 3 Cush. (Mass.), 107. See 3 Mete. (Mass.), 380; 5 Gray (Mass.), 35. Damages for injuries to a mill pond by erecting a railroad across it are recoverable. White v. S. 8. Ry., 6 Cush., 412. See 103 Mass., 10. A railroad may recover damages for the construction of another railroad across its track. Ry. &D. Co. v. Com., 14 Gray (Mass.), 553. Where a railroad crosses a street leading to real estate, not abutting on the railroad, which is thereby depreciated in value, damages are not re- coverable. L. & C. V. N. & S. Ry., 10 Cush. (Mass.), 385. But where a railroad runs through a farm, and thereby renders it more inconvenient and expensive to cultivate the remaining part, this is an element of damage to be considered. Tucker v. M. C. Ry., 118 Mass., 547. The enhancement in value of the owners adjoining lands may be set- off against the amount allowed fot damage thereto arising from compulsory sale, but may not be allowed against compensation for the land actually taken. Harding v. Board of L. & W., 11 App. Cas., 208. See Trustees v. Cal. Ry. Co., 8 R. (Scotl.), 405; Isdem v. Eosdem, 9 R. (H. L.), 19; L. R., 7 App. Cas., 259 (Scotl.) Eight of Way; McLaren v. Ry. Co., 5 R., 1042 (Scotl.). Injunc- tion was granted to restrain company from running trains, and from continu- ing in possession until purchase money paid. AUgood v. M. &D. Ry. Co., L. R., 33 Ch. D., 571. Deductions for beneflts to lands may be deducted from damages caused by construction of a railroad. Nicholson v. N. T. & N. H. R. R. Co., 22 Conn., 74. 94 Eailroad Laws of New York. CoHseqneutial injuries caused by a street railroad, are damnum absque in- juria, for which an action will not lie. Carson v. C. R. R. Co., 85 Cal., 325. See 51 Me., 318. It is sufflcient if tlie map filed by a railroad company, shows the align- ment and profile; all connections, switches, or turnouts need not be shown. Peo. V. B. F. & C. I. Ry., 89 N. Y., 75. When a company has filed a map and profile, it has acquired an exclusive right to the line adopted, subject to the right of other roads to cross its route or land according to law. Rocb., etc., Ry. Co. v. N. Y., L. E, & W. Ry., 110 N. Y., 128; 16 St. Rep., 838. See as to changing route. Re N. Y., L. E., etc., Ry., 88 N. Y., 279. Commissioners should approve the proposed route, or make proper altera- tions. Peo. V. Tubbs, 49 N. Y., 856. Commissioners to determine tlie manner in whicli one railroad shall cross anotlier, may determine all questions respecting the same, and such as relate to public safety. Rf Lockport & B. Ry., 19 Hun, 88; 44 id., 215; 77 N. Y., 557; 79 id., 64. See, also, as to powers and duties of commissioners. 102 N. Y., 843; 36 Kan., 272; 34 id., 414. Public lands under water may be taken by a railroad company, and owners of adjoining upland need not be notified. Re N. Y. , W. 8. & B. Ry., 39 Hun, 269; 103 N. Y., 351. Where the public acquire a mere rigrht to use lands for a particular purpose, the title of the owner is not extinguished, but his right of enjoyment is subject to the easement. In such case, the right of the public is limited to the particular purposes for which the lands were acquired; and it is only when the entire fee is acquired, that the lands can be appropriated to other usc^. Story v. N. Y. El. Ry., 90 N, Y., 122. The state, or a corporation with the delegrated power, may acquire any right or estate in lands, as in the judgment of thv legislature the public interests may need. Id. Railroads may take lands already taken for a similar purpose by other railroads, if they do not impair the usefulness of the latter. N. Y., H. & N. R. R. Co. v. B. II. & E. R. R. Co., 36 Conn., 199, 300. A railroad company has power to take lands outside those included in its plans, it reasonably necessary for the construction of the railway. Finck V. London & S. W. Ry. Co., 44 Ch. D., 380. Additional burdens cannot be imposed upon a street without addi- tional compensation to adjacent owners. S. P. R. R. Co. v. Reed, 41 Cal., 356. A grant by a city of right to lay its track in a public street does not pre- clude adjacent owners from recovering damages. Carson v. C. R. IJ. Co., 35, Cal., 335. Sec 45 id.. 375; 39 St. Rep., 878. Benefits which accrue to land adjoiningr that taken for railroad pur- poses may be deducted from damages occasioned. Meacham v. Fitchburg Ry., 4 Cush. (Mass.), 291; 11 id., 500; 8, Allen (Mass.), 133; 7 id., 313. See also 53 Pa. St., 87; 8 Phila., 485. Where a railway wliile constructing its road took insutHcient pre- cautions to protect an adjoining house, the court enjoined the negligent exercise of powers and appointed a surveyor to report what was necessary to secure the premises. On compliance by the company with the surveyor's requisitions, the court granted an inquiry as to damages. Biscoe v. G. E. Ry. Co., 16 L. R. Eq., 636. Notes op Judicial Decisions. 95 § 7. Negligence by Railway Companies; Conthibutoky Negligence. The machinery of a railroad must be good and safe, and constructed of proper materials; the servants sliould be competent and skillful, and exercise care and vigilence in examination and repair. 111. Cen. R. R. Go. v. Phillips, 49 111., 234 And see 43 id., 389, 58 id., 889; 68 id., 95; 67 id., 68; 56 Md., 511; 5 id., 339; 29 la., 14; 44 id., 134; 29 Kan., 149; 12 Md., 267; 9 Nev., 271. Companies must inspect machinery. It must exercise reasonable care to provide safe machinery and cannot escape liability for defects vchich reasonable and ordinary diligence v?ould have discovered. Muldowney v. 111. C. R. Co., 36 la., 462. An attempt by one pei'son to save another from impending danger is • not negligence 'per ae, and whether one attempting so to do is guilty of such contributory negligence as to bar an action for injuries, is a question for the jury^ Penn. Co. v. Lagendorf, 28 N. E. (O.), 172. See 115 N. Y., 22; 105 id., 164. A master may be liable for injuries to a servant caused by defective machinery, if such defects could have been discovered on the application of known tests. See Ballard v. Hitchcock Mfg. Co., 51 Hun, 188, and cases cited. 76 N. Y., 125; 26 id., 102; 39 id., 468; 11 N, W., 559. In order to render a railroad liable it must be shown that they have been negligent or been remiss in some duty, care, prudence or diligence due to passengers; they are not insurers of the latter. Palmer v. Penn. Ry., Ill N. Y., 488. Negligence of a conductor in care of passengers is negligence of company. C. C. & T. C. R. Co. V. Powell, 40 Ind., 37. Exemplary damages may be allowed and one injured by a train caused by those in charge of it. Murphy v. N. Y. & N. H. R. R. Co., 29 Conn., 499; 18 Kan., 523; 27 Md., 287. Running an engine without a headlight on a dark night is gross negli- gence. Burling v. I. C. R. R. Co. , 85 111., 18. See 28 St. R., 87; 42 Hun, 306. Servants of railroads are presumed to contract with reference to the hazards of their employment. 75 111., 106; 77 id., 365; 93 id., 43. Employees continuing in extra hazardous employment assume the risk. 14 Or., 211. A person, put in imminent jeopardy by the gross negligence of a railroad company, who is seriously injured in attempting to escape, though he mis- judged as to the danger, may recover damages unless he acted upon a rash misapprehension of the situation. M. & W. R. R. Co. v. Winn, 26 Ga., 250. See 32 St. R., 612; 99 N. Y., 158; 6 St. R.; 250; 3 id., 738; 98 N. Y., 128. Where a passenger stepped into a hole, caused by defective construction of carriage, the company was held liable. Stewart v. C&l. Ry. Co., 42 J., 38. See 8 M. 486; 42 J., 228 (Scotl.). See, also, 45 J., 413; 120 N. Y., 467; 118 id., 314. Though an elevated railroad is not bound, for the protection of travelers below, to provide the best known safeguards, it is bound to use due diligence and care to guard against accidents to those passing below, although such pre- cautions were not originally contemplated. Mason v. Man. Ry., 8 St. R., 118. A railroad is not liable for negligence of a receiver who is operating the road. M. & 8. Ry. Co. v. Stringfellow, 44 Ark., 322; 53 Ind., 57; 23 id., 96 Eatleoad Laws of New York. 553. See 24 Kan., 619; 36 id., 754; 40 Fed. R., 631; see as to liability of lessor and lessee, 34 N. E. (111.), 559; 11 Pac. (Dr.), 68; 135 N. Y., 118. Wliere a passenger on a platform, standing at a reasonable distance from the track, was struck by the brakes of a passing train, held, that he was right- fully on the platform, and had a right to presume himself safe, and entitled to damages. Sullivan v. Vicksburg Ry., 39 La. Ann., 800; 3 South., 586. See 124 N. Y., 414; id., 493; 19 W. Dig., 10, 76; 97 N. Y., 494. Injury to a passenger carried on a train, without fault on his part, raises a presumption of negligence which the company must disprove. George v. St. L. & C. Ry. Co., 34 Ark., 613. A railroad company is bound to use the utmost diligence which human skill and foresight can effect. Id., 16 111;, 198; 17 id., 131; 68 id., 560; 25 Md., 388; 45 id., 353; 21 id., 384; 36 Mo., 351. If a railroad is bound to use reasonable care in furnishing its employees with suitable cars, this rule does not apply to a car received from another rail- road in transit. The only duty it owes to employees in such a case is to provide competent inspectors. Mackin v. B. & A. Ry., 135 Mass., 301. See 116 N. T., 398; 100 id., 463. Negligence cannot be inferred from speed alone. Warner v. N. Y. C. Ry., 44 N. Y., 465. The company is not liable for an error of judgment of the engineer as to speed. Crystal v. T. & B. Ry., 105 N. Y., 170. It is negligence for one knowing of the frequent passage of trains to approach the tracks at such speed as to be unable to check his horse before crossing. Wilds v. H. R. Ry. Co., 34 N. Y., 430. A person must use his or- dinary faculties to discover danger. Gonzales v. N. Y. 0. Ry.. 38 N. Y., 440. He must look both ways, when looking will do any good. Thompson v. N. Y. C. Ry., 110 N. Y., 636; 36 How. Pr., 84; 11 Daly, 133; 88 N. Y., 346; 35 id., 75; 135 id.. 526; 124 id., 308; 113 id., 355, 667. He must be alert and vig- ilent in the use of his eyes and ears. Heaney v. L. I. Ry. Co., 112 N. Y., 122; 98 N. Y., 198; 130 id., 393. A jury has no right to guess that one was free from fault; plaintiff must show that by a preponderance of proof. The law demands proofs and not mere surmises. Bond v. Smith, 113 N. Y., 385. Where negligence is the issue it must be an unmixed case. Donelly v. Brook- lyn 0. Ry. Co., 109 N. Y., 32; 27 Barb., 337. The doing of an act, which an unforeseen emergency renders desirable, does not render the company liable for a failure to do that act. Draper v. D. &H. C. Co., 23 W. Dig., 542. As to whether the question of contributory negligence is one of law. See 125 N. Y., 715, 737, 760, 774. A railroad company owes to its employees the duty of furnishing " proper and reasonably safe appliances and machinery, and skilled and careful co-employees, but also to make and promulgate rules which if faithfully ob- served will give reasonable protection to employees." Abel v. D. & H. C. Co., 103 N. Y., 581. See Whittaker v. Same, 126 id., 544; Palmer v. Same, 120 id., 170, and cases cited; 39 N. Y. St. Rep., 149. Passengers must have ample time to alight from trains. McDonald V. L. I. Ry. Co., 116 N. Y., 546. See 118 id., 583; 32 N. Y. St. Rep., 881; 113 N. Y., 364; 28 N. Y. St. Rep., 498, and cases cited; 15 N. Y. St. Rep., 11; 53 Hun, 372; 50 id., 23; 97 N. Y., 359; 5 N. Y. St. Rep., 700; 35 Hun, 590; 98 N. Y., 138. See 37 Hun, 107; 20 W. Dig., 313. As to unattended engine, see Mars v. D. & H. C. Co. , 54 Hun, 635, and cases cited. Car alone on track, Notes of Judicial Decisions. 97 Webster v. R. W., etc., Ry., H5 N. Y., 112; 33 St. Rep., 778. See 118 N. Y., 527; 28 N. Y. St. Rep., 94, 498. Standing on platform, 98 N. Y., 650. Injury to child, 2 How. Pr. (N. S.), 30; 19 W. Dig., 436; 91 N. Y., 420; 90 id., 670. Investigation of accidents by railroad commissioner, N. Y. Daily Reg.,, Nov. 20, 1884. See as to other powers and duties of railroad commissioners, Peo. v. N. Y., L. E., etc., Ry. Co., 104 N. Y., 58; 106 id., 265; 8 St. Rep., 678. To free a master from liability for injuries to a servant, the injuries must result solely through the negligence of the employees. Stringham v. Stewart, 100 N. Y., 526; 53 id., 549; 73 id., 38: 80 id., 46; 81 id., 209; 95 id., 546. See as to liability for negligence by overcrowding cars. Lehr v. S. & H. P. Ry., 118 N. Y., 556; 55 id., 108; see 29 N. Y. St. Rep., 144. Riding on platform, 36 N. Y., 135; 42 How. Pr., 289; 33 Barb., 657. Operation of safety gates. Feeney v. L. I. Ry. Co., 116 K. Y., 375; see 6 N. Y. St. Rep,, 621. Car in motion. Solomon v. Man. Ry., 108 N. Y., 437, 670. See as to test of contributory negligence. Lent v. N. Y. C. Ry., 31 St. Rep., 538; 27 id., 549; 3 id., 636; 7 L. R. A., 111. See 101 N. Y., 419; 104 id., 652; 50;Supr. Ct. (J. & S.), 114; 88 N. Y., 13, 43, and cases cited. Backing train. Barry v. N. Y. C. Ry. Co., 93 N. Y., 389; 19 Abb. N. C, 18; 15 W. Dig., 34. Overworked employee, 30 W. Dig., 531. Insnfll- cient number of trainmen. Flike v. B. & A. Ry. Co., 53 N. Y., 549. See as to injury on connecting roads, 29 Hun, 637; 19 N. Y., 341; 38 id., 360; 30 id., 492; 8 id., 37; 29 Barb., 35; 45 N. Y., 184; 12 Abb. Pr. N. S., 473; 40 N. Y , 168; 16 Barb., 315; 10 Abb. Pr., N. S,, 473; 40 N. Y., 168; 16 Barb., 315; 10 Abb. Pr., 398. Where an employee was injured by the collision of trains due to a mistake of a telegrapli operator, it was held that he could not recover dam- ages, because the accident was caused by a fellow servant. Slater v. Jewett, 85 N. Y., 61. But where the superintendent dispatched one train on the time of another and an accident occurred, held that the company was liable for in- juries to employees; the superintendent stood in the position of the master. Sheehan v. N. Y. C. Ry., 91 N. Y., 333; 92 id., 639. See Sutherland v. T. & B. Ry., 28 N. Y. St. Rep., 201; 59 N. Y., 517; 99 id., 368. While a railroad employee assumes the ordinary risks of his employ- ment, such assent is not available to the corporation unless they have taken reasonable precautions to ensure his safety. Dana v. N. Y. C. Ry., 93 N. Y., 639; 8.5 id., 61. Street railroads liave a paramount but not exclusive right to the use of their tracks, and where persons respect this right, and without fault on their part, they are injured by the negligence of the company, they may ' recover damages. Fleckenstein v. Dry Dock, etc., Ry., 8 St. Rep., 32. See 32 Barb., 358; 3 Bosw., 314; 23 How. Pr., 248. See as to keeping tracks free from snow. Silberstein v. H. W. S. <& C. Ry., 27 St. Rep.. 330. A fireman was killed by the breaking of a king-bolt which connected an engine and tender. This bolt had been recently inspected and no flaw was apparent. Held, that the evidence did not warrant a submission of the case to the jury. Powers v. N. Y. C. Ry., 38 St. Rep., 558. See id., 473; 39 id., 367; Germain v. Montreal & N. Y. Ry. Co.. 6 L. C. L., 172 (Quebec); 33 N. Y. St. Rep., 416. 7 98 Eailroad Laws op New York. A master's liability for injuries to his servant is based upon personal negligence of the employer, and the evidence must establish such fact. The presumption is that the master has performed his duty until the contrary ap- pears. Cahill V. Hilton, 11 St. Rep., 26. The submission to the jury of question of negligence is not justified where plaintiff's evidence is just as consistent with, as vrith the absence of neg- ligence. Hayes v. Ry. Co., 97 N. Y., 259; 59 id., 356. Where a brakeman was killed by reason of improperly constructed bumpers of cars, the negligence of the engineer in running the engine faster than usual, will not exonerate the company. Donahue v. Brooklyn Ry., 38 St. Rep., 485. Proof that passenger is injured by railroad is prima facie evidence of negligence which the company must rebut. Zemp v. Ry. Co., 9 Rich. (S. C), 84. Railroad companies are liable to persons not passengers, if latter free from negligence. 22 Ind., 26; 40 O. 8. (O.), 687. A corporation owning a parlor car in use upon a railroad, under agreement between the corporation and railroad, is not liable for injuries to a person, not a passengei, by the porter throwing a bundle from the car. Wal- ton V. N. T. C. S. L. Co., 139 Mass., 556. See Dwinelle v. N. Y. C. Ry., 30 St. Rep.. 578. See as to theft of property from sleeping car, 143 Mass., 367; but see 34 St. Rep., 854; 35 id., 60. Street car companies must exercise such care and precaution to avoid accidents as reasonable prudence would suggest. Shea v. P. & B. R. R. Co., 44 Cal., 414. The statute does not exonerate one from the necessity of exercising reasonable care and prudence. Murphy v. Ch. & R. Co., 45 la., 661; 20 id., 562. § 8. Railroad Crossings; Accidents at; Signals. While all the statutory signals may be given, a company may yet be negligent in running Its train at an improper and dangerous rate of speed at a street crossing in a populous locality; that is a question for the jury. Thomp- son V. N. Y. C. Ry., 16 8t. Rep., 869. See 4 So. (Ala.), 142. Where the view of the tracks is obstructed, and one approaching them looked and listened for trains, his failure to stop his team and look and listen is not per se contributory negligence. Reed v. Chicago, etc., Ry., 37 N. W. (la.), 149. And when the view is obstructed, it cannot, as a matter of law, be said that the negligence of the deceased contributed to the accident, when it is doubtful if he could have seen an approaching train. Leonard v. Railroad Co., 42 N. Y. Supr. Ct., 225. Person crossing tracks must use utmost diligence in watching; he must look in both directions. T. W. & W. Co. v. Shuckman, 50 Ind., 42; 34 la., 153; 60 Mich., 124. Railroads must use reasonable care and diligence in running engines over crossings; the question of negligence is for the jury. Macon & W. R. R. Co. V. Davis, 18 Ga., 679. See 19 id., 437, 440; 17 111., 541. Where omission to ring the bell or sound the whistle will not, per se, render the company liable. St. Louis, etc., R. R. Co. v. Manly, 58 111., 300; 36 id., 117, 122, 220. Bee 70 id., 103; 81 id., 450; 33 Ind., 335. A bell need not be rung at farm crossings. 62 111., 233. Notes of Judicial Decisions. 99 The proTision requiring a bell to be rung or wliistle sounded at 80 rods from a crossing (L. 1853, c. 283, § 7), was repealed by L. 1886, c. 593, p. 838, and no such duty is now imposed upon a railroad. The omission to ring a bell or sound a whistle, when not required by statute, is not negligence per se, and whether the defendant approached the crossing with proper care, should have been submitted to the jury. Austin v. S. I. R. T. Ry., 39 St. Rep., 76. See Lewis v. N. Y., L. E. & W. Ry., 34 St. Rep., 873. Tlie giying' of statutory signals does not, under all circumstances, render a company free from negligence, if it ran its train at a high or dangerous rate of speed through a mi>re or less densely populated village. Thompson v. N. Y. C. Ry., 16 St. Rep., 869. Because there is no la^r requiring a railroad company to blow a whistle on approaching a crossing, that fact will not relieve the company from giving proper signals. Guggenheim v. L. S. Ry., 33 N.W. (Mich.), 161. Where the view of the track was obscured by smoke, the question as to the giving of signals in dispute, and no statutory regulation was violated, held, that plaintiff was guilty of contributory negligence in attempting to cross be- fore the smoke cleared away, and the submission to the jury was error. Heaney V. L. I. Ry., 9 St. Rep., 707. While a traveller approaching a railroad crossing is bound to look and listen before proceeding, it is only where he might have seen, had he looked, or heard, had he listened, that a jury is justified in finding that he did not look or listen. Smedis v. Brooklyn, etc., Ry., 88 N. Y., 13 ; Cranston v. N. Y. C. Ry., 39 Hun, 308. See, further, as to obstructed view of tracks, 44 N.W. (la.), 686; 54 N. Y. Supr. Ct., 362; 36 Neb., 630. Where the whistle of an engine approaching a crossing was not blown and the gateman gave no signal, and the view was considerably obstructed, yet because plaintiff, travelling on foot, failed to look both ways, it was held, that the accident weis due to his omission to use due caie and prudence, and that a nonsuit was properly granted. Davey v. London & S. iV. Ry. Co., 11 Q. B. D., 213; 13 id., 70. Where plaintiff drove a team upon a railroad on a trot without looking or listening for trains, although he knew when they were due, and the view of the track was unobstructed, held, that he was guilty of contributory negli- gence. Where the question as to signals is a disputed one, it is for the jury. Nash V. N. Y. C. Ry., 34 St. Rep., 788. A decision irreconcilible with Nash V. N. Y. C. Ry. (supra) is Cranston v. Same, 35 St. Rep., 994-, decided on the day following the Nash case. In that case the evidence clearly showed, and it was conceded by plaintiff's counsel upon the argument, that plaintiff drove a sleigh down an inclined plane on a trot, across the tracks without looking or listening, and that the statutory signals were given, yet a judgment for plaintiff was affli'med by a unanimous court. Open gates with gateman in charge is notice of a clear track, and in absence of other circumstances, it is not negligence to pass upon the track without stopping to look or listen. Ry. Co. v. Schneider, 45 O. S. (O.), 678; Palmer v. N. Y. C, 20 St. Rep., 904. See, as to flagman, 40 N. Y., 9, 40; 10 St. Rep., 433; 11 id., 887; 17 N. E. (0.). 321. As a duty of travellers to look out for trains, see 56 Ala., 484; 6 So., 37; 18 Atl., 619; 139 111., 132. As to duty of company towards trespassers, see 15 St. Rep., 884. 100 Eailroad Laws of New York. A company which has for some time given signals at a private crossing, and erected sign posts thereat, is negligent per se if it fails to give signals there, and an accident occurs thereby. Nash v. N. Y. C. Ry., 22 St. Rep., 106; rev'd on other points, 34 St. Rep., 788. See 41 Fed. R., 187; 24 N. E. (Mass.), 38; 11 S. E. (N. C), 412; 104 N. Y., 362, and cases cited; 39 N. Y., 61. An open gate at a railroad crossing is an assurance of safety, and invi- tation to cross. Gushing v. Sharp, 96 N. Y., 676; 10 St. R., 433. See 38 Fed. R., 15; 20 St. Rep., 904; 35 id., 9; 29 id., 390; 40 Barb., 550. See further as to signals, 26 N. E., 207; 6 Mackey (D. C), 232; 11 Pac. (Kan.), 184: 35 Kan., 350; 180 111., 146; 76 Tex., 244; 13 S. W. (Mo.), 1053; 46 N. W. (Wis.), 165; 23 111. App., 496; 28 id., 102; aff'd, 21 N. E., 846; 129 111.. 335; 14 Daly, 219; 19 Abb. N. C, 18; 120 Ind., 289; 26 N. E., 357; 39 St. Rep., 76. Where there has been such a public user of a road for twenty years as would justify a record of it as a public'[highway, and it has been repaired or taken charge of by public authorities, the fact they failed to perform their duty to have it recorded, does not change the mandate of the court that it shall be deemed a public highway. So held in regard to requirement that signals should be given by railroads at crossings. Lewis v. N. Y., L. E. & W. Ry., 84 St. Rep., 373. See, also, 31 St. Rep., 414; 92 N. Y., 289; 104 id., 363; 33 St. Rep., 1029. See as to erection of farm crossing, Wheeler v. R. & S. Ry. Co., 12 Barb., 227. § 9. Damage by Fires Caused by Railroads. Railroad companies are not liable for damages by fire or sparks from an engine, provided it has taken every precaution, and adopted the best sci- entific apparatus to prevent injury by fire, and is not negligent in the man- agement of its engines. Vaughn v. T. V. Ry. Co., 5 H. & A., 679; 29 L. J. Ex., 247. See further cases of fires occasioned by locomotives, 81 L. J. C. P., 12; 3 F. & F., 786; 1 id., 23; 8 Barr, 866; 8 Barb., 427; 18 id., 80. Thfi compensation in case of such fires, should be measured, as in the case of an unwilling fvendor. Gibson v. S. E. Ry. Co., 1 F. & P., 23. If the company is negligent it is responsible to the owner for the injury to the propertj', although they could not have reasonably anticipated that such in- jury would be caused by it. Smith v. L. & S. W. Ry. Co., 6 L. R. C. P., 14. For damages caused by fire, communicated from a locomotive to wood, from thence to the freight and station house, and thence to a dwelling, a railroad is liable. SafCord v. B. &; M. Ry., 103 Mass., 582. See 27 St. R., 76, and cases cited. Oreater caution is required to prevent escape of flre when wooden build- ings stand near the track. Fero v. Buf. & S. L. R. R. Co., 22 N. Y.. 209. See 85 N. Y., 210; 49 id., 420. When flre is communicated to grass or rubbish suffered to accumulate by the track, and it spread thence to and destroyed forest trees, the question of negligence is for the jury. Webb v. R. W., etc., R. R. Co., 49 N.Y., 420: 26 St. Rep., 268; 115 N. Y., 579; 73 Tex., 117; 62 lU., 346; 64 id., 28; 86 id., 443; 51 Ind., 150; 11 Kan., 47; 12 id., 354; 20 Mich., 244. See, also, 45 Mo., 322; 46 id., 456; 4 Neb., 268; 45 N.W. (Dak.), 204; 34 St. Rep., 382; 67 Tex., 685; 40L. I. P. Notes of Judicial Decisions. 101 p., 21; Contra Eyan v. N. Y. C. Ry., 35 N. Y., 310; 63 Penn. St., 353. But see 115 N. Y., 579; 33 Abb. N. C, 377. Railroads should adopt proper precautions to prevent danger by escape of fire from locomotives. Negligence should be implied from escape of fire, and the onus is on the company to rebut the presumption. Bass v. C. B. & Q. R. R. Co., 28 111., 18; 53 id., 447. See 71 III., 493; 84 id., 429; 31 la., 176." See 21 Md., 275; 10 R. I., 33. Escape of sparks in such quantities as to endanger abutting premises raises an inference that locomotives are improperly constructed or managed. O'Neil V. N. Y. & O. .M. Ry. Co., 115 N. Y., 579. A railroad company is only liable for the actual damages occasioned by the construction of its road. Barclay R., etc., Co., v. Ingham, 36 Pa. St., 194. When damage to property is caused by fire from an engine raises an in- ference of negligence in its construction or maintenance. L. & N. Ry. v. Reese, 85 Ala., 497; 5 So., 383. See 10 Atl. (Pa.) 417; 35 Minn., 170. Where a hot coal and Are in the grass along the track were found soon after the passage of an engine; and it vras proved that defendant's engines emitted considerable quantities of sparks when passing that locality, held, that question of negligence was for the .lury. Shepp. v. N. Y. Ry., 4 N. Y. S., 951. Omission of owner of hay stacks to plow around to protect them from running fires, is not negligence per se. Hoffman v. Chicago, etc., Ry., 40 Minn., 60; S. C, 41 N. W., 301. Nor is an owner of hay stacks required to keep the grass burned off where the hay is, or between it and the road. Louis- ville, etc., Ry. V. Hart, 119 Ind., 273; S. C, 21 N. E., 753. § 10. Damages by Diversion op Watek Courseb. Damages are recoverable for diversion of a water course. McCord v. High, 24 la., 336. See 35 id., 558; 62 id., 11; 56 id., 470; see 49 id., 378; 6 Bush.-(Ky.), 142; 28 Wis., 171; Whalley v. L. & Y. Ry. Co., 13 Q. B. D., 131. When diversion of stream by railroads, see Pugh v. G. V. Ry. Co. , 15 Ch. D. , 330; 49 L. J. Ch., 721. The grant to a railroad of a right of way across lands is not a license to overflow the same by unskillful construction. St. L. etc. , Ry. Co. v. Mor- ris, 35 Ark., 632. See 39 id., 463; 44 id., 360. But railroads having a right of way and exercising due care and skill, are not liable for unavoidable injur- ies caused by the road. Id. See 5 Dak., 1; 47 Ark., 340; 1 S. W., 873; 38 Mo. App., 130;.133 III., 440; 15 N. E., 379; 15 8. W., 484. See as to diversion of water, 38 Pa. St., 306; 36 id., 194; 56 id., 445. For throwing water upon lands and preventing access to premises, dam- ages are recoverable. I., B. & W. R. Co. v. Smith, 53 Ind., 428; 49 la., 358. See -SI Me., 215; 11 Or., 136; 25 Vt., 63, 49, 465; 37 id., 99. Cutting Are hose. Mott v. H.' R. Ry. Co., 1 Robt., 585. § 11. Obligations of Railways to Restore Streets. As to stopping up a public street by a railway, see Atty.-Gen. v. Gt. East. Ry. Co., 6 L. R., H. L., 367. Where a roadway is carried over a railroad, the latter is bound to keep in repair the roadway upon the bridge. Bury v. L. & Y. Ry. Co., 20 Q. B. D., 485, aff'd by H. L. W. N., 156. Also,- all the approaches to the bridge. North., etc., Ry. Co. v. Langborough, 24 L. T., 544; 9 L. R. Q. B., 409. 102 Eailkoad Laws of New York. Bailroad corporations must restore streets, highways, etc., to their former' condition. Peo. v. N. Y., N. H. & H. Ey., 89 N. Y., 266; 58 id., 152; 84 id., 347; 80 id., 316; 74 id., 303; 45 id., 846; 27 Hun, 549; 39 id., 560; 28 id., 473. See 131 N. Y., 572; 133 id., 589; 50 Hun, 64, and cases cited. ObHgation to restore public street. See Glasgow, etc., v. Magistrates, 11 R., 1110; 11 B. (J. C), 59; 13 R., 1815. Company enjoined from proceed- ing with work; damages therefor. Glasgow, etc., v. Glasgow, etc., 12 R, 1387; 27 L. J., M. C, 147; 26 N. E., 7; 50 N. Y., 203. As to percolation of water; fall of embankment; and nuisances during constructions occasioned by railways, see Hai-dman N. E. Ry. Co., 47 L. J. C- P., 386; 20 L. R. Eq., 544. A street railway is liable for a change of grade, although its occupa- tion of the street be lawful. Quinn v. Ry. Co., 26 Barb., 35. Wliere a street railroad company, on receiTing its franchise, agreed to beep the streets for a certain distance "in good repair and condition," it was held, that they were not liable for the repaying of the whole street; that their obligations extended only to repairs. Chicago v. Sheldon, 9 Wall., 60. See 3 Lans., 270. See as to tunnelling under streets. Rights 6f proprietors to compensa- tion. Glasgow, etc., V. Glasgow, etc., Ry. Co., 10 R., 1387 (Scotl.). Inter- ruption of access. Don v. North B. Ry. Co., 5 R., 973; 8 R., 442; 10 E. (H. L.), 30; L. R., 8 App. Cas., 265; 7 R., 179; 9 R. (H. L.), 19: L. R., 7 App. Cas., 259. § 12. Ebbction and Maintenance op Fences. Where a railroad company is not bound to erect barriers at road cross- ings, they are not liable for injuries to cattle straying thereon; but owners of cattle are liable to the company for injuries to cars by collision with such cattle. Rocheleau v. St. L. & Atl. Ry. Co., 2 L. C. R., 837 (Quebec). But see Char- man V. South East. Ry. Co., 21 Q. B. D., 524 (Eng.); 5 R. (H. L.), 211; L. R., 8 App. Cas., 1082 (Scotl.); 1 Pug., 109 (New Brunsw.). A company is not bound to erect screens to prevent horses from being frightened by the sight of locomotives. Simkin v. London & N. W. Ry. Co., 21 Q. B. D., 453. See 8 Barb., 427. If trespassers leave gates open and stock are killed, the owner is not guilty of contributory negligence. T. W. & W. Co. v. Milligan, 52 Ind., 505. See 67 N. Y., 153. A railroad is liable for injury to a horse which escaped through adefect in its fence, without proof of any care on the part of the owner. Rogers v. Ry., 1 Allen (Mass.), 16. But see 49 Pa. St., 101. The killing of stock by a railroad raises a presumption of negligence, St. L., etc., Ry. Co. v. Hagan, 42 Ark., 122. See 33 id., 816; 36 id., 87; 5 Dak., 69. Injury to cattle caused by defective fence will not render a company liable, unless it had direct or constructive knowledge of such defect, or was negligent in not making proper examination to discover defects. Hodge v. N. T. C. Ry., 37 Hun, 394. A company which fails to erect and maintain fences along its road is liable for cattle injured and for loss by non-user of pasture lands. Leggett v. E. W., etc., Ey., 41 Hun, 80. A request by local authorities that a corporation place gates at cross- ings imposes no duty upon it, nor is it chargeable with negligence for failure Notes of Judicial Decisions. 103 to do so, until an order therefor has been obtained from the supreme court. Daniels v. S. I. R. T. Co., 125 N. Y., 407. To impose a liability upon railroads for neglect to maintain fences, there must be some action on the part of the corporation, by its mechanical or other agents, to produce the injury; no liability is imposed for injuries to stock which strays upon the railroad. Knight v. N. Y., L. E. & W. Ry., 99 N. Y., 25; 120 id., 579; 41 Hun, 80; 15 id., 333; 67 N. Y., 153; 61 id., 355; 38 id., 433. The duty of a railroad company to erect fences and crossings will be enforced by the courts. Jones v. Seligman, 81 N. Y., 190. See further as to gates and gatemen, 13 S. W. (Mo.), 817, 893; 55 N. Y. Super., 50: 30 111. App., 307, 437; afE'd, 23 N. E., 513; 130 111., 116; 99 Mo., 394; 74 Mich., 86. § 13. Railway Tickets; Rights and OBLiaA'rioNS of Passengers. A passenger entering a car at one station, and is properly expelled at a second station for refusal to pay fare, is not entitled to be carried between the second and third stations, on same train, by payment of fare. Swan v. M. & Q. Ry., 132 Mass., 116. See 56 Hun, 268, and cases cited. A railroad company may require a passenger to purchase a ticket before entering a car, and surrender it, or pay his fare, at the end of his journey; but it cannot require him to produce his ticket or pay his fare before leaving its premises, and detain him there until he does (citing many cases). Lynch v. Ry. Co., 90 K. Y., 77; aJE'g 24 Hun, 506; 121 N. Y., 44. But see N. Y. Daily Reg., Feb. 16, 1885; 2 N. Y. S., 410; also, 80 N. Y., 236; 94 id., 278; 20 id., 126; 20N.H.,250; 53N. Y., 25; 4Hun,217; 23 Barb., 130. A passenger riding on a free pass, but pays compensation in a drawing room car, is a passenger for hire, notwithstanding stipulations exempting the company from liability for injuries. Ulrich v. N. C. Ry., 13 Daly, 139. A person on a steamboat, intending to travel thereon, is a passenger to whom the company owes the duty of a carrier, though his fare has not been paid. Cleve- land V. N. J. S. Co., 7 N. Y. St. Rep., 598; 68 N. Y. 306. See 29 N. Y. St. Rep., 357; 8 N. Y. S., 357; 8 id., 309; 40 Barb., 546; 39 N. Y., 227; 40 id., 168. One travelling on a free pass can only hold the company liable for gross negligence. T. W. & W. Ry. Co. v. Beggs, 85 111., 80. The contract between plaintiff and defendants did not authorize the latter to remove plaintiff from the car on failure to produce ticket or pay fare as provided by the condition. Butler v. Man, S. & L. Ry., 21 Q B. D., 207. A passenger is justified in resisting, to the extent of his power, an attempt to remove him from a train in motion. English v. D. & H. C. Co., 66 N. Y., 454. A trespasser may recover for unnecessary injury from those removing him from a train. Hoffman v. N. Y. C. R. R. Co., 44 Super. Ct., 1; 87 N. Y., 25. See 40 Hun, 605. A man approaching a railroad station with an intention to purchase a ticket and travel upon a train is not a passenger before he reaches the station. June v. B. & A. Ry., 26 N. E. (Mass.), 238. By the sale of a ticket to a passenger, a corporation obligates itself to carry a reasonable amount of baggage for such passenger and deliver at the end of the journey. Isaacson v. N. Y. C. Ry., 94 N. Y., 278; 50 Barb., 193. A passenger is bound by a notice on his ticket that the seller acts only as agent for a connecting road. Wealon v. G. T. Ry., 5 N. Y. St. Rep., 256. 104 Eailroad Laws of New York. See 48 N. Y., 312. See as to ejection of passengers, 37 Hun, 107; 87 N. Y., 25; 23 id., 343; 47 id., 122. Money, except for payment of expenses, and merchandise is not embraced within the term baggage. Hutchins & Co. y. W. & A. R. R., 25 Ga., 61. See 42 N. Y., 326; 124 id., 53. § 14. Limitation of Liabilities by Common Carriers. By the rule in the United States courts, a carrier may limit his com- mon law liahility as an insurer; but there must be an express contract, not a mere notice. Ry. Co. v. Mfg. Co., 16 Wall., 318. But a common carrier cannot lawfully exempt himself by stipulation for "the negligence of himself or servants. Ry. Co. v. Lockwood. 17 Wall., 357; 17 Fed. R., 905; 16 N. Y. State Rep., 356; 856; 6 How., 344. In New York a common carrier may limit common law liability for negligence by servants. A reduced rate of transportation is a sufficient consid- eration to support a special contract. Bissell v. N. Y. C. Ry. Co., 25 N. Y., 44S; 48 id., 511; 53 Hun, 237; 71 N. Y., 180; 80 id., 71; 34 id., 181; 49 id., 263; 134 id., 63; 6 L. R. A. (Va.), 849. In order to limit liability upon freight, a railroad should insert such limitation In its contract. Foy v. T. & B. R. R. Co., 34 Barb.. 383; 125 K. Y., 118; 36 N. Y. State Rep., 587; 7 N. Y. S., 185; 56 N. Y., 168; 89 id., 870; 124 id., 63; 108 id., 434. Limitations upon liability of a company must be reasonable, and not work a snare or fraud upon the company. Adams Ex. Co. v. Reagan, 29 Ind., 21. A receipt for goods by a railroad, specifying that they are to be carried beyond its terminus, renders it liable for its own default, and that of carriers beyond its terminus. King v. M. & W. R. R. Co., 62 Barb., 160; 45 N. Y., 514,524; 24 id., 269. See as to stipulation limiting liability to express messenger, 125 N. Y., 423; 124 id., 59. See as to stipulation limiting liability for injuries to employee, 125 N. Y., 209; 54 Hun, 148. A notice on a railroad ticket does not limit liability for baggage, un- less the purchaser was aware of such notice. Rawson v. Pa. R. R. Co., 48 N. Y., 213. As to when delay in delivery of goods, caused by a mob, is excusable, see Geismer v. L. S. & M. S. Ry., 102 N. Y., 563; 76 Tex., 837. When delay caused by strikes. Little v. Fargo, 43 Hun, 223; 12 N. Y., 245. § 15. Costs in Railway Cases. One jointly interested with others in a common fund, who, in good faith, maintains the necessary litigation to save it from waste and secure its proper application, is entitled in equity to the reimbursement of his costs as between solicitor and client, either out of the fund itself, or by proportionate contributions from those who receive the benefit of the litigation. And where a person brings such fund into court, he is entitled to be paid therefrom his costs, counsel fees and necessaiy expense of the litigation; that is to say, his costs as between solicitor and client. A trust estate must bear the necessary ex- pense of its administration. Trustees v. Greenough, 105 U. S.. 527; Central Railroad v. Pettus, 118 id., 116. Notes of Jxjdicial Decisions. 105- A less favorable rule seems to prevail in New York. See Att'y-Gen. v. N. A. Ins. Co., 91 N. Y., 57, 23 Hun, 596; 86 N. Y., 636. § 16. Mandamus Against bailwats. Mandamus to compel to register transfer of stock refused where appli- cant had other remedies. Reg. v. L. V. Ry. Co., 33 Q. B. D., 463; Ex part& Watson, 3 Pug., 600 (New Brunsw.). As to appraisement of damages for land taken for a railroad, see Ex parte Gray, 4 AH., 118 (New Brunsw.). Mandamus will issue to compel a railroad to keep its road properly equipped and in use. State v. H. & N. H. R. R. Co., 29 Conn., 546- As to abandoimient of road, see 41 Conn., 139. Mandamus is a proper remedy to compel a railroad company, in mak- ing their track across a public stream, not to obstruct navigation. State v. Ry. Co., 9 Rich. (8. C), 247. Same as to control and transfer of stock, Z S. C, 25. Mandamus will lie to compel a railroad company succeeding to the rights of another company to restore to its original channel water diverted from its course by the original company. Lefurgy v. N. Y. C. Ry., 3 N. Y. S., 303; 21 St. R.,113. An injunction will lie to prevent heapingr up snow in front of a residence by a street railroad for a longer period than reasonably, requisite tO' remove it. Prime v. Ry. Co., 1 Abb. N. C, 63. . A writ of mandamus has been issued against a railroad company to compel it to restore to its former position a portion of a channel of a stream;. to complete its road, to replace its tracks; to run its trains; to grade its road- bed properly; to run its trains to the end of its road; to deliver grain to a par- ticular warehouse or elevator; to build a bridge; to restore an abandoned sta- tion; to operate its road as a continuous line. Wright v. S. B. & N. Y. Ry. Co., 49 Hun, 445; Hall v. Union Pac. Ry. Co., 91 U. S., 843; 37 Conn., 154; 56 111., 365; 1 P. & B. (N. B.), 667; 12 Hun, 195; 74 N. Y., 303; 70 N. Y., 569; 28 Hun, 543; 40 id., 570; rev'd in 104 N. Y., 58, because the ac- to be performed was discretionary with the company. A special interest in relator is not necessary for the purpose of enforcing a duty relating to the pub- lic. Peo. V. Supervisors, 17 Hun, 501; rev'd on another point, 85 N. Y., 333; 37 id., 344; 11 Abb. Pr., 114; 91 U. S., 843. See 7 Neb., 357; 4 Dill., 479; 9 Cent. L. I., 86. § 17. Abandonment of Franchise. As to when a railroad company may abandon a part of its franchises. See Com. v. Fitchburg Ry. Co., 13 Gray (Mass.), 180; Wood on Railways, p. 1711, 1713; 103 N. Y., 96; 86 id., 107; 108 N. Y., 98; 39 L. J. Ch., 561. aff'd, 8 H. L-, 712; 3 Allen (Mass.), 9; 1 Sand. Ch., 280; 114 Mass., 87. § 18 Heating Cars by Stoves. The provision relating to the heating of cars (L. 1887, ch. 616, A'mi> L. 1888, ch. 189), on roads not less than fifty miles long, applies to a railroad of the prescribed length, partly in this state, partly without, although it extends less than fifty miles within this state. Peo. v. N. Y., N. H. etc., Ry., 5 N. Y. 945; afE'd 8 id., 673. See Peo. v. Clark, 14 N. Y. S., 643. § 19. Liens on Railroads; Penalties. Where a railroad has been placed in the hands of a receiver by the circuit court, lien claims under state statutes, may be filed in that court with the 106 Eailroad Laws of New York. same force and effect as if filed in the state court. Blair v. St. L., H. & K. Ry., 19 Fed. R., 861. But one penalty of fifty dollars can be recovered for all acts committed up to the commencement of the action. Fisher v. N. Y., C, etc., Ry., 46 N. Y., 644. See, also, 49 id., 455; 30 id., 505; 26 id., 533; 49 Barb., 330. § 20. Miscellaneous. A railroad company should not accept perishable property unless it has means of immediate transportation. Tierney v. N. Y. C, etc., Ry., 76 N. Y.. 305; 104 id., 58; 80 id., 31; 13 id., 245; 49 Barb., 339. A railroad company is uot bound to open its dratr-bridge for the pas- sage of a barge with a mast so constructed that it could be lowered; and re- fusal so to open the bridge was not a detention of the vessel. West Lanca^ shire Ry. v. Iddon, 49 L. T., 600. A by-law enacted by officers of a corporation under and in conformity with an express act of the legislature, has the same force as though enacted by the legislature. Presby. Ch. v. Mayor, 5 Cow., 538; 4 Wheat., 653; 5 Abb. Pr., 423. As to who are " fellow-servants," see 93 111., 303; 72 Ind., 31; 39 la., 246; 20 id., 347. For definition of terms " laborer and labor," see Balch v. N. Y. & O. M. Ry., 46 N. Y., 531; 43 Hun, 45. Running at high speed. See 3 Brad. (111., 437); 73 Ind., 168; 38 In., 516; 76 Missouri, 80; 79 id., 336; 3 Neb. 335, 336; 46 N, W. (Wis.), 165; 42 Fed. R., 441; 13 N. Y. S., 177; 13 S. W. (Mo.), 806; 31 Atl. (Pa.), 140; 16 S, W., 384; 27 111. App., 438; aJBE'd, 22 N. E., 15; 129 111., 132; 95 U. S., 161; 70 N. Y., 119; 88 id., 43; 37 Hun, 532. CHAPTER II. THE GENERAL AND STOCK CORPORATION LAWS. THE GENERAL CORPORATION LAW/ LAWS OF 1890, CHAPTER 563, AS AMENDED BY LAWS OP 1892' CHAPTER 687. '^ CHAPTER XXXV OF THE GENERAL LAWS. Section 1. Short title. 3. Olassficatlon of corporations. 3. Definitions. 4. Qualifications of incorporators. 5. Filing and recording certificates of incorporation. 6. Corporations of the same name prohibited. 7. Amended and supplemental certificates. 8. Lost or destroyed certificates. 9. Certificate and other papers as evidence! 10. Prohibition of other than statutory powers. 11. Grant of general powers. 13. Limitation of amount of property of a non-stock corporation. 13. Acquisition of additional real property. 14. Acquisition of property In other states. 15. Certificate of authority of a foreign cerporation. 16. Proof to be filed before granting certificate. 17. Acquisition of real property in this state by certain foreign cor- porations. 18. Acquisition by foreign corporations of real property in this state upon judicial sales. 19. Prohibition of banking powers. 20. Qualification of members as voters. 21. Proxies. 33. Challenges. 33. E£Ee( t of failure to elect directors. 34. Mode of calling special election of directors. 35. Mode of conducting special election of directors. 36. Qualification of voters and canvass of votes at special election. 27. Powers of supreme court respecting election. 28. Stay of proceedingsjn action coUuslvely brought, 39. Quorum of directors and power of majority. 30. Directors as trustees in case of dissolution. 31. Forfeiture for non-user. 33. Extension of corporate existence. ' See Notes of Decisions upon Corporations at the end of this chapter. 108 Eailroad Laws of New York. Section 33. Conflicting corporate laws. 34. Laws repealed. 35. Saving clause. 36. Construction. 37. Law revived. • Section 1. Short title.— This chapter shall be known as the general corporation law.^ § 2. Classification of corporations.— A corporation shall ha either, 1. A municipal corporation, 2. A stock corporation, 3. A non-stock corporation, or 4. A mixed corportion. A stock corporation shall be either, 1. A monied corporation, 2. A transportation corporation, or 3. A business corporation. A non-stock corporation shall be either, 1. A religious corporation, or 2. A membership corporation. A mixed corporation shall be either, 1. A cemetery corporation. 2. A library corporation, 3. A co-operative corporation, 4. A board of trade corporation, or 5. An agricultural and horticultural corporation. A transportation corporation shall be either, 1. A railroad corporation, or 2. A transportation corporation other than a railroad cor- portion. A membership corporation shall include benevolent orders and fire and soldiers' monument corporations. A reference in a general law to a class of corporations de- scribed in accordance with this classification shall include all cor- porations theretofore formed belonging to such class. § 3. Definitions. — A municipal corporation includes a county, town, school district, village and city and any other territorial divi- sion of the state established by law with powers of local govern- ment ' See Table B, appended to^this act, showing what laws it is based upon. The General and Stock Corporation Laws. 109 A stock corporation is a corporation having capital stock 'divided into shares. A mixed corporation is a corporation which may or may not have capital stock at its option. A monied corporation is a corporation formed under or subject ,to the banking or the insurance law. • A domestic corporation is a corporation incorporated by or under the laws of the state or colony of New York. Every cor- poration, which is not a domestic corporation, is a foreign corpo- ratiouj- _^ The term, directors, when used in relation to corporations, shall include trustees or other persons, by whatever name known, duly appointed or designated to manage the affairs of the corporation. The term, certificate of incorporation, shall include articles of association or any other written instruments required by law to be •filed, to effect 'the incorporation of a corporation, including a cer- tified copy of an original certificate of incorporation, filed for such purpose in pursuance of law. The term, member of a corporation, shall include every person ' having a right to vote at a meeting of the corporatipn for the election of directors, other than a person having a right to vote only upon a proxy. The term, ofiice of a corporation, means its principal office within the state, or principal place of business withm the state if it has no principal ofiice therein. The ofiice of a stock corpora- ti»n shall be in the county, town or city in whicii its business is principally carried on. The term, business of a corporation, when used' with reference to a non-stock corporation, includes the^ operations for the conduct of which it is incorporated. The term, corporate law or laws, when. used in any law forming a part of the revision of the general laws of the state of which this chapter is a part, means the general laws of the state relating to corporations included in such revision.^ Former section 3 amended. § 4. Disqualification of incorporators.— A certificate of in- corporation must be executed by natural persons, who must be of full age, and at least two-thirds of them must be citizens of the United States and a majority of them residents of this state. This section shall not apply to a corporation formed by the re 110 Railroad Laws of New York. incorporation or consolidation of existing corporations, or to the re-organization of a corporation upon the sale of the property and franchises of a previously existing corporation or otherwisa New. § 5. Filing apd recording certificates of incorporation.— Every certificate of incorporation and amended or supplemental certificate hereafter executed, except of a religious, cemetery, monied, municipal or fire department corporation, shall be filed in the office of the Secretary of State, and shall be by him duly re- corded and indexed in books specially provided therefor; 'and a certified copy of such certificate or amended or supplemental cer- tificate with a certificate of the Secretary of State of such filing and record, or a duplicate original of such certificate or amended or supplemental certificate shall be filed and similarly recorded and indexed in the office of the clerk of the county in which the. office of the corporation is to be located, or, if it be a non-stock corporation, and such county be not determined upon at the time of executing the certificate of incorporation, in such county clerk's office as the judge approving the certificate shall direct All tax6s required by law to be paid before or upon incorpora- tion and the fees for filing and recording such certificate must be paid before filing. No corporation shall exercise any corporate powers or privileges until such taxes and fees have been paid. Former section 3 amended. § 6. Corporations of the same name prohibited. — No car- tificate of incorporation of a proposed incorporation having the same name as an existing domestic corporation, or a name so nearly resembling it as to -be calculated to deceive, shall be filed or recorded in any office for the purpose of effecting its incor- poration. A corporation formed by the re-incorporation, reorganization or consolidation of other corporations or upon the sale of the property or franchises of a corporation, may have the same name as the cor- poration or one of the corporations to whose franchises it has succeeded. Former section 4 amended. § 7. Amended and supplemental certificates. — If, in the origi- nal or amended certificate of incorporation of any corporation, or if in a supplemental certificate of any corporation any informality The General and Stock Corporation Laws. Ill exist, or if sucli certificate contain any matter notjauthorized by- law to be stated therein, or if tlie proof or acknowledgment thereof shall be defective, the corporators or directors of the corporation may make and file an amended certificate correcting such infor- formality or defect or striking out such unauthorized matter ; and the certificate amended shall be deemed to be amended ac- cordingly as of the date such amended certificate was filed, and upon the filing of such an amended certificate of incorporation, the corporation shall then for all purposes be deemed to be a cor- poration from the the time of filing the original certificate. The supreme court may, upon due cause shown, and proof made, and upon notice to the Attorney-General, and to such other persons as the court may direct, and upon such terms and condi- tions as it may impose, amend any certificate of incorporation which fails to express the true object and purpose of the corpo- ration, so as to truly set forth such object and purpose. When an amended or supplemental certificate is filed, an entry- shall be made upon the margin of the index and record of the original certificate of the date and place of record of every amended certificate. The amendment of a certificate under this section shall be without prejudice to any pending action or proceeding, or to any rights previously accrued. ' Former section 5 amended. §'8. Lost or destroyed cerffificates. — If either of the certifi- cates of incorporation shall be lost or destroyed after filing, a certified copy of the other certificate may be filed in the place of the one so lost or destroyed and as of the date of its original filing, and such certified copy shall have the same force and effect as the original certificate had when filed. Former section 6 -without change. § 9. Certificate and other papers as evidence.— The certifi- cate of incorporation of any corporation duly filed shall be pre- sumptive evidence of its incorporation, and any amended certifi- cate or other paper duly filed relating to the incorporation of any corporation, or its existence or management, and containing facts required by law to be stated therein, shall be presumptive evi- dence of the existence of such facts. Former section 7 -without change. § 10. Prohibition of other than statutory powers.— No 112 Eailroad Laws of New York. corporation shall possess or exercise any corporate powers not ex- pressly given oy law or not necessary to the exercise of the powers so given. Former section 9 not changed except in phraseology. § 11. Grant of general powers.— Every corporation as such has power, though not specified in the law under which it is in- corporated : 1. To have succession for the period specified in its certificate of incorporation or by-law, and perpetually when no period is specified. 2. To have a common seal, and alter the same at pleasure. 3. To acquire by grant, gift, purchase, devise or bequest, to hold and to dispose of such property as the purposes of the corpo- ration shall require, subject to such limitations as may be pre- scribed by law. 4 To appoint such officers and agents as its business shall re- quire, and to fix their compensation, and 5. To make by-laws, not inconsistent with any existing law, for the management of its property, the regulation of its affairs, and the transfer of its stock, if it has any. Such by-laws may also fix the amount of stock, which must be represented at meetings of the stockholders in order to consitute a quorum, unless otherwise provided by law. By-laws duly adopted at a meeting of the members of the corporation shall control the action of its directors. No by-law regulating the electiftn of directors or officers shall be valid unless published for at least two weeks in a newspaper in the county where the election is to be held, and at least thirty days before such election. Subdivisions four and five of this section shall not apply to municipal corporations. Former section 8 amended. § 12. Limitations of amount of property of a non-stock corporation. — A corporation not having capital stock may take and hold property not exceeding in value three million dollars, or the yearly income derived from which shall not exceed five hun- dred thousand dollars, notwithstanding the provisions of any general or special act heretofore passed or certificate of incorpora- tion affecting such corporation. In computing the value of such property, no increase in value The General and Stock Corporation Laws. 113 arising otherwise than from improvements made thereon shall be taken into account. L. 1890, ch. 497. New. § 13. Acquisition of additional real property. — When any corporation shall have sold or conveyed any part of its real prop- erty, the supreme court may, notwithstanding any restriction of a general or special law, authorize it to* purchase and hold from time to tirpe other real property, upon satisfactory proof that the value of the property so purchased does not exceed the value of the property so sold and conveyed within the three years next pre- ceding the application. Former section 10 amended. § 14. Acquisition of property in other states. — Any do- mestic corporation transacting business in other states or foreign countries may acquire and dispose of such property as shall be requisite for such corporation in the Convenient transaction of its business. Former section 11 amended. § 15. Certificate of authority of a foreign corporation.— No foreign stock corporation other than a monied corporation, shall do business in this state without having first procured from the Secretary of State a certificate that it has complied with all the requirements of law to authorize it to do business in this state, and that the business of the corporation to be carried on in this state is such as may be lawfully carried on by a corporation incorporated under the laws of this state for such or similar busi- ness, or, if more than one kind of business, by two or or more corporations so incorporated for such kinds of business respect- ively. The Secretary of State shall deliver such certificate to every such corporation so complying with the requirements of law. No such corporation now doing business in this state shall do business herein after December 81, 1892, without having pro- cured such certificate from the Secretary of State, but any lawful contract previously made by the corporation may be performed and enforced within the state subsequent to such date. No foreign stock corporation doing business in this state with- out such certificate shall maintain any action in this state upon 8 114 Eaileoad Laws of New Yobk. any contract made by it in this state until it shall have procured such certificate. New. § 16. Proof to be filed before granting certificate.— Before granting such certificate the Secretary of State shall require every such foreign corporation to file in his ofiice a sworn copy of its charter or certificate of incorporation, and a statement under its corporate seal, particularly setting forth the business or objects of the corporation which it is engaged in carrying on, or which it proposes to carry on, within the state, and a place within the state which is to be its principal place of business, and designating, in the manner prescribed in the Code of Civil Procedure, a person upon whom process against the corporation ■ may be served within he state. The person so designated must have an office or place of busi- ness at the place where such corporation is to have its principal place of business within the state. Such designation shall con- tinue in force until revoked by an instrument in writing designat- ing in like manner some other person upon whom process against the X3orporation may be served in this state. If the person so designated dies, or removes from the place where the corporation has its principal place of business within the state, and the corporation does not within thirty days after such death or removal, designate in like manner another person upon whom process against it may be served within the state, the Secretary of State may revoke the authority of the corporation to do business within the state, and process against the corporation in an action upon a liability incurred within this state before such revocation may, after such death or removal and before another designation is made, be served upon the Secretary of State. At the time of such service the plaintiff shall pay to the Secretary of State two dollars, to be included in his taxable costs and disburse- ments, and the Secretary of State shall forthwith mail a copy of such notice to such corporation, if its address or the address of any officer thereof is known to him. New. § 17. Acquisition of real property in this state by certain foreign corporations. — Any foreign corporation created under the laws of the United States, or of any state or territory thereof, and doing business in this state, may acquire such real property in The G^eneral and Stock Corporation Laws. 115 this state as may be necessary for its corporate purposes in tbe transaction of its business in this state, and convey the same by deed or otherwise in the same manner as a domestic corporation. Former section 13 amended. § 18. Acquisition Iby foreign corporations of real prop- erty in this state upon judicial sales. — Any foreign corpora- tion may purchase at a sale upon the foreclosure of any mortgage held by it, or upon any judgment or decree for debts due, or upon any settlement to secure such debts, any real property within this state covered by or subject to such mortgage, judgment, decree or settlement,, and hold the same for not exceeding five years from the date of such purchase, and convey it by deed or otherwise, in the same manner as a domestic corporation. Former section 13. § 19. Prohibition of banking powers. — No corporation ex- cept a corporation formed under' or subject to the banking laws, shall by any implication or construction be deemed to possess the power of carrying on the business of discounting bills, notes or other evidences of debt, of receiving deposits, of buying gold or silver bullion or foreign coins, or buying and selling bills of ex- change, or shall issue bills, notes or other evidences of debt for circulation as money. Former section 14. ^ §20. Qualification of members as voters. — At every elec- tion of directors and meeting of the members of any corporation, every member who is not in default in the payment of his sub- scriptions upon his stock or disqualified by the by-laws, shall be entitled to one vote, if a qon-stock corporation, and, if a stock cor- poration, to one vote for every share of stock held by him for ten days immediately preceding the election or meeting. Every pledgor of stock standing in his name on the books of the corporation shall be deemed the owner thereof for the pur- poses of this section. . The certificate of incorporation of any stock corporation may provide that at all elections of directors of such corporation, each stockholder shall be entitled to as many votes as shall equal the number of his shares of stock multiplied by the number of direc- • ors to be elected, and that he may cast all of such votes for a single director, or may distribute them among the number to be 116 Eajleoad Laws of New York. voted for. or any two or more of them as he may see fit, which right, when exercised, shall be termed cumulative voting. The stockholders of a corporation heretofore formed, who, by the pro- visions of laws existing on April 30, 1891, were entitled to the exercise of such right, may hereafter exercise such right according to the provisions of this section. No person shall vote or issue a proxy to vote at any meeting of the stockholders or bondholders, or both, of a stock corpora- tion, upon any stock or bonds which have not been owned by him for at least ten days next preceding such meeting, notwith- • standing such stock or bonds may stand in his name on the books of the corporation. No member of a corporation shall sell his vote or issue a proxy to vote to any person for any sum of money or any thing of value. The books and papers containing the record of membership of the corporation shall be produced at any meeting of its members upon the request of any member. If the right to vote at any such meeting shall be challenged, the inspectors of election, or other persons presiding thereat, shall require such books, if they can be had, to be produced as evidence of the right of the person challenged to vote at such meeting, and all persons who may ap- ' pear from such books to be members of the corporation may vote at such meeting in person or by proxy, subject to the provisions of this chapter. Part of section 54 of stock corporation law amended. § 21. Proxies. — Every member of a corporation, except a re- ligious corporation, entitled to vote at any meeting thereof may so vote by proxy. No officer, clerk, teller or bookkeeper of a corporation formed under or subject to the banking law shall act as proxy for any stockholder at any meeting of any such corporation. Every proxy must be executed in writing by the member him- self, or by his duly authorized attorney. No proxy hereafter made shall be valid after the expiration of eleven months from the date of its execution unless the member executing it shall have specified therein the length of time it is to continue in force, which shall be for some limited period. Every proxy shall be re- vocable at the pleasure of the person executing it ; but a corpora- tion having no capital stock may prescribe in its by-laws the per- The General and Stock Corporation Laws. 117 sons who may act as proxies for members, and the length of time for which proxies may be executed. ' > Part of section 54 of stock corporation law amended, § 22. Challenges. — Every member of a corporation offering to vote at any election or meeting of the corporation shall, if re- quired by an inspector of election or other officer presiding at such election or meeting, or by any other member present, take and subscribe the following oath : " I do solemly swear that in voting at this election I have not, either direcftly, indirectly or impliedly) received any promise or any sum of money, or any thing of value to influence the giving of my vote or votes at this meeting or as a consideration therefor." If it is a stock corporation, the oath so taken and subscribed shall contain the following additional provision : " That I have not sold or otherwise disposed of my interest in or title to any shares of stock or bonds in respect to which I offer to vote at this election, but that all such shares or bonds are still owned by me. Any person offering to vote as proxy for any other person shall present his proxy and, if so required, take and subscribe the fol- lowing oath : " I do solemly swear that I have not, either directly, indirectly or impliedly, given any promise or any sum of money or any thing of value to induce the giving of a proxy to me to vote at this election, or received any promise or any sum of money dr any thing of value to influence t]je giving of my vote at this meeting, or as a consideration therefor." If a stock corporation, the oath so taken and subscribed shall contain the following additional provision : " And that the title to the stock and bonds upon which I now offer to vote is, to the best of my knowledge and belief, truly and in good faith vested in the persons in whose names they now stand." The inspectors or persons presiding at the election may admin- ister such oath, and all such oaths and proxies shall be filed in the office of the corporation. Part of section 54 of stock corporation law amended. § 23. Effect of failure to elect directors.— If the directors shall not be elected on the day designated in the by-laws, or by- law, the corporation shall not for that reason be dissolved ; but 118 Eailroad Laws of New York. every director shall continue to hold his office and discharge his duties until his successor has been elected. Former section 18. § 24. Mode of calling special election of directors.— If the election has not been held on the day so designated, the directors shall forthwith call a meeting of the members of the corporatioa for the purpose of electing directors, of which meeting notice shall be given in the same maiyier as of the annual meeting for the election of directors. If such meeting shall not be so called within one month, or, if held, shall result in a failure to elect directors, any member of the coi-poration may call a meeting for the purpose of electing direct- ors by publishing a notice of the time and place of holding such meeting at least once in each week for two successive weeks im- mediately preceding the election, in a newspaper published in the county where the election is to be held and in such other manner as may be prescribed in the by-laws for the publication of notice of the annual meeting, and by serving upon each member, either personally or by mail, directed to him at his last known post-office address, a copy of such notice at least two weeks before the meeting. Transferred from stock corporation law, sections 53, 54 and 55. I § 25. Mode of conducting special elections of directors.— Such meeting shall be held at the office of the corporation, or if it has none, at the place in thi^ state where its principal business has been transacted, or if access to such office or place is denied, or cannot be had, at- some other place in the city, village or town where such office or place is or was located. At such meeting the members attending shall constituta a quorum. They may elect inspectors of election and directors and adopt by-laws providing for future annual meetings and election of directors, if the corporation has no such by-laws, and transact any other business which may be transacted at an an- nual meeting of the members of the corporation. § 26. Qualification of voters and canvass of votes at spe- cial elections. — In the absence at such meeting of the books of the corporation showing who are members thereof, each person, before voting, shall present his sworn statement setting forth that he is a member of the corporation ; and if a stock corporation, The General and Stock Corporation Laws. 119 the number of shares of stock owned by him and standing in his name on the books of the cprporatiori, and, if known to him, the w.hole number of shares of stock of the corporation outstanding. On filing such statement, he may vote as a member of the cor- poration ; and if a stock corporation, he may vote on the shares of stock appearing in such statement to be owned by him and standing in his name on the books of the corporation. The inspectors shall return and file such statements, with a certificate of the result of the election, verified by them, in the office of the clerk of the county in which such election is held, and the persons so elected shall be the directors of the corporation. Id. § 27. Powers of supreme court respecting elections. — The supreme court shall, upon the application of any person or corporation aggrieved by or complaining of any election of any corporation, or any proceeding, act or matter touching the same, upon notice thereof to the adverse party, or to those to be affected thereby, forthwith and in a summary way, hear the affidavits, proofs and allegations of the parties, or otherwise inquire into the matters or causes of complaint, and establish the election or order a new election, or make such order and give such relief as right and justice may require. Former section 15. § 28. Stay of proceedings in actions collusively brought. — If an action is brought against a corporation by the procure- ment or default of its directors, or any of them, to enforce any claim or obligation declared void by law, or to which the corpo- ration has a valid defense, and sach action is in the interest or for the benefit of any director, and the corporation has by its conni- vance made default in such action, or consented tcr' the validity of such claim or obligation, any member of the corporation may apply to the supreme court, upon afifidavit, setting forth, the facts, for a stay of proceedings in such action, and on proof of the facts in such further manner and upon such notice as the court may direct, it may stay such proceedings or set aside and vacate the same, or grant such other relief as may seem proper, and which will not injuriously affect an innocent party, who, without notice of such wrongdoing and for a valuable consideration, has ac- quired rights under such proceedings. Former section 16 amended. 120 Railroad Laws op New York. § 29. Quorum of directors and powers of majority.— The affairs of any corporation shall 'be managed by its board of directors, at least two of whom shall be residents of this state. Unless otherwise provided by law a majority of the board of di- rectors of a corporation at a meeting duly assembled shall be neces- sary to constitute a quorum for the transaction of business, and the act of a majority of the directors present at a meeting at which a quorum is present shall be the act of the board of direc- tors. Subject to the by-laws, if any, adopted by the members of a corporation, the directors may make necessary by-laws of the corporation. Former section 17 amended. § 30. Directors as trustees in case of dissolution. — Upon the dissolution of any corporation, its directors, unless other per- sons shall be appointed by the legislature, or by some court of competent jurisdiction, shall be the trustees of its creditors, stock- holders or members, and shall have full power to settle its affair?,, collect and pay outstanding debts and divide among the persons entitled thereto the money and other property remaining after payment of debts and necessary expenses. Such trustees shall have authority to sue for and recover the debts and property of the corporation, by their name as such trustees, and shall jointly and severally be personally liable to its creditors, stockholders or members, to the extent of its property and effects that shall come into their hands. Former sections 19 and 20 consolidated. § 31. Forfeiture for non-user. — If any corporation, except a railroad, turnpike, plank-road or bridge corporation, shall not organize and commence the transaction of its business or under- take the discharge of its corporate duties within two years from the date of its incorporation, its corporate powers shall cease. Former section 31. § 32. Extension of corporate existence. — Any domestic cor- poration at any time within three years before the expiration thereof, may extend the terra of its existence beyond the time specified in its original certificate of incorporation, or by-law, or in any certificate of extension of corporate existence, by the con- sent of the stockholders owning two-thirds in amount of its cap- ital stock, if not a stock corporation, by the consent of two- The General and Stock Corporation Laws. 121 thirds of its members, in and by a certificate signed and acknowl- edged by tlrem and filed in the offices in which the original certificates of its incorporation were filed, if at all, and, if not, then in the offices where certificates of incorporation are flow required by law to be filed, and the officers with whom the same may be filed shall thereupon record them in the books kept in their re- spective offices for the record of such certificates, and make a Memorandum of such record in the margin of the original certifi- cate in such book, if any, and thereupon the time of existence of such corporation shall be extended, as designated in such certifi- cate, for a tferm not exceeding the term for which it was incorpo- rated in the first instance. If the term of existence of any do- mestic corporation shall have expired and it shall be made satis- factorily to appear to the supreme court that such corporation was legally organized pursuant to any law of this state, and that through mistake it shall have issued its bonds payable at a date beyond the date fixed in its charter or certificate of incorporation for the expiration of its corporate existence, and such bonds shall be unmatured and unpaid, the supreme court may, upon the ap- plication of any person interested and upon such notice to such other parties as the court may require, by order, -authorize the filing and recording of a certificate reviving the existence of such corporation, upon such conditions and with such limitations as such order shall specify, and extending such corporate existence for a term not exceeding the term for which it was originally in- corporated. Upon filing and recording such certificate in the same manner as a certificate of extension of corporate existence duly issued! before the expiration of the existence of a domestic corporation is authorized by law to be filed and recorded, such corporate existence shall be revived and extended in pursuance of the terms of such order, but such revival and extension shall not affect any litigation commenced after such expiration and pending. at the time of such revival. If a corporation formed under or subject to the banking law, such certificate shall not be filed or recorded unless it shall have indorsed thereon the written approval of the superintendent of banks ; or, if in insurance[corporation, unless it shall have indorsed thereon the written approval of the superintendent of insurance ; and, if a. turnpike or bridge corporation, it shall not be filed unless it shall have indorsed thereon or annexed thereto a certified copy of a resolution of the board of supervisors of each county in 122 Eailroad Laws of New York. which turnpike or bridge is located, approving and authorizing such extension. Every corporation extending its corporate existence under this chapter or ufider any general law of the state shall thereafter be subject to the provisions of this chapter and of such general law, notwithstanding any special provisions in its charter, and shall thereafter be deemed to be incorporated under the general laws of the state relating to the incorporation of a corporation for the purpose of carrying on the business in which it is engaged, and shall be subject to the provisions of such laws. Former section 23 amended. § 33. Conflicting corporate laws. — Tf in any corporate law there is or shall be any provision in conflict with any provision of this chapter or of the stock corporation law, the provisions so conflicting shall prevail, and the provision of this chapter or of the stock corporation law with which it conflicts shall not apply in such a case. If in any such law there is or shall be a provision relating to a matter embraced in this chapter or in the stock cor- poration law, but not in conflict with it, such provision in such other law shall be deemed to be in addition to the provision in this chapter or in the stock corporation law relating to the same subject-matter, and both provisions shall, in such case, be ap- plicable. New. § 34. Laws repealed. — Of the laws enumerated in the schedule hereto annexed, that portion specified in the last column is re- pealed. Such repeal shall not revive a law repealed by any law hereby repealed, but shall include all laws amendatory of the laws hereby repealed. Former section 23. § 35. Saving c]anse. — The repeal of a law or any part of it specified in the annexed schedule shall not affect or impair any act done, or right accruing, accrued or acquired, or liability, pen- alty, forfeiture or punishment incurred prior to May 1^ 1891, under and by virtue of any law so repealed, but the same may be asserted, enforced, prosecuted or inflicted, as fully and to the same extent as if such law had not been repealed. All actions and proceedings, civil or criminal, commenced iinder or by virtue of the laws so repealed, and pending on April 30, 1891, may be pro- secuted and defended to final effect in the same manner as they The General and Stock Corporation Laws. 123 migtit under the laws then existing, unless it shall be otherwise specially provided by law. Former section 84. § 36. Construction. — The provisions of this chapter, and of the stock corporation law, the railroad law, the transportation cor- porations law, and the business corporations law, so far as they are substantially the same as those of laws existing on April 30, 1891, shall be construed as a continuation of such laws modified or amended according to the language employed in this chapter, or in the stock corporation law, the railroad law, the transportation corporations law, or the business corporations law, and not as new enactments. Eeferences in laws not repealed to provisions of laws incorpo- rated into the general laws hereinbefore enumerated and repealed, shall be construed as applying to the provisions so incorporated. Nothing in this chapter or in the other general laws hereinbe- fore specified shall be construed to amend or repeal any provi- sion of the Criminal or Penal Code, or to impair any right or liability which any existing corporation, its officers, directors, stockholders or creditors may have or be subject to or which any such corporation, other than a railroad corporation, had or was subject to on April 30, 1891, *by virtue of any special act of the legislature creating such corporation or creating or defining any such right or liability, unless such special act is repealed by this chapter. Former section 25 amended. § 37. Law reyived. — Chapter three hundred of the laws of eighteen hundred and fifty -five, entitled " An act to incorporate the Baptist Historical Society of the city of New York," which was inadvertently repealed by the transportation corporations law, is revived and re-enacted, and shall be of the same force and effect as if it had not been repealed. 124 General Corporation Law. SCHEDITLE OF LaWS REPEALED. REVISED STATUTES. Fart I, chapter 18. All. Laws of Cbapter SECTIONS. 1811 67 All. 1815 47 All. 1815 202 All. 1816 58 223 All. 1817 All. 1818 67 All. 1819 102 All. 1821 14 All. 1822 213 All. 1836 284 All. 1836 316 All. 1838 160 All. 1838 161 All. 1838 262 All. 1839 218 All. 1842 165 All. 155 All. 1846 215 17, 18. 1847 100 3,4. 1847 210 All. 1847 222 All. 1847 270 All. 1847 272 All. 1847 287 All. 1847 898 All. 1847 404 All. 1847 405 All. 1848 37 All. 1848; 40 All. 1848 45 All. 1848 259 All. 1848 265 All. 1848 360 All. 1849 250 All. 1849 362 All. 1850 71 All. 1850 140 All. 1851 14.. All. 1851 19 All. 1851 . . 98 All. 1851 107 AH. 1851 487 . All. 1851 497 All. 1852 228 AIL 1852 ; ■ " 372 All. General Corporation Law. 125 Schedule of Laws Repealed — {Contmued^ Lawa of Chapter SECTIONS. 1853 53 All. 1853 117 All. 1853 124 All. 1853 135 All. 1«53 245 All. 1853 333 All. 1853 471 1,2, 1853 481.. All. 1853 502 All. 1853 626 All. 1854 3 All. 1854 87 • All. 1854 140 All. 201 .'. All. 1854 232 All. 269 ; All. 1854 282 All. 312 All. 1855 301 All. 302 All. 1855 390 All. 478 All. 1855 485 All. 495 All. 1855 : 546 All. 559 All. 1856 65 All. 29 All. 1857 ,.. 83 All. 185 All. 1857 202 : All. 262 AIL 1857 444 All. 546 All. 1857 558 All. 643 All. 1857 776 All. 10 All. 1858 125 All. 209 All. 1859 311 All. 455 All. 1860 116 All. 269 All. 1860 523 .? All. 149 All. 1861 170 Alk 215 All. 'l26 Gbheral Corporation Law. Schedule op Laws Repealed — (Contimied.) Laws of Cbapter SECTIONS. 1861 238 All. 1862 205 All. 1862 248 All. 1862 425 All. 1862 438 All. 1862 449 All. 1862 472 All. 1863 63 All. 1863 134 All. 1863 346 All. 1864 85 All. 1864 .'. 337 All. 1864 517 All. 582 All. 1865 234 All. 246 All. 1865 307 All. 691 All. 1865 780 All. 73 All. 1866 259 All. 322 All. 1866 371 697 All. All. 1866 780 All. 799 All. 1866 838.. All. 12 All. 1867 49.. All. 248 All. 1867 254 All. 419 All. 1867 480 All. 509 All. 1867 775 All. 906 All. 1867 937 All. 960 All. 1867 974 All. 253 All. 1868..... 290 All. 573 All. 1868 781 All. 234 All. 1869 237 All. 605 All. 1869 :. 706 All 844 All. Gbnbrai. Corporation Law. Schedule op Laws Repbaled — (Continued.) 127 Laws of Chapter SECTIONS. 1869 917 All. 1870 124 All. 1870 135 All. 1870 322 All. 1870 443 All. 1870 568 All. 1870 773 All. 1871 95 All. 1871 481 All. 1871 535 All. 1871 560 All. 1871 657 All. 1871 669 All. 697 All. 1871 883.. All. 81 All. 1872 128 All. 146 All. 1872 248 All. 283 All. 1872 350 All. 374 All. 1872 426 All. 609 All. 1872 611 All. 779 All. 1872 780 All. 820 All except 20. All. 1872 829 843 All. 1873 151 All. 352 All. 1873 432 AU. 440 AU. 1873 469 AU. 616 AU. 1873 710 AU. 737 All. 1873 814 AU. 76 All. 1874 143 AU. 149 AH. 1874 240 All. 288 All. 1874 : 430 All. 4 AU. 1875 58 AU. 88 All. 128 Generai, Corporation Law. Schedule of Laws Befealed — (Con^tnteecl.) taws of Chapter SECnOKS. 1875 . 108 All. 1875 113 All. 1875 119 All. 1875 120 All. 1875 159 All. 1875 193 All. J 875 256 All. 1875 319 All. 1875 365 All. 1875 445 All. 1875 510 All. 1875 586 All. 598 All. 1875 606 All. 611 All. 1876 77 All. 135 All. 1876 198 All. 280 All 1876 358 All. 373 All. 1876 415 Ml. 435 All. 1876 446.. All 103„. All 1877 158 All 164 All .1877 171 All 224 All 1877 266 All 374 All 1878 61 All 121 All 1878 163 All 203 » AH 1878 210 All 261 All 1878 264 All 816 All 1878 334 All 394 AH 1879 214 All 253 All 1879 290 All 293 All. 1879 350 All. 377 All 1879 393 '..'....'..'. AIL General Cokporation Law. 129 Schedule op Laws Repealed — (Contintied.) Laws of p — Chapter SECTIOXS. 1879 395 All 1879 413 All 1879 415 All 1879 441 All 1879 503 All 1879 505 All 1879 512 All 1879 541 All 1880 5 All 1880 85 All 1880....-i. 90 All. 1880 ^ 94* All. 113 All. 1880,...'. 133 All. 155 All. 1880 182 All. 187 All. 1880 223 All. 225 All. 1880 241 All. 254 All. 1880 263 All. 267 All. 1880 349 -AH. 415 All. 1880 417 All. 484 All. 1880 510 All. 575 All. 1880 582 All. 583 All. 1880 585 AIL 22 All. 1881 .A 58 All. 77 All. 1881 117 All. 148 All. 1881 213 All. 232 All. 1881 295 All. 296 All. 1881 311 All. 313 All. 1881 321 All. 337 All. 1881 338 All. 351 All. 1881 399 All. 130 Gbhbral Corporation Law. ScHBDtJLB OP Laws Repealed — (CoTUinued.) * Laws of Chapter SECTIONS. 1««1 422 All. 1CQ1 464 All. 1QQ1 468 All. IRRI 470 All. ■IQQI ,,... 472 All. 1QQ1 ,,,.. 485 All. IQQI ,. 551 All, IQQI 589 All. 1QQ1 649 All. IQGI 650 All. 1QC1 674 All. Iftfil 685 All. 73 All. 1QB0 82 AIL ' 140 All. 1S«2 273 All. 289 All. 1QQO 290 AIL 306 AIL ICQO 309 AIL 849 AIL 1882 353 AIL 393 AIL 1«S2 405 AIL 46 AIL 1883 71 102 AIL AIL 1883 216 AIL 232 AIL 1883 237 AIL 238 AIL 1883 240 AIL 287 AIL 1883 323 AIL 361 AIL 1883 381 382 AIL All. 1883 384 AIL 386 AIL 1883 387 AIL 388 AIL 1883 409 AIL 482 AIL 1883 483 All. 497 All. 1884 140 All. 193 208 All. 1884 All. General Corporation Law. ScHEDTTLE OF Laws REPEALED — (Continued.) 131 Laws of Chapter SECTIONS. 1884 223 All. 1884 252 All. 1884 267 All. 1884 367 All. 1S84 386 All. 1884 397 All. 1884 421 All. 1884 422 All, 1884 439 All. 1884 441 All. 1884 444 All. 1885 84: All, 1885 127 All. 1885 141 All. 1885 153 All. 1885 171 All, 1885- 305 All. 1885 369 AIL 1885 422 All. 1885 423 All. 1885 489 All. 1885 498 All. 1885 535 All, 1885 540.. All. 1885 549 All. 65 All. 1886 182 All. 1886 271 All. 321 All. 322 All. 1886 403 All. 1886 415 All. 1886 509 All. 1886 551 All. 1886 579 All. 1886 ; 586 All. 1886 592 All. 601 All. 1886 605 All. 1886 634 All. 1886 642 All. 450 All. 1887 486 All. 536 All. 1887 570 All. 1887 616 All. 1887 622 All. 1887 724.. All. 132 General Cobpokation Law. ^ SCHEDTJLB OP LaWS RePBAXBD (Cowcftftfcd). liairaof 1888.. 1888. 1888.. 1888.. 1888.. 1888.. 1888.. 1888.. J888.. 1888.. 1888.. 1889., 1889.. 1889.. 1889.. 1889.. 1889., 1889., 1889., 1889., 1889., 1889., 1889., 1889., 1889., 1890., 1890., 1890. 1890. 1890. 1890. 1890. 1890. 1890 1890. 1890, 1890. 1831. 1891. 1892. Chapter 189.. 306.. 313.. 359.. 394.. 447.. 462.. 513.. 514.. 549.. 560.. 57.. 76.. 78.. 236.. 242.. 281.. 332.. 369.. 426., 519.. 524.. 531.. 532.. 564., 23. 98., 119., 193., 292., 416., 421., 483., 497., 505., 508., 543., 57. 287. 2. SECTIONS. AD. All. AU. All. All. All. AIL All. AU. All. All- All. All. All. All. AIL AIL All. AIL AIL AIL All All AIL AIL AIL AIL All. AIL AIL All. AIL AIL AIL AIL AIL AJL An. AIL All. The Stock Corporation Law. 133 II. THE STOCK COEPORATION LAW.' LAWS OF 1890, CHAPTER 564, AS AMENDED BY LAWS OF 1892' CHAPTER 688. CHAPTER XXXVI OF THE GENERAL LAWS. Article 1. General powers; reorganization (§§ 1-7). 2. Directors and officers; their election, duties and liabilities (§§ 20-33). 3. Stocli; stockholders, their rights and liabilities (§§ 40-55). ARTICLE L GENEKAL POWEKS; KEOKGANIZATION. Section 1. Short title, and application of chapter. 2. Power to borrow money and mortgage property. 3. Reorganization upon sale of corporate property and franchises. 4. Contents of plan or agreement. 5. Sale of property; possession of receiver and suits against him. 6. Assent of stockholders to plan of readjustment. 7. Combinations prohibited. Section 1. Short title and application of chapter. — This chapter shall be known as the stock corporation law," but article one shall not apply to monied corporations. Former section 1 amended. § 2. Power to borrow money and mortgage property. — In addition to the powers conferred by the general corporation law, every stock corporation shall have power to borrow money or contract debts, when necessary for the transaction of its busi- ness, or for the exercise of its corporate rights, privileges or fran- chises, or for any other lawful purpose of its incorporation ; and may issue and dispose of its obligations for any amount so bor- rowed, and may mortgage its property and franchises to secure the payment of such obligations or of any debt contracted for the purposes herein specified; and the amount of the obligations issued and outstanding at any one time secured by such mort- gages, excepting mortgages given as a consideration for the pur- chase of real estate, and mortgages authorized by contracts made prior to May first, 1891, shall not exceed the amount of its paid up capital stock, or an amount equal to two-thirds of the value of its corporate property at the time of issuing the obligations ' See Notes of Decisions upon Corporations, at the end of this chapter. ' See Table C, appended to this act, showing what laws it is based upon. 134 Eailroad Laws op New York. _ • secured by such mortgages, in case such two-thirds value shall be more than the amount of such paid up capital stock. No such mortgages, except purchase-money mortgages, shall be issued •without the consent of the stockholders owning at least two thirds of the stock of the corporation, which consent shall be in writing and shall be filed and recorded in the office of the clerk or register of the county where it has its principal place of busi- ness, or shall be given by vote at a special meeting of the stock- holders called for that purpose ; and a certificate of the vote at such meeting, signed and sworn to by the chairman and secretary of such meeting, shall be filed and recorded as aforesaid. When authorized by such consent, the directors, under such regulations as they may adopt, may confer on the holder of any debt or ob- ligation secured by such mortgage the right to convert the prin- cipal thereof, after two and not more than twelve years from the date of the mortgage, into stock of the corporation; and if the capital stock shall not be sufficient to meet the conversion when made, the stockholders shall, in the manner herein provided, authorize an increase of capital stock sufficient for that purpose. Former section 3 amended. § 3. Reorganization upon sale of corporate property aud franchises. — When the property and franchises of any domestic stock corporation shall be sold by virtue of a mortgage or deed of trust, duly executed by it, or pursuant to the judgment or decree of a court of competent jurisdiction, or by virtue of an execution issued thereon, and the purchaser at such sale shall acquire title to the same in the manner prescribed by law, he may associate with him any number of persons, not less than the number required by law for the incorporation of such cor- poration, a majority of whom shall be citizens and residents of this state, and they may become a corporation, and take and pos- sess the property and franchises thus sold, and which were at the time of sale possessed by the corporation whose property shall have been so sold, upon making, acknowledging and filing in the offices where certificates of incorporation are required by law to be filed, a certificate in which they shall describe by name and reference to the law under which it was organized, the cor- poration whose property and franchises they have acquired, and the court by whose authority the sale had been made, with the date of the judgment or decree authorizing or directing the same, The Stock Corporation Law. 135 and a brief description of. the property sold, and also the follow- ing particulars : 1. The name of the new corporation intended to be formed by the filing of such certificate. 2. The maximum amount of its capital stock and the number of shares into which it is to be divided, specifying the classes thereof, whether common or preferred, and the amount of and rights pertaining to each class. 3. The number of directors, not less nor more than the number required by law for the old corporation, who shall manage the affairs of the new corporation, and the names and post-office addresses of the directors for the first year. 4. Any plan or agreement which may have been entered into at or previous to the time of sale, in anticipation of the formation of the new corporation, and pursuant to which such purchase was made. Such corporation shall be vested with and be entitled to exercise and enjoy .all the rights, privileges and franchises, which at the time of such sale belonged to, or were vested in the cor- poration last owning the property sold, or its receiver, and shall be subject to all the provisions, duties and liabilities imposed by law on such corporations. Former section 3 without change. § 4. Contents of plan or agreement — At or previous to the sale the purchasers thereat, or the persons for whom the purchase is to be made, may enter into a plan or agreement, for or in anti- cipation of the readjustment of the respective interests therein of the mortgage creditors and stockholders of the corporation owning such property and franchises at the time of sale, and for the rep- - resentation of such interests of creditors and stockholders in the bonds or stock of the new corporation to be formed, and may therein regulate voting by the holders of the preferred and com- mon stock at any meeting of the stockholders, and by the holders and owners of any or all of the bonds of the corporation fore- closed, or of the bonds issued or to be issued by the new corpora- tion, and such right of voting by bondholders shall be exercised in such manner, for such period, and upon such conditions, as shall be therein described. Such plan or agreement must contain suitable provision for the bondholders voting by proxy and must not be inconsistent with the laws o^ the state and shall be binding upon the corporation, until changed as therein provided, or as otherwise provided by law. The new corporation when duly or- 136 Eailroad Laws of New York. ganized, pursuant to such plan or agreement and to the provisions of law, may issue its bonds and stock in conformity with the pro- visions of such plan or agreement, and may at any time within six months after its organization, compromise, settle or assume the payment of any debt, claim or liability of the former corporation upon such terms as may be lawfully approved by a majority of the agents or trustees intrusted with the carrying out of the plan or agreement of reorganization, and may establish preferences in respect to the payment of dividends in favor of any portion of its capital stock and may divide its stock into classes, but the capital stock of the new corporation shall not exceed in the aggregate the maximum amount of stock mentioned in the certificate of incor- poration, nor shall the bonds issued by it exceed in the aggregate the amount which a corporation is authorized by the provisions of this article to issue. Former section 4 without change. § 5. Sale of property; possession of receiver and suits against him. — The supreme court may direct a sale of the whole of the property, rights and franchises covered by the mortgage or mortgages, or deeds of trust foreclosed at any one time and place to be named in the judgment or order, either in case of the non- . payment of interest only, or of both the principal or interest due and unpaid and secured by any such mortgage or mortgages or deeds of trust. Neither the sale nor the formation of the new cor- poration shall interfere with the authority or possession of any receiver of such property and franchises, but he shall remain liable to be removed or discharged at such time as the court may deem proper. No suit or proceeding shall be commenced against such receiver unless founded on willful misconduct or fraud in his tryst after the expiration of sixty days from the time of his dis- charge ; but after the expiration of sixty days • the new corpo- ration shall be liable in any action that may be commenced against it, and founded on any act or omission of such receiver for which he may not be sued, and to the same extent as the receiver, but for this section would be or remain liable, or to the same ex- tent that the new corporation would be had it done or omitted the acts complained of. § 6. Stockholders may assent to plan of readjustment.— Every stockholder in any corporation, the franchises and property whereof shall have been thus sold, may assent to the plan of re- The Stock Corporation Law. 137 adjustment and reorganization of interests pursuant to wMcli sucli franchises and property shall have been purchased at any time within six months after the organization of the new corporation, and by complying with the terms and conditions of such plan be- come entitled to his pro rata benefits therein. The commissioners, corporate aulrhorities or proper officers of any city, town or village who may hold stock in any corporation, the property and fran- chises whereof, shall be liable to be sold, may assent to any plan or agreement of reorganization which lawfully provides for the formation of a new corporation, and the issue of stock therein to the proper authorities or officers of such cities, towns or villages in exchange for the stock of the old or former corporation by them respectively held. And such commissioners, corporate au- thorities or other proper officers may assign, transfer or surrender the stock so held by them in the manner required by such plan, and accept in lieu the stock issued by such new corporation in conformity therewith. Former section 6 amended. § 7. €oiult)iuations prohiMted.— No stock corporation shall combine with any other corporation or person for the creation of a monopoly or the unlawful restraint of trade or for the prevention of competition in any necessary of life. g. Former section 7 amended. ARTICLE II. DIRECTOHS AHD OFFICBES; THBIB ELECTION, DUTIES AND LIABILITIES. Section 20. Directors. 31. Change of number of directors. 23. When acts of directors void. 23. Liability of directors for making unauthorized dividends. 24. Liability of directors for contracting unauthorized debts and over issue of bonds. 25. Liability of directors for loans to stockholders. 26. Transfers of stock by stockholders indebted to corporation. 27. Officers. 28. Inspectors and their oath. 39. Books to be kept. 30. Annual report. 31. Liability of officers for false certificates, reports or public notices. 33. Alteration or extension of business. § 20. Directors.— The directors of every stock corporation shall be chosen from tlie stockholders at the time and place fixed by the by-laws of the corporation by a plurality of the votes of 138 Railroad Laws of New York. the stockholders voting at such election. Vacancies in the board of directors shall be filled in the manner prescribed in the by- laws, and if a director shall cease to be a stockholder his office shall become vacant Notice of the time and place of holding any election of directors shall be given by publication thereof, at least once in each week for two successive weeks immediately preced- ing such election, in a newspaper published in the county where such election is to be held, and in such other manner as may be prescribed in the by-laws. Policy holders of an insurance corpo- ration shall be eligible to election as directors. At least one- fourth in number of the directors of every stock corporation shall be elected annually. Former section 30 amended. § 21. Change of number of directors. — The number of di- rectors of any stock corporation may be increased or reduced, but not above the maximum nor below the minimum number pre- scribed by law, when the stockholders, owning a majority of the stock of the corporation shall so determine, at a meeting to be held at the usual place of meeting of the directors, on two weeks' notice in writing to each stockholder of record. Such notice shall be served personally or by mail, directed to each stockholder at his last known post-office address. Proof of the service of such notice shall be filed in the ofiice of the corporation at or before the time of such meeting. The proceedings of such meeting shall be entered in the minutes of the corporation and a transcript thereof, verified by the president and secretary of the meeting, shall be filed in the offices where the original certificates of incor- poration were filed. If a corporation formed under or subject to the banking law, the consent of the superintendent of banks, and if an insurance corporation, the consent of the superintendent of insurance, shall be first obtained to such increase or reduction of the number of directors. Former section 21 amended. § 22. When acts of directors void. — When the directors of any corporation for the first year of its corporate existence shall hold over and continue to be directors after the first year, because of their neglect or refusal to adopt the by-laws required to enable the stockholders to hold the annual election for directors, all their acts and proceedings while so holding over, done for and in the name of the corporation, designed to charge upon it any lia- The Stock Coeporation Law. I38a bility or obligation for the services of any sucli director, or any officer, or attorney or counsel appointed by tbem, and every such liability or obligation shall be held to be fraudulent and void. Former section 33 without change. § 23. Liability of directors for making nnantliorized dividends. — The directors of a stock corporation shall not make dividends, except from the surplus profits arising from the busi- ness of such corporation ; nor divide, withdraw or in any way pay to the stockholders, or any of them, any part of the capital of such corporation, or reduce its capital stock, except as authorized by law. In case of any violation of the provisions of this section, the directors under whose administration the same may have hap- pened, except those who may have caused their dissent therefrom to be entered at large upon the minutes of such directors at the time, or were not present when the same happened, shall jointly and severally be liable to such corporation and to the creditors thereof to the full amount of the capital of such corporation so divided, withdrawn, paid out or reduced. But this section shall not prevent a division and distribution of the assets of any such corporation remaining after the payment of all its debts and liabili- ties upon the dissolution of such corporation or the expiration of its charter. § 24. Liability of directors for nnauthorized debts and over issue of bonds. — No stock corporation, except a monied corporation, shall create any debt, if thereby its total indebtedness not secured by mortgage shall exceed the amount of its paid up capital stock, and the directors creating or consenting to the crea- tion of any such debt shall be personally liable therefor to the creditors of the corporation. If bonds or other obligations of the corporation, secured by mortgage, are issued in excess of the amount authorized by law, or in violation of law, the directors voting for such over issue, or unlawful issue, shall be personally liable to the holders of the bonds or other obligations illegally issued for the amount held by them, and to all persons sustaining damage by such illegal issues for any damage caused thereby. Former section 24 amended. § 25. Liability of directors for loans to stockholders — No loan of moneys shall be made by any stock corporation, except a monied corporation, or by any officer thereof out of its funds to any stockholder therein, nor shall any such corporation or officer 138b Eailboad Laws of New York. discount any note or other evidence of debt, or receive the same in payment of any installment or any part thereof due or to be- come dae on any stock in such corporation, or receive or discount any note, or other evidence of debt, to enable any stockholder to withdraw any part of the money paid in by him on his stock. In case of the violation of any provision of this section, the officers or directors making such loan, or assenting thereto, or receiving or discounting such notes or other evidences of debt, shall, jointly and severally, be personally liable to the extent of such loan and interest, for all the debts of the corporation contracted before the repayment of the sum loaned, and to the full amount of the notes or other evidences of debt so received or discounted, with interest from the time such liability accrued. Former section 35 amended. § 26. Transfers of stock toy stockholder indebted to cor- poration. — If a stockholder shall be indebted to the corporation, the directors may refuse to consent to a transfer of his stock until such indebtedness is paid, provided a copy of this section is writ- ten or printed upon the certificate of stock. Fonner section 36 without change. § 27. Officers. — The directors of a stock corporation may ap- point from their number a president, and may appoint a secretary, treasurer, and other officers, agents and employes, who shall re- spectively have such powers and perform such duties in the man- agement of the property and affairs of the corporation, subject to the control of the directors, as may be prescribed by them or in the by-laws. The directors may require any such officer, agent or employe to give security for the faithful performance of his duties, and may remove him at pleasure. The policy holders of an in- surance corporation shall be eligible to election or appointment as its officers. Former section 37 amended. § 28. Inspectors and their oath- — The inspectors of election of every stock corporation shall be appointed in the manner pre- scribed in the by-laws, but the inspectors of the first. election of directors and of all previous meetings of the stockholders shall be appointed by the board of directors named in the certificate of incorporation. No director or officer or a monied corporation shall be eligible to election or appointment as inspector. Each inspector shall be " entitled to a reasonable compensation for his The Stock Corporation -Law. I38c services, to be paid by the coi^oration, and if any inspector shall refuse to serve, or neglect to attend- at the election, or his office become vacant, the meeting may appoint an inspector in his place unless the by-laws otherwise provide. The inspectors appointed to act at any meeting of the stockholders shall, before entering upon the discharge of their duties, be sworn to faithfully execute the duties of inspectors at such meeting with strict impartiality, and according to the best of their ability, and the oath so taken shall be subscribed by them, and immediately filed in the office of the clerk of the county in which such election or meeting shall be held, with a certificate of the result of the vote taken thereat. Former section 38 amended. § 29. Books to be kept. — Every stock corporation shall keep, at its office, correct books of account of all its business and trans- actions, and a book to be known as the stock-book, containing the names,,alphabetically arranged, of all persons who are stockhold- ers of the corporation, showing their places of residence, the num- ber of shares of stock held by them respectively, the time when they respectively became the owners thereof, and the amount paid thereon. The stock-book of every such corporation shall be open daily, during business hours, for the inspection of its stock- holders and judgment creditors, who may make extracts there- from. No transfer of stock shall be valid as against the corpora- tion, its stockholders and creditors for any purpose, except to render the transferee liable for the debts of the corporation accord- ing to the provisions of this chapter, until it shall have been en- tered in such book as required by this section, by an entry show- ing from and to whom transferred. Such latter book shall be presumptive evidence of the facts therein so stated in favor of the plaintiff, in any action or proceSding against such corporation or any of its officers, directors or stockholders. Every corporation that shall negfect or refuse to keep or cause to be kept such bo'oks, or to keep any book open for inspection as herein required, shall forfeit to the people the sum of fifty dollars for every day it shall so neglect or refusa If any officer or agent of any such corpora- tion shall willfully neglect or refuse to make any proper entry in such book or books, or shall neglect or refuse to exhibit the same, or allow them to be inspected and extracts taken therefrom as provided in this section, the corporation and such officer or agent shall each forfeit and pay to the party injured a penalty of fifty 138d Eailroad Laws of New York. dollars for every such neglect or refusal, and all damages resulting to him therefrom. Former section 29 amended. § 30. Annual report. — E very stock corporation, except monied and railroad corporations, shall annually, during the month of January, or, if doing business without the United States, before the first day of May, make a report as of the first day of January, which shall state : 1. The amount of its capital stock, and the proportion actually issued. 2. The amount of its debts or an amount which they do not then exceed. 3. The amount of its assets or an amount which its assets at least equal. Such report shall be signed by a majority of its directors, and verified by the oath of the president or vice-president and trea- surer or secretary and filed in the office of the Secretary of State and in the office of the county clerk of the county where its prin- cipal business ofiice may be located. If such report is not so made and filed, all the directors of the corporation shall jointly and severally be personally liable for all the debts of the corpora- tion then existing, and for all contracted before such report shall be made. No director shall be liable for the failure to make and file such report if he shall file with the Secretary of State, within thirty days after the first day of February, or the first day of May, as the case may be, a verified certificate, stating that he has en- deavored to have such report made and filed, but that the ofiicers or a majority of the directors have refused and neglected to make and file the same, and shall append to such certificate a report containing the items required toJae stated in such annual report, so far as they are within his knowledge or are obtainable from sourees of information open to him, and verified by him to be true to the best of his knowledge, information and belief. Former section 30, as amended by laws 1892, chap. 2, further amended. § 31. Liability of Officers for false certificates, re- ports or public notices. — If any certificate or report made or public notice given by the ofiicers or directors of a stock corpora- tion shall be false in any material representation, the officers and directors signing the same shall jointly and severally be personally liable to any person who has become a creditor or stockholder of The Stock Corporation Law. I38e the corporation upon the faith of any such certificate, report, notice or any material representation therein to the amount of the debt contracted upon the faith thereof if not paid when due, or of the damage sustained by any purchaser of or subscriber to its stock upon the faith thereof. The liability imposed by this section shall exist in all cases where the contents of any such certificate, report or notice or of any material representation therein shall have been communicated either directly or indirectly to the person so becoming a creditor or stockholder and he became such creditor or stockholder upon the faith thereof. No action can be main- tained for a cause of action created by this section unless brought within two years from the time the certificate, report or public notice shall have been made or given by the officers or directors of such corporation. Former section 31 amended. § 32. Alteration or extension of business. — Any stock corporation heretofore or hereafter organized under any general or special law of this state may extend or alter its business and powers so as to include any purposes and powers which at the time of such extension may have been conferred by law upon corporations engaged in a business of the same general character, or which might be included in the certificate of incorporation of a corporation organizing under any general law of this state for a business of the same general character by filing in the manner pro- vided for the original certificate of incorporation an amended cer- tificate, executed by a majority of its directors, stating the exten- sion of business and powers and rights proposed, and that the same has been duly authorized by a vote of stockholders repre- senting at least three-fifths of the capital stock, at a meeting of the stockholders called for the purpose in the manner provided in section forty-five of this chapter, and a copy of the proceed- ings of such meeting, verified by the affidavit of one of the direct- ors present thereat, shall be filed with such amended certificate. ARTICLE III. STOCK; STOCKHOLDBKS, THEIR BIGHTS AHD LIABILITIES. Section 40. Issues and transfers of stocks. 41. Subscriptions to stools. 43. Consideration for issue of stock and bonds. 43. Time of payment of subscriptions to stock. 44. Increase or reduction of capital stock. 138f Railroad Laws of New York. Section 45. Notice of meeting to increase or reduce capital stocli. 46. Conduct of such meeting; certificate of increase or reduction. 47. Preferred and common stock. 48. Prohibited transfers to officers or stockholders. 49. Payment by stockholders of mortgage debt pending foreclosure. 50. Application to court to order issue of new in place of lost certifi- cate of stock. 51. Order of court upon such application. 53. Financial statement to stockholders. 53. Exhibition of books by transfer agent of foreign corporation. 54. Liabilities of stockholders. 55. Limitation of stockholder's liability. § 40. Issue and transfers of stock. — The stock of every stock corporation shall be represented by certificates prepared by the directors and signed by the president or vice-president and secre- tary or treasurer and sealed with the seal of the corporation, and shall be transferable in the manner prescribed in this chapter and in the by-laws. No share shall be transferable until all previous calls thereon shall have been fully paid in. Any stock corporation, domestic or foreign, now existing or hereafter organized, except monied corporations, may purchase, acquire, hold and dispose of the stocks, bonds and other evi' dences of indebtedness of any corporation, domestic or foreign, and issue in exchange therefor its stock, bonds or other obliga' tions if authorized so to do by a provision in the certificate of in corporation of such stock corporation, or in any certificate amendatory thereof or supplementary thereto, filed in pursuance of law, or if the corporation whose stock is so purchased, acquired, held or disposed of, is engaged in a business similar to thatof such stock corporation, or engaged in the manufacture, use or sale of the property, or in the construction or operation of works neces- sary or useful in the business of such stock corporation, or in which or in connection with which the manufactured articles, product or property of such stock corporation are or may be used, or is a corporation with which such stock corporation is or may be authorized to consolidate. When any such corporation shall be a stockholder in any other corporation, as herein provided, its president or other officers shall be eligible to the office of director of such corporation, the same as if they were individually stock- holders therein, and the corporation holding such stock shall pes- sess and exercise in respect thereof, all the rights, powers and privileges of individual owners or holders of such stock. The Stock Corporation Law. I38g An}» stock corporation may, in pursuance of a unanimous vote of its stockholders voting at a special meeting called for that pur- pose by notice in writing signed by a majority of the directors of such corporation stating the time and place and object of the meet- ing, and served upon each stockholder appearing as such upon the books of the corporation, personally or by mail at his last known post-office address at least sixty days prior to such meeting, guar- antee the bonds of any other domestic corporation engaged in the same general line of business. Former section 40 amended. § 41. Subscriptions to stock. — If the whole capital stock shall not have been subscribed at the time of filing the certificate of incorporation, the directors named in tha certificate may open books of subscription to fill up the capital stock in such places, and after giving such notices as they may deem expedient, and may continue to receive subscriptions until the whole capital stock is subscribed. At the time of subscribing, every subscriber, whose subscription is payable in money, shall pay to the directors ten .per centum upon the amount subscribed by him in cash, and no such subscription shall be received or taken withou-t such pay- ment. Former section 41 amended. § 42. Consideration for issue of stock and bonds.— No corporation shall issue either stock or bonds except for money, labor done or property actually received for the use and l0,wful purposes of such corporation. No such stock shall be issued for less than its par value. No such bonds shall be issued for less than the fair market value thereof. Former section 42 amended. § 43. Time of payment of subscriptions to stock.— Sub- scriptions to the capital stock of a corporation shall be paid at such times and in such installments as the board of directors may by resolution require. If default shall be made in the payment of any installment as required by such resolution, the board may declare the stock and all previous payments thereon forfeited for the use of the corporation, after the expiration of sixty days from the service on the defaulting stockholder, personally or by mail directed to him at his last known post-office address, of a written notice requiring him to make payment within sixty days from the 138h Railroad Laws op New York, service of the notice at a place specified therein, and stating that, in case of failure to do so, his stock and all previous payments thereon will be forfeited for the use of the corporation. Such stock, if forfeited, may be reissued or subscriptions there- for may be received as in the case of stock not issued or sub- scribed for. If not sold for its par value or subscribed for within six months after such forfeiture, it shall be cancelled and deducted from the amount of the capital stock. If by such cancellation, the amount of the capital stock is reduced below the minimum required by law, the capital stock shall be increased to the re- quired amount within three months thereafter or an action may be brought or proceedings instituted to close up the business of the corporation as in the case of an insolvent corporation. If a re- ceiver of the assets of the corporation has been appointed, all un- paid subscriptions to the stock shall be paid at such times and in such installments as the receiver or the court may direct. Former section 43 amended. § 44. Increase or reduction of capital stock. — Any do- mestic corporation may increase or reduce its capital stock in the manner herein provided, but not above the maximum or below the minimum amount, if any, prescribed by law. If increased, the holders of the additional stock issued shall be subject to the same liabilities with respect thereto as are provided by law in re- lation to the original capital ; if reduced, the amount of its debts and liabilities shall not exceed the amount of its reduced capital, unless an insurance corporation, in which case the amount of its debts and liabilities shall not exceed the amount of its reduced capital and other assets. The owner of any stock shall not be re- lieved from any liability existing prior to the reduction of the capital stock of any stock corporation. Former section 44 amended. § 45. Notice of meeting to increase or reduce capital stock. — Every such increase or reduction must be authorized by a vote of the stockholders owning at least two-thirds of the stock of the corporation, taken at a meeting of the stockholders spec- ially called for that purpose. Notice of the meeting, stating the time, place and object, and the amount of the increase or reduc- tion proposed, signed by a majority of the directors, shall be pub- lished once a week, for at least two successive weeks, in a news- paper in the county where its principal business office is located, The Stock Corporation Law. 138i if any is published therein, and a copy of such notice shall be personally served upon or duly mailed to each stockholder or member at his last known post-office address at least three weeks before the meeting. Former section 45 amended. § 46. Conduct' of such meeting ; certificate of increase or reduction. — K, at the time and place specified in the notice, the stockholders shall appear in person or by proxy, in numbers representing at least two-thirds ®f all the shares of stock, they shall organize by chosing from their number a chairman and sec- retary, and* take a vote of those present in person or by proxy, and if a sufficient number of votes shall be given in favor of such increase or reduction, a certificate of the proceedings, showing a compliance with the provisions of this chapter, the amount of capital actually paid in, the whole amount of debts and liabilities of the corporation, and the amount of the increased or reduced capital stock shall be made, signed, verified and acknowledged by the chairman and secretary of the meeting, and filed in the office of the clerk of the county where its principal place of business shall be located, and a duplicate thereof in the office of the Secre- tary of State, in case of a reduction of the capital stock, except of a railroad corporation, or a monied corporation, such certificate shall have indorsed thereon the approval of the Comptroller, to the effect that the reduced capital is sufficient for the proper pur- poses of the corporation, and is in excess of its debts and liabili- ties, and in case of the increase, or reduction of the capital stock of a railroad corporation, or a monied corporation, the certificate shall have indorsed thereon the approval of the board of railroad commissioners, if a railroad corporation ; of the superintendent of banks, if a corporation formed under or subject to the banking law ; and of the superintendent of insurance, if an - insurance corporation. When the certificate herein provided for has been filed, the capital stock of such corporation shall be increased or reduced, as the case may be, to the amount specified in such certificate. The proceedings of the meeting at which such increase or reduction is voted, shall be entered upon the minutes of the corporation. If the capital stock is reduced, the amount of capital over and above the amount of the reduced capital shall be returned to the stock. 138j Raileoad Laws of New York. holders pro rata and at such times and in such manner as the directors shall determine. Former section 46 amended. § 47. Preferred and common stock. —Every domestic stock corporation may have preferred and common stock, and different classes of preferred stock, if the certificate of incorporation so provides or by the unanimous consent of the stockholders, and may upon the written request of the holder of any preferred stock, by a two-thirds vote of its directosB, exchange the same for common stock, and issue certificates for common stock therefor, share for share, and upon such other valuation as may have been agreed upon in the scheme for the organization of such corporation, or the issue of such preferred stock, but the total amount of such capital stock shall not be increased thereby. Former section 47 amended. § 48. Prohibited transfers to officers or stockholders.— No corporation which shall have refused to pay any of its notes or other obligations when due, in lawful money of the United States, nor any of its officers or directors, shall transfer any of its property to any of its officers, directors or stockholders, directly or indirectly, for the payment of any debt, or upon any other con- sideration than the full value of the property paid in casL No conveyance, assignment or transfer of any property of any such corporation by it or by any officer, director or stockholder thereof, nor any payment made, judgment suffered, lien created or secu- rity given by it or by any officer, director or stockholder when the corporation is insolvent or its insolvency is imminent, with the intent of giving a preference to any particular creditor over other creditors of the corporation shall be valid. Every person receiving by means of any such prohibited act or deed any property of the corporation shall be bound to account therefor to its creditors or stockholders or other trustees. No stockholder of any such corporation shall make any transfer or assignment of his stock therein to any person in contemplation of its insolvency. Every transfer or assignment or other act done in violation of the foregoing provisions of this section shall be void. No conveyance, assignment or transfer of any property of a corporation formed under or subject to the banking law, exceed- ing in value one thousand dollars shall be made by such corpora- The Stock Corporation Law. I38k tion, or by any officer or director thereof, unless authorized by a previous resolution of its board of directors, except promissory notes or other evidences of debt issued or received by the officers of the corporation .in the transaction of its ordinary business and except payments in specie or other current money or in bank bills made by such officers. No such conveyance, assignment or trans- fer shall be void in the hands of a purchaser for a valuable consideration without notice. Every director or officer of a corporation who shall violate or be concerned in violating any provision of this section, shall be personally liable to the creditors and stockholders of the corpo- ration of which he shall be director or an officer to.the full extent of any loss they may respectfully sustain by such violation. Former section 48 amended. § 49. Payment by stockholders of mortgage debt pend- ing foreclosure. — Whenever default shall be made by any cor- poration in the payment of principal or interest of any of its bonds secured by mortgage or deed of trust of its property, any stock- holder may at any time during the pendency of the foreclusure of such mortgage or deed of trust and before the sale thereunder pay to the mortgagees or grantees in such mortgage or deed, for the use and benefit of the holders of such bonds, a sum equal to such proportion of the amount due and secured to be paid by such mortgage or deed, as his stock in such corporation shall bear to its whole capital stock, and on making such payment he shall to the extent thereof become and be interested in such mortgage or deed protected thereby. Former section 49 witliout change. § 50. Application to court to order issue of new in place of lost certificate of stock. — The owner of a lost or destroyed certificate of stock, if the corporation shall refuse to issue a new certificate in place thereof, may apply to the supreme court, at any special term held in the district where he resides, or in which the principal business office of the corporation is located, for an order requiring the corporation to show cause why it should not be required to issue a new certificate in place of the one lost or destroyed. The application shall be by petition, duly verified by the owner, stating the name of the corporation, the number and date of the certificate, if known, or if it can be ascer- tained by thg petitioner ; the number of shares named therein, to 1381 Railroad Laws of New York. whom issued, and as particTilar a statement of the circumstances attending such loss or destruction as the petitioner can give. Upon the presentation of the petition the court shall make an order re- quiring the corporation to show cause, at a time and place therein mentioned, why it should not issue a new certificate of stock in place of the one described in the petition. A copy of the petition and order shall be served on the president or other head of the corporation, or on the secretary or treasurer thereof, personally, at least ten days before the time for showing cause. Former section 50 amended. § 51. Order of court upon such application. — Upon the return of the order, with proof of due service thereof, the court shall, in a summary manner, and in such mode as it may deem advisable, inquire into the truth of the facts stated in the petition, and hear the proofs and allegations of the parties in regard thereto, and if satisfied that the petitioner is the lawful owner of the number of shares, or any part thereof, described in the petition, and that the certificate therefor has been lost or destroyed, and cannot after due diligence be found, and that no sufficient cause has been shown why a new certificate should not be issued, it shall make an order requiring the corporation, within such time as shall be therein designated, to issue and deliver to the petitioner a new certificate for the number of shares specified in the order, upon depositing such security, or filing a bond in such form and with such sureties as to the court shall appear sufficient to in- demnify any person other than the petitioner who shall thereafter be found to be the lawful owner of the certificsfle lost or de- stroyed ; and the court may direct the publication of such notice, either before or after making such order as it shall deem proper. Any person claiming any rights under the certificates alleged to have been lost or destroyed shall have recourse to such in- demnity, and the corporation shall be discharged from all hability to such person upon compliance with such order ; and obedience to the order may be enforced by attachment against the officer or officers of the corporation on proof of his or their refusal to comply with it Former section 51 witliout change. § 52. Financial statement to stockholders. — Stockholders owning five per centum of the capital stock of any corporation other than a monied corporation, not exceeding ^one hundred The Stock Corporation Law. 138m thousand dollars, or three per centum where it Aceeds one hun- dred thousand dollars, may make a written request to the^ trea- surer or chief fiscal officer thereof, for a statement of its affairs, under oath, embracing a particular account of all its assets and liabilities, and the treasurer shall make such statement and de- liver it to the person presenting the request within thirty days thereafter, and keep on file for twelve months thereafter a copy of such statement, which shall at all times during business hours be exhibited to any stockholder demanding an examination thereof ; but the treasurer or such chief fiscal officer shall not be required to deliver more than one Such statement in any one year. The supreme court, or any justice thereof, may upon application, for good cause shown, extend the time for making and delivering such certificate. For every neglect or refusal of the treasurer or other chief fiscal officer tJipreof to comply with the provisions of this section he shall forfeit and pay to the person making such request the sum of fifty dollars, and the further sum of ten dol- lars for every twenty-four hours thereafter until such statement shall be furnished. Former section 53 amended. § 53. Exhibition of books by transfer agent of foreign corporation. — The transfer agent in this state of any foreign cor- poration, whether such agent shall be a corporation or a natural person, shall, at all times during the usual hours of transacting business, exhibit to any stockholder of such corporation, when re- quired by him, the transfer book, and a list of the stockholders thereof, if in his power to do so, and for every violation of the provisions of this section, such agent, or any officer or clerk of such agent, shall forfeit the sum of two hUndVed and fifty dollars, to be recovered by the person to whom such refusal was made. Former section 56. § 54. Liabilities of stockholders.-The stockholders of every stock corporation shall, jointly and severally, be personally liable to its creditors, to an amount equal to the amount of the stock held by them respectively, for every debt of the corporation, until the whole amount of its capital stock issued and outstanding at the time of such debt was incurred shall have been fully paid- The stockholders of every stock corporation shall, jointly and severally be personally liable for all debts due and owing to any of its laborers, servants or employees other than contractors, for 138ii Railroad Laws of New York. services perfornftd by them for sucli corporation. Before such laborer, servant or employee shall charge such stockholder for such services, he shall give him notice in writing, within thirty days after the termination of such services that he intends to hold him liable, and shall commence an action therefor within thirty days after the return of an execution unsatisfied against the corporation upon a judgment recovered against it for services. No person holding stock in any corporation as collateral security, or as ex- ecutor, administrator, guardian or trustee, unless he shall have voluntarily invested the trust funds in such stock, shall be per- sonally subject to liability as a stockholder ; but the person pledg- ing such stock shall be considered the holder thereof, and shall be liable as stockholder ; and the estates and funds in the hands of such executor, administrator, guardian or trustee shall be liable in the like manner and to the same extent as the testator or intestate, or the ward, or person interested in such trust fund would have been, if he had been living and competent to act and held the same stock in his own name, unless it appears that such executor, administrator, guardian or trustee, voluntarily invested the trust fund in such stocks, in which case he shall be personally liable as a stockholder. Former section 57. § 55. Limitation of stockholder's liability. — No action shall be brought against a stockholder for any debt of the corpo- ration until judgment therefor has been recovered against the corporation, and an execution thereon has been returned unsat- isfied in whole or in part, and the amount due on such execution shall be the amount recoverable, with costs against the stock- holder. No stockholder shall be personally liable for any debt of the corporation not payable within two years from the time it is contracted, nor unless an action for its collection shall be brought against the corporation within two years after the debt becomes due ; and no action shall be brought against a stockholder after he shall have ceased to be a stockholder, for any debt of the cor- poration, unless brought within two years from the time he shall have ceased to be a stockholder. Derivation of the General Corporation Law. 138o TABLE B. showing the derivation of the General Corporation Law, / Laws of 1890, Chapter 563. Sec. Based upon Laws of 1875. 1881. 1875. 1870. 1881, 1888, 1811. 1847, 1848. 1867. 1848. 1848 1848, 1850 1853 1853 1854 1854 1857 1861 1869 1872 1873 1874 1875 1878 1885 1888 BR. 3R. 1811. 1848. 1848. 1867. 1848. 1848. 1858. 1854. 1854. 1857. 1857. 1859. 1863. 1867. 1873. 1872. 1873. S. (8t S. (8t Cbap. 611 22 611 135 468 30§ 67 210 37 974 40 259 265 140 117 185 112 232 546 149 917 820 469 143 469 203 505 462 h ed.), h ed.), 1730 67 37 40 960 265 319 117 232 269 546 776 168 438 971 248 820 397 SecB. 4. 1. 4. 1,2. 11. 1,3. 8. 3. 9. 3. 9. 4. 3. 3. 9. 11. 3. 9. 9. 4. 16. 5. 9. 5. 3. 4. 2. P P 1723. 1729. 6. 7. 28. 7,36. 4. 4,6. 9. 7,26. 7,26. 4, a. 2,7. 6.8. 13. 3. 6. 11. 18. 8. Sec. 9 10 11 12 13 14 15 16 17 18 19 20 21 22 Based upon Laws of 1873. 1874. 1874. 1875. 1875. 1875. 1877. 1884. 1886. 1888... 3 R. S. (8t 1882,... 1872.... 1887.... 18U7.... 3 K. S. (8t 3 R. S. (8t 1885. . . 3 R. S. (8t 1796.... 1811.... 1848.... 1848. . . . 1848.... 1853.... 1858. . . . 1854.... 1857.... 1872.... 1873.... 1874. . . . 1875. .. 1875.... 1886.... 1887. . . . 1887.... 1888.... 3 R. S. (8t 3 R. S. (8t 8 R. S. (8t 1866... 1867. . . 1875... 1875... 1857... Chap. 616 143 288 267 348 611 228 273 367 236 293 891 h ed.), 290 146 450 158 h ed.), h ed.), 489 h ed.). 43 67 37 40 819 117 135 232 546 820 397 143 267 611 236 317 501 293 h ed.), h ed.), h ed.) 697 937 58 611 Sect. 4. 7, 15. 3,3. 5, 10. 8. 3. 6. 3. 4. 8. 7. 5. p. 1723-4. 2 1. 1. 1. 1. p. 1723-4. 4 p. 1729-30. 5 2. p. 1723-4. 6 10. 4, 10. 4. 4. 4. 4. 5. 4,5. 4. 12. 4. 4. 5. 37. 6. 6. 3. 4. p. 1723-4. 9 p. 1733-4. 10 p. 1723-4. 7 5. 1. 1. 29. 3. 138p Railroad Laws op New York. IIL THE STATUTORY CONSTRUCTION LAW; LAWS OP 1892, CHAPTER 677. CHAPTER I OF THE GENERAL LAWS. Sectiok 1. Short title; extent of application. 2. Property. 3. Real property. 4. Personal property. 5. Person. 6. Judge. 7. Lunacy; idiocy. 8. Gender; number; tense. 9. Heretofore; hereafter; now. 10. Last; preceding;, next; following 11. Folio. 13. Writing; signature. 13. Seal. 14. Oath; affidavit; swear. 15. Acknowledge; acknowledgment. 16. Bond; undertaking. 17. Choose; elect; appoint. 18. Board composed of one person. 19. Meeting; quorum; powers of majority. 20. Service of notice upon board or body. 21. County clerk; register. 22. Village. 38. State. 34. Public holiday; half-holiday. 35. Year. 26. Month. 27. Day; mode of computing days; night-time. 38. Standard time. 39. Civil and criminal codes. 30. Laws of England and of the colony of New York. 31. Limiting the effect of repealing statutes. 32. Existing laws included in revision not to be construed as new en actments. 33. Effect of revision upon laws passed at same session or before re- vision takes effect. 34. Alterations of titles and head notes. 35. Laws repealed. 36. Time of taking effect. Section 1. Short title; extent of application.— This chap- ter shall be known as the statutory construction law, and is appli- cable to every statute unless its general object, or the context of the language construed, or other provisions of law indicate that a • The Statutory Construction Law. 138q different meaning or application was intended from that required to be given by this chapter. § 2. Property. — The term property includes real and personal property. § 3. Real property. — The term real property includes real estate, lands, tenements and hereditaments, corporeal and incor- poreal. § 4. Personal property. — The term personal property in- cludes chattels, money, things in action, and all written instruments themselves, as distinguished from the rights or interests to which they relate, by which any right, interest, lien or incumbrance in, to or iipon property, or any debt or financial obligation is created, acknowledged, evidenced, transferred, discharged or defeated, wholly or in part, and everything, except real property, which may be the subject of ownership. The term chattels includes goods and chattels. § 5. Person. — The term person includes a corporation and a joint stock association. When used to designate a party whose property may be the subject of any offense, the term person also includes the state, or any other state, government or country which may lawfully own property in the state. § 6. Jndge. — The term judge includes every judicial officer authorized, alone or with others, to hold or preside over a court of record. ' § 7. Lunacy ; idiocy. — The terms lunatic and lunacy include every kind of unsoundness of mind except idocy. § 8. Gender ; numlier ; tense. — Words .of the masculine gender include the feminine and the neuter, and may refer to a corporation, or to a board or other body or assemblage of persons ; and, when the sense so indicates, words of the neuter gender may refer to any gender. The term men includes boys and the term women includes girls. Words in the singular number include the plural, and in the plural number include the singular. Words in the present tense include the future. §9. Heretofore; hereafter; now.— Each of the terms, here- tofore, and hereafter, in any provision of a statute, relates to the time such provision takes effect. The term now in any provision of a statute referring to other laws in force, or to persons in oflB;ce, or to any facts or circumstances as existing, relates to the laws in force, or the person in ofBice, or to the facts or circumstances ex- 138r Eailroad Laws op New York. istirlg, respectively,'imniediately before the taking effect of such provision. § 10. Last ; preceding ; next ; following. — A reference to the last or preceding section, or other provision of a statute, means the section or other division immediately preceding, and a refer- ence to the next or following section or other division of a statute means the section or other division immediately following. § 11. Folio. — A folio is one hundred words, counting as a word each figure necessarily used. § 12. Writing ; signature. — The terms writing and written include every legible representation of letters upon a material sub- stance, except when applied to the signature of an instrument. The term signature includes any memorandum, mark or sign, written or placed upon any instrument or writing with intent to execute or authenticate such instrument or writing. § 13. Seal, — The private seal of a person, other than a corpora- tion, to any instrument or writing shall consist of a wafer, wax or other similar adhesive substance affixed thereto, or of paper or other similar substance affixed thereto, by mucilage or other ad- hesive substance, or of the word " seal," or the letters " L. S.," opposite the signature. A seal of a court, public officer or corporation may be impressed directly upon the instrument or writing to be sealed, or upon wafer, wax or other adhesive substance affixed thereto, or upon paper or other similar sabstance affixed thereto-by mucilage or other adhe- sive substance. An instrument or writing duly executed, in the corporate name of a corporation, which shall not have adopted a corporate seal, by the proper officers of the corporation under their private seals, shall be deemed to have been executed under the corporate seal. § 14. Oath ; affidavit ; swear. — The terms oath and affidavit include every mode authorized by law of attesting the truth of that which is stated. The term swear includes every mode authorized by law for ad- . ministering an oath. When an affidavit is authorized or required it may be sworn to before any officer authorized by law to take the acknowledgment of deeds in this state, unless a particular offi- cer is specified before whom it is to be taken. § 15. Acknowledge ; acknowledgment. — When the execu- tion of any instrument or writing is authorized or required by law to be acknowledged, or to be proven so as to entitle it to be filed The Statutory Oonsteuotion Law. 138s or recorded in a public office, the acknowledment may be taken or the proof made before any officer then and there authorized to take the acknowledgment or proof of the execution of a deed of real property to entitle it to be recorded in a county clerk's office, and shall .be made and certified in the same manner as such ac- knowledgment or proof of such deed. The term acknowledge and acknowledgment, when used with reference to the execution of an instrument or writing other than a deed of real property, includes a compliance with the pro- visions of this section by either such proof or acknowledgment. § 16. Bonds ; undertaking. — A provision of law authorizing or requiring a bond tQ be given shall be deemed to have been com- plied with by the execution of an undertaking to the same effect. § 17. Choose ; elect ; appoint. — The term choose includes elect and appofnt. § 18. Board composed of one person. — A reference to sev- eral officers of a municipal corporation holding the same office, or to a board of such officers, shall be deemed to refer to the single officer holding such office, when but one person is chosen to fill such office in pursuance of law. §19. Meeting; quorum; powers of majority.— Whenever three or more public officers are given any power or authority, or three or more persons are charged with any public duty to be per- formed or exercised by them jointly or as a board or similar body, a majority of all such persons or offices at a meeting duly held at a time fixed by law, or by any by-law duly adopted by such board or body, or at any duly adjourned meeting of such meeting, or at any meeting duly held upon reasonable notice to all of them, may perform and exercise such power, authority or duty, and if one or more of such persons or officers shall have died or have be- come mentally incapable of acting, or shall refuse or neglect to attend any such meeting, a majority or the whole number of such persons or officers shall be a quorum of such board or body, and a majority of a quorum, if not less than a majority of the whole number of such persons or ofRcers, may perform and exercise any such power, authority or duty. Any such meeting may be ad- journed by a less number than a quorum. A recital in any order, resolution, or other record of any proceeding of such a meeting that such meeting had been so held or adjourned, or that it had been held uponsuch notice to the members, shallbe presumptive evidence thereof. 138t Railroad Laws of New York. §20. Service of notice upon body or board. — When a notice is required to be given to a board or body, service of such notice upon the clerk or chairman thereof shall be sufficient. § 21. County clerk ; register. — Any act done in pursuance of law by the register of a county shall be deemed to be a com- pliance with any provision of law authorizing or requiring such act to be done by the county clerk of such county, and any instru- ment or writing filed, entered or recorded in pursuance of law in the office of a register of a county, shall be deemed to be a com- pliance with any provision of law authorizing or requiring such paper to be filed, entered or recorded, as the case may be, in the office of the clerk of such county. § 22. Tillage. — The term village means an incorporated vil- lage. § 23. State; territory. — The term state, when used gener- ally to include every state of the United States, includes also every territory of the United States and the District of Columbia. The term territory when used generally to include every territory of the United States, includes also the District of Columbia. §24. Public holiday; half-holiday.— The term holiday in- cludes the following days in each year : The first day of January, known as New Year's day ; the twenty-second day of Februaryi known as Washington's birthday; the thirtieth day of May, known as memorial day ; the fourth day of July, known as in- dependence day ; the first Monday of September, known as labor da}', and the twenty-fifth day of December, known as Christmas day, and if either of such days is Sunday, the next day thereafter; each general election day and each day appointed by the presi- dent of the United States or by the governor of this state as a day of general thanksgiving, general fasting and prayer, or other general religious observance. The term half holiday includes the period from noon to mid- night of each Saturday which is not a holiday. § 25. Tear. — Time shall continue to be computed in this state according to the Gregorian or new style. The first day of each year after the year 1752 is the first day of January, according to such style. For the purpose of computing and reckoning the days of the year in the same regular course in the future, every year, the number of which in the Christian era is a multiple of four, is a bisextile or leap year consisting of three hundred and sixty-six days, unless such number of the year is a multiple of 'one hun- The Statutory Construction Law. 138u dred and the first two figures thereof treated as a separate number is not a multiple of four, and every year which is not a leap year is a common year consisting of three hundred and sixty-five days. The term year in a statute, contract, or any public or private in- strument, means three hundred and sixty-five days, but the added day of a leap year and the day immediately preceding shall for the purpose of such computation be counted as one day. In a statute, contract or public or private instrument, the terra year means twelve months, the term half-year six months, arid the term a quarter of a year, three months. § 26. Month. — In a statute, contract or public or private instru- ment, unless otherwise provided in such contract or instrument or by law, the term month means a calendar month and not a lunar month. A number of months after or before a certaip day shall be computed by counting such number of calendar months from such day, exclusive of the calendar month in which such day Occurs, and shall include the day of the month in the last month so counted having the same numerical order in days of the month as the day from which the computation is made, unless there be not so many days in the last month so counted, in which case the period computed shall expire with the last day of the month so counted. § 27. Day ; mode of computing days ; night-time. — A cal- endar day includes the time from midnight to midnight. Sunday or any day of the week specifically mentioned means a calendar day. A number of days specified as a period from a certain day within which or after or before which an act is authorized or re- quired to be done means such number of calendar days exclusive of the calendar day from which the reckoning is made. Sunday or a public holiday other than a half-holiday must be excluded from the reckoning if it is the last day or an intervening day of liny such period of two days. In computing any specified num- ber of days, weeks or months from a specified event, the day upon which the event happens is deemed the day from which the reck- oning is made. The day from which any specified number of days, weeks or months of time is reckoned shall be excluded in making the reckoning. Night-time includes the time from sunset to sunrise. § 88. Standard time.— The standard time throughout this state is that of the seventy-fifth meridian of longitude west from Greenwich, and all courts and public officers, and legal and official 138v Railroad Laws of New York. * proceedings, shall be regulated thereby. Any act required by or in pursuance of law to be perfoi-med at or within a prescribed time, shall be performed according to such standard time. - § 29. Civil and Criminal Codes.— The term Civil Code meaus the Code of Civil Procedure. The term Criminal Code means the Code of Criminal Procedure.- § 30. Laws of England and of the colony of New York.— A statute of England or Great Britain shall not be deemed to have had any force or effect in this state since May 1, 1788. Acts of the legislature of the colony of New York shall not be deemed to have had any force or effect in this state since December 29, 1828. The resolutions of the congress of such colony and of the con- vention of the state of New York, shall not be deemed to be the laws of this state hereafter. § 31. Limiting the effect of repealing statutes.— The re- peal hereafter or by this chapter of any provision of a statute, which repeals any provision of a prior statute, does not revive such prior provision. The repeal hereafter or by this chapter of any provision of a statute, which amends a provision of a prior statute, leaves such prior provision in force unless the amendatory statute be a substantial re-enactment of the statute amended. The repeal of a statute or part thereof shall not affect or impair any act done or right accrumg, accrued or acquired, or liability, penalty, for- feiture or 'punishment incurred prior to the time such repeal takes effect, but the same may be asserted, enforced, prosecuted or in- flicted, as fully and to the same extent as if such repeal had not been effected ; and all actions and proceedings, civil or criminal, commenced under or by virtue of any provision of a statute so re- pealed, and pending immediately prior to the taking effect of such repeal, may be prosecuted and defended to final effect in the same manner as they might if such provisions were not so re- pealed. § 32. Existing laws included in revision not to be con- strued as new enactments. — The provisions of any chapter of the revision of the general laws of which this chapter is a part, so far as they are substantially the same as those of laws existing at the time such chapter takes effect, shall be construed as a continu- ation of such laws, modified or amended according to the language employed in such provisions, and not as new enactments. Eefer- ences in laws not repealed to provisions of law which are incor- Thk Statutory OoNSTRtJCTioN Law. I38w porated^nto any such chapter and repealed shall be construed as applying to the provisions so incorporated. § 33. Effect of revision upon laws passed at same session or before revision takes effect. — No provision of any chapter of the revision of the general laws, of which this chapter is a part, shall supersede or repeal by implication any law passed at the same session of the legislature at which any such chapter was en- acted, or passed after the enactment of any such chapter and be- fore it shall have taken effect ; and an amendatory law passed at such session or at any subsequent session begun before any such chapter takes effect, shall not be deemed repealed, unless specifi- cally designated in the repealing schedule of such chapter. § 34. Alterations of titles and head notes. — If the title of any article or other division of a statute, or the head note of a sec- tion shall be amended or repealed in the body. of the statute, or if a new article or other division having a title, or a new section having a new head note be added to a statute, the corresponding title or head note, if any, in an abstract of contents at the begin- ning of the article or other division of the statute shall be deemed to be correspondingly amended or repealed, although there be no express reference thereto. § 35. Lavrs repealed. — Of the laws enumerated in the schedule hereto annexed, that portion specified in the last column is re- pealed. § 36. Time of taking effect.— This chapter shall take effect immediately. 138x Railroad Laws of New York. Schedule of Laws Repealed. Sections repealed. •ectlons. Revised Statutes, part I, chapter 8 title 8 16 13 Revised Statutes, part 1, chapter 23, 24, ^6 19. title 1 1,2,3,4,5... Revised Statutes, part II, chap- ter 4 title 2 3 5 Revised Statutes, part II, chap- ter 4. title 3 9 24 Revised Statutes, part III, chap- ter 8, title 17 Revised Statutes, part III, chap- 27 16 ter 10, title 4 4 11 Revised Statutes, part IV, chap- ter 2. title 8 16 13 Laws 1828, second meeting, 5lst session, chaoter 20 . 9, 10, 11 8, 9 Laws 1828, second meeting, 51st sftssion cliaDter 21 . .... 3 and 4 27 Laws 1857, chapter 536 Laws 1874, chapter 321 Laws 1877, chapter 466 Laws 1884, chapter 14 Laws 1886, chapter 21 Code of Civil Procedure 3 5 All 18 27 8 All 26 20 16 29, 788, 960 and subdivisions 6, 7, 8, 15, 17, 21, 22, 23 and 24 of sec- tion 3343 . . . 13,25,8,4, . 2,7,21,22, 20, 12, 11 Code of Criminal Procedure . . . 955, 956, 957 ■ ■ • 18, 12, 14 Penal Code 261, 500, and sub- divisions 9, 10, 11, 12, 13, 14 and 15 of section 718. 25,2,8,5,3, and 4 Notes of Decisions Upon Corporations. PAGE Section 1. Bights and duties of corporations 139 2. Filing certificate of incorporation 142 3. Right to protection of name 142 4. Rights and duties of directors 143 5. Stocks defined 143 6. Stockholder; how coustituted 143 7. Dividends; declaration of 143 8. Call; when necessary 143 8a. Borrower of stock, when empowered to use it 143 9. Actions in relation to stock 144 10. Action to establish liability of stockholder 144 11. Subscription for stock '. 144 12. Overissue of stock 144 13. Shares of stock non-negotiable 144 14. Purchaser of stock takes it subject to burdens 145 15. Increase and reduction of capital stock 145 16. Transfer of stock 145 17. Gift of stock; how consummated 145 18. Subscriptions obtained by fraud 145 19. Capital stock is a trust fund for creditors 145 30. Offer of corporation to sell stock below par is fraudulent . . . 146 21. Shareholder defined 146 22. When stockholder may vote when personal interest involved. 146 28. Shares are personal property 146 24. Corporation need not recognize over-issue of stock 146 25. Shareholders are bound by acts of a majority 14 26. Corporation cannot ratify certain ultra vires acts 146 37. Corporation not responsible for tortious acts of shareholders. . 146 28. Mortgage of corporate property 147 29. Actions against corporations 147 80. Dissolution and forfeiture of corporations 147 31. By-laws 148 33. Service of process upon corporation 148 33. Corporate lien upon shares , 148 34. Miscellaneous subjects 149 § 1. Rights and Duties of Cokpoiiations. While express words of incorporation are not essential to create a corporation, but one may arise without such words out of the general lan- guage of a statute if a corporation be necessary to accomplish the purpose of the act; yet, where no such necessity exists, a corporation is not created by im- plication. Walsh V. Trustees, 96 N. Y., 427. See 126 id., 39. As to estab- lishment by user, see 81 N. Y. St. R., 916. 140 Eailroad Laws op New Yokk. Where an Ineffectual attempt is made to consolidate several corpora- tions into one, and the new association undertakes the control and manage- ment of a railway property, the separate constituent companies retain their in- dividual entity and remain actors and participators in- the association, and severally liable as wrongdoers for negligence in the management of such prop- erty. Latham v. Boston, H. T., etc., Ry. Co., 38 Hun, 265, A corporation can act only in the mode and within the limitations pre- scribed by the law creating it. Bank of N. Y. v. Bank of Newark, 89 N. T., 467. A corporation cannot become surety on a lease to another. Filon v. Brewing Co., 38 N. Y. St. R., 602. See Cook, Stocks & Stockh. Sees. 677, 679. See as to indorsement of note, 25 N. Y. St. R., 864; 26 id., 58; 30 id., 289; 116 N. Y., 281; 119 id., 2.16; 56 Hun, 136. The power to make and agree upon articles of association under the general railroad law (L. 1850, ch. 140, sec. 3) cannot be delegated to an agent or attorney; but the mere act of signing the articles, after the terms have been agreed upon, by and under the direction of the proper incorporators, may be performed by an agent. N. Y., L., etc., Ry Co. v. U. S. Co., 35 Hun, 220. When no power, authority or franchise is conferred by the legislature on a corporation, but the act only prescribes the proceedings by which such rights can be acquired, a substantial compliance with the material requirements of the act is a condition precedent, without performance of which it never be- comes legally incorporated or acquires any rights under the act. Matter of N. Y. Cable Co., 104 N. Y., 1. Unless restrained by law, every corporation has the incidental power to make any contract necessary to advance the objects for which it was cre- ated. Legrand v. M. M. Asso., 80 N. Y., 638. But no powers other than those granted or necessary to execute its objects. 15 Johns., 358; 8 N. Y., 430. A corporation, although created but for a limited period, mayacquire title in fee to lands necessary for its use. A deed to a railroad company which is incorporated for a term of fifty years, granting lands to it and its successors, conveys an estate in fee, if the grantor had such an estate, and where in such conveyance the land was granted on the condition that the road should be con- structed within a limited time, held, that the condition was subsequent, and that title to the land vehted in the corporation on the execution of the deed. A mere failure to perform such a condition does not divest the title. NiooU v. N. Y. & E. Ry. Co., 12 N. Y., 121; 111 id , 38. A corporation is bound by an implied contract in the same manner as an individual to pay for services which were valuable to him, and rendered under such circumstances as to show that the parties intended and understood that they were to be paid for. Fitzgerald & M. Const. Co v. Fitzgerald, 137 U. S., 98. The charter of a railroad company granted in Illinois forbid the sale of its bonds below par, but where such bonds were issued and sold in New York below par. Held, that the sale was not illegal by New York laws, and the char- ter could have no effect here except as to restrictions upon the power of the corporation or its officers. Ellsworth v. St. Louis, A., etc., Ry. Co., 98 N. Y., 553; 123 id., 108. See 8 N. Y. S., 867. A railroad company may agree to pay for rights of way in bonds. Munson v. 8. G. & C. Ry. Co., 103 N. Y.. 58. See 82 id., 535. Notes of Decisions Upon Corporations. 141 The purchase of stock in another corporation by a railroad is ultra w«s— such act not being necessary to the exercise of any of its corporate pow- ers. Milbank V. N. Y., L. E. & W. Ry. Co., 64 How. Pr., 20. See 4 St. E., 541; 95 N. Y., 115; Cook, Stocks & Stockh. (2d ed.), § 315. Bonds of a railroad company issued to its president, but not a stock- holder, in pursuance of a resolution of the executive committee of its directors of which he was a member, for money loaned it by him in good faith to pro- mote its interests, are valid, especially when the resolution was afterwards ratified by the board of directors. Duncomb v. N. Y., H., etc., Ry. Co., 88 N. Y., 1. See 37 N. Y., 317; 40 Hun. 150. Where a part payment for real estate was to be made when a contem- plated organization was efEected, ffeld, that the organization of the corpora- was not the event which established, but only fixed the time when the pay- ment of such indebtedness might be exacted, and that such corporation was formed in contemplation of the contract, when such acts were done among the associates as would form and set on foot, in practical existence, a body in which they would have rights, and to which they would owe obligations, although no statutory organization had been perfected. Childs v. Smith, 46 N. Y., 34; reversing 55 Barb., 45; 38 How. Pr., 328; see 38 St. R., 462. As to right of corporation to receive dividends on stocks, but not to vote thereon, see Milbank v. N. Y., L. E., etc., Ry. Co., 64 How. Pr., 20. The amendment to articles of association contemplated by L., 1870, c, 135, applies only to patent omissions. Re. N. Y., L. & W. Ry. Co., 25 Hun, 556. A Corporation created by the Laws of the United States. Held, a foreign corporation (Code Civ. P., sec. 3343, sub. 18), and its domicile is where its principal office is located. Rosenbaum v. U. P. Ry. Co., 3 How. Pr., 45. •See Abb. N. C, 226. A seal affixed to a corporate contract makes it a specialty, the same as when a seal is affixed to an individual contract. Clark v. Woollen Co., 15 Wend., 256; 15 id., 266. See further as to use of a seal to corporate contract. Whitford v. Laidler, 94 N. Y., 145; 110 N. Y., 50. See 12 Civ, Pro., 235; 16 St. R., 905. A conveyance of real property by a corporation, in the absence of proof to the contrary, will be presumed to have been made in pursuance of its pow- ers, if it have power to hold and convey real estate, under any circumstances. Farmers' L. & T. Co. v. Curtis, 7 N. Y., 466. See 53 Super. Ct., 367; 88 N. Y., 660. The right to borrow money is an incident of its charter. 7 N. Y., 466. See 100 U. S.. 55. A transfer by trustees of a corporation of all its property to another corporation in settlement of a claim, though it be deemed ultra vires, is not void, but voidable, and may be ratified by the stockholders by .acquiescence, with knowledge thereof. Sheldon H. B. Co. v. Eickemeyer H. B. Co., 90 N. Y., 607. See 56 Hun, 437. A corporation has no power to take and hold property to any limit against every one except the State. The right of a corporation to take and hold property is limited by its charter or the statute under which it was organ? ized. Matter of McGraw, 45 Hun, 354; afE'd 111 N. Y., 66; 136 U. S., 152. A contract purporting to be made by a corporation within its powers, signed by the president' and sealed by him with the corporate seal, is binding 142 Eailroad Laws of New York. upon the corporation until impeached by contrary evidence. N, E. Iron Co. V. Gilbert El. Ry. Co., 91 N. Y., 153. A contract between a trustee of a corporation for his services to it, at a meeting at -which his presence and vote were necessary to secure such contract, is illegal, and an action thereon cannot be sustained. Copeland v. Manuf. Co., 47 Hun, 235. See as to compensation of oflBcers of corporations, 37 N. Y., 317; 38 id., 201; 12 N. Y. St. Rep., 877; 103 N. Y., 190. 2 T. & C, 658; 48 Hun, 554; 41 id., 109; 103 N. Y., 58; 50 Huh, 957; 118 N. Y., 484, 633. As to lease of railroad between companies Iiavin^ common direc- tory; when void. See Barr v. N. Y., L. E. & W. Ry. Co., 52 Hun, 555. A corporation for business purposes, having in view pecuniary gain and profit to its projectors, does not come withia the purview of the act for incor- poration of benevolent societies (L. 1848, c. 319), except for some or one of the purposes therein named, although it may contemplate the promotion of the temporal interests of others. (See 35 Minn., 459.) People ex rel. v. Nelson, 46 N. Y., 477; rev'g 11 Abb. Pr. N. S., 106. S 2. Filing Certificate of Incorporation. The right to file a certificate with the Secretary of State, by which a body politic and corporate is to be, ipso facto created, only exists in behalf of those who bring themselves within the law. 46 N. Y., 477. See as to ap- proval of Comptroller, 36 Hun, 488; afE'd 100 N. Y., 641. Where a new company is formed out of an old one, but with an in- creased capital stock. Held, that the Secretary of State could not be compelled to file their articles of association until a tax of one eighth of one per cent of the stock was paid in. Peo. ex rel. v. Cook, 18 N. Y. St. Rep., 650. As to tax on organization of corporations, See 57 Hun, 486. § 3. Right to Protection of Name. The right to protection of name is a proprietary one, and injunction will issue to prevent the illegal use thereof by another. In such case neither guilty knowledge nor fraudulent intent on the part of the wrong doer need be shown. Am. Grocer v. Grocer, 25 Hun, 388. See also 101 U. S., 51; 2 Sandf., 599, 616, 618; 1 H. & M., 447; 82 N. Y., 519; 62 id., 427; 122 id., 65; 70 id., 573; 121 id., 484; 5 S. W. 29; 1 N. Y. 8., 44; 7 St. R., 871; 2 N. Y. S., 296; 31 id., 44; S. C, 18 N. Y. St. R., 151; 22 id., 494; S. C, 4 N. Y. S., 916; 115 N. Y. , 176; 24 Abb. N. C, 368. Change of name. Re Bank of Attica, 12 N. Y. State Rep., 648; 115 N. Y., 176. § 4. Rights and Duties of Directors. Trustees must have actual notice of the meetings of corporations. Peo. ex rel. v. Albany Med. Coll., 26 Hun, 348. Acts of a majority of a corpo- ration to be effectual must have been expressed at a regular notified meeting at which all the directors might have been present. Elliott v. Abbott, 12 N. H., 649; 12 id., 205; Morawetz on Corp, t; 479; 23 N. Y., 134; 55 Barb., 344. The duties of directors of corporations are of the most responsible kind, and they should be held to full accountability for their acts to the stockholders, to whom they occupy the relation of trustees, with all which that matter im- plies of power and responsibility. Gray, J. Beveridgd v. N. Y. E. B. Co., 112 N. Y., 1, 23. All powers conferred upon a corporation, unless otherwise expressly prescribed, must be exercised by its directors, who are constituted by law as Notes of Decisions Upon Corporations. 143 the agency for that purpose, and the consent of, or ratification by its stock- holders, is not necessary to the validity of a corporate act, unless expressly re- quired by statute or the by-laws of the corporation. Beveridge v. N. Y. El. By. Co., 20 St. Rep., 962. A person is a stocli holder of a corporation as between himself and the creditors of it, where he holds a certificate of stock, and the books of the company disclose this to be his relation to it. Wakefield v. Fargo, 90 N. Y., 213. Contracts executed by agents of corporation, in order to avoid personal liability and bind principals, must in general be the same as contracts between individuals. L. S. Bank v. Coll, 51 Hun, 63. See 94 N. Y., 145. A trustee and stockholder of an insolvent corporation cannot, as a creditor, attach its property. Throop v. IT. L. Co., 58 Hun, 149. Persons claiming to be officers of a corporation are estopped from de- nying its incorporation. Peo. ex rel. v. Keese, 37 Hun, 483; 94 N. Y., 145. Persons creating an obligation in the name of a corporation purport- ing to have been created under the laws of another state, but, having no actual existence, are liable as partners. Kruse v. Dusenbury, 1 City Ct. Supp., 78. See 29 St. Rep., 891. § 5. Stocks Defined. ^Stocks, definition of. The interest which one has in the capital and net earninss of a corporation is represented by his stock. Jermain v. Lake Shore & M. S. Ry. Co., 91 N. Y., 483, affirming 14 W. Dig., 166. § 6. Stockholdeb, How Constituted. A subscriber for stock is recognized as a stockholder after the formation of the company; by payment he ratifies his subscription and becomes liable for the whole amount. B. & A. R. R. Co. v. Gifford, 87 N. Y., 294, citing 91 U. 8., 45, 65. § 7. Dividends, Declaration aw. The declaration of dividends rests in the discretion of the directors, uncontrolled by the courts. (112 N. Y., 1, 27.) Stock dividends may be created and held by stockholders, when representing property in excess of capital. Williams v. W. U. Tel. Co., 93 N. Y., 162. The corporation may issue bonds in lieu of cash dividends to represent earnings expended in con- struction and improvement of the road. Wood v. Lary, 47 Hun, 555, citing 119 U. S.,296; 93 N. Y., 1, 162. A stockholder has no legal title to the property or profits of a cor- poration until a division is made or dividend declared. He has no separate or individual right to its property, other than that enjoyed by other stockholders, until a dividend is declared. Beveredge v. N. Y. El. R. R. Co., 113 N. Y., 1, 27, citing 57 N. Y., 196. See 122 id., 455. § 8. Call; When Necessary. A call is generally necessary to render shareholders liable upon their subscription. Morawetz on Corp., § 143. § 8a. Borrower of Stock, When Empowered to Use it. A borrower of stock on loan, having the certificate with the usual blank transfer, is presumed to be empowered to use the same. Barclay v. Culver, 30 Hun, 1, 7; citing 53 N. Y., 211; 75 N. Y., 211. 144: Railroad Laws of New York. § 9. Actions in Relation to Stock. An action will lie to prevent payment of larg'e salaries to corporate officers, thereby despoiling the corporate property and depressing one's stock, In order to induce him to sell it. Zeigler v. Hoagland, 52 Hun, 385, citing 37 N. Y., 317; 39 id., 202. Generally a stockholder must request the corporation to sue in case of contemplated injury thereto. Bnt this need not be done where it is shown that the corporation is under control of those engaged in or concerned with un- lawful schemes against it, and would necessarily be made defendants in the suit. Anderson v. Wolf, 41 Hun, 571; 35 id., 855 ; 40 id., 292; 69 N. Y., 154. And see 20 St. R., 35. § 10. Action to Establish Liability of Stockholder. In an action to establish individual liability of a stockholder, the record of a judgment against the corporation is competent evidence of a per son's status as a creditor and of the amount due him. Doctor v. Guggenheim, N. Y. Daily Reg., Feb. 20, 1884, citing 83 N. Y., 313. But the remedy against the corporation by judgment and execution must first have been exhausted. Richards V. Beach, 12 St. R., 137; citing 19 Abb. N. C, 79; Cook on Stock* Stockh. (2nd ed.), |§ 209, 221. One whose stock is not fully paid up is not liable for calls after an absolute and valid transfer of it. Billings v. Robinson, 94 N. Y., 415; Tucker V. Gilman, 131 N. Y., 189; citing 6 Hill, 624; 11 N. Y., 148; 52 id., 208; 88 id., 410; L. 1838, chap. 40, § 25. § 11. Sdbscbiption for Stock. A subscription for stock raises an implied promise to pay for it upon which an action will lie, Upton v. Triblicock, 91 U. S., 45; Buf., etc., R. R. Co. v. Dudley, 14 N. Y., 336. As to release of obligation of subscriber of stock, see 80 St. Rep., 324. Any agreement showing an intention to subscribe for stock, however manifested, will bind both the maker and the corporation. Cook, Stock & Stockh. (2d ed.), g 52; citing Fry v. Lex., etc., R. R. Co., 3 Mete. (Ky.) 314, etc. § 12. OvERissuB OF Stock. Overissue of stock, exceeding the charter limit is void. N. Y., etc., R. R. Co. v. Schuyler, 84 N. Y., 30. § 13. Shares of Stock Non-nbgotiablb. Shares of stock are non-negotiable. Mech. Bank v. N. Y. & N. H. R. R. Co. v. Schuyler, 34 N. Y. 30. The purchaser or assignee of corporate stock obtains no better title than the seller or assignor, and takes it subject to all the legal and equitable rights of third parties; the owner cannot be divested of it except by his own voluntary act or consent. Weaver v. Barden, 4i» N. Y., 286. A company which transfers stock to an endorsee of the certificate, after notice of an adverse claim, does so at his peril. Hawes v. Gas C. B. Co., 36 St. Rep., 48. An owner cannot be deprived of his stock by forgery of the certificate and transfer on the corporation books. Pratt v. Taunton C. M. Co., 123 Mass., 110; 86 in., 277; 126 id., 443; L. R., 9 Eq., 181; Pollock v. Nat. Bk., 7 N. Y., 273. And see upon the subject Cook, Stock and Stockh. Notes of Decisions Upon Corporations. 145 (and ed.), §§ 363-7; Colb. on Col. Secur., § 308, 809. "Where new certificates are issued by a company upon a forged indorsement, the owner can compel the company to issue to him new certificates, or recover the value of his stock, with dividends. Colb. Col. Secur, § 809; citing Tel. Co. v. Daven- port, 97 U. 8., 869; Sewell v. Water Power Co., 4 Allen (Mass.), 277; I23 Mass., 110; 7 N. T., 274; 8 H. L. Cas, 751, and many other cases. § 14. PTmcHASBR OF Stock Takbb it Subject to Burdens. A purchaser of stock takes it subject to new burdens imposed upon it by a valid resolution, before the purchase; and the company may tender a certi- ficate conformable to the resolution. Campbell v. Am. Zylonite Co., 55 Super. (J. & S.), 562. But one's right to shares of stock cannot be defeated by a sub- sequent resolution of the directors. Gurney. v. O. T. & S. Co., 29 St. R., 274; 8N. T. S., 549. § 15. Incbeabe and Reduction op Capital Stock. Where the charter authorized an increase of stock,, the determination of the directors so to do is conclusive, if Soreos ^«. Sutherland v. Olcott, 95 N. T.,93. Power to reduce capital stock must be conferred by statute. Authority to " fix and limit " the capital stock is not authority to reduce it. Sutherland v. Olcott, 95 N. T., 98, citing many cases. See L. R. 4 Ch. App. 682, n.; 18 Wall., 233; 105 U. S., 143. § 16. TiJANSPEB OP Stock. , Refusal by a corporation, without valid reasons, to transfer stock when certificate presented by an assignee is a waiver of the requirements; the transfer is complete, and the corporation must recognize the assignee as though transfer made upon the books. Robinson v. Bank, etc., 95 N. Y., 637. The stock and transfer book of a corporation must be exhibited at all reasonable times. Kennedy v. C, R. I., etc., R, R. Co., 14 Abb. N. C, 326. See 41 Hun, 20. A delivery of certiflcates of stock with power of attorney, passes title thereto without transfer upon the books. An attachment of the shares as property of the transferor does not excuse the company from transferring them. Dunn V. S.F. Ins. Co., 19 W. Dig., 211. See 98 N. Y., 87. § 17. Gift op Stock, How Consummated. A gift of stock, by one who has paid for it, may be transferred by assign- ment in writing, without transfer or even possession of the certificate. De Camnout v. Bogert, 36 Hun, 382. § 18. Subscriptions Obtained by Fraud. Subscriptions obtained by fraud may be collected for the benefit of cred- itors. Ogilvie V. Knox Ins. Co., 22 How. (U. S ), 380. (See 30 Moak's Eng., 187, B.) Olcott V. Chandler, 1 City Ct., 30. For cases of fraud as defense to action for subscription, see 30 Moak's Eng., 187, n. § 19. Capital Stock is a Trust Fund for Creditors. The capital stock, including unpaid subscriptions therefor, is a trust fund for the benefit of general creditors, who may follow it into the hands of 10 146 Eailboad Laws of New York. anyone, except bona fide creditors, or purchasers without notice. This trusi can only be defeated by payment in good faith. Curran v. Arkansas, 15 How, (U. 8.), 304; Sawyer v. Hoag, 17 Wall., 610; Hatch v. Dana, 101 U. S., 205; 103 id., 498; 106 id., 519; 113 id., 116. § 30. Offbb of Corporation to Sell Stock below Par is Fraxjdulent. An offer of a corporation to sell stock below par amounts to a fraud upon the state and the creditors, by rendering the corporation unable to raise necessary capital. And such action is a defense to an action to recover sub- scriptions. Zelaya Mining Co. v. Meyer, 28 N. Y. St. R., 759; S. C, 8 N. Y. S., 487. § 21. Shareholder Defined. A shareholder is an owner of stock who is recognized as a stockholder by the corporation. Rosevelt v. Brown, 11 N. Y. , 150; Worrall v. Judson, 5 Barb., 210. One may become a stockholder in a corporation by other means than paying money, as rendering services, or parting with any actual considera- tion McComb V. Bh. Asso , 31 N. Y. St. R., 325; S. C, 10 N. Y. 8., 546. § 22. When Stockholder mat Votb when Personal Interest In- volved. A stockholder may vote upon a qnestion wherein he has a personal interest, separated from that of other shareholders; each represents himself and is not a trustee for others. A shareholder in a water company who, on his own responsibility, built an extension of the company's works, can, althougli Ue is a director, vote at a shareholders' meeting in favor of the purchase by the company of such extension from him. Gamble v. Queens Co. W. Co,, 35 Abb. N. C, 410. § 23. Shares are Personal Property. Shares in a corporation are choses in action and personal property. Morawetz on Corp. (2d ed.), § 224. § 24. Corporation need not Recognize Overissue op Stock. A company cannot be compelled to recognize the validity of shares issued in excess of the amount authorized by its charter. N. Y. C. R. R. Co. V, Schuyler, 34 N. Y., 30, 49, 50; Morawetz on Corp, (2d ed.), §§ 683, 781-7. § 25. Shareholders are Bound by the acts op a Majority. " The majority of a corporation " means that portion of the shareholders present at general meeting, who are entitled to control the corporation by their votes. Morawetz on Corp. (id ed.), § 476. Only shareholders can vote at meetings. Id., § 483. § 26. Corporation Cannot Ratify Certain Ultra Vires Acts. A corporation cannot ratify nltra vires acts which are forbidden by law or statute. Morawetz on Corp., § 619, et seq. § 27. Corporation not Responsible for Tortious Acts op Shaeb- holders. A corporation is not responsible for wrongful acts of a body of its shareholders. Morawetz on Corp., § 234. Shareholders are not agents of the company. Id., § 238. Notes of Decisions Upon Corporations. 147 § 38. Mortgage of Cobpokate Property. A corporation may give a mortgage to secure future advances or a debt contracted simultaneously. Jones v. Guaranty Co., 101 U. S., 632; Lord V. Fuel Gas Co., 99 N. Y., 547; 1 Morawetz on Corp. (2d ed.), § 348; 51 Hun, 134; Graham v. Atlanta Hill, etc., Co., N. Y. Daily Reg., Oct. 14, 1884; 3 Daly, 363. To constitute a valid mortgage of corporate property, there must be obtained the written consent of the owners of two-thirds of the stock. Vail V. Hamilton, 85 N. Y., 456. But the failure to obtain such consent maybe cured by subsequent ratification, provided that would not defeat intervening rights. Bank v. Averell, 96 N. Y., 467. See 94 N. Y., 334; 69 id., 338; 65 id., 43; 80 id., 599; 133 id., 187; 36 N. Y. St. R., 768. The fact that a corporation was insolvent at the time of the transfer or assignment is not conclusive evidence that such transfer was made " in con- templation of insolvency of the company,'' within the purview of 1 R. S., 603, § 4, which declares that such disposition of property is void. The act must have been done because of existing or contemplated Insolvency. Pauld- ing V. Chrome Steel Co., 94 N. Y., 334. See also, 86 Barb., 330; 18 Abb. Pr., 419; 5 Hun, 133; 59 N. Y., 5; 90 id., 607; 31 Hun, 330; 31 N. Y., 406; 30 Barb., 644; 36 id., 361; 15 id., 63; 4 Burr., 23, 35; 18 Wall., 375, 388; 31 N. Y. St. R., 188, 335; 33 id., 506. See as to fraudulent judgments against cor- porations, Varnum v. Hart, 6 N. Y. S., 346; 119 N. Y., 101; 125 id., 530. § 39. Actions Against Corporations. The people, through their attorney-general, and not a private citizen, may question by legal proceedings acts of a corporation as ultra mres. Starin V. Edson, 112 N. Y., 206; 111 id., 64. See also 131 N. Y., 45. TFhere the directors of a corporation are acting in a manner destructive to the rights of other shareholders, or where the majority of the shareholders are pursuing an illegal course in the name of the corporation and which can be restrained by the aid of a court of equity, an action to obtain relief may be maintained by a stockholder, or those whose rights are thus affected may join as plaintiffs in the action. Barr v. N. Y., L. E. & W. Ry. Co., 96 N. Y., 444. An action to impeach a contract made by directors of a corporation will not be sustained, unless it is shown that the trustees contemplate some un- dertaking not within the scope of the charter, or prejudicial to the interests of the stockholders, or the public, or the corporation; directors cannot exceed the charter powers, but courts will not interfere with What they have done on proof of mere error of judgment. Leslie v. Lorillard, 110 N. Y., 549. See 122 N. Y., 135, 141. A corporation cannot avail itself of the defense of ultra vires where; the contract has been in good faith fully performed by the other party, andl the corporation has had the full benefit of the performance and of the con- tract. ■ Woodruff V. Erie Ry. Co., 93 N. Y., 609; 97 id., 348. See 9 Daly, 78; 57 Hun, 343. § 30. Dissolution and Forfeiture of Corporations. A corporation is not dissolved, and in consequence incapacitated to sue by reason of its insolvency, assignment to trustees and suspension of its cor- porate powers for a year. N. E. Iron Co. v. Gilbert El. Ry. Co., 91 N. Y., 153. See 90 id., 502; 49 id., 548. 148 Eailroad Laws of New York. When the franchises or contracts of a corporation snryive the legis. tiye or judicial forfeiture of its charter, See Peo. v. O'Brien, 111 N. T., 1; 50 id., 305; 46 Barb., 365. See, also, as to the nature of the franchise, 32 Fed. R.. 457. The appointment of a receirer of a corporation does not work its disso- lution, nor prevent litigation by or against it. Del Valle v. ffavarro, 21 Abb. N. C, 136; see 59 N. Y., 548; 35 Hun, 410; 107 N. Y., 96; 124 id., 389. A corporation by omitting' to perform a duty imposed by its charter or to comply with its provisions, does noiipso facto \osb its corporate character, where the language of the act of incorporation is that in such event "said corporation shall be dissolved." Day v. Ogdensburg, etc., Ry. Co., 107 N. Y., 129; See 106 id., 668. As to parties to dissolution proceedings, See 16 W. Dig., 139; 28 Hun, 369; 52 id., 174; 72 N. Y., 245; 75 id., 385; 78 id., 624; 110 Pa. St., 891. Where insolvency of a corporation is not per se ground of forfeiture, and will not authorize an injunction against the exercise of its franchises at the instance of a private person. Moran v. Lydecker. 11 Abb. N. C, 298. While a corporation cannot be deprived of its franchises because of several illegal acts of its stockholders, yet a combination among several corpo- rations by which their stockholders are to pool their stock in the hands of trus- tees, who are to issue trust certificates in lieu thereof, and distribute by a uniform dividend the profits of the various corporations is, if acted on by the corporations, a corporate act, even though not sanctioned by the formal vote of the respective corporations. People v. North River Sugar Ref. Co., 22 Abb. N. C, 164. Nor can corporations enter into a scheme of consolidation or co-partnership, as this is an abuse of corporate powers and privileges, constituting suiflcient ground of forfeiture of charter. Idem., aJff'd 121 N. Y., 582. See 69 Hun, 387; 119 N. Y., 46; 121 id., 1; 25 Abb. N. C, 438. For Notes on Dissolution, and Receivers of Corporations, see tliose subjects. ' § 31. By-Laws. The majority may pass reasonable by-laws. Morawetz on Corp., sec. 491-3. By-laws of corporations must be reasonable. A by-law may regulate or modify the constitution of a corporation, but cannot alter it; nor can a by- law impair a vested right. Kent V. Quicksilver Mining Co., 78 N. Y., 159; Raym., 113; 4 Burr., 2204; 18 Wall., 233; 3 Mass., 368; Grant on Corp., 91; Angell & Ames on Corp., § 347; 12 Q. B., 347; 18 Pac. R. (Cal.), 168; 8 Daly, 20; Fields Corp., §§ 313, 314; Morawetz on Corp., § 368, citing 3 Am. L, J., 290; 32 W. Dig., 302; 24 Barb., 570; Bacon's Abr. By-Laws, p. 141. All acts done by portions of the corporation which bear the appearance of trick, secrecy or fraud, will be held invalid. E. D. Smith, J.; Peo. v. Alb. & Susq. Ry. Co., 7 Abb. Pr. N. S., 283. § 32. Servtcb of Process Upon Corpobation. As to service of process upon and notice to the corporation, see Mora- wetz on Corp., §§ 234 n, 229. § 33. Corporate Liens Upon Shares. The corporation may obtain a lien upon shares by statute, by its charter, and perhaps by by-laws. It covers all the shareholders' shares and dividends. Cook, Stock and Stockh. (2d ed.), §§ 522-4, 626. Notes of Decisions IJpoiir Corporations. 149 § 34. Miscellaneous Subjects. (a) As to negotiable paper issued by a corporation. (J) Ostensible authority of agents. (c) Malicious prosecution and slander. (d) Ratification. (e) Access of books. Q') Fraud and fraudulent transfers, {g) Injunction against ultra vires acts. (h) Spoliation. (j) Resignation of trustees. (j) Compelling election of officers. (A) Fiduciary relations of agents. (I) Liability of officers. (to) Statutory liability. (n) Elections. (o) Powers of trustees. (p) Liability of directors. (g) Stocliholders book as evidence. (r) Annual reports. («) Interest on subscription for stock. (i) Forfeiture. (u) Increase or reduction of capital stock. (®) Lost certificates. {w) Statement of financial condition. (x) Liabilities of stockholders. (j/) Employment of servants. («) Receivers. (a) As to negotiable paper issned by a corporation, see 15 W. Dig., 327 ; 60 N. Y., 96; 53 Super. Ct., 367; 15 St. R.. 39; 25 St. R., 805; 44 Hun, 130; 32 id., 105; 13 N. Y., 309; 80 id., 110; 30 St. R., 424; 56 Hun, 412. (b) Ostensible authority of agents. 17 St. R., 337, and cases cited; 33 id., 318; 44 Hun, 130; 18 St. R., 954. (c) Malicious prosecution and slander. 34 Hun, 366; 42 Hun, 153; 73 N. Y., 543; 106 id., 669. (rf) Ratification. 44 Hun, 130; 115 N. Y., 380; 114 id., 216; 118 id., 365; 78 id., 169; 90 id., 607. (e) Access to books. 19 Abb. N. C, 1; 35 id., 350; 20 id., 195;50 Super. Ct., 456; 41 Hun, 30; 44 id., 553. (/) Fraud; fraudulent transfers. 2 N.Y. S., 753; 3 How. Pr. N. 8., 353. (g) Injunction against acts ultra vires. 110 N. Y., 519; 113 id., 1, 28; (A) Spoliation. 53 Hun, 385; 37 N.Y.', 317; 39 id., 302; 53 Hun, 166; rev'd, 35 Abb. N. C, 410; 18 St. Rep., 154; 40 Pun, 150; 41 id., 571. (i) Besignation of trustees, 24 W. Dig., 229; 29 St. R., 736. 0") Compelling election of oflicers, 47 Hun, 258; 91 N.Y., 1. (k) Fiduciary relations of agents, 14 Abb. N. C, 373; 91 N. Y., 650; 2 Johns. Ch., 253; 103 N. Y., 58; 54 Hun, 338. (I) Liability of ofBcers, 47 Hun, 577; 89 N. Y., 337; 88 id., 136. (m) Statutory liability, 36 Hun, 365; 14 St. R., 682; 54 Super. Ct., 117. («) Elections, 91 N. Y., 1; 13 Abb. g^. N. S., 394; 61 Barb., 397. (6; aH'g 5 Hun, 301; 67 id., 371; affg 8 Hun, 30; 71 N. Y., 315, 318; rev'g 10 Hun, 49. The legislature is empowered to delegate to commissioners the determina- tion of the route of a railway, and method of construction in details, instead of prescribing them by statute. Gilbert El. Ry. Co. v. Anderson, 3 Abb. N. C, 434 (Ct. of App.); afE'g 9 Hun, 303. Consents of property owners to construct railways must be of one-half of each street taken by itself, not one-half of the property along the whole route. HUton v. 34th St. Ry. Co., 1 How. Pr. N. S., 458 (See cases cited.) Appointment of commissioners may be made on application of company; the mayor's commissions need not apply. Re Kings Co. El. Ry. Co., 18 Hun, 378. § 6. The Petition to Institute and Proceedings to Condemn Land; Who mat Institute; Notices. A petition by a railroad company setting forth that it has not been able to agree with the owner for the purchase of the land, etc., is sufBcient. Re Suburban R. T. Co., 38 Hun, 553. The petition may be amended, if defec tive. Re N. Y. & W. S., etc., R. R. Co., 89 N. Y., 453; 55 Hun, 196. The burden is on property owners to show that no offer has been made, etc. Re Man. Ry. Co., 18 St. R.; 3 N. Y. S., 378. Notice of proceedings to condemn must be given. Re N. P., etc., Ry. Co., 46 Hun, 94. But not necessary by publication by elevated railroad, under L. 1876, c. 198, sec. 3. Re Met. El. Ry. Co., 18 St. R., 134; 3 N. Y. S., 278. Company whose road is leased to another and foreign corporation, may institute proceedings to condemn (67 N. Y., 337). N. Y. Lack, etc., R. R. Co. V. U. S. Co., 99 N. Y., 13, 33; afE'g 35 Hun, 230. And see 33 id., 375; 4 id., 381. Power under L. 1850, c. 140, to condemn land is conferred upon the New York and the Metropolitan Elevated railroad companies. Re Met. El. Co., 18 St. R., 134; 3 N. Y. S., 378. The N. T. Elevated K. E. has authority under the rapid transit act, to ■acquire necessary property and easements, upon payment of compensation. Id., 70N.Y., 337. The provisions (L. 1875, ch. 606), requiring consent of land owners do not apply to pre-existing corporations already having a grant of franchies. «il. E. Ry. Co. V. Anderson, 3 Abb. N. C, 434. An elevated railroad may institute proceedings to condemn land of an abutter. After the road has been built; the past use of the easement being considered a continuing trespass. Met. El. Ry. Co. v. Dominick, 55 Hun, 198. The provisions as to hearings before commissioners, and personal no- tice to all persons interested being impractable, the commissions may prescribe 184 Eaileoad Laws op New York. method of notice by posting and publication. 18 N. T., 199; 21 id., 595; 48 id., 313; 58 id., 143. Practice on proceedings to condemn iands, stated in Re N. Y., W. S. etc., R. R. Co., 64 How. Pr., 316. See 15 St. R., 977, aff'd 111 N. T., 518. Verification of petition to condemn lands, see N. Y. L. etc., R. R. Co. V. Sclieu, 88 Hun, 148. Parties to proceedings to condemn, see 26 Hun, 194; 15 St. R., 646. 18 St. R., 184. Taking issue and trial, see 99 N. Y.tl2, aff'g 35 Hun, 220; 20 W. Dig., 15; 38 Hun, 553; 29 id., 1. § 7. Powers of Commissioners; Appraisement op Damages. The authority of the commissioners under the rapid transit act being wholly statutory it must be closely followed; a failure to comply therewith ■will prevent their determination from being sustained. Re N. Y. Cable Ry. Co., 40 Hun, 1; 112 N. Y., 396. A route designated by a railroad company, and a map thereof filed and notice given to interested parties, no change being made, gives the company the exclusive right to that line against corporations and others. R. H., etc., R. R. Co. V. N. y., L. E., etc., R. R. Co., 110 N. Y., 128, afl'd 44 Hun, 206. Disputes as to routes be ttreen' contesting railroads must be settled imder provisions of L. 1850, c. 140, § 28. Sec. 22 does not authorize proceed- ings by one railroad to change the line of another railroad desiring to cross it» tracks. Re N. Y., L. E. & W. R. R. Co., 110 N. Y., a74, aff'g 44 Hun, 215. Intersection of railroads. The question as to the place where one rail- road may intersect another is triable before commissioners, and their decision is reviewable. Re Lehigh V. Ry. Co., 93 N. Y., 639. Commissioners to condemn lands are not not to review decision of mayor's commissioners, as to most feasable route. Re N. Y. El. Ry. Co., 70 N. Y., 827, 359; afE'g 7 Hun, 339. The mayor's commissioners can organize hut a single corporation to operate all the railways decided upon. Peo. v. Hoe, 20 Hun, 26. See as to operation of railways by existing corporations, Brooklyn Steam Transit Co. v. Brooklyn, 78 N. Y., 524. § 8. The Commissioner's Report; Confirmation; Powers of the Court; Appeal. The report of the supreme court commissioners, taken in lieu of the consents of property owners, may be confirmed, though consent of local au- thorities not yet obtained. Latter consent need only be obtained before the road is constructed. Re Kings Co. El. Ry. Co., 18 Hun, 378. A report of commissioners in favor of constructing an elevated railway, after failure to obtain consents, not providing for compensation to property owners, should not be confirmed. Re E. R. B, & R. T. Co., 10 Abb. N. C, 490. The report of mayor's commissioners may be in the alternative or on condition, as fixing the route on either or both of two streets. Their determi- nation is permissive and not mandatory. Re Kings Co. El. Ry. Co., 18 Hun, 378. The commissioners' report is inoperative until confirmed. The court has original jurisdiction to determine the suflBciency of the facts to justify the determination. Re Engs Co. El. Ry. Co., 82 N. Y., 95. HoTES OF Decisions, etc., to Eapid Transit. 185 n ' Conflrniation of Report. The mayor's commissioners located a route, and on refusal of consents by property owners, the court appointed commissioners who reported in favor of construction and adoption of the route. On motion to confirm report of latter commissioners, it was held that the court ought to consider the whole case upon its merits, and if the injury to private property would overbalance possible benefits to the public, the court should withhold confirmation; and it so appearing in this case, the court refused to confirm the report. Re Kings Co. El. Ry. Co., 30 Hun, 217; appeal dismissed, 83 N. Y., 95. See 18 Hun, 378. Under L. 1850, c. 140, sec. 18, the court may inquire into the regularity and fairness of the commissioners' report, though a second report is conclusive. Re Buf., N. T., etc., R. R. Co.,' 33 Hun, 389. Appraisal will not be disturbed for technical errors in admission or rejection of evidence unless they are led to unjust results; or unless there was a disregard of legal principles. N. Y., W. 8., etc., R. R. Co. v. Jennett, 37 Hun, 817. Nor because of inadequate com- pensation. Re S. I. R. T. Co., 47 id., 396. Where necessity isshownandthe company acted in good faith, courts will not interfere. N. Y. L., etc., R. R. Co. V. U. S. Co., 35 Hun, 330^ A determination by the supreme court, on application to condemn lands, determines the questions of legal incorporation and legal capacity of the cor- poration, and estops the abutters from raising that question afterwards. Re Union El. R. R. Co., 113 N. Y., 61; aff'g 17 N. Y. St. R., 680. Appeal to General Term from order of special term confirming the report of commissioners to appraise land for railroads under the general railroad act is permitted by L. 1854, c. 270. N. Y., W. S., etc., R. R. Co. v. Lang, 33 Hun, 331. Appeal to Court of Appeals. The discretion of the supreme court in con- firming the report of commissioners is not reviewable by court of appeals. 83 N. Y., 95; 85 id., 489; 98 N. Y., 13; 67 id., 555; 77 id., 514; 81 id., 305. § 9. Setting Aside Apphaisal of Commissioners. Courts will not set aside for excess, unless that fact is plain and palpable. Re N. Y., Lack. & W. R. R. Co., 37 Hun, 116, citing many cases. An appeal from a second appraisal is forbidden by statute, but a motion may he made to set aside the report. To authorize this there must appear some- thing more than reversable errors of law and fact; must be such irregularity, fraud or mistake as would justify setting aside a verdict in an action. Re N. Y. El. R. R. Co., 41 Hun, 503, citing many cases. See 18 Hun, 378. § 10. Costs in Condemnation Peocbedinqs. The proceedings to condemn lands for railroad companies are special pro- ceedings, and courts have discretion to award costs, as under Code Civ. Pro., sec. 3340. Re N. Y., Lack. & W. R. R. Co., 36 Hun, 593. See 31 id., 83; 94 N. Y., 287; L. 1883, c. 113, p. 100; am'd, L. 1884, c. 381, sec. 3, p. 348. § 11. The Power of a Railroad Company to Mortgage its Fran- chises. The statute (Laws of 1850, ch. 140, sec. 28, sub. 10), authorizing a company to borrow money to complete its road, and to issue bonds therefor confers a right to mortgage all its property, rights and franchises acquired, and to be acquired, as an entirety. Seymour v. Can. & Niagara F. R. R. Co., 25 Barb., 284. Whitney v. N. Y. & Al. R. R. Co., 32 Hun, 164.1 See; Mun- 186 Eailroad Laws of New York. son V. S. G., etc., R. R. Co., 103 N. Y., 58; aff'g 29 Hun, 76; Vetable v. N. T., L. E., etc., R. R. Co., 99 N. T.; rev'g 11 Abb. N. C, 133. § 13. Penalties Against Stockholders. The act of 1850 (ch. 140, sec. 10), does not impose a penalty or original liability upon a stockholder, but gives a creditor a right to pursue the debt of the stockholder to the corporation. Stephens v. Fox, 88 N. Y., 318; aff'g 17 Hun, 435; 41 N. Y., 889; 76 id., 9. § 13. The General Railroad Act of 1850, does not Authorize Ele- vated Roads in Streets. Neither said Laws of 1850, c. 140, nor amendatory or supplemental acts authorize a company organized thereunder to construct an elevated raihoad in the streets of a city. Scharper v. The B. & L. I. C. Ry. Co., 134 N. Y., 630. Nor does this act authorize the construction of a railroad having a two-story viaduct, the first flat having * * * an elevation of about sixty feet above the street level ♦ * * to be made of brick arches." Said act contemplated railroad structures having some resemblance in form and manner of operation to those already built. Re Peoples R. T. Co. v. Dash, 135 N. Y., 93; 34 St, Rep., 595. § 14. Injunctions Against Railroads. Injunction is a proper remedy where compensation is not made to an abutting owner for lands taken for railroads. Jewett v. Un. El. Ry. Co., 15 St. R., 878, following Story case, 90 N. Y., 133; 104 N. Y., 268. Under Const. Art 1. sec. 18, an elevated railroad will be enjoined from constructing a track in front of premises until a right has been acquired by condemnation proceedings, under L. 1875, c. 606. Stroub v. Man. Ry. Co., 39 St. Rep., 378. An immediate injunction in view of tlie serious consequences to the company, should not be issued until after reasonable opportunity to settle with owners had expired. 90 N. Y., 133. § 15. Ejection of Passengers prom Trains. Authority of conductor or hralicman to remove is an implied duty in- cident to his position, whether conferred by rules or not. The company may be liable, if the servant acted for it, although he acted without instructions, or judgment or brutality. Hoffman v. N. Y. C, etc., R. R. Co., 87 N. Y., 25; see Dwinells v. N. Y. C, olc, R. R. Co., 130 N. Y., 117; 30 St. Rep., 578. § 16. Personal Liability of Stockholders tor Debts. Personal liability of a stockholder for debts, imposed by L. 1840, c. 150, § 10, am'd by L. 1854, c. 382, ceases when the whole of the amount due on his stock has been paid to the company. Wellington v. C. C. & I. Co., 52 Hun, 458. The action under this provision must be in equity against all similar stock- holders. Id., 73 N. Y., 611; 3 id., 415; 10 Paige, 290. § 17. Liabilitt op Corporation to Employes op Contractors. Employes of sub-contractors to obtain a lien upon the road must prove indebtedness of the corporation to the contractor, and of the contractor to tlie sub-contractor. Samson v. Buf., N. Y., etc., R. R. Co., 13 Hun, 380. Notes of Decisions, etc., to Eapid Transit. 187 § 18. Neglisencb of Elevated Railroads. Where the plaintiff's eye was injured by a falling' cinder or clinker from defendant's engine, it was held proper to charge that the company should so construct and guard its smoke stacks and ash-pans as to reduce the possibil- ity of accidents as much as possible. McNaier v. Man. Ry. Co., 22 St. R., 840. So where an injnry to to plaintiff's eye, was caused by a fallen scale or flake of iron, due to wear of the wear of the track it was held that a com- pany is negligent if it fails to employ the most approved machinery and con- struction and the best safeguards against accidents. Manson v. Man. Ry. Co. , 8 St. R., 118. 19. The Measure op Dama&eb fob Appbopbiating Lands. Commissioners must determine the compensation due the owner of land taken, and not the damages cansed by the construction and operation of Tailroads over them. The test is, what is the value of the lands at present and the part not taken, after the improvements made. Troy & Boston R. R. Co. v. Lee, 13 Barb., 169; 16 Barb., 68, 100, 273; 78 N. Y., 42iJ. See 29 Hun, 646; 1,335 Witnesses should testify as to the value of the property before taken by the railroad, and afterward. Re Norwood M. R. R. Co., 47 Hun, 489; 27 id., 151. Allowance can be made only for value of land taken, not for antici- pated or consequential damages. Re U. V. & Johnson ville R. R. Co., 53 Barb., 457; 16 id., 68; 13 id., 169. But may be for interruption of business, inability to perform contracts, and loss of profits. N. Y., W. S. etc., R. R. Co. V. Cosack, 35 Hun, 650. Commissioners should award market value of lands, and diminution in value of owners adjoining lands. Alb. N. R. R. Co. v. Lansing, 16 Barb., 68; Re Utica, etc., R. R. Co., 56 Barb., 456; 6 Hun, 149. See 29 id., 1; 28 id., 426; 27 id., 116; 78 N. Y., 433; 11 St. R., 866. § 20. Measure of Damages Occasioned by Elevated Railroads. Recovery can only be had for damages sustained up to the time of the commencement of the action, not for permanent diminution iia value on the assumption that the injury is permanent and irreparable. Pond v. Met. El. Ry. Co., 112 N. Y., 186; 101 id., 98; 108 id., 660; Talman v. Met. El. Ry. Co., 121 N. Y., 119. Recovery may be for six years prior to the commencement of the action. Hamilton v. Man. Ry. Co., 30 St. R., 17. The correct rule of damages is the difference in value of the property without the elevated road and with it between the time of its erection and the commencement of the suit. Damages may be estimated with reference to the neighborhood, quality of buildings, rentals, etc. Tallman v. Met. El. Ry. Co., 2 N. Y. S., 130; Newman v. Me. E. R. Co., 118 N. Y., 626. In estimating damages by elevated railroads, it is proper to consider the injury to trades and business, and that caused by smoke, gases, ashes, and cin- ders and drippings of oil and water from passing trains. Drucker v. Man. Ry, Co., 106 N. Y., 157. Recovery may be had for injury to easement, although no rental value be shown; compensation being allowed for vacant lots having no rental value. 188 Eailroad Laws of New York. Drucker v.. Met. El. Ry. Co., 106 N. Y., 164; 53 Super. (J. & S.), 410; 55 id., 555. The invasion of a dwelling by smoke, noise of engines, and obstruc- tion of light, air and access, constitute special damages, if the structure or use of engine is unlawful. Patten v. N. Y. El. R. R. Co., 3 Abb. N. C, 306. Owners of lots abutting on city street, of which the fee is the munici- pality, have by reason of proximity special and peculiar rights, facilities and privileges therein in the nature of easements, not enjoyed in common by citi- zens at large, constituting property rights of which they cannot be deprived without compensation. And a use of such streetis inconsistent with its use as a public street, or interference with those easements is appropriation thereof for which compensation to the extent of^ damages occasioned can be recovered. The noise of trains is an element of damages; and any consequental damages to property occasioned by the company by an unauthorized occupation of the street, may be considered. Kane v. N. Y. E. R. R. Co., 125 N. Y., 164. See also Stevens v. N. Y. El. Ry. Co., 29 St. R., 361. § 21. MiSCELLANEODB. A purchaser of land adjoining a railroad takes it cum onere, and is not entitled to damages for the taking. The relaying of a track is not a taking so as to entitle one to damages. Hentz v. Long Is. R. R. Co., 13 Barb., 646; 10 id., 360. Authority to excavate or use streets below the surface, except tempo- rarily for purposes of construction or repair, was not acquired by the Third Ave. Ry. Co. by its charter, or by L. 1854. c. 140; L. 1860, c. 10. Nor did it obtain authority to construct or operate underground conduits for a cable road. Peo. ex rel. v. Newton, 113 N. Y., 396; afC'g 58 Hun, 477; 98 N. Y., 6; 14 id., 525. Acceptance of franchises by railroad company constitutes a contract on its part to restore the streets to proper condition. The legislature may release a corporation having a special charter from conditions which the state alone could enforce against it, or may impose addi- tional burdens upon it. Gilbert El. Ry. Co. v. Anderson, 3 Abb. N. C, 434. An action will not lie against a railroad company for trespass for remov- ing structures, as part of realty, when the land was lawfully entered upon. McNair v. R., N. Y. & P. R. Co., 14 N. Y. 8., 39. CHAPTER IV. PROCEEDINGS FOR THE CONDEMNATION OF REAL PROPERTY. LAWS OF 1890, CHAPTER 95, AMENDING THE CODE OP CIVIL PROCEDURE, CHAPTER 23. SUPPLEMBNTAEY PEOVISIONS. TITLE I. Section 3357. Condemnation law. 3858. Terms used, defined. 3359. Title to real estate, how acquired. 3360. Petition to supreme court: petition what to contain. 3361. Notice of presentation of petition; service of petition and notice. 3362. Service, how made. 3363. Duty of general guardian, committee or trustee; court when to appoint guardian ad litem; when attorney for defendant. 3364. Appearance of parties; service of papers. 3365. Answer to petition. 3366. Verification of petition and answer. 3367. Trial of issues and decision thereon. 3368. Provisions applicable. 3369. Judgment, entry of; in favor of plaintiff; commissioners of ap- praisal, appointment of. 3370. Duty of commissioners; report; compensation. 3371. Confirmation of report; rehearing before commissioners; final order; deposit of money deemed payment. 3372. Offer to purchase by plaintiff; notice of acceptance of offer; costs and allowances. 3873. Compensation awarded, etc.; to be docketed as judgment; deliv- ejy of possession; issue of writ of assistance. 3874. Abandonment of proceedings by plaintiff. 3375. Appeal from final order; stay of proceedings. 3376. Appeal from judgment in favor of defendant. 3377. New appraisal. 3378. Adverse and conflicting claims to money. 8379. Power of court to prevent disturbance of possession. 3380. Entry upon the use of property after answer has been interposed 3881. Notice of pendency of proceedings; effect thereof; duty of county clerk. 3382. Power of court to make all necessary orders, etc. 3383. Repeal. 3384. Title, when to take effect. 190 Eailroad Laws op New York. TITLE II. PROCEEDINGS FOR THE SALE OF CORPORATE REAL PROPERTY. Section 3390. Proceedings on application to sell, mortgage, etc., property. 3391. Petition to court; petition, what to contain; verification. 3392. Hearing of application. 3393. Court may grant application; appearance on hearing. 3394. Notice to creditors on application of insolvent corporation, etc. 3395. Service of notices. 3396. Power of court to make all necessary orders. 3397. Title, when to take effect. § 3357. Condemnation law. — This title shall be known as the condemnation law. § 3358. Terms used defined. — The term " person," when used herein, includes a corpoi-ation, joint stock association, the state and a political division thereof, as well as a natural person ; the term " real property," any right, interest or easement therein or appurtenance thereto ; and the term " owner," all persons hav- ing any estate, interest, or easement in the property to be taken, or any lien, charge, or incumbrance thereon. The person insti- tuting the proceedings shall be termed the plaintiff ; and the per- son against whom the proceeding is brought, the defendant. § 3339. Title to real estate, how acquired.— Whenever any person is authorized to acquire title to real property, for a public use by condemnation the proceeding for that purpose shall be taken in the manner prescribed by this title.' § 3360. Petition to supreme court; petition, what to contain. — The proceeding shall be instituted by the presentation of a petition by the plaintiff to the supreme court setting forth the following facts : 1. His name, place of residence, and the business in which en- gaged ; if a corporation or joint stock association, whether foreign or domestic, its principal place of business within the state, the names and places of residence of its principal officers, and of its directors, trustees or board of managers, as the case may be, and ' 7 N. Y., 314; 19 Barb., 118; 5 Paige, 137; 9 N. Y., 100; 21 id., 595; 112 id., 61; 43 Hun, 202; 103 N. Y, 251; 45 id., 284; 46 id., 546: 66 id., 413; 53 id., 574; 91 id, 553; 63 id., 326; 99 id., 18; 77 id., 248; 6 N. Y. 8., 105; 35 Hun, 220; 32 St. R., 1; 10 N. Y. S., 379; 1 Hun, 496; 3 Paige, 45; 3 N. Y, 511; 56 Hun, 293; 117 N. Y., 150; 120 id., 309; 32 St. R., 969; 10 N. Y., 328; 68 N. Y., 167, 8 N. Y. S., 151, 290; 104 N. Y., 143; 39 Hun 424. Condemnation Law. 191 the object or purpose of its incorporation or associations* ; if a political division of the state, the names and places of residence of its principal officers; and if the state, the name and place of resi- dence of the officer acting in its behalf in the proceeding. 2. A specific description of the property to be condemned and its location, by metes and bounds, with reasonable certainty. 3. The public use for which the property is required and a con- cise statement of the facts showing the necessity of its acquisition for such use. 4. The names and places of residence of the owners of the property ; if an infant, the name and place of i-esidence of his general guardian, if he has one, if not, the name and place of resi- dence of the person with whom he resides ; if a lunatic, idiot, or habitual drunkard, the name and place of residence of his com- mittee or trustee, if he has one ; if not, the name and place of residence of the person with whom he resides. If a non-resident, having an agent or attorney residing in the state authorized to con- tract for the sale of the property, the name and place of residence of such agent or attorney ; if the name or place of residence of any owner can not after diligent inquiry be ascertained, it may be so stated with a specific statement of the extent of the inquiry which has been made. 5. That the plaintiff has been unable to agree with the owner of the property for its purchase and the reason of such inability. 6. The value of the property to be condemned. 7. A statement that it is the intention of the plaintiff, in good faith, to complete the work or improvement, for which the prop- erty is to be condemned ; and that all the preliminary steps re- quired by law have been taken to entitle him to institute the pro- ceeding. 8. A demand for relief, that it may be adjudged that the pub- lic use requires the condemnation of the real property described, and that the plaintiff is entitled to take and hold such property for the public use specified, upon making compensation therefor, and that commissioners of appraisal be appointed to ascertain the the compensation to be made to the owners for the property so- taken.' *So in the original. '8N. T. S., 151; 27 Hun, 57; 14 W. Dig., 520; 64 How. Pr., 216; 67 N. Y., 371; 103 id., 251; 73 id., 245; 1 St. R., 513; 104 N. Y., 1; 89 id., 454; 19 Abb. N. C, 421; 16 id., 158; 38 Hun, 553; 71 N. Y., 315; 10 Hun, 49; 6 How. Pr., 238; 70 id., 191; 15 W. Dig., 201. 192 Railroad Laws of New York. § 3361. Notice of presentation of petition; service of petition and notice. — There must be annexed to the petition a notice of the time and place at which it will be presented to a special term of the supreme court, held in the judicial district where the property or some portion of it is situated, and a copy of the petition and notice must be served upon all the owners of the property at least eight days prior to its presentation. ' § 3363. Service, how made. — Service of the petition and notice must be made in the same manner as the service of a sum- mons in an action in the supreme court is required to be made, and all the provisions of articles one and two of title one of chap- ter five of this act, which relate to the service of a summons, either personally or in any other way, and the mode of proving service, shall apply to the service of the petition and notica If the defendant has an agent or attorney residing in this state, authorized to contract for the sale of the real property described in the petition, service upon such agent or attorney will be suffi- cient service upon such defendant. In case the defendant is an infant of the age of fourteen years or upwards, a copy of the pe- tition and notice shall also be served upon his general guardian, if he has one, if not, upon the person with whom he resides. § 3363. Duty of general guardian, committee or trns- tee; court when to appoint guardian ad litem; when attor- ney for defendant. — It' a defendant is an infant, idiot, lunatic or habitual drunkard, it shall be the duty of his general guardian, committee or trustee, if he has one, to appear for him upon the presentation of the petition and attend to his interests, and in case he has none, or in case his general guardian, committee or trustee fails to appear for him, the court shall, upon the presentation of the petition and notice, with proof of service, without further no- tice, appoint a guardian ad litem for such defendant, whose duty it shall be to appear for him and attend to his interests in the pro- ceeding, and, if deemed necessary to protect his rights, the court may require a general guardian, committee or trustee, or a guar- dian ad litem to give security in such sum and with such sureties as the court may approve. If a service other than personal has been made upon any defendant, and he does not appear upon the presentation of the petition, the court shall appoint some compe- '8N. Y. 8., 313; 56 Hun, 293; 6 N. Y., 522, 552; 2 Abb. N. 8., 416; 9 Barb., 449. 29 Hun, 269; 32 St. R.. 716. Condemnation Law. 193 -tent attorney to appear for him and attend to bis interests in the proceeding. § 3364. Appearance of parties; serriee of papers. — The provisions of law and of the rules and practice of the court, relat- ing to the appearance of parties in person or by attorney in actions in the supreme court, shall apply to the proceeding from and after the service of the petition, and all subsequent orders, notices and papers may be served upon the attorney appearing and upon a guardian ad litem in the same manner and with the same effect as tlie service of papers in an action in the supreme court may be made.' § 3365. Answer to petition.— Upon presentation of the pe- tition and notice with proof of service thereof, an owner of the property may appear and interpose an answer, which must contain a general or specific denial of each material allegation of the peti- tion controverted by him, or of any knowledge or information thereof sufficient to form a belief, or a statement of new matter constituting a defense to the proceeding." § 3366. Verification of petition and answer. — A petition or answer must be verified, and the provisions of this act relating to the form and contents of the verification of pleadings in courts of reeord, and the persons by whom it may be made, shall apply to the verification. § 3367. Trial of issue and decision thereon. — The court shall try any issue raised by the petition and answer at such time and place as it may direct, or it may order the same to be referred to a referee to hear and determine, and upon such trial the court or referee shall file a decision in writing, or deliver the same to the attorney for the prevailing party, within twenty days after the final submission of the proofs and allegations of the parties, and the provisions of this act relating to the form and contents of de- cisions upon the trial of issues of act by the court or a referee, and to making and filing exceptions thereto, and the making and settle- ment of a case for the review thereof upon appeal, and to the pro- ceedings which may be had, in case such decision is not filed or ' 19 Abb. N. C, 421; 33 Hun, 148. ' 85 Hun, 230; 99 N. Y., 12; 72 id., 345: 46 id., 546; 103 id., 351; 20 W. Dig., 15. 13 194 Eaileoad Laws of New York. delivered within the time herein required, and to the powers of the court and referee upon such trial, shall^be applicable to a trial and decision under this title." § 3368. ProTisions applicable. — The provisions of title one of chapter eight of this act shall also apply to proceedings had under this title. § 3369.— Judgment, entry of; in favor of plaintiff;, commissioners of appraisal, appointment of. — Judgment shall be entered pursuant to the direction of the court or referee in the decision filed. If in favor of the defendant, the petition shall be dismissed with costs, to be taxed by the clerk at the same rates as are allowed of course to a defendant prevailing in an ac- tion in the supreme court, including the allowances for proceed- ings before and after notice of trial. If the decision is in favor of the plaintiff, or if no answer has been interposed and it appears from the petition that he is entitled to the relief demanded, judg- ment shall be entered, adjudging that the condemnation of the real property described is necessary for the public use, and that the plaintiff is entitled to take and hold the property for the public use specified, upon making compensation therefor, and the court shall thereupon, appoint three disinterested and competent free- holders, residents of the county where the real property or some part of it is situated, or of some adjoining county, commissioners to ascertain the compensation to be made to the owners for the property to be taken for the public use specified, and fix the time and place for the first meeting of the commissioners. If a trial has been had, at least eight days' notice of such appointment must be given to all defendants who have appeared. § 3370. Duty of commissioners ; report ; compensation. — The commissioners shall take and subscribe the constitutional oath of office. Any of them may issue subpoena and administer oaths to witnesses ; a majority of them may adjourn the proceed- ings before them, from time to time, in their discretion. When- ever they meet, except by appointment of the court or pursuant to adjournment, they shall cause at least eight days' notice of such meeting to be given to the defendants who have appeared, or their agents or attorneys. They shalFview the premises described in ' 37 Hun, 442; 102 N. Y., 343; 17 W. Dig., 469; 65 How. Pr., 216; 63 N. Y., 326; 43 id., 137; 35 Hun, 220; 99 N. Y., 12; 53 id., 574; 103 id., 251. Condemnation Law. 195 the petition, and hear the proofs and allegations of the parties, and reduce the testimony taken by them, if any, to writing, and after the testimony in each case is closed, they, or a majority of them, all being present, shall, without necessary delay ascertain and determine the compensation which ought justly to be made by the plaintiff to the owners of the property appraised by them ; and, in fixing the amount of such compensation, they shall not make any allowance or deduction on account of any real or sup- posed benefits which the owners may derive from the public use, for which the property is to be taken, or the construction of any proposed improvement connected with such public use. But in case the plaintiS is a railroad corporation and such real property shall belong to any other railroad corporation, the commissioners on fixing the amount of such compensation, shall fix the same at its fair value for railroad purposes. They shall make a report of their proceedings to the supreme court with the minutes of the testimony taken by them, if any ; and they shall each be entitled to six dollars for services, for every day they are actually engaged in the performance of their duties, and their necessary expenses, to be paid by the plaintiff.' § 3371. — Confirmation of report; rehearing before com- missioners; final order; deposit of money deemed payment. — Upon filing the report of the commissioners, any party may move for its confirmation at a special term, held in the district where the property or some part of it is situated, upon notice to the other parties who have appeared, and upon such motion, the court may confirm the report, or may set it aside for irregularity, or for error of law in the proceedings before the commissioners, or upon the ground that the award is excessive or insufiicient If the report is set aside, the court may direct a rehearing before the same commissioners, or may appoint new commissioners for that purpose, and the proceedings upon such rehearing shall be con- ducted in the manner prescribed for the original hearing, and the ' 19 Wend., 659; 15 St. R., 583; 5 Lans., 298; 37 Hun, 151, 537; 6 id., 149; 78 N. T., 423; 53 Hun, 280; 6 N. Y. 8., 750; 16 Barb., 100, 273; 35 Hun, 260, 633; 16 Barb., 68; 33 Hun, 148; 98 N. Y., 139; 7 How., 194; 35 Hun, 575; 36 id., 630; 38 id., 436; 1 Sheldon, 408; 17 Hun, 344; 8 N. Y. S., 78, 818; 9 id., 158; 29 Hun, 609, 646; 5 Den., 206; 7 N. Y., 152; 7 N. Y. 8., 853; 1 T. & C, 549; 5 id., 217; 118 N. Y., 618; 33 Hun, 176; 66 How. Pr., 358; 99 N. Y., 396; 42 Hun, 203; 120 N. Y., 309; 8 Wend., 85; 38 How. Pr., 308; 11 N. Y., 196 Railroad Laws op New York, same proceedings shall be had for the confirmation of the second report as are herein prescribed for the confinnation of the first report If the report is confirmed, the court shall enter a final order in the proceeding, directing that compensation shall be made to the owners of the property, pursuant to the determination of the commissioners, and that upon payment of such compensation the plaintiff shall be entitled to enter into the possession of the property condemned, and take and hold it for the public use spec- fied in the judgment Deposit of the money to the credit of, or payable to the order of the owner, pursuant to the direction of the court, shall be deemed a payment within the provisions of this title.' § 337S. Offer to purchase by plaintiff; notice of accept- ance of offer; costs and allowances. — In all cases where the owner is a resident and not under legal disability to convey title to real property the plaintiff before service of his petition and notice, may make a written offer to purchase the property at a specified price, which must within ten days thereafter be filed in the office of the clerk of the county where the property is situ- ated ; and which can not be given in evidence before the commis- sioners, or considered by them. The owner may at the time of the presentation of the petition, or at any time previously, serve notice in writing of the acceptance of plaintiff's order, and there- upon the plaintiff may, upon filing the petition, with proof of the making of the offer and its acceptance, enter an order that upon payment of the compensation agreed upon, he may enter into pos- session of the real property described in the petition, and take and hold it for the public use therein specified. If the offer is not accepted, and the compensation awarded by the commissioners does not exceed the amount of the offer with interest from the time it was made, no costs shall be allowed to either party. If the compensation awarded shall exceed the amount of the offer with interest from the time it was made, or if no offer was made, the court shall, in the final order, direct that the defendant recover of the plaintiff the costs of the proceeding, to be taxed by the ' 16 Hun, 497; 7 N. Y. S., 943; 8 id., 763; 10 How. Pr., 168; 5 id., 177; 60 N. Y., 649; 33 Hun, 293; 29 id., 1; 102 N. Y., 704; 5 Lans., 298; 38 How. Pr., 187; 37 Hun, 317; 64 N. Y., 60; 5 Hun, 105; 41 id., 392; 63 How. Pr., 265; 99 N. Y., 570; 34 Hun, 441; 13 Barb., 169; 37 Hun, 317; 48 Barb., 9; 16 Id., 100; 10 How., 168; 6 N. Y. S., 750; 7 id., 379; 29 Hun, 602; 93 N. Y., 385; 38 How., 187. Condemnation Law. 197 clerk at the same rate as is allowed, of course, to the defendant when he is the prevailing party in an action in the supreme court, including the allowances for proceedings before and after notice of trial and the court may also grant an additional allowance of costs, not exceeding five per centum upon the amount awarded. The court shall also direct in the final order what sum shall be paid to the general or special guardian, or committee or trustee of an infant, idiot, lunatic or habitual drunkard, or to an attorney appointed by the court to attend to the interests of any defendant upon whom other than personal service of the petition and notice may have been made, and who has not appeared, for costs, ex- penses and counsel fees, and by whom or out of what fund the same shall be paid. If a trial has been had, and all the issues de- termined in favor of the plaintiff, costs of the trial shall not be allowed to the defendant, but the plaintiff shall recover of any defendant answering the costs of such trial caused by the interpo- sition of the unsuccessful defense, to be taxed by the clerk at the same rate as is allowed to the prevailing party for the trial of an action in the supreme court.' • § 3373. Compensation awarded, etc., to be docketed as a jadgment; delivery of possession; issue of writ of assist- ance. — Upon the entry of the final order, the same shall be at- tached to the judgment roll in the proceedings, and the amount directed to be paid, either as compensation to the owners, or for the costs or expenses of the proceedings, shall be docketed as a judgment against the person who is directed to pay the same, and it shall have all the force and effect of a money judgment in an action in the supreme court, and collection thereof may be en- forced by execution and by the same proceedings as judgments for the recovery of money in the supreme court may be enforced under the provisions of this act. When payment of the compen- sation awarded, and costs of the proceeding, if any, has been made, as directed in the final order, and a certified copy of such order has been served upon the owner, he shall, upon demand of the plaintiff, deliver possession thereof to him, and in case pos- session is not delivered when demanded, the plaintiff may apply to the court without notice, unless the court shall require notice to be given, upon proof of such payment and of service of the copy order, and of the demand and non-compliance therewith, for '32 St. R., 836; 8 Hun, 30; 67 N. Y., 371. 198 Eailroad Laws op New York. a writ of assistance, and the court shall thereupon cause such writ to be issued, which shall be executed in the same manner as when issued in other cases for the delivery of possession of real property. § 3374. Abandonment of proceedings by plaintiif.— Within thirty days after the entry of the final order the plaintiff may abandon the proceeding, by filing and serving a written notice of his determination to do so, and paying the fees and ex- penses of the commissioners, and the costs and expenses directed to be paid in such order ; and thereupon payment of the amount awarded for compensation shall not be enforced, but in such case the plaintifiE shall not renew proceedings to acquire title to such lands or any part thereof without a tender, or deposit in court of the amount of the award and interest thereon. § 3375. Appeal from final order; stay of proceedings. — Appeal may be taken to the general term of the supreme court from the final order, within the time provided for appeals from orders by title four of chapter twelve of this act ; and all the pro- visions of such chapter relating to appeals to the general term from orders of the special term shall apply to such appeals. Such ap- peal will bring up for review all the proceedings subsequent to the judgment, but the judgment and proceedings antecedent thereto may be reviewed on such appeal, if the appellant states in his notice that the same will be brought up for review, and ex- ceptions shall have been filed to the decision of the court or the referee, and a case or a case and exceptions shall have been made, settled and allowed, as required by the provisions of this act, for the review of the trial of actions in the supreme court without a jury. The proceedings of the plaintiff shall not be stayed upon such an appeal, except by order of the court, upon notice to him, and the appeal shall not effect his possession of the property taken, and the appeal of a defendant shall not be heard except on his stipulation not to disturb such possession.' § 3376. Appeal from judgment in favor of defendant. — If a trial has been had and judgment entered in favor of the defendant, the plaintiff may appeal therefrom to the general term ' 112 N. Y., 61; 47 Hun, 396; 98 N. Y., 12, 447; 94 id., 287; 8 N. Y. 8., 763; 7 id., 943; 43 N. Y., 187; 4 N. Y. 8., 485; 82 N. Y., 95; 64 id., 60; 85 id., 489; 11 id., 276. Condemnation Law. 199 ■withia the time provided for appeals from judgments by title four •of chapter twelve of this act, and all the provisions of such chap- ter relating to appeals from judgments shall apply to such appeals ; and on the hearing of the appeal the general term may affirm, re- verse or modify the judgment, and in case of reversal may grant a new trial, or direct that judgment be entered in favor of the plaintiff. If the judgment is • affirmed, costs shall be allowed to •the respondent, but if reversed or modified, no CQsts of the appeal shall be allowed to either party. § 3377. New appraisal. — On the hearing of the appeal from the final order the court may direct a new appraisal before the -same or new commissioners, in its discretion, and the report of such commissioners shall be final and conclusive upon all parties interested. If the amount of the compensation to be paid is in- creased by the last report, the difference shall be a lien upon the land appraised, and shall be paid to the parties entitled to the same, or shall be deposited as the court shall direct ; and if the amount is diminished, the difference shall be refunded to the plain- tiff by the party to whom the same may have been paid,- and judgment therefor may be rendered by the court, on the filing of the last report, against the parties liable to pay the same.' § 3378. Adverse and conflicting claimants to money. — If there are adverse and conflicting claimants to the money, or any part of it, to be paid as compensation for the property taken, the <5ourt may direct the money to be paid into the court by the plain- tiff, and may determine who is entitled to the same, and direct to whom the same shall be paid, and may, in its discretion, order a reference to ascertain the facts on which such determination and direction are to be made.'' § 3379. PoTrer of court to prevent disturbance of pos- session. — At any stage of the proceedingjthe court may author- ize the plaintiff, if in possession of the property sought to be con- demned, to continue in possession, and may stay all actions or proceedings against him on account thereof, upon giving security, or depositing such sum of money as the court may direct to be held as security for the payment of the compensation which may ' 55 N. Y., 600; 7 N. Y. 8., 379; 41 Hun, 503; 85 N. Y., 489; 3 N. Y. St. R., 330. ' 90 N. Y., 343; 6 N. Y. S., 750; 5 T. & C, 84; 53 Hun, 131; 60 N. Y., 116; 3 Hun, 483. 200 Eailroad Laws of New York. be finally awarded to the owner therefor and the costs of the pro- ceeding, and in every such case the owner may conduct the pro- ceeding to a conclusion, if the plaintiff delays or neglects to prose- cute the same. § 3380. Entry upon the use of property after answer has been interposed. — When an answer to the petition has heen interposed, and it appears to the satisfaction of the court that the public interests will be prejudiced by delay, it may direct that the plaintiff be permitted to enter immediately upon the real property to be taken, and devote it temporarily to the public use specified in the petition, upon depositing with the court the sum stated in the answer as the value of the property, and which sum shall be applied, so far as it may be necessary for that purpose, to the pay- ment of the award that may be made, and the costs and expenses of the proceeding, and the residue, if any, returned to the plaint- iff, and, in case the petition should be dismissed, or no award should be made, or the proceedings should be abandoned by the plaintiff, the court shall direct that the money so deposited, so far as it may be necessary, shall be applied to the payment of any damages which the defendant may have sustained by such entry upon and use of his property, and his costs and expenses of the proceeding, such damages to be ascertained by the court, or a referee to be appointed for that purpose, and if the sum so de- posited shall be insufficient to pay such damages, and all costs and expenses awarded to the defendant, judgment shall be entered against the plaintiff for the deficiency, to be enforced and collected in the same manner as a judgment in the supreme court; and the possession of the property shall be restored to the defendant § 3381. Notice of pendency of proceedings; eifect thereof; duty of county clerk. — Upon service of the petition, or at any time afterwards before the entry of the final order, the plaintiff may file in the clerk's office of each county where any part of the property is situated, a notice of the pendency of the proceeding stating the names of the parties and the object of the proceeding, and containing a brief description of the property affected thereby, and from the time of filing, such notice shall be constructive notice to a purchaser, or incumbrancer of the prop- erty affected thereby, from or against a defendant with respect to whom the notice is directed to be indexed, as herein prescribed, and a person whose conveyance or incumbrance is subsequently Condemnation Law. 201 executed or subsequently recorded, is bound by all proceedinga taken in the proceeding, after the filing of the notice, to the same extent as if he was a party thereto. The county clerk must im- mediately record such notice when filed in the book in his office kept for the purpose of recording notices of pendency of actions, and index it to the name of each defendant specified in the direc- tion appended at the foot of the notice, and subscribed by the- plaintifE or his attorney. § 3383. Power of court to make all necessary orders,, etc. — In all proceedings under this title, where the mode or man- ner of conducting all or any of the proceedings therein is not ex- pressly provided for by law, the court before whom such proceed- ings may be pending, shall have the power to make all neces- sary orders and give necessary directions to carry into eflEect the object and intent of this title, and of the several acts conferring authority to condemn lands for public use, and the practice in such cases shall conform, as near as may be, to the ordinary practice in such court. § 3383. Repeal. — So much of all acts and parts of acts as prescribe a method of procedure in proceedings for the condem- nation of real property for a public use is repealed, except such acts and parts of acts as prescribe a method of procedure for the condemnation of real property for public use as a highway, or as- a street, avenue, or public place in an incorporate city or village, or as may prescribe methods of procedure for such condemnation for any public use for, by, on behalf, on the part, or in the name of the corporation of the city of New York, known as the mayor aldermen, and commonalty of the city of New York, or by what- ever name known, or by or on the application of any board, de- partment, commissioners or other officers acting for or on behalf or in the name of such corporation or city, or where the title to- the real property so to be acquired vests in such corporation or in such city, and all proceedings for the condemnation of real prop- erty embraced within the exceptions enumerated in this section are exempted from the operation of this title. (Thus amended by chap. 247, Laws of 1890.) § 3384. Title, when to take effect.— This title shall take effect on the first day of May, one thousand eight hundred and ninety, and shall not affect any proceeding previously com- menced 202 Eailkoad Laws of New York. TITLE IL PROCEEDINGS FOR THE SALE OF CORPORATE REAL PROPERTY. § 3390. Proceedings on application to sell, mortgage, etc., property. — Whenever any corporation or joint stock asso- ciation is required by law to make application to the court for leave to mortgage, lease or sell its real estate, the proceeding there- for shall be had pursuant to the provisions of this title.' § 3391. Petition to court; petition, what to contain; reriflcation. — The proceedings shall be instituted by the presen- iation to the supreme court of the district or the county court of the county where the real property, or some part of it, is situated, by the corporation or association, applicant, of a petition setting forth the following facts : 1. The name of the corporation or association, and of its direc- tors, trustees or managers, and of its principal officers, and their places of residence. 2. The business of the corporation or association, or the object or purpose of its incorporation or formation, and a reference to the statute under which it was incorporated or formed. 3. A description of the real property to be sold, mortgaged or leased, by metes and bounds, with reasonable certainty. 4. That the interests of the corporation or association will be promoted by the sale, mortgage or lease, of the real property spe- •cified, and a concise statement of the reasons therefor. 5. That such sale, mortgage or lease has been aut^horized, by a vote of at least two-thirds of the directors, trustees or managers of the corporation or association, at a meeting thereof, duly called .and held, and a copy of the resolution granting such authority. 6. The market value of the remaining real property of the •corporation or association, and the cash value of its personal .assets, and the total amount of its debts and liabilities, and how secured, if at all. 7. The application proposed to be made of the moneys realized from such sale, mortgage or lease. 8. "Where the consent of the shareholders, stockholders or mem- bers of the corporation or association, is required by law to be first obtained, a statement that such consent has been given, and a <5opy of the consent or a certified transcript of the record of the meeting at which it was given, shall be annexed to the petition. ' 25 Abb. N. C, 355. Sale of Corporate Real Property. 203 9. A demand for leave to mortgage, lease or sell the real estate described. The petition shall be verified in the same manner as a verified pleading in an action in a court of record.' § 3393. Hearing of application. — Upon presentation of the petition, the court may immediately proceed to hear the applica- tion, or it may, in its discretion, direct that notice of the applica- tion shall be given to any person interested therein, as a member, stockholder, officer or creditor of the corporation or associatioa, or otherwise, in which case the application shall be heard at the time and place specified in such notice, and the court may in any case appoint a referee to take the proofs and report the same to the court, with his opinion thereon. §3393. Court may grant application; appearance on hearing. — Upon the hearing of the application, if it shall ap- pear, to the satisfaction of the court, that the interests of the cor- poration or association will be promoted thereby, an order may be granted authorizing it to sell, mortgage or lease the real property described in the petition, or any part thereof, for such sum, and upon such terms as the court may prescribe, and directing what disposition shall be made of the proceeds of such sale, mortgage or lease. Any person, whose interests may be affected by the proceeding, may appear upon the hearing and show cause why the application should not be granted." § 3394. Notice to creditors on application of insolvent corporation. — If the corporation or association is insolvent, or its property and assets are insufficient to fully liquidate its debts and liabilities, the application shall not be granted, unless all the creditors of the corporation have been served with a notice of the time and place at which the application will be heard. § 3393. Seryice of notices. — Service of notices, provided for in this title, may be made either personally or, in case of ab- sence, by leaving the same at the place of residence of the person to be served, with some person of mature age and discretion, at least eight days before the hearing of the application, or by mail - '46N. T., 131; 73 id., 82. " 73 N. Y., 83; 18 id., 395;-31 W. Dig., 80; 46 N. Y., 131; 8 Edw., 155; 4 Abb. N. C, 51; 23 Barb., 327. 204 Eailroad Laws of New York. ing the same, duly enveloped and addressed and postage paid, at least sixteen days before such hearing. § 3396. Power of court to make all necessary orders. — In all applications made under this title, where the mode or manner of conducting any or all of the proceedings thereon are not expressly provided for, the court before whom such applicatiou may be pending, shall have the power to make all the necessary orders and give the proper directions to carry into effect the object and intent of this title, or of any act authorizing the sale of cor- porate real property, and the practice in such cases shall conform, as near as may be, to the ordinary practice in such court § 3397. Title, when to take eflfect.— This title shall take effect May first, one thousand eight hundred and ninety, and shall not affect any proceeding previously commenced. CHAPTER V. PHOVISIONS IN EEGARD TO THE ORGANIZATION AND MANAGE- MENT OF RAILROADS. Section 1. The charter of railroads may be altered, suspended or repealed. 2. Notice by publication of application to alter, amend or extend charter. 3. When company may assume another corporate name. 4. When majority of directors is sufficient to constitute a quorum. 5. Directors may change in certain cases the time for holding elec- tions. 6. Directors of corporation to appoint president, secretary and other officers. 7. Act of incorporation must be pleaded. 8. When corporate existence must be proved. § 1. The charter of railroads may be altered, suspended or repealed. — The state constitution, article 8, § 1, which grants authority to the legislature to pass laws for the formation of cor- porations, declares that all general laws and special acts passed pursuant to that section may be altered from time to time or re- pealed, and the Revised Statutes (1 R S., 600, § 8, 6th ed.; R. S., vol. 2, p. 391), further provide that " the charter of every cor- poration that shall hereafter be granted by the legislature shall be subject to alteration, suspension and repeal,,in the discretion of the legislature." (See White v. Syracuse and Utica R. R. Co., 14 Barb., 559, as to the exercise of the power by the legisla- ture.)' § 9. Notice by publication of application to alter, amend or extend charter, 1 Revised Statutes, 166. — Every associa- tion intending to apply to the legislature for an act of incorpora- tion, and every corporation intending to apply for an alteration, amendment or extension of its charter, shall cause the like notice {i e.. by advertisement, to be published for at least six weeks suc- cessively immediately before such application or before the first day of the session at which the same is to be made), of such ap- plication to be be published in the state paper, and also in a news- ' 37 Hun, 483, 489; 40 id., 31; 111 N. Y., 44, 145!; 45 Hun, 534; 17 Barb., 603; 8 id., 364; 33 Abb. N. C, 213; 5 Hill., 383; 14 Barb., 559; 10 Barb., 260, 281. 206 Eailkoad Laws of New York. paper published in the county in which such corporation is in- tended to be or should have been established. § 2. If no newspaper be printed in a county in which any notice is required to be published, such notice shall be published in like manner in the place nearest thereto in which a newspaper shall be published. § 3. If the application be for an act of incorporation, the notice shall specify the amount of the capital stock required to carry the objects of such incorporation into effect, and if the application be for the alteration in any charter already granted, the notice shall state specifically the alteration intended to be applied for. § 3. When company may assume another name. — Laws of 1870, ch. 322, sec. 1 ; am'd L. 1874, ch. 76 ; am'd L 1876, eh. 280 ; am'd L. 1891, ch. 38. Any incorporation, incorporated company, society or association organized under the laws of this state, excepting banks, banking associations, trust companies, life, health, accident, marine and fire insurance companies, may apply at any special term of the supreme court sitting in the county in which shall be situated its chief business office, for an order to authorize it to assume another name.' §4. When majority of directors is sufficient to consti- tute a quorum. 1 Kevised Statutes 600, section 6. — "When the corporate powers of any corporation are directed by its charter to be exercised by any particular body, or number of persons, a majority of such body, or persons, if it be not otherwise provided in the charter, shall be a sufficient number to form a board for the transaction of business ; and every decision of a majority of the persons duly assembled as such board, shall be valid as a corporate act" § 5. Directors may change in certain cases the time for holding elections. Laws of 1881, chapter 317, section 1.— Any railroad company, the time for the annual election of directors in ' A corporation has not an absolute right, under this provision, to change its name, although, " there is no reasonable objection." The court has power to determine -whether or not there is any reasonable objection, and its discretion where no abuse is shown, is not reviewable by the court of appeals. Matter of U. 8. Mercantile R. & C. A., 115 N. Y., 176. Note: See L. 1870, ch. 322, sections 2-6, for proceedings on application to change corporate name. Sec. 2 am'd by L. 1*-91, ch. 38. 239 Hun, 502; 48 id., 576; 80 id., 209; 19 N. Y., 207; 5 Den., 567; 7 Con., 402. Okganization and Management of Eailroads. 20T ■which is now fixed for any day in the month of June, may _by a vote of a majority of the stock, either in person or by proxy, thereof to that effect, and filing in the office of the secretary of state a copy of such proceedings, certified by the secretary of the company under its corporate seal, change the time of holding such annual election to any day in the month of April ; provided, however, that the first election held under such resolution shall be held in the month of April which shall precede the time at which such election would otherwise have been held. § 6. Directors of corporation to appoint president, sec- retary and other officers. Laws of 1850, chapter 140, section 6. — The directors shall appoint one of their number president ; they may also appoint a treasurer and secretary, and such other officers and agents as shall be prescribed by the by-laws.' § 7. Act of incorporation ; must be pleaded. — Code of Oiv. Pro., § 1775. In an action brought by or against a corpora- tion the complainant must aver that the plaintiff or the defendant, as the case may be, is a corporation, must state' whether it is a domestic corporation or a foreign corporation, and, if the latter, the state, county or government by or under whose laws it was created. But the plaintiff need not set forth or specifically refer to any act or proceeding by or under which the corporation was created." § ^. When corporate existence must he proved. — Code of Civil Procedure, § 1776. In an action brought by or against a corporation the plaintiff need not prove upon the trial the exist- ence of the corporation, unless the answer is verified and contains an affirmative allegation that the plaintiff or the defendant, as the case may be, is not a corporation." " 33 Hun, 1S2; 89 N. Y., 75, 88. '32 Hun, 272; § 4, 96 N. Y., 13; 5 Civ. Pro. R., 116; 3 Law Bull., 29; 19 Civ. Pro., 63; 30 N. Y. St. Rep., 648; 14 id., 427; 3 Civ. Pro. R., 182; 9 Abb. N. C, 162; 14 N. Y. St. Rep., 427; 2 Robt., 509; 10 Civ. Pro. R., 176; 31 Barb., 407; 15 How., 204; 10 Abb. N. C, 85; 52 Hun, 807; 23 N. Y. St. Rep., 462; 24 id., 738; 19 Weekly Dig., 48; 15 Civ. Pro. R., 250; 17 N. Y. State Rep., 381; 13 Daly, 509; 11 Civ. Pro. R., 61; 1 N. Y. St. Rep., 617; 3 How. U. 8., 128; 10 N. Y. Supp., 36; 1 Daly, 263; 44 Barb., 180; 16 Abb., 58; 33 N. Y., 291; 18 Abb., 369; 28 How., 211. See L. 1882, ch. 410, sees. 1104, 1105j 15 Civ. Pro. R., 250; 17 N. Y. St. Rep., 331, 389; 8 Civ. Pro., 401. «81 Hun, 96; 4 Civ. Pro. R., 260; afl'g 3 id., 263; 2 McCarty, 441; 18 W. Dig., 87; 93 N. Y., 474; 40 N. Y. Supr., 463; 69 ST. Y., 518; 35 Hun, 220; 7 Bosw., 493; 9 Abb., 168; 17 How. Pr., 487; 10 Hun, 143; 64 N. Y., 185; 5 How. Pr., 390; 26 N. Y., 75. CHAPTER VI. PROVISION'S RELATING TO ELEVATED RAILROADS. Section 9. Elevated railroads in cities; abandonment of part of route. 10. Hours of labor upon elevated and surface street railroads. 11. Railroads in New York city, when may be constructed in streets. 12. Elevated railroads forbidden in certain streets in New York city. 13. The same not permitted in parts of Broadway, Fifth and Fourth avenues, and in parks, etc. 14. Elevated or steam railroads not to be built in Washington street, Brooklyn, except, etc. 15. Intoxication of railroad employees. 16. Improvement of elevated railroad structures in New York city. -§ 9. Elevated Railroads in Cities ; Abandonment of Part OF Route, Laws of 1891, Chapter 294. Section 1. Abandonment of unnecessary portion by declaration of directors; notice to be given to stockholders thereof. — Any company operating an elevated railway or railways in any city of this state for the transporation of passengers, mails or freight, and which, prior to the passage of this act shall have built and op- erated six-tenths of its route as set forth and embraced in its arti- cles of incorporation, may declare relinquished* and abandoned any portion of its said route, which it may deem no longer neces- sary for the successful operation of its road and the convenience of the public. Such declaration of abandonment to be valid, shall be adopted by the board of directors, under the seal of such ■company, and shall be submitted to the stockholders thereof at a meeting, called for the purpose of taking the same into considera- tion. Due notice of the time and place of holding said meeting, and stating the object thereof shall be given by the company to its stockholders by written or printed notices addressed to each of the persons in whose name the capital stock of the company stands on the books thereof, at the address of such persons as stated on the books, or as known to the secretary of the company, and delivered or mailed to such persons, or the legal representa- tives of such persons, respectively, at least thirty days before the * So in the original. Provisions Relating to Elevated Railroads. 209 time of holding the meeting of such company, and also by a gen- eral notice published daily for at least four weeks in some news- paper last designated for the publication of the session laws or of judicial proceedings and legal notices in the county where the route of such company is located. Ijf stockholders and railroad commissioners approve of the declara- tion, a certificate to that effect will he filed with secretary of state. — And at the said meeting of stockholders the declaration of the said directors shall be considered and a vote by ballot taken for the adoption or rejection of the same, each share entitling the holder thereof to one vote, and said ballots shall be cast in person or by proxy, and if two-thirds of all the votes of the stockholders cast in person or by proxy at said meeting shall be for the adoption of said declaration of abandonment, then that fact shall be certi- fied thereon by the secretary of the company under the seal thereof, and the declaration so adopted shall be submitted for approval to the state board of railroad commissioners, and if approved by them, such approval shall be indorsed thereon, and the said declar- ation so certified and indorsed shall be filed and recorded in the office of the secretary of state, and from the time of such filing such portion of said route designated, in such declaration of such company shall be deemed to be abandoned. A copy of such de- claration of abandonment, duly certified by the secretary of state, under his official seal, shall be presumptive evidence in all courts and places of the facts which it recites, and of the regularity of the proceedings resulting in such abandonment. § 10. Hours of Labor upon Elevated and Surface Street Railroads. Laws of 1886, chapter 151, AS amended by Laws of 1887, chapter 529. Section 1. In cities of 100,000 inhabitants. — Ten hours' labor to be performed within twelve consecutive hours, with reasonable time for meals, shall constitute a days' labor in the operation of all street surface and elevated railroads owned or operated by corporations incorporated under the laws of this state, whose main line of travel, ar whose routes lie principally within the corporate limits of cities of more than 100,000 inhabitants, whatever motive power may be used in the operation of such railroads.' § 2. Violation of act a misdemeanor, — It shall be a misdemeanor for any officer or agent of any such corporation to exact from any 14 210 Railroad Laws of New York. of its employees more than ten hours' labor, the same to be per- formed within twelve consecutive hours, with not less than one- half hour for dinner, constituting a day ; provided, however, that in cases of accident or unavoidable delay, extra labor may be per- mitted for extra compensation. § 3. How applicable. — This act shall not afiEect contracts now in force, nor apply to existing corporations whose charters are not subject to alteration, modification or repeal. § 4. Repeal. — All acts inconsistent with this act are hereby re- pealed. § 11. Eailroads in New York City. When may be CONSTRUCTED IN STREETS. LaWS OF 1882, CHAP- TER 410, SECTION 1943. It shall not be lawful to lay, construct, or operate any railroad in, upon, or along any or either of the streets or avenues of the city, wherever such railroad shall commence or end, except under the au- thority and subject to the regulations and restrictions which the leg- islature may have granted since the thirteenth day of January, eigh- teen hundred and sixty, or may hereafter grant or provide. This section shall not be deemed to affect the operation as far as laid, of any railroad at such date constructed and duly authorized. Nor shall it be held to impair, in any manner, any valid grant for or relating to any railroad in said city, existing on the first day of January, eighteen hundred and sixty. § 12. Elevated Eailroads Forbidden in certain Streets IN New York City. Laws of 1882, chapter 410, section 1944. It shall not be lawful to grant, use, or occupy for the pur- poses of an elevated railroad any portion of the following named streets and places, that is to say, Second avenue below Twenty- third street, Nassau street. Printing House square, so called, south of Frankfort street, Park row, Broadway south of Murray street, Broad street and Wall street But nothing herein contained shall be construed to take away any right given by the report of the rapid transit commissioners, so called, or any existing right to cross at an elevation any of said streets, or to affect any act passed before June nineteenth, eighteen hundred and seventy-nine, re- stricting the right to use or occupy any of said streeta > 10 N. Y. S., 907; 57 Hun, 379; 26 N. C, 662. Provisions Eelating to Elevated Eailroads. 211 § 13. The Same. Not Permitted in Parts of Broadway, Fifth and Fourth Avenues, and in Parks, etc., Laws of 1882, Chapter 410, Section 1946. It shall not be lawful for commissioners appointed pursuant to the provisions of chapter six hundred and six of the Laws of eighteen hundred and seventy-five or the amendments thereof to locate the route or routes of any railway over, under, through or across Broadway or Fifth avenue, below Fifty-ninth street, Fourth avenue above Forty-second street, in the city of New York, nor over, under, through or across sach portions of streets and ave- nues as are already legally designated for the main line of or occupied by an elevated or underground railway, in actual opera- tion, nor over, under, through or across such as are contained in public parks, nor over, under, through, or across such as are occu- pied by buildings belonging to the county, or to this state, or to the United States.' § 14. Elevated or Steam Eailroads not to be Built in Washington street, Brooklyn, except. Etc., Laws OF 1882, Chapter 182, Section 1. None of the provisions of existing law shall authorize the con- struction or operation of any elevated, surface or underground steam railway upon Washington street, from High street to the junction of Fulton street. Myrtle avenue and the said Washington street in the city of Brooklyn, except that the consent of a major- ity of the owners of property, in numbers and in value thereof, on that portion of Washington street herein described, be first obtained in writing. § 15. Intoxication of Eailroad Employees, Laws of 1875, Chapter 606, Secfion 31. If any person shall, while in charge of a locomotive engine run- ning upon the railroad of any such corporation, or while acting as the conductor of a car or train of cars on any such railroad, be intoxicated, he shall be deemed guilty of a misdemeanor. § 16. Improvement of Elevated Eailroad Structures in New York City. See Laws of 1885, chapter 65^,. ' See in connection with the three preceding sections, Laws of 1879, ch. 529, sec. 1; Laws of 1890, ch. 565, sec. 123. CHAPTER VII. STEEBT SUEFACE EAILEOADS. Section 17. Restrictions in the constitution, consents of property owners to be first obtained. 18. Street railroads, corporate existence and powers of certain, con- tinued. 19. Form of annual report of horse railroad companies. 20. Obstruction of railway travel in cities by processions and parades forbiden. 21. Use of salt on railroad trecks, when permitted. 22. Processions not to interfere with railway travel in New York city. 23. Railway companies in New York city must provide and use hose bridges. 34. Railroads in the streets and avenues of New York city. 25. Street railroads in Buffalo and rates, and additional rates of fare for children. 26. Street railroads forbidden in parks in the city of Buffalo. 27. Rates of fare on street railroads in Buffalo. 28. Brooklyn, use of steam and surface railroads upon Atlantic ave- nue forbidden, after elevated railroad built, etc., except, etc. § 17. Eestrictions in the Constitution. Consent of Property Owners to be first obtained. Con- stitution OF K Y., Article 3, Section 18. No law shall authorize the construction or operation of a street railroad, except upon the condition that the consent of the owners of one-half in value of the property bounded on and the consent also of the local auihorities having the control o£ that portion of a street or highway upon which it is proposed to constract or oper- ate such railroad be first obtained, or in case the consent of such property owners cannot be obtained, the general term of the su- preme court in the district in which it is proposed to be constructed, may, upon application, appoint three commissioners, who shall de- termine, after a hearing of all parties interested, whether such railroad ought to be constructed or operated, and their determina- tion, confirmed by the court, may be taken in lieu of the consent of the property owners.' '11 N. Y. S., 162: 115 N. Y., 447; 96 id., 158; 31 Hun, 73; 32 id., 84, 85; 38 id., 476; 39 id., 223; 12 Daly, 504, 508; 92 N. Y., 58, 348; 47 Hun, 186; 107 N. Y., 50, 159; 15 St. R., 979; 5 Abb N. C, 383; 70 N. Y., 327, 361; 75 Street Surface Eailroads. 213 § 1 8. Steeet Railroads ; corporate existence and powers OF CERTAIN, CONTINUED. LaWS OF 1891, CHAP. 287) SEC. 1. The corporate existence and powers of every railroad company owning and operating a street or surface railroad wholly within a town, village or city, in whicli the population of such city, village or town is less than twenty thousand, and which has completed a railroad upon a portion of the route designated in. its articles of association, within ten years from the date of filing such articles of association, and which has operated its said railroad continu- ously for a period of ten years last past, and is now operating the same, shall continue with like force and effect as though said com- pany had in all respects and particulars complied with the pro- visions of chapter seven hundred and seventy-five of the Laws of eighteen hundred and sixty-seven, entitled : "An act to amend an act entitled, an act to authorize the formation of railroad corpora- tiojis and regulate the same, passed April second, eighteen hun- dred and fifty, and the amendments thereto. § 19. Form of Annual Report of Horse Railroad Com- panies. The requirements of section thirty-one of the act entitled "An act to authorize the formation of railroad corporations, and to regulate the same," passed April second, eighteen hundred and fifty, shall not apply to street or horse railroads, except as herein- after provided. (Laws 1867, chap. 906, § 1.) ' Every railroad corporation in this state whose road is operated by horse power exclusively, or by steam dummy cars exclusively, or partly by horse power and partly* steam dummy cars, and every such railroad corporation which shall hereafter be organized, shall make an annual report to the state engineer and surveyor, or the operations of the year ending on the thirtieth day of Sep- id., 335; 67 id., S64; 86 id., 1; 89 id., 75; 92 id., 128; 93 id., 813; 95 id., 135; 98 id., 146, 585; 99 id., 538, 569; 102 id., 48, 343, 471; 42 Hun, 621; 8 Abb. N. C, 467, 476; 13 Daly, 252; 83 Hun, 220; 84 id., 422, 442; 87 id., 446; 39 id., 223; 40 id., 20; 41 id., 425; 42 id., 227, 601; 80 Hun, 98; 29 id., 803. 391, 626; 28 id., 469, 476; 27 id., 582; 26 id., 492; 82 N. Y., 95; 25 Abb. N. C, 878n, 379n; 54 Hun, 401n; 56 Hun, 589; 112 N. Y., 585, 587; 112 id., 72; 1 How. Pr. N. 8., 455; 116 N. Y., 186; 121 id., 540; 10 N. Y. S., 838; 51 Hun, 113; 113 id.. Ill; 2 How. Pr. N. 8., 182; 45 Hun, 326, 528; 47 id., 186. '115N, Y., 447. * So in the original. 214 Railroad Laws of New York. tember; which report shall be verified by the oaths of the the treasurer or president and acting superintendent of operations, and be filed in the office of the state engineer and surveyor by the first of December in each year, and shall state ; 1. The amount of capital stock. 2. The amount of stock subscribed. 3. The amount paid in as b}' last report. 4. The total amount now of capital stock paid in. 5. The funded debt as by last report. 6. The total amount now of funded debt 7. The floating debt as by last report. 8. The amount now of floating debt. 9. The total amount now of funded and floating debt. 10. The average rate per annum of interest on funded debt. Cost of road and equipment. 11. For road bed and superstructure, including iron, by last report 12. The total amount now expended for the same. 13. For land, buildings and fixtures, including land damages, by last report 14. The total amount now expended for the same. 15. For dummy cars, horses, mules and harness, by last report 16. The total amount now expended for the same. . 17. For cars and sleighs, by last report 18. The total amount now expended for the same. 19. Total cost of road and equipment Characteristics of road. 20. Length of road, in miles. 21. Length of road laid. 22. Length of double track, including sidings. 23. Weight of rail, by yard. 24. The number of dummy cars, of cars, and of horses and mules. 25. The total number of passengers carried in cara 26. The total number of tons of freight carried in cars. 27. The rates of fare for passengers. 28. The average time consumed by passenger cars in passing over the road. Street Surface Railroads. 215 Expenses of inaintaining the road and real estate. 29. Eepairs of road bed and railway (including iron), and re- pairs of buildings and fixtures. 30. Taxes on real estate (to include all taxes except for United States revenue.) 31. Total cost of maintaining road and real estate. Expenses of operating road, and for repairs. 32. General superintendence. 83. Officers, clerks, agents and office expenses. 34. Conductors, drivers and engineers on dummy cars. 35. Watchmen, starters, switchmen, roadmen, etc. 36. Eepairs of dummy cars. 37. Eepairs of cars and sleighs. 38. Eepairs harness, including material and^labor. 39. Horseshoeing, including materials and labor. 40. Horses and mules. 41. Stable expenses. 42. Eeed, grain, hay, etc., including expenses of grinding. 43. Fuel, gas and lights. 44. Oil and waste. 45. Water tax. 46. Damages to persons and property, including medical attend- ance. 47. Law expenses. 48. Eents, including use of other I'oads, ferries, etc. 49. Insurance. 50. Advertising and printing. 51. United States tax on earnings. 52. Contingencies. 53. Total expense of operating road and repairs. 64. Eeceipts from passengers. 55. Eeceipts from freight. 66. Eeceipts from all other sources, specifying what, in detail. 67. Total receipts from all sources during the year. 68. Payments for transportation, maintenance and repairs. 69. Payments for interest. 60. Payments for dividends on stock, amount and rate per cent. 61. All other payments, specifying what, in detail. 62. Total payments during the year. 68. The number of persons injured in life and limb ; the cause 216 Eaileoad Laws of New York. of the injury, and whether passengers, employees or other persons. Also, whether such acccidents have arisen from carelessness or negligence of any person in the employment of such corporation, and whether such person is retained in the service of the corpora- tion. {Laws 1867, chap. 906, § 2).' § 20. Obstruction of railway tracks in cities by pro- cessions AND parades forbidden. Laws OF 1872, CHAP. 590. Section 1. No procession or parade shall use any street upon the surface of which is a railway track or tracks by marching upon the said track or tracks, and a free passage of cars upon rail- way tracks shall not be interfered with by the formation, halt or march of any such procession or parade, or of the persons com- posing it. Whenever any procession shall find it necessary to march across a railway track, the portion of said procession which in so marching is likely to stop the passage of any car or cars upon said track shall come to a halt in order to permit said car to proceed. § 2. Notice to be given of certain parades, processions, etc. — All processions or parades, occupying or marching upon any street of any city to the exclusion or interruption of other citizens in their individual right of use thereof (excepting the national guard and the police and fire departments and associations of veteran soldiers, are forbidden, unless written notice of the object, time and route of such procession or parade be given by the chief officer thereof, not less than six hours previous to its forming or march- ing, to the police authorities of said city ; and it may be lawful for said police authorities to designate to such procession or par- ade how much of the street in width it can occupy with especial reference to crowded thoroughfares through which said procession may move ; and when so designated, the chief officer of said pro- cession or parade shall be responsible that the designation is obeyed ; and it shall be the duty of the police authorities to fur- nish such escort as may be necessary to protect persons and prop- erty, and maintain the public peace and order." As amended by L. 1886, ch. 543, sec. 1. ' This provision seems to be unrepealed; and although it seems that the rail- road commissioners do not use this form for reports of horse railroads it is in- serted for convenience of reference. "§ 3 repealed by L. 1886, c. 583, § 1, t 47. Street Surface Eailroads. 21T § 4. Penalty. — Every person willfully violating any provision of this act shall be guilty of a misdemeanor, punishable with a fine not exceeding twenty dollars, or imprisonment not exceeding ten days, or both at the discretion of the court. § 31. Use of Salt on eaileoad tracks, when permitted. Laws of 1882, chap. 410, § 1938. Every person who shall throw, expose, or place, or who shall cause or procure to be thrown, exposed, or placed in or upon any such street, highway, or public place, except upon the curves, crossings, or switches of railroad tracks, any salt, saltpeter, or other substance for the purpose of dissolving any snow or ice which may have fallen or been deposited thereon, shall be deemed guilty of a misdemeanor.' § 23. Processions not to interfere with railway travel IN New York City. Laws of 1882, chap. 410, § 1939. No procession or parade shall use any street, upon the surface of which is a railway track or tracks, by marching upon the said track or tracks ; and a free passage of cars upon railway tracks shall not be interfered with by the formation, halt, or march of any such pi'ocession or parade, or of persons composing it Whenever any procession shall find it necessary to march across a railway track, the portion of said procession which, in so march- ing, is likely to stop the passage of any car or cars upon said track, shall come to a halt in order to permit said car to proceed. § 33. Eailway Companies in New York City must provide Hose Bridges. Laws of 1882, chap. 410, § 445. The board of fire commissioners is empowered to provide for the laying on the railway tracks of the city, over the hose used by the department for the extinguishment of fires, of such hose- bridges as they may deem necessary ; and the various horse and steam railway companies running cars within the limits of the city of New York shall provide and use such hose-bridges as may be designated by the board of commissioners of the fire depart- ment. Such bridges shall be paid for by the railway companies using the same. ' 15 St. R., 939; 25 Abb. N. C, 39 n. ■218 Eailroad Laws op New York. § 34. Eailboads in the Streets and Avenues of New York York. Laws of 1860, chap. 10, sec. 1. It shall not be lawful hereafter to lay, construct or operate any railroad in, upon or along any or either of the streets or aveaues of the city of New York, wherever such railroad may commence or end, except under the authority and subject to the regulations and restrictions, which the legislature may hereafter grant and pro- vide. This section shall not be deemed to affect the operation, as far as laid, of any railroad now constructed and duly authorized. Nor shall it be held to impair, in any manner, any valid act for or relating to any railroad in said city, existing on the first day of January, eighteen hundred and sixty.' § 35. Street Railroads in Buffalo, rates and additional RATES of fare FOR CHILDREN. LAWS OP 1885, CHAP. 229, SEC. 4, AS AMENDED BY LaWS OF 1886, CHAP. 431, The several street railroads in Buffalo shall carry children under five years old free, when accompanied by a parent or guardian, but such children shall not be entitled to a seat when such seat is needed by a passenger paying fare. The several street railroad ■companies in the city of Buffalo shall keep for sale on all cars running on their roads passenger tickets in packages of not more than five each, which shall be sold at the rate of three cents for each ticket, and each ticket or a three-cent cash fare shall entitle any child between five years and twelve years to a passage over any one of the above routes or any distance on any one of the roads operated by the Buffalo Street Railroad Company, or the Buffalo East Side Street Railroad Company. It shall be unlawful for any street railroad company in the city of Buffalo to ask or re- ceive from any passenger between the ages of five and twelve years desiring to be transferred from its cars to the cars of another street railroad company, more than two cents in additional to the fare already paid by such passenger, which additional fare shall entitle such passenger to a continuous passage for any distance on > 115 N. Y., 446; 83 St. R., 553; 103 N. Y.. 475; 107 Id., 42; 112 id., 400, 403; 1 How. P. N. S., 458; 15 St. R., 979; 45 Barb., 67; S. C, 30HowPr., 12. See 51 Barb., 277; 82 How. Pr., 481. Included in New York City Consolidation Act. Laws 1882, chap. 410, sec. 1943. For an act for transporting passengers, etc., in certain streets and ave- nues in tlie upper part of New York city, see Laws 1873, chap. 825, amended by chap. 483 of Laws of 1875. Street Surface Eailroads. 219 the road of sucli company (except to the park), by or on whose account such fare shall be paid. And for the violation of any provision of this section, each of said companies so offending .shall forfeit, for each and every offense or violation of any provis- ion of this section, as a penalty, the sum of fifty dollars, to be sued for and recovered with costs of suit, by any person in his own name, in any court having jurisdiction thereof. •§ 26. Street Eailroads forbidden in Parks in the City op Buffalo. Laws op 1869, Chapter 165, Section 25. The said the park commissioners shall have power upon such terms, or upon the payment of such yearly license fee or per •capita tax as the park commissioners may prescribe, to grant to any street railway company in said city the privilege of laying down and operating a railway, for the carriage of passengers only, through the said connecting streets and approaches ; but no street or other railway shall enter upon, in or through the said park or parks.' § 27. Eates of Fare on Street Eailroads in Buffalo. Laws of 1875, Chapter 600, Sections 1 and 2 Amended and Consolidated by Laws op 1877, Chapter 202, Section 1. Certain Companies Must Keep Packages of Tickets for Sale on. The Buffalo Street Eailroad Company shall keep for sale on all cars running on its road passenger tickets in packages of not more than ten each, which shall be sold at the rate of six cents for each ticket, and each ticket shall entitle the holder thereof to one passage between the foot of Main street and Amherst street on Niagara street or for any distance on Main street. Said Buffalo Street Eailroad Company shall also keep on sale on all its cars running on its road passenger tickets in packages of not more than tea, which shall be sold at the rate of five cents each ticket, and each ticket shall entitle the holder thereof to one passage be- tween the foot of Main street and Jersey street, or between Am- herst street and Jersey street on Niagara street, or between foot of Main street and Allen street. It shall be unlawful for the said Buffalo Street Eailroad Company to charge, ask, or receive more than six cents for carrying any passenger on its roads between the '15N. Y.St. R., 583. 220 Eailroad Laws op New York. foot of Main street and Allen street, or between the foot of Main street and Jersey street, or between Jersey street and Amherst street The Buffalo East Side Street Eailway Company shall keep for sale on all cars running on its road passenger tickets in packages of not more than five each, which shall be sold at the rate of five cents for each ticket, and each ticket shall entitle the holder thereof to one passage between Main street and the easterly terminus of any one of the roads now constructed and its con- nection with Main street. § 3. Raies upon transfer for children ; exceptwixs. — It shall be unlawful for any street railroad company in Buffalo to ask or re- ceive from any passenger desiring to be transferred from the cars of another street railroad company, or from the cars of the same street railroad company, more than three cents in addition to the fare already paid by said passenger, which additional fare shall entitle such passenger to a passage for any distance on the road of such company, by or on whose account such fare shall be received, and the several street railroad companies are required to so run their cars, that persons desiring to be transferred from the cars of one company to the cars of another, may not be delayed, nor shall it be lawful for any street railroad company in Buffalo to ask or receive more than three cents for carrying children under ten years of age, nor children of any age going to or returning from any public or private school, riding any distance in one direction on the road or roads of any company herein mentioned, except that in case of transfer as above provided, two cents in addition there- to may be charged as the fare of the company receiving such pas- senger, by or on account of the company receiving the same, and which shall entitle such passenger to ride any distance in one di- rection on such road. The provisions of this section shall apply to passengers on the Buffalo street railroad from Niagara street to Main street, and going north on Main street, and to passengers from Main street to Niagara street and going up Niagara street, and such passengers may remain upon the cars upon which they have taken passage until they meet a car going upon the road to which they would be transferred.' ' 111 N. Y., 137. Note. — See an act for the relief of the city of Buffalo and to change and regulate the crossing and occupation of streets, avenues and public grounds in said city by railroads. Laws of 1888, c. 345, as amended by L. 1890, c. 555. Street Surface Railroads. 221 §38. Brooklyn, use of Steam and Surface Rail- roads UPON Atlantic Avenue Forbidden after Elevated Railroad Built, etc., Except, etc. Laws of 1885, Chapter 410. Section 1. From and after the completion by the Brooklyn and Long Island Cable Railway Company of an elevated railway upon Atlantic avenue, in the city of Brooklyn, from South Ferry, to and as far as east of Brooklyn avenue, or from the bridge ter- minus to and as far as east of Brooklyn avenue, it shall not be lawful for the Long Island Railroad Company or for the Atlantic Avenue Railroad Company, or for any other company or indi- vidual, to operate cars by steam upon the surface of Atlantic avenue, west of Brooklyn avenue, excepting freight cars, and those only between the hours of twelve o'clock midnight and four o'clock in the morning. § 2. From and after the completion of the elevated railway aforesaid upon the said Atlantic avenue, from the South Ferry to and as far as the city line, or from the bridge terminus to and as far as the city line, it shall not be lawful for either of said railroad companies, or for any company or individual to operate cars by steam upon the surface of Atlantic avenue at any point within the limits of the city of Brooklyn, excepting freight cars, and those only between the hours of twelve o'clock midnight and four o'clock in the morning. § 3. All acts and parts of acts inconsistent with this act are hereby repealed. CHAPTER VIII. MUNICIPAL BONDS ISSUED IN AID OF EAILEOADS. Section 29. No municipal aid or credit to be given toward the construction of railroads. 80. Renewal of municipal aid bonds. 31. The same. 32. Payment and refunding of municipal aid bonds. 38. Issue of bonds in place of those lost or destroyed. 84. Railroad commissioners of towns to present bonds paid, with ac- count thereof; and to reinvest balance in their hands. 35. Sale of stock and bonds of bankrupt railroads by municipal cor- porations holding the same; disposition of proceeds. 36. Municipal corporations may pay their railroad bonds with rail- road stock and bonds, and exchange railroad stock for their own bonds. 37.' Payment of municipal aid bonds. § 29. No Municipal Aid or Credit to be Given toward TiiE Construction of Eailroads. Constitution op New York, Article 8, Sections 10 and 11. Amended November 3, 1874. §410(«). Neither the credit nor the money of the State shall be given or loaned to or in aid of any association, corporation or private undertaking. * * * No county, city, town, or village shall hereafter give any money or property, or loan its money or credit, to or in aid of any indi- vidual, association or corporation, or become, directly or indi- rectly, the owner of stock in or bonds of any association or cor- poration, nor shall any such county, city, town or village be allowed to incur any indebtedness, except for county, city, town, or village purposes." * * * § 30. Eenewal of Municipal Aid Bonds. Laws of 1881, Chapter 522, as Amended by Laws of 1883, Chapter 453. Section 1. Present bonded indebtedness may be paid by issue of new bonds ; proviso as to rate of interest ; cancellation of bonds taken ' 39 Hun, 376; 29 id., 391, 394; 76 N. Y., 475; 99 id., 586; 101 id., 490; 102 id., 313; 5 Hun, 475, 485; 89 id., 370; 40 id., 190, 194; 93 N. Y., 313, 315; 5 N. Y. 8., 878; 96 N. Y., 137, 432; 29 Hun, 391; 4 Hill, 384; 11 N. Y. B., 114, 117. Municipal Bonds Issued in Aid op Eaileoads. 223 up ; when new bonds to be payable.— /The present bonded indebted- ness of any village, city, town or county in this State, including interest past due and unpaid, may be paid up or retired by tiie issue of new bonds for like amount by the board of trustees, mayor and common council, town board, board of supervisors or supervisor, or railroad commissioners, or officer or officers, now having in charge according to law the payment of interest and principal on bonds herein proposed to be paid and retired, re- spectively, of such village, city, town, or county ; provided, how- ever, that such new bonds shall be issued only when existing bonds can be retired by the substitution therefor of such new bonds or can be paid up by money realized on the sale of new bonds ; and provided further that such new bonds shall bear interest at a rate not exceeding five per cent per annum, payable semi-annually. All existing bonds taken up by the substitution of such new bonds or paid under the provisions of this act shall be immedi- ately canceled, and a certificate executed by the officers issuing such new bonds shall be forthwith made and filed by them in the County clerk's office of the proper county, which shall state the amount of existing bonds so canceled and of new bonds so issued. This act shall not be so construed as to authorize the issue of new bonds to supersede or pay existing bonds which have been ad- judged invalid by the final judgment of a competent court. The new bonds so to be issued shall be made payable at any period or periods deemed advisable by the officers issuing the same, not less than two years or more than thirty years from their date; and shall bear date and draw interest from the date of the payment of existing bonds, or the receipt of money to pay existing bonds ; and shall be issued in no case at less than for their par value. {Thus amended, chap. 453, Laws of 1883.) § 2. New bonds to be valid; recital in same. — The bonds issued under the provisions of this act when substituted or sold to retire existing bonds, by any authorized officers of any town, village, city or county, or their successors in office, shall be valid and binding on the town, village, city or county wherein they are issued, and such bonds shall contain a recital that they are issued under the provisions of this act, and such recital shall be conclu- sive evidence in any court of the validity of said bonds and the regularity of their issue. § 3. New bonds exempt from taxation. — All new bonds issued by any village, city, town or county in this State, under the pro- 224 Railroad Laws of New York. visions of this act, shall be exeijipt from taxation for town, county, municipal or State purposes until the period when they are made payable. § 4. Commissioners, supervisors and financial officers required (o report annually; to whom to report, and what — It shall be the duty of the railroad commissioners, supervisors and financial officers of towns, villages, cities and counties, having in charge the moneys received and collected, and responsible for the payment of the in- terest and principal due on bonds issued under this act, and they are hereby required to report annually to the board of supervisors of counties, the trustees of villages and the mayor and board of aldermen or common council of cities, as the case may be, as now required by law, the sum due and payable the succeeding year, both principal and interest on said bonds. § 5. 2'ax to pay bonds. — It shall be the duty of the boards of supervisors of counties, the trustees of villages, and the boards of aldermen, and the common councils of cities, and they are hereby required to levy and collect in each year upon the towns, villages, cities or counties severally obligated, moneys sufficient to pay such interest when and as it shall fall due, and the principal of such bonds when and as the same shall become due and payable. § 31. The Same. Sectiok 1. Indebtedness may be paid by issue of new bonds; proviso ; existing bonds to be canceled ; construction of act ; new bonds, token to be made payable. — Section 1 of chapter 522 of the Laws of 1881, entitled "An act in relation to the bonded indebtedness of villages, cities, towns and counties in this State, created in aid of railroads," is hereby amended so as to read as follows : § 1. The present bonded indebtedness of any village, city, town or county in this State, which was created to aid in the construc- tion of any railroad, or which was created in the renewal or ex- tension of any such indebtedness, or of any part thereof, may be paid up or retired, in whole or in part, whether due or to fall due by the issue of a new bond or bonds by the board of trustees, mayor and common council, town board, board of supervisors, or supervisor or railroad commissioners, or officer or officers now hav- ing in charge, according to law, the payment of interest and prin- cipal on bonds herein proposed to be paid and retired, respectively, of such village, city, town or county ; provided, however, that such new bond or bonds shall be issued only when tlie existing Municipal Bonds Issued in Aid op Eailroads. 225 bond or bonds can be retired by the substitution therefor of such new bond or bonds ; or can be paid up by money realized on the sale of such new bond or bonds ; and, provided, further, that such new bond or bonds shall bear interest at a rate not exceeding five per centum per annum, payable semi-annually. Any existing bond or bonds taken up by the substitution of such new bond or bonds, or paid under the provisions of this act, shall be immedi- ately canceled, and a certificate executed of&cially by the officer or officers issuing such new bond or bonds shall be forthwith made and filed by him or them in the county clerk's office of the proper county, which shall state the amount of the existing bond or bonds so canceled, and of the new bond or bonds so issued. This act shall not be so construed as to authorize the issue of new bonds to supersede or pay existing bonds which have been adjudged in- valid by the final judgment of a competent court. The new bond or bonds issued under the provisions of this act shall be made payable at any period deemed advisable by the officer or officers issuing the same, not less than two years nor more than thirty years from their date, and shall bear date and draw interest from the date of the payment of the existing bond or bonds, and shall be issued in no case at less than their par value. {See, however, section 1, chap. 522, Laws of 1881, as amended by chap. 453, Laws of 1883, supra.) § 32. Payment and Refunding of Municipal Aid Bonds. Laws op 1886, Chapter 316. Section 1. Bonded indebtedness, how paid up or retired ; rate of interest on new bonds ; old bonds to be canceled. — The present bonded indebtedness of any village, city, town or county in this State, in- cluding interest past due and unpaid, may be paid up or retired by the issue of new bonds for like amounts by the board of trustees, mayor or common council, town board, board of supervisors or supervisor, or railroad commissioners or officer or officers now having in charge according to law the payment of interest or prin- cipal on bonds herein proposed to be paid or retired respectively of such village, city, town or county ; provided, however, that such new bonds shall be issued only when existing bonds can be retired by the substitution therefor of such new bonds or can be paid up by money realized on the sale of such new bonds, but where the said bonded indebtedness shall become due within two 15 226 Eailroad Laws op New York. years from fhe issue of the said new bonds, then such new bonds may be issued or sold to provide money in advance, with which to pay up such existing bonds, when they shall become due and payable; and provided further, that such new bonds shall bear in- terest at a rate not exceeding four per cent per annum, payable semi-annually or quarterly. All existing bonds taken up by the substitution of such new bonds, or paid under the provisions of this act, and all new bonds and coupons, when paid up as herein provided, shall be immediately canceled as now provided by law, and a certificate executed by the ofJQcers issuing such new bonds shall be forthwith made and filed by them in the county clerk's office of the proper county, which shall state the amount of exist- ing bonds so canceled and of new bonds so issued. This act shall not be so construed as to authorize the issue of new bonds to supersede or pay existing bonds which have been adjudged in- valid by the final judgment of a competent court The new bonds so to be issued shall be made payable at any period or periods deemed advisable by the officers issuing the same, not less than one nor more than forty years from their date ; and shall bear date and draw interest from the date of the payment of existing bonds, or the receipt of the money to pay existing bonds ; and an amount not less than two per cent of the whole amount of said bonds so issued shall be made payable and shall be paid and retired, each and every year after the issue thereof, and said bonds shall be issued in no case at less than for their par value. § 2. Validity. — The bonds issued under the provisions of this act when submitted* or sold to retire existing bonds, by any au- thorized officers of any town, village, city or county, or their suc- cessors in office, shall be valid and binding on the town, village, city or county wherein they are issued, and such bonds shall con- tain a recital that they are issued under the provisions of this act, and such recital shall be conclusive evidence in any court of the validity of said bonds and the regularity of their issue. § 3. Exempt from taxation. — All new bonds issued by any vil- lage, city, town or county in this State, under the provisions of this act, shall be exempt from taxation for town, county, munici- pal or State purposes, until the period when they are made payablft § 4. Duty of railroad commissioners. — It shall be the duty of the railroad commissioners, supervisors and financial officers of * So in original. Municipal Bonds Issued in Aid of Eaileoads. 227 towns, villages, cities and counties, having in charge the money received and collected, and responsible for the payment of the in- terest and principal due on bonds issued under this act, and they are hereby required to report annually to the board of supervisors of counties, the trustees of villages and the mayor and board of aldermen, or common council of cities as the case may be, as now required by law, the sum due and payable the succeeding year, both principal and interest, on said bonds. § 5. Duty of hoards of supervisors, common councils, etc. — It shall be the duty of the boards of supervisors of counties, the trustees of villages, and the board of aldermen and the common council of cities, and they are hereby required to levy and collect in each year upon the towns, villages, cities or counties severally obliga- ted, moneys sufficient to pay such interest when and as it shall fall due, and the principal of such bonds when and as the same shall become due and payable. § 6. Commissioners to give bonds. — Before the said commission- ers or either of them shall enter upon the discharge of their duties under this act, they shall jointly and severally with two or more sureties execute to the supervisor of said town or city a bond in the penal sum equal to one-fourth the amount to be issued by said town or city under and by virtue of this act, conditioned for the faithful discharge of their duties as commissioners under this act and existing laws, and for the just and honest application by them of all moneys or bonds issued by them or coming into their hands as such commissioners. The sufficiency of said sureties shall be determined by the supervisor of said town or city, or the county judge of the county wherein said town is situated, or any justice of the Supreme Court, and shall be indorsed on said bonds. The said bonds shall immediately thereafter be deposited with the su- pervisor or supervisors of said town or city, to be collected by him or his successors in office for the use and benefit of said town or ■city, in case the said commissioners, or either of them, are guilty of such a breach of duty or malfeasance in office as to render said bonds collectible ; and it is further provided, that any willful ap- 3)ropriation or embezzlement or wrongful conversion of any said town bonds, or the moneys arising from the same, or the moneys to be raised by a sale thereof, as provided by this act, or of moneys to be raised by tax as aforesaid to an amount exceeding $1,000, shall be a felony punishable by imprisonment in the State prison for a term not exceeding ten years. 228 Eatlroad Laws op New York. § 33. IssxjE OF Bonds in Place of those Lost or De- stroyed. Laws of 1886, Chapter 278. Section 1. Xew bonds may be issued in lieu of those lost or de- stroyed ; bond of indemnity requisite. — The railroad commissioners of any of the towns in this State, which have heretofore issued its bonds in aid of the construction of any railroad, which honds, or any of which, shall have been lost or destroyed before the same shall have become due, are hereby authorized to issue new bonds of such town in the place and stead thereof, under their hand and seal, for the amount, at the same rate of interest, and to becom& due at the same time as such lost or destroyed bond or bonds, and deliver the same to the owner of such lost or destroyed bond or bonds, upon such owner furnishing to such commissioners satis- factory proof, by affidavit, of such ownership, and of the loss or destruction of such bond or bonds, and filing with said commis- sioners a sufficient bond of indemnity, with at least two sureties^ to be approved by said commissioner, and by the supervisor of the town, and by the county judge of the county in double the amount of such bonds so to be issued. § 2. Contents of new bond. — The new bond or bonds so issued shall state upon the face thereof the denomination and number of the bonds in the place and stead of which they are issued, which said bonds shall be signed by the said railroad commissioners, and the coupons attached thereto, for interest, shall be signed by one of said commissioners, and said bonds countersigned by the town clerk of the town, and registered in the town clerk's office of sucb town in the record thereof. § 3. Duty of railroad commissioners in the premises. — It shall be the duty of the railroad commissioners to cause any such bond of indemnity, taken by them as provided in section one of this act, with their approval indorsed thereon, to be filed with the clerk of the county in which such town is situated, and the proofs of own- ership, loss or destruction, to be filed in the office of the clerk of such town. § 34. Railroad Commissioners of Towns to Present Bonds Paid, with Account thereof; and to Re- invest Balance in their Hands. Laws of 1871, Chapter 537, Section 1, as Amended by Laws OF 1882, Chapter 293. The commissioners appointed under and ^by virtue of the sev- Municipal Bonds Issued in Aid'op Railroads. 229 eral acts to facilitate tlie construction of railroads in this State, and who have been duly authorized under said laws to issue bonds of any town, city or village therein, are hereby required to pre- sent before the board of auditors of their respective towns, cities or villages, whose duty it is annually to examine and audit the receipts and disbursements of either town, city or village officers, at each annual meeting of said board of town auditors, or the au- diting board in any city or village, all such bonds and coupons thereof which have been paid by them respectively during the year then ending ; also to render a written statement or report annually to said board, showing in items all their receipts and ex- penditures, with vouchers. It shall be the further duty of said commissioners to Joan on proper security or collaterals or deposit in some solvent bank or banking institution, at the best rate of interest they may be able to obtain, or invest in the bonds of their respective towns all moneys that shall come into their hands by virtue of their office, and not needed for current liabilities ; and all interest or earnings accruing from such loans or deposits shall be credited to their respective towns, cities or villages, and accounted for in their annual settlement with the said board of auditors. § 33. Sale of Stock and Bonds of Bankrupt Railroads BY Municipal Corporations Holding the Same; Disposition of Proceeds. Laws of 1875, Chapter 585. Section 1. SaU of stock or lands authorized. — Any municipal corporation within this State holding and owning any stock or mortgage bonds of any railroad company in this State which shall have been adjudicated bankrupt, or the property of which shall be in the possession of a receiver appointed under the laws of this State, or the railroad or other property of which shall have been sold, or shall have been deemed to be sold, by virtue of any de- cree of foreclosure of any mortgage executed by such railroad company, is hereby authorized to sell and dispose of such stock or mortgage bonds in the manner hereinafter provided. § 2. When commissioners to give notice of sale; what notice to contain. — The commissioner or commissioners of any municipal corporation within this State which shall have issued its bonds in aid of the construction of the railroa 1 of any railroad company in this State ^within^^the provisions of section one of this act ap- 230 Raileoad Laws of New York. pointed to issue sueli bonds of any municipal corporation under any law of this State, or the successor or successors in office of any such commissioner or commissioners, on the application of the mayor and common council of any city, or of the board of trus- tees of any incorporated village, or of the supervisor of any town within this State, the bonds of which shall have been issued in aid of the construction of any such railroad, as aforesaid, shall forth- with publish a notice of the sale at public auction of the stock or mortgage bonds of any such railroad company held and owned by such municipal corporation as aforesaid, at such public place within the limits of such municipal corporation as such commissioner or commissioners may specify in such notice. The said notice shall specify the amount of such stock or bonds so held by said muni- cipal corporation and the number of shares of such stock, and the amount of such bonds, respectively, and the name of the railroad company by which the same were issued, and shall be published in two newspapers published in the county wherein such railroad may be situated, or if it extends through or into more than one county, then in two newspapers published in each county wherein such railroad may be situated, at least once in each week after the first publication of such notice, until the day of sale, which shall be not less than ten nor more than twenty days after the first publication of the said notice. § 3. Sale, how and when made. — On the day and at the place of sale specified in the notice aforesaid, the'said commissioner or commissioners shall sell at public auction, to the highest bidder for cash, all the stock or mortgage bonds of any such railroad company so held and owned by such 'municipal corporation as aforesaid, in such parcel or parcels as in their discretion shall be most advantageous to the said municipal corporation, and shall deliver the same to the purchaser or purchasers thereof, and shall execute to said purchaser or purchasers any transfer or assign- ment of such stock or bonds necessary to transfer the same ; and thereupon the purchaser or purchasers of such stock or bonds shall be vested with all the right, title and interest of said muni- cipal corporation, and of the said commissioner or commissioners in and to the stock or bonds so sold as aforesaid. § 4. Proceeds of sale ; disposition of. — All moneys received by said commissioner or commissioners for any stock or mortgage bonds sold 'pursuant to the provisions of this act shall be imme- diately paid over to the treasurer or other officer of such muni- MxmiciPAL BoPTDS Issued in Aid of Eailroads. 231 cipal corporation having charge of its funds, in case of a town to the supervisor thereof for the use of such municipal corporation, and, after paying the expenses of such sale, shall be applied by such municipal corporation to the payment and extinguishment of its bonds issued in aid of said railroad company, and to no other purpose whatever ; provided, that in case the municipal bonds so issued shall have been all paid before such sale, or in case the moneys realized from such sale shall be more than sufficient to pay off the municipal bonds issued as aforesaid in aid of such railroad corporation then outstanding, the proceeds of such railroad stock or bonds, or any such balance thereof, shall be applied by such municipal corporation to the payment of such other debt thereof, or to defray such other lawful charge thereupon as the common council of any such city, or the board of trustees of any such in- corporated village, or the qualified voters of any such town, in town meeting, may direct. § 5. Eepeal. — All acts and parts of acts, so far as they are in- consistent herewith, are hereby repealed. § 36. Municipal Corporations may Pay their Railroad Bonds with Railroad Stock and Bonds; and Exchange Railroad Stock for their own Bonds. Laws of 1875, Chapter 421. Section 1. Town, city or village may exchange its bonds for rail- road bonds or stocks ; cancellation of bonds. — It shall be lawful for any town, city or village to exchange the bonds and stock of any railroad corporation for and in payment of the bonds of any such town, city or village, heretofore issued in aid of any such railroad corporation, and it shall be lawful for any town, city or village to exchange the stock of any railroad corporation for the bonds of such corporation ; and such exchange may be made by the officers of such town, city or village having the lawful charge and custody of such railroad stock and bonds, but the same shall not be thus exchanged for less than the par value thereof ; and when any such exchange shall be made, report thereof shall be made, by the offi- cers making the same, to the tlien next meeting of the board of auditors of their town, the common council of their city, or the board of trustees of their village ; and the town, city or village bonds obtained by such exchange shall thereupon be canceled. 232 Railroad Laws of New Yoek. § 37. Payment of Municipal Aid Bonds. Laws of 1877, Chapter 349. Section 1. Commissioners to report annually bonded indebted- ness — It shall be the duty of the commissioners appointed under the provisions of chapter 907, Laws, of 1869, entitled "An act to amend an act entitled 'An act to authorize the formation of rail- road companies, and to regulate the same,' passed April 2, 1850, so as to permit municipal corporations to aid in the construction of railroads," and the acts amendatory thereof, to report annually the total amount of bonds issued under said chapter 907, Laws of 1869, and the acts amendatory thereof, by the town, city or village represented by such commissioners ; the date and time when the principal of said bonds will become due, the rate and times of payment of interest thereon, the amount of such principal or in- terest paid, the amount of said principal or interest due and un- paid and to become due before the annual tax levy and collection of tax for the year next succeeding, and the amount in their hands applicable to the payment of the principal' of said bonds or the interest thereon. § 2. Form and execution of report ; to be delivered to supervisorst — Such report shall be in writing, signed by the said commission- ers, or a majority of them, and there shall be af&xed to said report an affidavit of at least one of the commissioners that such report is in all respects true and correct. The commissioners shall de- liver said report to the board of supervisors of the county within three days after the commencement of the^annual meeting of said board of supervisors. § 3. Provisions for payment ; moneys, to whom to be paid ; bond of commissioners, renewal of. — It shall be the duty of the board of supervisors, at the annual meeting when such report is received, to cause to be levied and raised by tax, on the taxable property of said town, city or village, the amount necessary to pay the princi- pal and interest due and to become due at any time prior to the annual tax levy and collection of tax for the year then next suc- ceeding, as shown by said report after deducting moneys on hand for the purpose. The amount to be levied and raised by tax, when so collected, shall be paid over to the said commissioners, to be by them applied to the purpose for which it was so collected. And all money now in the hands of the supervisor of any town, or officer of any city or village, applicable to the payment of the principal of said bonds, or interest thereon, shall be, on demand, Municipal Bonds Issued in Aid of Eailroads. 233 paid to such commissioners, and any money hereafter raised under the provisions of the act hereby amended, which by law is to be appHed to the payment of said bonds, or interest thereon, shall in like manner, be paid to said commissioners. But before any money shall be so paid to such commissioners, they shall severally ■execute to the town, city or village, and deliver to the town clerks of towns, or the clerks of cities or villages, a bond with two or more sureties in double the amount of the money to be so received by them, as near as can be ascertained, conditioned for the proper and due disbursement of such money, and the proper accounting therefor, which bond shall be first approved by the supervisor, or the county judge, and by the mayor or president of cities or vil- lages, and said bond shall be renewed annually. § 4. Application of moneys received hy commissioners ; cancella- iion of bonds ; commissioners to report to town auditors, etc., an- nually; duplicate to be filed, etc.; indorsement by town officers, etc.; ■deposit of report and bonds ; acts not applicable to certain localities. — It shall be the duty of said commissioners to pay the principal and interest of said bonds at the maturity thereof, and on making «uch payments the^bond or interest coupons paid shall be can- celed by said commissioners by cutting out a portion of said bonds •or coupons ; and a full record of all bonds and interest coupons paid and canceled shall be kept by said commissioners, which record shall be at all times open to the inspection of the supervisor, members of the board of town auditors, and justices of the peace ■of towns, or the members of common councils or trustees of cities ■or villages ; and said commissioners shall report in writing to the board of town auditors of towns, at their annual meeting, and to the common council or trustees of cities or villages, on the first day ■of April of each year, the date, number and amount of all bonds and interest coupons paid by them aud canceled during the past year, and since their last report, and shall, at the same time, pro- duce and deliver to the said town auditors, common council or trustees, the bonds and interest coupons canceled by them, taking a receipt therefor, which shall set forth the date, number and amount of each bond or coupon. Said commissioners, at the time of making such report, shall also file with the town clerk of towns, and clerk of cities and villages, a duplicate thereof. The said town auditors and the common council or trustees, as the case may be, shall indorse upon the report so received from the commis- sioners, that the bonds and interest coupons mentioned therein, 234 Eailroad Laws op New York. duly canceled, were received by them from the commissioners, if such is the case, and if all or any of them are not so received, so state in the indorsement. They shall then deposit said can- celed bonds and coupons with said report, in the office of the clerk of the county for safe-keeping. Nothing in this act con- tained shall in any manner apply to or affect the town of Orleans, in the county of Jefferson, or any officer thereof, or any money raised by tax on the property therein, or to any bonds except such as were given under the act mentioned in the foregoing title. § 5. Limitation. — The provisions of this act shall not apply ta the counties of Oswego, Madison, Erie, Orleans, Niagara and Genesee. Relating to Railroad Stocks. 234a § 37a. Provisions relating to railroad stocks and bonds HELD BY municipal CORPORATIONS — LaWS OF 1892, CHAPTER 685, Sections 12-20. § 12. Municipal taxes of railroads payahle to county treasurer. — If a town, village or city has outstanding unpaid bonds, issued,. 01' substituted for bonds issued, to aid in the construction of a railroad therein, so much of all taxes as shall be necessary to take up such bonds, except school district and highway taxes, collected on the assessed valuation of such railroad in such municipal corporation, shall be paid over to the treasurer of the county in which the municipal corporation is located. Such treasure shall purchase with such moneys of any town, village or city, such bonds when they can be purchased at or below par,, and shall immediately cancel them in the presence of the county judge. If such bonds cannot be purchased at or below par, such treasurer shall invest such money in the bonds of the United States, of the State of New York, or of any town or village or city of such State, issued pursuant to law ; and shall hold such bonds as a sinking fund for the redemption and payment of such outstanding railroad aid bonds. If a county treasurer shall un- reasonably neglect to comply with this section, any taxpayer of the town, village or city, having so issued its bonds may apply to the county judge of the county in which such municipal corpora- tion is situated, for an order compelling such treasurer to execute the provisions of this section. The county treasurer of any county in which one or more towns therein shall have issued bonds for railroad purposes, shall, when directed by the board of supervis- ors or county judge of the county, execute and file in the office of the county clerk an undertaking, with not less than two sure- ties, approved by such board or judge, to the effect that he will faithfully perform his duties pursuant to this section. The annual report of a county treasurer shall fully state, under the head of "railroad sinking fund," the name and character of all such in* vestments made by him or his predecessors, and the condition of such fund. {As amended, L. 1893, ch. 466.) § 13. Abolition of office of railroad commissioners. — The board of supervisors of any county may, upon the application of the auditing board of any municipal corporation therein, by resolu- tion, abolish the office of railroad commissioners of such munici- pal corporation, and direct the manner of the transfer of their 234b Railroad Laws of New York. ■duties to the supervisor of the town, or the treasurer of the mu- nicipal corporation other than a town, and upon his compliance "with such directions, such transferee shall be vested with all the ■powers conferred upon such railroad commissioners and subject to all the duties imposed upon them. § 14. Appointment of railroad commissioners. — The county judge of any county within which is a municipal corporation hav- ing or being entitled to have railroad commissioners, when this chapter shall take effect, and in which the duties imposed upon such commissioners are not fully performed, shall continue to ap- point and commission, upon the application of twenty freeholders within such corporation, three persons, who shall be freeholders and resident taxpayers therein, commissioners for the pucpose of performing the duties and completing the business required of them pursuant to this chapter or any law. Such commisioners shall hold their office for five years, and until others are appointed by the county judge, unless their duties shall be sooner performed, or the office shall be abolished, who shall also, in like manner, fill any vacancies that may exist therein. Such commissioners shall each receive the sum of three dollars per day for each day actu- ally engaged in the discharge of their duties, and the necessary disbursements to be audited and paid by the usual auditing and disbursing officers of such municipal corporation. A majority of such commissioners, at a meeting of which all have notice, shall constitute a quorum. § 15. Oath and undertaking of commissioners. — Before entering upon their duties such commissioners shall take the constitutional oath of office, and make and file with the county clerk of their county, their joint and several undertaking, with two or more sureties to be approved by the county judge of their county, to the effect that they will faithfully discharge their duties as such commissioners, and truly keep, pay over and account for all moneys belonging to such corporation coming into their hands. § 16. Exchange or sale of railroad stock and bonds. — The com- missioners or officers of a municipal corporation, having the lawful charge and control of any railroad stock or bonds, for or in pay- ment of which the bonds of such municipal corporation have been lawfully issued in aid of such railroad corporation, may exchange the stock or bonds of such railroad corporation for and in pay- ment of such bonds, or the new substituted bonds of such muni- cipal corporation, when such exchange can be made for,not less Relating to Eailroad Stocks. 234c than the par valae of the stocks or bonds so held by them. If they cannot make such exchange they may sell such stock or bonds at not less than par; but they may, on the application and with the approval, of the governing board of the municipal cor- poration, owning such stock and bonds, exchange, sell or dispose of such stock or bonds, at the best price and upon the best terms obtainable, for the municipal corporation they represent, and shall execute to the purchaser the necessary transfers therefor. All moneys received for any stock or bonds shall only be applied to the payment and extinguishment of the bonds of the municipal corporation, lawfully issued in aid of any such railroad, or substi- tuted therefor ; except that if the bonds so issued or substituted have all been paid, or the moneys so realized shall be more than sufficient to pay them in full, and all the costs and expenses of the sale, such proceeds or balance thereof shall be paid by the officers making the sale, to the supervisor of the town, or the treasurer of the municipal corporation, and applied to such law- ful uses as the governing board of the municipal corporation, en- titled to the game, may direct. The provisions of this section shall apply to all such commis- sioners or officers of a municipal corporation elected or appointed or acting under the provisions of any special act, and the au- thority hereby conferred shall not be limited by the provisions of any such special act. {As amended, L. 1893, chap. 490.) § 17. Annual report of commissioners and payment of bonds. — The commissioners of a municipal corporation, having in charge the moneys received and collected, and who are responsible for the payment of the interest of the bonds lawfully issued by such municipal corporation, in aid of railroads, shall annually re- port to the governing board of the municipal corporation, the total amount of the municipal indebtedness of the municipal corporation they represent, upon such bonds or such new bonds substituted therefor, the date of the bonds and when payable, the rate of interest thereon, the acts under which they were issued, the amount of principal and interest that will become due thereon before the next annual tax levy and collection of taxes for the next succeeding year, and the amount in their hands applicable to the payment of the principal or in- terest thereon. Each year such governing board shall levy and collect of the municipal corporation sufficient money to pay such principal and interest, as the same shall become due and payabla 234:d Eailroad Laws of New York. When collected, such moneys, with the unpaid sums on hand, shall be forthwith paid over to such commissioners, and applied by them to the purposes for which collected or held. When paid, such bonds shall be presented by such commissioners to the governing board of the municipal corporation, at least five days before the annual town-meeting, village or city election, or meeting of the board of supervisors, next thereafter held, who shall cancel the same, and make and file a record thereof in the clerk's office of the municipal corporation, whose bonds were so paid or canceled. {As amended, L. 1893, ch. 466.) § 18. Accounts and loans by commissioners. — Such commission- ers shall present to the auditing board of the municipal corpora- tion they represent, at each annual meeting of such board, a writ- ten statement or report, showing all their receipts and expendi- tures, with vouchers. They shall also loan on proper security or collaterals, or deposit in some solvent bank, or banking insti- tutions, at the best rate of interest they can obtain, or invest in the bonds of the municipal corporation they I'epresent, or in bonds of the state, or of any town, village, city or county therein, issued pursuant to law, or in the bonds of the United States, all moneys that shall come into their hands by virtue of their ofiice, and not needed for current liabilities ; and all earnings, profits or interest accruing from such loans, deposits or investments, shall be credited to the municipal corporation they represent, and accounted for in their annual settlement with the governing board thereof. §19. Reissue of lost or destroyed bonds. — When any bonds law- fully issued by a municipal corporation in aid of any railroad, or in substitution for bonds so issued, shall be lost or destroyed, such commissioners may issue new bonds in the place of the ones so lost or destroyed, at the same rate of interest, and to become pay- able at the same time, upon the owner furnishing satisfactoiy proof, by affidavit, of such ownership, and loss or destruction, and a written indemnity, with at least two sureties, approved as to form and sufiiciency by the county judge of the county in which such municipal corporation is situated. Every new bond so issued shall state upon its face the number and denomination of the bond for which it is issued, that it is issued in the place of such bond claimed to have been lost or destroyed, that it is issued * So in the original. Eelating to Eailroad Stocks. 234e as a duplicate thereof, and that but one is to be paid. Such affi- davit and indemnity, duly indorsed, shall be immediately filed in the county clerk's office. § 20. Payment of judgments against municipal corporation. — When a final judgment for a sum of money shall be recovered against a municipal corporation, and the execution thereof shall not be stayed pursuant to law, or the time for such stay shall have expired, the treasurer or other financial officer of such cor- poration having sufficient moneys in his hands belonging to the corporation not otherwise specially appropriated, shall pay such judgment upon the production of a certified copy of the docket thereof. CHAPTER IX. PEO VISIONS EELATING TO BONDS, CONTEACTS, PAY- MENT OF WAGES AND FAEES. Section 38. Conversion of bonds into stock in certain cases where tracks are relaid. 39. Railroad bonds; how made non-negotioble by indorsement. 40. Change of grade of railroads, and provision for increase of float- ing and bonded indebtedness. 41. Railroad mortgages of real and personal property need not be filed as chattel mortgages. 43. Contracts for conditional sale of personal property on credit to be filed. 43. The same not applicable to contracts which have been or must be- recorded. 44. Contracts for lease or conditional sale of equipment and rolling stock to be filed. 45. Railroad companies must pay employees in cash. 46. Employees of certain railroads to be paid weekly. 47. Payment of fares upon railroads. § 38. Conversion op Bonds into Stock in Certain Cases- WHERE Tracks are Eelaid. Laws of 1849, Chap- ter 271, Section 1. All railroad companies in the State of New York whose roads- have been or now are laid with the flat bar rail, and that have bor- rowed or that may hereafter borrow money on bonds of the said companies for relaying said road with the heavy iron rail, weigh- ing not less than fifty-six pounds to the lineal yard, and pay all or- any part of said bonds out of the earnings of said roads, may for such part of said bonds as the companies do pay as aforesaid, con- vert the same into stock and divide the same ratably among the stockholders ; or the directors may dispose of said stock at auction to the highest bidder and divide the amount for which it sells- among the stockholders in proportion to the stock respectively held by them. § 39. Eailroad Bonds, how made Non-negotiable by In- dorsement. Laws of 1871, Chapter 84, Sec- tion 1. —It shall be lawful for any person or persons owning and holding any railroad mortgage bonds, or other corporate bonds (for whicK 236 Railroad Laws of New York. £L registry is not by law provided), heretofore issued, or which may be hereafter issued, and made payable in this State and which are made payable to bearer, to render the same non-negotiable by the owner and holder indorsing upon the same and subscribing a state- ment that said bond is the property of such owner. And there- upon the principal sum of money mentioned in said bond shall •only be payable to such owner' or his legal representatives or assigns. The Same; Indorsement. Laws of 1873, Chapter 595, Sections 1-4. The owner or holder of any corporate or municipal bond or ob- ligation (except such as ai'e designed to circulate as currency), payable to bearer, heretofore issued or which may hereafter be issued, and payable in this State, but not registered in pursuatice to any law thereof, may make the same non-negotiable (except as provided in the second section, of this act), by subscribing his name to a statement indorsed thereon, that such bond or obliga- tion is his property, and thereupon the principal sum therein men- iioned shall be payable only to such owner or holder or his legal representatives or assigns.' The bond and obligations mentioned in the last section, after having been indorsed as therein provided, may be transferred by an endorsement in blank, or payable to bearer, or to order, with the addition of the assignor's place of residence. The provisions of this act shall apply to all interest coupons accompanying any corporate or municipal bond or obligation pay- able in this State. • So much of chapter eighty-four of the Laws of one thousand eight hundred and seventy-one, entitled " An act to authorize the owners and holders of certain railroad mortgage bonds, made payable to bearer, to render the same payable to order only," as is inconsistent with this act is hereby repealed. (See preceding ■section.) Eailroad Bonds May be Transferred by Indorsement in Blank. La^vs of 1871, Chapter 84, Section 2. The bonds described and referred to in the first section of this :act* may be transferred by an indorsement in blank, giving name and residence of assignor, or they may be transferred by an in- 5 Civ. Pro. R. (Browne) 125; 66 How. Pr. 437 S2 Hun, 167. Bonds, Contracts, Payment of Wages, etc. 237 dorsement payable to bearer or to the order of the purchaser (naming him), subscribed by the assignor, giving name and place of residence.' § 40. Change oe G-rade of Eailroads, and Provision for Increase of Floating and Bonded Indebtedness. Laws of 1891, Chap. 267, Sec. 1. Any railroad company incorporated under chapter one hundred and forty of the laws of eighteen hundred and fifty, entitled " An act to authorize the formation of railroad corporations and to regulate the same," and acts amendatory thereof and supplemen. tary thereto, may change the gauge of its road on consent of the board of railroad commissioners and approval of the stockholders of said railroad company owning three-fourths in amount of the capital stock, said approval of said stockholders to be made at a special meeting of the stockholders of said company called for- that purpose ; and upon like consent of said board of railroad commissioners, and upon like approval of the stockholders of said railroad company owning three-fourths in amount of the- said capital stock of said company, the floating and bonded in- debtedness of said railroad company may be increased to an amount necessary to make such change of gauge and to provide for the operating expenses of said railroad, notwithstanding re- strictions or limitations contained in the original certificate of in- corporation of said railroad company. § 41. Eaileoad Mortgages op Real or Personal Prop- erty Need not be Filed as Chattel Mortgaegs. Laws of 1868, Chap. 779. It shall not be necessary to file as a chattel mortgage, any mort- gage which has been, or shall hereafter be, executed by any rail- road company upon real and personal property, and which has been, or shall be recorded as a mortgage of real estate in each county in or through which the railroad runs.' § 42. Contracts for Conditional Sale op Personal Property on Credit to be Filed. Laws op 1884, Chap. 315, Section 2, as Amended by Laws of 1885, Chap. 488, Section 1. § 2. Instruments, where to befiled. The instruments mentioned 'lOBosw.,333. ' 33 Hun, 167; 54 N. Y., 314; 85 Barb., 484; 31 id., 590; 94 N. Y., 160; 51 Barb., 45; 47 id., 104. 238 Eailroad Laws of New York. in the preceding section shall be filed in the several towns and cities in this State, where the person to whom such property is so •contracted to be sold, if a resident of this state, shall reside at the time of the execution thereof ; and if not a resident, then in the city or town where the property so contracted to be sold shall be .at the time of the execution of such instrument. In the city of New York such instrument shall be filed in the office of the reg- ister of the city, and in the county of Kings in the office of the register of said county. In the several cities of this states other than the cities and New York and Brooklyn, and in the several towns of this state in which a county clerk's office is kept, in such •office ; and in each of the other towns in this state, in the office of the town clerk thereof. If the conditional vendee be a railroad corporation, the instrument mentioned in the preceding section shall be filed in the office of the clerk of each county through which its railroad is located, or, in counties where there is a regis- ter, in the office of the register, and such filing shall be deemed sufficient for all the purposes of this act. Such registers and -clerks are hereby required to file all such instruments aforesaid, presented to them respectively for that purpose, and to indorse •thereon the time of receiving the same, and shall deposit the same in their respective offices, to be kept there for the inspection of all persons interested. § 4a. The Same. Not Applicable to Contracts Which have been or must be Recorded. Laws OF 1884, Chap. 315, Section 7, as Amended by Laws op 1886, Chap. 495, and by Laws of 1888, Chap. 225, Section 1. * * * This act shall not apply to railroad equipment or Tolling-stock sold, leased or loaned, under a contract which has been or nmst be recorded pursuant to the provisions of chapter three hundred and eighty -three of the Laws of eighteeen hundred and eighty-three, entitled "An act relating to certain contracts for the lease or conditional sale of railroad equipment and rolling stock, and providing for the record thereof." § 44. Contracts for lease or Conditional sale of Equipment and Eolling Stock to be Filed. Laws OF 1883, Chap. 383. Section 1. Conditional sale, lease or loan of equipment and roU- ing stock to be invalid as to judgment creditors and purchasers, viithr Bonds, Contracts, PAYkENT op Wages, etc. 239 out notice, unless evidenced in writing and recorded. Whenever any railroad equipment and rolling stock shall hereafter be sold, leased or loaned on the condition that the title to the same, notwith- standing the possession and use of the same by the vendee, lesssee or bailee, shall remain in the vendor, lessor or bailor until the terms of the contract as to as to the payment of the in- stallments, amounts or rentals payable, or the performance of other obligations thereunder shall have been fully complied with, but, also providing , that title thereto shall pass to the vendee, lessee or bailee on full payment therefor as aforeaid, such con- tracts shall be invalid as to any subsequent judgment creditor or any subsequent purchaser for a valuable consideration without notice, unless 1. The same shall be evidenced by writing, duly acknowledged before some person authorized by law to take acknowledgments of deeds. 2. Such writing shall be recorded in the same book as mort- gages are recorded, in the office of the clerk of the county in which is located the principal office or place of business of such vendee, lessee or bailee within the state, or in the office of the reg- ister's office. 3. Name of vendor, etc., to be on locomotive or car, etc. Each loco- motive or car so sold, leased or loaned shall have the name of the vendor, lessor or bailor, or the assignee of such vendor, lessor or bailor plainly marked upon both sides thereof, followed by the word owner, lessor, bailor or assignee, as the case may be. § 2. Not to invalidate any contract heretofore made if recorded within ninety days. This act shall not be held to apply to or inval- idate any contract heretofore made of the character described in the first section, but the same shall be and remain valid if recorded within ninety days from the date thereof. § 45. Eailroad Companies must pay Employees in Cash. Laws 1889, Chap. 381. Section 1. Wages payable only in cash. Every manufactur- ing, mining or quarrying, mercantile, railroad, street railway, canal, steamboat, telegraph and telephone corporation, and every incor- porated express company, and water company not municipal shall pay to each and every employee engaged in its business the wages earned by such employee in cash ; and it shall not be lawful for any of the above-named companies or corporations to pay their 240 Eailkoad Laws of New York. employees in their own scrip or that of others commoiily known as store money orders. § 2. Penalty for violation of act Any corporation violating any of the provisions of this act shall be punished by a fine not ex- ceeding fifty, and not less than ten dollars, on each complaint on which it is convicted, provided complaint for such violation is made within thirty days from the date thereof. § 46. Employees op Certain Eailroads to be paid Weekly. Laws of 1890, Chap. 388. Section 1. Weekly payment of wages required. — Every manu- facturing, mining or quarrying, lumbering, mercantile, railroad, surface, street, electric and elevated railway (except steam surface railroads), steamboat, telegraph, telephone and municipal corpora- tion, and every incorporated express company and water com- pany shall pay weekly, each and every employee, engaged in its business, the wages earned by such employe, to within six days of the date of such payment, provided, however, that if at any time of payment any employee shall be absent from his regular place of labor, he shall be entitled to said payment at any time thereafter upon demand.' § 2. Penalty for violation; penalties how recovered; assignment of wages when forhidden. — Any corporation violating any of the provisions of this act shall be liable to a penalty not exceeding fifty dollars and not less than ten dollars for each violation, to be paid to the people of the state and which may be recovered in a civil action ; provided an action for such violation is commenced within thirty days from the date thereof. The factory inspectors of this state, their assistants or deputies may bring an action in the name of the people of the state as plaintiff against any cor- poration which neglects to comply with the provisions of this act for a period of two weeks, after having been notified in writing by such inspectors, assistants or deputies, that such action will be brought. On the trial of such action, such corporation shall not be allowed to set up any defense for a failure to pay weekly any employe engaged in its business the wages earned by such em- ploye to within six days of the date of such payment other than a valid assignment of such wages or a valid set-off against the same, or the absence of such employe from his regular place of labor at ' Peo. V. City of Buffalo, 57 Hun, 577. Bonds, Contracts, Payment of Wages, etc. 241 the time of payment, or an actual tender to such employe at the time of payment of the wages so earned by him, or a breach of contract by such employe, or a denial of the employment. No assignment of future wages, payable weekly, under the provisions of this act shall be valid if made to the corporation from whom such wages are to become due, or to any person on behalf of such corporation, or if made or procured to be made to any person for the purpose of relieving such corporation from the obligation to pay weekly under the provisions of this act. Nor shall any of said corporations require any agreement from any employe to accept wages at other periods than as provided in section one of this act as a condition of employment. § 3. Proceedings to enforce act. — The provisions of section *two hundred and sixty-three, and three hundred and eighty-four of the Code of Civil Procedure shall apply to and govern any pro- ceedings brought to enforce the provisions of this act, and it is hereby made the duty of the attorney-general of this state to ap- pear in behalf of such proceedings brought hereunder by the factory inspectors of this state, their assistants or deputies. § 4. This act shall take effect on the first day of July, eighteen hundred and ninety. § 47. Payments of Fares upon Eailroads. Laws of 1889, Chap. 38, Sec. 1. Extra fare may he exacted when no ticlcet is purchased; rebate ticket to he issuee therefor. — It shall be lawful for any company owning or operating a steam railroad in this State, to demand and collect an excess charge of ten cents over the regular or estab- lished rate of fare, from any passenger who pays fare in the car in which he or she may have taken passage, except where such pas- sage is wholly within the limits of any incorporated city in this State, provided, however, that it shall be the duty of such com- pany to give to any passenger paying such excess, a receipt or other evidence of such payment, and which shall legibly state that it entitles the holder thereof to have such excess charge refunded, upon the delivery of the same at any ticket office of said company, upon the line of their railroad, and said company shall refund the same upon demand ; and provided further that this act shall not * So in the original. 16 24:2 Eaileoad Laws of New York. apply to any passenger taking passage from a station or stopping place when tickets cannot be purchased during half an hour pre- vious to the schedule time for the departure of said train on which Buch passenger takes passage. CHAPTER X. EAILWAY APPLIANCES. Section 48. Railroad commissioners may compel the lighting and ventilation of tunnels. 49. Automatic car couplers regulated. 50. Prevention of flres in forest lands. 51. Lights on swing bridges across the Hudson river. § 48. Eaileoad Commissioners may Compel the Lighting AND Ventilation of Tunnels. Laws op 1891, Chapter 360. Section 1. The board of railroad commissioners of the State of New York are hereby authorized, empowered and given full and complete authority to require and compel all tunnels used or to be used by railways operated by steam in this State to be prop- erly ventilated, in such manner and by such means and mechan- ical appliances as said board of railroad commissioners, or a ma- jority of the same, may direct. § 2. The board of railroad commissioners of this State are also hereby authorized, empowered and given full and complete au- thority to require and compel all tunnels used, or to be used by railroads operated by steam in this State, to be properly lighted by electricity or otherwise, or by such means or in such manner as said board of railroad commissioners, or a majority of the same, may direct. § 3. Whenever said board of railroad commissioners of this State, or a majority thereof, shall cause to be personally served upon any railrt-ad corporation controlling any tunnel, or part of a tunnel, in this State for the purpose of operating a railroad or moving, hauling or propelling cars therein by steam by delivering a copy personally to the president, general manager or any direc- tor of said corpofation of a notice or order, signed by a majority of said board of railroad commissioners, stating and specifying the structures to be erected, the manner, means, mechanical appli- ance and apparatus to be used in lighting or ventilating any tun- nel or tunnels used by said corporation for the purpose of moving, hauling or propelling cars by steam therein as aforesaid, said cor- 244 Eaileoad Laws of New York. poration shall, within thirty days from and after the service of said notice or order as aforesaid, cause said tunnel or tunnels so used by it as aforesaid to be lighted or ventilated, or both, in the manner and by the means and use of the mechanical apparatus and appliances specified and pointed out in said notice or order. § 4. After the expiration of thirty days from the service of said order or notice specified in the preceding section, as therein di- rected, if said corporation shall not have fully complied with the provisions and requirements of said notice or order as aforesaid, and as therein directed and required, said board of railroad com- missioners, or a majority of said board, may apply to the supreme court of this State for a writ of mandamus to compel said coi-po- ration or corporations so neglecting or refusing to obey and com- ply with the provisions of said order or notice to comply with and obey the provisions and requirements of said notice or order, and said court shall have full power and authority to hear and deter- mine said matter, and, after giving the corporation or corporations proceeded against an opportunity to be heard in its or their de- fense, to compel said corporation or corporations so proceeded against to obey said order or notice, and forthwith comply with and carry out the provisions and requirements therein contained. § 5. Every corporation violating any of the pi'ovisions of this act shall be guilty of a misdemeanor, and may be indicted therefor, and may be compelled to appear and plead to- an indictment therefor in the person of its president, secretary, treasurer or any director thereof, and a bench warrant may issue out of any com- petent court to compel such attendance and pleading, and, upon conviction thereof, punished by a fine of one thousand dollars, and an additional fine of five hundred dollars a day for each and every day or part of a day after thirty days from the due service of said notice or order that said corporation shall refuse or neglect to obey and carry out the requirements and provisions of the same, and duly sentenced to pay the same. § 6. It shall be the duty of the district attorney prosecuting any corporation for a violation of any of the provisions of this act, that shall be convicted thereof and sentenced to pay a fine there- for, to cause a judgment-roll to be made up, consisting of the in- dictment orders and sentence of the court and a formal judgment, to be prepared by him, which judgment shall be duly signed by the clerk of the county in which said trial took place ; said judg- ment-roll shall be filed by said county clerk and said judgment Eailway Appliances. 245 shall be duly recorded in the book of judgments in said county and duly entered and docketed by said county clerk in said county the same as if said judgment had been obtained in a civil action, and said judgment so duly entered and docketed shall become and be a lien upon all of the real estate of said corporation against which the same is obtained, and the collection thereof may be enforced by execution to be issued and signed by the district attorney of the county where the trial of said indictment took place, in the same manner and to the same extent as executions are collected in civil action. § 7. In cities of this state having a population of one million inhabitants or over, where tunnels are or may hereafter be oper- ated or controlled by any railroad corporasion such portions of any mechanical or other devices or appliances as may be required under the provisions of this act to be constructed on or above the surface of any streets, avenues or other places under which such tunnels- may be built, shall be subject as to form, material and construction, to the approval of the local authorities of such cities, except that in the city of New York such approval shall be by a majority vote of the mayor, the comptroller, the commissioner of public works and the president of the department of public parks of said city. § 49. Automatic Car Couplers regulated. Laws of 1889, Chapter 524. Section' 1. Use of automatic couplers on freight cars regulated. — All persons and corporations operating any line or lines of railway by steam power in this State shall, after the first day of Novem- ber, 1892, equip all of its own engines and freight cars run and used in freight trains, or other trains in this State, with such auto- matic self couplers ; and it shall be unlawful after that date, to run or operate in this State any freight cars belonging to such per- sons or corporations without having the same equipped with the appliances above mentioned. Provided, that it shall be lawful in case of accident, or other emergency, to temporarily dispense with the use of such appliances. § 2. Railroad commissioners may extend time. — In special cases the Railroad Commissioners of this State may extend the time for compliance with this act for a period not exceeding one year. § 3. Failure to comply with act ; how punished. — Any person or corporation operating a line of railway by steam power in ^this 246 Eailroad Laws of New York. State who shall fail or neglect to comply with the provisions of this act shall be guilty of a misdemeanor, and, on conviction, shall be punished by a fine of $500 for each offense. Provided, that employees shall not be deemed guilty or subject to punish- ment under this act § 50. Prevention op Fires in Forest Lands. Laws op 1885, Chapter 283. § 25. Railroad companies to hum all inflammable material.^ Every railroad company whose road passes through waste or for- est lands, or lands liable to be overrun by fires within the State, shall twice in each year cut and burn off or remove from its right of way all grass, brush or other inflammable material, but under proper care, and at times when the fires thus set are not liable to spread beyond control. § 26. Locomotives to be provided with arrangement for preventing escape of fire from engine. — All locomotives which shall be run through forest lands shall be provided, within one year from the date of this act, with approved and sufficient arrangements for pre- venting the escape of fire from their furnaces or ash-pan, and net- ting of steel or iron wire upon their smoke-stack to check the escape of sparks of fire. It shall be the duty of every engineer and fireman employed upon a locomotive to see that the appli- ances for the prevention of the escape of fire are in use and ap- plied, as far as it can be reasonably and possibly done. § 27. No railroad company shall permit its employees to de- posit fire-coals or ashes upon their track in the immediate vicinity of woodlands or lands liable to be overrun by fires, and in all cases where any engineers, conductors or trainmen discover that fences along the right of way, on woodlands adjacent to the rail- road, are burning, or in danger of fire, it shall be their duty to re- port the same at their next stopping place, and the person in charge of such station shall take prompt measure for extinguishing such fires. § 28. Companies to provide men to extinguish fires. — In seasons of drought, and especially during the first dry time in the spring after the snows have gone and before vegetation has revived, rail- road companies shall employ a sufficient additional number of trackmen for the prompt extinguishment of fires. And where a forest fire is raging near the line of their road they shall concen- Eailway Appliances. 247 trate such help and adopt such measures as shall most effectually arrest their progress. § 29. Any railroad company violating the provisions or re- quirements of this act shall be liable to a fine of $100 for each offense. § 51. Lights ON Swing Bridges across the Hudson Eiver. Laws of 1880, Chapter 541. Section 1. Evei-y individual association of individuals, com- pany or corporation, owning, maintaining or operating a swing bridge across the Hudson river, shall, during the season of navi- gation, between sundown and sunrise, keep and maintain the fol- lowing lights : Upon every such swing bridge with water way on each side of pivot pier, eight lights, located as follows : On the east rest pier, on or over the north end, one red light; on or over the south end, one red light ; on the west rest pier, on or over the north end, one red light * ; on or over the south end, one red light ; and when open, a green light on each corner of said swing- bridge. Upon every such swing bridge with water way on but one side of pivot pier, five lights, located as follows : On the rest pier nearest the channel, on or over the north end, one red light ; on or over the south end, one red light ; and when such swing bridge is open, a green light at each end thereof upon the corners nearest the channels, said lights to be of the usual brilliancy of lights used for such purposes, known as signal lanterns. § 2. Every person, association, company or corporation who shall violate the foregoing provisions shall, for every such offense, be deemed guilty of a misdemeanor, and upon conviction there- for be punished by a fine not exceeding the sum of one hundred dollars. * So in original. F.A.:EIT SEOOIsTlO CHAPTER I. LOCATION OF TRACKS; TITLE TO CBETAIN LANDS ; CANAL, ELECTRIC LIGHT AND PLANK-ROAD COM- PANIES MAY LAY TRACKS. Section 53. Streets and highways may be laid across railroads; duty of corpo- ration; penalty. 53. When commissioners may consent to construction of railroad across public highways; duty of corporation. 54. Sales and exchanges of forest lands. 55. Title to salt lands; how acquired. 56. Title of the United States to certain lands not affected by railroad privileges. 57. Maps to be filed where railroads constructed near or across canals. 58. Corporations owning canals may construct and operate railroads. 59. Electric light and power companies may construct and operate railroads. i60. Plank-road and turnpike companies authorized to lay down rails. § 53. Streets and Highways may be laid across Rail- roads; Duty of Corporation; Penalty; Laws OF 1853, Chapter 62. Section 1. It shall be lawful for the authorities of any city, village or town in this state, who are by law empowered to lay out streets and highways, to lay out any street or highway across the track of any railroad now laid or which may hereafter be laid, without compensation to the corporation owning such railroad ; but no such street or highway shall be actually open for use until thirty days after notice of such laying out has been served per- sonally upon the president, vice-president, treasurer or a director of such corporation. § 2. It shall be the duty of any railroad corporation, across whose track a street or highway shall be laid out as aforesaid, im- mediately after the service of said notice, to cause the said street or highway to be taken across their track, as shall be most con- venient and useful for public travel, and to cause all necessary embankments, excavations and other work to be done on their 250 Eailroad Laws of New York. road for that parpose; and all the provisions of the act, passed April second, eighteen hundred and fifty, in relation to crossing streets and highways, already laid out, by railroads, and in rela- tion to cattle guards and other securities and facilities for crossing such roads, shall apply to streets and highways hereafter laid out' § 3. If any raih'oad corporation shall neglect or refuse, for thirty days after the service of the notice aforesaid, to cause the necess- ary work to be done and completed, and improvements made om such streets or highways across their road, they shall forfeit and pay the sum of twenty dollars for every subsequent day's neglect or refusal, to be recovered by the officers laying out such street or highway, to be expended on the same ; but the time for doing said work may be extended, not to exceed thirty days, by the county judge of the county in which such street or highway, or any part thereof, may be situated, if, in his opinion, the said work cannot be performed within the time limited by this act.' § 53. When Commissionees jiay consent to construction" OF Eailroad across Public Highway; Duty of Corporation, Laws of 1835, Chapter 300. Section 1. Whenever any association or individual shall con- struct a railroad upon land purchased for that purpose, on a route which shall cross any I'oad or other public highway, it shall be lawful for the commissioners of highways, having the supervision thereof, to give a written consent that such railroad may be constructed across or on such road or other public highway ; and thereafter- such association or individual shall be authorized to construct and use a railroad across, or on such road or other highways as the commissioners aforesaid shall have permitted ; but any public highway thus intersected or crossed by a railroad, shall be so- restored to its former state as not to have impaired its usefulness.' § 54. Sales and Exchanges of Forest Lands ; Laws op 1885, Chapter 288. Sections. Forest lands not to he leased or taken. — The lands now or hereafter constituting the forest preserve shall be forever kept as wild forest lands, and shall not be sold nor shall they be leased ' Quare. If section 2 of this act is not wholly or partly repealed by Laws of 1890, chapter 565, section 180. 2 21 Barb., 513; 24 N. Y., 345; 76 id., 594; 91 id., 552; 90 id., 21, 24. 3 14 N. Y., 520; 20 W. Dig., 478; 40 Hun, 313. Location of Tracks, etc. 251 or taken by any person or corporation, public or private, except, that whenever any of the lands now constituting the forest pre- serve, or which may thereafter become a part thereof, owned by the state within any county specified in section seven of the act hereby amended, shall consist of separate small parcels or tracts wholly detached from the main portions of the forest preserve and bounded on every side by lands not owned by the state, then it shall be lawful, and the comptroller shall have power to sell and convey such separate tracts or parcels, or the timber thereon, to such person or persons, corporation or association as shall have ofiered the highest price therefor ; but no such tract or parcels of land, or the timber thereon, shall be sold by the comptroller ex- cept upon the recommendation of the forest commission or a. majority thereof, together with the advice of the attorney-general on behalf of the State. Such separate tracts or parcels of land may be exchanged by the comptroller for lands that lie adjoining the main tracks of the forest preserve upon the recommendation of the forest commission or a majority thereof, together with the advice of the attorney-general on behalf of the state ; but the val- ues of said lands so exchanged must be first appraised by three disinterested appraisers sworn to faithfully and fairly appraise the- value of said lands, and the difference, if any, between the values- of such parcels so proposed to be exchanged shall be paid by the party so exchanging with the State into the State treasury, but the State shall not pay the amount of any such difference. Two of said appraisers shall be nominated and appointed by the county judge of the county in which said lands proposed to be exchanged are situate, or in case such lands are situate in two counties, then the county judge of each county shall nominate and appoint each one appraiser. The two appraisers so appointed shall select a third appraiser, and they shall report to the comptroller the re- sult of said appraisal before such lands shall be exchanged as aforesaid. The said appraisers so appointed shall receive the same compensation for their services as is provided for appraisers of de- cedents' estates, to be paid by the party so proposing to exchange lands with the State. It shall be the duty of the comptroller annually to report to the legislature all sales or exchanges of lands made under the provisions of this act, together with all bids and the amounts received therefor, and in said report shall be included the reports of appraisers of lands exchanged in accordance with the- foregoing provisions. The proceeds of all land so sold, or the 252 Railroad Laws of New York. receipts from all exchanges so made, shall be invested by the •comptroller, with the approval of the forest commission, in the purcliase of forest land adjoining great blocks of the forest pre- ■serve now owned by the state. (Thus amended, Laws of 1887, chap. 475.) I 55. Title to Salt Lands ; How Acquired ; Laws op 1848, Chapter 346. Section 7. — "Whenever it shall be necessary for any raih-oad ■company to occupy any of the salt lands belonging to this state for the use of their road, the same shall be appraised in the manner provided for in the second section of this act, and when they shall pay into the treasury of this state, the said appraised value, they ■shall become possessed of the same to the same extent as by their charter they are authorized to become possessed of land belonging to individuals.' ^ 56. Title of the United States to certain lands, not affected by railroad privileges. Laws op 1870, Chapter 70. Section 1. — Any right, title or privilege heretofore granted, or which may be granted by the United (sic) authorities to any rail- road company to cross or occupy any portion of the fortification grounds in the city of Oswego, for road tracks or any railroad pur- pose connected therewith, shall not impair or invalidate any of the rights, titles or privileges given to the United States by an act ■entitled "An act to cede the jurisdiction of certain lands near the mouth of the Oswego river, New York, to the United States," passed April 25, 1839. § 57. Maps to be Filed when Eailroads Constructed Near or Across Canal. Laws of 1834, Chap- ter 276. Section 17.-^The canal commissioners are hereby invested •with a general and supervisory power over so much of any rail- road as passes over any canal or feeder belonging to this state, or :approaches within ten rods of such canal or feeder, so far as such power may be necessary to preserve the free and perfect use of the canals or feeders of this state, and necessary for making any •repairs, improvements or alterations in the same ; gnd said com- ' 7 Barb., 599; 6 N. Y., 74. Location op Tracks, etc. 253. pany shall not construct their railroad over or at any place within ten rods of any canal or feeder belonging to this State, unless said company shall lay before the commissioners aforesaid, a map, plan and profile, as well of the canal or feeder as of the route desig- nated for their railroad, exhibiting distinctly and accurately the- relations of each to the other, at all the places within the limits o£ ten rods as aforesaid ; and shall thereupon obtain the written per- mission of said canal commissioners, with such conditions, instruc- tions and limitations as, in the judgment of said canal commis- sioners, the free and perfect use of any such canal or feeder may require. § 58. COEPORATIONS OWNING CANALS MAY CONSTRUCT AND- Opeeatb Eailroads. Laws of 1881, Chapter 452. Section 1. — It shall be lawful for any corporation of this State owning and operating a canal to construct and operate along or in, lieu of such canal a railroad, and the exercise of the authority hereby conferred shall not be deemed to forfeit or impair its cor- porate rights under its charter or act of incorporation. § 2. Such company in the construction and maintenance of any- such railroad under the authority of this act shall have, possess and enjoy all the powers and privileges contained in an act en- titled "An act to authorize the formation of railroad corporations and to regulate the same," passed April second, eighteen hundred and fifty, and the several acts amending the same, and be subject, to all the duties, liabilities and provisions so far as relates to any powers or privileges by this act upon said company conferred and hereafter exercised.' § 3. Nothing in this act contained shall authorize the construQ,- tion of any railroad except upon or along such canal owned and operated by any such company, and not in any other locality. § 59. Electric Light and Power Companies May Con- struct AND Operate Eailroads. Laws of 1890,. Chapter 416. Section 1. All stockholders of any domestic electric light and power company incorporated under a general law, and having at least five stockholders, and actually carrying on business in this state, may execute and file in the of&ces in which the original cer- ' QtuBre. — In section 2 of this act is not repealed by Laws of 1890, chapter 585, section 180. 254 Eailroad Laws of New York. "tificates of incorporation thereof are filed, an amended certificate of incorporation, complying in every other respect than as to the number of signers, who shall be not less than five, and as to the number of directors, who shall be not less than five, with the pro- visions of sections one and two of chapter one hundred and forty •of the laws of eighteen hundred and fifty, entitled " An act to authorize the formation of raih-oad corporations and to regulate the same," and may also in and by such certificate amend the cor- porate name of such corporation, by adding before the word ■" company " in its corporate name the words " and railroad," and upon the filing of such certificate the said corporation shall have the right to build, maintain and operate by electricity as a motive power a railroad not exceeding twenty miles in length and not a street surface railroad, and such corporation shall otherwise be subject to all the provisions of the general railroad laws of the state, and have all the powers, rights and privileges thereby con- ferred upon railroad corporations. § 2. This act shall not apply to any railroad now located in whole or in part or hereafter to be located in any city in this state. § 60. Plank-koad and Turnpike Companies Authorized TO Lay Down Rails. Laws of 1879, Chapter 214 Section 1. Any plank-road or turnpike company shall have power and is authorized to lay iron rails on their road suitable for the use of wagons and vehicles drawn by horses going over its road, except in the counties of Cortland, Orleans, Kings, Oneida, New York and Steaben. • Nothing contained in this act shall permit or authorize the using of steam on any plank-road or turnpike. Idem, § 2. CHAPTER II. EAILWAY TICKETS AND BAGGAGE. Section 61. Railroad companies to make annual statements of rates of fare to be charged immigrants and second class passengers. 6:i. Immigrant tickets; how endorsed. 63. Rate of fare for transportation of immigrants; immigrants to be furnished with seats, etc. 64. Penalty for violation of the foregoing provisions. 65. Proceedings on the arrest of an offender. 66. Sale of immigrant tickets in the city of New York; how regu- lated. 67. Proceedings upon violation of the foregoing provisions. 68. Penalty for violation of foregoing provisions. 69. Restrictions 'against soliciting immigrants as passengers before landing in New York city. 70. Sales of passenger tickets at excessive rates; how punished. 71. Sleeping car tickets; how indorsed. 73. Free passes on railroads. 73. Description of unclaimed trunks and baggage to be entered in a book. 74. Description of property to be made and published. 75. If property not claimed for sixty days, to be opened and inven- tory to be made, and sold at public auction. 76. Expense to be a lien upon the property. 77. Penalty. '§61. Eailroad Companies to make Annual Statements of rate of fare to be charged immigrants and Second-class Passengers; Laws of 1855, chap- ter 474. Section 1. It shall be the duty of all companies, associations •and pereons, hereinafter undertaking to transport or convey, or engaged in transporting or conveying bj' railroad, steamboat, canal boat or propeller, any imnaigrant, second class, steerage, or deck passenger, from the city, bay or harbor of New York, to any point or place, distant more than ten miles therefrom, or from the cities of Albany, Troy and Buffalo, the town or harbor of Dunkirk, or the Suspension Bridge, to any other place or places, to deliver to the mayors of the city of New York, Albany, Troy and Buffalo, on or before the first day of April in each or every year, a written or 256 Eailroad Laws of New York. printed statement of the price or rates of fare, to be charged by- such company, association or person, for the conveyance of such immigrants, second class, steerage and declc passengers respectively, and the price per hundred pounds for the carriage of the luggage, and the weight of luggage to be carried free of such passengers- from and to each and every place, from and to which any such company, association or person, shall undertake to transport and convey such passengers ; and such prices or rates shall not exceed' the prices and rates charged by the company, association or person, after the time of delivering such statements to the said mayors ; and such statements shall also contain a particular description of the mode and route by which such passengers are to be trans- ported and conveyed, specifying whether it is to be by railroad, steamboat, canal boat or propeller, and what part of the route is- by each, and also the class of passage, whether by immigrant, trains, second class, steerage or deck passage. In case such com- panies, association or person, shall desire thereafter to make any change or alteration in the rates or prices of such transportatiott and conveyance, they shall deliver to the said mayors respectively a similar statement of the prices and rates as altered and changed by them ; but the rates and prices so changed and altered, shall not be charged or received until five days after the delivery of the- statements thereof, to the said mayors respectively. § 62. Immigrant Tickets ; How Indorsed ; Laws of 1855, CHAPTER 474. Section 2. Every ticket, receipt or certificate which shall be- made or issued by any company, association or person, for the- conveyance of any immigrant, second class, steerage or deck pas- sengers, or as evidence of their having paid for a passage, or being entitled to be conveyed from either or any of the points or places in the first section of this act mentioned to any other place or places, shall contain or have indorsed thereon a printed statement of the names of the particular railroad or railroads, and of the line or lines of steamboats, canal boats and propellers, or of the partic- ular boats or propellors, as the case may be, which are to be used in the transportation and conveyance of such passengers, and also- the price or the rate of fare charged or received for the transporta- tion and conveyance of any such passenger or passengers with his- or their luggage. Eailway Tickets and Baggage. 25f § 63. Eate op Fare for Transportation of Immigrants ; Immigrants to be Fttrnished with Se4ts, Etc. Laws of 1855, Chapter 474. Section 3. It shall not be lawful for any person or persons to de- mand or receive, or bargain for the receipt of any greater or higher price or rate of fare for the transportation and conveyance of any such immigrant, second class, steerage, or deck passengers with their luggage, or either, from either or any of the points or places in the first section of this act mentioned, to any other point or place, than the prices or rates contained in the statements, which shall be delivered to the mayors of the cities of New York, Albany, Troy and Buffalo, and said commissioners respectively, as in the said first section provided for, or the price or rates which shall be established and fixed for the transportation and conveyance of such passengers and their luggage, or either, by the proprietors or agents of the line or lines, or means of conveyance by which such passenger or passengers and their luggage are to be transported or conveyed. In all cases each immigrant over four years of age conveyed by railroad, shall be furnished with a seat with perma- nent back to the same, and when conveyed by steamboat, propel- ler or canal boat, shall be allowed at least two and one-half feet square in the clear on deck. Such deck shall be covered and made water-tight over head, and shall be properly protected at the outsides by curtains or partitions, and shall be properly ventilated.' § 64. Penalty for Violation of the Foregoing Provis- ions. Laws of 1855, Chapter 474. Section 4. Any company, association, person or persons violat- ing or neglecting to comply with any of the provisions of the first or second sections of this act, shall be liable to a penalty of two hundred and fifty dollars for each and every offense, to be sued for and recovered in the name of the people of this State; and every person violating any of the provisions of the third section of this. act shall be deemed guilty of a misdemeanor, and on conviction thereof, the person offending may be punished by a fine of two- hundred and fifty dollars, or by imprisonment not exceeding one year, or by both fine and imprisonment, in the discretion of the 'For the places referred to in the foregoing section, see section one of the same act. 17 258 Railroad Laws of New York. court ; one-half of which fines when recovered shall be paid to the inforiaer and the other half into the county treasury where the action shall be tried or the conviction had.' § 65. Proceedings on Arrest of an Offender. Laws op 1855, Chapter 474. Section 5. It shall be the duty of every magistrate who shall issue a warrant for the apprehension of any person or persons for violating the provisions of the third section of this act, within twenty- four hours after such person or persons shall have been taken and brought before him, to take the testinaony of any witness who may be offered to prove the offense charged, in the presence of the accused, who may, in person or by counsel, cross-examine such witness. The testimony so taken shall be signed by the witness, and be certified by the magistrate, and in case such mag- istrate shall commit the accused to answer the charge, he shall immediately thereafter file the testimony so taken with the district attorney of the county in which the offense was committed, to be used on the trial of or any other further proceedings against the accused ; and the testimony so taken shall be deemed valid and competent for that purpose, and be read and used with the like effect as if such witness were orally examined on . such trial or proceedings. After the testimony of any witness shall be so taken, he shall not be detained, nor be imprisoned, or compelled to give any recognizance for his future appearance as a witness on any trial or proceeding thereafter to be had in the premises." § 66. Sale of Immigrant Tickets in the City op New York— How Eegulated. Laws of 1868, Chapter 793. Section 1. It shall not be lawful for any railroad company, or for any agent, employee or other ofiicer of any railroad company, or for any other person, to sell, offer for sale, or otherwise dis- pose of any ticket or tickets, or written or printed instruments, or instruments partly written and partly printed, for the transpor- tation or conveyance on or by any railroad or steamboat, of any immigrant or deck or steerage or second class passenger, arriving at the port of New York from a foreign country, at any place or places in the city of New York, except such as may be desig- nated by the commissioners of emigration ; which place or places ' See preceding sections for sections one and two of this act. " See section three of this act. Eailway Tickets and Baggage. 259 may from time to time, as they may deem best, be changed by the said commissioners, provided, however, that nothing herein con- tained shall prevent any railroad company from selling tickets to any persons at the rates of fare charged for first class passengers, nor from selling tickets at the principal ticket offices of such company, to immigrants and other second class passengers, pro- vided such company has, at the same time, an agent who shall sell "tickets at the place designated by the said commissioners for sell- ing tickets to immigrants. The commissioners of emigration shall iurnish every railroad company of this State desiring such privi- lege to have an agent at each and every place so designated by them to sell tickets to immigrants and other second class passen- gers, but if any such agent shall be found by said commissioners to have been guilty at any time, while acting as an agent, of de- frauding immigrants, or of any other wrongful or disgraceful con- ■duct, they shall exclude such agent, and it shall be the duty of the railroad company to appoint another agent in his place. ■;§ 67. Proceedings Upon Violation of the Foeegoing Provision. Laws of 1868, Chapter 793. Section 2. Whenever any person or persons may be com- plained of, and arrested for violating any of the provisions of this act, or of any act for the benefit or protection of immigrants or passengers arriving at the port of New York, or about to depart therefrom, it shall be the duty of the magistrate before whom such complaint is made, to take and reduce to writing, in the presence of the person or persons complained of, the evidence of any witness which may be offered, either on behalf of the prose- •cution or of the person complained of, allowing the opposing party -an opportunity to cross-examine the witness, and the depositions so taken shall be subscribed respectively by the witnesses making the same, and certified by the magistrate ; and when so taken and certified the said deposition shall be filed in the office of the clerk of the court of oyer and terminer, in and for the city and county of ITew York ; and upon the trial of any party accused, in whose presence any such deposition shall have been taken upon any •complaint or charge made against him, relative to the same trans- action, such deposition may be read by either party with the same effect as if the same witness were sworn, and his testimony taken in open court upon such trial, provided it shall appear thereby that the witness at the time the deposition was taken, was a resi- 260 Railroad Laws of New York. dent of this State on his way to some other State, territoiy or province or country, or a resident of another State, territory or province, or an immigrant from a foreign country ; and provided further that it shall not be shown to the court that the witness at the time of the trial is within its jurisdiction.' § 68. petfalties for violation of foregoing provisions. Laws of 1868, Chapter 793. Section 3. Any person violating any provision of this act shalF be deemed guilty of a misdemeanor, and shall, upon conviction, be- punished by a fine of not less than three hundred, and not more than- one thousand dollars, or by imprisonment of not less than three- months, or by both said fine and imprisonment" § 69, Eestrictions against soliciting immigrants as pas- sengers, before landing in New York City. Laws of 1853, Chapter 619. Section 1. Anyrunner, or person acting for himself, or for or on behalf of or connected with any steamboat, railroad, or forwarding company, or emigrant boarding-house, who shall solicit or book any passengers emigrating to the United States, and arriving at the port of New York, before such passenger shall have left the ves- sel in which he has so arrived, or who shall enter or go on board; any ship or vessel, so arriving with emigrant passengers, prior tO' the landing of such passengers therefrom, and also any person, company or corporation having employed such person for the pur- pose of soliciting and booking such passengers prior to their leav- ing the vessel in which they may arrive, shall be severally sub- ject to a penalty of one hundred dollars for each offence, to be- sued for and recovered in the same manner, and subject to the same provisions of law as enacted in respect to other penalties, imposed by the several acts regulating the powers and duties of the commissioners of emigration. Any person violating the pro- visions of this section may also be indicted for a misdemeanorf which violation shall be held and taken to be a misdemeanofr and he shall, on conviction, be punished by fine not exceeding one hundred dollars, or imprisonment for sixty days. ' See preceding sections. ' See last two sections, ante. Eailway Tickets and Baggage. 261 § 70. Sales op Passenger Tickets at Excessive Rates; HOW punished. Penal Code, Section 626. 1. A person who sells, or causes to be sold, a passenger ticket, or order for such ticket on any railway, vehicle or vessel, to any immi- grant passenger at a higher rate than one and a quarter cents per mile ; or, 2. Takes payment for any such ticket or order for a ticket under a false representation as to the class of the ticket, whether immigrant or first class ; or, 3. Directly or indirectly, by means of false representations, purchases or receives from an immigrant passenger any such ticket ; or, 4. Procures or solicits any such passenger having such a ticket, to exchange the same for another passenger ticket ; or, 5. Solicits or books any passenger arriving at the port of New York from a foreign country, before such pas- senger has left the vessel on which he has arrived, or enters or goes on board any vessel arriving at the port of New York from a foreign country, having immigrant passengers on board, for the purpose of soliciting or booking such passengers, and a person or agent of a corporation employing any person for the purpose of booking such passengers before leaving the ship, is guilty of a misdemeanor.' § 71. Sleeping car tickets ; how indoesed. Laws of 1855, Chapter 125. Section 2. All the tickets issued for the use of sleeping cars shall have plainly written or printed thereon " Sleeping car," and all persons using a sleeping car shall be furnished with such tickets." § 73. Free Passes on Eailroads. Laws op 1867, Chap- ter 4. Section 1. Chapter seven hundred and ninety-eight of the Laws •of eighteen hundred and sixty-six, entitled " An act prohibiting the issue of free passes on the railroads of this State," is hereby repealed. ' Section 736 of the Penal Code provides that nothing in that Code shall affect any act relating to immigrants or other passengers in vessels coming from for- eign countries, except as persons in the above section 626 of that Code. 'Note. — The New York Central Railroad Company may demand five cents, in addition to the usual rate of fare, from passengers entering the car without having purchased a ticket. Laws of 1857, chapter 338, section 3. For an act in regard to certain ofBce hours for the sale of tickets by the New York Central Railroad Company, see Laws of 1857, chapter 328. 262 Eailroad Laws of New York. § 73. Desceiption of Unclaimed Trunks and Baggage TO be Entered in a Book, Laws op 1837, Chapter 300. Section 1. The proprietor or proprietors of the several lines of stages, and the proprietors of the several canal boat lines, and the proprietors of the several steamboats, and the several incorporated railroad companies, and the keepers of the several inns and taverns within this State, who shall have any unclaimed trunks, boxes or baggage within his, their or either of their custody, shall immedi- ately enter the time the same was left, with a proper description there- of, in a book to be by them provided and kept for that purpose. In case the name and residence of the owner shall be ascertained, it shall be the duty of such person who shall have any such prop- erty as above specified to immediately notify the owner thereof by mail." § 74. Descrifhon of Property to be made and Published. Idem. Section 2. In case there shall not be any information obtained as to the owner, it shall be the duty of the person having the possession thereof to make out a correct written description of all such prop- erty as shall have been unclaimed for thirt_y days, stating the time the same came into his possession, and forward said description to the editor of the State paper, whose duty it shall be, on the first Mondays in July, October, January, and April in each year, to publish the same in the State paper once a week for three weeks successively. § 75. If Property not claimed for sixty days, to be opened and Inventory to be made and Sold at Public Auction, Idem. Section 3. In case the said property shall remain unclaimed for sixty days after the said publication, it shall be the duty of the person or company having possession thereof to apply to a magistrate of the town or city in which said property is retained, in whose presence and under whose direction said property shall be opened and ex- amined, and an inventory thereof taken by said magistrate ; and if the name and residence of the owner is ascertained by such ex- amination, it shall be the duty of the magistrate forthwith to direct ' 23 Abb. N. C, 257 n. Eailway Tickets and Baggage. 263 a notice thereof to such owner by mail ; and if said property shall remain unclaimed for three months after such examination, it shall be the further duty of the person or company having posses- sion thereof to apply to a magistrate as aforesaid ; and if such magistrate shall deem such property of sufficient value, . he shall cause the same to be sold at public auction, giving six days previous notice of the time and place of such sale ; and from the proceeds of such sale he shall pay the charges and expenses legally incurred in respect to said property, or a rateable proportion thereof to each claimer, if sufficient for the payment of the whole amount; and the balance of the proceeds of such sale, if any, the said magistrate shall immediately pay to the overseers of the poor of said town or city, for the use of the poor thereof ; and the said overseers shall make an entry of said amount, and the time of re- ceiving the same, upon their official records, audit shall be subject, at any time within seven years thereafter, to be reclaimed by and refunded to the owner of such property, his heirs or assigns, on satisfactory proof of such ownership. § 76. Expense to be a lien on the Property, Idem. Section 4. The person making the entry of unclaimed property, as above specified, shall be entitled to twelve and a half cents for each trunk, box, bale, package or bundle so entered, and shall have a lien on the property so entered until payment shall be made, or in case any additional expense shall be incurred for printing, the lien shall continue until payment shall be made for such additional expense. § 77. Penalty, Idem. Section 5. In case any person shall neglect or refuse to comply with the provisions of this act, he shall forfeit the sum of five dollars for each and every trunk, box, bundle of baggage so neglected, as above specified, to the benefit of any person who shall sue for the same in his own name in an action of debt in any court, having cognizance thereof. CHAPTER III. FUETHER PROVISIONS RELATING TO THE OPERA- TION OF RAILROADS ; RIGHTS AND DUTIES OF EMPLOYEES. Section 78. Superintendents of certain railroads authorized to seize milk cans. 79. Further provisions in regard to milk cans. 80. Persons of intemperate habits to be refused employment by rail- road companies, etc. 81. Character of oils used in cars. 82. Prevention of contagious diseases. ' 83. Prevention of contagious diseases of animals. 84. The tramp act. 85. Employees of corporations may cease work to vote without loss of pay. 86. Corporations not to use " Pay envelopes," or post notices to influ- ence or intimidate voters. 87. Provisions for the preservation of game. 88. Prevention of accidents to children. 89. No rai Iroad to cross rural cemeteries. 90. Adjustment of grievances between employer and employees. 91. Interchange of passengers and freight in certain cases. § 78. Superintendents of Certain Railroads Authorized TO Seize Milk Cans. Laws of 1865, Chapter 295. Section 3. The several superintendents of the milk departments of the New York and Harlem, Hudson River, and Erie Railroad com- panies, when thereto authorized by the owner thereof, are empowered to collect, gather and take into possession from any person or persons or wherever illegally found, any marked cans of milk-dealers wrongfully taken ; and, in case of resistance, may call to their aid the assistance of any constable or public officer to carry out the requirements of this act Quare, if the foregoing act is not superseded by Laws of 1887, chapter 401, of which certain sections follow. § 79. Further Provisions is Regard to Milk Cans. Laws of 1887, Chapter 401. Section 11. Eight of railroad superintendents in relation Jo milk cans. — The owner or owners, dealer or dealers, shipper or shippers, and the several superintendents of the various railroad companies and the branches and connections thereof, and steamboat lines ope- rating their lines, or any portion thereof in the State of New York, Operation of Eailroads, etc. 265 ■or elsewhere, shall have power to collect, gather and take into possession from any person or persons within the State of New Tork, or wherever found in said State, any such milk or cream Kjan or cans, and shall have power to appoint an agent therefor. § 12. What shall constitute evidence of appointment of agent. — "The certificate of any superintendent of any of the railroad com- panies or steamboat lines mentioned in this act, or other person or persons authorized thereto, in this act, appointing an agent to col- lect such can or cans duly acknowledged before a notary public, vshall be presumptive evidence of the authority of such agent. § 13. Powers of such agent. — Such agent shall have full power to collect, gather and take into his possession from any person or " -persons, or wherever found, any such milk or cream can or cans, .and in case of resistance may call to his aid the assistance of any •constable or police officer, who shall assist him to take possession of such can or cans. ^ 80. Persons op Intemperate Habits to be Eefused Employment By Eailroad Companies, etc. Laws OF 1857, Chapter 628. Secjtion 31. All incorporated companies and persons in this State, engaged in conveying passengers, including especially, all railroad, steamboat and ferry companies, and all kinds of corpor- -ations conveying for hire, persons or property, shall be and hereby rare required to refuse employment to all persons who, on good and sufficient proof, shall be shown to indulge in the intemperate nse of intoxicating drinks, and any such company which shall retain in its employ any person or persons who shall, on competent proof, be shown to be intoxicated at any period whilst in the active ■service of said company or person, either as engineer, conductor, iireman, switchtender, commander, pilot, mate or foreman, or be in any way connected with the moving power or management, or whose duty, if neglected, would diminish the safety and security of life, limb or property, entrusted thereto, said company or cor- .poration shall be liable to pay a sum of not less than fifty dollars mor more than one hundred dollars to the county treasurer in the •county where the offense may be committed and proved, before .any court of competent jurisdiction.' ' For the enforcement of the above penalty, see the excise laws, sections 32 ■80, chapter 638, Laws 1877, as amended by sections 1, 2, chapter 830, Laws 1873; also, see 16 How. Pr., 46; 35 N. Y., 154. 266 Eailroad Laws of New York. § 81. Character op Oils Used in Cars. Laws of 1882, Chapter 292. Oils that ignite below 300 degrees Fahrendeit not to be burned in cars. Section 2. No oil or burning fluid, whether composed whollj or in part of coal oil and petroleum or their products, or other substance or material, which will ignite at a temperature below three hundred degrees by tbe Fahrenheit thermometer, shall be burned in lamp, vessel, or other stationary fixture of any kind, or carried as freight, in any passenger or baggage car or passenger boat moved by steam power in this State, or in any stage or street car drawn by borses. Exceptions as regards the transportation of coal oil, petroleum and its products, are hereby made when the- same is securely packed in barrels or metallic packages, and per- mission is hereby granted for its carriage in passenger boats^ moved by steam power when there are no other public means of transportation. Any violation of this act shall be deemed a mis- demeanor and subject the offending party or parties to a penalty not exceeding three hundred dollars, or imprisonment not exceed- ing six months, at the discretion of the court § 5. It shall be the duty of all district attorneys of the counties in this State to represent and prosecute in behalf of the people, •within their respective counties, all cases of oflEenses arising under the provisions of this act § 82. Prevention of Contagious Diseases. Laws of 1886, Chapter. 329. Section 1. In what cases hermetically sealed casket is requisite.-^ Whenever the body of any deceased person is to be transported over the railroads of this State, or upon any passenger steamboat plying upon the rivers of this State, the board of health to which application is made for a transit permit for the transportation of such body shall, if the physician's certificate, or the permit accom- panying such body, sute the cause of death to have been a con- tagious or infectious disease, require that such body be inclosed in an hermetically sealed casket of metal or other indestructible material. Operation of Eailroads, etc. 26T § 83. Prevention op Contagious Diseases of Animals. Laws of 1878, Chapter 134. {So mwih of section two of the said act as is applicable to railways.y Section 2. To order all or any animals coming into the State tO' be detained at any place or places for the purpose of inspection and examination. To prescribe regulations for the destruction of animals affected, with infectious or contagious disease, and for the proper disposi- tion of their hides and carcases, and of all objects which might, convey infection or contagion, provided that no animal shall be destroyed unless first examined by a medical or veterinary practi- tioner in the employ of the Governor as aforesaid. To prescribe regulations for the disinfection of all premises,, buildings, boats and railway cars, and of all objects from or by which infection or contagion may take place or be conveyed. To alter and modify from time to time, as he may deem expedi- ent, the terms of all such proclamations, orders and regulations, and to cancel or withdraw the same at any time. {As amendedhy chap. 286, Laws 0/I888.) § 84. The Tramp Act, Laws of 1885, Chapter 490. * 4f * * * * * Penalty for entering building without consent. Section 4. Any tramp who shall enter any building against the will of the owner or occupant thereof, under such circumstances as- shall not amount to burglary, or willfully or maliciously injure the person or property of another, which injury under existing law does not amount to a felony, or shall be found carrying any firearms or other dangerous weapon, or burglar's tools, or shall threaten to do any injury to any person or to the real or personal property of another, when such offense is not now punishable by- imprisonment in the state prison, shall be deemed guilty of felony, and on conviction, shall be punished by imprisonment in the State- prison at hard labor for not more than three years. The term " building," as used in this chapter, includes a rail- way car, vessel, booth, tent, shop, or erection or enclosure. Penal Code, § 504. ■268 Eailboad Laws of New York. ■§ 85. Employees of Corporations may Cease Work to Vote without Loss of Pay ; Penalty for Ee- FUSAL. Laws of 1890, Chapter 262. Section 26. Any person entitled to vote at a general election, ■held within this State, shall, on the day of such election, be enti- tled to absent himself from any service or employment in which he is then engaged or employed, for a period of two hours between the time of opening and the time of closing the polls ; and such voter shall not, because of so absenting himself, be liable for any penalty, nor shall any deduction be made on account of such ab- •sence from his usual salary or wages. Provided, however, that application shall be made for such leave of absence prior to the •day of election. The employer may specify the hours during "which such employee may absent himself as aforesaid. Any person or corporation who shall refuse to an employee the privilege hereby conferred, or who shall subject an employee to a penalty ■or reduction of wages because of the exercise of such privilege, or ■who shall, directly or indirectly, violate the provisions of this act, •shall be deemed guilty of a misdemeanor. § 86. Corporations not to Use "Pay Envelopes," or Post Notices, to Influence or Intimidate Voters. Laws of 1890, Chapter 94. Section 410. It' shall not be lawful for any employer in paying lis employees the salary or wages due them to enclose their pay in '' pay envelopes," upon which there is writteu or printed any political mottoes, devices or arguments containing threats, express -or implied, intended or calculated to influence the political opin- ions or actions of such employees. Nor shall it be lawful for any •employer, within ninety days of general election, to put up or -otherwise exhibit in his factory, work-shop or other establishment or place where his employees may be working, any hand-bill or placard containing any threat, notice or information that in case any particular ticket or candidate shall be elected, work in his place or establishment will cease, in whole or in part, or his estab- lishment be closed up, or the wages of his workmen be reduced, or any other threats, express or implied, intended or calculated to influence the political opinions or actions of his employeea This section shall apply to corporations as well as to individuals; and any person or corporation violating the provisions of this section Operation op Railroads, etc. 26» shall be deemed guilty of a misdemeanor, and any corporatioit violating this section shall forfeit its charter. § 87. Provisions for the Preservation of Game. Laws of 1879, Chapter 534. Section 1. Restrictions as to transportation of venison or deer, — No person, common carrier, corporation, association or company shall at any time carry or transport in this State, or have in pos- session for the purpose of transportation, any wild deed* or veni- son, taken, caught, killed or captured in the counties of this State,. or in either of them, except the counties of Queens and Suffolk^ and any person, common carrier, corporation, association of com- pany which has in his or its possession any such wild deer or veni- son, taken, caught, killed or captured in any of the said countiea^ of the State, as aforesaid, or in .either of them, except the coun- ties of Queens and Suffolk, shall be deemed to have them in pos- session in violation of this act, except, however, that they may transport or have in possession for the purposes of trafisportation. from the fifteenth day of August to the fifth day of November,, not more than one carcass of wild deer or venison, taken, caught,, killed or captured in said counties as aforesaid, or either of them, for each owner of said carcass as aforesaid ; provided that sucb carcass be accompanied by the owner. This section shall not apply to the head or feet of wild deer when severed from the car- cass. Any person offending against any of the preceding provis- ions of this section shall be deemed guilty of a misdemeanor, and in addition thereto shall be liable to a penalty of one hundred dollars for each wild deer or fawn so killed, hunted, pursued or trapped, or for each carcass or part thereof transported or had in possession for transportation in violation of this act, and for every spring gun so set, or wild deer or fawn skin, or venison, had in- possession, and may be proceeded against tberefor in any county in this State in which the offense was committed or in which the offender or prosecutor may reside, or have an office for the transaction of business. {As amended ly chap. 501, Laws of 1888.) *** ***** **- § 10. Bestrictions as to transporting game birds. — No person, carrier, corporation, association or company shall, at any time, carry or transport or have in his or its possession for the purpose * So in original. 270 Railroad Laws of New Yokk. •of transportation, any ruffled grouse, commonly called partridge, •or pinnated grouse, commonly called prairie chicken, or woodcock, •caught or killed in that portion of this state constituting the forest preserve ; and any person, carrier, corporation, association or com- pany, which has in his or its possession any ruffled grouse, com- monly called partridge, or pinnated grouse, commonly called prairie chicken, or woodcock, caught or killed in the counties in- cluded in the forest preserve, shall be deemed to have them in his or its possession in violation of this section ; provided, however, that they may transport from the forest preserve or have in pos- session for the purpose of transportation the above named birds or fowls from the first day of September to the first day of January in any year, caught or killed in the forest preserve, provided that they be accompanied by the owner. Any person or company ■offending against this provision shall be deemed guilty of a mis- ■demeanor, and in addition thereto shall be liable to a penalty of twenty-five dollars for each bird or fowl so killed or had in pos- session during the prohibited season aforesaid ; or for each carcass transported or had in possession for transportation in violation of this section. {As amended by chap. 90, Laws of 1890.) § 88. Preventiox of Accidents to Children. Laws of 1880, Chapter 585. Section 1. No minor child to be allowed to ride on pht/orm, step*, ■etc. — No minor child within this State not being a passenger shall be allowed upon the platform or steps of any railroad car drawn by steam, or of any omnibus, street car or other vehicle drawn by horses, and the parents or guardians of any child who shall permit such child to ride or play upon the steps or platform of any such railroad car, omnibus, street car or other vehicle, shall be punished on conviction by a fine not less than $5 nor more than $10. § 2. Duty of policemen and constables to arrest — It shall be the duty of all constables and policemen within this State to arrest any child or children violating the provisions of this act And any such child or children shall likewise on conviction be pun- ished by a fine not exceeding $5 for each offense. §89. No Railroad to Cross Rural Cemeteries. Laws OF 1847, Chapter 133. ■* * ■* •* * * * * * Section 10. No street, road, avenxie or thoroughfare to be laid out ihrough a cemetery. — The cemetery lands and property of any asso- Operation of Eailroads, etc. 271 dation formed pursuant to this act, and any property held in "trust by it for any of the purposes mentioned in section nine of this act, shall be exempt from all public taxes, rates and assess- ment, and shall not be liable to be sold on execution, or be ap- plied in payment of debts from any individual proprietor. But ihe proprietors of lots or plots in such cemeteries, their heirs or ■devisees, may hold the same exempt therefrom, so long as the same shall remain dedicated for the purposes of a cemetery, and during that time no street, road, avenue or thoroughfare shall be laid out through such cemetery, or any part of the lands held by such association for the purposes aforesaid, without the consent of the trustees of such association, except by special permission of "the Legislature of the State. :§ 90. Adjustment of G-kievances Between Employer and Employees. Laws of 188Y, Chapter 63. Section 13. Ad applicable to all corporations. — Whenever the term " employer " or " employers " is used in this act, it shall be held to include " firm," " joint stock association," " company," or :" corporation," as fully as if each of the last-named terms was ex- pressed in each place. § 91. Interchange of Passengers and Freight in Cer- tain Cases. Laws of 1862, Chapter 364. Section 1. Freight to be exchanged in same cars in which same is billed fw transportation. — All freight billed or consigned from points in this State, or from points on connecting railways to points reached by the Central Vermont railroad, and lines reached leased and managed by said Central Vermont Railroad, and the Og- densburgh and Lake Champlain railroad and their connections, shall be exchanged in the same cars in which said freight is billed for transportation to its destination, and no discrimination shall be made by either of the companies named in this act, on account of said cars belonging to different corporations or carry- ing through all rail or other freight. Provided said cars shall be in the condition required under the rules and regulations usual and in force among connecting railroads. § 2. Cars offered by one company to another to be taken in the usual manner.— All passenger, sleeping, baggage or other cars ofEered by one company to the other shall be taken in the same 272 Eailroad Laws of New York. manner as is usual in the interchange of through passenger cars- bj connecting railroads. § 3. No additional charge to he made. — No additional charge- shall be made by reason of one company taking from the other for transportation to destination any cars, freight or passengers- under the provisions of this act § 4. Penalty for violation of this act. — Either of the companies- named in this act violating the provisions of the same shall forfeit to the other as liquidated damages for each case of refusal or neglect to comply with the terms of this act the sum of $500. AMENDMENT TO RAPID TRANSIT ACT. Companies mat Erect Elevated Railroads as Approaches. TO Bridges; General Plan to be Submitted' to Common Council; Proceedings. Laws of 1892, Chapter 102. Section 1. Chapter four of the laws of eighteen hundred and ninety-one, entitled "An act to provide for rapid transit railways- in cities having over one million inhabitants," is hereby amended by adding thereto the following section : § 38. The board of directors of any company incorporated for the purpose of constructing, maintaining or operating a bridge or bridges connecting a city of more than one million inhabitants with any other city in this state, and by the act of incorporation of which authority shall have been conferred or intended to be conferred, to construct, maintain or operate, as a part of or in con- nection with its bridge, an approach or approaches thereto extend- ing generally in an easterly and westerly direction, may determine in lieu of constructing such approach or approaches, to build, maintain and operate an elevated railway, the route of which shall be coincident with the route of such approach or approaches as defined in said act, and shall adopt a general plan for the con- struction thereof, and which shall show the general mode of op- eration, and contain such details as to manner of construction a» may be necessary to show the extent to which any street, avenue, or other public place is to be encroached upon and the property abutting thereon affected, a copy of which plan shall be transmit- ted to the common council of the city in which the same is to be located. Such proceedings shall thereupon be had by such com- Amendment to Eapid Transit Act. 273 mon council as are provided by section five of this act, as though such plans had been transmitted by the rapid transit commission- ers as contemplated in said section. Provided, that where in any such city ihe exclusive control of any street, route, highway or avenue, which is to be occupied by any railway or railways con- structed under the provisions of this section is by law vested in any local authority other than the comrhon council of such city, the approval of the aforesaid plans, and consent to the construc- tion of a railway thereunder shall be given by such local authority in place of, and if required in addition to such approval and con- sent by such common council, and with like efiEect. Consents of- property owners, etc. ; conditions ; power of compa- nies ; limitations. — Upon obtaining the approval and consent of the local authorities as in said section provided, the said board of directors shall take the necessary steps to obtain, if possible, the consent of the property owners along the line of the said route or routes, and all proceedings in respect of such consents or when such consents cannot be obtained shall be similar in all respects to the proceedings in said section provided. Any consent of the local authorities to construct or operate such railway shall be given only upon the condition that the rate of fare upon such elevated railway shall not exceed five cents for each passenger, and that payment of such fare shall entitle each passenger to or from said elevated railroad to free transit across the bridge or bridges with which it is intended to connect the same. When the consents of the local authorities and the property owners, or in lieu thereof, the authorization of the supreme court upon the report of the commissioners shall have been obtained, and the said company shall have accepted such condition it shall have all the powers of corporations formed under this act, it shall be authorized to build, construct, maintain and operate such elevated railway or railways, but all provisions of this act, or of any act requiring the sale of the right, privilege and franchise of constructing, maintaining and operating such railway or railways, or requiring a corporation or • corporations to be organized for the purpose of acquiring such right, privilege and franchise, and all other provisions of this act or of any act inconsistent with this section, are hereby de* clared inapplicable to such elevated railway and to such company. The entire route of any elevated railway constructed under the provisions of this section shall not exceed three miles in length, 18 274 Eailroad Laws of New York. nor shall any part of said railway except at the termini thereof be less tlian sixteen feet above any street, avenue or public place, or less than fourteen feet above any existing elevated railway which may be crossed, intervened or intersected thereby. The said railway may be located and constructed so as to cross any in- tersecting street, avenue, highway or place otherwise exempted, except that no public park shall be occupied or crossed thereby, the structure of such elevated railway shall be liable to taxation as provided by law for similar structures. CHAPTER IV. THE MECHANIC'S LIEN LAW APPLICABLE TO EAIL- ROADS. Section 93. Lien upon track and appurtenances. 93. Notice to be filed. 94. Evidence on trial. 95. Action to enforce lien. 96. Lien to continue one year. 97. Priority of liens. 98. Liens, how discharged. 99. Personal liability of stockholders, etc. 100. The mechanic's lien law applicable to railroad bridges and trestle work; time to file extended. § 98. Lien upon Track and Appurtenances. Laws op 1875, Chapter 392. Section 1. Any person who shall hereafter perform any labor for a railroad corporation shall,on filing with county clerk of any county in which said railroad corporation is situated, or through which the load of such corporation passes, the notice prescribed by the sec- ond section of this act, have a lien for the value of such labor xipon such railroad track, rolling stock and appurtenances, and upon the land upon which such railroad track and appurtenances are situated to the extent of the right, title and interest of such railroad corporation in the property existing at the time of filing the said notice.' ' § 93. Notice to be Filed. Idem. Section 2. Within thirty days after the performance and comple- tion of such labor, such person shall file a notice, in writing, with the ■county clerk of the county where the property is located, specify- ing the amount of claim, and the corporation against whom the claim is made. The county clerk shall enter the particulars of such notice in a book to be kept in his office, to be called the " hen docket," with the name of claimant, amount claimed, the name of such corporation against which such claim is made, and the date of the filing of the notice, hour and minute. A fee of ' 43 Hun, 53. 276 Eailroad Laws of New York. ten cents shall be paid to said clerk on filing such lien, and said notice, when so filed, shall thereafter operate as an incumbrance upon said property. § 94. Evidence on Trial, Idem. Section 3. Any person performing labor, in availing himself of the provisions of this act, shall, upon the trial, or at the assessment of damages, produce evidence to establish the value of such labor, and that the same was performed for such railroad corporation. § 95. Action to Enforce Lien. Idem. Section 4. Any laborer performing any work, or assignee there- of, may, after such labor is performed, and the service of the notice required by the first section of this act, bring an action in any of the courts of the county in which said property is situated to en- force said lien, requiring such railroad corporation to appear, by attorney, within thirty days after such service and answer the- same, or, in default thereof, the claimant may take judgment for the amount of claim and costs. § 96. Lien to Continue one Year Idem. Section 5. Every lien created under the provisions of this act shall continue until the expiration of one year, unless sooner dischargedl by the court or some legal act of the claimant in the proceedings ; but when a judgment is entered therein, and docketed with the county clerk within said year, it shall be a lien upon the real prop- erty of the railroad corporation aguinst whom it is obtained, t* the extent that other judgments are now made a lien thereon. § 97. Priority of Liens. Idem. Section 6. The liens created and established by virtue of th& provisions of this act shall be paid and settled according to the pri- ority of the notice filed with the county clerk, as directed by the second section hereof.' § 98. Liens, how Discharged. Idem. Section 7. All liens created by this act may be discharged as follows: 1. By filing with the county clerk a certificate of the claimant, or his successors in interest, acknowledged or proved in the same The Mechanic's Lien Law. 27T manner as a conveyance of real estate, stating that the lien has been paid or discharged ; or 2. By depositing with the court or clerk of the court a sum of money equal to double the amount claimed, which money shall be thereupon held subject to the determination of the lien ; or 3. By an entry of the county clerk, made in the book of liens, that the proceedings on the part of the claimant have been dis- missed by the court in which it is brought, or a judgment rendered against the said claimant ; or 4. By an affidavit of the service of a notice from such railroad corporation, or its attorney, to the claimant, requiring such claimant to commence an action for the enforcement of said lien within twenty days after service of said notice, and the failure of said claimant to commence an action as aforesaid. § 99. Personal Liability op Stockholders, etc.. Idem. Section 8. Each and all the stockholders of such corporation shall be jointly and severally liable for the debts due or owing to any of its laborers or servants, other than contractors for personal service for ninety days' service, or less than ninety days' service, per- formed for such corporation, but shall not be liable to an action therefor, before an execution shall be returned unsatisfied in whole or in part against the corporation, and the amount due on such execution shall be the amount recoverable with costs against such stockholders, before such laborer or servant shall charge such stockholders for such ninety days' service, or less than ninety days' service, he shall give notice in writing, within twenty days after the performance of such service, that he intends to so hold him liable, and shall commence such action therefor within thirty days after the return of such execution unsatisfied, as above mentioned; and every such stockholder against whom any such recovery by such laborer or servant shall have been had, shall have a right to recover the same of the other stockholders in such corporation in ratable proportion to the amount of the stock they shall respectively hold with himself.' § 190. The Mechanics' Lien Laws applicable to Eail- EOAD Bridges and Trestle Work ; time to file extended. Laws of 1870, Chapter 529. Section 1. The provisions of the laws relating to mechanics' » 43 Hun, 53. 278 EAUJtOAD Laws op New York. liens heretofore passed shall apply to bridges and trestle work erect- ed for railroads and materials furnished therefor, and labor perform- ed in constructing said bridges, trestle work and other structures connected therewith, and the time within which said liens may be filed shall be extended to ninety days from the time when the last work shall have been performed on said bridges, trestle work and structures connected therewith, or the time from which said materials shall have been delivered. This act shall apply to all un- completed work commenced previous to the passage of this act' '.Sheld, 525; 42 Hun, 53. CHAPTER V. TAXATION OF EAILKOAD CORPORATIONS.* Section 101. Payment of school taxes by railroad companies. 103. Valuation of railroad property in school districts; how appor- tioned, etc. 103. Place of assessment of certain personal property. 104. Payment by railroad companies of commutation money for high- way labor. 105. Payment of taxes by railroad companies. 106. The Gieneral Act for the taxation of corporations. 107. Collection of State taxes from delinquent corporations. 108. Taxation of corporations upon organization. §101. Payment op School Taxes by Railroad Compa- nies. Laws of 1881, Chapter 675. Section 1. Duty of school collector to deliver to county treasurer certain statement; duty of county treasurer in the premises. — It shall be the duty of the school collector in each school district in this State, except in the counties -of New York, Kings and Cattarau- gus, within five days after the receipt by such collector of any and every tax or assessment-roll of his district, to prepare and deliver to the county treasurer of the county in which such district, or the greater part thereof, is situated, a statement showing the name of each railroad company appearing in said roll, the assessment against each of said companies for real and personal property re- spectively, and the tax against each of said companies. It shall thereupon be the duty of such county treasurer, immediately after the receipt by him of such statement from such school collector, to notify the ticket agent of any such railroad company assessed for taxes at the station nearest to the office of such county treasurer, personally or by mail, of the fact that such statement has been filed, with him by such collector, at the same time specifying the * Note. — Nearly all the laws contained in Colby's Railroad Laws of New York, chapters 1-30, inclusive, were repealed by the General Railroad Act, and other Acts of 1890. But few changes, however, have been made in the laws eontained in chapters 31-41, in the aforesaid book, and the present and remain- ing chapters of this Supplement may be considered as a continuation of those chapters or portions of Colby's work which contain corresponding subjects. This and the following chapters contain with a few exceptions only those laws enacted since 1881. Chapters 31-41 in Colby's work should be consulted for laws, now in force, passed prior to 1881. 280 Eaileoad Laws of New York. amount of tax to be paid by sucli railroad company. {Thus amended, Laws of 1885, chap. 533.) § 2. Mme in which tax may he paid with one per cent fees. — Any railroad company hereafter organized, or which may hereafter be organized, under the laws of this State, may, within thirty days after the receipt of such statement by such county treasurer, pay the amount of tax so levied or assessed against it in such district and in such statement mentioned and contained, with one per cen- tum fees thereon, to such county treasurer, who is hereby author- ized and directed to receive such amount and to give proper re- ceipt therefor. % Z. If tax not paid within thirty days, duty of collector tocolkcl; limitation. — In case any railroad company shall fail to pay such tax within such thirty days, it shall be the duty of such county treasurer to notify the collector of the school district in which such delinquent railroad company is assessed, of its failure to pay said tax, and upon receipt of such notice it shall be the duty of such collector to collect such unpaid tax in the maimer now pro- vided by law, together with five per centum fees thereon ; but no school collector shall collect by distress and sale any tax levied or assessed in his district upon the property of any railroad company, until the receipt by him of such notice from the county treasurer. § 4. Tax to he placed to credit of school district ; paid to collector on demand; fees to go to collector on demand. — The several amounts of tax received by any county treasurer in this State under the pro- visions of this act, of and from railroad companies shall be by such county treasurer placed to the credit of the school district for or on account of which the same was levied or assessed, and on demand paid over to the school collector thereof, and the one per centum fees received therewith shall be placed to the credit of, and on demand paid to, the school collector of such school district. § 5. Tax may he paid to collector direct. — Nothing in this act contained shall be construed to hinder, prevent, or prohibit. any railroad company from paying its .school tax to the school collector direct, as now provided by law. § 102. Valuation of Railroad Property in School Districts; how apportioned, etc. Laws of 1867, CHAP. 694. Section 1. Duty of town assessors. — It shall be the duty of the town assessors, within fifteen days after the completion of their Taxation of Railroad Corporations. 281 annual assessment-list, to apportion the valuation of the property of each and every railroad, telegraph, telephone and pipe-line ■company as appears on such assessment-list, among the several :School districts in their town, in which any portion of said property is situated, giving to each of said districts their proper proportion, .according to the proportion that the value of said property in each -of such districts bears to the value of the whole thereof in said town. {Thus amended by chap. 414, Laws of .1884:.) § 2. Apportionment. — Such apportionment shall be in writing) ;and shall be signed by said assessors, or a majority of them, and .-shall set forth the number of each district and the amount of the valuation of the property of each railroad, telegraph, telephone and pipe-line companies apportioned to each of said districts; .and such apportionment shall be filed with the town clerk, by the rsaid assessors, or one of them, within five days after being made'; ;and the amount so apportioned to each district shall be the valua- tion of the property of each of said companies, on which all taxes ■against said companies in and for said districts shall be levied and assessed, until the next annual assessment and apportionment. {Thus amended by chap. 414, Laws q/"1884.) § 3. When assessors neglect to make apportionment. — In case the •assessors shall neglect to make such apportionment, it shall be the 'duty of the supervisor of the town, on the application of the trustees or board of education of any district, or of any railroad, telegraph, telephone and pipe-line company, to make such appor* tionment, in the same manner and with the like effect as if made by said assessors. {Thus amended by chap. 340, Laws q/"1885.) § 4. Tovm clerk to furnish certified statement when requested. — The town clerk shall, whenever requested, furnish to the trustees -or board of education of each district a certified statement of the -amounts apportioned to each district, and the name of the company to which the same relates. § 5. When alteration is made in school district. — In case any ^alteration shall be made in any school district, affecting the prop- erty of any railroad, telegraph, telephone or pipe-line company, the officer making such alteration shall, at the same time, deter- mine what change in the valuation of the said property in such ■district would be just, on account of the alteration of district, and the valuation shall be accordingly changed. {Thus amended by ohap. 340, Laws of 1885.) I 282 Eailroad Laws of New York. § 1 03. Place of assessment of certain personal prop- erty. Laws of 1883, chapter 392. Section 1. All debts and obligations for the payment of money- due or owing to persons residing within this state, however secured or wherever such securities shall be held, shall be deemed, for the- purposes of taxation, personal estate within the state, and shall be assessed as such to the owner or owners thereof in the town, vil- lage or ward in which such owner or owners shall reside at the time such assessment shall be made (but nothing herein contained shall in any manner authorize the assessment of the same prop- erty in more than one place in this state in any one year), nor shall any personal property or estate exempt from taxation under the- laws of the United States be liable to assessment under the pro- visions of this act. § 104. Payment by Railroad Companies of Commuta- tion Money for Highway Labor. Laws of 1847, Chapter 344. Section 1. Railroad corporation may commute; money, horn applied. — Whenever any railroad corporation assessed in any towa or road district for highway labor shall elect to commute there- for, as provided by law, such corporation shall pay the commuta- tion money to the commissioner or commissioners of highways of. such town, and such moneys shall be applied and expended iu' the improvement of roads and buildings and maintenance of bridges of such town. ( Thus amended, Laws of 1878, chap. 44.) § 2. Not applicable to incorporated villages when separate road district ; proviso. — This act shall not apply to incorporated villages which constitute a separate road district, nor shall it have the effect to repeal or modify chapter 66 of the Laws of 1872. § 105. Payment of Taxes by Railroad Companies. Law* OF 1870, Chapter 506. Section 1. Annual statement to be delivered by clerks of the several boards of supervisors to county treasurer. — It shall be the duty of the clerk of the board of supervisors of the several counties of this State (except New York and Kings counties), within five days after the making out or issuing of the annual tax warrants by the board of supervisors of their respective counties, to prepare and deliver to the county treasurer a statement showing the title of all Taxation op Railroad Corporations. 28S railroad corporations in such county, as appears on the last assess- ment roll of the towns or cities in such county, the valuation of the property, real and personal, of such corporation in each town or city, and the amount of tax assessed or levied on such valuation in each town or city in their county. § 2. Railroad companies may pay tax to county treasurer ; fees- of treasurer. — Any railroad company heretofore organized under the laws of this State, or that may be hereafter organized, inayj- within thirty days after the receipt of such statement by the county treasurer, pay the amount of tax so assessed or levied on their property, with one per cent fees on said tax, to the county treasurer, who is hereby authorized and directed to receive sucli amounts and to give proper receipt therefor. § 3. County treasurer to notify collector of non-payment of tax ,~ duty of collector. — In case any railroad company shall fail to pay such tax within said thirty days, it shall be the duty of the county treasurer to notify the collector of all towns or cities in their county in which said company is assessed, of such failure to pay said tax, and upon receipt of such notice it shall be the duty of suck collector to collect said tax in the manner now provided by law, together with five per cent fees; but no town or city collector shall collect any tax levied or assessed upon the property of any railroad company in said county, by the supervisors of the county^ until the receipt of such notice from the county treasurer. § 4. County treasurer to credit taxes ; collector to be credited with fees; surplus to be paid to supervisor. — The several amounts of tax so received by the county treasurer, of and from railroad com^ panics, shall be placed to the credit of the town or city for or on account of which the same was levied or assessed, and to the- credit of the fund or funds to which the same is now or shall be hereafter pledged or appropriated by law, and the one per cent fees also paid shall be placed to the credit of the collector of said city or town ; and in case such amounts shall exceed the sum due from said town or city, the surplus shall, on demand, be paid ta the supervisor of said town or city, who shall receive, hold and disburse the same as if received from the collector of said town: or city. § 5. Railroad company may pay tax to collector ; proviso. — Noth- ing in this act shall be construed to prevent any railroad company from paying their tax to the collector of towns or cities as now provided by law ; nor shall the provisions of this act be construed -284 Eailroad Laws of New York. to repeal or in any maimer interfere with the provisions of chap- ter 907 of the Session Laws of 1868. § 106, The General Act for the Taxation op Cor- porations. Laws of 1880, Chap. 542. As amended BY Laws of 1881, Chap. 361. Section 1. Certain officers of company to make annual report .to Comptroller on or before fifteenth of November ; where dividend not declared, stock to be estimated and declared ; certificate to be sent Comptroller ; appeals. — Hereafter it shall be the duty of the presi- dent or treasurer of every association, corporation or joint stock ■company liable to be taxed on its corporate franchise or businessi as provided in section 3 of this act, to make report, in writing, to ■the Comptroller annually, on or before the fifteenth day of Novem- ber, stating specifically the amount of capital paid in, the date, amount and rate per centum of each and every dividend declared by their respective corporations, joint-stock companies or associa- "tions during the year ending with the first day of said month. In all cases where any such corporation, joint stock company or as- sociation shall fail to make or declare any dividend upon either its common or preferred stock during the year ending as afore- said, or in case the dividend or dividends made or declared upon •either its common or preferred stock during the year ending as aforesaid shall amount to less than six per centum upon the par value of the said common or preferred stock, the treasurer and :secretary thereof, after being duly sworn or affirmed to do and perform the same with fidelity, according to the best of their knowledge and belief, shall, between the first and fifteenth days of November in each year, in which no dividend has been made or declared as aforesaid, or in which the dividend or dividends made ■or declared upon either its common or preferred stock amounted to less than six per centum upon the par value of said common or preferred stock, estimate and appraise the capital stock of such ■company upon which no dividend has been made or declared, or upon the par value of which the dividend or dividends made or ■declared, amounted to less than six per centum, at its actual value in cash — not less, however, than the average price which said stock sold for during said year, and when the same shall have been so truly estimated and appraised, they shall forthwith forward to the comptroller a certificate thereof, accom- panied by a copy of their said oath or affirmation, by them signed, Taxation of Eaileoad Corporations. 285- and attested by the magistrate or other person qualified to admin- ister the same, provided, that if the Comptroller is not satisfied, with the valuation so made and returned, he is hereby authorized. and empowered to make a valuation thereof, and to settle an ac- count upon the valuation so made by him for the taxes, penal- ties and interest due the State thereon ; and any association, cor- poration or joint stock company dissatisfied with the account so- settled may within ten days appeal therefrom to a board consist- ing of the Secretary of State, Attorney-General and State Treas- urer, which board, on such appeal, shall affirm or correct the ac- count so settled by the Comptroller, and the decision of said board shall be final ; but such appeal shall not stay proceedings unless" the full amount of the taxes, penalties and interest as due on said account, as settled by the comptroller, be deposited with the State Treasurer.' § 2. Comptroller to add ten per cent in case of failure to make' report; proviso. — If the said officers of any such corporation, joint, stock company or association shall neglect or refuse to furnish the- Comptroller, on or before the fifteenth day of November of each and every year, with the report aforesaid, or the certificate of ap- praisement and oath or affirmation, as the case may be, as required by the first section of this act, or to pay the tax imposed on such, corporation, company or association within fifteen days after the- first of January, as provided in the fourth section of this act, it shall be the duty of the Comptroller of the State, to add ten per centum to the tax of said corporation, company or association for each and every ye^r for which such report or certificate of ap- praisement and oath or affirmation were not so furnished, or for which such tax shall not have been paid, which percentage shall be assessed and collected with the said tax in the usual manner- of assessing and collecting such taxes; provided, that if said offi- cers of any such corporation, joint stock company or association shall intentionally fail to comply with the provisions of the first or fourth section of this act for one year, the Comptroller shall re- port the fact to the Governor, who, if he shall be made satisfied that such failure was intentional, shall thereupon direct the Attor- ney-General to take proceedings in the name of the people of this- State, to declare the charter or privileges of said corporation, joint ' 11 Abb. N. C, 40; 92 N. Y., 458; 105 id., 76; 98 id., 67; 6 St. B., 496; 2& Hun, 446; 27 id., 188; 38 id., 276; 96 N. Y., 388; 91 id., 574, 593; 98 id., 313; 38 Hun, 475, 492; 42 id., 241. ■286 Eailroad Laws of New York. stock company or association forfeited and at an end ; and for such intentional failure duly found, the charter and privileges of every such corporation, company or association shall cease, end and be determined." § 3. Annual lax, how computed. — Every corporation, joint-stock ■company, or association whatever, now or hereafter incorporated, organized, or formed under, by, or pursuant to law in this state or in any other state or country, and doing business in this state, «xcept only savings banks and institutions for savings, life insur- ance companies, banks, foreign insurance companies, manufactur- ing fOr mining corporations, or companies wholly engaged in carrying on manufacture, or mining ores within this state, and agricultural and horticultural societies, associations or corpor- ations, which exceptions, however, shall not include gas com- panies, trust companies, electric or steam heating, lighting and power companies, shall be liable to and shall pay a tax, as a tax upon its franchise or business, into the state treasury annually, to be computed as follows : If the dividend or dividends made or de- clared by such corporation, joint-stock company or association, during any year ending with the first day of November, amount to six or more than six per centum upon the par value of its capital stock, then the tax to be at the rate of one-quarter mill upon the capital stock for each one per centum of dividends so made or declared ; or if no dividend be made or declared, or if the dividend or dividends made or declared do not amount to six per centum upon the par value of said capital stock, then the tax to be at the rate of one and one-half mills upon each dollar of the valuation of the said capital stock, made in accordance with the provisions of the first section of this act ; and in case any such corporation, joint-stock company or association shall have more than one kind of capital stock, as, for instance, common and pre- ferred stock, and upon one of said stocks a dividend or dividends, amounting to six or more than six per centum upon the par value thereof, has been made or declared, and upon the other no divi- dend has been made or declared, or the dividend or dividends made or declared thereon amount to less than six per centum upon the par value thereof, then the tax shall be at the rate of one-quarter mill for each one per centum of dividends made or declared upon the capital stock upon the par value of which the '105N. Y., 76. Taxation of Eailroad Corporations. 287 ■dividend or dividends made or declared amount to six or more than six per centum, and in addition thereto, tax shall be charged -at the rate of one and one-half mills upon each dollar of a valu- :ation, made also in accordance with the provisions of this act, of the capital stock upon which no dividend was made or declared, or upon the par value of which the dividend or dividends made or declared did not amount to six per centum.' {Thus amended, Laws of 1890, chap. 522.) § 4. When payable. — It shall be the duty of the treasurer or ■other officer having charge of any corporation, joint-stock com- pany or association, upon which a tax is imposed by either of the preceding sections of this act, to transmit the amount of said tax to the treasury of the State within fifteen days after the first day of January in each and every year. § 5. Eelates only to insurance companies. § 6. Tax on railroad, steamboat and other companies ; rale of tax. — In addition to the taxes above provided for, every corporation formed for railroad, canal, steamboat, ferry, express, navigation •or transportation purposes, and every elevated railway company, and every other corporation, joint-stock company or association now or hereafter incorporated or organized by or under any law ■of this state, or now or hereafter incorporated or organized by or under the laws of any other State or country, and doing business in this State, and owning, operating or leasing to or from another corporation, joint-stock company or association, any railroad, canal, steamboat, ferry, express, navigation, pipe-line or transportation route or line or elevated railway, or other device for the transpor- tation of freight or passengers, or in any way engaged in the busi- ness of transporting freight or passengers, and every telegraph company or telephone company incorporated under the laws of this or any other State, and doing business in this State, and every express company or association, palace car or sleeping car com- pany or association incorporated or unincorporated, doing business in this State, shall pay to the state treasurer for the use of the State, as a tax upon its corporate franchise or franchises in this State, a tax at the rate of five-tenths of one per centum upon the gross earnings in this State of said corporation or company or association, for tolls, transportation, telegraph, telephone or express business transacted in this state." ' 89 N. Y., 409; 91 id., 574; 99 id., 181; 96 id., 388; 98 id., 77; 50 Hun, 116. '47 Hun, 589; 50 id., 116. 288 Eaileoad Laws of New York. § 7. When payahh; report of gross earnings ; report for sisx months ending June 30, 1881; ten per cent to he added in case of neg- lect. — The tax imposed under section 6 of this act shall, after the- 1st daj of August, 1881, be paid annually on the first day of August of each year. It shall be the duty of the president, sec- retary or other proper officer of the corporations, joint-stock com- panies or associations referred to in section 6 of this act to trans- rait to the comptroller, on the first day of August in each year, a statement under oath or affirmation of the amount of the gross earnings of said associations, corporations or joint-stock companies derived from all sources during the year ending with the preceding thirtieth day of June, together with the amount of tax imposed thereon, by section 6. And it shall also be the duty of the presi- dent, secretary or other proper officer of the corporations, joint-stock companies or associations referred to in section 6 of this act to- transmit to the comptroller on the 1st day of August, 1881, a statement, under oath or affirmation, of the amount of the gross earnings of the said associations, corporations or joint-stock com- panies, derived from all sources during the six months ending with the 30th day of June, 1881, together with the tax imposed thereon by section 6 of this act. And if any such corporation, joint-stock company or association shall neglect or refuse for a period of thirty days after any tax imposed by sections 6 or 7 of this act becomes due, to make returns or to pay the same, the amount thereof, with the addition of ten per centum thereto, shall be collected for the use of the State as other taxes are recoverable by law from such corporation, joint-stock company or associa- tion.' § 8. Exempt from taxation for Slate purposes; proviso. — The cor- porations, joint-stock companies and associations mentioned in this act as taxable shall hereafter be exempt from assessment and tax- ation for State purposes, except upon their real estate as herein provided, but they shall in all other respects be liable to assess- ments and taxation as heretofore." § 9. Tax, application of- — The taxes imposed by this act, and the revenue derived therefrom, shall be applicable to the payment of the ordinary and current expenses of the State, and if any cor- poration, joint-stock company, person, partnership or association shall neglect or refuse to pay any tax by this act required to be ' 91 N. Y., 574; 93 id., 313; 27 Hun, 188; 32 id., 491; 47 id.. 589. » 92 N. Y., 328. Taxation of Eailroad Corporations. 289 paid, the same may be sued for in the name of the people of the State, and recovered in any court of competent jurisdiction, in an action to be brought by the attorney-general at the instance of the comptroller.' § 10. Saving section. — All obligations, liabilities and taxes here- tofore incurred or imposed under said act, chapter 542 of Laws of 1880, are saved and shall be enforced as if the said act had not been hereby amended. § 11. Amount of capital stock employed in this State to he basis of tax; if dissatisfied, Comptroller may fix amount. — The amount of capital stock which shall be tbe basis for tax under the provisions of section three of this act, in the case of every corporation, joint- stock company and association liable to taxation thereunder, shall be the amount of capital stock employed within this State. In making to the Comptroller the report in writing or certificate of estimate and appraisal of the capital stock of such corporation, joint stock company or association provided for by the first section of this act, it shall be the duty of the president or treasurer thereof as the case may be, to state specifically the amount of capital stock employed within this State, of such corporation, joint-stock com- pany or association. Whenever the Comptroller is dissatisfied with such report or certificate of estimate and appraisal, as the case may be, of any corporation, joint-stock company or association, whose capital is only partially employed within this State, he is authorized and empowered to ascertain, fix and determine the amount of capital employed within this State, and to settle an account for the taxes and penalties due the State thereon.' {Added by chap. 501, Laws of 1885.) §12. Incase of failure to make report, Gomptrolhr may examine books and records, and make report. — Whenever any corporation, joint-stock company or association liable to make reports or certifi- cates of estimate and appraisal to the Comptroller, under any of the provisions of this act, shall neglect or refuse to make such re- port or reports within the time prescribed in this act, or shall make such report or certificate as shall be unsatisfactory to the Comptroller, the Comptroller is authorized to examine, or cause to he examined, the books and records of any such corporation, joint- stock company or association, and to fix and determine the amount ■27 Hun, 188; 47 id., 589. 19 290 Kailkoad Laws of New York. of tax and penalty due in pursuance of the provisions of this act, either from the said books and records, or from any other data in his possession which shall be satisfactory to him, and to settle an account for said tax and penalty together with the ex- penses of such examination, against said corporation. Joint-stock company or association." {Added by chap. 501, Laws of 1885.) §13. Comptroller may issue subpoenas and examine witnesses; penalty for failure to obey subpoena. — Whenever the Comptroller shall deem it necessary or important to examine any person as a witness upon any subject or matter relating to the amount of capital stock of such corporation, or to use, examine or inspect any book, account, voucher or document in possession . of any officer of such corporation, or other person, or under his control, relating to such capital stock and tax, he shall have the power to issue a subpoena in proper form, commanding such person or officer to appear before him or some person designated as commissioner by him by an appointment in writing, filed in the office of such Comp- troller, at a time and at the place where the principal office of such corporation is situated within this State in such subpoena specified, to be examined as a witness, and such subpoena may contain a clause requiring such person or officer to produce on such examina. tion all books, papers and documents in his possession or under his control, relating to the capital stock of such corporation and the amount thereof employed within this State. Such subpoena shall be served upon the person named by showing him the original subpoena and delivering to and leaving with him at the same time a copy thereof. The Comptroller or the commissioner so designated by him as aforesaid may administer oaths to such per- sons as he may desire to examine, so brought before him by sub- poena or otherwise, and examine them on oath in relation to any matter which may in any wise be material in determining the amount of the tax to be paid by any such corporation, joint-stock company or association as aforesaid. Whenever any person duly subpoenaed to appear and give evidence as aforesaid, or to pro- duce any books and papers as hereinbefore provided, shall neglect or refuse to appear or to produce such books and papers accord ing to the exigency of such subpoena, or shall refuse to testify before said Comptroller or the commissioner so designated by him, or to answer any proper and pertinent questions, he shall be deemed ■98 N. Y., 67; 105 id., 76; 6 St. Rep., 495. « 6 St. Rep., 495. Taxation of Railroad Corporations. 291 in contempt, and thereupon any justice of the Supreme Court of the judicial district within which the principal office of such corpo- ration within this State is situated shall, upon the motion of the Comptroller, based upon affidavit showing the commission of the offense, either, first, make an order requiring the accused to show cause before him, at a time and place specified therein, why the aiccused should not be punished for the alleged offense ; or, second, issue a warrant of attachment directed to the sheriff of a particular county, or generally directed to the sheriff of any county where this man may be found, commanding him to bring him before said justice either forthwith or at a time and place therein specified to answer for the alleged offense. On the return of said attachment and the production of the body of the defendant therein the said justice shall have jurisdiction in the matter, and the person charged may purge himself of the contempt in the same way, and the same proceedings shall be had, and the same penalties may be imposed and the same punishments inflicted as in the case of a witness subpoenaed to appear and give evidence as is prescribed in title 3, chapter 17 of the Code of Civil Procedure, in proceedings to punish a contempt of court other than a criminal contempt. {Added by chap. 501, Laws of 1885.) § 14. Comptroller to settle and adjust all accounts against corpo- rations, for faxes and penalties since May 12, 1882 ; proviso as to payments made before Aitgust 1, 1885. — The Comptroller is hereby authorized and directed, upon application to him made by any corporation, joint-stock company or association, to make, settle and adjust all accounts against such corporation, joint-stock com- pany or association, for all taxes and penalties arising under the third section of this act since the 12th day of May, A. D. 1882, by taking as a basis for taxation the capital employed within the State by such corporation, joint-stock company or association. Provided, however, that such corporation, joint-stock company or association shall not be entitled to the benefits of a settlement upon such basis unless it shall have secured such adjustment and paid into the treasury the full amount of the taxes so settled, before the 1st day of August, 1885, nor shall this section apply to the cas& of any tax for which suit shall have been heretofore brought by the Attorney-Greneral, in which suit the trial has been commenced, or in which judgment shall have been entered heretofore for the people for the amount of said tax. Any corporation, joint-stock company or association whose capital has heretofore been only 292 Eailroad Laws of New York. partially employed within this State, and which is now liable for taxes arising under the third section of this act since the 12th day of May, A. D. 1882, and which are still due and unpaid, may, at any time prior to the 1st day of August, 1885, pay to the State Treasurer, for the use of the State, in full discharge of the same, such sum of money as shall be fixed by the Comptroller as a tax due for the said period by the said corporation, joint-stock com- pany or association, upon the basis of the capital employed within the State. .Provided, that this section shall not apply to the case of any tax for which suit may have heretofore been brought by the Attorney-General, and for which judgment shall have been entered therein, or if in such suit trial has been commenced.'" {Added by chap. 501, Laws of 1885.) § 15. Interest. — All accounts hereafter settled by the Comptroller agreeably to the provisions of this act shall bear interest from a date thirty days after the sending of notice of settlement herein- after provided for until full payment thereof shall be made. {Added by chap. 501, Laws of 1885.) i!f*?^'N § 16. Comptroller to give notice before making settlement of taxes. — It shall be the duty of the Comptroller after making with any partnership, corporation, joint-stock company or association liable' to taxation under any of the provisions of this act, the settlement of such taxes, to forthwith send notice hereof, in writing, to such person, partnership, corporation, joint-stock company or associa- tion, which notice may be sent by mail to the post-office address of such corporation, joint-stock company or association.' {Added by chap. 501, Laws of 1885.) §17. Provisions in relation to review of comptroller ; determinO' tion by writ of certiorari. — No writ of certiorari to review the de- termination and settlement of the comptroller as to the amount of capital used within the State by any corporation, joint stock com- pany or association, and as to the tax and penalty to be paid there- on, shall be granted, except application therefor be made within thirty days after service upon such corporation, joint stock com- pany or association by the comptroller of notice of such settle- ment Nor shall any such writ be granted except the papers upon which motion therefor is to be made, including notice of motion, shall have been served upon the comptroller at least eight days- '98N. T., 67; 6 St. Rep,, 495. '6 St. Eep., 495. Taxation of Eailroad Corporations. 293 ■before such motion, nor unless the corporation, joint stock com- pany or association applying for such writ shall, before making such motion, deposit with the state treasurer the full amount of taxes, penalties and charges so settled and adjusted by the comp- troller, and file with him an undertaking in such amount and with sufficient sureties, as shall be approved by one of the justices of the Supreme Court of this State, to the effect that if said writ be vacated and the determination of the comptroller sustained, the applicant for the writ will make payment of all costs and charges which may accrue against such applicant in the prosecution of such writ, including costs on all appeals. {Added by chap. 501, Laws of 1885.) § 18. Comptroller may issue warrant for collection after thirty days. — After the expiration of thirty days from the service by the comptroller of notice of settlement aforesaid, if no proceedings shall have been taken to review the same, as provided by this act, or if the deposit with the state treasurer of the amount of the said settlement, together with the undertaking, as provided for by this act, shall not then have been made, it shall be lawful for the comp- troller to issue his warrant or warrants under his hand and seal of office directed to the sheriff of any county in this State, com- manding him to levy upon and sell the goods and chattels, lands and tenements of the said corporation, joint stock company or as- sociation found within said county, for the payment of the amount of said settlement, together with interest thereon and costs of ex- ecuting said warrant, and to return the said warrant to the comp- troller, and pay to the state treasurer the money which shall be collected by virtue thereof, by a certain time therein specified, not less than sixty days from the date of such warrant. Such warrant shall be a lien upon and shall bind the personal estate of the per- son, partnership, corporation, joint stock company or association against whom it shall be issued, from the time an actual levy shall he made by virtue thereof, and the sheriff to whom such warrant shall be directed shall proceed upon the same in all respects with the like effect and in the same manner as prescribed by law in respect to executions issued against property upon judgments ren- dered by a court of record, and shall be entitled to the same fees and costs for his services in executing the same, to be collected in the same manner.' {Added by chap. 501, Laws of 1885.) ' 6 St. Rep., 495. 294 Eailkoad Laws of New York. § 19. Readjusiment of accounts in cases of illegal payment of taxes, — The comptroller may at any time revise and readjust any ac- count theretofore settled against any person, association, corpora- tion, or joint stock company by himself or any preceding comp- troller for taxes arising under this act or the act to which it is aa amendment, whenever it shall be made to appear by evidence sub- mitted to "him that the same has been illegally paid or so made as to include taxes which could not have been lawfully demanded and shall resettle the same according to law and the facts and charge or credit, as the case may require, the difference, if any, resulting from such revision and resettlement upon the current accounts of such person, association, corporation, or joint stock company. {Added by chap. 463, Laws of 1889.) § 20. Comptroller's action may be reviewed by certiorari ; appeals^ from determination. — The action of the comptroller, upon any ap- plication made to him by any person or corporation for a revision and resettlement of accounts as provided in this act, may be re- viewed, both upon the law and the facts upon certiorari by the Supreme Court at the instance either of the party making such application or of the attorney-general in the name and in behalf of the people of this State, and for that purpose the comptroller' shall return to such certiorari the accounts and all the evidence submitted to him on such application, and, if the original or re- settled accounts shall be found erroneous or illegal by this court, either in point of law or fact, the said accounts shall be there corrected and restated by the said Supreme Court, and from any such determination of the Supreme Court an appeal may be taken by either party to the Court of Appeals as in other cases. {Added by chap. 463, Laws of 1889.) The provisions of §§ 19 and 20 not to apply to any taxes here- tofore paid by any person or corporation in pursuance of a judg- ment or order of a court or by virtue of any stipulation. § 107. Collection op State Taxes from Delinquent Corporations— Laws of 1886, Chapter 266. Section 1. Becovery of delinquent taxes ; provisions as toproseciir tion of suits for such taoces. — For the better enforcement of chap- ter five hundred and forty-two of the Laws of eighteen hundred and eighty and the acts amendatory thereof, it shall be lawful for any person having knowledge of the evasion of taxation under said acts by any association, corporation or joint-stock companyjiable Taxation of Eailroad Corporations. 295 to taxation thereunder, to report sucli fact to the Comptroller, to- gether with such information as may be in his possession as may lead to the recovery of sucli taxes from said association, corpora- tion or joint-stock company, and whenever in the opinion of the Attorney-General or Comptroller the interests of the State require it, either of them is hereby authorized to employ such person so reporting such evasion to assist in the collection and preparation of evidence and in the prosecution and trial of suits for such taxes ; and so much of the sum collected 'from such delinquent associa- tion, corporation or joint-stock company, by reason of such report or such service, as shall be agreed upon by such person and the Attorney-GreneraLor Comptroller as a compensation therefor, shall be paid to such person, provided that the sum so paid shall not exceed ten per centum of the amount so collected ; and provided further, that nothing whatever shall be paid to such person for such purpose unless there shall be a recovery of taxes from such delinquent association, corporation or joint-stock company by reason of such report or such services. § 108. Taxation of Corpokations Upon Organization — Laws of 1886, Chapter 143. Section 1. State tax on capital stock— ^^verj corporation, joint- stock company, or association, incorporated by or under any gen- eral or special law of this State, having capital stock divided into shares, shall pay to the state treasurer, for the use of the State, a tax of one-eighth of one per centum upon the amount of capital stock which said corporation, joint-stock company or association is authorized to have, and a like tax upon any subsequent increase thereof. The said tax shall be due and payable upon the incor- poration of said corporation, joint-stock company or association or upon the increase of the capital thereof ; and no such corporation, joint-stock company or association shall have or exercise any cor- porate powers until the said tax shall have been paid. And the secretary of state and any county clerk shall not file any certifi- cate of incorporation or articles of association, or certify or give any certificate to any such corporation, joint-stock company or association, until he is satisfied that the said tax has been paid to the state treasurer. And no such company incorporated by any special act of the legislature shall go into operation, or exercise any corporate powers or privileges, until said tax has been paid as aforesaid. But this act shall not apply to literary, scientific, 296 Eailroad Laws of New York. medical and religious corporations or corporations organized under the banking laws of this State, or under chapter one hundred and twenty-two of the Laws of eighteen hundred and fifty-one, en- titled " An act for incorporation of building, mutual loan and ac- cumulation fund associations," and the acts amendatory thereof, {Thus amended hy chap. 284, Laws q/"1887.)' § 2. Applicable to general fund. — The taxes imposed by this act anl the revenue derived therefrom, shall be applicable to the general fund and for the paym'ent of those claims and demands which shall constitute a lawful charge upon that fund. > 57 Hun, 487. Taxation of Eailroad Corporations. 296a CHAPTER V. SUPPLEMENT.* Taxation of Railroad Corpokations. Section 108a. Railroad companies are subject to taxation, 108b. Definition of word " land." 108c. Definition of " personal estate." 108d. Taxation of capital stock of corporations. 108e. The same. 108f . Corporation stock not taxed against individual owners. 108g. Where real estate of corporations is assessable. 108h. Personal estate of company, where assessable. 108i. Property, bow to be estimated and assessed. 108j. Certain amended section of tax law repealed. 108k. General provisions for the assessment of taxes on corporations, and the collection thereof. 1081. Highway taxes. 108m. Unpaid taxes on vacant lands. 108n. Collection of taxes. 108o. Taxes on telegraph lines. 108p. Assessment and collection of expenses of placing electrical conductors underground. 108q. Title of corporations. 108r. Review of assessment by certiorari. 108s. Application to reduce valuation. 108t. Taxable transfers of property. § 108a. Railroad companies are subject to taxation. — 1 E. S. 387, § 1 (1 E. S. 8th ed. vd. 2, ch. 13, tit. 1, p. 1082); 1 E. S. 414, § 1, (1 R S. 8tli ed. vol. 2, ch. 13, tit. 4, p. 1149. All lands and all personal estate within this State, whether owned by individ- uals or by corporations, shall be liable to taxation, subject to the exemptions hereinafter specified.' So also all moneyed or stock *NoTE. — Through an inadvertence this matter was omitted from the chapter on Taxation, so it is appended as a supplement thereto. ' In McMahon v. Palmer, 103 N. Y., Ruger, Ch. J., said : " The general laws of this State require all property, both real and personal, no matter by whom owned, except in certain cases of special exemption, to be assessed for purposes of taxation. This requirement embraces all property owned by in- dividuals as well as corporations, and includes all shares of stock held by indi- viduals in corporations, except cases where the capital stock of such corpora- tions is itself liable to taxation as against the corporation," aii'glSDaly, 363, 296b Railroad Laws op New York. corporations deriving an income or profit from their capital, or otherwise, shall be liable to taxation on their capital, in tiie man- ner hereinafter prescribed. § 108b. Definition of the word "land:'— I R. S. 387, sea 2, (1 E. S. 8th ed. vol. 2, ch. 13, tit. 1, p. 1082,) as am'd by L. 1873, c. 580, and L. 1881, c. 293. The term " land "' as used in this chapter,* shall be construed to include the land itself above and under water ; all buildings and other articles and structures substructures and superstructures erected upon, under or above, or affixed to the same * * all bridges * * all surface, underground or elevated railroads; all railroad structures; sub- structures, and superstructures, tracks, and the iron thereon ; branches, switches and other fixtures permitted or authorized to be made, laid or placed in, upon, above or under any public or private road, street or grounds. * * The term "real estate" and " real property," whenever they occur in this chapter,* shall be construed as having the same meaning as the term "land" thus defined.' * P. 1. c. 13; 1 R. S. 387-422. A tax or assessment upon property arbitrarily imposed witliout reference to some system of just apportionment could not be uplield. Stuar^ v. Palmer, 74 N. Y. 183; 7 Barb. 131; 28 id. 319; 52 id. 106; 58 id. 436; 8 Barb. 453; 28 How. 57; 20 Hun, 481; 19 id. 460; 29 id. 549; 82 N. Y. 459; 88 id. 576; 97 id. 99; 35 id. 239; 23 id. 225: 97 id. 99; 4 Paige, 401 ; 5 Dem. 137; G id. 156; 133 N. Y. 279; 51 Barb. 354; 40 id. 335; 46 id. 591; 44 id. 158; 16 id. 651; 29 How. Pr. 272; 41 id. 496; 46 id. 319, 343; 21 id. 385; 17 id. 208; 18 Abb. Pr. 130; 53 Hun, 484; 63 N. Y. 401; 98 id. 74; 48 id. 74; 1 Abb. App. Dec. 202; 2 id. 171; 2 Sandf. 559. ' The track of a railroad consisting of stringers, ties and rails, affixed to the land, is for the purpose of assessment real estate, and is taxable as such to tlie corporation ; although the fee of the land upon which it is laid belongs to another owner. Peo. ex rel. Dunkirk, etc. Ry. Co. v. Cassity, 46 N. Y. 46; 80 N. Y. 578; 93 id. 313; 43 Hun, 119. The foundations, columns and super- structure of an elevated railway are taxable as real estate. Peo. ex rel. N, Y. El. Ry. Co. V. Com. of Taxes, 82 N. Y. 459; aff'g, 19 Hun, 460. It makes no difference in respect to taxation, whether the rail is laid upon the surface of the ground or placed upon pillars or carried through a covered way or tunnel, in either case, the structures adopted to sustain it, or facilitate and protect its use, are, within the meaning of the law, land, and taxable as such. Peo. ex rel. N. Y. & H. Ry. Co. v. Com. of Taxes, 101 N. T., 322; reversing 28 Hun, 687. The fr^chise of a' railroad, although it is annexed, in a general sense, to the road, does not have the character of realty, and is not real estate under the tax laws. People ex rel. Panama Ry. Co. v. Com. of Taxes, 104 N. Y. 240; 2 Sandf. Ch. 552; 2 N. Y. 478; 23 id. 234; id. 243; 2 Lans. 298; 41 How. Pr. 33; 27 Hun, 559; 97 N. Y. 97. Taxation op Railroad Cobpokations. 296c § 108c. Definition of ^'personal estate." — 1 E. S. 388, sec. 3. (1 R S. 8th ed. vol. 2, ch. 13, tit. 1, p. 1083.) The terms "personal estate" and "personal property," whenever they occur in this chapter,* shall be construed to include all household fur- niture ; moneys ; goods ; chattels ; debts due from solvent debt- ors, whether on account, contract, note, bond or mortgage ; pub- lic stocks ; and stocks in moneyed corporations. They shall also be construed to include such portion of the capital of incorpo- rated companies, liable to taxation on their capital, as shall not be invested in real estate.' § 108d. Taxation of capital stock of corporations. — 1 E. S. 414, § 1; (1. E. S., 8th ed., vol. 2, ch. 13, tit. 4, p. 1149). All moneyed or stock corporations deriving an income or profit from their capital, or otherwise, shall be liable to taxation on their capi- tal in the manner hereinafter prescribed." § 108e. The Same. Laws of 1857, chapter 4^56, section 3. — • The capital stock' of every company liable to taxation, except such part of it as shall have been excepted in the assessment roll, or as shall have been exempted by law, together with its surplus profits or reserved funds exceeding ten per cent, of its capital, after deducting the assessed value of its real estate and all shares of stock in other corporations actually owned by such company, which are taxable upon their capital stock under the laws of this * P. 1, c. 13; 1 R. S. 387-433. ' 11 St. Rep. 863; 3 Abb. Ct. App. Dec. 171; 39 How. Pr. 873; 44 Hun, 30; SLans. 399; 44 Barb. 158; 40 id. 335; 48 Barb. 176; 18 id. 104; 53 id. 553; 102 N. Y. 186; 39 N. Y. 87. H Cow. 556; 10 Wend. 186; 1 Hill, 606; 8 Barb. 453; 15 How. Pr. 173; 31 N. Y. 449; 23 id. 193; 39 How. Pr. 371; 36 N. Y. 61; 48 id. 79; 46 id. 53; 18 Wend. 605; 31 Hun, 570; 33 id. 493; 39 id. 549; 88 N. Y. 576; 93 id. 308, 313; 104 U. S. 468; 97 N. Y. 99; 98 id. 74; 5 Dem. 137; 6 id. 156; 31 Abb. N. C. 136; id. 282; 5 Sandf. 10; 16 Hun, 197; 31 id. 570; 6 St. Rep. 805: 31 N. Y. 452; 8 id. 243; 32 Barb. 511; 28 id. 320; 7 Hill, 361, 504; id. 33; 35 Wend. 686; 4 Hill, 30; 7 id. 361;id. 504; 5 Saudf. 10; 33 Barb. 509; 30 How. Pr. 183;44Barb. 148; 16 Hun, 197; 4 Paige, 387; 15 How. Pr. 173; 30 id. 184; 39 id. 372; 57 id. 319; 48 N. Y. 79; 23 id. 193; 16 id. 434; 4 id. 444; 36 id. 61; 103 N. Y. 186; 20 Barb. 81; 47 id. 591; 44 id, 158. 18 St. Rep., 383; 23 id. 337. 'The actual value of the capital stock must be taken, together with the sur- plus profits or reserve funds of the corporation exceeding ten per cent, of its capital, and from this Is deducted the assessed value of its real estate situated in this State, and the actual value of its real estate situated outside of this State. This is to prevent double taxation of such real estate, real estate being always taxed at its locality. Davids on Taxation, p. 9, 1888. 296d Eailroad Laws of New York. State, shall be assessed at its actual value and taxed in the same manner as other personal and real estate of the county.' § 108f. Corporation stock not taxed against individual owners.— 1 E. S. 388, § 7, (1 E. S., 8th ed., vol. 2, ch. 13, tit. 1, J). 1084.) The owner or holder of stock in any incorporated com- pany liable to taxation on its capital, shall not be taxed as an in- «di vidua! for such stock." t, § 108g. Where real estate of corporations is assessable.— 1 R. S. 390, section 6, (1 R. S. 8tli ed. vol. 2, ch. 13, tit. 1, p. 1094. The real estate of all incorporated companies liable to taxation, shall be assessed in the town or ward in which the same shall lie, in the same manner as the real estate of individuals.' § 108h. Personal estate of company, where assessed. — 1 R. S. 390, section 6, (1 R. S. 8th ed. vol. 2, ch. 13, tit. 1, p. 1094.) All the personal estate of every incorporated company liable to taxation on its capital, shall be assessed in the town or ward where the principal office, or place for transacting the financial concerns of the company shall be ; or if such company have no > 51 Hun, 314; 1 id. 145; 4 id. 597; Sid. 587; 5 id. 200; 16 id. 197; 31 id. 83; 6 id. 558; 33 id. 570; 51 N. Y. 403; 110 id. 254; 91 N. Y. 374, 580, 574, 95 id. 654; 13 Abb. N. C. 8; 22 id. 48; 23 K. Y. 194; 21 id. 455; 113 N. Y. 133; 115 N. Y. 178; 58 id. 242; 64 id. 541; ICO id. 597; 102 id. 187; 107 id. 541; 104 id. 240; 47 How. Pr. 170; 46 id. 228; 1 T. & C. 636; 11 St. Rep. 863; 33 Barb, 511; 40 id. 335; 64 How. Pr. 405, 407. ' 102 N. Y. 186; 44 Barb. 158; 40 Barb. 335; 29 How. Pr. 372. ' ' A railroad corporation should be regarded, within the meaning of the tax laws in reference to real estate, as a resident of the several towns and wards through which its road extends, and the real estate of such company should not be assessed as " non-resident lands." Peo. ex [rel. Buffalo, etc. Ry. Co. V. Fredericks, 48 Barb. 173; see 31 Barb. 138 ; 40 id. 374; 17 Abb. Pr. 59; id. 543; 11 Barb. 621; 15 How. Pr, 59: 15 Barb. 560; 16 id. 657; 31 N.Y.452; 74 id. 365; 29 Hun, 485, 487; 33 id. 283; 7 Barb. 109; 31 id. 618; 13 id. 48; 19 N. Y. 408; 82 id. 351; 46 id. 55; 1 Barb. Ch. 445; 4 Paige, 394; 15 Abb. N. C. 317; 6 Hun, 556. 44 id. 545; 48 id. 195. A corporation created by the laws of this state is deemed a resident thereof, although the bulk of its prop- erty and business lies in a foreign state. Crowles v. Panama Ry. Co. 30 Barb, 99; 13 Pet. 519; 14 id. 129; 2 How. (U. S.) 499. As to foreign corporation having its ofiBce in this state, see I. L. A. Co. v. Sweetland, 14 Abb. Pr. 240. A corporation created under the laws of, is to be deemed a resident of this state, and the place of its business is to be deemed the place of its resi- dence. Conroe v. Ins. Co. 10 How. Pr. 403; 4 Bing. 394; 3 Jurist, 55; 3 Eng. L. & Eq. 388; 2 Brock. 395; 2 How. (U. S.) 497; 3 Rich. 512; 5 Wend. 211; if it has several places of business, it is to be deemed a resident of each. Pond V. H. R. Ry. Co. 17 How. Pr. 543. See also, 7 Paige, 384; 12 Barb. 323; 1 Barb. Ch. 482. Taxation of Railroad Corporations. 296e principal office, or place for transacting its financial concerns, then in the town or ward where tlie operations of such company shall be carried on. § 108i. Property, how to he estimated and assessed. — 1 R S. 393, sec. 17 (1 R S. 8th ed. vol. 2, ch. 13), tit. 2, p. 1098, as amended by laws of 1851, chapter 176, section 3. All real and personal estate liable to taxation, shall be estimated and assessed by the assessors at its full and true value, as they would appraise the same in payment of a just debt due from a solvent debtor.' § 108j. Certain amended sections of tax law repealed. — Sections six, seven, eight and nine of title three, of chapter thir- teen, of the first part of the Revised Statutes (1 R. S. 308, § 6, 6th ed., vol. 1, p. 951) had application to the tax collector calling upon the person taxed and demanding payment of the tax and of a levy in case of non-payment of tax, and a notice of sale of the goods levied upon. Section 6 of chapter 536 of the Laws of 1857 made these sections applicable to railroad corporations and regu- lated the manner in which a "call " for the tax should be made upon the company, and directed the service of a written notice of sale upon the treasurer or agent of the company. This amend- ment, however, was repealed by chapter 110 of the Laws of 1858." § 108j£. General Provisions for the Assessment of Taxes ON Corporations and the Collection Thereof. Corporations liable to taxation. — 1 R. S. 414, § 1, (1 R. S., 8th ed., vol. 2, ch. 13, tit. 4, p. 1149, et seq). All moneyed or stock corporations deriving an income or profit from their capital or otherwise, shall be liable to taxation on their capital in the man- ner hereinafter prescribed. To deliver statements to assessors. — Idem. § 2. The presi- dent, cashier, secretary, treasurer or other proper officer of ev.ery such incorporated company, shall, on or before the first day of July in each year, make and deliver to the assessors, or one of them, of the town or ward in which such company is liable to be taxed, according to the provisions of the sixth section of the second title of this chapter, a written statement, specifying : ' 48 Hun, 195; 55 N. Y. 352; 48 id. 74; 67 id. afE'd, 94 U. S. 415; 3 Hun, 587; Sid. 178; 48 id. 195; 34 id. 331; 37 id. 170, 171; 43 id. 561; 3 How Pr. N. S. 455, 480; 103 N. Y. 641; 16 Barb. 344; 48 id. 177; 36 Hun, 593; 40 id. 606; 43 id. 135; 13 Barb. 333; 15 How. Pr. 63. . '^ 6 Hun, 559; 33 St. Rep. 603. 296f Eailroad Laws of New York. 1. The real estate, if any, owned by such company, the town or wards in which the same is situated, and the sums actually paid therefor. 2. The capital stock actually paid in and secured, to be paid in, excepting therefrom the sums paid for real estate and the amount of such capital stock held by the State, and by any incorporated literary or charitable institution ; and, 3. The town or ward in which the principal office or place of transacting the financial business of such company is situated, or, if there be no such principal office, the town or ward in which its operations are carried on, or in which it is liable to be taxed un- der the provisions of this chapter.' lo deliver statements to comptroller. — 1 R. S. 415, § 3. The president or other proper officer of every such company, shall also deliver to the comptroller on or before the first day of July, in each year, a written statement, containing the same matters re- quired by the foregoing sections to be specified in the statement to be delivered to the assessors. The statements required by this and the preceding section of this title, shall be ceitified under the oaih of the said president, or other proper officer, to be in all re- spects just and true." Penalty. — Idem. § 4. If the statements above required, or either of them, shall not be furnished by any company to the as- sessors and to the comptroller within thirty days after the time above provided, tlje company neglecting to furnish such state- ments, or either of them, shall forfeit to the people of this State for each statement omitted to be furnished the sum of two hundred and fifty dollars ; and it shall be the duty of the comptroller to furnish the attorney-general with an account of all companies that shall neglect to render such lists, that he may prosecute for the penalties herein imposed.' Suits therefor. — Idem § 5. If any company shall be prose- cuted for any such penalty shall pay the costs of prosecution, and furnish the statement required, the comptroller, if he shall be sat- isfied that the omission was not willful, may, in his discretion, dis- continue such suit. ' 31 N. Y. 452; 104 id. 248; 17 How. Pr. 208; 6 Hun, 558; 33 id. 493; 45 id. 6; 20 Abb. N. C. 44; 26 W. Dig. 539; 46 N. Y. 53; 39 id. 81; 28 Barb. 320; 54 Super. Ct. 371; 9 St. Rep., 469; 6 Dem. 157. '76 N. Y. 65; 4 Paige, 384. >104 N, Y. 243. Taxation op Eailroad Corporations. 296g Companies, how assessed. — Idem., § 6. The assessors shall enter all incorporated companies from which such state- ments shall have been received by them, and the property of such companies and the property of all other incorporated companies liable to taxation in their respective towns, in their assessment rolls, in the following manner : 1. They shall insert, in the first column of the assessment rolls, the name of each incorporated company in their respective towns or wards liable to taxation, on its capital or otherwise, and under its name they shall specify the amount of its capital stock paid in, and secured to be paid in, the amount paid by such company for real estate then belonging to such company, wherever the same maybe situated, the amount of all surplus profits or reserved funds exceeding ten per cent, of the capital, after deducting there- from the said amount of said real estate and the amount of its stock, if any, belonging to the state, and to any incorporated literary and charitable institutions. {As amendedhy laws o/1853, chap. 654. 2. In the second column they shall enter the quantity of real estate owned by such company and situated within their town or ward, and in the third column the actual value thereof, estimated as in other cases. 3. In the fourth column they shall enter the amount of the cap- ital stock of every incorporated company paid in, and secured to be paid in ; and of all surplus profits or reserved funds as afore- said, after deducting the sums paid out for all the real estate of such company, wherever the same may be situated, and those belonging to it and the amount of stock, if any, belonging to the people of the state, and to incorporated literary and charitable institutions. {As amended by laws 1853, chap. 654.') Preceding sections extended, 1 R. S. 416, § 8.— The pro- visions of the fifteenth section of the second title of this chap- ter shall be and are hereby extended to the incorporated compa- nies in tlie two preceding sections named, and the president, sec- retary or othei- proper officer may make the affidavit required by said section. Taxes to be stated and collected, 1 R. S. 416, § 15, as amended by laws of 1857, chapter 456. The amount of taxes ' 104 N. Y. 243; 81 id. 451 ; 46 id. 53; 1 Barb. Cb. 449; 24 How. Pr. 250; 39 N. Y. 82; 48 id. 71; 76 id. 64, 203; 95 id. 554; 12 Barb. 223; 7 Hill, 261; 4 Paige, 394, 401; 6 Hun, 559; 33 id. 493. 296h Eailroad Laws of New York. assessed on all incorporated companies liable to taxation shall be set down by the board of supervisors in the fourth column of the corrected assessment roll, and shall form a part of the moneys to be collected by the assessor. The capital stock of every company liable to taxation, except such part of it as shall have been excepted in the assessment roll, or shall have been exempted by law, together with its surplus profits or vested funds exceeding ten per cent, of its capital after deducting the assessed value of its real estate ; and all shares of stock in other corporations actu- ally owned by such company, which are taxable upon their capi- tal stock under the laws of this state, shall be assessed at its actual value and taxed in the same manner as the other real and persona^ estate of the county.' Duty of supervisors, 1 E. S. 417, § 16. — The board of supervisors having completed the assessment, shall transmit to the comptroller, with the aggregate valuation of the real and per- sonal estate in their county, a statement showing the names of the several municipal corporations liable to taxation in such county, the amount of the capital stock paid in and secured to be paid in by each, the amount of the real and personal property of each as put down by the assessors or by them, and the amount of taxes assessed in each. In those counties in which there is no such com- pany, the board of supervisors shall certify such fact to the comp- troller, with their returns, of the aggregate valuation of real and personal estate. Duty of collector. — Idem § 17. The collector shall demand payment of all taxes assessed on incorporated companies from the president, or other proper officer, of such companies; and, if not paid, shall proceed in the collection and payment thereof in the same manner as in other cases, and shall be liable to the same penalties for the non-payment of moneys collected by him, and the collector's receipt shall be evidence of the payment of such tax." I'axes, how paid. — Idem § 18. — Such taxes shall be paid out of the funds of the company, and shall be ratably deducted from the dividends of those stockholders whose stock was taxed or shall be charged upon such stock if no dividends be afterwards declared.' ' 48 N. Y. 80; 39 id. 84. »3 St. Rep. 551; 54 Super. Ct. 371; 48 N. Y. 81. ' 36 N. Y. 62; 48 N. Y. 81, 4; 51 Hun, 314; 47 id., 592; 110 N. Y. 254; 104 id. 242; 11 St. Rep., 863; 22 Abb. N. C, 48. Taxation of Railroad Corporations. 296i Proceedings if taxes cannot he collected. — Idem. § 19. If the collector shall not be able to collect any tax assessed upon an incorporated company, he shall return the same to the county treasurer, and, at the same time, make affidavit before the county treasurer, or some other officer authorized to administer oaths, that he had demanded payment thereof from the president, or other proper officer of the company, and that such officer had refused to pay the same ; or that he had not been able to make such de- mand, as the case may be, and that such company had no personal property from which he could levy such tax.' The same. — Idem. §21. The county treasurer shall thereupon certify such facts to the comptroller, who shall place to the credit of such county treasurer the amount of all taxes so returned and certified, as in the case of taxes on the lands of non-residents. Attorney -General to file petition. — Idem § 21. The comp- troller shall furnish the attorney-general with the names of all companies and banks refusing or neglecting to pay the taxes im- posed on them, with the amount due from them respectively, and the attorney-general shall thereupon file a petition in the supreme court against every such company or bank for the discovery and se- questration of its property {as amended by Laws of 1857, chap. 456.)" Powers of supreme court thereon. — Idem, § 22. The supreme court, on filing of such petition, or on the coming in of the answer thereto, may order such part of the property of such company or bank to be sequestered as shall be deemed necessary for the pur- pose of satisfying the taxes in arrears, with the costs of prosecu- tion, and the court may also, at its discretion, enjoin such com- pany or bank and the officers thereof from any further proceedings under their charter or act of incorporation, and may order and di- rect such other proceedings as he shall deem necessary to compel fbe payment of such taxes and costs. {As amended hy Laws of 1857, chap. 456, §§ 4, 6.) Further penalty. — Idem. § 22. The attorney -general may also recover siach tax, with costs, from such delinquent company, by action in any court of record in this State. § 1081. Highway Taxes, Laws of 1890, Chapter 568. § 62. Commutation.^-^vevy person and corporation shall work the whole number of days for which he or it shall have '48N. Y.81. '48N. Y; 81; 47 Hun, 591. 296j Railroad Laws of New York. been assessed, except such days as shall be commuted for, at the rate of one dollar per day, and such commutation money shall be paid to the overseer of highways of the district in which the labor shall be assessed, within at least twenty-four hours before the time when the person or corporation is required to appear and work on the highway ; but any corporation may pay its commutation money to the commissioners of highways of the town who shall pay the same to the overseers of the districts respectively, in which the labor commuted for was assessed. See section 33 for assessment on highway labor. § 108m. Unpaid Taxes on Vacant Lands. Laws of 1855, Chap. 427, as Amended by Laws of 1876, Chap. 101. § 5. Taxes on lands of residents and railroads returned as unpaid. — If the taxes on any farm or lot of land assessed to a resident shall be returned as unpaid, in consequence of such premises becoming vacant by the removal of the occupant before the collection of the tax imposed thereon, or in default of goods and chattels of the occupant to satisfy such tax, or if the taxes on any land occupied by or used in connection with any railroad which was assessed to any person, company or corporation, own- ing, operating, or constructing such railroad, shall be returned as unpaid, the supervisor of the town or ward in which such land was assessed shall add a description thereof to the assessment roll of the next year in the part thereof appropriated to taxes on lands of non-residents, and shall charge the same with the uncollected tax of the preceding year; and the same proceedings shall be had thereon in all respects as if it was the land of a non-resident, and as if such tax had been laid in the year in which the description i=' so added. The land occupied by or used in connection with any railroad assessed to any person, company or corporation, own- ing, operating or constructing such railroad, may be described in the following form : "A strip of land owned and occupied by the railroad company, in the year , extending about — —feet on each side of the railroad track, and embracing the same, together with all the depots, stations, turnouts, switches and other improve- ments thereon, and connected therewith, commencing at a point where such railroad track crosses the boundary line in entering the ward of the city of , or the town of , and extending to the point where such track crosses the boundary line leaving such ward of the city of , or the town of , Taxation of Eailkoad Corporations. 296k or to the point of termination in the same, containing acres, more or less; '' and when thus described, with the blanks in such form properly filled, on the comptroller's book of taxes, or adver- tised of sold for taxes, no other description thereof shall be deemed necessary ; provided if the comptroller shall believe that the inter- ests of the state should best be subserved by selling the lands in lots or divisions, he shall be empowered to direct such surveys or to create such maps as may be made from titles to the same, so as to enable him to sell such lots by description sufficient to con- vey title thereto. § I08n. Collection of taxes.—!. R S. 898, § 2. (1 E. S., 8th ed., vol. 2, ch. 13, tit 3, § 1, p. 1117) as amended by Laws of 1892, chap. 196. In case any person shall refuse or neglect to pay the tax im- posed on him, the collector shall levy thesame by distress and sale of the goods and chattels of the person who ought to pay the same, or of any goods and chattels in his possession, whereso- ever the same may be found, within the district of the collector ; and no claim of property to be made thereto by any other per- son shall be available to prevent a sale. If title or possession of property of a person or corporation upon which the tax is imposed, shall have passed to a receiver of such person or cor- poration appointed by a court, or if the tax be imposed upon such receiver by reason of his ownership or possession of prop- erty as such receiver, in either such case property owned by or in the possession of the receiver as such, shall be liable to levy and sale by the collector without application to or permission of such eourt, in the same manner as property owned by or in the pos- session oE a private person upon whom a tax is imposed.' § lOSo. Taxes on Telegraph Lines -- Laws of 1886, Chap- ter 659. Section 1. Place of assessvient of telegraph, lines, etc. — The por- tion of any telegraph, telephone or electric light line in any town or ward in this state shall be assessed in such town or ward to the owner or person or corporation, or association in control thereof, in the manner provided by law for the assessment of lands of resident owners and the same proceedings may be had upon such assessment, and for the collection of any tax levied thereon. '5aN. Y. 534; 100 N. Y. 403; 40 id. 515; 3 Hun, 416; 39 Hun, 116; 7 Barb. 137; 15 Barb. 595; 4 Barb, 17; 10 Johns R. 404; 4 Wend. 333. 2961 Railroad Laws of New York. § 2. " Lines'' defined. — The word "lines " shall include the in- terest in the land on which the poles stand, the right of license to erect such poles on land, all poles, arms, insulators, wires and apparatus, instruments, or other thing connected with or used as a part of such line, in such town or ward, and belonging either to the owner of such line, or to the person, corporation or association in control thereof. § 3. Enforcing collection of such tax. — In enforcing the collec- tion of any tax levied upon such assessment, the instruments and batteries connected with such line may be included among the articles subject to levy and sale, and in case there is not suffi- cient personal property, together with such instruments and bat- teries, to pay such tax, and the percentage ^thereon of the col- lector, the collector shall return all sums remaining unpaid to the county treasui'er, and in the city and county of New York, the re- ceiver of taxes, as other unpaid taxes are returned-; and the said county treasurer and receiver of taxes shall proceed to sell such part of the line in the town or ward where the tax was levied, as is necessary to satisfy the unpaid tax and percentage, in the man- ner now provided by law for the sale of land on execution ; and upon such sale shall execute to the purchaser a conveyance of such part of said line, and the purchaser shall thereupon become the owner thereof. § 4. Clerk of hoard of supervisors to furnish statement to county treasurer. — It shall be tlie duty of the clerk of the board of super- visors of the several counties of this state, within five days after making out or issuing of the annual tax warrants, by the board of supervisors of their respective counties, to prepare and deliver to the county treasurer, and in the city and county of New York, the receiver of taxes, a statement showing the title of all tele- graph, telephone and electric light lines in such county, as appear in the last assessment roll of the town or ward in such county, the valuation of the property, real and personal, of such town in each town or ward, and the amount of tax assessed or levied on such valuation in each town or ward in the county. § 5. Companies may pay tax io county treasurer, etc. — Any tele- graph, telephone or electric light company assessed, may, within thirty days after the receipt of such notice by the county treas- urer or receiver of taxes, pay the amount of tax so assessed or levied on their property, with one per cent fees on the tax, to the county treasurer or receiver of taxes, who is hereby authorized Taxation of Railroad Corporations. 296m and directed to receive such amounts, to give a proper receipt therefor, and credit the same to the collector of the town or ward in which the tax was levied. In case the tax on any telegraph telephone, or electric light line remains unpaid at the expiration of the thirty days specified, it shall be the duty of the county treasurer, and receiver of taxes to notify the collector of such town or ward of such failure to pay said tax, and said collector shall proceed to collect such tax in the manner herein provided. The tax may be paid directly to the collector at any time during the life of his warrant, but no collector shall proceed to enforce his warrant, and collect such tax until the receipt of such notice of non-payment from the county treasurer or receiver of taxes. §6. Same, may pay collector. — Nothing herein contained shall be construed to prevent the collection of tax'es by any proceed- ing now provided by law. § 108p. Assessment and collection of expenses of plac- ing ELECTRICAL CONDUCTORS UNDERGROUND* — LaWS OF 1884, Chapter 499, as amended by Laws of 1885, Chapter 503. Section 7. Salary of commissioners and expenses to he assessed ■upon the several companies operating electrical conductors. — The salary of each of said commissioners, and of every successor of either of them, if appointed for either of such cities having a population of more than one million, shall be five thousand dol- lars per annum, and if appointed for either of such cities having a population of less than one million, shall be three thousand dol- lars per annum, payable quarterly by the comptroller of this state, who shall also audit and pay quarterly all necessary and incidental expenses of each of such boards of commissioners. The amount of such salaries and expenses shall, in such propor- tion as is prescribed in section eight of this act, be by the comp- troller assessed upon and collected from the several companies operating electrical conductors in any such city of the state, which, under the provisions of this act, are or shall be required to place and operate any of their conductors underground, and shall be paid into the treasury of the state in such installments as the comptroller shall require. § 8. Companies to furnish to the Comptroller data for apportion- ment of salaries and expenses. — It shall be the duty of every such *See Laws of 1884, chapter 534. 296n Railroad Laws of New York. company to furnish the comptroller, from time to time, as, and when requested, all data by him desired to enable him to apportion the relative share to be paid by each such company, of the expenses of said boards, and of the salaries of said commissioners; such apportionment to be by the comptrollor made witli reference to the number of miles of wires operated within the limits of any such city, and the several companies which are or shall be re- quired, under the provisions of this act, to place and operate any of the conductors under ground, shall be by the comptroller as- sessed ratably according to the number of miles of such wires, which the comptroller shall certify to be operated by them respec- tively; and the said commissioners shall furnish the comptroller with a list of such companies. Whenever any such company shall neglect or refuse to furnish such data within twenty days after being so requested by the comptroller, the comptroller is hereby authorized to determine from the best information he shall be able to obtain, and to certify the number of miles of wires so operated. § 11. Upon default of payment of assessments, Comptroller may issue warrants to sheriff directing levy and sale of corporate property; lien of such warrants. — ^Whenever any company shall neglect or refuse to pay the assessment made upon such company pursuant to the provisions of this act, within thirty days after being notified by the comptroller of the amount thereof, it shall be lawful for the co'nptroller to issue his warrant or warrants under his hand and seal of office, directed to the sheriff of any county in this State, commanding him to levy upon and sell the goods and chat- tels, lands and tenements of the said company found within the said county, for the payment of the amount of said assessment, together with interest thereon and costs of executing such war- rant, and to return the said warrant to the comptroller, and pay to the State treasurer the money which shall be collected by vir- tue thereof, by a certain time therein to be specified, not less than sixty days from the date of such warrant. Such warrant shall be a lien upon, and shall bind the personal estate of the company against which it shall be issued from the time an actual levy shall be made by virtue thereof, and the sheriff to whom such warrant shall be directed, shall proceed upon the same in all respects with the like effect and in the same manner as prescribed by law in respect to executions issued against property upon judgments rendered by a court of record, and shall be entitled to the same Taxation of Railroad Corporations. 296o fees and costs for his services in executing the same, to be col- lected in the same manner. § 108q. Title of Corporations. Laws of 1892, Chap. § 53. Statement of railroad, telegraph, telephone and electric-light taxes. — The clerk shall, within five days aEter the making out, or issuing oE the annual tax- warrant by the board of supervisors, prepare and deliver to the county treasurer oE his county a statement showing the title of all railroad corporations and telegraph, telephone and electric-light lines in such county, as appear on the last assessment-roll of the towns or cities therein, the valuation of the property, real and personal, of such corpora- tion and line in each town or city, and the amount of tax assessed or levied on such valuation in each town or city in his county. § lOSr. Review of assessment by certiorari, Laws of 1880, chap. 269, § 1. A writ of certiorari may be allowed by the su- preme court on petition, duly verified, of any person or corpora- tion assessed and claiming to be aggrieved, to review an assess- ment of real or personal property for the purpose of taxation made in any town, ward, village or city of this State, when the petition shall set forth that the assessment is illegal, specifying the grounds of the alleged illegality, or is erroneous by reason of over valu- ation, or is unequal in that the assessment has been made at a higher proportionate valuation than other real or personal prop- erty on the same roll by the same officers, and that petitioner is or will be injured by such alleged illegal, erroneous or unequal as- sessment. "When the alleged illegality, error or inequality affects several persons in the same manner who are assessed upon the same roll, they may unite in the same petition, and in that case the writ may be allowed, and the proceedings authorized by this act had in behalf of such petitioners.' See for proceedings upon such writ, Laws of 1880, chap. 269, § 2-7, 8 ; as amended by Laws of 1887, chap. 342, § 1 ; 8-10. For taxes to discharge municipal aid bonds, see p. 396a, supra. *NoTB.— This is a substitute for Laws 1870, chap. 506, § 1. ■ 17 Abb. N. C. 369; 13 id. 1; 107 N. Y. 541; 103 id. 640; 33 W. Dig. 568; 18 id. 456; 34 id. 102: 36 id. 539; 9, N. Y. 593; 99 id. 353; 109 id. 579; 115 id. 158; 117 id. 86; 119 id. 558; 38 id. 7; 3) id. 539; 40 id. 176, 598; 46 id. 444; 51 id. 313; 6 St. Rep. 4: 8 id. 709; 5 id. 311; 9 id. 470. The writ may include in its terms a review of both real and personal property, though the relator is assessed for realty only. People ex rel. Ulster, etc., Ry. Co. v. Smith, 34 Hun, 66; 54 Hun, 3; 57 Hun, 383, 361; 34 St. Rep. 107; 39 id. 604; 33 id. 600, 601; 58 Hun, 71,81; 33 St. Rep. 839; 36 id. 333; 105 N. Y. 198; 101 id. 610, 651; 296p Eaileoad Laws of New York. § 108s. Application to reduce valuation. — Laws of 1851, chap. 176, § 5, {as amended by Laws of 1857, chap. 536, § 5.) § 5. Whenever any person ' on his own behalf, or on behalf of those whom he may represent, shall apply to the assessors of any town or ward to reduce the value of his real and personal estate, as set down in the assessment roll, it shall be the duty of such assessors to examine such person under oath touching the value of his or their said real or personal estate; and after such examina- tion, and other supplementary evidence, under oath, or shall be pre- sented by the party or person aggrieved, they shall fix the value thereof at such sum as they may deem just, under the rule pre- scribed by section * * of this title ; but if such person shall re- fuse to answer any such question as to the value of his real or personal estate or the amount thereof, or present sufficient sup- plementary evidence under oath, to justify a reduction, the assess- ors shall not reduce the value of such real or personal estate.* * ' For further proceedings on application to reduce valuation, see Laws of 1851, ch. 176, §§ 6, 7, 8, as amended by Laws of 1884, ch. 57, and Laws of 1885, ch. 201. § 108t. Taxable Transfers of Property,* Laws of 1892, Chap. 399. § 1. Taxable transfers. — A tax shall be and is hereby im- posed upon the transfer of any property, real or personal, of the value of five hundred dollars, or over, or of any interest therein or income therefrom, in trust, or otherwise, to persons or corpora- tions not exempt by law from taxation on real or personal prop- erty in the following cases: 1. When the transfer is by will or by the intestate laws of this state from any person dying seized or possessed of the property while a resident of this state.J ** So in original. *NoTE. — Only so much of this act as is applicable to corporations is given here. 104 id. 377; 106 id. 671: 46 N. Y. 46; 42 Hun, 243; 36 id. 593; 41 id. 139, 307, 344; 45 id. 6, 243, 432; 34 id. 322; 18 Abb. Pr. 246; 2 How. Pr. N. S. 454; Sid. 211. Under this act, the assessors are required to deliver a completed and veri- fied roll to the town clerk and a writ is properly directed to him to briug up the roll for review. People ex rel. Ulster, etc., Ry. Co. v. Burhans, 25 Hun, 186. ' The term " person " or " persons" as used in this act includes corporations Laws 1857, ch. 536, § 3; 6 Hun, 559. «6 Lans, 108; 42 Hun, 561; 2 How.- Pr. N. S. 455; 47 Barb. 320; 61 id. 284 48 id. 178; 49 N. Y. 247; 32 St. Rep. 603; 117 N. Y. 338 Taxation op Eailroad Corporations. 296q 2. When the transfer is by will or intestate law, of property within the state, and the decedent was a non-resident of the state at the time of his death. 3. When the transfer is of property made by a resident or by a non-resident, when such non-resident's property is within this state, by deed, grant, bargain sale or gift made in contemplation of the death of the grantor, vendor or donor, or intended to take effect, in possession or enjoyment, at or after such death. Such tax shall also be imposed when any such person or corporation becomes beneficially entitled, in possession or expectancy, to any property or the income thereof by any such transfer, whether made before or after the passage of this act. Such tax shall be at the rate of five per cent, upon the clear market value of such prop- erty, except as otherwise prescribed in the next section. § 7. Deferred payment. — Any person or corporation benefi- cially interested in any property chargeable with a tax under this act and executors, administrators and trustees thereof, may elect within one year from the date of the transfer thereof as herein provided not to pay such tax until the person or persons benefi- cially interested therein shall come into the actual possession or enjoyment thereof. If it be personal property, the person or per- sons so electing shall give a bond to the state in penalty of three times the amount of any such tax, with such sureties as the sur- rogate of the 'proper county may approve, conditioned for the payment of such tax and interest thereon, at such time or period as the person or persons beneficially interested therein may come into the actual possession or enjoyment of such property, which bond shall be filed in the office of the surrogate. Such bond must be executed and filed and a full return of such property upon oath made to the surrogate within one year from the date of trans- fer thereof as herein provided, and such bond must be renewed every five years. § 9. Liability of certain corporations to tax. — If a foreign executor, administrator or trustee shall assign or transfer any stock or obligations in this state standing in the name of a decedent, or in trust for a decedent, liable to any such tax, the tax shall be paid to the treasurer of the- proper county or the comptroller of the city of New York on the transfer thereof. No safe deposit company, bank or other institution, person or persons holding securities or assets of a decedent, shall deliver or transfer the Same to the executors, administrators or legal representatives of said 296r Eailroad Laws of New York. decedent unless notice of the time and place of such intended transfer be served upon the county treasurer or comptroller at least five days prior to the said transfer. And it shall be lawful for the said county treasurer or comptroller, personally or by rep- resentative, to examine said securities or assets at the time of such delivery or transfer. Failure to serve such notice or to allow such examination shall render said safe deposit company, trust company, bank or other institution, person or persons liable to the payment of the tax due upon said securities or assets in pursuance of the provisions of this act. §22. Definitions. — The words "estate'' and "property" ^s used in this act shall be taken to mean the property or interest therein of the testator, intestate, grantor, bargainor or vendor, passing or transferred to those not herein specifically exempted from the provisions of this act and not as the property or interest therein passing or transferred to individuals, legatees, devisees, heirs, next-of-kin, grantees, donees or vendees, and shall include all property or interest therein, whether situated within or without this state, over which this state has any jurisdiction for the pur- poses of taxation. The word " transfer " as used in this act shall be taken to include the passing of property or any interest therein in possession or enjoyment, present or future, by inheritance, descent,'devise, bequest, grant, deed, bargain, sale or gift in the manner herein prescribed. The words " county treasurer," '' comp- troller " and " district attorney," as used in this act, shall be taken to mean the treasurer, comptroller or district attorney of the county of the surrogate having jurisdiction, as provided in section ten of this act. CERTAIN LAWS CONTAIlSrED IN THIS CHAPTER WHICH HAVE BEEN CONSTRUED. Page 280. Laws of 1867, Chapter 694, as amended by Laws of 1884, chapter 414, and 1885, chapter 840. 125 N. Y., 478; 36 St. Rep., 166. Page 284. Laws of 1880, Chapter 542, as amended by Laws 1881, chap- ter 361. 117 N. Y., 143; 244; 121 id., 543; 54 Hun, 598; 134 U. 8., 851; 39 St. R., 607, 608, 614, 615, 738; 60 Hun, 228, 229, 230, 232, 233; 38 St. R., 19; 33 Id., 29; 34 id., 713, 987; 37 id., 121; 58 id., 248, 271; 126 N. Y., 173; 42 Bt. R, 60, 273, 275, 281, 401, 633; 44 id., 702, 708, 708; 45 id., 235; 46 id., 228; 47 id. 696, 697, 698. UPage 282. Laws of 1883, Chapter 392, section 1. 119 N. Y., 139; 42 St. Rep., 449; 49 id., 558. Page 289. Laws of 1885, Chapter 501. 117 N. Y., 143, 244. 54 Hun, 599; 42 St. Rep., 274,401. Page 295. Laws of 1886, Chapter 143, section 1. 57 Hun, 487; 43 St. Rep., 90; 44 id., 907. CHAPTER VI. RECEIVERS OF CORPORATIONS. Section 109. Receivers must report to attorney-general- 110. Compelling receiver to report. 111. Motion by attorney-general to remove receiver. 113. Notices of motion, etc., to be served upon attorney-general. 113. Application of this act. 114. Apportionment, powers and duties of receivers. 115. Transfer of property to receivers, etc. 116. Dissolution of corporation by legislature; suit by attorney-gen- eral. 117. Wages of employees to have preference over other payments by receivers. 118. Appraisal of corporate property in the hands of recei¥ers. 119. Provisions of the Revised Statutes applicable to receivers. 130. Protection against illegal transfers and agreements. 131. Punishment of directors for neglect of duty. 133. Certain laws contained in this chapter which have been con- strued. § 109. Eeceivers must Ebport to Attorney-G-eneral. Laws of 1880, Chapter 537, as Amended by Laws of 18sl, Chapter 639. Section 1. All receivers of insolvent corporations who are now required by law to make and file reports of their pro- ceedings, shall hereafter, at the time of making and filing such re- ports, serve a copy thereof upon the attorney-general of this state.' § 110. Compelling Receiver to Report. Laws of 1880 Chapter 537. Section 2. In case any receiver of an insolvent corporation shall neglect to make and file a report of his proceedings for thirty days after the time he is now required by law to make and file such report, or shall neglect for the same length of time to serve a copy thereof on the attorney-general, as required by the first section of this act, the attorney-general may make a motion in the supreme court for an order to compel the making and filing and serving a copy on him of such report, or for the removal of such receiver from his office." ' 25 Hun, 376, 509. ^ 35 Hun, 509. 298 Railroad Laws of New York. § 111. Motion by Attorney-General to Remove Re- ceiver. Laws of 1880, Chapter 537, as Amended by Laws of 1882, Chapter 331. Section 8. The attorney-general may, at any time he deems that the interests of the stockholders, creditors, policy-holders, de- positors or other beneficiaries interested in the proper and speedy distribution of the assets of any insolvent corporation will be subserved thereby, make a motion in tiie supreme court at a special term thereof, in any judicial district, for an order removing the receiver of any insolvent corporation and appointing a re- ceiver thereof in his stead, or to compel him to account, or for sucli other or additional' order or orders as to him may seem proper to facilitate the closing up of the affairs of such receivership, and any appeal from any order made upon any motion under this sec- tion shall be to the general term of said court of the department in which such motion is made.' § 113. Notices of Motion", Etc., to be Served upon Attorney-Genekal. Laws of 1880, Chapter 537, as Amended by Laws of 188-J, Chapter 331. Section -i. A copy of all notices of motion and of all motion papers, and a copy of all other applications to the court, togellier with a copy of tlie order or judgment to be proposed thereon to the court, in every action or proceeding now pending for the dis- solution of a corporation, or a distribution of its assets, or which shall hereafter be commenced for such purpose, shall in all cases be served on the attorney-general, in the same manner as provided by law for the service of papers on attorneys who have appeared in actions, whether the applications but for this law would be ex parte or upon notice, and no order or judgment granted shall vary in any material respect from the relief specified in such copy, order or judgment, unless the attorney -general shall appear on the return day and have been heard in relation thereto ; and any order or judgment granted in any action or proceeding aforesaid, witljoiit such service of such papers upon the attorney-general, shall be void, and no recovery of any such corporation .shall pay to any person any money directed to be paid by any order or judgment made in any such actioid or proceeding, until the expiration of ' 2o Hun, 509. Eeceivers of Corporations. 299' eight days after a certified copy of such order or judgment shall have been served as aforesaid upon the attorney-general. § 113. Application of this Act. Laws of 1882, Chap- ter 331. Section 3. The provisions of this act shall only apply to actions and special proceedings heretofore instituted by the attorney-gen- eral and to such as shall hereafter be instituted by him for the purposes aforesaid. § 114. Appointment, Powers and Duties op Eeoeivebs. Laws of 188.3, Chapter 378. Section 1. Application for appointment of receiver, where made. — ^Every application hereafter made for the appointment of a re- ceiver of a corporation shall be made at a special term of the court held in and for the judicial district in which the principal business office of the corporation was located at the commencement of the action wherein such receiver is appointed, or in and for a county adjoining such district, and any order appointing a receiver, other- wise made, shall be void.' § 2. Compensation. — Every receiver shall be allowed to receive, as compensation for his services as such receiver, five per centum for the first $100,000 received and paid out, and two and a half per centum on all sums received and paid out in excess of the said $100,000. But no receiver shall be allowed or shall receive, from such percentages or otherwise, for his said services for any one year, any greater sum or compensation than $12,000, nor for any period less than one year more than at the rate of $12,000 per year, provided that where more than one receiver shall be ap- pointed, the compensation shall be divided between such receivers. [Thus amended, chapter 275, Laws of 1886.) " § 3. Order appointing receiver to designate place of deposit. — All orders appointing receivers of corporations shall designate therein one or more places of deposit, wherein all funds of the cor- poration not needed for immediate disbursement shall be deposited, and no deposits or investments of such trust funds shall be made elsewhere, except upon the order of the court upon due notice- given to the attorney -general.' ' 35 Hun, 341; 65 How. Pr., 443. »65 How. Pr., 443; 31 Hun, 86; 33 id., 78; 89 id., 50; 89 N. Y., 95; 94 id., 687; 93 id., 681; IQl id., 478. ' 65 How. Pr., 443. 300 Eailroad Laws of New York. § 4. Duties of receiver. — It shall be the duty of every receiver of an insurance, banking or railroad corporation, or trust compaoy, to present every six months to the special term of the supreme ■court, held in the judicial district wherein the place of trial or venue of the action or special proceeding in which he was ap- pointed may then be, on the first day of its first sitting, after the •expiration of said six months, and to file a copy of the same, if a receiver of a bank or trust company, with the bank superintend- €nt ; if a receiver of an insurance company, with the superintend- ent of insurance, and in each case with the attorney-general, an account exhibiting in detail the receipts of his trust, and the ex- penses paid and incurred therein during the preceding six months; and it shall be unlawful for any receiver of the character specified in this section to pay to any attorney or counsel any costs, fees or allowance until the amounts thereof shall have been stated to the special term in this manner, as expenses incurred, and shall have been approved by that court by an order of the court duly entered ; and any such order shall be the subject of review by the general term and the court of appeals on an appeal taken thei'cfrom by any party aggrieved thereby. Of the intention to present such account, as aforesaid, the attorney-general shall be given eight days' notice in writing, and the attorney-general shall examine the books and accounts of such receiver at least once every twelve months. {Thus amended by chapter 40, Laws of 1885.) ■ § 5. Tntervenor to pay his own legal expenses ; no allowance to be made for costs to attorney. — In case of the intervention of any policy-holder or depositor, by permission of the court, such policy- holder or depositor shall defray the legal expenses thereof, and no allowance shall be made for costs or fees to any attorney of such policy-holder or depositor. § 6. Becdver to close up affairs within one year. — The affaire of every insolvent corporation now in the bands of any receiver shall be fully closed up by the receiver thereof within one year from the passage of this act, unless the court, upon application by said receiver, and upon due notice to the attorney-general, shall give additional time for that purpose. § 7. Attorney- General may apply to have receiver removed; ap- peal. — The attorney-general may, at any time he deems that the ' 31 Hun, 622; S. C, 18 W. Dig., 493. Eeceivers of Corporations. 301 interests of the stockholders, creditors, policy-holders, depositors- or other beneficiaries interested in the proper and speedy distribu- tion of the assets of any insolvent corporation will be subserved thereby, make a motion in the supreme court at a special term thereof, in any judicial district, for an order removing the receiver of any insolvent corporation and appointing a receiver thereof in his stead, or to compel him to account, or for such other and ad- ditional order or orders as to him may seem proper to facilitate the closing up of the affairs of such receivership, and any appeal from any order made upon any motion under this section shall be to- the general term of said court of the department in which such motion is made. !-§8. Copies of all papers to he served on Attorney- Oeneral. — A copy of all motions and all motion papers, and a copy of any other application to the court, together with a copy of the order or judg- ment to be proposed thereon to the court, in every action or pro- teeding now pending for the dissolution of a corporation or a dis- tribution of its assets, or which shall hereafter be commenced for such purpose, shall, in all cases, be served on the attorney-general, in the same manner as provided by law for the service of papers- on attorneys who have appeared in actions, whether the applica- tions but for this law would be ex parte or upon notice, and na order or judgment granted shall vary in any material respect from the relief specified in such copy or order, unless the attorney-gen- eral shall appear on the return day and have been heard in relation thereto ; and any order or judgment granted in any action or pro- ceeding aforesaid, without such service of such papers upon the attorney-general, shall be void, and no receiver of any such corpo- ration shall pay to any person any money directed to be paid by any order or judgment made in any such action or proceedings until the expiration of eight days after a certified copy of such order or judgment shall have been served as aforesaid upon the attorney-general. ' § 9. Where applications under this act tohemade; venue changed. — All applications to the court contemplated by this act shall be made in the judicial district where the principal office of the in- solvent corporation was located; and the venue of all actions or proceedings now pending, not in the judicial district where the principal office of the insolvent corporation was located, are hereby ' 38 Hun, 138; 32 id., 171; 40 id.,. 58; 37 id., 538. 302 Eailroad Laws of New York. ■changed and transferred to the county and judicial district where such principal office was located. § 10. Preference on calendar. — All actions or other legal proceed- ings and appeals therefrom, or therein brought by or against a receiver of any insolvent corporations referred to in this act, shall have a preference upon the calendars of all courts next in order to actions or proceedings brought by the people of the State of New York. § 11. Repeal — All acts or parts of acts inconsistent herewith are hereby repealed. § 1 15. Transfer of Property to Eeceivers, Etc. LaWs op 1884, Chapter 285. Section 1. Where receivers have been or shall he appointed for 35 Barb., 109; 31 id., 605; 13 id., 673; 3 id., 398; 1 Barb. Ch., 134; 23 Barb., 656; 6 Bosw., 638; 93 N. Y., 7; rev'g 38 Hun, 375; 33 Barb., 656. 3 36 N. Y., 850; 5 Robt., 363; 6 Bosw., 638; 1 Barb., 148; 4 Paige, 225; 57 Hun, 443, 444. « 11 N. Y., 240; 36 Barb., 59; 8 Paige, 882; 1 Duer, 129; 24 How. Pr., 438; 55 N. Y., 18, 21; 6 Bosw., 688; 5 Robt,, 363; 105 N. Y., 340. Receivers of Corporations. 311 every person indebted to sucli corporation, shall account and an- swer for the amount of such debt and for the value of such prop- erty to the said receivers ; and all the provisions of law, in re- spect to trustees of insolvent debtors, the collection and preserva- tion of the property of such debtors, the ooncealment and discov- ery thereof; and the means of enforcing such discovery, shall be applicable to the receivers so appointed, and to the property of such corporation.' .§73. Beferring controversies. — Such receivers shall have the same power to settle any controversy that shall arise between them and any debtors or creditors of such corporation, by a refer- ence, as is given by law to trustees of insolvent debtors ; and the same proceedings for that purpose shall be had, and with the like effect ; and application for the appointment of referees may be made to any officer authorized to appoint such referees on the ap- plication of trustees of insolvent debtors, who shall proceed therein in the same manner; and the referee shall proceed in like manner, and file their report with like e£Eect in all re- spects." § 74. Meetings of creditors to be called, etc. — The receivers shall be subject to all the duties and obligations by law imposed on trustees of insolvent debtors, so far as they may»be applicable, ex- cept where other provisions shall be herein made. They shall call a genei-al meeting of the creditors of such corporation, within four months from the time of their appointment, when all accounts and demands for and against such corporation, and all its open and subsisti,ng contracts, shall be ascertained and, adjusted as far as may be, and the amount of moneys in the hands of the receiv- ers declared.' § 75. Subsisting contracts. — If there shall be any open and sub- sisting engagements or contracts of such corporation, which are in the nature of insurances or contingent engagements of any kind, the receivers may, with the consent of the party holding such en- gagement, cancel and discharge the same, by refunding to such party the premium or consideration paid thereon by such corpoi'a- tion, or so much thereof as shall be in the same proportion to the ' 1 N. Y., 333; 1 Barb., 148; 6 Paige, 326; 4 id., 235; 36 N. Y., 350; 6 Bosw., 638; 5 Bobt., 363; 57 Hud, 443, 444. ' 18 N. Y., 313; 34 How. Pr., 487; 6 Bosw., 638; 43 N. Y., 155; 81 id., 343. »37 Barb., 338; 5 ISobt., 363; 6 Bosw., 638; 36 N. Y., 350; 83 N. Y., 287. 312 Eailroad Laws op New York. time which shall remain of any risk assumed by such engage- ment, as the whole premium bore to the whole term of such risk; and upon such amount being paid by such receivers to the per- son holding or being the legal owner of such engagement, it shall be deemed cancelled and discharged as against such re- ceivers." § 76. Receiver^ commissions. — Such receivers shall, in addition to their actual disbursements, be entitled to such commissions as the court shall allow, not exceeding the sum allowed by law to executors or administrators." § 77. To retain certain moneys. — The receivere shall retain, out of the moneys in their hands, a sufficient amount to pay the sums which they are hereinbefore authorized to pay, for the purpose of cancelling and discharging any open or subsisting engagements. § 78. Id.; to meet suits. — If any suit be pending against the cor- poration or against the receivers, for any demand, the receivers may obtain the proportion which would belong to such demand if established, and the necessary costs and proceedings, in their hands, to be applied according to the event of such suit, or to be distributed in a second or other dividend." § 79. Order of payment of debts. — The receivers shall distribute the residue of the moneys in their hands, among all those who shall have exhibited their claims as creditors, and whose debts shall have been ascertained, as follows : 1. All debts entitled to a preference under the laws of the United States : 2. Judgments "actually obtained against such corporation, to the extent of the value of the real estate on wbich they shall re- spectively be liens : 3. All other creditors of such corporation, in proportion to their respective demands, without giving any preference to debts due on specialties.* § 80. Second and final dividend. — If the whole of the estate of such corporation be not distributed on the first dividend, the re- '3 Barb. Ch., 642; 2 Edw. Ch., 672; 78 N. Y., 114; 79 N. Y., 267. "See Code of Civ. Pro.,§ 3320; 12 Barb., 673; 6 Paige, 317; 39 Hun, 51; 65 How. Pr., 443-446. '36 Barb., 331. * 26 Barb., 59; 8 Paige, 880, 3 Ed*T. Ch., 387; 3 Abb. Ct. App. Dec., 242; 15 Abb. N. C, 196; S. C, 3 Dem., 299; 36 Barb., 331; 92 N. T., 7 re/g 28 Hun, 375; 42 id., 619. Eecbivers of Corporations. 313 ceivers shall, within one year thereafter, and within sixteen months after their appointment, make a second dividend of all the moneys in their hands, among the creditors entitled thereto ; of which, and that the same ^ill be a final dividend, three weeks' notice shall be inserted once in eacli week, in the State paper, and in a newspaper printed in the county where the principal place of business of such corporation was situated. § 81. Proceedings therein. — Such second dividend sharll be made in all respects in the same manner as herein prescribed in relation to the first dividend, and no other shall be made thereafter S,mong the creditors of such corporation, ercept to the creditors having suits against it, or against the receivers, ipending at the time of such second dividend, and except of the moneys which may be retained to pay such creditors, as herein provided ; but every creditor who shall have neglected to exhibit his demand before the first dividend, and who shall deliver his account to the receivers before such second dividend, shall receive the sum he would have been entitled to on the first dividend, before any distribution be made to the other creditors.' § 82. Debts not exhibited^ — After such second dividend shall have been made, the receivers shall not be answerable to any creditor of such corporation, or to any person having claims against such corporatfbn, by virtue of any open or subsisting en- gagement, unless .the demands of such creditor shall have been exhibited, and the engagements upon which such claims are founded, shall have been presented to the said receivers, in detail and in writing, before or at the time specified by them in their notice of a second dividend. . § 83. Surplus to stockholders. — If after the second dividend is made, there shall remain any surplus in the hands of the receivers, they shall distribute the same among the stockholders of such corporation, in proportion to the respective amounts paid in by them, severally, on their shares of stock.'' § 84. Money retained. — When any suit pending at the time of the second dividend, shall be terminated, they shall apply the money retained in their hands' for that purpose, to the payment of the amount recovered, and tKeir necessary charges and ex- penses ; and if nothing shall have been recovered, they shall dis- '45K. Y., 315. "ePaige, 503;45N. Y., 316. 314 ' Eaileoad Laws of New York. tribute such moneys, after deducting their expenses and costs, among the creditors and stockholders of the corporation, in the same manner as herein directed in respect to a second divi- dend. §85. Cvntrol of Receivers, etc. — The receivers shall be subject to the control of the court of chancery, and may be compelled to account at any time; they may be removed by the court, and any vacancy created by such removal, by death or otherwise, may be supplied by the court' § 86. Account by them. — Within three months after the time herein prescribed for making a second dividend, the receivers, shall render a full and accurate account of all their proceedings to the court of chancery, on oath, which shall be referred to a master to examine and report thereon. § 87. Previous notice thereof. — Previous to rendering such ac- count the receivers shall insert a notice of their intention to pre- sent the same, once in each week, for three weeks, in the State paper, and in a newspaper of the county in which notices of divi- dends are herein required to be inserted, specifying the time and place at which such account will be rendered. § 88. blaster's duty. — The master to whom such account shall bo referred, shall hear and examine the proofs, vouchers and doc- uments offered for or against such account, and shall report thereon fully to tlic court. § 89. Settlement of account, its effect. — Upon the coming in of such report, the court shall hear the allegations of all concerned thei'ein, and shall allow or disallow such account, and decree the same to be final and conclusive upon all the creditors of such cor- poration, upon all persons who have claims against it, upon any open or subsisting engagement, and upon all the stockholders of such corporation. Such receivers shall also account, from time to time, in the same manner, and with the like effect, for all moneys which shall come to their hands after the rendering of such ac- count, and for all moneys which shall have been retained by them for any of the purposes hereinbefore specified, and shall pay into court all unclaimed dividends. ' 6 Paige, 236. Receivees of Corporations. 315 § ISO. Pbotection against illegal transfers and agree- ments. Laws of 1858,* Chapter 314. Section 1. Powers of receivers extended for protection against fraud. — That any executor, administrator, receiver, assignee, or other trustee of an astate, or the property and effects of an insol- vent estate, corporation, association, partnership or individual, may for the benefit of creditors or others interested in the estate or property so held in trust, disaffirm, treat as void, and resist all acts done, transfers and agreements made, in fraud of the rights of any creditor, including themselves and others^ interested in any estate or property held by or of right belonging to any such trustee or estate.' § 2. May have action against offenders. — That every person who shall, in fraud of the rights of creditors or others, have received) taken, or in any manner, interfered with, the estate, property or eSects of any deceased person, or insolvent corporation, associa- tion, partnership or individual, shall be liable in the proper ac- tion to the executors, administrators, receivers, or other trustees of such estate or property, for the same, or the value of any property or effects so received or taken, and for all damages caused by such acts to any such trust estate.'' § 131. Punishment of directors for neglect of duty. Laws of 1870, Chapter 151. § 4. Officers of company punished for concealing notices for in- junction or receiver. — Any director or other officer of a corpora- tion or joint stock association, upon whom shall be served any notice of any applic,ation for an injunction restraining or affecting the business of such corporation or joint stock association, or for a receiver of its property and effect's, or any part thereof, who shall conceal from or omit to disclose to the other directors, trus- tees, managers and officers thereof the fact of such service, and the time and place at which such application is to be made, shall * Amended Laws of 1889, chapter 487, section J; but amendment does not .relate to corporations . ' 26 Hun, 288, 353; 29 id., 146, 151; 28 id., 411: 27 id., 508, 511; 1 City Ct., 247, 249; 48 St. Rep., 715; 10 Daly, 66, 67; 54 Hun, 347; 32 St. Eep., 639; 124 N. Y., 251, 253; 127 id., 61, 552; 138 id., 9; 60 Hun, 199, 301, 264, 365, 267; 37 St. Rep., 330, 854, 856; 36 id., 805; 38 id., 335; 44 id., 339; 43 id., 253; 42 id., 534, 871; 47 id., 434. ' 7 N. Y. (3 Seld.), 828. 316 Railroad Laws of New York. be deemed guilty of a misdemeanor, and, upon conviction thereof, shall be punished by fine or imprisonment, or both such fine and imprisonment, and shall be liable, in a civil action, to the corpo- ration or joint stock association for all damages which shall be sustained by it by reason of such proceedings.' § 5. To whom this act applies. — The provisions of this act shall extend and apply to all corporations and joint stock associations, created or existing by the laws of this or of any other Slate or government doing business within this State, or having a business or fiscal agency, or an agency for the transfer of its stock therein, and to the directors, trustees, managers and others officers of such foreign corporations or joint stock associations, and to all proceed- ings by the attorney-general, in the name of the people of this State, under the laws regulating proceedings against corporations, except that it shall not apply to savings banks or to corporations or associations having banking powers or power to make insur- ances, or to such as shall be organized under the general manufac- turing laws of this State. As amended by Laws 1875, chapter 428. CERTAIN LAWS CONTAINED IN THIS CHAPTER WHICH HAVE BEEN CONSTRUED. Paare 299, Laws of 1883, Chapter 378.-57 Hun, 443, 448; 39 St. Rep., 199; 37 id.. 617; 39 id., 168; 44 id., 514; 45 id., 338. Page 307, Laws of 1885, Chapter 376.-35 Abb. N. C, 388, note 384n.; 60 Hun, 43; 38 St. Rep., 566. ' 48 St. Rep., 171. CHAPTER VII. THE CODE OF CIVIL PROCEDURE. PROVISIONS APPLICABLE TO COEPORATIONS. i. actions by a corporation and aoainst a corporation to rboovbb damages or property. Section: page 1775. Complaint in actions by or against corporations 330 • 1776. When proof of corporate existence unnecessary ... 320 1777. Misnomer, when waived. . -, 320 1778. Action against a corporation on a note, etc 321 1779. When foreign corporation may sue 321 1780. When foreign corporation may be sued 321 II. judicial supertision op a corporation, and the oppiobrs and MEMBERS THEREOF. 1781. Actions against directors, etc., of a corporation for misconduct. 322 1782. By whom actions to be brought 322 1783. This article, how construed. 323 2469. Receiver of personal property 823 8320. Receiver's commission .*. 323 III. ^CTIONS to procure THE DISSOLUTION OF A CORPORATION, AND AC- TIONS TO ENFORCE THE INDIVIDUAL LIABILITY OF THE OFFICERS OR MEMBERS OP A CORPORATION WITH OR WITHOUT A DISSOLUTION THEREOF. , 1784. Action by a judgment creditor for sequestration, etc 323 1785. Action to dissolve a corporation 324 1786. Id.; by whom to be brought 334 1787. Temporary injunction 335 1788. Receiver may be appointed, permanent and temporary receiver, powers, etc., of temporary receiver 325 1789. Additional powers and duties may be conferred on temporary receivers 326 1790. Making stockholders, etc., parties 336 1791. When separate action may be brought against them. 336 1793. Proceedings in either action 327 1798. Judgment; property of corporation to be distributed 327 1794. Id.; stock subscriptions to be recorded 337 1795. Id. ; as to liabilities of directors and stockholders 327 1796. Effect of this article limited 327 rV. ACTION BY THE PEOPLE TO ANNUL A CORPORATION. 1797. Action by the attorney-general when legislature directs ■ 338 1798. Id, by leave of court : 328 1799. Leave, when and how granted 329 318 Eailroad Laws of New York. Section: page ;800. Action triable by a jury 329 1801. Judgment 339 1803. Injunction may issue 329 1803. Copy of judgment roll to be filed and published 330 V. PROVISIONS APPLICABLE TO TWO OR MORE OP THE ACTIONS SPECIFIED IN THIS TITLE. 1804. Certain corporations excepted from certain articles of tliis title. 330 1805. Officers and agents may be compelled to testify 330 1806. Injunctions staying actions by creditors 330 1807. Creditors may be brought in 331 1808. When attorney general must bring action 331 1809. Requisites of iojunctioa against corporations in certain cases. . . 332 1810. Id.; of order appointing receiver in certain cases 883 18fl. Id. ; of judicial suspension or removal of an officer 833 1813. Application of the last three sections 833 1818. In a-tion against stockholders, misnomer, etc., not available ... 333 VI. PROCEEDINGS POR THE VOLUNTARY DISSOLUTION OF A CORPORATION. 3419. When majority of directors, etc., may petition for dissolution. . 334 3420. Id. ; when they are equally divided 334 3431. Contents of petition 334 3433. Affidavits to be annexed 335 fi428. Presentation of petition, etc., order to show cause , 335 3434. Order to be published 386 3435. Id. ; to be served on creditors and stockholders I, 337 3436. Hearing 387 3437. Id. ; original papers may be used 837 84'28. Application for final order 337 3439. Final order 388 3430. Certain sales, etc., void ... 838 2431. Certain corporations excepted from this title 888 VII. MISCELLANEOUS PROVISIONS OP THE CODE OF CIVIL PROCEDURE RBOUL.VTING THE CONDUCT OP ACTIONS AGAINST A CORPORATION. 431. Subd. 3, personal service of a summons on a domestic corpora- tion, how made 339 433. Id. ; upon a foreign corporation 839 438. Cases in which the service of a summons by publication, etc.. may be ordered 340 3865. Actions by and against officers, etc., and by executors, etc 341 2879. Service of summons in a justice's court upon the company. ... 341 2880. Id.; special provisions in regard to railroad corporatiDUS 341 2881. Id. ; relating to express companies 341 525. Subd. 1, verification of pleading, how and by whom made. ... 342 610. Service of injunction upon the corporation 3^2 634. Damages sustained when officer of corporation is enjoined 342 636. Grounds of issuing warrant of attachment against the corpora- tion 843 Provisions Applicable to Corporations. 319 Section: yj^^^ .646. Attachment of unpaid subscription to foreign corporation 348 647. Id. ; of interest in corporations 343 650. Certificate of defendant's interest to be furnished 344 651. Persons refusing certificate may be examined 344 707. When judgment enforced only against attached property 344 791. Subd. 8, preferred causes on trial 345 839. Admission by member of corporation 345 .868. Books of corporation, how produced. , 345 869. 'When personal attendance not required by subpoena duces tecum 345 939. Books of foreign corporation, when evidence 346 930. When a copy_ thereof is evidence 346 931. How copy to be verified 346 1012. References, how made of actions against the corporations 346 1817. Judgment by default against foreign corporation, how taken. . . 347 393. No limitation of action on bank notes, etc 847 394. Action against directors, etc. , of banks 347 873. Subds. 1, 7. Deposition, application; contents of afiidavit 347 341. Jurisdiction of county courts, domestic corporations, etc., when deemed resident, etc 348 525. Verification; how and by whom made 34-< 960. Public or corporate seal may be stamped 349 1650. Action to compel the determination of a claim to real property. This article applies to corporations, or receivers 349 1879. Judgment creditors' action. Application of this article; what property cannot be reached 349 945. Record of bill of sale, etc., of vessels 350 1948. Actions against the usurper of an oflice or franchise. Attorney- general may maintain action 350 1950. Action triable by jury 350 1951. Assumption of office by person entitled 850 1953. Proceedings to obtain books and papers 351 1953. Damages, how recovered 351 1954. One action against several persons 351 1955. When injunction may be granted 351 1956. Final judgment in action for usurping office 353 1983. Scire facias, quo warranto, etc., abolished 353 1984. Actions to be brought in the name of the people 353 1987. Costs; how collected against corporation and usurpers of fran- chise 353 2146. Certiorari; "body," or "officer;" "determination;" what they include .- 353 8368. Subd. 3. When defendant may require security for costs 858 3369. Subd. 1. Id. ; after action commenced 353 2463. Supplemental proceedings; cases where the chapter is not appli- cable; what property cannot be reached 353 2526. Citation, service upon a corporation, infant, lunatic, etc 353 3343, Miscellaneous general definitions and rules of construction 354 320 Railroad Laws op New York. Actions by a Corporation and Against a Corporation * to Eecover Damages or Property. § 1775. Complaint in actions by or against corporation. — In an action brought by or against a corporation, the complaint must aver that the plaintiff, or the defendant, as the case may be, is a corporation ; must state whether it is a domestic corporation or a foreign corporation ; and, if the latter, the state, country or gov- ernment, by or under whose laws it was created. But the plaint- ifl need not set forth, or specially refer to, any act or proceeding by or under which the corporation was created.' § 1776. When proof of corporate existence unnecessary. — In an action, brought by or against a corporation, the plaintiff need not prove, upon the trial, the existence of the corporation, unless the answer is verified, and contains an affirmative allegation that the plaintiff, or the defendant, as the case may be, is not a corporation." § 1777. J/tsnomer, when waived. — In an action or special pro- ceeding, brought by or against a corporation, the defendant is deemed to have waived any mistake in the statement of the cor- porate name, unless the misnomer is pleaded in the answer, or other pleading in the defendant's behalf. § 1778. Action against a corporation on a note, etc. — In an action against a foreign or domestic corporation, to recover damages for the non-payment of a promissory note, or other evidence of debt, for the absolute payment of money, upon demand, or at a particu- lar time, an order, extending the time to answer or demur, shall not be granted, except by the court, upon notice to the plaintiff's attorney. In such an action, unless the defendant serves, with a copy of his answer or demurrer, a copy of an order of a judge, di- recting that the issues presented by the pleadings be tried, the plaintiff may take judgment, as in case of default in pleading, at the expiration of twenty days after service of a copy of the com- plaint, either personally with the summons, or upon the defend- ant's attorney, pursuant to his demand therefor ; or, if the service ' 19 Civ. Pro. R., 385; 20 id.. 153; 35 St. Rep., 518; 38 id., 870; 59 Hun, 127; 38 Barb., 59; 41 id., 571; 16 How. Pr., 97; 44 St. Rep., 800; 5 Civ. Pro., 116; 8 id., 401; 10 id., 176; 11 id., 61; 15 id., 350; 19 id., 53; 21 Abb. N. C, 146; 13 Daly. 509; 8 How. Pr. N. 8., 123; 1 St. Rep., 617; 3 id., 612; 9 id., 46; 14 id., 437; 17 id., 381, 389; 33 id., 462; 30 id., 643. 514 St. Rep., 437; 98 N. T., 474; 99 id., 12; 8 Civ. Pro., 363; 4 id., 260; 13 id., 133; 19 Hun, 63; 45 St. Rep., 636; 34 id., 133; 58 Hun, 163; 14 Barb., 182; 6 Daly, 436; 7 Id., 399. Provisions Applicable to Corporations. 321 of the summons was otterwise than personal, at the expiration of twenty days after the service is complete.' § 1779. When foreign corporation may sue. — An action may be maintained by a foreign corporation, in like manner, and subject to the same regulations, as where the action is brought by a do- mestic corporation, except as otherwise specially prescribed by law. But a foreign corporation cannot maintain an action founded upon an act, or upon a liability or obligation, express or implied, arising out of, or made and entered into in consideration of, an act, which the laws of the state forbid a corporation or association of individuals to do, without express authority of law. This sec- tion does not afEect the validity of a meeting of the stockholders or directors of a foreign corporation, held within the state, where such a meeting is authorized by the laws of the state, country or government, by or under which the corporation is created ; or of an act, done at a regular Ineeting, which is not in conflict with the same laws, or the laws of the state.' § 1780. When foreign corporation may he sued. — An action against a foreign corporation may be maintained by a resident of the state, or by a domestic corporation, for any cause of action. An action against a foreign corporation may be maintained by an- other foreign corporation, or by a non-resident, in one of the fol- lowing cases only : 1. Where the action is brought to recover damages for the breach of a contract, made within the state, or relating to prop- erty situated within the state at the time of the making thereof. 2. Where it is brought to recover real property situated within the state, or a chattel, which is replevied within the state. 3. Where the cause of action arose within the state, except where the object of the action is to affect the title to real property situated without the state." '2 Civ. Pro., 50, 393; 5 id., 274; 7 id., 5; 17 id., 181; 24 St. Rep., 868; 28 id.. 294; 29 Id., 786; 12 Abb. N. C, 278; 18 id., 476; 64 How. Pr., 268; 88 N. Y., 424; 101 id., 430; 119 id., 483; 88 Hun, 123; 53 id., 88; 54 id., 451; 8 Wend., 280; 19 id., 10; 14 Abb. Pr., 119. 3.5 Wend., 648. = 34 St. Rep., 124; 58 Hun, 163; 7 Civ. Pro. R., 5; 46 St. Rep., 375. •16 St. Rep., 871; 20 id., 741; 30 id., 681; 87 N. Y., 147; 113 id., 315; 121 id., 153; 3 Civ. Pro.. 36; 5 id., 113; 7 id., 5, 333; 15 id., 88; 16 id., 355; 18 id., 403; 28 Hun, 269; 33 id., 190; 35 id., 890, 893; 49 Supr. Ct., 334; 50 id., 281; 58 id., 110; 11 Abb. N. 0.,188; 18 id., 481j 80 Civ. Pro, R., 107, 164, 179; 85 21 322 Railroad Laws of New York. n. Judicial supervision of a corporation, and op the OFFICERS AND MEMBERS THEREOF. § 1781. Action against directors, etc., of a corporation, for mis- conduct. — An action may be maintained against one or' more tms- tees, directors, managers, or other officers of a corporation, to pro- cure a judgment for the following purposes, or so much thereof as the case requires : 1. Compelling the defendants to ^account for their official con- duct, in the management and disposition of the funds and prop- erty committed to their charge. 2. Compelling them to pay to the corporation, which they rep- resent, or to its creditors, any money, and the value of any prop- erty, which they have acquired to themselves, or transferred to others, or lost, or wasted, by a violation of their duties. 3. Suspending a defendant from exercising his office, where it appears that he has abused his trust 4. Eemoving a defendant from his office, upon proof or con- viction of misconduct, and directing a new election to be held by the body or board, duly authorized to hold the same, in order to supply the vacancy created by the removal ; or, where there is no such body or board, or, where all the members thereof are re- moved, directing the removal to be reported to the governor, who may, with the advice and consent of the senate, fill the vacancies. 5. Setting aside an alienation of property, made by one or more trustees, directors, managers, or other officers of a corporation, contrary to a provision of law, or for a purpose foreign to the law- ful business and objects of the corporation, where the alienee knew the purpose of the alienation. 6. Eestraining and preventing such an alienation, where it is threatened, or where there is good reason to apprehend that it will be made.' § 1782. By whom action to he brought. — An action may be brought, as prescribed in the last section, by the attorney-general in behalf of the people of the State ; or, except where the action is brought for the purpose specified in subdivision third or fourth St. Rep., 403, 519; 37 id., 560; 39 id., 5; 35 Barb., 525; 50 id., 194; 89 id., 140; 51 id., 378; 57 id., 488; 1 Hun, 655; 5 N. Y. Sup. Ct. (T. & C), 886; 43 St. Rep., 334; 30 Barb., 159; 44 St. Kep., 786; 46 id., 185; 76 N. Y., 9; 63 id., 114. ' 4 Civ. Pro. R., 230; 19 Abb, N. C, 433; 117 N. Y., 198; 27 St. Rep., 148; 29 id., 926, 931; 31 id., 454, 740; 41 Hun, 110; 47 id., 577; 56 id., 126, 130, 446; 56 id., 128, 445;I84 St. Rep., 500; 481d., 171,'847;'421d., 766; 47 id., 680. Provisions Applicable to Corporations. 323 of that section, by a creditor of the corporation, or by a trustee, director, manager or other officer of the corporation, having a general superintendence of its concerns.' § 1783. This article, how construed. — This article does not di- vest or impair, any visitatorial power over a corporation, which is vested by statute in a corporate body, or a public officer.' § 2469. Receiver of personal property — 5. No person shall be appointed a receiver in this State, who is not a resident thereof, nor shall any person continue to act as receiver after he ceases to be a resident thereof, and the judgment creditor may apply to the court or judge that appointed such receiver, within thirty days after said receiver ceases to be a resident of this State, for the appointment of another person in his place, upon such notice to the persons interested as the court or judge may direct. (Added by Laws of 1892, chapter 85.)' § 3320. Receiver's commission. — A receiver, except as otherwise specially prescribed by statute, is entitled, in addition to his law- ful expenses, to such a commission, not exceeding five per cen- tum, upon the sums received and disbursed by him, as the court by which, or the judge by whom he is appointed, allows. § 2. Any receiver, assignee, guardian, trustee, committee, exec- utor or administrator, required by law to give a bond as such, may include as a part of his lawful expenses such reasonable sum, not exceeding one per centum upon the amount of such bond, paid his sureties thereon, as such court or judge allows. (Amended Laws of 1892, chapter 465.)* IIL Actions to pbocure the dissolution of a corpoea- TION, AND ACTIONS TO ENFORCE THE INDIVIDUAL LIA- BILITY OF THE OFFICERS OR MEMBERS OF»A CORPORATION, WITH OR WITHOUT A DISSOLUTION THEREOF. § 1784. Action by Judgment creditor for sequestration, etc. — Where final judgment for a sum of money has been rendered ' 4 Civ. Pro. R., 230; 37 St. Rep., 148; 39 id., 936, 931; 31 id., 740; 117 N. T., 194; 14 Abb. N. C, 436; 19 id., 438; 47 Hun, 577; 56 id., 136, 180, 184; 65 How. Pr., 343; 34 St. Rep., 500; 15 Daly, 33. ' 3(( St. Rep., 931; 48 id., 847: 47 id., 530. ' 17 Civ. Pro. R.. 383; 37 Abb. N. C, 85; 36 St. Rep., 379. <9 Civ. Pro. R., 118; 4 St. Rep., 704;ill id., 481; 46 Hun, 808- 101 N. T., 478. 324 Eailroad Laws of New Toek. against a corporation created by or under the laws of the State, and an execution, issued thereupon to the sheriff of the county, where the corporation transacts its general business, or where its principal office is located, has been returned wholly or partly un- satisfied, the judgment creditor may maintain an action to procure a judgment, sequestrating the property of the corporation, and providing for a distribution thereof, as prescribed in section 1793 of the Code of Civil Procedure.' § 1785. Action to dissolue a corportion. — In either of the follow- ing cases, an action to procure a judgment, dissolving a corpora- tion, created by- or under the laws of the state, and forfeiting its corporate rights, privileges, and franchises, may be maintained, as prescribed in the next section : 1. Where the corporation has remained insolvent for at least one year. 2. Where it has neglected or refused, for at least one year, to pay and discharge its notes or other evidences of debt 3. Where it has suspended its ordinary and lawful business for at least one year. 4. If it has' banking powers, or power to make loans or pledges or deposits, or to make insurances, where it becomes insolvent or unable to pay its debts, or has violated any provision of the act , by or under which it was incorporated, or of any other act bind- ing upon it' § 1786. Id.; hy whom to he brought. — An action specified in the last section may be maintained by the attorney-general in the name and in behalf of the people ; and whenever a creditor or stockholder of any corporation submits to the attorney-general a written statement of facts, verified by oath, showing grounds for an action under the provisions of the last section, and the attor- ney-general omits, for sixty days after this submission, to com- mence an action specified in the last section, then, and not other- wise, such creditor or stockholder may apply to the proper court ' 15 Civ. Pro. E., 86; 19 id., 384; 56 Super. Ct., 588; 21 Civ. Pro. R., 23; 37 St. Rep., 104: 77 N. Y., 272; 39 St. Rep., 412; 59 Hun, 473; 42 St. Rep., 755. '17 N. T., 93; 12 Hun, 264; 15 id., 126; 42 St. Rep., 755; 3 How. Pr. N. 8., 137; 17 Abb. N. C, 115; 42 Hun, 201; 57 id., 379; 8 Civ. Pro. R., 890; 17 Civ. Pro. R., 130; 102 N. Y., 389; 23 St. Rep., 846; 83 id., 718; 34 Id. 671) 85 id., 873; 125 N. Y., 518; 34 St. Rep., 571; 85 ld„ 878. Provisions Applicable to Corporations. 325 for leave to commence such an action, and on obtaining leave, may maintain the same accordingly.' § 1787. Temporary injunction. — In an action, brought as pre- scribed in this article, the court may, upon proof of the facts au- thorizing the action to be maintained, grant an injunction order, restraining the corporation, and its trustees, directors, managers, and other officers, from collecting or receiving any debt or de- mand, and from paying out, or in any way transferring, or de- livering, to any person, any money, property, or effects of the corporation, during the pendency of the action ; except by ex- press permission of the court Where the action is brought to procure the dissolution of the corporation, the injunction may also restrain the corporation, and its trustees, directors, managers, and other officers, from exercising any of its corporate rights, privileges, or franchises, during the pendency of the action ; ex- cept by express permission of the court. The provisions of title second of chapter seventh of this act, relating to the granting, vacating, or modifying of an injunction order, apply to an in- junction order, granted as prescribed in this section ; except that it can be granted only by the court." § 1788. Receiver may he appointed permanent and temporary re- ceiver ; powers, etc., of tempoxary receiver.- — -[am'cZ 1882.] In such an action, the court may also, at any stage thereof, appoint one or more receivers of the property of the corporation. A re- ceiver, so appointed, before final judgment is a temporary re- ceiver, until final judgment is entered. A temporary receiver has power to collect and receive the debts, demands and other property of the corporation ; to preserve the property and the proceeds of the debts and demands collected ; to sell, or otherwise dispose of, the property as directed by the court ; to collect, re- ceive, and preserve the proceeds thereof ; and to maintain any action or special proceeding, for either of those purposes. He must qualify as prescribed by law for the qualification of a per- manent receiver, unless additional powers are specially conferred upon him, as prescribed in the next section. A temporary re- ceiver has only the powers specified in this section, and those , '17 Abb. N. C, 115; 23 id., 211; 105 N. Y., 389; 43 Hun, 201; 8 Civ. Pro. B., 390; 17 id., 130; 48 St. Rep., 172; 61 N. T., 524, 6 Daly, 455; 6 Abb. N. C, 393; 19 Hun, 498; 18 id., 887; 7 Daly, 278; 47 How. Pr., 451; 58 id.. 16. '28 St. Rep., 346; 8 Civ. Pro. R., 39; 17 id., 180; 77 N. T., 272. 326 Eaileoad Laws of New York. which are incidental to the exercise thereof. A receiver ap- pointed by or pursuant to a final judgment in the action, or a temporary receiver who is continued by the final judgment, is a permanent receiver, and has all the powers and authority con- ferred, and is svJyect to all the duties and liabilities imposed upon a receiver appointed* upon the voluntary dissolution of a corpor- ation.^ % 1789. Additional powers and duties may he conferredon tempor- ary receivers. — A temporary receiver, appointed as prescribed in, the last section, is, in all respects, subject to the control of the court In addition to the powers conferred upon him, by the provisions of the last section, the court may, by the order or in- terlocutory judgment appointing him, or by an order subsequently made in the action, or by the final judgment, confer upon him the powers and authority, and subject him to the duties and lia- bilities, of a permanent receiver, or so much thereof as it thinks proper ; except that he shall not make any distribution among the creditors or stockholders, before final judgment, unless he is specially directed so to do by the court." § 1790. Making stockholders, etc., parties. — Where the action is brought by a creditor of a corporation, and the stockholders, di- rectors, trustees, or other oflicers, or any of them, are made liable by law, in any event or contingency, for the payment of his debt, the persons, so made liable, may be made parties defendant, by the original or by a supplemental complaint ; and their liabihty may be declared and enforced by the judgment in the action. § 1791. When separate action may he brought against them. — "Where the stockholders, directors, trustees, or other officers of a corporation, who are made liable, in any event or contingency, for the payment of a debt, are not made parties defendant, as prescribed in the last section, the plaintiflE in the action may main- tain a separate action against them, to procure a judgment, de- claring, apportioning and enforcing their liability. *The italicized words added by L. 1882, cli. 399. The word " upon" left out of engrossed bill. By Laws of 1880, ch. 345, the provisions of 2 R. S., 464, § 42, are made ap- plicable to a receiver appointed under § 1788, Code Civ. Pro. See ch. vi. on receivers, § 119, supra. '105 N. T., 389; 42 Hun, 184, 201; 57 id., 447; 19 Abb. N. C, 234; 3 Civ. Pro. R., 127, 434, 442; 12 Civ. Pro. R., 31; 15 id., 86; 17 id., 130; 28 St. Rep., 346; 25 id., 429; 82 id., 1075; 36 id., 269. »32 St. Rep., 1075; 3 dv. Pro. R., 127: 57 Hun. 447; 36 St. Rep., 269. ■ Provisions^Applicable to Ooeporations, 327 § 1792. Proceedings in either action. — Ip an action, brought as prescribed in either of the last two sections, the court must, when it is necessary, cause an account to be taken of the property and of the debts of the corporation, and thereupon the defendants' lia- bility must be apportioned accordingly ; but, if it affirmatively appears that the corporation is insolvent and has no property to satisfy its creditors, the court may, without taking such an ac- count, ascertain and determine the amount of each defendant's liability, and enforce the same accordingly.' § 1793. Judgment; property of corporation to be distributed — A final judgment 'in an action, brought against a corporation, as prescribed in this article, either separately or in conjunction with its stockholders, directors, trustees 'or other officers, must pro- vide for a just and fair distribution of the property of the cor- poration, and of the proceeds thereof, among its fair and honest creditors, in the order and in the proportions prescribed by law, in case of the voluntary dissolution of a corporation." § 1794. Id.; stock subscriptions to b'e recovered. — Where the stock- holders of a corporation are parties to the action, if the property of the corporation is not sufficient to discharge its debts, the in- terlocutory or final judgment, as the case requires, must adjudge that each stockholder pay into court the amount due and remain- ing unpaid, on the shares of the stock held by him, or so much thereof as is necessary to satisfy the debts of the corporation.' § 1795. Id.; as to liabilities of directors and stockholders.. — If it appears that the property of the corporation, and the sums col- lected or collectible from the stockholders, upon their stock subscriptions, are, or will be, insufficient to pay the debts of the corporation, the court must ascertain the several sums for which the directors, trustees or other officers, or the stockholders of the corporotion, being parties to the action, are liable ; and must ad- judge that the same be paid into court, to be applied, in such pro- portions and in such order as justice requires, to the payment of the debts of the corporation.' § 1796. Effect of this article limited. — This article (chapter) does not repeal or affect any special provision of law, prescribing that '17 Civ. Pro. R., 130. »3 Civ. Pro. R., 443; 17 id., 130; 27 St. Rep., 603; 54 Hun, 484; 25 Abb. N. C, 84; 53 Super. Gt., 1«; 3 St. Rep., 413; 31 Civ. Pro. R., 23. »17Civ. Pro. R., 130. * 17 Civ. Pro. R., 130 328 Railroad Laws of New York. a particular kind of corporation shall cease to exist, or shall be dissolved, in a case or in a manner, not prescribed in this article ; or any special provision of law, prescribing the mode of enforc- ing the liability of the stockholders of a particular kind of cor- poration.' IV. Action by the People to Annul a Cokporation. § 1797. Action hy attorney-general, when legislature directs.— The attorney-general, whenever he is so directed by the legisla- ture, must bring an action against a corporation created by or under the laws of the state, to procure a judgment, vacating or an- nulling the act of incorporation, or any act renewing the corpora- tion, or continuing its corporate existence, upon the ground that the act was procured upon a fraudulent suggestion, or the con- cealment of a material fact, made by or with the knowledge and consent of any of the persons incorporated.' § 1798. Id.; by leave of court. — Upon leave being granted, as prescribed in the next section, the attorney-general may bring an action against a corporation created by or under the laws of the state, to procure a judgment, vacating the charter or an- nuling the existence of the corporation, upon the ground that it has, either ' 1. Offended against any provision of any act, by or under which it was created, altered or renewed, or an act amending the same, and applicable to the corporation ;* or, 2. Violated any provision of law, whereby it has forfeited its charter, or become liable to be dissolved, by the abuse of its powers ]" or, 3. Forfeited its privileges or franchises by a failure to exercise its powers ; or, 4. Done or omitted -any act, which amounts to a surrender of its corporate rights, privileges and franchises ; or. ' 17 Civ. Pro. R., 180. . J « 29 St. Rep.. 350. 32 Abb. N. C, 211; 56 Hun, 54; 48jSt. Rep., 172. » 16 Civ. Pro. R., 1 ; 18 id., 406; 20 St. Rep., 383; 27 id., 287, 293; 38 id., 664; 32 id., 718; 2 McC. R., 395; 121 N. Y., 582; 23 Abb. N. C, 211; 47 Hud, 577; 50 id., 511; 54 id., 355, 385; 57 id., 379; 18 St. Rep., 132; 35 id., 873; 40 id., 281; 125 N. Y., 513; 26 Abb. N. C, 411, 419; 48 St. Rep., 172, 578; 42 id., 754. *54Hun,874. »33Abb.N.C., 165.3 Provisions Applicable to Corporations. 329 5. Exercised a privilege or franchise, not conferred upon it by law.' § 1799. Leave, when and how granted. — Before granting leave, the court may, in its discretion, require such previous notice of the application as it thinks proper, to be given to the corporation, or any officer thereof, and may hear the corporation in opposi- tion thereto." § 1800. Action triable by a jury. — An action, brought as pre- scribed in this article {chapter), is triable, of course and of right, by a jury, as if it was an action specified in section nine hundred and sixty-eight of this act, and without procuring an order, as prescribed in section nine hundred and seventy of this act.' § 1801. Judgment. — Where any of the matters, specified in section 1797 or section 1798 of this act, are established in an action, brought as prescribed in either of those sections, the court may render final judgment that the corporation, and each oificer thereof, be perpetually enjoined from exercising any of its corpor- ate rights, privileges, and franchises ; and that it be dissolved. The judgment must also provide for the appointment of a receiver, the taking of an account, and the distribution of the property of the corporation, among its creditors and stockholders, as where a corporation is dissolved upon its voluntary application, as pre- scribed in chapter seventeenth of this act.* § 1802. Injunction may issue. — In an action, brought as pre- scribed in this article {chapter), an injunction order may be granted, at any stage of the action, restraining the corporation, and any or all of its directors, trustees, and other officers, from exercising any of its corporate rights, privileges, or franchises ; or from ex- ercising certain of its c^orporate rights, privileges, or franchises, specified in the injunction order ; or from exercising any fran- cbise, liberty, or privilege, or transacting any business, not allowed by law. Such an injunction is deemed one of those specified in section six hundred and three of this act, and all the provisions of title second of chapter seventh of this act, applicable to an in- junction specified in that section apply to an injunction granted '22 Abb. N. C, 165. "2 McC, 295; 36 St. Rep., 384; 26 Abb. N. C, 411, 414. '57N. T., 161. M8 St. Rep., 578. 330 Eailboad Laws of New York. as prescribed in this section, except that it can be granted only by the court.' § 1808. Copy of judgment roll to he filed and pvblished. — Where final judgment is rendered against a corporation, in an action, brought as prescribed in this article, the attorney-general must cause a copy of the judgment roll to be forthwith filed in the office of the secretary of state ; who must cause a notice of the sub- stance and eflfect of the judgment, to be published, for four weeks, in the newspaper printed at Albany, in which legal notices are re- quired to be published, and also in a newspaper printed in the county, wherein the principal place of business of the corporation was located. V. Provisions applicable to two or more of the actions SPECIFIED IN this TITLE. § 1804. Certain corporations excepted from certain articles of this title. — Articles second, third, and fourth of this title do not apply to an incorporated library society ; to a religious corporation ; to a select school or academy, incorporated by the regents of the university, or by an act of the legislature; or to a municipal or other political corporation, created by the constitution, or by or under the laws of the state.' § 1805. Officers and agents may he compelled to testify. — In an action brought as prescribed in article second, third, or fourth of this title, a stockholder, officer, alienee, or agent of a corporation, is not excused from answering a question, relating to the manage- ment of the corporation, or the transfer or disposition of its prop- erty, on the ground that his answer may expose the corporation to a forfeiture of any of its corporate rights, or will tend to con- vict him of a criminal offense, or to subjSct him to a penalty or forfeiture. But his testimony shall not be used, as evidence against him, in a criminal action or special proceeding.' § 1806. Injunction staying actions hy creditors. — In such an ac- tion the court may, in its discretion, on the application of either party, at any stage of the action, before or after final judgment, and with or without security, grant an injunction order, restrain- ing the creditors of the corporation from bringing actions against the defendants, or any of them, for the recovery of a sum of ' 2 Johns. Ch. R., 391. ' 29 St. Rep., 931; 56 Hun, 133; 7 Civ. Pro. R. 5. » 7 Civ. Pro. R., 5; 37 St. Rep., 618. jFeovisions Applicable to Corporations. 331 money, or from taking any further proceedings in such actions, theretofore commenced. Such an injunction has the same effect, and, except as otherwise expressly prescribed in tliis section, is subject to the same provisions of law, as if each creditor, upon whom it is served, was named therein, and was a party to the action in which it is granted.' § 1807- Creditors may he brought in. — In such an action, the court may, at any stage of the action, before or after final judg- ment, make an order requiring all the creditors of the corporation to exhibit and prove their claims, and thereby make themselves parties to the action, in such, a manner and in such a seasonable time, not less than six months from the first publication of notice of the order as the court directs ; and that the creditors, who make de- fault in so doing, shall be precluded from all benefit of the judg- ment, and from any distribution which may be made thereunder, accept as hereinafter provided. Notice of the order must be given by publication in such newspapera, and for such a length of time as the court directs. Notwithstanding such order, any such creditor, who shall exhibit and prove his claim, in the manner directed thereby, with proof, by affidavit or otherwise, that he has had na notice or knowledge thereof in time to comply therewith, any, time before an order- is made directing a fijial distribution of the assets of such corporation, shall be entitled to have his claim received, and shall have the same rights and benefits thereon, so far as the assets of such corporation then remaining undistributed may render possible, as if his claim had been exhibited and proved within the time limited by such order. [Amended by adding the italicized words. L. 1882, ch. 372.] " § 1808. When attorney general must bring action. — Where the attorney-general has good reason to believe that an action can be maintained in behalf of the people of the state, as prescribed in article second, third or fourth of this title (?'. e., the last three chap- ters), except section seventeen hundred and ninety-seven o£ this act, he must bring an action accordingly, or apply to a competent court for leave to bring an action, as the case requires, if, in his opinion, the public interests require that an action should be brought In a case where the action can be brought only by the attorney-general in behalf of the people, if a creditor, stockholder, director or trustee of the corporation, ap- ' 3 Ciy. Pro. R., 127; 7 id., 5. ' 7 Civ. Pro. R., 5j 93 N. T., 387; 89 St, Rep., 414. 332 Eailroad Laws of New York, plies to the attorney-general for that .purpose, and furnishes the security required by law, the attorney-general must bring the ac- tion, or apply for leave to bring it, if he has good reason to be- lieve that it can be maintained. Where such an application is made, section nineteen hundred and eighty-six of this act applies thereto, and to the action brought in pursuance thereof.' § 1809. Requisites of injunction against corporations in certain cases. — An injunction order, suspending the general and ordinary business of a corporation, or of a joint stock association, consist- ing of seven or more persons, or suspending from office, or re- straining from the performance of his duties, a trustee, director, or other officer thereof, can be granted only by the court, upon notice of the application thereof, to the proper officer of the cor- poration or association, or to the trustee, director, or other officer enjoined. If such an injunction order is made, otherwise than as prescribed in this section, it is void." § 1810. Id.; of order appointing receiver in certain cases. — A re- ceiver of the property of a corporation can be appointed only by the court, and in one of the following cases : 1. Ai> action, brought as prescribed in article second, third or fourth of this title. 2. An action brought for the foreclosure of a mortgage upon the property, of which the receiver'is appointed, where the mort- gage debt, or the interest thereupon, has remained unpaid, at least thirty days after it was payable, and after payment thereof was duly demanded of the proper officer of the corporation ; and where either the income of property is Specifically mortgaged, or the property itself is probably insufficient to pay the mortgage debt. 3. An action brought by the attorney-general, or by a stock- holder, to preserve the assets of a corporation, having no officer empowered to hold the same. 4. A special proceeding for the voluntary dissolution of a cor- poration. Where the receiver is appointed in an action, otherwise than by or pursuant to a final judgment, notice of the application for his ' 7 Cir. Pro. R., 5; 117 N. Y., 194; 27 St. Rep., 148; 29 id., 928, 931; 56 Hun, 128, 133; 59 N. Y., 143; 45 id., 310; 79 id., 267; 48 St. Rep., 172: 42 id., 754. » 56 Super. Ct., 153; 57 id., 3; 14 Abb. N. C, 828; 6 Civ. Pro. R., 106, 118; 7 id., 5; 16 St. Rep., 882; 48 id., 698. Provisions Applicable to Corporations. 333 appointment, must be given to the proper officer of the corpora- tion." § 1811. Id.; of judicial suspension or removal of an officer. — A trustee, director, or other officer of a corporation shall not be sus- pended or removed from office, by a court or judge, otherwise tiian by the final judgment of a competent court, in an action brought by the attorney-general, as prescribed in section seven- teen eighty-one of this act." § 1812. Application of the last three sections. — The last three sections apply to an action or a special proceeding, against a cor- poration, or a joint stock association, created by or under the laws of the State, or a trustee, director, or other officer thereof ; or against a corporation, or joint stock association, created by or under or the laws of another State, government, or country, or a trustee, director, or other officer thereof, where the corporation or association does business within the State, or has, within the State, a business agency or a fiscal agency, or an agency for the trans- fer of its stock.' § 1818. In action against stockholders, misnomer, etc., not avail- able. — Where an action, authorized by a law of the State, is brought against one or more persons, as stockholders of a corpo- ration or joint stock association, an objection to any of the pro- ceedings cannot be taken, by a person properly made a defendant in the action, on the ground that the plaintiff has joined with him, as a defendant in the action, a person, whose name appears on the stock books of the corporation or association, as a stock- holder thereof, by the name so appearing ; but who is misnamed, or dead, or is not liable for any cause. In such a case, the court may, at any time before final judgment, upon motion of either party, amend the pleadings and other papers, without prejudice to the previous proceedings, by substituting the true name of the person intended, or by striking out the name of the person who is dead, or not liable, and in a proper case, inserting the name of his representative or successor.* ' 102 N. Y., 449; 19 St. Rep., 906: 3 Civ. Pro. R., 127; 6 id., 90, 106, 113, 342; 7 id., 5; 12 Hun, 144; 13 id., 671. '7 Civ. Pro. R.,5. » 7 Civ. Pro. R., 5; 56 Super. Ct., 153. * 7 Civ. Pro. R., 5. .;. 334 Eailroad Laws of New Yoek, VI. Proceedings fob the volutabt dissolution of a CORPORATION. § 2419. When a majority of directors, etc., may petition f(yr disso- lution. — If a majority of the directors, trustees or other officers, having the management of the concerns of a corporation created by or under the laws of the state, discovar that the stoclc, effects and other property thereof are not sufficient to pay all just de- mands, for which it is liable, or to afford a reasonable security to those who may deal with it ; or if, for any reason, they deem it beneficial to the interests of the stockholders, that the corpora- tion should be dissolved ; they may present a petition, to the supreme court, or to a superior city court of the city where the principal office of the corporation is located, praying for a final order dissolving the corporation, as prescribed in this title.' § 2420. Id.; when they are equally divided. — If a corporation, created under a general statute of the state for the formation of corporations, has an even number of trustees or directors, who are equally divided respecting the management of its affairs, and the entire stock of the corporation is, at that time, owned by the trus- tees or directors, or is so divided that one-half thereof is owned or controlled by persons favoring the course of one-half of the trus- tees or directors, and one-half by persons favoi'ing the course of the other half of them, the trustees or directors, one or more of them, may present a petition as prescribed in the last section. But this section does not apply to a savings bank, a trust com- pany, a safe deposit company or a corporation formeji to rent safes in burgfar and fireproof vaults, or for the construction or operation of a railroad, or for aiding in the construction thereof, or for carrying on the business of banking or insurance, or in- tended to derive a profit from the loan or use of money." § 2421. Contents of petition. — The petition must show that the case is one of those specified in the last two sections, and must state the reasons, which induce the petitioner or petitioners to desire the dissolution of the corporation. A schedule must be annexed to the petition, contained the following matters, as far as •21 St. Rep., 89; 23 id., 346; 27 id., 334; 38 id., 418; 33 A.bb. N. C, 281; 8 Civ. Pro. R., 270; 6 id., 312; 15 id., 215; 17 id., 130; 16 Daly, 419; 48 St. Rep., 175; 43 id., 628. '28 St. Rep., 418; 3 Civ. Pro. R., 270; 6 id., 842; 15 Daly, 415; 48 St. Rep., 639. Provisions Applicable to Corporations. 335 the petitioner or petitioners know, or have the means of knowing the same : 1. A full and true account of all the creditors of the corpora- tion, and of all unsatisfied engagements, entered into by, and sub- sisting against, the corporation. 2. A statement of the_ n8,me and place of residence of each creditor, and of each person with whom such an engagement was made, and to whom it is to be performed, if known ; or, if either is not known, a statement of that fact. 3. A statement of the sum owing to each creditor, or other per- son specified in the lasl subdivision, and the nature of each debt, demand or other engagement. 4. A statement of the true cause and consideration of the in- debtedness to each creditor. 5. A full, just and true inventory of all the property of the corporation, and of all the books, vouchers and securities relating thereto. 6. A statement of each incumbrance upon the property of the corporation, by judgment, mortgage, pledge or otherwise. 7. A full, just and true account of the capital stock of the cor- poration, specifying the name of each stockholder, his residence, if it is known, or, if it is not known, stating that fact ; the number of shares belonging to him, the amount paid in upon his share and the amount still due thereupon.' § 2422. Affidavits to he annexed. — An affidavit, made by each of the petitioners, to the efEect that the matters of fact, stated in the petition and the schedule, are just and true, so far as the affiant knows or has the means of ktiowing the same, must be annexed to the petition and schedule.' § 2423. Presentation of petition, etc. Order to show cause. — Where the petition is addressed to the supreme court, the papers must be presented at a term of the court, held within the judicial district, embracing the county wherein the principal office of the corporation is located. In a case specified in section two thousand four hundred and twenty of this act, the court inay, in its discretion, entertain or dismiss the application. Where it entertains the applica- tion, or where the case is one of those specified in section two thousr and four hundred and nineteen of this act, the court must make an ' 8 Civ. Pro. R., 370; 6 id., 848. •6 Civ. Pro.'R., 842;'ai St. Rep., 89. 336 Eailkoad Laws of New York. order, requiring all persons interested in the corporation to show cause before it, or before a referee designated in the order, at a lime and place therein specified, not less than three months after the granting of the order, why the corporation should not be dis- solved. The order must be entered, and the papers must be filed within ten days after the order is made, with the clerk of the court or, in the supreme court, with the clerk of the county where the principal ofiice of the corporation is located. ^ it shall be made to appear to the satisfaction of the court that the corporation is insol- vent, the court may at any stage of the proce^ing before final order, on motion of the petitioners on notice to the Attorney- General, or on ^notion of the Attorney- General on notice to the corporation, appoint \ a temporary receiver of the property of the corporation, which receiver shall have all the powers and be subject to all the duties that are de- fined as belonging to temporary receivers appointed in an action, in section one thousand seven hundred and eighty-eight of this act. The court may also, in its discretion, at any stage in the proceeding after such appointment upon like motion and notice, confer upon such tem- porary receiver the powers and authority, and subject him to the duties and liabilities of aperrnanent receiver, or as much thereof as it thinks proper, except that he shall not make any final distribution among tlie creditors and stockholders, before final order in the proceedings, unless he is specially directed so to do by the court. If Such receiver be ap- pointed, the court may in its discretion, on like motion and notice, with or without security, at any stage of the proceeding before the final order, grant an injunction, restraining the creditors' of the corporation from bringing any action against the said corporation for the recovery of a sum of money, or from taking any further proceedings in such an action theretofore commenced. Such injunction shall have the same effect and be subject to the same provisions of law as if each creditor upon whom it be served was named therein.' [Amended Laws of 1889, chapter 814, by adding the italicized words.] § 2424. Order to be published. — A copy of the order must he published, as prescribed therein, at least once in each of the three weeks immediately preceding the time fixed therein for showing cause, in the newspaper printed at Albany, in which legal notices are required to be published ; and also in one or more newspapers, ' 33 St. 340; 3 Civ. Pro. R., 270; 53 Hun, 174; 40 St. Rep., 688; 41 Id., 856; 43 St. Rep., 164, 639. Provisions Applicable to Corporations. 337 specified in the order, published in the city or county wherein the order is entered.' § 2425. Id.; to be served on creditors and stockholders. — A copy of the order must also be served upon each of the persons, speci- fied in the schedule as a creditor or stockholder of the corporation, or as a person to whom an engagement of the corporation is to be performed, other than a person whose residence is stated to be un- known, or to be without the United States. The service must be made, either personally, at least twenty da3-s before the time ap- pointed for the hearing, or by depositing a copy of the order, at least forty days before the time so appointed, in the postoffice, in- closed in a postpaid wrapper, addressed to the person to be served at his residence, as stated in the schedule. § 2426. Hearing. — At the time and place specified in the order, or at the time and place to which the hearing is adjourned, the court, or the referee, must hear the allegations and proofs of the parties, and detei-mine the facts. If a referee was not designated in the order to show cause, the court may, in its discretion, ap- point a referee when or after the order is returnable. The deci- sion of the court, or the report of the referee, must be in writing, and must be made and filed with all convenient speed. It must contain a statement of the effects, credits and other property, and of the debts and other engagements of the corporation, and of all other matters pertaining to its affairs. °. § 2427. Id.; Original papers may be used. — The court or the referee is entitled to use, upon the. hearing, the original petition and the schedules annexed thereto ; and the clerk must transmit them accordingly, upon the written order of the judge or of the referee. In that case, they must be returned with the decision or report. § 2428. Application for final order. — Where the hearing is before a referee, a motion for a final order must be made to the court, upon a notice to each person who has made himself a party to the proceedings, by filing with the clerk, before the close of the hearing, a notice of his appearance, in person or by attorney, specifying a postoffice within the state, where such a notice may '40St. Rep., 624; 43 id., 639. '3 Civ. Pro. R., 270; 4 Abb. N. C, 351, 331, 178, 35, 67; 13 Hun, 115; 16 id., 291; 73 N. Y., 571; 74 id., 456; 13 Hun, 488. 22 338 Eaileoad Laws of New York. be served. The notice may be served as prescribed in this act, for the service of a paper upon an attorney, in an action. Where the hearing was before the court, a motion for a final order may be made immediately, or at such a time and upon such a notice as the court prescribes. § 2429. Final order. — Upon an application for a final order, if it appears to the court, in a case specified in section two thousand four hundred and nineteen of this act, that the cor- poration is insolvent, or, in a case specified either in that sec- tion, or in section two thousand four hundred and twenty of this act, that, for any reason, a dissolution of the corporation will be beneficial to the interests of the stockholders, and not injurious to the public interests, the court may make a final order dissolving the corporation, and appointing one or more receivers of its property. Upon the entry of the order, the corporation is ilissolved. The court may, in its discretion, appoint a director, trustee or other officer, or a stockholder of the corporation, a re- ceiver of its property.' § 2430. Certain sales, etc., void. — A sale, assignment, mortgage, conveyance, or other transfer, of any property of a corporation, made after the filing of a petition as prescribed in this title, in payment of, or as security for, an existing or prior debt, or for any other consideration ; or a judgment thereafter rendered against the corporation by confession, or upon the acceptance of an offer, is absolutely void, as against the receiver appointed in the special proceeding, and as against the creditors of the corporation." § 2431. Certain corporations exempt- from the title. — This title does not apply to an incor|)orated library society, to a religious corporation, or to a select school or academy incorporated by the regents of the university or by tbe legislature, or to a municipal or other political corporation. In the case of corporations affected hy the provisions of this title, and not having stockholders, it shall be sufficient for the purposes of this title, to notify, name and refer to the memhers of such corporation, instead of stockholders, as herein provided. [Amended by adding the italicized words." L. 1884, ch. 406.] ' 18 St. Eep., 175; 28 id., 418; 15 Civ. Pro. R., 215; 15 Daly, 415. » 8 Page, 380. 822 Abb. N. C, 232; 28 St. Rep., 420; 15 Daly, 415; 43 St. Rep., 628. Provisions Applicable to Ooepoeations. 339 til misoellaneons provisions of the code of civil pro- CEDURE Keg-ulating the Conduct of Actions Against a Corporation. § 481, sabd. 8. Personal service of summons on domestic corpora- tions, how made. — Personal service of the summons upon a de- fendant, being a domestic corporation, must be made by deliver- ing a copy thereof within the slate {except in cases of municipal corporations), to the president or other head of the corporation, the secretary or clerk to the corporation, the cashier, the treas- urer, or a director or managing agent' § 432. Id. ; upon a foreign corporation. — Personal service of the samraons, upon a defendant, being a foreign corporation, must be made by delivering a copy thereof, within the state, as follows : ' ■ 1. To the president, treasurer, or secretary ; or, if the corpora- tion lacks either of those officers, to the officer performing corre- sponding functions, under another name. 2. To a person designated for the purpose by a writing, under tile seal of the corporation, and the signature of its president, vice-president, or other acting head, accompanied with the written consent of the person designated, and filed in the office of the sec- retary of state. The designation must specify a place, within the state, as the office or residence of the person designated ; and, if ■ it is within a city, the street, and street number, if any, or otlier suitable designation of the particular locality. It remains in force, until the filing in the same office of a written revocation thereof, or of the consent, executed in like manner ; but the person desig- nated may, from time to time, change the place specified as his office or residence, to some other place within the state, by a writing, executed by him, and filed in like manner. The secre- tary of state may require the execution of any instrument, speci- fied in this section, to be authenticated as he deems proper, and he may refuse to file it without such an authentication. An ex- emplified copy of a designation so filed, accompanied with a cer- tificate that it has not been revoked, is presumptive evidence of ' 15 St. Rep., 686; 39 id., 335; 30 id., 691; 31 id., 465; 83 id., 1119; 48 Hun, 190;-51 id., 398; 56 id., 431; 131 N. Y., 234; 13 Civ. Pro. R., 233; 14 id., 263; W id., 203; 18 id., 363; 39 St. Rep., 157; 18 Civ. Pro. R., 382; 4 Abb. N. C, 40; 20 id., 386; 38 St. Rep., 406; 89 id., 157. '23 Abb. N. C, 233; 24 id., 336; 33 St. Rep., 849; 87 K Y., 137; 115 id., 437; 35 Hun,- 869; 13 Civ. Pro. R., 233. 3i0 Eailroad Laws of New York. the execution thereof, and conchisive evidence of the autliority of the officer executing it 3. If such a designation is not in force, or if neither the pereon des. ignated, nor an officer specified in subdivision first of this section, can be found with due diligence, and the corporation has property within the state, or the cause of action arose therein ; to the cashier, a director, or a managing agent of the corporation, within the state.' § 438. Cases in which the service of a summons by publication, etc., may be ordered. — '[am'd^lSld and 1884.J An order, directing the service of a summons upon a defendant, without the state, or by publication, may be made in either of the following cases : 1. Where the defendant to be served is a foreign corporation ; or, being a natural person, is not a I'esident of the state ; or where, after diligent inquiry, the defendant remains unknown to the plaintiff, or the plaintiff is unable to ascertain whether the defend- ant is or is not a resident of the state. 6. Where the defendant is a resident of the state, or a domes- tic corporation ; and an attempt was made to commence the action ngainst the defendant, as required in chapter fourth of this act, before the expiration of the limitation applicable thereto, as fixed in that chapter; and the limitation would have ex[)ired, within sixty days next preceding the application, if the time had not been extended by the attempt to commence the action. 7. Where the action is against the stockholders of a corpora- tion, or joint-stock company, and is authorized by a law of the state, and the defendant is a stockholder thereof. When a copy of the summons is required by subdivision fii'st or subdivision second of section four hundred and twenty-six of this act, or by section four hundred and twenty-nine of this act, to be delivered to a person other than the defendant, an order, di- recting the service of a copy of the summons upon such person without the state, or by publication, may be made as prescribed in this section, as if such person was the defendant in the action, and upon a verified complaint and the same proof with respect to such person, as is required in the next succeeding section with respect to a defendant. And'sections four hundred and forty to four hundred and forty-four, both inclusive, apply to the proceed- ings in like manner as if such person was a defendant." > 5 St. Rep., 734; 104 N. T., 480; 23 Abb. N. C, 231; 12 Civ. Pro. B., H; 16 id., 241; 17 id., 386; 70 N. Y., 223; 46 St. Rep., 662. « 1 Civ. Pro. R., 183, 145, 220; 2 id., 55; 8 id., 69; 4 id., 276; 6 id., 216; 1 id., 393; 13 id., 267; 14 id., 45, 68; 16 id., 279, 333; 15 St. Rep., 903; 28 id., Provisions Applicable to Corporations. 341 § 2865. Actions hy and against officers, etc. ; and by executors, etc. —[am'd 1882.] An action, cognizable by a justice of the peace, ' may be brought by or against a corporation ; by or against a nat- ural person in his own right ; by or against a town or county officer in his official character ; or by an executor, administrator, trustee of an express trust, or a receiver in supplementary proceedings.' § 2879. Service of summons in a justice's court upon the com- pany. — When the defendant to be served is a corporation^ the summons may be personally served upon it by delivering a copy thereof to an officer or person to whom a copy of the summons in an action brought against the corporation in the supreme court might be delivered as provided in sections 431 and 432 of this act, or to any director or trustee of the corporation by whatever official title he is called." § 2880. Id.; special provisions m regard to railroad corporations. —When the defendant to be served is a domestic railroad corpo- ration, and no officer thereof resides in the county to whom a copy of the summons may be delivered, as prescribed in the last sec- tion, it may be personally served by delivering a copy thereof to a local superintendent of repairs, freight agent, agent to sell tick- ets, or station keeper of the corportion residing in the county, un- less, at least, thirty days before it was issued, the corportion had filed in the office of the clerk of the county a written instrument, designating a person residing in the county upon whom process to be issued by a justice of the peace against it may be served, in which case the summons may be personally served by deliver-' ing a copy to the person so designated.^ § 2881. Id.; relating to express companies. — ^ Where the defend- ant to be served is a corporation, association, partnership, or per- son, doing business in the State as an express company, and no person resides in the county to whom a copy of the summons may be delivered, as prescribed in the foregoing sections of this article, it may be personally served, by delivering a copy thereof to any local or general agent, agent to receive freight or parcels, route agerit, or messenger of the defendant, residing in the county ; unless, at least thirty days before it was issued, the defendant had 317;. 39 id., 338, 383; 55 Hun, 366, 369; 55 Supr. Ct., 330; 98 N. Y., 665; 113 N. Y., 383; 15 Civ. Pro. B., 74, 77, 79; 17 id., 334; 18 id., 833. ' 38 St. Rep., 433; 18 Civ. Pro. R., 316: » 24 Barb., 414. '24 Barb., 414. 342 Eailroad Laws of New York. filed, in the office of the clerk of the county, a written instru- ment, designating a person residing in the county, upon whom process to be issued by a justice of the peace against the defend- ant, may be served ; in which case, the summons may be person- ally served by delivering a copy thereof to the peraon so desig- nated. § 525. Verification of pleading, and hy whom made. — The veri- ficnfion must be made by the affidavit of the party, or, if there are two or more parties united in interest, and pleading together, by at least one of them, who is acquainted with the facts, except as follows : 1. Where a party is a domestic corporation, the verification must be made by an officer thereof. 2. Where the party is a foreign corporation, the verification must be made by the agent or the attorney for the party.' § 610. Service of injunction upon the corporation. — The injunc- tion order must briefly recite the grounds for the injunction. Where it is granted by the court, it must be served by delivering a certified copy thereof : where it is granted by a judge, it must be served by showing the original order, and delivering a copy thereof. Service of the order upon a corporation may be made as prescribed in this act, for making personal service of a sura- uions upon a corporation. Copies of the papers, upon which the order was granted, must be 'delivered with the copy of the order." § 624. Damages sustained when officer of corporation is enjoined. — Where the defendant enjoined was an officer of a corporation, or joint-stock association, or a bailee, agent, trustee, or other representative of another, and the damages, sustained by him, are less than the sum specified in the undertaking, the court or the referee may also separately ascertain and determine the damages sustained, by reason of the injunction, by the corporation, asso- ciation, or person, whom the defendant represents, to an amount not exceeding the surplus of the sum specified in the undertak- ' 2 McC, 71; 2 How. Pr., N. 8., 120: 13 .Daly, 36, 204; 2 St. Rep., 275; 12 id., 416; 41 Hun, .ig; 2 Dem., 429; 7 i iv. Pro. R., 104, 443; 8 id., 485; 9 id., 165; 11 id., 1; 13 id., 157; 15 id., 256, 259; 19 id., 243; 21 id., 58; 39 id., 825. 2 12 St. Rep., 870; 19 id., 767; 1 Civ. Pro. R., 484; 14 id., 71; 16 id., 129; 36 St. Rep., 714. Provisions Applicable to Corporations. 343 ing; and those damages may be recovered in a separate action, brought as prescribed in 'the next section. § 636. Grounds of issuing warrant of attachment against the cor- poration. — To entitle the plaintiff to such a warrant of attachment, he must show, by affidavit, to the satisfaction of the judge grant- ing the same, among other things as required by the Code, that the defendant is either a foreign corporation or not a resident of the state ; or, if he is a natural person and a resident of the state, that he has departed therefrom, with intent to defraud his credi- tors, or to avoid the service of a summons, or keeps himself con- cealed therein with the like intent; or, if the defendant is a natural person or a domestic corporation, that he or it has re- moved, or is about to remove, property from the state, with inten to defraud his or its creditors ; or has assigned, disposed of, or secreted, or is about to assign, dispose of or secrete property, with the like intent.' § 646. Attachment of unpaid subscription to foreign corporation. — Under a warrant of attachment against a foreign corporation, other than a corporation created by or under the laws of the United States, the sheriff may levy upon the sum remaining un- paid upon a subscription to the capital stock of the corporation, made by a person within the county ; or upon one or more shares of stock therein, held by such a person, or transferred by him, for the purpose of avoiding payment thereof." § 647. Id; interest in corporation. — The rights or shares which the defendant has in the stock of an association or corporation together with the interest and profits thereon, may be levied upon; and the sheriff's- certificate of the sale thereof entitles the pur- chaser to the same rights and privileges, with respect thereto, which the defendant had, when they were so attached.^ ' 1 Civ. Pro. R., 411; 3 id., 75, 106, 16i, 343; 4 id., 319, 353, 361; 6 id., 268, 268, 366, 401; 7 id., 144, 287, 300, 411; 9 id., 161; 11 id., 36; 13 id., 439; 15 id., 311; 18 id., 63; 63 How. Pr., 47, 491; 66 id., 382; 67 id., 888; 1 How. Pr. N. S., 276, 283; 3 id., 160; 14 Duly, 43, 308; 9 id., 416; 36 Hun, 24; 37 id., 334, 242, 2B9; 28 Hun, £3; 30 id.,*348i 33 id., 484; 35 id., 395, 541; 38 id., 203; 41 id., 63; 44 id., 71, 345; 53 id., 39; 55 id., 388, 390; 45 St. Rep., 31, 388; lid., 779; 3 id., 370; 53 Super. Ct., 83; 7 St. Rep., 381; 8 id., 796; 13 id., 740; 14 id., 374; 21 id., 308; 34 id., 663; 38 id., 4, 155, 379; 39 id., 93; 35 id., 831; 11 Abb. N. C, 175; 13 id., 477; 15 id., 354; 87 N. Y., 141; 101 id., 5; 115 id., 39; 119 id., 160; 2"'l Civ. Pro. R., 131, 131, 136, 141, 162; 35 St. Rep., 546; 37 id., 302; 39 id., 163; 60 Hun, 445. » 13 Civ. Pro. R., 77. '63 How. Pr., 484; 3 Civ.-Pro. R., 183; 4 id., 189; 13 id., 77. 344 Eailroad Laws of New York. § 650. Certificate of defendant's interest to he furnished. — Upon the application of a sheriff, holding a warrant of attachment, the president or other head of an association or coi-poration or the secretary, cashier, or managing agent thereof, or a debtor of the defendant, or a person holding property, including a bond, prom- issory note, or other instrument for the payment of money, be- lonCTinc to the defendant, must furnish to the sheriff a certificate, under his hand, specifying the rights or number of shares of the defendant, in the stock of the association or corporation, witli all dividends declf\red, or incumbrances thereon; or the amount, nature, and description of the property, held for the benefit of the defendant, or of the defendant's interest in property so held, or of the debt or demand owing to the defendant, as the case re- quires.' § 651. Person refusing certificate may he examined. — If a person, to whom application is made, as prescribed in the last section, re- fuses to -give such a certificate ; or if it is made to appear, by afii- davit, to the satisfaction of the court, or a judge thereof, or the county judge of the county to which the warrant is issued, that there is reason to suspect that a certificate given by him is untrue, or that it fails fully to set forth the facts required to be shown thereby; the court or judge may make an order, directing liim to attend, at a specified time, and at a place within the county to which the warrant is issued, and submit to an examination under oath, concerning the same. The order may, in the discretion of the court or judge, direct an appearance before a referee named therein." § 707. When judgment enforceahle only against attached prop- erty. — "Where a defendant, -who has not appeared, is a non-resident of the State, or a foreign corporation, and the summons was served without the State, or by publication, pursuant to an order obtained for that purpose, as prescribed in chapter fifth of this act, the judgment can be enforced only against the property which has been levied upon, by virtue of the warrant of attachment, at the time when the judgment is entered. But this section does • 9 Hun, 239; 1 Civ. Pro. R., 208. 365; a id., 8il; 4 id., 173; 9id., 168; 13 id., 77; 16 id., 814; 8 St. Rtp., 443; 13 Abb. N. C, 459; 12 Daly, 5. = 26 Barb., 61; 48 id., 146; 1 Code R., N. S., 210; 4 Hun, 630; 26 Barb., 61; 48 id., 146; 12 Daly, 5; 8 St. Rep., 443, 1 Civ. Pro. R., 208, 365; 3 id., 351; 4 id., 173; 9 id., 168; 13 id., 77; 16 id., 314; 35 St. Rep., 689. Provisions Applicable to Corpoeations. 345 not declare the effect of such a judgment, with respect to the apphcation of any statute of limitation.' § 791- Subd. 8. Preferred causes at trial. — Certain civil causes are entitled to preference among themselves in the trial or hear- ing thereof, as regulated by the Code of Civil Procedure. In the eiglith class of such cases is an action against a corporation, founded upon a note or other evidence of debt for the abso- lute payment of money.''' § 839. Admission by member of corporation. — The admission of a member of an aggregate corporation, who is not a party, shall not be received as evidence against the corporation, unless it was made concerning and while engaged in a transaction, in which he was the authorized agent of the corporation. § 868. Boohs, etc., of corporation, 'how produced. — The produc- tion, upon a trial, of a book or paper, belonging to or under the control of a corporation, may be compelled, in like manner as if it was in the hands, or under the control, of a natural person. For that purpose, a subpoena duces tecum, or an order, made as prescribed in the last section, as the case requires, must be directed to the president, or other head of the corporation, or to officer thereof, in whose custody the book or paper is.° § 869. When personal attendance not required by subpoena duces tecum. — In a case specified in the last section, or when a subpoena duces tecum, or an order, made as prescribed in section eight hundred and sixty-six or section eight hundred and sixty-seven of this act, requires a public officer to attend, and bring a book or paper under his control, the subpoena or order is deemed to be ' 32 St, Rep., 747; 4 Civ. Pro. R., 393; 1 Abb. N. C, 180; 20 Civ. Pro. R., 38; 34 St. Rep., 827; 44 id., 849; 47 id., 644; 23 How. Pr., 294; 9 Abb. Pr., 66; S. -C., 17 How. Pr., 106; 15 Abb. Pr., 248; 60 Barb., 107; 33 id., 71; S. C, 12 Abb. Pr., 8; 4 How. Pr., 275; 5 Johns., 87; 13 id., 192. » 1 Civ. Pro. R., 43, 301; 4 id., 201; 5 id., 66; 67 How. Pr., 510; 91 N. Y., 239; 92 id., 646, 647; 113 id., 617; 21 St. Rep.. 933; 18 Abb. N. C, 473. ' 6 C'iv. Pro. R., 860; 18 id , 300; see, also, 17 How. St. Tr., 810, 814; 5 Ga., 239; 4 Den., 392; 9 Cow., 194, 205; 10 Ala., 82; 1 Dougl. (Eng.), 359,360; 17 Me., 440; 1 How. (Miss.), 479; 5 Cow., 153; S. C, id., 419; 14 How. Pr., 26; 18 Alb. L. J., 416; 10 Johns.,n54; 1 Stra. (Eng.), 93; 3 Vin. Abr., 90 PI., 16; 34 Me., 236; 3 Johns., 336; 5 Den., 843; 1 H. Black. (Eng.), 214, n. c; 3 Barn. & Aid. (Eng.), 143; 1 Moo. & M. (Eng.), 416; fPhill. on Evid., 449; 3 id., 295, 442.-3 Nev. & Man. (Eng.), 573; S. C, 2 B. & Adolpli. (Eng.), 544; 1 Greenlf. on Evid., § 498; Ang. & Ames on Corp., §§ 679, et seq.; 3 Sand, on PI. & Evid., 748, 851. 346 Eailroad Laws of New York. sufficiently obeyed, if the book or paper is produced by a subor- dinate officer or employee of the corporation, or in the public office, who possesses tlie requisite knowledge to identify it, and to testify respecting the purposes for which it is used. If the per- sonal attendance of a particular officer of the corporation or pub- lic officer is required, a subpoena, without a duces tecum clause must also be served upon him.' § 929. Book of foreign corporation; when evidence. — "Where a party wishes to prove an act or transaction of a foreign corpor- ation, the book or books of the corporation may be used for that purpose, as presumptive evidence, whetlierany or all of thepartiea are or are not members of the corporation. § 930. When a copy thereof is evidence. — If an original book is not produced at the trial, as prescribed in the last section, a copy thereof, or of an entry therein, verified as prescribed in the next section, may be used, with like effect as the original book ; pro- vided that the party, intending to u.se the copy, gives the adverse party at least ten days' notice of his intention, specifying briefly the nature of the evidence proposed to be given. But this and the next section do not apply, where the foreign corporation is a party to the action, and seeks to prove its own act or transaction, in its own behalf. § 931. f/ow copy to be verified. — The copy must be verified by the deposition, taken as prescribed by law, or the oral testimony, taken at the trial, of the jierson who made it, or of a person who has examined and compared it with the original book, or the entry therein. Tlie witness must testify that the copy produced is cor- rect; that he made it, or compared it with the original ; and that he tlien knew tliat the original book so copied, or containing the etitry, was the book of the corporation ; or that it was then ac- knowledged to him to be such, by an offiger or receiver of the corporation, or a person having the custody thereof, naming the person who made the acknowledgement; and he must s])ecify whei'e, and in who.se custody, the original was tlien kepi. § 1012. References, how made of actions against the corporation. — But a reference shall not be made, of cour.se, upon the consent of the parties, in an action to annul a marriage, or for a divorce or a separation ; ^ir an action again.st a corporation to obtain a disso- lution thereof, the appointment of a receiver of. its property, or '6 Civ. Pro. R., 360. Provisions Applicable to Corporations. 34Y the distribution of its property, unless it is brought by the attor- ney-general ; or an action wherein a defendant, to be affected by the result of the trial, is an infant In a case specified in this section, where the parties consent to a reference, the court may, in its discretion, grant or refuse a reference ; and, where a refer- ence is granted, the court must designate the referee.' § 1217. Judgment hy default against foreign corporation, how taken. — A judgment shall not be rendered for a sum of money only, upon an application made- pursuant to the last section, ex- cept in an action specified in section six hundred and thirty-five of this act. Where the defendant is a non-resident, or a foreign corporation, and has not appeared, the plaintiff, upon the" applica- tion for judgment in such an action, must produce and file the following papers : 1. Proof, by affidavit, that a warrant of attachment, granted in the action, has been levied upon property of the defendant. 2. A description of the property so attached, verified by affi- davit; with a statement of the value thereof, according to the inventory. The undertaking mentioned in section twelve hundred and six- teen, if one has been required." § 393. No limitation of action on hank notes, etc. — This chapter does not affect an action to enforce the payfnent of a bill, note or other evidence of debt, issued by a moneyed corporation, or issued or put in circulation as money.' ^ § 394. [am^d 1877.] Action against directors, etc., of banks. — This chapter does not affect an action against a director or stock- holder of a moneyed corporation, or banking association, to re- cover a penalty or forfeiture imposed, or to enforce a liability cre- ated by law ; but such an action must be brought within three years after the cause of action has accrued.* § 872. \am^d 1877.] Depositions, applications; contents of affi- davit. — The person desiring to take a deposition, as prescribed in this article, may present to a judge of the court in which the ac- tion is pending ; or, if it is pending in the supreme court, to a county judge; or, if an action is not pending, but is expected to '11 Civ. Pro. R., 9); 27 St. Rep., 610; 34 id., 853; 6 W. Dig., 43. MSBarb., 83; 29 id., 87; 11 A.bb. N. C, 180; 47^ St. Rep., 644; 1 Civ. Pro R., 229; 3 id., 330; CON. Y., 53. '24 Abb. N. C, 84; 51 Super. Ct., 316. *51 Super. Ct., 316; 48 Hun, 459; 7 Civ. Pro. R., 340. 348 Railroad Laws of New York. be brought, to a judge of the supreme court, or of a superior city court, or to a county judge ; an affidavit setting forth as follows : 1. The names and residences of all the parties to the action, and whether or not they have appeared ; and, if either of them has appeared by attorney, the name and the residence or office ad- dress of the attorney, or, if no action is pending, the names and residences of the expected parties thereto. 7. [am'd 1880.] Any other fact necessary to show that the case comes within one of the last two sections, and if the party sought to be examined is a corporation, the affidavit shall state the name of the officers or, directors thereof, or any of them, whose testi- mony is necessary and material, or the books and papers as to the contents of which an examination or inspection is desired, and the order to be made in respect thereto shall direct the exani- ination of such persons and tiie production of such books and papers.' § 341. Jurisdiction of county courts. Domestic corporation, etc., when deemed residents, etc. — For the purpoSe of determining the jurisdiction of a county court, in either of the cases specified in the last section, a domestic corporation or joint stock association, wliose principal place of business is established, by or pursuant to a statute, or by its aiticles of association, or is actually located witiiiii tlie county, is deemed a resident of the county, and per- .sonal service of a summons, made within the county, as prescribed in this act, or personal service of a mandate, whereby a special proceeding is commenced, made within the county, as prescribed in tliis act for pereonal service of a summons, is sufficient service tliereof upon a domestic corporation, wherever it is located." § 5'25. Verification; hoiu and by whom made. — The verification must be made by the affidavit of tlie party, or, if there are two '1 Civ. Pro. R., 41, 294; 4 id., 328; 5 iil., 101; 7 id., 109, 426; 9 id., 804; 12 id., 4; 14 id., 79; 1.5 id., 393; 16 id., 68; 17 id., 199, 209; 18 Civ. Pro. 304; 93 N. Y., 82; 26 Hun, 433; 29 id., 441; 81 id., 434; 37 id., 531; 42 id., 604; 48 id., 320; 50 id. 131; 57 id., 187; 67 How. Pr.. 269; 1 How. Pr.. N. S., 444; 3 id., 260; 2 McC, 319, 321; 5 St. Rep , 228, 229; 6 id., 425; 8 id., 710; 11 id., 382; 12 id., 130: 14 id., 845; 19 id., 231, 905; 21 id., 743; 23 id., 379; 24 id., 860; 25 id., 32; 27 id., 873; 28 id., 15, 214. 583; 30 id., 20, 560; 32 id., 517; 14 Daly, 309; 109 N. Y., 81; 118 id., 90; 3 Dein., 298; 5 id., 257; 6 id., 269; 11 Abb. N. C, 419; 23 id., 116; 49 Super. Ct., 129; 51 id., 532; 53 id., 267; 56 id., 268; 57 id., 529; 10 Civ. Pro. R., 178; 17 id., 118, 119; 45 St. R6p., 825. «34 Hun, 602; 6 Civ. Pro. R., 348; 46 St. Rep., 375. Provisions Applicable to Corporations. 349 or more parties, united in interest and pleading together, by at least one of them, who is acquainted with the facts, except as follows : 1. Where the party is a domestic corporation, the verification must be made by an officer thereof. 2. Where the people of the state are, or a public officer in their behalf is, the party, the verification may be made by any person acquainted with the facts. 3. [am'd 1879.'] Where the party is a foreign corporation, or where the party is not within the county where the attorney resides, or if the latter is not a resident of the state,. the county where he has his office, and capable of making the affidavit or, if there are two or more parties united in interest, and pleading together, where neither of them, acquainted with the facts, is within that county, and capable of making the affi- davit ; or where the action or defense is founded upon a written instrument for the payment of money only, which is in the possession of the agent or the attorney ; or where all the ma- terial allegations of the pleading are within the personal knowl- edge of the agent or the attorney ; in either case, the verification may be made by the agent of, or the attorney for, the party.' § 960. Public or corporate seal may be stamped. — [am'd 1877.] Where a seal of a public officer or of a corporation is authorized or required by law, it may be impressed directly on the paper. § 1650. Action to compel the determination of a claim to real prop- erty ; this article applies to corporations, or receivers. — An action may be maintained, as prescribed in this article, by or against a corporation, or by or against an unincorporated association, as if it was a natural person, or such an action may be maintained by or against the receiver or other successor of any such corporation or asso- ciation. [Amended by adding the italicized words. Laws of 1891, cb. 210.] §1879. Judgment creditors action; application of this article; what property cannot be reached. — This article does not Jipply to a case, where the judgment debtor is a corporation, created by or under the laws of the state. Nor does it authorize the discovery or seizure of, or other interference with, any property, which is '2 St. Rep., 275; 13 Id., 415; 13 Daly. 36, 304; 2 How. Pr., N. 8., 130; 3 McC, 71; 41 Hun, 59; 3 Dem. 429; 7 Civ. Pro. R., 104, 443; 8 id., 453; 9 id., 165; 11 id., 1; 15 id., 256, 359; 45 kSI. Rep., 311. 350 Raileoad Laws of New York. expressl}'- exempted by law from levy anJ sale, by virtue of an execution. * * * ' § 945. Record of hill of sale, etc., of vessels. — The record of a bill of sale, mortgage, hypotliecation, or conveyance of a vessel, be- longing to a port or place, witliin the United States, recorded in the office of the collector of customs, where the vessel is registered or enrolled, which was acknowledged or proved, before it was recorded, in lilce manner as a deed to be recorded within the State ; or a transcript of such a record, duly certified by the collector; is evidence, with tlie like effect as the original. '^ § 1948. -Action against the usurper of an office or franchise ; At- torney-General may maintain action. — The Attorney-General may maintain an action, upon his own information, or upon tlie com- plaint of a private person in either of the following cases : 1. Against a person who usurps, intrudes into, or unlawfully hohls or exercises, within the State, a franciiise, or a public office, civil or military, or an office in a domestic corporation. 2. Against a public officer, civil or military, who has done or suffered an act, which by law works a forfeiture of his office. 3. Against one or more persons who act as a corporation within the State, without being duly incorporated ; or exercise, within the State, any corporate rights, privileges, or franchises, not granted to them by the law of the State.' § 1950. Action triable by Jury. — An action, brought as prescribed in this article, is triable, of course and of right, by a jury, in like manner as if it was an action specified in .section nine hundred and sixty-eight of this act, and without procuring an order, as pre- scribed in section nine hundred and seventy of this act." § 1951. Assumption of office by person entitled. — Where final judgment is rendered, upon the right and in favor of the person so alleged to be entitled, he may, after taking the oath of office • 10 PaiRe, 290; 60 Barb,, 648; S. C, 4 L-ins.. 444; 73 N. Y., 384; 35 id,, 361; 43 Hun, 637; 15 id., 70; 48 id., 557; 16 Abb, N. C, 9; 89 St. Rep., 483; 60 Hun, 480; 46 St. Rep,. 34; 10 Paige, 290; 60 Barb., 648; S. C, 4 Lans., 444; 73 N. Y., 384; 35 id,, 361; 1 Abb. N. C, 30; 17 Hun, 233; 70 N. Y., 270; 42 Super Ct, , 150, « 13 St. Rep,, 328; 46 Hun, 370. » 27 Abb, N, C, 261; 33 St. Rep., 391-; 122 N, Y,, 197; 48 St. Rep,, 697, 11 Abb. N. C, 64; 23 id.. 211; 6 Civ. Pro. R., 406; 37 Hun, 528; 38 id., 336; 46 id., 334; 101 N. Y., 439; 10 St! Rep., 717; 31 St. Rep., 409; 67 N. Y., 334; 21 Alb. L. J., 433. ■■ 6 Civ. Pro., 406; 57 N. Y., 161. Provisions App£ioable to Corporations. 351 and giving an official bond, as prescribed by law, take upon him- self the execution of the office. He must, immediately thereafter, demand of the'defendant in the action, delivery of all the booi 11 Civ. Pro. R., 61; 18 id., 380; 13 Daly, 510; 46 St. Rep., 185, 275, 895; 23 id., 462; 56 Hun, 607. ■' 18 St. Rep., 797; 42 Hun, 164, 608; 44 id., 200; 19 Civ. Pro. R., 421. ' 18 Civ. Pro. R., 372. •Note. — Tlie first Monday of September, " Labor Day," is a holiday; and every Saturday a half -holiday, as respects the maturity, etc., of bills and notes. Laws of 1887, eh. 289. See, also. Laws of 1887, ch. 461, and 1889, eh. 198. CHAPTER VIII. THE PENAL CODE AND THE CODE OF CRIMINAL PROCEDURE PROVISIONS APPLICABLE TO CORPORATIONS. A. THE PENAL CODE. I. MISCONDUCT OF OFFICIALS AND EMPLOYEES OF CORPORATIONS; REGULATION OF APPLIANCES. Section 13. Punishment, how determined. 718. Construction. 416. Unlawful offers to railroad commissioners or their employees. 417. Misconduct of railroad commissioners and of their employees. 418. Persons unable to read not to act or be employed as engineers. 419. Misconduct of officials or employees of elevated railroads. 420. Intoxication or other misconduct of railroad or steamboat employee. 431. Duties of locomotive engineers. 423. Placing other cars before passenger cars. 433. Platforms and heating apparatus of passenger car. 434. Guard posts; automatic couplers. 434. Other violation of duty by officers, agents or servants of railroad companies. 435. Officers of railroad companies to be uniformed. II. FRAUDULENT ACTS BY CORPORATIONS AND THEIR OFFICERS AND MEMBERS. Section 590. Frauds in the organization of corporations. 591. Fraudulent issue of stock, script, etc. 593. Frauds in procuring organization of corporation, etc. 593. Acting for foreign corporations not authorized to do business ii^ this state. ' 594. Misconduct of directors of stock corporations. 603. Frauds in keeping accounts. 603. Misconduct of directors of moneyed corporations. g04. Insolvencies of corporation deemed fraudulent when. 605. Unlawful discount of bills of foreign banks. 606. Violation of duty of directors of moneyed corporations. 518. Officers of corporation selling shares, etc., when a misdemeanor. 519. Falsely indicating person as corporate officer. 541. Conversion by trustee, larceny; how punished. 609. Directors of corporation presumed to have knowledge. 610. Misconduct of officers and directors of stock corporations. 611. Misconduct of officers and employees of corporations. 613. Misconduct of officers and agents of pipe-line corporations. 618. Misconduct at corporate elections. 358 Railroad Laws op New York. Section 614. Presumption of knowledge of corporate condition. 586. Fraudulent conveyances. III. FRAUDULENT ISSUE OR SALE OP DOCUMENTS OP TITLE TO MERCHANDISE. Section 628. Issuing fictitious certificates by pipe-line corporations. 629. Issuing fictitious bills of lading, receipts and vouchers. 630. Erroneous bills of lading or receipts issued in good faith excepted. 631. Duplicate receipts must be marked "duplicate." 632. Selling, hypothecating or pledging property received for trans. portation or storage. 683. Bill of lading or receipt issued by warehouseman must be can- celed on redelivery of the property. 634. Property demanded by process of law. 437. Destroying invoice. IV. PASSAGE tickets; REGULATION AND SALE OF, ETC. 616. Sales by authorized agents restricted. 617. Unauthorized persons forbidden to sell certificates, receipts, etc. for the purpose of procuring tickets. 618. Punishment for fraud on accounts, etc. 619. Conspiracy to sell passage tickets in violation of law. 620. Conspirators may be indicted, though object not accomplished. 621. OflSces for unlawful sales of passage tickets are disorderly houses. 622. Owners, pursers, etc. , allowed to sell tickets. 623. Station masters, conductors, etc., allowed to sell tickets. 624. What must be stated on passage tickets. 626. Sales of passage tickets at excessive rates. 627. " Company " defined. 536. Completed unissued instruments of property. 546. Value of, how ascertained. v. FORGERY. 509. Forgery in first degree defined. 510. Id.; false certificate to certain instruments. 511. Id.; in second degree. 512. Qualification of last section. 513. Other cases of forgery in second degree. 514. Other cases of forgery in third degree. 515. Same. 516. Forging passage tickets. 518. Officer of corporation selling, etc., shares. 519. Falsely indicating person as corporate officer. 520. Terms "forge" and " forging " generally defined. 521. Uttering, etc., forged instruments, etc., is forgery. 522. Uttering writing signed with wrongdoer's name. 364. Offenses against trade-marks. 367. "Affixing "defined. VL REGULATIONS CONCERNING NAVIGATION; HEALTH AND SAFETY. Section 440. Master of vessel bringing foreign convict. 444. Interfering with navigation. Provisions Applicable to Corporations. 359 Section 538. Keeping wrecked goods a misdemeanor. 540. Bringing stolen goods into State, larceny .~ 359. Overloading passenger vessel. 576. Fitting out or lading any vessel, -with intent to wreck the same. 372. Defacing marks upon wrecked property. 374. Officer unlawfully detaining wrecked property. 415. Ferries. 438. Fires and lights, or vessels in certain counties. 417. Violating condition of recognizance to keep a ferry. 350. Masters to suppress gambling on board their vessels. 391. Violation of quarantine laws by master of vessel. 392. Giving false information relative to vessel, or permitting person to land before visit of health officers. 393. Landing from vessel before visit of health officers. 394. Going on board vessel at quarantine grounds, etc. 396. Obstructing health officer in performance of his duty. 398. UnUcensed piloting. 399. Coasting steamers excepted. 434. Exposing persons affected with a contagious disease in public places. VII. INJURIES TO PROPBBY; NUISANCE. 654. Injuries to property, or interfering with railroad property; how punished. 635. Injuries to railroad tracks, etc. 639. Injuring pier, sea wall, dock, look, buoy, pipe, main, sewer, tel- egraph, etc. 651. Unlawful interference with gas meter or steam valve. 389. Keeping gun powder, etc. 390. Throwing gas tar, etc., into public waters. 654. Endangering life by maliciously placing explosive near building. VIII. DANGEKOUS USE OP MACHINEBT; HOMICIDE. 360. Unauthorized pressure of steam. 361. Generation of unsafe amount of steam. 362. Mismanagement of steam boilers. 195. By negligent use of machinery. 197. Killing by overloading passenger vessel. 198. Liability of persons in charge of steamboats. 199. Liability of persons in charge of steam engines. IX. ARSON. 486. Arson in first degree defined. 487. Id. ; second degree. 488. Id. ; in third degree. 493. " Night-time " defined. 493. " Building" defined. 637. Burning certain property, how punished. X. BURGLARY. 498. Burglary in third degree. 499. " Break " defined. 360 Eaileoad Laws op New York. Section 500. " Night-time " defined. 501. "Enter" defined. 502. " Dwelling-house '' defined. 504. "Building" defined. XI. REGULATIONS CONCERNING ANIMALS. 663. Transporting animals for more than twenty-four consecutive hours a misdemeanor. 659. Carrying animals in a cruel manner, a misdemeanor. 196. Owner of animals. 655. Overdoing an animal; a failure to feed properly, a misdemeanor. 669. Definitions. 223. Ejection of passenger, when declared not unlawful. 381. Carriers refusing to receive guests and passengers. 383. Protection of civil and public rights. 675. Relating to disorderly conduct or public conveyances. 676. Acts committed out of the State. 171. "A." Coercion by employees. 392. Employments prohibited to children. 641. Divulging, etc., telegram, a misdemeanor. 642. Opening or publishing a sealed letter, etc. 41t. Duress and intimidation of voters. , 254a. Furnishing libelous information. B. THE CODE OF CRIMINAL PROCEDURE. 56. Courts of special sessions, jurisdiction of. 137. Of crime committed in the State on board of any railway train. 335. Plea of guilty, how put in. 675. Summons upon an information or presentment against a cor- poration, by whom issued, and when returnable. 676. Form of the summons. 667. When, and how served. 678. Examination of the charge. 682. Fine on conviction, how collected. 679. Certificate of the magistrate, and return thereof, with depositions. 680. Grand jury may proceed as in the case of a natural person. 681. Appearance and plea to indictment, and proceedings thereon. I. Misconduct of Officials and Employees of Corpora- tions ; Regulation of Appliances. § 13. Punishment, how determined. — Whenever in this Code the punishment for a crime is left undetermined between certain limits, the punishment to be inflicted in a particular case must be determined by the court authorized to pass sentence, within such limits as may be prescribed by this Code. In all cases where a corporation is convicted of an offense for the commission of which a natural person would be punishable with imprisonment, as for a felony, such corporation is punishable by a fine of not more than five thousand dollars. {Penal Code as am'd, 1892.) Provisions Applicable to Corporations. 361 § 718. Construction of forms. — In construing ttis Code, or an indictment or other pleading in a case provided for by this Oode, the following rules must be observed, except where a contrary in- tent is plainly declared in the provision to be construed, or plainly apparent from the context thereof. 1. Each of the terms " neglect," " negligence," " negligent," and "negligently" imports a want of such attention to the nature or probable consequence of the act or omission as a prudent man ordinarily bestows in acting in his own concerns ; 2. Each of the terms " corrupt " and " corruptly " imports a wrongful desire to acquire or cause some pecuniary or other ad- vantage to or by the person guilty of the act or omission referred to, or some other person ; 3. Esich of the terms "malice" and "maliciously'" imports an evil intent, or wish or design to vex, annoy, or injure another per- son, or to maltreat or injure an animal ; 4. The term "knowingly " imports a knowledge that the facts exist which constitute the act or omission a crime, and does not require knowledge of the unlawfulness of the act or omission ; 5. Where an intent to defraud constitutes a part of a crime, it is not necessary to aver or prove an intent to defraud any particu- lar person ; 6. The term " vessel " includes ships, steamers, canal boats, and every boat or structure adapted to navigation, or movement from place to place by water, either upon the ocean, lakes, rivers, or artificial waterways ; 7. The term "signature" includes any memorandum, mark, or sign, written with intent to authenticate any instrument, or writing, or the subscription of any person thereto ; 8. The term " writing " includes both printing and writing ; 9. The term " property " includes both real and personal prop- erty, things in action, money, bank bills, and all articles of value ; 10. The single number includes the plural and the plural the singular ; 11. A word used in the masculine gender comprehends as well the feminine and neuter ; 12. A word used in the present tense includes the future ; 13. The term " person " include a corporation or jpint associa- tion as well as a natural person. When it is used to designate a party whose property may be the subject of any offense, it also includes the state, or any other state, government or county which 362 Eailroad Laws of New York. may lawfully own property within the state.' {As ani'd, Laws of 1892.) 14. The term " real property " includes every estate, interest and right in lands, tenements and hereditaments ; 15. The term " personal property " includes every description of money, goods, chattels, effects, evidences of rights in action, and all written instruments by which any pecuniary obligation, right or title to property, real or personal, is created, acknowledged, transferred, increased, discharged or diminished, and every right and interest therein. § 416. Unlawful offers to railroad commissioners or their em- ployes. — Any officer, agent or attorney of a railroad corpora- tion who offers a place, appointment, position or any other consid- eration to a railroad commission, or to a secretary, clerk, agent, employe or expert employed by the board of railroad commis- sioners, is guilty of a misdemeanor. § 417. Misconduct of railroad commissioner's and of their em- ployes. — Any railroad commissioner, or any secretary, ^ clerk, agent, expert or other person employed by the board of railroad commissioners, who : 1. Directly or indirectly solicits or requests from or recommends to any railroad corporation, or to any officer, attorney or agent thereof, the appointment of any person to any place or position ; or, 2. Accepts, receives or requests, either for himself or for any other person, any pass, gift or gratuity from any railroad corpo- ration ; or, 3. Secretly reveals to any railroad corporation, or to any officer, member, or employe thereof, any information gained by him from any other railroad corporation ; Is guilty of a misdemeanor. § 418. Persons unable to read not to act or he employed as engineers. — Any person unable to read the time-tables of a railroad and ordinary handwriting, who acts as an engineer or runs a locomotive or train on any railroad in this state ; or any person who in his own behalf, or in behalf of any other person or corporation, knowingly employs a person so unable to read to act as such engineer or to run any such locomotive, is guilty of a misdemeanor. ' 4 N. T. Crim., 265; 31 St. Kep., 118; 59 Hun, 57; 35 St. Rep., 154; 41 id. 660, 666. Provisions Applicable to CoEPOEATioisrs. 363 § 419. Misconduct of officials or employes on elevated railroad. — Any conductor, brakeman, or other agent or employe of an elevated railroad, who: 1. Starts any train or cars of such railroad, or gives any signal or order to any engineer or other person to start any such train or car, before every passenger therein who manifests an intention to depart therefrom by arising, or moving toward the exit thereof) has departed therefrom ; or before every passenger on the plat- form or station at which the train has stopped, who manifests a desire to enter the train, has actually boarded or entered the same, unless due notice is given by an authorized employe of such rail- road that the train is full, and that no more passengers can then be received ; or, 2. Obstructs the lawful ingress or egress of a passenger to or from any such car ; or, 3. Opens a platform gate of any such car while the train is in motion, or starts such train before such gale is firmly closed ; 'Is guilty of a misdemeanor. (As amended, 1892, chap. 692.) § 420. Intoxication or other miscondxict of railroad or steam- boat employes.- — 1. Any person who, being employed upon any railway as engineer, conductor, baggagemaster, brake- man, switchtender, fireman, bridge-tender, flagman, signal man, or having charge of stations, starting, regulating or running trains upon a railroad, or, being employed as captain, engineer or other officer of a vessel propelled by steam, is intoxicated while engaged in the discharge of any such duties ; or, 2. An engineer, conductor, brakeman, switch-tender, or other officer, agent or employe of any railroad corporation, who will- fully violates or omits his duty as such officer, agent or employe, by which human life or safety is endangered, the punishment of which is not otherwise prescribed ; Is guilty of a misdemeanor. {As am^d, Laws of 1892, ch. 692.) § 421. Duties of locomotive engineers. — A person acting as engi- neer, driving a locomotive on any railway in this state, who fails to ring the bell, or sound the whistle, upon such loco- motive, or cause the same to be rung or sounded, at least eighty rods from any place where such railway crosses a trav- elled road or street on the same level (except in cities), or to continue the ringing sucb bell or sounding such whistle at inter- vals, until such locomotive, and the train to which the locomotive is attached, shall have completely crossed such road or street, or 364 Railroad Laws of New York. any officer of a corporation who shall willfully obstruct, or cause to be obstructed, any farm or highway crossing with any locomo- tive or car for a longer period than five consecutive minutes, is guilty of a misdemeanor.' {As am'd, 1892.) § 422. Placing other cars before passenger cars. — A person being an officer or employee of a railway company, who knowingly places, directs, or suffers a freight, lumber, merchandise or oil car to be placed in rear of a car used for the conveyance of passengers in a railway train, is guilty of a misdemeanor. (As amended in 1889.) § 423. Platforms and heating apparatus of passenger cars. — A railroad corporation, or any officer or director thereof having charge of its railroad, or any person managing a railroad in this state, or any person or corporation running passenger cars upon a railroad into or through this state, who : 1. Pails to have the platforms or ends of the passenger cars run upon such railroad constructed in such manner as will pre- vent passengers falling between the cars when in motion ; or, 2. Except temporarily, in case of accident or emergency, heats any passenger car, while in motion, on any such railroad more than fifty miles in length, except a narrow-guage railroad which runs only mixed trains, between October fifteenth and May first, by any stove or furnace inside of or suspended from such car, ex- cept stoves of a pattern and kind approved by the board of rail- road commissioners for cooking purposes in dining-room cars, and except within the extended time allowed by the railroad com- missioners in pursuance of law for introducing other heating apparatus ; Is guilty of a misdemeanor. (As amended. Laws 1892, cb. 692.) § 424. Guard posts ; automatic couplers. — All corporations and persons other than employees, operating any steam railroad in this state, 1. Failing to cause guard posts to be placed in the prolongation of the line of bridge trusses upon such railroad, so that in case of derailment, the posts and not the trusses shall receive the blow of the derailed locomotive or car ; or, 2. Failing after November 1st, 1892, to equip all of their own engines and freight cars, run and used in freight or other trains on ' 1 St. Rep., 421. Provisions Applicable to Corporations. 365 such railroad, with automatic self -couplers, or running or operat- ing on such railroad any freight car belonging to any such person or corporation, without having the same equipped, except in case of accident or other emergency, with automatic self-couplers, and except within the extended time allowed by the board of railroad commissioners, in pursuance of law, for equipping such car with such coupler ; Is guilty of a misdemeanor, punishable by a fine of five hun- dred dollars for each ofEense. (As amended. Laws 1892, ch. 692.) §424. * Other violation of duty ly officers, agents or servants of railroad companies.— A.n i engineer, conductor, brakeman, switch- tender, or other officer, agent or servant of any railway company who is guilty of any willful violation or omission of hiS duty as such officer, agent or servant, by which humane life or safety is endangered, the punishment of which is not otherwise prescribed, is guilty of a misdemeanor. § 425. Officers of railroad companies to he uniformed. — A person who, 1. Advises or induces anyone, being an oflicer, agent or employe of a railway company, to leave the service of such company be- cause it requires a uniform to be worn by such officer, agent or employe, or to refuse to wear such uniform, or any part thereof ; or 2. Uses any inducement with a person employed by a railway company to go into the service or employment of any other rail- way company because a uniform is required to be worn ; or 3. Wears the uniform designated by a railway company with- out authority ; Is guilty of a misdemeanor.' § 426. Biding on freight trains., — A person who rides on any engine, or any freight car or wood car of any railway company without authority or permission of the proper officers of the com- pany, or of the person in charge of the said car or engine ; or 2. Who gets on any car or train while in motion for the pur- pose of obtaining transportation thereon as a passenger ; or 3. Who willfully obstructs, hinders or delays the passage of any car lawfully running upon any steam or horse, or street rail- way, is guilty of a misdemeanor. (As amended in 1892.)" * Note. —This seems to be in force, although the preceding section numbered 424 was amended in 1893, ch. 693. ' 6 Crim. Eep., 359. ' 6 Crim. Rep., 359. 366 Railroad Laws of New York. IL Fraudulent Acts by Corporations and their Officers AND Members. § 590. Frauds in the organization of corporations. — A person who: - 1. Without authority subscribes the name of another to or in- serts the name of another in any prospectus, circular or other advertisement or announcement of any corporation or joint stock association existing or intended to be formed, with intent to per- mit the same to be published, and thereby to lead persons to be- lieve that the person whose name is so subscribed is an officer, agent, member or promoter of such corporation or association ; or, 2. Signs the name of a fictitious person to any subscription for or agreement to take stock in any corporation, existing or. pro- posed ; or, 3. Signs to any such subscription or agreement the name of any person, knowing that such person does not intend in good faith to comply with the terms thereof, or under any understanding or agreement, that the terms of suQh subscription or agreement are not to be compiled with or enforced ; Is guilty of a misdemeanor. (As amended. Laws of 1892, ch. 692, substitute for Penal Code, §§ 590 and 593.) §591. Fraudulent issue of stock, script, etc. — An, officer, agent, or other person in the service of any joint stock company or cor- poration formed or existing under the laws of this state, or of the United States, or of any state or territory thereof, or of any foreign government or country, who willfully and knowingly, with intent to defraud, either: 1. Sells, pledges or issues, or causes to be sold, pledged or issued, or signs or executes, or causes to be signed or executed with intent to sell, pledges or issues, or causes to be sold, pledged or issued, any certificate or instrument purporting to be a certifi- cate or evidence of the ownership of any share or shares of such company or corporation, or any bond or evidence of debt, or writing purporting to be a bond or evidence of debt of such com- pany or corporation, without being first thereto duly authorized by such company or corporation, or contrary to the charter or laws under which such corporation or company exists, or in excess of the power of such company or corporation or of the limit im- posed by law or otherwise upon its power to create or issue stock or evidence of debt ; or, Provisions Applicable to Corporations. 367 2. Eeissues, sells, pledges or disposes of, or causes to be reissued, sold, pledged or disposed of, any surrendered or canceled certifi- cates, or other evidence of the transfer or ownership of any such share or shares, is punishable by imprisonment for [a term not exceeding] seven years, or by a fine not exceeding three thousand dollars, or by both. (As amended. Laws of 1892, ch. 662.) § 592. Frauds in procuring organization, corporation, etc. — An officer, agent or clerk of a corporation, or of persons pro- posing to organize a coi"poration, or to increase the capital stock of a eorporation, who knowingly exhibits a false, forged or altered book, paper, voucher, security or other instrument of evidence to any public officer or board authorized by law to examine the or- ganization of such corporation, or to investigate its affairs, or to allow an increase of its capital with intent to deceive such officer or board in respect thereto, is punishable by impris- onment in a state prison not exceeding ten years. (As amended, Laws of 1892, ch. 662.) § 593. Acting for foreign corporations not authorized to do business in this state. — Any person or corporation who acts as agent or rep- resentative of any mortgage company or co-operative loan and building association organized outside of this state, while such mortgage company or co-operative loan and building association shall not be authorized under a license of the superintendent of banks to do business in this state, is guilty of a misdemeanor. (As amended by Laws 1892, ch. 692. See Laws 1890, ch. 146, § 9 ; Laws 1890, ch. 596, § 4.) §594. Misconduct of directors of stock corporations. — ^A director of a stock corporation, who concurs in any vote or act of the directors of such corporation, or any of them, by which it is intended, 1. To make a dividend, except from the surplus profits arising from the business of the corporation, and in the case and manner allowed by law ; or 2. To divide, withdraw, or in any manner pay to the stock- • holders, or any of them, any part of the capital stock of the cor- poration ; or to reduce such capital stock without the consent of the legislature ; ' or 3. To discount or receive any note or other evidence of debt in payment of an installment of capital stock actually called in, and required to be paid, or with intent to provide the means of making such payment ; or 368 Railroad Laws of New York. 4. To receive or discount any note or other evidence of debt with intent to enable any stockholder to withdraw any part of the money paid in by him on his stock; or ' 5. To apply any portion of the funds of such corporation, ex- cept surplus profits, directly or indirectly, to the purchase of its own stock ; or 6. To receive any such shares in payment or satisfaction of a debt due to such corporation ; or 7. To receive in exchange for the shares, notes, bonds or other evidences of debt of such corporation, shares of the capital stock, notes, bonds or other evidences of debt issued by any other stock cor- poration engaged in another line of business, unless authorized by law to make such exchange.' (As amended by Laws 1892, ch 692.) § 602. Frauds in Iceeping accounts. — A director, officer or agent of any corporation or joint-stock association, who knowingly receives or possesses himself of any property of such corporation or association, otherwise than in payment of a just demand, and with intent to defraud, omits to make, or cause or direct to be made, a full and true entry thereof in the books or accounts of such corporation or association ; and a director, officer, agent or member of any corporation or joint-stock association who, with intent to defraud, destroys, alters, mutilates, or falsifies any of the books, papers, writings or securities belonging to such corporation or association, or makes or concurs in making any false entry, or omits or concurs in omitting to make any material entry in any books of accounts, or other record or document kept by said cor- poration or association, is punishable by imprisonment in a state prison not exceeding ten years, or by imprisonment in a county jail not exceeding one year, or by a fine not exceeding five hun- dred dollars, or by both such fine and imprisonment. (As amended by Laws 1882, ch. 662, seems to be amended by ch. 692, Laws 1892.) § 603. Misconduct hy directors of monied corpwations. — Every director of a monied corporation who : 1. In case of the fraudulent insolvency of such corporation shall have participated in such fraud ; or, 2. Willfully does any act as such director which is expressly forbidden by law, or willfully omits to perform any duty imposed upon him as such director by law ; ' 48 St. Rep., 577. Provisions Applicable to Corporations. 369 Is guilty of a misdemeanor, if no other punishment igi pre- Bcribed therefor by law. , The insolvency of a monied corporation is deemed ffaudulent unless its affairs appear upon investigation to have been adminis- tered fairly, legally and with the same care and diligeace that agents receiving a compensation for their services are bound, by law, to observe. (As amended. Laws 1892, ch. 662.) § 603. * Officer of corporation publishing false reports of its con- diiimi. — A director, officer or agent of any corporation of joint- stock association, who knowinglv concurs in making or publishing any written report, exhibit or statement of ita affairs or peounialy condition, containing any material statement which is false, other than such as are elsewhere by this Code specially made punish- able, is guilty of a misdemeanor. 6 Abb. Pr., 247; 18 id., 234. § 604. Insolvencies of corporations deemed frauduhnt, ivhen.-'— The insolvency of a monied corporation is deemed fraudulent unless its affairs appear, upon investigation, to have been admin- istered fairly, legally, and with the same care and diligence that agents receiving a compensation for their services are bound by law to observe. § 605. Directors participating in fraudulent insolvency, how punishable. — In every case of the fraudulent insolvency of a monied corporation every director thereof who participated in such fraud, if no other punishment is prescribed therefor by this Code, or any special statute, is guilty of a misdemeanor. § 605. Unlawful discount of bills of foreign banks. — Any person, association or corporation within the state who, directly or indi- rectly, on any pretense whatever, procures or receives, or offers to receive, from any corporation or person any bank bill or note or other evidence of debt in the similitude of a bank note issued, or purporting to have been issued, by any corporation or indi- vidual, situated or residing without this state, at a greater rate of discount than is or shall be at the time fixed by law for the redemption of the bills of the banks of this state at their agencies, is guilty of a misdemeanor. (As amended by Laws 1892, ch. 692. See R S., 1540, Laws 1882, ch. 409, § 118.) * These sections seem to be in force, although the other Sections here in- serted with the same number were enacted in 1892. 24 370 Raii^oad Laws op New Yoibe, § 606. Violation of duty of directors of monied corporations. — A director of any monied corporation who willfully does any act, as such director, which is expressly forbidden by law, or will- fully omits to perform any duty expressly imposed upon him as such director by law, the punishment for which act or omission is not otherwise prescribed by this Code, or by some special statute, is guilty of a misdemeanor. § 518. Officer of corporation selling, etc., shares, when a misde- meanor. — An officer, agent, or other person employed by any company or corporation existing under the laws of this state, or of any other state or territory of the United States, or of any for- eign government, who willfully and with a design to defraud, sells, pledges or issues, or causes to be sold, pledged or issued, or signs or procures to be signed with intent to sell, pledge or issue, or to be sold, pledged or issued, a false, forged or fraudulent paper, writing or instrument, being or purporting to be a scrip, certificate or other evidence of the ownership or transfer of any share or shares of the capital stock of such company or corporation, or a bond or other evidence of debt of such company or corporation, or a certificate or other evidence of the ownership or of the trans- fer of any such bond or other evidence of debt, is guilty of forgery in the third degree, and upon conviction, in addition to the punish- ment prescribed in this title for that offense, may also be sentenced to pay a fine not exceeding three thousand dollars. §519. Falsely indicating person as corporate officer, — The false making or forging of an instrument or writing purporting to have been issued by or in behalf of a corporation or association, state or government, and bearing the pretended signature of any person, therein falsely indicated as an agent or officer of such corporation^ is forgery in the same degree, as if that person were in truth such officer or agent of the corporation or association, state or government § 541. Conversion by trustee, larceny ; how punished. — A person acting as executor, administrator, committee, guardian, receiver, collector or trustee of any description, appointed by a deed, will, or other instrument, or by an order or judgment of a court or officer, who secretes, withholds, or otherwise appropriates to his own use, or that of any person other than the true owner, or per- son entitled thereto, any money, goods, thing in action, security, evidence of debt or of property, or other valuable thing, or any proceeds thereof, in his possession or custody by virtue of his Provisions Applicable to Corporations. 3Y1 pffice, employment or appointment, is guilty of grand or petit lar- ceny in such degree aa is herein prescribed with reference to the amount of such property ; and upon conviction, in addition to the puuishment in this chapter . prescribed for such larceny, may be adjudged to pay a fine not exceeding the value of the property so misappropriated or stolen, with interest thereon from the time of thp misappropriation, withholding, : or concealment, and twenty per centum thereupon in addition, and to be imprisoned for not more than five years in addition to the term of his sentence for, larceny, according to this chapter, unless the fine is sooner paid. § 609. Directors of corporation presumed to have knowledge. — A director of a corporation or joint-stock association must be deemed to have such a knowledge of the affairs of the corporation or asso- ciation as to enable him to determine whether any act, proceeding or omission pi its directors is, a violation of this chapter. § 610. Misconduct of officers and direc^tors of stock corporations. — Any officer or director oE a stock corporation who : 1.-.. Issues, participates in issuing, or concurs in a vote to issue any increase of its capital stock beyond the a,mount of the capital stock thereof, duly authorized by or in pursuance of law ; or, 2. Sells, or agrees to sell, or is directly or indirectly interested in the sale of any share of stock of such corporation, or in any agreement to sell the same, unless at the time of such sale or agreement he is an actual owner of such share ; Is guilty of a misdemeanor, punishable by imprisonment for not less than six months or by a fine not exceeding five thousand dollars or by both. (As amended. Laws of 1892, ch. 692. See E. S., 1740; Laws 1850, ch. 140, § 9; Laws 1889, ch. 426; id.,. 1727 ; Laws 1884, ch. 223.) §611. Misconduct of officers and employes of stock corporatioris. — A director, officer, agent or employe of any corporation or joint- stock association who : 1. Knowingly receives or possesses himself of any of its prop- erty otherwise than in payment for a just demand, and with intent to defraud, omits to make or to cause or direct to be made a full and true entry thereof in its books and accounts ; or, 2. Concurs in omitting to make any material entry thereof ; or, 3. Knowingly concurs in making or publishing any written ' report, exhibit or statement of its affairs or pecuniary condition, cpntaining any material statement which is false ; or, 372 Bailroad Laws op New York. 4 Having the custody or control of its books, willfally ref ases or neglects to allow the same to be inspected and extracts to be taken therefrom by any person entitled by law to inspect the same or to take extracts therefrom ; or, 5. If a notice of an application for an injunction affecting the property or business of such joint-stock association or corporation is served upon him omits to disclose the fact of such service and the time and place of such application to the other directors, officers and managers thereof; or, 6. Eefuses or neglects to make any report or statement law- fully required by a public officer ; Is guilty of a misdemeanor. (As amended by Laws 1892, oh. 692. See Penal Code, §§ 602-3 ; see, also, § 515 ; R. S., 1486, Laws 1847, ch. 210, § 43 ; id., 1869, Laws 1848, ch. 40, § 25; id., 1995, Laws 1853, ch. 117, § 25 ; id., 2003, Laws 1874, ch. 143, § 14 ; id., 1983 ; Laws 1875, ch. 611, § 17 ; id., 1842, Laws 1882, ch. 353, § 7 ; id., 1543, Laws 1882, ch. 409, § 128.) § 612. Misconduct of officers and agents of pipe-line corporations, — Any officer, agent or manager of a pipe-line corporation who : 1. Neglects or refuses to transport any product delivered for transportation, or to accept and allow a delivery thereof in the order of application, according to the general rules of the corpora- tion, as provided by law ; or, 2. Charges, accepts, or agrees to accept, for such receipt, trans- portation and delivery a sum different from the amount fixed by such regulations ; or, 3. Allows or pays, or agrees to allow or pay, or suffers to be allowed or paid or repaid, any drawback, rebate or allowance, so that any person shall by any device have or procure any transpor- tation of products over such pipe-line at a less rate or charge than is fixed in such regulations ; Is guilty of a misdemeanor, punishable by a fine not exceeding one thousand dollars, or by imprisonment not exceeding six months, or by both, (As amended by Laws 1892, cL 692. See R S., 1873, Laws 1878, ch. 203, § 33.) § 613. Misconduct at corporate elections. — Any person who : 1. Votes or issues a proxy to vote at any meeting of the stock. holders or bondholders, or both, of a stock corporation, upon any stock or bond, if the person in whose behalf such vote is given shall not then have the title to the stock represented by such cer- tificate or to such bond, and shall not have it in his possession Provisions Applicable to Cobporations. 3YS and control, notwithstanding such stock or bond shall then stamp on the books of such corporation in the name of the person in whose behalf such vote is given ; or, 2. Being entitled to vote at such meeting, sells his vote or issues a proxy to vote to any person for any sum of money or thing of value ; or, 3. Acts as an inspector of election at any such meeting and violates an oath taken by him, in pursuance of law as such in- spector, or violates the provisions of an oath required by law to be taken by him as such inspector, or is guilty of any dishonest or corrupt conduct as such inspector ; Is guilty of a misdemeanor. (As amended by Laws 1892, ch. 692. See R S., 1983, Laws 1875, ch. 611, § 28 ; id., 1793, Laws 1880, ch. 510, § 2.) § 614. Ptesviinption of knowledge of corporate condition and busi- ness and of assent thereto hy directors ; definitions. — ^It is no defense to a prosecution for a violation of the provisions of this chapter, that the corporation is a foreign corporation, if it carries on busi- ness or keeps an office therefor in this state. The term " director," as used in this chapter, includes any of the persons having, by law, the direction or management of the affairs of a corporation, by whatever name described. A director of a corporation or joint-stock association is deemed to have such a knowledge of the affairs of the corporation or association as to enable him to determine whether any act, pro- ceeding or omission of its directors is a violation of this chapter, of present at a meeting of the directors at which any act, proceed- ing or omission of such directors in violation of this chapter occurs, he must be deemed to have concurred therein, unless he at the time causes or in writing requires his dissent therefrom to be entered on the minutes of the directors. If absent from such meeting, he must be deemed to have concurred in any such viola- tion, if the facts constituting such violation appear on the record or minutes of the proceedings of the board of directors, and he remains a director of the corporation for six months thereafter without causing or in writing requiring his dissent from such violation to be entered on such record or minutes. § 586. Fraudulent conveyances. — A person who either, 1. Becomes a party to a conveyance or assignment of real or personal property, or an interest therein, with intent to deffaud 374 Eaileoad Laws op New York. ' prior or subsequent purchasers, or to hinder, delay, or defraud creditors or other persons ; or, 2. Being a party or privy to, or knowing of, such a conveyance or assignment so made, willfully puts the same in use as having been made in good faith ; Is guilty of a misdemeanor.' III. Fraudulent Issue or Sale of Documents of Title to Merchandise. § 628. Issuing fictitious certificates by pipe-line corporations. — A pipe-line corporation, or a person being the officer, agent, man- ger or representative thereof, who : 1. Accepts, makes or issues any receipt, certificate or order of any kind for any commodity, unless the commodity represented is actually at the time in the possession of the corporation ; or, 2. Delivers to any person any petroleum or other commodity received for transportation by such corporation without the pre- sentation and surrender of all vouchers, receipts, orders or certi- ficate that have been issued or accepted for the same; or,. 3. Having parted with the possession of any commodity and having received therefor an order, voucher, receipt or certificate shall reissue the same, or shall not cause it to be canceled by the word " canceled " stamped or printed legibly across the face thereof, and to be filed and recorded in such corporation as pro- vided by law ; Is guilty of a misdemeanor. (As amended by Laws of 1892, ch. 692. See E. S., 1875, Laws of 1878, ch. 303, § 42.) § 629. Issuing fictitious hills of lading, receipts and vouchers. — A person who : 1. Being the master, owner or agent of any vessel, or officer or agent of any railway, express or transportation company, or otherwise being or representing any carrier, who delivers any bill of lading, receipt or other voucher, by which it appears that mer- chandise of any kind has been shipped on board a vessel, or de- livered to a railway, express or transportation company, or other carrier, unless the same has been so shipped or delivered and at the time actually under the control of such carrier, or master owner or agent, of such vessel, or of some officer or agent of such company, to be forwarded as expressed in such bill of ladingr receipt or voucher ; or, ' 41 Hun 39. Provisions Appi:joABiiE to Corporations. 375 2. Carrying on the business of a warehouseman, wharfinger or other depository of property, who issues any receipt, bill of lading or other voucher for merchandise of any kind which has not been actually received upon the premises of such person, and is not under his actual control at the time of issuing such instru- ment, whether sach instrument is issued to a person as being the owner of such merchandise, or as security for any indebtedness ; Is guilty of a misdemeanor, punishable by imprisonment not exceeding one year, or by a fine not exceeding one thousand dol- lars or by both.' (As amended, Laws of 1892, oh. 692, combines Penal Code, sections 628 and 629, without substantial change.) § 630. Erroneous bills of lading or receipts, issued in good faith, excepted — No person can be convicted of an offense under the last two sections, for the reason that the contents of any barrel, box, cask or other vessel or package mentioned in the bill of lading, receipt or other voucher did not correspond with the description given in such instrument of the merchandise received, if such de- scription corresponds substantially with the marks, labels or brands upon the outside of such vessel or package, unless it appears that the defendant knew that such marks, labels or brands were untrue- § 631. Duplicate receipts must he marked " duplicate." — A person mentioned in sections 628 and 629, who issues any sec- ond or duplicate receipt or voucher, of a kind specified in those sections, at a time while a former receipt or voucher for the mer- chandise specified in snch second receipt ig outstanding and un- canceled, without writing across the face of the same the word " duplicate," in a plain and legible manner, is punishable by im- prisonment not exceeding one year, or by a fine not exceeding one thousand dollars, or by both. § 632. Selling, hypothecating or pledging property re- ceived for transportation or storage. — A person mentioned in sections 628 and 629, who sells or pledges any merchandise for which a bill of lading, receipt or voucher has been issued by him, without the consent in writing thereto of the person holding such bill, receipt or voucher, is punishable by imprisonment not ex- ceeding one year, or by a fine not exceeding one thousand dollars, or by both. § 633. Bill of lading or receipt issued by warehouseman, must be canceled on redeliijery of the property.— A "^ersozi. ' 44 St. Rep. 209. 3Y6 Railroad Laws of New Yoek. mentioned in section 629, who delivers to another any mer- cliandise for which a bill of lading, receipt or voucher has been issued, unless such receipt or voucher bears upon its face the words, "not negotiable," plainly written or stamped, or unless such receipt is surrendered to be canceled at the time of such de- livery, a memorandum thereof is indorsed upon such receipt or voucher, is punishable by imprisonment not exceeding one year, or by a fine not exceeding one thousand dollars, or by both. § 634. Property demanded by process of law. — ^The last two sections do not apply to any case where property is demanded by virtue of legal process. § 437. Destroying invoice. — A person, who willfully destroys or suppresses an invoice, bill of lading, or any other document, writing, or thing whatever, which tends to show the ownership of wrecked property, is guilty of a misdemeanor. IV. Passage Tickets, Eegulation and Sale of. § 616. Sales by authorized agents restricted. — No person except as allowed in section 622 shall ask, take or receive any money or valuable thing as a consideration for any passage or conveyance upon any vessel or railway train, or for the procure- ment of any ticket or instrument giving or purporting to give a right, either absolutely or upon a condition or contingency, to a passage or conveyance upon a vessel or railway train, or a berth or state-room on a vessel, unless he is an authorized agent within the provisions of the last section ; nor shall any peraon, as such agent, sell or offer to sell any such ticket, instrument, berth or state- room, or ask, take or receive any consideration for any such pas- sage, conveyance, berth or state-room, excepting at the office desig- nated in his appointment, nor until he has been authorized to act as such agent according to the provisions of the last section, nor for a sum exceeding the price charged at the time of such sale, by the company, owners or consignees of the vessel or railway men- tioned in the ticket But a person who shall have purchased a ticket in good faith for his own passage, and shall have been pre- vented from using the same, may sell the ticket at any price not greater than the regular rate established therefor, to another pur- chaser in good faith, for his own use. § 617. Unauthorized persons forbidden to sell certificates, receipts, etc., for the purpose of procuring tickets. — No per- son other than an agent appointed, as provided in section 616, Provisions Applicable to Cokpoeations. 377 shall sell, or offer to sell, or in any way attempt to dispose of any order, certificate, receipt or other instrument for the purpose, or under the pretense, of procuring any ticket or instrument men- tioned in section 615, upon any company or line, vessel or railway rain therein mentioned. And every such order sold or offered for sale by any agent, must be directed to tlie company, owners or consignees at their office. § 618. Punishment for fraud on accounts, etc. — A person guilty of a violation of any of the provisions of the preceding sections of this chapter is punishable by imprisonment in a state prison not exceeding two years, or imprisonment in a county jail not exceeding six months. (As amended by Laws 1892, oh. 662.) § 619. Conspiracy to sell passage tickets in violation of law. — All persons who conspire together to sell or attempt to sell, to any person, any passage ticket, or other instrument mentioned in sections 615 and 617, in violation of those sections, and all per- sona who, by means of any such conspiring, obtain, or attempt to obtain, any money or property, under the pretense of procuring or securing any passage or right of passage in violation of this chapter, are punishable by imprisonment in a state prison not ex- peeding five years. § 620. Conspirators may he indicted, though object not accomplish^. — Persons guilty of violating the last section may be indicted and convicted for a conspiracy, though the object of such conspiracy has not been executed. § 621. Offices for unlawful sales of passage tickets are disorderly houses. — All offices kept for the purpose of selling passage tickets in violation of any of the provisions of this chap- ter, and all offices where any such sale is made, are deemed disor- derly houses ; and all persons keeping any such office, and all per- sons associating together for the purpose of violating any of the provisions of this chapter are punishable by imprisonment in a county jail for a period not exceeding six months. (As amended by Laws 1892, chap. 662.) § 622. Owners, pursers, etc., allowed to sell tickets. — The provisions of this chapter do not prevent the actual owners or consignees of any vessel, from selling passage tickets thereon ; nor do they prevent the purser or clerk of any vessel from selling in in bis office on board of such vessel, any passage tickets upon such vessel. 378 Eailroad Laws of New York. § 623. Station masters, conductors, etc., allowed to sell tioJcets. — The provisions of this chapter do not prevent the sta- tion master or other ticket agent upon any railway, from selling in his office at any station on such railway, any passage tickets upon such railway ; nor do they prevent any conductor upon a railway fi-om selling such tickets upon the trains of such § 624. What must be stated in passage tickets. — A ticket or instrument issued as evidence of a right of passage upon the high seas, from any port in this State to any otlier port of any other State or nation, and every certificate or order issued for the pur- pose, or under pretense of procuring any such ticket or instru- ment, must state the name of the vessel on board of which the passage is to be made, the name of the owners or consignees of sucli vessel, the name of the company, or lines, if any, to Vfhich such vessel belongs ; the place from which such passage is to com- mence; the place where such passage is to terminate; the day of the month and year upon which the voyage is to commence ; the name of the person or persons purchasing such ticket or instru- ment, or receiving such order, certificate or receipt, and the amount paid therefor ; and such ticket or instrument, order, certificate or receipt, unless sold or issued by the owners or consignees of such vessel, must be signed by their authorized agent § 625. Sale of tickets not filled out as required in last sec- tion a misdemeanor. — A person who issues, sells or delivers to another any ticket, instrument, certificate, order or receipt, which is not made or filled out as prescribed in the last section, is guilty of a misdemeanor. § 626. Sales of passenger tickets at excessive rates. — A person who : 1. Sells or causes to be sold, a passage ticket, or order for such ticket on any railway, vehicle or vessel, to any emigrant passenger at a higher rate than one and a quarter cents per mile ; or 2. Takes payment for any such ticket or order for a ticket under a false representation as to the class of the ticket, whether emigrant or first-class ; or, 3. Directly or indirectly, by means of false representations, pur- chases or receives from an emigrant passenger any such ticket; or, 4. Procures or solicits any such passenger having such a ticket, to exchange the same for another passenger ticket, or to sell the same and purchase some other passenger ticket ; or. Provisions Applicable to Corporations. 379 5. 3olicits or books any passenger arriving at the port of New York from a foreign country, before such passenger has left the vessel on which he has arrived, or enters or goes on board any vessel arriving at the port of New York from a foreign country, having emigrant passengers on board, for the purpose of soliciting or booking such passengers, and a person or agent of a corpora- tion employing any person for the purpose of booking such pass- engers before leaving the ship ; Is guilty of a misdemeanor. § 627. " Company" defined.— T\\.q term "company," as used in this chapter, includes all corporations, whether created under the laws of this state, or of the United States, or of those of any other state or nation. § 536. Completed unissued instruments property. — All the provisions of this chapter apply to cases where the property taken is an instrument for the payment of money, an evidence of debt, a public security, or a passage ticket, completed and ready to be issued or delivered, although the same has never been issued or de- livered by the maker thereof to any person as a purchaser or Owner.' § 546. Valv^ of, how ascertained. — If the thing stolen is a ticket proper, or other writing, entitling or purporting to entitle the holder or purchaser thereof to a passage upon a railway car, vessel or other public conveyance, the price at which a ticket en- titling a person to a like passage is usually sold is deemed the value thereoi V. Forgery. § 509. Forgery in first degree defined. — A person is guilty of forgery in the first degree who with intent to defraud, forges, 1. An indorsement or other instrument, transferring or purport- ing to transfer the right or interest of any holder of such a certifi- cate, obligation, public security, evidence of debt or liability,, or of any person entitled to such right or interest ; or . 2. A certificate of stock, bond 6r other writing, bank. note, bill of exchange, draft, check, certificate of deposit, or other obliga- tion or evidence ot debt, issued or purporting to be issued by any bank, banking association or body corporate existing under the laws of this state, or of the United States, or of any other state, government, or. country, declaring or purporting to declare any right, title or interest of any person in any portion of the capital '3 N. Y. Crim. 586; 38 Hun, 62. 380 Railroad Laws of New York. stock, or property of such a body corporate, or promising or pur- porting to promise or agree to the payment of money, or the per- fotmance of any act, duty, or obligation ; or 3. An indorsement or other writing, transferring or purporting to transfer the right or interest of any holder of such a certificate, bond, or writing obligatory, or of any person entitled to such right or interest § 510. Id. ; false certificate to certain instruments. — An officer authorized to take the proof or acknowledgment of an in- strument which by law may be recorded, who willfully certifies, falsely, that the execution of such an instrument was acknowl- edged by any party thereto, or that the execution of any such instrument was proved, is guilty of forgery in the first degree. § 511. Id.; in second degree. — A person is guilty of forgery in the second degree who, with intent to defraud, 1. Forges the great or privy seal of this state, the seal of any court of record, or of any public office or officer authorized by law, or of any body corporate created by or existing under the laws of this state, or of the United States, or of any other state or any territory of the United States, or of any other state, govern- ment, or country, or any impression of such a seal ; or any gold or silver coin, whether of the United States, or of any foreign state, government or country ; or 2. An entry made in any book of record or accounts * * * or an entry made in any book of records or accounts kept by a corporation doing business within the state, or in any account kept by such a corporation, whereby any pecuniary obligation, claim, or credit is or purports to be created, increased, diminished, discharged, or in any manner afiEected ; or * * * An instru- ment or writing, being or purporting to be the act of another, by which a pecuniary demand or obligation is or purports to be or to have been created, increased, discharged, or diminished, or in any manner affected, or by which any right or property whatever are or purport to be or to have been created, transferred, conveyed, discharged, increased, or diminished, or in any manner affected, the punishment for forging, altering, or counterfeiting, which is not hereinbefore prescribed, by which false mi&ing, forging, alter- ing, or counterfeiting, any person may be bound, affected or in any way injured in his person or property.' '33 Hun, 17», 181; 2 N. Y. Crim. 877; 96 N. Y. 624. Provisions Appucablb to Corporations. 38l §518. Otfier cases of forgery in second degree. — An in- strument partly written and partly printed, or wholly printed with a written signature thereto, and any signature, or writing purport- ing to be a signature of, or intended to bind an individual, a part- nerahip, a corporation or association, or any officer thereof, ia a written instrument within the provisions of this chapter. § 514 Other cases of forgery in third degree. — A person who either 1. Being an officer or in the employment of a corporation, asso- ciation, partnership or individuals falsifies, or unlawfully and cor- ruptly alters, erases, obliterates or destroys any accounts, records, or other writing, belonging to or iappertaining to the business of the corporation, association or partnership or individuals ; or, 2. Who, with intent to injure or defraud, shall falsely make, alter, forge or counterfeit, or shall cause, aid, abet, assist or other- wise connive at, or be a party to the making, altering, forging or counterfeiting of any letter, telegram or other written communica- tion, paper, or instrument by which making, altering, fdrging or counterfeiting, any other person shall be in any manner injured in his good name, standing, position or general reputation ; or, 3. Who shall alter, or who snail cause, aid, abet, or otherwise connive at, or be a party to the uttering of any letter, telegram, repdrt or other written communication, paper or instrument pur- porting to have been written or signed by another person, or any paper purporting to be a copy of any such paper or writing where no original existed, which said letter, telegram, report or other written communication, paper or instrument, or paper purporting to be a copy thereof, as aforesaid, the person uttering the same shall know to be false, forged or counterfeited, and by the uttering of which the sentiments, opinions, conduct, character, prospects, interest or rights of such other person shall be misrepresented or otherwise injuriously affected ; or, 4. With intent to defraud, shall forge, counterfeit or falsely alter and wrongfully utter any ticket, contract or other paper, or writ, ing entitling, or J)urporting to entitle, the person whose name appears therein, or the holder or bearer thereof, to entrance upon the grounds or premises of any membership corporation, or being thereupon, to remain upon such grounds or premises ; or with like intent, shall use any such ticket, contract or other paper or writing, to effect an entrance or as evidence of his right to remain upon 8U(Sh grounds or premises ; or, with like intent, shall sell, exchange 382 Bailroad Laws of New Yoek, or deliyer, or keep or. offer for sale, exchange or delivery, or re- ceive upon an_y purchase, exchange or delivery, any such ticket, contract or other paper or writing, knowing the same to have been forged, counterfeited or falsely altered. Is guilty of forgery in the third degree. (As amended by Laws 1892, chap. 692. Substituted for Penal Code, § 514. See R. S., 1840, Laws 1886, chap. 547, § L) § 515. Id. — A person who with intent to defraud or conceal any larceny or misappropriation by any person of any money or property, either 1. Alters, erases, obliterates, or destroys an account, book of accounts, record, or writing, belonging to, or appertaining to the business of, a corporation, association, public office or officer, part nership, or individual ; or 2. Makes a false entry in any such account or book of accounts ; or 3. Willfully omita to make true entry of any material prrticu- lar in any such account or book of accounts, made, written, or kept by him or under his direction ; Is guilty of forgery in the third degree. § 516. Forging passage tickets. — A person who, with intent to defraud, forges, counterfeits, or falsely alters any ticket, check or other paper or writing, entitling or purporting to entitle the holder or proprietor thereof to a passage upon any railway or in any vessel or other public conveyance ; and a person who, with like intent, sells, exchanges or delivers, or keeps or offers for sale, exchange or delivery, or receives upon any purchase, exchange or delivery, any such ticket, knowing the same to have been forged, counterfeited or falsely altered, is guilty of forgery in the third degree. § 518. Officer of corporation selling, etc. — An officer, agent or other person employed by any company or corporation existing under the laws of this state, or of any other state or territory of the United States, or of any foreign government, who willfully and with a design to defraud, sells, pledges or uses to be sold, pledged or issued, or signs or procures to be signed with intent to sell, pledge or issue, or to be sold, pledged or issued, a false, forged or fraudulent paper, writing or instrument, being or purporting to be a scrip, certificate or other evidence of the ownership or transfer of any share or shares of the capital stock of such company or cor- poration, or a bond or other evidence of debt of such company or PeOVISIONS ApPLtCAfiLE TO OpKPOpAftONS. 3S3 corporation, or a certificate or other evidence of the ownership or of the transfer of any such bond or other evidence of debt,, is guilty of fprgery in the third degree, and upon conviction, in addition to the punishment prescribed in this title for that offense, may also be sentenced to pay a fine not exceeding three thousand dollars. § 519. Falsely indicating person as corporate officer, — The false mai:ing or forging of an instrument or writing, purport- ing to have been issued by or in behalf, of a corporation or asso- ciation, state or government, and bearing the pretended signature of any person, thereiin falsely indicated as an agent or officer of such corporation, is forgery in the same degree, as if that person were in truth such officer or agent of the corporation or associa- tion, state or government §520. Terms '^forge^' and '^forging.'''' — The expression "forge," "forged" and "forging," as used in this chapter, include false making, counterfeiting and the alteration, erasure, or oblitera- tion of a genuine instrument, in whole or in part, the false making or counterfeiting of the signature, of a party or witness, and the placing or connecting together with intent to defraud different parts of several genuine instruments. § 521. Uttering, etc., forged instruments, etc., is forgery. — A person who, knowing the same to be forged or altered, and with intent to defraud, utters, offers, disposes or puts off as true, or has in his possession, with intent so to utter, offer, dispose of, or put off, eitlier 1. A forged seal or plate, or any impression of either; or 2. A forged coin ; or 3. A forged will, deed, certificate, indorsement, record, instru- ment or writing, or other thing, the false making, forging, or alter- ing of which is punishable as forgery ; , Is guilty of forgery in the same degree as if he had forged the same. § 522. Uttering writing signed with wrong-doer^s name. — Whenever the false making or uttering of any instrument in writing is forgery in any degree, a person is guilty of forgery in tHe same degree, who, with intent to defraud, offers, disposes of, or puts off such an instrument or writing subscribed or indorsed in his own name, or that of any other person, whether such signa- ture be genuine or fictitious, under the pretense that such subscrip- 384 Railroad Laws of New York. tion or indorsemenl; is the act of another person of the same name, or of a person not in existence. § 364. {am'd 1889.) Offenses against trade-marks.— A per- son who, knowingly, in a case where provision for the pun- ishment for the offense is not otherwise specially made by statute : 1. Falsely makes or counterfeits a trade-mark ; or 2. Affixes to any article of merchandise, a false or counterfeit trade-mark, knowing the same to be false or counterfeit, or the genuine trade-mark, or an imitation of the trade-mark of another without the latter's consent, is guilty of a misdemeanor. § 367. "Affixing^' defined. — A trade-mark is deemed to be affixed to an article of merchandise, when it is placed in any man- ner in or upon, either 1. The article itself ; or 2. A box, bale, barrel, bottle, case, cask, or other vessel or package, or a cover, wrapper, stopper, brand, label, or other thing, in, by, or with which the goods are packed, inclosed, or otherwise prepared for sale or disposition. § 440. Master of vessel bringing foreign convict. — A per- son, being the master or commander of any vessel, or boat, arriv- ing from a foreign county, who knowingly brings into this state a person who has been, or is a foreign convict of any offense, which if committed in this state would be punishable therein, is guilty of a misdemanor. § 444. Interfering with navigation. — A person who throws, or causes, or permits to be thrown, from any boat, scow, or other vessel, or in any other manner, into any of the navigable waters of this state, including bays, sounds and harbors, any earth, ashes, cinders, stone, or other material, or who builds any structure therein, which will in any manner lessen the depth of such waters, of interfere with the free and safe navigation thereof, is guilty of a misdemeanor. § 588. Keeping wrecked goods a misdemeanor. — A person, who takes away goods or other property not his own from a stranded vessel, or any goods or other property cast by the sea upon the land or found in a bay or creek, or who knowingly be- comes possessed of any such goods or other property, and does not deliver the same, within forty-eight hours thereafter, to the sheriff or one of the coroners or wreck masters of the county where the same was found, is guilty of a misdemeanor, § 540. Bringing stolen goods into state, larceny. — A per- Provisions Applicable to Coeporations. 385 son, who having, at any place without the state, stolen the prop- erty of another, or received such property, knowing it to have heen stolen, brings the same into this state, may be convicted and punished in the same manner as if such larceny or receiving had been committed within the state. Complaint may be made and the indictment found and tried, and the oflEense may be charged to have been committed, in any county into or through which the stolen property is brought. § 359. Overloading passenger vessel.— K person navigating a vessel for gain, who willfully or negligently receives so many passengers, or such a quantity of other lading, on board the ves- sel, that by means thereof it sinks or is overset or injured, and thereby the life of a human being is endangered, is guilty of a misdemeanor. § 576. Fitting out or lading any vessel, with intent to wreck the same. — A person who fits out any vessel, or who lades any cargo on board of a vessel, who* with intent to permit or cause the same to be wrecked, sunk, or otherwise injured or destoyed, and thereby to defraud or prejudice an insurer or another person, is punishable by imprisonment in the state prison ment not ex- ceeding ten years. (As Am'd by Ch. 662, Laws 1892.) § 372. Defacing marks upon wrecked property. — A person who defaces or obliterates the marks upon wrecked property, or in any manner disguises the appearance thereof, with intent to prevent the owner from discovering. its identity, or who destroys or suppresses any invoice, bill of lading or other document tend- ing to show the ownership thereof, is guilty of a misdemeanor. § 374. Officer unlawfully detaining wrecked property . — An officer, whose duties pertain in any way to wrecked property, who without authority of law, detains such property or the proceeds thereof, after the salvage and expenses chargeable thereon have been paid or offered to him, or who is guilty of any fraud, em- bezzlement or extortion in the discharge of such duties, is guilty of a misdemeanor. § 415. Ferries. — A person who : 1. Maintains a ferry for profit or hire upon any of the waters of this state without authority of law ; or, 2. Having entered into a recognizance to keep or maintain a ferry, violates the condition of such recognizance : Is guilty of a misdemeanor. Where such ferry is upon waters dividing two counties, the 25 386 Railroad Laws of New York. offender may be prosecuted in either county. (As Atn'd by Ch. 692, Laws 1892 ; combines §§ 416 and 417.) § 638. Altering, etc., signal or light for vessel, etc. — A per- son wlio, with intent to bring a vessel, railway engine or railway train into danger, either 1. Unlawfully or wrongfully shows, masks, extinguishes, altera, or removes a light or other signal ; or 2. Exhibits any false light or signal ; Is punishable by imprisonment for not more than ten years. § 428. Fires and lights on vessels in certain counties. — A person who violates any of the provisions of an act to prevent conflagrations, passed May 19, 1879, is guilty of a misdemeanor, triable as therein prescribed.* § 417. Violating condition of recognizance to keep a ferry. — A person who, having entered into a recognizance to keep and attend a ferry, violates the condition of such recognizance, is guilty of a misdemeanor. § 350. Duty of masters to suppress gambling on hoard their vessels. — If the commander, owner, or hirer of any vessel or float knowingly permits any gambling for money or property on board such vessel or float, or if he does not, upon his knowl- edge of the fact, immediately prevent the same, he is punishable by a fine not exceeding five hundred dollars, and, in addition thereto, is liable to any party losing money or property or by means of gambling in violation of this section, in a sum equal to the money or pi'operty, to be recovered in a civil action. § 391. Violation of quarantine laws by master of vessel.— A master of a vessel subject to quarantine or visitation by the health officer, arriving in the port of New York, who refuses or omits : 1. To proceed to and anchor his vessel at the place assigned for quarantine, at the time of his arrival ; or 2. To submit his vessel, cargo and passengers, to the examina- tion of the health officer, and to furnish all necessary information to enable that officer to determine the length of quarantine and other regulations to which they ought respectively to be subject ; or 3. To remain with his vessel at quarantine during the period * This is an act to prevent conflagrations in certain cases in New York, Kings and Queens counties, and relates to tlie use, etc., of fire or light on ves- sels, etc., within 150 feet of places where petroleum is stored. Provisions Applicable to Corporations. 387 assigned for her quarantine, and while at quarantine to, comply with the directions and regulations prescribed by law, and with such as any of the officers of health, by virtue of the authority given to them by law, shall prescribe in relation to his vessel, his cargo, himself, his passengers or crew, is punishable by imprison- ment not exceeding one year, or by a fine not exceeding $2,000, or both. § 392. Oiving information, or permitting person to land before visit of health officers. — A master of a vessel hailed by a pilot, who: 1. Gives false information to such pilot, relative to the condition of his vessel, crew or passengers, or the health of the place or places from whence he came, or refuses to give such information as shall be lawfully required ; or, 2. Lands any per- son from his vessel, or permits any person, except a pilot, to come on board of his vessel, or unlades, or tranships any portion of his cargo, before his vessel has been visited and examined by the health officers ; or, 3. Approaches with his vessel nearer the city of New York than the place of quarantine to which he may be directed, is punishable by imprisonment not exceeding one year, or by a fine not exceeding $2,000, or by both. § 393. Landing from vessel before visit of health officers. — A person, who, being on board of any vessel at the time of her arrival at the port of New York, lands from such vessel, or un- lades, or tranships, or assists in unlading or transhipping any por- tion of her cargo before such vessel has been visited and exam- ined by the health officers, is punishable by imprisonment not exceeding one year, or by a fine not exceeding $2,000, or both. § 394. Going on hoard vessel at quarantine grounds, etc. , without leave. — A person who goes on board of, or has any com- munication or intercourse with, any vessel at quarantine, or with any of the crew and passengers of such vessel, without the per- mission of the health officer, and every person who, without such authority, enters the quarantine grounds or anchorage, is punish- able by imprisonment not exceeding one year or by a fine not ex- ceeding two thousand dollars, or both ; and in addition thereto he may be detained at quarantine so long as the health officer directs, not exceeding twenty days. § 396. Obstructing health officer in the performance of his duty. — A person who willfully opposes or obstructs a health officer or physician charged with the enforcement of the health laws, in performing any legal duty, is guilty of a misdemeanor. ^ 388 Railroad Laws of New York. § 398. Unlicensed piloting. — A person other than a lawfully authorized branch Hell Gate pilot, who pilots, or offers to pilot, or tows, or offers to tow, any boat or vessel (except barges, vessels under fifty-tons burden ; and canal boats actually used in navi- gating the canals) through thatpai'tof East river commonly called Hell Gate, is guilty of a misdemeanor. But no pilotage shall be charged to any vessel under a coasting license on entering or de- parting fi'om the port of New York, by way of East river, called Hell Gate, unless such vessel actually emploj's a pilot ; and the making such* charge or demand without such employment, shall be deemed a misdemeanor. § 399. Coasting steamers excepted. — The last section does not apply to vessels propelled wholly or partly by steam, owned or belonging to citizens of the United States, and licensed and engaged in the coasting trade.' § 434. Exposing person affected with a contagious disease, in a public place.— A. person, who willfully exposes himself or another, affected with any contagious or infectious disease, in any public place or thoroughfare, except upon his necessary removal in a manner not dangerous to the public health, is guilty of a mis- demeanor. VII. Injuries to Property ; Nuisance. § 654. Injuries to property, or interfering vjith rail- road property ; how punished. — A person who unlawfully and willfully destroys orinjures anyreal or personal property of another, or who without authority or permission from a person who has the right to give such authority or permission, loosens any brake or blocking of any car standing on any railroad track in this State, or without like authority or permission, puts upon or runs any hand car, or other car, on any railroad track in this State, or without like au. thority or permission, interferes or meddles with any brake or coup- ling of any car while standing or moving on any railroad track in this State, or takes any part therein, in a case where the punish- ment is not specially prescribed by statute, is punishable as follows : 1. If the value of the property destroyed, or the diminution in the value of the property by the injury is more than twenty-five dollars, by imprisonment for not more than four years. * So in the original. ' 1 N. Y. Crim. 497. Provisions Applicable to Corporations. 389 2. In any other case, by imprisonment for not more than six months, or by a fine of not more than two hundred and fifty dollars, or by both such fine and imprisonment. 3. And in addition to the punishment prescribed therefor, he is liable in treble damages for the injury done, to be recovered in a civil action by the owner of such property, or the public officer having charge thereof. (As amended. Laws of 1892, ch. 186.)' § 635. Injuries to railroad tracks, etc. — ^A person who: 1. Displaces, removes, injures or destroys any rail, sleeper- switch, bridge, viaduct, culvert, embankment or structure, or any part thereof attached, appertaining to or connected with any rail- way, whether operated by steam, horses, or other motive power ; or; 2. Places any obstructions upon the track of any such rail- way; or, 3. Willfully destroys or breaks _any guard erected or main- tained by a railroad corporation as a warning signal for the pro- tection of its employes ; or, 4 Willfully discharges a loaded firearm, or projects or throws a stone or other missile at a railway train, or at a locomotive, car or vehicle standing or moving upon a railway ; or, 5. Willfully displaces, removes, cuts, injures or destroys any wire, insulator, pole, dynamo, motor, locomotive, or any part thereof, attached, appertaining to or connected with any railway operated by electricity, or willfully interferes with or interrupts any motive power used in running such road, or willfully places any obstruction upon the track of such railroad, or willfully dis- charges a loaded firearm, or projects or throws a stone or any other missile at such railway train or locomotive, car or vehicle, stand- ing or moving upon such railway ; Is punishable as follows : 1. If thereby the safety of any person is endangered, by impris- onment for not more than ten years. 2. In every other case, by imprisonment for not more than three years or by a fine of not more than two hundred and fifty dollars, or both. § 651. Unlawful interference with gas meter or steam valves. — A person who, willfully, with the intention to injure or defraud ; '31 Hun, 58; 3 N. Y. Crim. 37; 39 St. R. 753; 43 St. R. 734; 44 St. R. 485 45 St. R. 516; 47 St. R. 379, 925. 390 Railroad Laws of New York. 1. Connects a tube, pipe, or oiher instrument or contrivance, with a pipe used for conducting or supplying illuminating gas, fuel or natural gas, in such manner as to supply such gas to any burner or orifice, where the same is or can be burned or used, without passing through the meter or instrument provided for reg- istering the quantity consumed ; or 2. Obstructs, alters, injures, or prevents the action of a meter or instrument used to measure or register the quantity of illumin- ating fuel or natural gas consumed in a house or apartment, or at an orifice or burner, or by a consumer or other person ; or, 3. Opens, or causes to be opened, or reconnects, or causes to be reconnected, any valve lawfully closed or disconnected by a district steam corporation ; or, •±. Turns on steam, or causes it to be turned on, or to re- enter any premises when the same has been lawfully stopped from entering such premises ; Is guilty of a misdemeanor. (As am'd by Laws 1892, ch. 692. Penal Code, § 651, R. S., 1975, L. 1880, ch. 263, § 5). § 651. Unlawful interference with gas meter or steam valves. — A person who willfully, with intent to injure or defraud, connects a tube, pipe or other instrument or contrivances, with a pipe used for conducting or supplying illuminating gas, fuel or natural gas, in such a manner as to supply such gas to any burner or orifice, where the same can be burned or used without passing through the meter or instrument provided for registering the quantity consumed; or who wilfully, with intent to injure or defraud, obstructs, alters, injures or prevents the action of a meter or other instrunpent used to measure or register the quantity of illuminating, fuel or natural gas, consumed in a house or apart- ment, or at an orifice or burner, or by a consumer or other person or a person other than a state inspector or deputy inspector of gas meters, or an employee of the company owning any gas meter, who wilfully shall detach or disconnect such meter or make or re- port any test of, or examine for the purpose of testing any such meter so attached or disconnected is guilty of a misdemeanor. A pei-son who wilfully with intent to injure or defraud either 1. In any manner whatever, changes, extends or alters, any service or other pipe, or attachment of any kind, connecting or through which, natural or artificial gas is furnished from the gas mains or pipes of any person, company or corporation without Provisioks Applicable ot Corporations. 391 first procuring from said person, company or corporation written permissiou to make such change, extension or alteration ; or, 2. Makes any connection or reconnection, with the gas mains or service pipes of any person, company or corporation furnishing to consumers natural or artificial gas, or turns on or off, or in any manner interferes with any valve or stop-cock or other appliances belonging to such person, company or corporation, connected with its service or other pipes, or enlarges the orifice of mixers or uses natural gas for heating purposes except through mixers, without first procuring from such person, company or corporation, a writ- ten permit to turn on or off such stop-cock or valve, or to make such connections or reconnections, or to enlarge the orifice of mix- ers, or to use for heating purposes without mixers, or to interfere with the valves, stop-cocks, or other appliances of such person, company or corporation, as the case may be ; or, 3. Eetains possession of, or refuses to deliver any mixer or mixers, or other appliances which may be, or may have been loaned or rented to them by any person, company or corporation, for the purpose of furnishing gas through the same, or who sells, loans, or in any manner disposes of the same to any person or persons, other than the said person, company or corporation enti- tled to the possession of the same; or 4. Sets on fire any gas escaping from wells, broken or leaking mains, pipes, valves or other appliances used by any person, com- pany or corporation, in conveying gas to consumers, or interferes in any manner with the wells, pipes, mains, gate boxes, valves, stop-cocks, or any other appliances, machinery or property of any person, company or corporation engaged in furnishing gas to con- sumers, unless employed by, or acting under the authority atid di- rection of such person, company or corporation, is guilty of a mis- demeanor, and punishable by imprisonment for not more than one yeiir or a fine of not more than one hundred dollars, or by both such fine and imprisonment.' (As am'd by Laws 1892. Eeplaces the above amendment. Ed.) § 639. Injuring pier, sea wall, dock, rock, buoy, pipe, main, sewer, telegraph, etc. — A person who willfully or ma- liciously displaces, removes, injures, or destroys, 1. A public highway or bridge, or a private way laid out by authority of law, or a bridge upon such public or private way ; or ' 30 Hun, 507. 392 Eailroad Laws of New York. 2. A pier, boom, or dam, lawfully erected or maintained upon any water within the state, or hoists any gate in or about such dam ; or 3. A pile, or otlier material, fixed in the ground and used for securing any sea bank or sea walls, or the bank or dam of any river or other water, or any dock, quay, jetty, or lock; or 4 A buoy or beacon, lawfully placed in any waters within the state ; or 5. A tree, rock, post, or other monument, which has been either erected or marked for tlie purposes of designating a point in the boundary of the state, or of a county, city, town, or village, or of a farm, tract, or lot of land, or any mark or inscription thereon ; or 6. A mile board, mile stone, or guide post, erected upon a high- way, or any inscription upon the same ; or 7. A line of telegraph or telephone, wire or cable, pier or abut- ment, or the material or property belonging thereto, without law- ful authority, or who shall unlawfully and willfully cut, break, tap, or make connection with any telegraph or telephone line, wire> cable or instrument, or read or copy in any unauthorized manner any message, communication or report passing over it, in this state ; or who shall willfully prevent, obstruct or delay, by any means or contrivance whatsoever, the sending, transmission, con- veyance or delivery, in this state, of any authorized message, com- munication or report by or through any telegraph or telephone line, wire or cable, under the control of any telegraph or tele- phone company doing business in this state ; or who shall aid, agree with, employ or conspire with any person or persons to un- lawfully do, or permit or cause to be done, any of the acts herein- before mentioned, or who shall occupy, use a line, or shall know- ingly permit another to occupy, use a line, a room, table estabhsh- ment or apparatus to unlawfully do or cause to be done any of the acts hereinbefore mentioned.' (As amended, Laws of 1892, ch. 372.) 8. A pipe or main for conducting gas or water, or any works erected for supplying buildings with gas or water, or any appurte- nance ar appendage connected therewith ; or 9. A sewer or drain, or a pipe or main connected therewith, or forming part thereof; or who '138 N.Y. 127. Provisions Applicable to Corporations, 39S 10. Destroys or damages with intent to destroy or render use- less any engine, machine, tool or implement intended for use in trade or husbandry ; Is punishable by imprisonment for not more than two years. § 389. (am'd 1887.) Keepiny gunpowder, etc. — A person who makes or keeps gunpowder, ni'tro-glycerine, or any other explosive or combustible material, within a city or village, or carries such materials through the streets thereof, in a quantity or manner pro- hibited by law or by ordinance of the city or village, 'is guilty of a misdemeanor. And a person who, by the careless, negligent, or unauthorized use or management of gunpowder or other explosive substance, injures or occasions the injury of the person or property of another, is punishable by imprisonment for not more than two years. Any person or persons who shall knowingly present, at- tempt to present, or cause to be presented or offered for shipment to any railroad, steamboat, steamship, express or other company engaged as common carrier of passengers or freight, dynamite, nitro-glycerine, powder or other explosives dangerous to life or limb, without revealing the trae nature of said explosives or sub- stance so offered or attempted to be offered to the company or car- rier to which it shall be presented, shall be guilty of a felony, and upon conviction, shall be fined in any sum not exceeding one thousand dollars and not less than three hundred dollars, or im- prisonment in a state prison for not less than one nor more than five years, or be subject to both such fine and imprisonment ; and any person or company sustaining injury or damage by the viola- tion of this act shall have and maintain an action at law against the person or persons violating any of the provisions of this act r for compensation for said injury or damage, whether said persons shall have been convicted as hereinbefore mentioned, or not. § 390. Throwing gas tar, etc., into public waters. — A per- son, who throws or deposits gas tar, or the refuse of a gas house or gas factory, or offal, refuse, or any other noxious, offensive, or poisonous substance into any public waters, or into any sewer or stream running or entering into such public waters, is guilty of misdemeanor. § 645. Endangering life by maliciously placing explosive near building. — A person, who places in, upon, under, against, or near to, any building, car, vessel or structure, gunpowder or any other explosive substance, with intent to' destroy, throw down, or injure the whole or any part thereof, under such circumstances, 394 Eailroax) Laws of New York. that, if the intent were accomplished, human life or safety would be endangered thereby, although no damage is done, is guilty of a felony. VIII. Dangerous Use of Machinery ; Homicide. § 360. Unauthorized pressure of steam. — A person who ap- plies, or causes to be applied, to a steam boiler a higher pressure of steam than is allowed by law, or by the inspector, officer or person authorized to limit the pressure of steam to be applied to such boiler, is guilty of a misdemeanor. §361. Generation of unsafe amount of steam. —A capUxm or other person having chaige of the machinery or boiler of a steamboat, used for the conveyance of passengers, in the waters of this state, who, from ignoraiice or gross neglect, or for the pur- pose of increasing the speed of the boat, creates, or causes to be created, an undue and unsafe pressure of steam, is guilty of a misdemeanor. § 362. Mismanagement of steam boilers. — An engineer or other person having charge of a steam boiler, steam engine, or other apparatus for generating or employing steam, employed in a railway, manufactory, or other mechanical works, who, willfully or from ignorance or gross neglect, creates or allows to be cre- ated such an undue quantity of steam as to burst the boilen engine or apparatus, or cause any other accident whereby human life is endangered, is guilty of a misdemeanor. § 195. By negligent use of machinery. — A person who, by any act of negligence or misconduct in a business or employ- ment in which he is engaged, or in the use or management of any machiner}', animals, or property of any kind, intrusted to his care, or under his control, or by anj' unlawful, negligent or reckless act, not specified by or coming within the foregoing pro- visions of this chapter, or the provisions of some other statute, occasions the death of a human being, is guilty of manslaughter in the second degree. § 197. Killing by overloading passenger vessel. — A person navigating a vessel for gain, who willfully or negligently receives so many passengers or such a quantity of other lading on board the vessel, that, by means thereof, the vessel sinks, or is overset or injured, and thereby a human being is drowned, or otherwise killed, is guilty of manslaughter in the second degree. Provisions Applicable to Corporations. 395 § 198. Liahility of persons in charge of steamboats. — A person having charge of a steamboat used for the convej'ance of passengers, or of a boiler or engine thereof, who, from ignorance, recklessness, or gross neglect, or for the purpose of excelling any other boat in speed, creates, or allows to be created, such an un" due quantity of steam as to burst the boiler, or other apparatus in which it is generated or contained, or to break any apparatus or machinery connected therewith, whereby the death of a human being is occasioned, is guilty of manslaughter in the second de- gree. § 199. Liability of persons in charge of steam engines. — An engineer or other person, having charge of a steam boiler, steam engine, or other apparatus for generating or applying steam^ employed in a boat or railway, or in a manufactory, or in any mechanical works, who willfully, or from ignorance or gross ne- glect, creates or allows to be created, such an undue quantity of steam as to burst the boiler, engine, or apparatus, or to cause any other accident, whereby the death of a human being is pro- duced, is guilty of manslaughter in the second degree. IX. Arson. § 486. Arson in first degree defined. — A person who willfully burns, or sets on fire, in the night time, either 1. A dwelling house in which there is, at the time, a human being; or 2. A car, vessel, or other vehicle, or a structure or building other than a dwelling house, wherein, to the knowledge of the offender, there is, at the time, a human being; Is guilty of arson in the first degree.' § 487. Id. ; in second degree. A person who, 1. Commits an act of burning in the day time, which, if com- mitted in the night time, would be arson in the first degree; 2. Willfully burns, or sets on fire, in the night time, a car, ves- sel, or other vehicle, or a structure or building, ordinarily occu- pied at night by a human being, although no person is within it at the time; Is guilty of arson in the second degree." § 488. Id.; in third degree. A person who willfully burns, or sets on fire, either '47 St. R., 335. HI St. R., 885. 396 Eailroad Laws of New York. 1. A vessel, car, or other vehicle, or a building, structure, or other erection, which is, at the time, insured against loss or dam. age by fire, with intent to prejudice the insurer thereof; or 2. A vessel, car, or other vehicle, or a building, structure, or other erection, under circumstances not amounting to arson in the first or second desrree ; Is guilty of arson in the third degree.' §492. ''Night time" defined. The words " night time," as used in this chapter, include the period between sunset and sun- rise, and every building or structure, which shall havabeen usu- ally occupied by parsons lodging therein at night, is a dwelling house within the meaning of this chapter. §493. ''Building^' defined. Any house, vessel or other structure, capable oE affording shelter for human beings, or appur- tenant to or connected with a structure so adapted, is a "build- ing '" within the meaning of this chapter.^ §637. Burning certain property, how punished. A person who willfully burns or sets fire to any grain, grass, or growing crop, or standing timber, or to any building, fixtures or appurte- nances to real property of another, under circumstances not amounting to arson in any of its degrees, is punishable by impris- onment not more than four years. X. Burglary. § 498. Burglary in third degree. — A person who either 1. With intent to commit a crims therein, breaks and enters a building, or a room, or any part of a building ; or 2. Being in any building, commits a crime therein and breaks out of the same ; Is guilty of burglary in the third degree." § 499. "Break,'' defined.— The word " break," as used in this chapter, means and includes 1. Breaking or violently detaching any part, internal or external, of a building ; or 2. Opening, for the purpose of entering therein, by any means whatever, any outer door of a building, or of any apartment or set of apartments therein separately used or occupied, or any •47 St. R., 335. = 59 Hun, 82 ; 35 St. R., 493. 3 26 St. Eep., 33; 37 St. Rep., 661; 45 St. Rep., 515 Provisions Applicable to Corporations. 39Y window, shutter, scuttle, or other thing, used for covering or closing an opening thereto or therein, or which gives passage from one part thereof to another ; or 3. Obtaining an entrance into such a building or apartment, by any threat or artifice used for that purpose, or by collusion with any person therein ; or 4. Entering such a building or apartment by or through any pipe, chimney, or other opening, or by excavating, digging, or breaking through or under the building, or the walls or found- ation thereof. § 500. ^' Night time," defined. — The words "night time," in this chapter, include the period between sunset and sunrise. § 501. "Enter," defined. — The word "enter," as used in this chapter, includes the entrance of the offender into such building or apartment, or the insertion therein of any part of his body or of any instrument or weapon in his hand, and used, or intended to be used, to threaten or intimidate the inmates, or to detach or remove property. § 502. "Dwelling-house,^' defined. — A building, any part of which is usually occupied by a person lodging therein at night, is, for the purposes of this chapter, deemed a dwelling-house. § 504. "Building,'' defined. — The term "building," as used in this chapter, includes a railway car, vessel, booth, tent, shop, or other erection or inclosure.' § 663. Transporting animals for more than twenty-four consecutive hours a misdemeanor. — A railway corporation, or an owner, agent, consignee or person in charge of any horses, sheep, cattle or swine in the course of or for transportation, who confines, or causes or suffers the same to be confined, in cars for a longer period than twenty-four consecutive hours without unload- ing, for rest, water and feeding, during ten consecutive hours, un- less prevented by storm or inevitable accident, is guility of a mis- demeanor. In estimating such confinement, the time during which the animals have been confined, without rest, on any connecting road fiom which they are received, must be computed. If the owner, agent, consignee or other person in charge of any such animals refuses or neglects upon demand to pay for the care or feed of the animals so unloaded or rested, the railway company or other carriers thereof may charge the expense thereof to the '9 Hun, 82; 35 St. Eep., 493; 37 St. Rep., 661. 398 Eailroad Laws op New York. owner or consignee, and shall have a lien thereon for such expenses.' § 659. Carrying animal in a cruel manner, a misde- meanor. — A person who carries or causes to be carried in or upon any vessel or vehicle or otlierwise, any animal in a cruel or inhuman manner, or so as to produce torture, is guilty of a mis- demeanor. § 196. Owner of animals. — If the owner of a mischievous animal, knowing its propensities, willfully suffers it to go at large, or keeps it without ordinary care, and the animal, while so at large, and not confined, kills a human being, who has taken all the precautions which the circumstances permitted to avoid the animal, the owner is guilty of manslaughter in the second degree. § 655. Ooerdrioing an animal, and failing to feed prop- erly, a misdemeanor. — A person who overdrives, overloads, tortures or cruelly beats or unjustifiably injures, maims, mutilates or kills any animal, whether wild or tame, and whether belonging to himself or to another, or deprives any animal of necessary sus- tenance, food or drink, or neglects or refuses to furnish it such sustenance or drink, or causes or procures or permits any animal to be overdriven, overloaded, tortured, cruelly beaten or unjusti- fiably injured, maimed, mutilated or killed, or to be deprived of necessary food or drink, or who willfully sets on foot, instigates, engages in or in any way furthers any act of cruelty to any animal, or any act tending to produce such cruelty, is guilty of a misdemeanor. §669. Definitions. — 1. The word ''animal" as used in this title, does not include the human race, but includes every other living creature. 2. The word "torture " or " cruelty " includes every act, omis- sion, or neglect, whereby unjustifiable physical pain, suffering or death is caused or permitted. XII. Miscellaneous Provisions. § 223. (Subd. 5.) Ejection of passenger, when declared not unlawful. — To use, or attempt or offer to use, force or violence upon or towards the person of another is not unlawful in the following case : When committed by a carrier of passengers, '25 St. Rep., 250. Provisions Applicable to Corporations. 399 or the authorized agent or servants of such carrier, or by any person assisting them at their reqdest in expelling from a car- riage, railway car, vessel or other vehicle, a passenger who re- fuses to obey a lawful or reasonable regulation prescribed for the conduct of passengers, if such vehicle has first been stopped, and the force or violence used is not more than sufficient to ex- pel the offending passenger with a reasonable regard to his per- sonal safety. § 381. Innkeepers and carriers refusing to receive guests and passengers. — A person, who, either on his own account or iis agent or officer of a corporation, carries on business as inn- keeper, or as common carrier of passengers, and refuses, without just cause or excuse, to receive and entertain any guest, or to receive and carry any passenger, is guilty of a misdemeanor. § 383. Protecting civil and public rights. * — ^No citizen of this state can by reason of race, color, or previous condition of servitude, be excluded from the equal enjoyment of any accom- modation, facility or privilege furnished by innkeepers, or com- mon carriers, or by owners, managers or lessees of theatres or other places of amusement, by teachers and officers of common schools and public institutions of learning, or by cemetery asso- ciations. The violation of this section is a misdemeanor, punish- able by a fine of not less than fifty dollars, nor more than five hundred dollars. § 675. Relating to disorderly conduct on public convey- ances. — 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 of any public stage, railroad car, ferry boat, or other public conveyance, or who shall disturb or offend the occupants of such stage, car, boat, or conveyance, by any disorderly act, language, or display, although such act conduct, or display, may not amount to an assault or battery, shall be deemed guilty of a misdemeanor. A person who will- fully and wrongfully commits any act which seriously injures the person or property of another, or which seriously disturbs or endangers the public peace or health, or which openly outrages public decency, for which no other punishment is expressly pre- scribed by this code, is guilty of a misdemeanor ; but nothing in this code contained shall be so construed as to prevent any person * See Laws of 1873, Chapter 186, to same effect. 400 Eailroad Laws op New York. from demanding an increase of wages, or from assembling and using all lawful means to induce employers to pay such wages to all persons employed by them as shall be a just and fair compen- sation for services rendered.' (As amended, 1891.) § 676. Acts committed outside of the state.— A person who commits an act without this state which afEects persons or prop- erty within this state, or the public health, morals, or decency, of this state, and which, if committed within this state, would be a crime, is punishable as if the act were committed within this state. § 171 "A." Coercion by employers.— 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, persons, employee, 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 employ- ment of any such person or persons, employer or employers, corporation or corporations, shall be deemed guilty of a misde- meanor. § 2. 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 tiian ,$200, or by both such fine and imprisonment (Added 1887.) § 292. Employments prohibited to children. — Aperso^iwho employs or causes to be employed, or who exhibits, uses, or has in custody, or trains for the purpose of the exhibition, use or em- ployment of, any child actually or apparently under the age of sixteen years ; or who having the care, custody or control of such a child as parent, relative, guardian, employer, or otherwise, sells, lets out, gives away, so trains, or in any way procures or consents to the employment, or to such training, or use, or exhibition of such child ; or who neglects or refuses to restrain such child from such training, or from engaging or acting, either 5. In any practice or exhibition or place dangerous or injurious to the life, limb, health or morals of the child, is guilty of amis- demeanor. But this section does not apply to the employment of '41 St. Rfep., 562. Provisions Applicable to Cokporations. 401 any child as a singer of musician in a church, school or academy; or in teaching or learning the science or practice of music ; or as musician in any concert or in a theatrical exhibition, with the written consent of the mayor of the city, or the president of the board of trustees of the village where such concert or exhibition takes place. Such consent shall not be given unless forty-eight hours previous notice of the application shall have been served in writing upon the society mentioned in section two hundred and ninety-three of the Penal Code, if there be one within the county, and a hearing had thereon if requested, and shall be revocable at the will of the authority giving it. It shall specify the name of the child, its age, the names and residence of its parents or guard- ians, the nature, time, duration and number of performances per- mitted, together with the place and character of the gxhibition. But no such consent shall be deemed to authorize any violation of the first, second, fourth or fifth subdivisions of this section.' (As am'd by Laws of 1392, ch. 309.) § 641. Divulging, etc., telegram a misdemeanor. — A person who, either 1. Wrongfully obtains, or attempts to obtain any knowledge of a telegraphic message by connivance with a clerk, operator, messenger, or other employee of a telegraph company ; 2. Being such clerk, operator, messenger or other employee, will- fully divulges, to any but the persons for whom it was in- tended, the contents of a telegraphic message or dispatch in- trusted to him for transmission or delivery, or the nature thereof, or willfully refuses or neglects duly to transmit or deliver 'the same ;' Is punishable by a fine of not more than one thousand dollars, or by imprisonment for not more than six months, or by both such fine and imprisonment. § 642. Opening or publishing a sealed letter, etc. — A person who willfully and without authority, either 1 Opens or reads, or causes to be opened or read, a sealed letter or telegram ; or 2. Publishes the whole or any portion of such a letter or tele- gram, knowing it to have been opened or read without authority, Is guilty of a misdemeanor. ■37 Hun, 435 ; 47 St. Rep., 501. 51 402 Raileoad Laws of New York. § 4:lt. Duress and intimidation of voters. — Any person or corporation, who, ^irectly or indirectly, 1. Uses or threatens to use any force, violence, or restraint, or inflicts or threatens to inflict, any injury, damage, harm, or loss, or in any other manner practices intimidation upon or against any person, in order to induce or compel such person to vote or re- frain from voting at any election, or to vote or refrain from voting for any particular person or persons at any election, or on account of such person having voted or refrained from voting at any elec- tion ; or 2. By abduction, duress, or any forcible or fraudulent device or combination whatever, impedes, prevents, or otherwise interferes with the free exercise of the elective franchise by any voter, or compels, induces, or prevails upon any voter to give or refrain from giving his vote for any particular person at any election ; or 3. Being an employer, pays his employees the salary or wages due, inclosed in " pay envelopes," upon which there is written or printed any political motto, device, or argument containing threats, express or implied, intended or calculated to influence ttie politi- cal opinions or actions of such employees ; or within ninety days of a general election, put or otherwise exhibit in the establishment or place where his employes are engaged in labor, any handbill or placard containing any threat, notice or information, that if any particular ticket or candidate is elected or defeated, work in his place or establishment will cease, in whole or in part, his estab- lishment be closed up, or the wages of his employes reduced, or other threats, express or implied, intended or calculated to influ- ence the political opinions or actions of his employes. Is guilty of a misdemeanor, and if a corporation, in addition, forfeits its charter. [As am'd by Laws 1892, Oh. 393, a substi- tute for Penal Code, § 41c.J § 26-ia. Furnishing libelous information. — Any person who willfully states, delivers or transmits by any means whatever to the manager, editor, publisher or reporter of any newspaper, magazine, publication, periodical or serial for publication therein any libelous statement concerning any person or corporation and thereby secures the actual publication of the same, is guilty of a misdemeanor. Provisions Applicable to Corporations. 403 THE CODE OP CRIMINAL PROCEDURE. Section 1. Courts of special sessions, jurisdiction of. — Section fifty-six of the Code of Criminal Procedure is hereby amended so as to read as follows : § 56. Subject to the power of removal provided for in this chapter, courts of special sessions, except in the city and county of New York and the city of Albany, have in the first instance ex- clusive jurisdiction to hear and determine charges of misdemean- ors committed within their respective counties, as follows : 9. Intoxication of a person engaged in running any locomotive engine upon any railroad, or while acting as a conductor of a car, or train of cars, on any such railroad, or a misdemeanor committed by any person on a railroad car or train. {Thus amended, Laws of 1890, chap. 521.) ****** ***** 23. Unlawfully frequenting or attending a steamboat landing, railroad depot, church, banking institution, broker's office, place of public amusement, auction room, store, auction, sale at private residence, passenger car, hotel, restaurant, or any other gathering of people. {Thus amended, Laws 1886, chap. 28.)' § 137. Of crime committed in the state on board of any railway train, etc. — When a crime is committed in this state, in or on board of any railway engine, train or car, making a pass- age or trip on or over any railway in this state, or in respect to any portion of the landing or freightage of any such railway train or engine car, the jurisdiction is in any county through which, or any part of which, the railway train or car passes, or has passed, in the course of the same passage or trip, or in any county where such passage or trip terminates, or would terminate if completed. § 835. Plea of guilty, how put in. — A plea of guilty can only be put in by the defendant himself in open court, except upon an indictment against a corporation, in which case it may be put in by counsel. § 675. Summons upon an information or presentment against a corporation, by whom issued, and when return- able. — Upon an information against a corporation, the magistrate •38 Hun, 181; 1 N. Y. Crim. R. 441; 2 N. Y. Crim. R. 439; 34 St. Rep., 642; 34 St. Rep., 427; 35 St. Rep., 843. 404 Eailroad Laws of New York. must issue a summons, signed by him, with his name of ofBce, re- quiring the corporation to appear before him, at a specified time and place, to answer the charge ; the time to be not less than ten days after the issuing of the summons. (3 E. S., 1046, §§ 56, 57, 58.) § 676. Form of the summons. — The summons must be in substantially the following form : "County of Albany [or as the case may be]. " In the name of the people of the state of New York : "To the [naming the corporation] : " You are hereby summoned to appear before me, at [naming the place], on [specifying the day and hour], to answer a charge made against you, upon the information of A. B., for [designating the offense, generally]. " Dated at the city [or ' town '] of , the dav of , 18-. "G. H., Justice of the Peace." [Or as the case may be.] § 667. When and how served. — The summons must be served at least five days before the day of appearance fixed therein, by delivering a copy thereof and showing the original to the president, or other head of the corporation, or to the secre- tary, cashier or managing agent thereof. § 678. Examination of the charge. — At the time appointed in the summons, the magistrate must proceed to investigate the charge, in the same manner as in the case of a natural person brought before him, so far as those proceedings are applicable. § 679. Certificate of the magistrate, and return thereof with depositions. — After hearing the proofs, the magistrate must certify upon the depositions, either that there is or is not sufficient cause to believe the corporation guilty of the offense charged, and must return the depositions and certificate, in the manner pre- scribed in section 221. § 680. Grand jury may proceed as in the case of a statural person. — If the magistrate return a certificate that there is suffi- cient cause to believe the corporation guilty of the offense charged, the grand jury may proceed thereon as in the case of a natural person held to answer. § 681. Appearance and plea to indictment and proceed- ings thereon. — When an indictment is filed against any corpo- Provisions Applicable to Cokporations. 405 ration, such corporation must be arraigned thereon, and the court acquires jurisdiction over the corporation, in the manner fol- lowing : 1. The clerk of the court wherein such indictment is found, or to which it is sent or removed, or the district attorney of the county must issue a summons signed by him with his name of office, re- quiring such corporation to appear and answer the indictment by a demurrer or written plea to be verified in lilie manner as a pleading in a civil action, at a time and place to be specified in such summons, such time to be not less than five days after the issue thereof. The summons may be substantially in the follow- ing form : Court of oyer and terminer of the county of (state the proper county or court as the case may be) The people of the state of New York vs. A. B. company. You are hereby summoned to appear in this court and by demurrer or plea in writing, duly verified, answer an indictment filed againt you by the grand jury of this county, on the day of , charging you with the crime of (designating the offense generally), at a term of the court of oyer and terminer (or as the case may be), of this Cbunty, at (naming the place) on (stating the day and hour) and in case of your failure to so appear and answer, judgment will be pronounced against you. Dated at the city (or town) of , the day of 18 " C. D., District Attorney. (or by order of the court, B. P., Clerk, as the case may be). 2. The summons must be served at least four days before the appearance fixed therein, in the same manner as is provided for the service of a summons upon a corporation in a civil action ; and if the corporation does not appear in the manner and at the time and place specified in the summons, judgment must be pro- nounced against it. 3. Nothing contained in this section shall be construed as pre- venting the appearance of a corporation by counsel to answer an indictment, without the issuance or service of the summons as above provided. And when an indictment shall have been filed against a corporation it may voluntarily appear and answer the 406 Eailroad Laws op New York. same by counsel duly authorized to so appear for it; in which case the court acquires full jurisdiction over the corporation in the same manner as if the summons had been issued and served. {As amended by L. 1892, ch. 219, to iaJce effect September 1, 1892.) § 682. JFine on conviction, how collected. — When a fine is imposed upon a corporation upon conviction, it may be collected in the same manner as a judgment in civil -action, and if an ex- ecution issued upon such judgment be returned unsatisfied, the district attorney of the county may thereupon bring an action in the name of the people of the state of New York, to procure a judgment sequestrating the property of the corporation, as pro- vided by the Code of Civil Procedure. {As amended by L. 1892, ch. 219, to take effect September 1, 1892.) CHAPTER IX. MISCELLANEOUS LAWS. Section 1. How private corporations may be organized. 3. The Whirpool Bridge Company. Act creating. 3. The Niagara Falls Power Company. Act creating. 4. Increase or reduction of number of directors of a stock cor- poration. 5. Improvement and maintenance of public roads in certain counties as city roads. § 1. How Private Corpobations May be Organized. Article VII, sect-ion 1 of the Constitution of the State of New York. — Corporations may be formed under general laws, but shall not be created by special act, except for municipal pur- poses, and in cases where, in the judgment of the Legislature, the objects of the corporation cannot be attained under general laws. All general laws and special acts passed pursuant to this section may be altered from time to time. § 2. The Whirlpool Bridge Company. Act Creating. Laws of 1891, Chapter 189. § 7. Power to take and hold real estate ; corporation to hate same powers as railroad corporations in certain matters. — The said corporation is hereby empowered to pur- chase, receive and hold such real estate on either side of the Niagara river as may be necessary and convenient in accomplish- ing the objects for which this charter is granted, and may, by their surveyor and engineer, enter upon such sites and locations and take possession of the same. All such sites and locations as shall be entered upon, as aforesaid, shall, except donations, be purchased of the owner or owners at a price to be mutually agreed upon ; in cases of disagreement as to to the prices to be paid for such land, within the boundaries of the State of New York, then the said corporation shall possess all the powers and and privileges contained in the thirteenth, fourteenth, fifteenth, sixteenth, seventeenth, eighteenth, nineteenth, twentieth, twenty- first, twenty-second, twenty-third, twenty-fourth, twenty-fifth. 408 Eailroad Laws of New York. twenty -sixth and twenty-eighth sections of the act entitled " An act to authorize the formation of railroad corporations, and to regulate the same, passed April second, eighteen hundred and fifty, and as the same have been and stand amended and subject to the duties, liabilities and provisions of the said sections contained. § 8. 2his corporation to possess general powers, etc., pre- scribed in act authorizing consolidation of certain railroad companies. — The corporation shall possess the general powers and be subject to the restrictions and liabilities prescribed in the act entitled "An act authorizing the consolidation of certain rail- road companies," passed May twentieth, eighteen hundred and sixty-nine, so far as the same are applicable thereto, for the pur- pose of consolidating with any corporation chartered for like pur- poses by the parliament of Canada; and shall further have the power to lease the said bridge, the approaches and connections and appurtenances thereto, to any chartered corporation for such time and on such time and terms as may be agreed upon. § 3. The Niagara Falls Powek Company. Act Creating. Laws of 1891. Chapter 253. § 10. Right to enter upon lands under streets, highways, railroads, etc. — Said company may enter upon and use the ground or soil under any street, highway, road, railroad land or public ground except Erie canal land, within said counties for the purposes aforesaid, and rnay, when necessary, change the location or surface grade of any street, highway or road ; and such right shall be coniinuous for said purposes, including the relaying, re- pairing, altering or extending its work's ; provided, howevei', that in cases where any open canal or other open work of said com- pany, shall cross any street, highway, road, public ground or rail- road land, said company shall construct, and at all times there- after maintain suitable and proper bridges over its said work where such bridges are rendered necessary by the construction of its said works; and in cases where its pipes or other covered work shall be laid under the surface of any road, street, highway, public ground or raili-oad land the surface thereof shall be made and kept suitable for public travel, and as nearly as may be as it was before said work was done ; and in cases of posts and elevated conductors, cables or wires upon and over such road, street, high- Miscellaneous Laws. 409 way, public ground or railroad land, the same shall be so placed and elevated as not to interfere with the ordinary use thereof by the public or railroad company, or highway or railroad purposes. § 4. Increase or Eeduction op Number of Directors for Stock Corporation. Laws 1801. Chapter 57. § 1. Stockholders may reduce number of directors ; notice; minutes. — The number of directors of any stock corporation may be increased or reduced, but, not above the maximum nor below the maximum number prescribed by law, when the stockholders owning a majority of the stock of the corporation shall so deter- mine, at a meeting to be held at the usual place of meeting of the directors, on thirty days' notice in writing to each stockholder of . record. Such notice shall be served personally or by mail di- rected to each stockholder at his post-office address. The pro- ceedings of such meeting shall be entered in the minutes of the corporation, and a transcript thereof verified by the president and secretary of the meeting shall be filed in the ofiices where the or- iginal certificates of incorporation were filed. Laws 1890. Chapter 564. Section 21. § 3. Documents in the hands of attorneys. — Where a per- son places papers or documents in the hands of an attorney or solicitor, the latter cannot be compelled, under a subpoena, duces tecum, to produce them before a court of justice, or otherwise, and disclose th«ir contents, for the same i;eason that an attorney cannot be compelled to disclose confidential communications made to him by his client. § 5. Improvement and maintenance of public roads in certain counties, as city roads. Laws of 1848, chapter 555. § 7. Railways, how authorized, constructed and main- tained. — No horse railway, or electric or other railway, shall be laid, constructed or operated on said county roads, unless, in addition to the requirements of existing laws, the same shall be authorized by a two-third vote of the board of supervisors, and unless the same shall be constructed with a flat or groved rail, and in case of horse railways, paved between the tracks in the manner prescribed by the board of supervisors in the resolution authori- 52 410 Eailroad Laws of New York. zing the same and the same constantly maintained in good order and condition by said railroad company, and the railroad or cor- poration constructing the same shall agree thereto, and it shall be the duty of the said board of supervisors to require from said railroad or corporation, or other person a bond with sufficient sureties as a guarantee, and conditioned for the performance of their agreement, and the board of supervisors may, from time to time, require such bond to be renewed in case the sureties, or any of them, in its judgment shall become insufficient. CHAPTER X. THE JNTEE-STATE COMMERCE ACT. Approved February 4, 1887, and in effect April 5, 1887. II. S. Statutes at Lai ge, Vol. 24, p. 379 ; Public No. 41. As amended by act approved and in effect March 2, 1889. U. S. Statutes at Large, Vol. 25, p. — ; Public No. 125. Section 1. Carriers and transportation subject to the act. Wiat terms "railroad" and "transportation" ii eludes charges to be reasonable. 2. Unjust discrimination forbidden. 3. Ur due or unreasonable preference or advantage forbidden. Facil- ities for interchange of tralBc. 4. Long and short haul provision. 5. Pooling of freights and division of earnings forbidden. 6. Printing ard posting of schedules of rates, faies and charges. Printing and posting of schedules of rates on freight carried through a foreign country. Ten days public notice of advances in rates to be given. Three days public notice of reduction in rates to be given. Published rates not to be deviated from. Copies of schedules of rates, fares and charges to be filed with commission. Copies of contracts and agreements to be tiled with commission. Joint tariils to be filed with commission. Power of commission to- prevent the publicity. Ten days notice to commission of ad- vance in joint rates, fares and charges. Three days notice to commission of reduction in joint rates, fares and charges. Power of commission to make advances or reductions public. Joint rates, fares and charges not to be deviated from. Commission may prescribe forms of schedules of rates, fares, and charges. Penalties for neglecting or refusing to file or publish rates, fares and charges. 7. Continuous carriage of freights not to be unnecessarily interrupted- 8. Liability of common carriers for damages. 9. Persons claiming to be damaged may complain to commission or bring suits in United States courts. OflScers, &c., of defendant may be compelled to testify. 10. Penalties for violations of act by carriers, their officers or agent. Fine and imprisonment. Penalties for faJse billing, etc., by shippers and other persons. Fine and imprisonment. Penalties for inducing common carriers to discriminate unjustly. Fine and imprisonment. Joint liability with carrier for damages. 412 Eailroad Laws of New York. 11. Inter-state commerce commissioner —how appointed. Term of commissioners. 12. Power of commission to require attendance of witnesses and pro- duction of books and papers. Depositions. Wlien and how taken. Notice of intention to take deposition. Witness to be sworn. Evidence to be reduced to writing. Witness in foreign country. Fees. Punishment for refusal to testify or produce books and papers. 13. Complaint t> commission. How and by whom made. Keparation by carriers before investigation. Investigations by the commis- sion. 14. Findings of commission. Prima facie evidence in judicial pro- ceedings. Reports and decisions. Authorized publication to be competent evidence. Publication and distribution of annual re- ports of commission. 15. Notice of common carrier to cease from violation of act. Compli- ance with notice to cease from violation of act. Reparation. 16. Petition to United States courts in case of disobediuce to order of commission. Power of United States courts to hear and deter- mine cases of disobedience. Writs of injunction or other process against carriers in cases of disobedience. Punishment for refusal to obey writs of injunction or other proper process. Fine. Ap- peals to supreme court of United States. Petition to United States courts in cases of disobedience when trial by jury is neces- sary. Trial by jury. Trial by court. Appeals to supreme court of United Slates. Counsel or attorneys' fees. 17. Inter-state commerce commission. Form of Procedure. Official seal. 18. Salaries of commissioners. Secretary — ho w appointed ; salary offi- ces and supplies. Witness's fees. Expenses of the commission- how paid. 19. Principal office of the commission. Sessions of the commission. 20. Carriers subject to the act must render full annual reports to com- mission. Commission may prescribe methods of keeping accounts. 21. Annual report of the commission to congress. 32. Persons and property that may be carried free or at reduced rates. Mileage, excursion, or commutation passenger tickets. Passes and free transportation to officers and employees of railroad com- panies. Pending litigation not effected by act. Jurisdiction of United States courts to issue writs of peremptory mandamus commanding tlie movement of inter-state traffic or the furnish- ing of cars or other tran.jportation facilities. Section 1. Carriers and transportation subject to the act. — Be it enacted by the Senate and Hjuse of Ripresentatives ot the United States o£ America in Congress assembled, That the provisions o£ this act shall apply to any common carrier or car- riers engaged in the transportation of passengers or property The Inter State Commerce Act. 413 wholly by railroad, or partly by railroad and partly by water when both are used, under a common control, management, or arrangement, for a continuous carriage or shipment, from one State or Territory of the United States, or the District of Colum- bia, to any otber State or Territory of the United States, or the District of Columbia, or from any place in the United States to an adjacent foreign country, or from any place in the United States through a foreign country to any other place in the United States, and also to the transportation in like manner of property shipped from any place in the United States to a foreign country and carried from such place to a port of transhipment, or ship- ped from a foreign countiy to any place in the United States and carried to such place from a port of entry either in the United States or an adjacent foreign country :' Provided, however, That the provisions of this act shall not apply to the transportation of passengers or property, or to the receiving, delivering, storage, or liandhng of property, wholly within one State, and not shipped to or from a foreign country from or to any State or Territory as aforesaid. What the terms ^'railroad" and "transportation" in- clude.— The term " railroad" as used in this act shall include all bridges and ferries used or operated in connection with any rail- road, and also all the road in use by any corporation operating a railroad, whether owned or operated under a contract, agreement, or lease ; and the term " transportation " shall include all instru- mentalities of shipment or carriage. Charges to be reasonable.- — -All charges made for any service rendered or to be rendered in the transportation of passengers or property as aforesaid, or in connection therewith, or for the re- ceiving, delivering, storage, or handling of such property, shall be reasonable and just ; and every unjust and unreasonable charge for such service is prohibited and declared to be unlawful. § 2. Unjust discrimination forbidden. — That if any com- mon carrier subject to the provisions of this act shall, directly or indirectly, by any special I'ate, rebate, drawback, or other device, charge, demand, collect, or receive from any person oi' persons a greater or less compensation for any service rendered, or to be rendered, in the transportation of passengers or property, subject to the provisions of this act, than it charges, demands, collects, or receives from any other person or persons for doing for him or them a like and contemporaneous service in the transportation of 414 Eailroad Laws of New York. a like kind of traffic under substantially similar circumstances and conditions, such common carrier shall be deemed guilty of unjust discrimination, which is hereby prohibited and declared to be unlawful. § 3. Undue or unreasonable preference or advantage for- bidden. — That it shall be unlawful for any common carrier sub- ject to the provisions of this act to make or give any undue or unreasonable preference or advantage to any particular person, company, firm, corporation, or locality, or any particular descrip- tion of traffic, in any respect whatsoever, or to subject any par- ticular person, company, firm, corporation, or locality, or any particular description of traffic, in any respect whatsoever, or to subject any particular person, company, firm, corporation, or lo- cality, or any particular description of traffic, to any undue or unreasonable prejudice or disadvantage in any respect whatso- ever. Facilities for interchange of traffic— ^vevy common car- rier subject to the provisions of this act shall, according to their respective powers, afford all reasonable, proper, and equal facili- ties for the interchange of traffic between their respective lines, and for the receiving, forwarding, and delivering of passengers and property to and from their several lines and those connecting therewith, and shall not discriminate in their rates and charges between such connecting lines ; but this shall not be construed as requiring any such common carrier to give the use of its tracks or terminal facilities to another carrier engaged in like business. § 4. Long and short haul provision. — That it shall be un- lawful for any common carrier subject to the provisions of this act to charge or receive any greater compensation in the aggre- gate for the transportation of passengers or of like kind of prop- erty, under substantially similar circumstances and conditions, for a shorter than for a longer distance over the same line, in the same direction, the shorter being included within the longer distance; but this shall not be construed as authorizing any common car- rier within the terms of this act to charge and receive as great com- pensation for a shorter as for a longer distance : Provided, however, That upon application to the commission appointed under the pro- visions of this act, such common carrier may, in special cases, after investigation by the Commission, be authorized to charge less for longer than for shorter distances for the transportation of pas- The Inter-State Commerce Act. 415 sengers or property ; and the Commission may from time to time prescribe the extent to which such designated common carrier may be relieved from the operation of this section of this act. § 5. PooUny of freights and division of earnings forbid- den. — That it shall be unlawful for any common carrier subject to the provisions of this act to enter into any contract, agreement, or combination with any other common carrier or carriers for the pooling of freights of different and competing railroads, or to di- vide between them the aggregate or net proceeds of the earnings of such railroads, or any portion thereof ; and in any case of an agreement for the pooling of freights as aforesaid, each day of its continuance shall be deemed a separate offense. § 6. {As amended.) Printing and posting of schedules of rates, fares, and charges. — That every common carrier subject to the provisions of this act shall print and keep open to public inspection schedules showing the rates and fares aind charges for the transportotion of passengers and property which any such common carrier has established and which are in force at the time upon its route. The schedules printed as aforesaid by any such common carrier shall plainly state the places upon its railroad be- tween which property and passengers will be carried, and shall contain the classification of freight in force, and shall also state separately the terminal charges and any rules or regulations which in any wise change, affect, or determine any part or the aggregate of such aforesaid rates and fares and charges. Such schedules shall be plainly printed in large type, and copies for the use of the public shall be posted in two public and conspicuous places, in every depot, station, or office of such carrier where passengers or freight, respectively, are received for transportation, in such form that they shall be accessible to the public and can be conveniently inspected. Printing and posting of schedules of rates on freight car- ried through a foreign country. — Any common carrier sub- ject to the provisions of this act receiving freight in the United States to be carried through a foreign country to any place in the United States shall also in like manner print and keep open for public inspection, at every depot or office where such freight is received for shipment, schedules showing the through rates estab- lished and charged by such common carrier to all points in the United States beyond the foreign country to which it accepts freight for shidment ; and any freight shipped from the United 416 Eaileoad Laws of New York. States through a foreign country into the United States, the through rate on which shall not have been made public as required by this act, shall, before it is admitted into the United States from said foreign country, be subject to customs duties as if said freight were of foreign production ; and any law in conflict with this sec- tion is hereby repealed. Ten days' public notice if advances in rates to he given. — No advance shall be made in the rates, fares, and charges which have been established and published as aforesaid by any common carrier in compliance with the requirements of this section, except after ten days' public notice, which shall plainly state the changes proposed to be made in the schedule then in force, and the time when the increased rates, fares, or charges will go into effect ; and the proposed changes shall be shown by printing new schedules, or shall be plainly indicated upon the schedules in force at the time and kept open to public inspection. Eeductions in such pub- lished rates, fares, or charges shall only be made after three days' previous public notice, to be given in the same manner that notice of an advance in rates must be given. Published rates not to be deviated from. — And when any such common carrier shall have established and published itsratesi fares, and charges in compliance with the provisions of this sec- tion, it shall be unlawful for such common carrier to charge, de- mand, collect, or receive from any person or persons a greater or less compensation for the transportation of passengers or property, or for any services in connection therewith, than is specified in such published schedule of rates, fares, and charges as may atthe time be in force. Copies of schedules of rates, fares, and charges to be filed with Commission. — Every common carrier subject to the pro- visions of this act shall file with the Commission hereinafter pro- vided for copies of its schedules of rates, fares, and charges which have been established and published in compliance with the re- quirements of this section, and shall promptly notify said Commis- sion of all changes made in the same. Every such common carrier shall also file with said Commission copies of all contracts, agree- ments, or arrangements with other common carriers in relation to any traffic affected by the provisions of this act to which it may be a party. Joint tariffs to he filed with commission. — And in cases where passengers and freight pass over continuous lines or routes The Inter- State Commerce Act. 417 operated by more than one common carrier, and the several com- mon carriers operating such lines or routes establish joint tariffs of rates or fares or charges for such continuous lines or routes copies of such joint tariffs shall also, in lilce manner, be filed with said commission. Power of commission to prescribe publicity. — Such joint rates, fares, and charges on such continuous lines so filed as afore- said shall be made public by such common carriers when directed by said Commission, in so far as may, in the judgment of the Commission, be deemed practicable ; and said Commission shall from time to time prescribe the measure of publicity which shall be given to such rates, fares, and charges, or to such part of them as it may deem it practicable for such common carriers to pub- Hsh, and the places in which they shall be published. Ten days' notice to Commission of advance in joint rates, fares and charges. — No advance shall be made in joint rates, fares, and charges, shown upon joint tariffs, except after ten days' notice to the Commission, which shall plainly state the ' changes proposed to be made in the schedule then in force, and the time when the increased rates, fares, or charges will go, into effect. Three days' notice to Commission of reduction in joint rates, fares, and charges. — No reduction shall be made in joint rates, fares, and charges, except after three days' notice, to be given to the Commission as is above provided in the case of an advance of joint rates. Power of Commission to make advances or reductions pub- lic. — The Commission may make public such proposed advances, or such reductions, in such manner as may, in its judgment, be deemed practicable, and may prescribe from time to time the measure of publicity which common carriers shall give to ad- vances or reductions in joint tariffs. Joint rates, fares, and charges not to be deviated from. — It shall be unlawful ;for any common carrier, party to any joint tariff, to charge, demand, collect, or receive from any person or persons a greater or less compensation for the ti-ansportation of persons or property, or for any services in connection therewith, between any points as to which a joint rate, fare, or charge is named thereon than is specified in the schedule filed with the Commission in force at the time. 55 418 Railroad Laws op New York. Commission may prescribe forms of schedules of rates, fares, and charges. — The Commission may determine and pre- scribe the form in which the schedules required by this section to be kept open to public inspection shall be prepared and ar- ranged, and may change the form from time to time as shall be found expedient. Penalties for neglecting or refusing to file or publish rates, fares, and charges. — If any such common carrier shall neglect or refuse to file or publish its schedules or tariffs of rates, fares, and charges as provided in this section, or any part of the same, such common carrier shall, in addition to other penalties herein prescribed, be subject to a writ of mandamus, to be issued by any circuit court of the United States in the judicial district wherein the principal office of said common carrier is situated, or wherein such offense may be committed, and if such common carrier be a foreign corporation in the judicial circuit wherein such common carrier accepts traffic and has an agent to perform such service, to compel compliance with the aforesaid provisions of this section ; and such writ shall issue in the name of the people of the United States, at the relation of the Commissioners appointed under the provisions of this act ; and the failure to comply with its re- quirements shall be punishable as and for a contempt; and the said Commissioners, as complainants, may also apply, in any such circuit court of the United States, for a writ of injunction against such common carrier, to restrain such common carrier from re- ceiving or transporting property among the several States and Territories of the United States, or between the United States and adjacent foreign countries, or between ports of transshipment and of entry and the several States and Territories of the United States, as mentioned in the first section of this act, until such common carrier shall have complied with the aforesaid provisions of this section of this act. § 7. Continuous carriage of freights not to be unneces- sarily interrupted. — That it shall be unlawful for any common carrier subject to the provisions of this act to enter into any com- bination, contract, or agreement, expressed or implied, to prevent, by change of time schedule, carriage in different cars, or by other means or devices, the carriage of freights from being continuous from the place of shipment to the place of destination ; and no break of bulk, stoppage, or interruption made by such common carrier shall prevent the carriage of freights from being and being The Inter-State Commerce Act. 419 treated as one continuous carnage from the place of shipment to the place of destination, unless such break, stoppage, or inter- ruption was made in good faith for some necessary purpose, and without any intent to avoid or unnecessarily interrupt such con- tinuous carriage or to evade any of the provisions of this act. § 8. Liability of common carriers for damages. — That in case any common carrier subject to the provisions of this act shall do, cause to be done, or permit to be done any act, matter, or thing in this act prohibited or declared to be unlawful, or shall omit to do any act, matter, or thing in this act required to be done, such common carrier shall be liable to the person or persons injured thereby for the full amount of damages sustained in conse- quence of any such violation of the provisions of this act, together with a reasonable counsel or attorney's fee, to be fixed by the court in every case of recovery, which attorney's fee shall be taxed and collected as part of the costs in the case. § 9. Persons claiming to be damaged may complain to- Commission or bring suit in United States courts. — That any person or persons claiming to be damaged by any common carrier subject to the provisions of this act may either make com- plaint to the Commission as hereinafter provided for, or may bring suit in his or their own behalf for the recovery of the damages for which such common carrier may be liable under the provisions of this act, in any district or circuit court of the United States of competent jurisdiction ; but such person or persons shall not have the right to pursue both of said remedies, and must in each case elect which one of the two methods of procedure herein provided for he or they will adopt. Officers, &c., of defendant may be compelled to testify. — In any such action brought for the recovery of damages the court before which the same shall be pending may compel any director, officer, receiver, trustee, or agent of the corporation or company defendant in any suit to attend, appear and testify in such case, and may compel the production of the books and papers of such corporation or company party to any such suit ; the claim that any such testimony or evidence may tend to criminate the person giving such evidence shall not excuse such witness from testifying, but such evidence or testimony shall not be used against such per- son on the trial of any criminal proceeding. 420 Railroad Laws of New York. § 10. {As amended.) Penalties for violations of act by car- riers, their officers or agents : Fine and imprisonment. — That any common carrier subject to the provisions of this act, or, whenever such common carrier is a corporation, -any director or officer thereof, or any receiver, trustee, lessee, agent, or person, acting for or employed by such corporation, who, alone or with any other corporation, company, person, or party, shall willfully do or cause to be done, or shall willfully suffer or peilnit to be done, any act, matter, or thing in this act prohibited or declared to be unlawful, or who shall aid or abet therein, or shall willfully omit or fail to do any act, matter, or thing in this act required to be done, or shall cause or willingly suffer or permit any act, mat- ter, or thing so directed or required by this act to be done not to be so done, or shall aid or abet any such omission or failure, or shall be guilty of any infraction of this act, or shall aid or abet therein, shall be deemed guilty of a misdemeanor, and shall, upon conviction thereof in any district court of the United States within the jurisdiction of which such offense was committed, be subject to a fine of not to exceed five thousand dollars for each offense: Provided, That if the offense for which any person shall be con- victed as aforesaid shall be an unlawful discrimination in rates, fares, or charges, for the transportation of passengers or property, such person shall, in addition to the fine hereinbefore provided for, be liable to imprisonment in the penitentiary for a term of not exceeding two years, or both such fine and imprisonment, in the discretion of the court. Penalties for false hilling, etc, by carriers, their officers or carriers : Fine and impris/mment. — Any common carrier subject to the provisions of this act, or, whenever such common carrier is a corporation, any officer or agent thereof, or any per.-^on acting for or employed by such corporation, who, by means of false billing, false classification, false weighing, or false report of weight, or by any other device or means, shall knowingly and willfully assist, or shall willingly suffer or permit, any person or persons to obtain transportation for property at less than the regu- lar rates then established and in force on the line of transportation of such common carrier, shall be deemed guilty of a misdemeanor, and shall, upon conviction thereof in any court of the United States of competent jurisdiction within the district in which such offense was committed, be subject to a fine of not exceeding five thoustMd dollars, or imprisonment in the penitentiary for a term The Inter-State Commerce Act. 421 of not exceeding two years, or both, in the discretion of the court, for each oflense. Penalties for false hilling, etc., by shippers and other per- sons : Fine and imprisonment. — Any person and any oflficer or agent of any corporation or company who sliall deliver property for transportation to any common carrier, subject to the provisions of this act, or for whom as consignor or consignee any such carrier shall transport property, who shall knowingly and willfully, by false billing, false classification, false weighing, false representation of the contents of the package, or false re- port of weight, or by any other device or means, whether with or without the consent or connivance of the carrier, its agent or agents, obtain transportation for such property at less than the regular rates then established and in force on the line of trans- portation, shall be deemed guilty of fraud, which is hereby de- clared to be a misdemeanor, and shall, upon conviction thereof in any court of the United States of competent jurisdiction within the district in wiiich such offense was committed, be sub- ject for each offense to a fine of not exceeding five thousand dollars or imprisonment in the penitentiary for a term of not ex- ceeding two years, or both, in the discretion of the court. Penalties for inducing common carriers to discriminate unjustly : Fine and imprisonment. Joint liability with car- rier for damages. — If any such person, or any officer or agent of any such corporation or company, shall, by payment of money or any other thing of value, solicitation, or otherwise, induce any common carrier subject to the provisions of this act, or any of its officers or agents, to discriminate unjustly in his, its or their favor as against any other consignor or consignee in the trans- portation of property, or shall aid or abet any common carrier in any such unjust discrimination, such person or such officer or agent of such corporation or company shall be deemed guilty of a misdemeanor, and shall, upon conviction thereof in any court of the United States of competent jurisdiction within the district in which such offense was committed, be subject to a fine of not exceeding five thousand dollars, or imprisonment in the peni- tentiary for a term of not exceeding two years, or both, in the discretion of the court, for each offense ; and such person, cor- poration, or company shall also, together with said common car- rier, be liable, jointly or severally, in an action on the case to be brought by any consignor or consignee discriminated against in 422 Eailroad Laws of Nfw York. any court of the United States of competent jurisdiction for all ■damages caused by or resulting therefrom. § 11. Interstate Commerce Commissioners — how appointed- Terms of Commissioners. — That a Commission is iierehy cre- ated and established to be known as the Inter-State Commerce Commission, which shall be composed of five Commissioners, who shall be appointed by the Pi-esident, by and with the advice and consent of the Senate. The Commissioners first appointed under tliis act shall continue in office for the term of two, three, four, five, and six years, respectively, from the first day of January, Anno Domini eighteen hundred and eighty-seven, the term of eacli to be desigtated by the President; but their successors shall be appointed for terms of six years, except that any person chosen to fill a vacancy shall be appointed only for the unexpired time of the Commissioner whom he shall succeed. Any Commis- sioner may be removed by the President for inefficiency, neglect of duty, or malfeasance in office. Not more than thi'ee of the Commissioners shall he appointed from the same political party. No person in the employ of or holding any official relation to any common carrier subject to the provisions of this act, or owning stock or bonds thereof, or who is in any manner pecuniarily in- terested therein, shall enter upon the duties of or hold such office. Said Commissioners shall not engage in any other business, voca- tion, or employment. No vacancy in the Commission shall im- pair the right of the remaining Commissioners to exercise all the powers of the Commission. § 12. Potver of Commission to inquire into business of carriers. — That the Commission hereby created shall have au- thority to inquire into the management of the business of all common carriers subject to the provisions of this act, and shall keep itself informed as to the manner and method in which the same is conducted, and shall have the right to obtain from such common carriers full and complete information necessary to en- able the Commission to perform the duties and carry out the ob- jects for which it was created. Commission required to enforce the provisions of the act. — And the Commission is hereby authorized and required to ex- ecute and enforce the provisions of this act ; and, n'pon the re- quest of the Commission, it shall be the duty of any district at- torney of the United States to whom the Commission may ap- ply to institute in the proper court and to prosecute under the The Inter-State Commerce Act. 423 direction of the Attorney-General o£ the United States all neces- sary proceedings for the enforcement of the provisions of this act and for the punishment of all violations thereof, and the costs and expenses of such prosecution shall be paid out of the appro- priation for the expenses of the courts of the United States ; and for the purposes of this act the Commission shall have power to require, by subpoena, the attendance and testimony of witnesses and the production of all books, papers, tariffs, contracts, agree- ments, and documents relating to any matter under investi- gation. Power of Commission to require attendance of witnesses and production of books and papers. — Such attendance of witnesses, and the production of such documentary evidence, may be required from any place in the United States, at any designated place of hearing. And in case of disobedience to a subpcena the Commission, or any party to a proceeding before the Commission, may invoke the aid of any court of the United States in requiring the attendance and testimony c5f witnesses and the production of books, papers, and documents under the pro- visions of this section. And any of the circuit courts of the United States within the jurisdiction of which such inquiry is carried on may, in case of contumacy or refusal to obey a subpoena issued to any common carrier subject to the provisions of this act, or other person, issue an order requiring such common carrier or other person to appear before said Commission (and produce books and papers if so ordered) and give evidence touching the matter in question ; and any failure to obey such order of the court may be punished by such court as a contempt thereof. The claim that any such tes- timony or evidence may tend to criminate the person giving such evidence shall not excuse such witness f i-om testifying ; but such evidence or testimony shall not be used against such person on the trial ot any criminal proceeding. Depositions, when and how taJcen. — The testimony of any witness may be taken, at the instance of a party, in any proceed- ing or investigation depending before the Commission, by deposi- tion, at any time after a cause or proceeding is at issue on peti- tion and answer. The Commission may also order testimony to be taken by depositionin any proceeding or investigation pend- ing before it, at any stage of such proceeding or investigation. Such depositions may be taken before any judge of any court of 424 Eaileoad Laws of New York. the United States, or any commissioner of acircuit, or anj' clerk of a district or circuit court, or any chancellor, justice, or judge of a supreme or superior court, mayor or chief magistrate of a city, judge of a county court, or court of common pleas of any of the United States, or any notary public, not being of counsel or at- torney to either of the parties, nor interested in the event of the proceeding or investigation. Notice of intention to take deposition. — Reasonable notice must first be given in writing by the party or his attorney pro- posing to take such deposition to the opposite party or his attor- ney of record, as either may be nearest, which notice shall state the name of the witness and the time and place of the taking of his deposition. Any person may be compelled to appear and de- pose, and to produce documentary evidence, in the same manner as witnesses may be compelled to appear atid testify and pro- duce documentary evidence before tiie Commission as hereinbe- fore provided. Witnesses to he sworn ; evidence to he reduced to writing. — Every person deposing as herein provided shall be cautioned and sworn (or affirm, if he so request) to testify the whole truth, and shall be carefully examined. His testimony shall be re- duced to writing by the magistrate taking the deposition, or under his direction, and shall, after it has been reduced to writing, be subscribed by tlie deponent. Witness in foreign country. — If a witness whose testimony may be desired to be taken by deposition be in a foreign country, the deposition may be taken before an officer or person designated by the Commission, or agreed upon by ihe parties by stipulation in writing to be filed with the Commission. All depositions must be promptly filed with the Commission. Witnesses whose depositions are taken pursuant to this act, and the magistrate or other officer taking tlie same, siiall severally be entitled to the same fees as are paid for like services in the courts of the United States. Punishment for refusal to testify or produce books and papers. — And any of the circuit courts of the United States within the jurisdiction of which such inquiry is carried on may, in case of contumacy or refusal to obey a subpoena issued to any com- mon carrier subject to the provisions of this act, or other person, issue an order requiring such common carrier or other person to appear before said Commission (and produce books and papers if The Inter State Commerce Act. 425 so ordered) and give eviilence toucliing the matter in question ; and any failure to obey such order of tlie court may be punished by such court as a contempt thereof. The claim that any such tes- timony or evidence may tend to criminate the person giving such evidence shall not excuse such witness from testifying ; but such evidence or testimony sliall not be used against such person on the trial of any criminal proceeding. § 13. Complaints to Commission. How and by whom made. That any person, firm, corporation, or association, or any mercantile, agricultural, or manufacturing society, or any body poHtic or municipal organization complaining of anything done or omitted -to be done by any common carrier subject to the provis- ions of this act in contravention of the provisions thereof, may ap- ply to said Commission by petition, which shall briefly state the facts ; whereupon a statement of the charges thus made shall be forwarded by the Commission to such common carrier, who shall be called upon to satisfy the complaint or to answer the same in writing within a reasonable time, to be specified by the Commis- sion. Reparation by carriers before investigation. ■ — If such common carrier, within the time specified, shall make reparation for the injury alleged to have been done, said carrier shall be re- lieved of liability to the complainant only for the particular vio lation of law thus complained of. Investigations by the Commission. If such carrier shall not satisfy the complaint within the time specified, or there shall appear to be any reasonable ground for investigating said com- plaint, it shall be the duty of the Commission to investigate the matters complained of in such manner and by such means *as it shall deem proper. Investigations by the Commission. — Said Commission shall in like manner investigate any complaint forwarded by the rail- road commissioner or railroad commission of any State or Terri- tory, at the request of such commissioner or commission, and may. institute any inquiry on its own motion in the same manner and to tne same effect as though complaint had been made. No complaint shall at any time be dismissed because of the ab- sence of direct damage to the complainant. § 14. Findings of Commission prima facie evidence in judicial proceedings. — {As amended.) That whenever an in- 54 426 Eailroad Laws of New York. vestigation shall be made by said Commission, it shall be its duty to make a report in writing in respect thereto, which shall include the findings of fact upon which the conclusions of the Commis- sion are based, together with its recommendation as to what repa- ration, if any, should be made by the common carrier to any party or parties who may be found to have been injured; and such findings so made shall thereafter, in all judicial proceed- ings, be deemed prima facie evidence as to each and every fact found. All reports of investigations made by the Commission shall be •entered of record, and a copy thereof s hall be furnished to the party who may have complained, and to any common carrier that may have been complained of. Beports and decisions. Authorized publication to be competent evidence. — The commission may provide for the pub- lication of its reports and decisions in such form and manner as may be best adapted for public information and use, and such au- thorized publications shall be competent evidence of the reports and decisions of the Commission therein contained, in all courts of the United States, and of the several States, without any further proof or authentication thereof. The Commission may also cause to be printed for early distribution its annual reports. § 15. Notice to common carrier to cease from violation of act. — That if in any case in which an investigation shall be made by said Commission it shall be made to appear to the satisfaction of the Commission, either by the testimony of witnesses or other evidence, that anything has been done or omitted to be done in violation of the provisions of this act, or of any law cognizable by said Commission, by any common carrier, or that any injury or damage has been sustained by the party or parties complaining, or by other parties aggrieved in consequence of any such viola- tion, it shall be the duty of the Commission to forthwith cause a copy of its report in respect thereto to be delivered to such com- mon carrier, togetlier with a notice to said common carrier to cease and desist from such violation, or to make reparation for the injury so found to have been done, or both, within a reasonable time, to be specified by the Commission; and if, within the time specified, it shall be made to appear to the Commission that sucli common carrier has ceased from such violation of law, and has made repa- ration for the injury found to liave been done, in compliance with the report and notice of the Commission, or to the satisfaction of The Inter-State Commgroe Act. 427 the party complaining, a statement to that effect shall be entered of record by the Commission, and the said common carrier shall thereupon be relieved from further liability or penalty for such particular violation of law. § 16. Petition to United States courts in cases of disobe- dience to order of Commission. — {As amended.) That when- ever any common carries, as defined in and subject to the provi- sions of this act, shall violate, or refuse or neglect to obey or perform any lawful order or requirement of the Commission cre- ated by this act, not founded upon a controversy requiring a trial by jury, as provided by the seventh amendment to the Constitu- tion of the United States, it shall be lawful for the Commission or for any company or person interested in such order or require- ment, to apply in a summary way, by petition, to the circuit court of the United States sitting in equity in the judicial dis- trict in which the common carrier complained of has its princi- pal ofifice, or in which the violation or disobedience of such order or requirement shall happen, alleging such violation or disobedience, as the case may be ; and the said court shall have power to hear and determine tiie matter, or such short no- tice to the common carrier complained of as the court shall deem reasonable ; and such notice may be served on such com- mon carriei-, his or its officers, agents, or servants in such manner as the court shall direct. Power of United States courts to hear and determine cases of disohedienoe. — And said court sliall proceed to hear and determine the matter speedily as a court of equity, and without the formal pleadings and proceedings applicable to or- dinary suits in equity, but in such manner as to do justice in the premises ; and to this end such ceurt shall have power, if it think fit, to direct and prosecute in such mode and by such persons as it may appoint, all such inquiries as the court may think needful to enable it to form a just judgment in the mat- ter of such petition ; and on such hearing the findings of fact in the report of said Commission shall be^n?na/acze evidence of the matters therein stated ; and if it be made to appear to such court, on such hearing or on report of any such person or persons, that the lawful order or requirement of said Commission drawn in question hrs been violated or disobeyed. Writs of injunction or other process against carriers in cases of disobedience. — It shall be lawful for such court to 428 Railroad Laws of New York. issue a writ of injunction or other proper process, mandatory or otherwise, to restrain such common carrier from further continu- ing such violation or disobedience of such order or requirement of said Commission, and enjoiningobedience to the same. Punishment for refusal to obey writs of injunction or proper process. Fine. — And in case of any disobedience of any such writ of injunction or other proper process, mandatory or otherwise, it shall be lawful for such court to issue writs of attachment, or any other process of said court incident or applica- ble to writs of injunction or other proper process, mandatory or otherwise, against such common carrier, and if a corporation, against one or more of the directors, officers, or agents of the same, or against any owner, lessee, trustee, receiver, or other person fail- ing to obey such writ of injunction, or other proper process, manda- tory or otherwise; and said court may, if it shall think fit, make an order directing such common carrier or other person so diso- beying such writ of injunction or other proper process, mandatory or otherwise, to pay such sum of money, not exiieeding for each carrier or person in default the sum of five liundred dollars for every day, after a day to be named in the order, that such car- rier or other person shall fail to obay said injunction or other proper process, mandatory or otherwise ; and such moneys shall be payable as the court shall direct, either to the party com- plaining or into court, to abide the ultimate decision of the court, or into the Treasury ; and payment thereof may, without prejudice to any other mode of recovering the same, be enforced by attachment or order in the nature of a writ of execution, in like manner as if the same had been recovered by a final de- cree in personam in such court. Appeals to Supreme Court of United States. — When the subject in dispute shall be of the value of two thousand dollars or more, either party to such proceeding before said court may ap- peal to the Supreme Court of the United States, under the same regulations now provided by law in respect of security for such appeal ; but such appeal shall not operate to stay or supersede the order of the court or the execution of any writ or process thereon ; and such court may, in every such matter, order the payment of such costs and counsel fees as shall be deemed reason- able. Whenever any such petition shall be filed or presented by the Commission it shall be the duty of the district attorney, under the direction of the Attorney-General of the United States, to The Inter-State Commerce Act. 429 prosecute the same ; and the costs and expenses of such prosecu- tion shall be paid out of the appropriation for the expenses of the courts of the United States. Petition to limit States Courts in cases of disobedience when trial by jury is necessary. — If the matters involved in any such order or requirement of _ said Commission are founded upon a controversy requiring a trial by the jury, as provided by the seventh amendment to the Constitution of the United States, and any such common carrier shall violate or refuse or neglect to obey or perform the lame, after notice given by said Commission as provided in the fifteenth section of this act, it shall be lawful for any company or person interested in such order or require- ment to apply in a summary way by petition to the circuit court of the United States sitting as a court of law in the judicial dis- trict in which the carrier complained of has its principal office, or in which the violation or disobedience of such order or require- mentshall happen, alleging such violation or disobedience as the case may be ; and said court shall by its order then fix a time and place for the trial of said cause, which shall not be less than twenty, nor more than forty days from the time said order is made, and it shall be the duty of the marshal of the district in which said proceeding is pending to forthwith serve a copy of said petition, and of said order, upon each of the defendants, and it shall be the duty of the defendants to file their answers to said petition within ten days after the service of the same upon them as aforesaid. Trial by jury. Trial by court. — At the trial the findings of fact of said Commission as set forth in its report shall be prima facie evidence of the matters therein stated, and if either party shall demand a jury or shall omit to waive a jury the court shall, by its order, direct the marshal forthwith to summon a jury to try the cause ; but if all the parties shall waive a jury in writing, then the court shall try the issues in said cause and render its judgment thereon. Appeals to Supreme Court of United States.— li the sub- ject in dispute shall be of the value of two thousand dollars or more either party may appeal to the Supreme Court of the United States under the same regulations now provided by law in respect to security for such appeal must be taken within twenty days from the day of the rendition of the judgment of said circuit court. 430 Eailkoad Laws of New York. Counsel or attorney's fees. — If the judgment of the circuit court shall be in favor of the party complaining, he or they shall be entitled to recover a reasonable counsel or attorney's fee, to bo fixed by the court, which shall be collected as part of the costs in the case. For the pui-poses of this act, excepting its penal pro- visions, the circuit court of the United States shall be deemed to be always in session. § IT. Interstate Commerce Commission. Form of pro- cedure. — {As amended.) That the Commission may conduct its proceedings in such manner as will best conduce to the proper dispatch of business and to the ends of justice. A majority of the Commission siiall constitute a quorum for the transaction of business, but no Commissioner shall participate in any hearing or proceeding in wliich he has any pecuniary interest. Said Com- mission may, from time to time, make or amend such general rules or orders as may be requi-site for the order and regulation of proceedings before it, including forms of notices and the service thereof, which shall conform, as nearly as may be, to those in use in the courts of the United States. Any party may appear before said Commission and be heard, in person or by attorney. Every vote and official act of the Commission shall be entered of record, and its proceedings shall be public upon the request of either party interested. Official seal. — Said Commission shall have an official seal, which shall be judicially noticed. Either of the members of the Commission may administer oaths and affirmations and sign subpoenas. § 18. Salaries of Commissioners. — {As amended.) That each Commissioner shall receive an annual salary of seven thou- sand live hundred dollars, payable in the same manner as the judges of the court of the United States. Secretary — How appointed; salary. — The Commission shall appoint a secretary, who shall receive an. annual salary of three thousand five hundred dollars, payable in like manner. The Commission shall have authority to employ and fix the compen- sation of such other employees as it may find necessary to the proper performance of its duties. Offices and supplies.-~\Jni\\ otherwise provided by law, the Commission may hire suitable offices for its use, and shall have authority to procure all necessary office supplies. The Inteb- State Commerce Act. 431 Witnesses' fees. — Witnesses summoned before the Commis- sion shall be paid the same fees and mileage that are paid wit- nesses in all tlie courts of the United States. Expenses of the Commission — how paid. — All of the ex- penses of the Commission, including all necessary expenses for transportation incurred by tiie Commissioners, or by their em- ployees under their orders, in making any investigation, or upon official business in any other places than in the city of Washing- ton, shall be allowed and paid on the presentation of itemized TOUchers tlierefor approved by the chairman of the Commission. § 19. Sessions of the Commission. That the principal office of the Commission shall be in the city of Washington, where its general sessions shall be held ; bnt whenever the convenience of the public or the parties may be promoted or delay or expense prevented thereby, the Commission may hold special sessions in any part of the United States. It may, by one or more of the Commissioners, prosecute any inquiry necessary to its duties, in any part of the United States, into any matter or question of fact pertaining to the business of any common carrier subject to the provisions of this act. § 20. Carriers subject to the act must render full annual reports to Commission. — That the Commission is hei'eby author- ized to require annual reports from all common carriers subject to the provisions of this act, to fix the time and prescribe the manner in which such reports shall be made, and to require from such carriers specific answers to all questions upon which the Commission may need information. Such annual reports shall show in detail the amount of capital stock issued, the amounts paid therefor, and the manner of payment for the same ; the divi- dends paid, the surplus fund, if any, and the number of stock- holders ; the funded and floating debts and the interest paid thereon; the cost and value of the carrier's property; franchises^ and equipments; the number of employees and the salaries paid each class ; the amounts expended for improvements each year, how expended, and the character of such improvements ; the earnings and receipts from each branch of business and from all sources; the operating and other expenses; the balances of profit and loss ; and a complete exhibit of the financial operations of the carrier eacli year, including an annual balance-sheet. Such reports shall also contain such information in relation to rates or 432 Eailkoad Laws of New York. regulations concerning fares or freights, or agreements, arrange- ments, or contracts with other common carriers as the Commission may require. Commission may prescribe methods of keeping accounts. — And the said Commission may, within its discretion, for the pur- pose of enabHng it the better to carry out the purposes of this act, prescribe (if in the opinion of the Commission it is practi- cable to prescribe such uniformity and methods of keeping accounts) a period of time within which all common carriers sub- ject to the provisions of this act shall have, as near as may be, a uniform system of accounts, and the manner in which such accounts shall be kept § 21. Annual reports of the Commission to Congress. {As amended.) — That the Commission shall, on or before the firet day of December in each year, make a report, which shall be transmitted to Congress, and copies of which shall be distributed as are the other reports transmitted to Congress. This report shall contain such information and data collected by the Commis- sion as may be considered of value in the determination of ques- tions connected with the regulation of commerce, together with such recommendations as to additional legislation relating thereto as the Commission may deem necessary ; and the names and compensation of the persons employed by said Commission. §22. {As amended.) Persons and property that may he car- ried free or at reduced rates. Mileage, excursion, or com- mutation passenger tickets. — That nothing in this act shall prevent the carriage, storage, or handling of property free or at reduced rates for the United States, State, or municipal govern- ments, or for cliaritable purposes, or to or from fairs and exposi- tions for exhibition thereat, or the free carnage of destitute and homeless persons transported by charitable societies, and the neces- sary agents employed in such transportation, or the issuance of mileage, excursion, or commutation passenger tickets ; nothing in this act shall be construed to prohibit any common carrier from giving reduced rates to ministers of religion, or to municipal gov- ernments for the transportation of indigent persons, or to inmates of the National Homes or State Homes for Disabled Volunteer Soldiers, and of Soldiers' and Sailors' Orphan Homes, including those about to enter and those returning home after discharge, Tinder arrangements with the boards of managers of said homea The Interstate Commerce Act. ' 433 Passes and free transportation to officers and employees of railroad companies. Pending litigation not affected hy act. — Nothing in this act-shall be construed to prevent railroads from giving free carriage to their own officers and employees, or to prevent the principal officers of any railroad company or com- panies from exchanging passes or tickets with other railroad com- panies for their officers and employees ; and nothing in this act contained shall in any way abridge or alter the remedies now ex- isting at common law or by statute, but the provisions of this act are in addition to such remedies : Provided, That no pending liti- gation shall in any way be affected by this act. {New section.) Jurisdiction of United States courts to issue writs of peremptory mandamus commanding the movement of interstate traffic or the furnishing of cars or other transportation facilities. — That the circuit and district courts of the United States shall have jurisdiction upon the rela- tion of any person or persons, firm, or corporation, alleging such violation by a common carrier, of any of the provisions of the act to which this is a supplement and all acts amendatory thereof, as prevents the relator from having interstate traffic moved by said common carrier at the same rates as are charged, or upon terms or conditions as favorable as those given by said common carrier for like traffic under similar conditions to any other shipper, to issue a writ or writs of mandamus against said common carrier, commanding such common carrier to move and transport the traffic, or to furnish cars or other facilities for transportation for the party applying for the writ : Provided^ That if any question of fact as to the proper compensation to the common carrier for the service to be enforced by the writ is raised by the pleadings, the writ of peremptory mandamus may issue, notwithstanding such question of fact is undetermined, upon such terms as to se- curity, payment of money into the court, or otherwise, as the court may think proper, pending the determination of the question of fact : Provided, That the remedy hereby given by writ of man- damus shall be cumulative, and shall not beheld to exclude or in- terfere with other remedies provided by this act or the act to which it is a supplement. 28 434 Eailroad Laws of New York. AMENDMENT TO INTERSTATE COMMERCE ACT. Eailroads must equip cars with automatic couplers and CONTINUOUS air-brakes, AND LOCOMOTIVES WITH DRIVING- WHEEL brakes, etc. — Act of 1893. § 1. Unlawful to move rolling stock not equipped with air-brakes, etc. — That from and after the fii-st day of January, eighteen hundred and ninety-eight, it shall be unlawful for any common carrier engaged in interstate commerce by railroad to use on its line any locomotive engine in moving interstate traffic not equipped with a power driving-wheel brake and appliances for operating the train-brake system, or to run any train in such traffic after said date that has not a sufficient number of cars in it so equipped with power or train-brakes that tiie engineer on the lo- comotive drawing such train can control its speed without requir- ing brakemen to use the common hand brake for that purpose. § 2. Carriers not to haul cars unless properly equipped. — That on and after the first day of January, eighteen handred and ninety-eight, it shall be unlawful for any such common carrier to haul or permit to be hauled or used on its line any car used in moving interstate traOic not equipped with couplers coupling auto- matically by impact, and which can be uncoupled without the necessity of men going between the ends of the cars. §3. May refuse cars from other lines if not properly equipped. — That when any person, firm, company, or corporation engaged in interstate commerce by railroad shall have equipped a sufficient number of its cars so as to comply with the provisions of section one of this act, it may lawfully refuse to receive from connecting lines of road or shippers any cars not equipped suffi- ciently, in accordance with the first section of this act, with such power or train brakes as will work and readily interchange with the brakes in use on its own cars, as required by this act. § 4. Grab-irons or hand-holds to be provided. — That from and after the first day of July, eighteen hundred and ninety-five, until otherwise ordered by the Interstate Commerce Commission, it shall be unlawful for any railroad company to use any car in interstate commerce that is not provided with secure grab-irons or hand-holds in the ends and sides of each car for greater security to men in coupling and uncoupling cars. The Interstate Commerce Act. 435 § 5. American Railway Association to designate draw- bars for freight cars. — That within ninety days from the passage of this act the American Railway Association is aathorized hereby to designate to the Interstate Commerce Commission the standard height of drawbars for freight cars, measured perpendicular from the level of the tops of the rails to the centers of the drawbars, for each of the several guages of railroad in use in the United States, and shall fix a maximum variation from such standard height to be allowed between the drawbars of empty and loaded cars. Upon their determination being certified to the Interstate Commerce Commission, said commission shall at once give notice of the standard fixed upon to all common carriers, owners, or lessees en- gaged in interstate commerce in the United States by such means as the commission may deem proper. But should said association fail to determine a standard as above provided, it shall be the duty of the Interstate Commerce Commission to do so, before July first, eighteen hundred and ninety-four, and immediately to give notice thereof as aforesaid. And after July first, eighteen hun- dred and ninety-five, no cars either loaded or unloaded, shall be used in interstate traffic which do not comply with the standard above provided for. § 6. Penalty for violation of the provisions of this act. — That any such common carrier using any locomotive engine, run- ning any train, or hauling or permitting to be hauled or used on its line any car in violation of any of the provisions of this act, shall be liable to a penalty of one hundred dollars for each and every such violation, to be recovered in a suit or suits to be brought by the United States district attorney in the district court of the United States having jurisdiction in the locality where such violation shall have been committed, and it shall be the duty of such district attorney to bring such suits upon duly verified in- formation being lodged with him of such violation having occur- red. And it shall be duty of the Interstate Commerce Commis- sion to lodge with the proper district attorneys information of any such violations as may come to its knowledge : Provided : That nothing in this act contained shall apply to trains composed of four-wheel cars or to locomotives used in hauling such trains. § 7. Power of Interstate Commerce Commission to extend time of carriers to comply with this ac^.— That the Interstate Commerce Commission may from time to time upon full hearing 436 Eailroad Laws of New York. and for good cause extend the period witliin which any common carrier shall comply with the provisions of this act. § 8. Employes not deemed to assume risk of employment. — That any employe of any such common carrier who may be in- jured by any locomotive, car or train in use contrary to the pro- vision of this act shall not be deemed thereby to have assumed, the risk thereby occasioned, although continuing in the employ- ment of such carrier after the unlawful use of such locomotive, car or train had been brought to his knowledge. INDEX TO CHAPTER XHNTERSTATE COM- MERGE ACT. SEC. PAGE Accounts, Commission may prescribe methods of keeping 20 433 Act, carriers and transportation subject to 1 413 Advantage or preference, undue or unreasonable, forbidden 3 414 Advance in rates, ten days' public notice of, to be given 6 416 in joint rates, ten days' notice to Commission 6 417 Agreements and contracts, copies of, to be filed with Commission. . 6 416 Annual reports of the Commission, publication and distribution of. . 14 436 of the Commission to Congress 21 433 to Commission from carriers 20 431 Appeals to the Supreme Court of the United States 16 438 Books and papers, production of 13 433 Carrier, notice to, to cease from violation of act 15 426 Carriers subject to the act 1 413 Carriers subject to the act must render full annual reports to Com- mission 30 431 Charges to be reasonable , 1 413 Commission — (see Interstate Commerce Commission). Commutation, mileage, or excursion passenger tickets 33 433 Complaints to Commission. How and by whom made 13 425 Compliance with notice to cease from violation of act 15 436 Continuous carriage of freights not to be unnecessarily interrupted. . 7 418 Contracts and agreements, copies of, to be filed with the Commission . 6 416 Counsel or attorney's fees 16 430 Damages, liabilities of common carriers for 8 419 joint liability for, when unjust discrimination is induced 10 431 Discrimination, unjust, forbidden 3 413 penalities for inducing by common carriers: Fine and impris- onment. Joint liability with carrier for damages 10 431 Division of earnings and pooling of freights forbidden 5 415 Earnings, division of, and pooling of freight forbidden 5 415 Evidence, authorized publication of reports and decisions competent. 14 486 findings of Commission prima facie 14 435 officers, etc., of defendant maybe compelled to give j. . 9 419 power of the Commission to require attendance of witnesses and production of books and papers 13 433 438 Index. SEC. PAGE Excursion, mileage, or commutation passenger tickets 22 432 Expenses of the Commission 18 431 Facilities for interchange of traffic 8 414 False billing, etc., penalties for, by shippers and other persons; Fine and imprisonment 10 420 penalties for, by carriers, their officers, or agents; Fine and imprisonment 10 420 Fees, counsel or attorneys 16 430 witnesses 18 431 Findingsof Commission ;))i?na/acjeevidencein judicial proceedings. 14 425 Free transportation of persons and property, when allowed 22 432 to officers and employes of railroad companies 32 433 Freight, pooling of, and division of earnings forbidden 5 415 Injunction, writs of, or other process, against carriers in cases of disobedience 16 427 writs of, or other proper process, punishment for refusal to obey; fine., 16 428 Interchange of traffic, facilities for 3 414 Interstate Commerce Commission, annual report of, to Congress. ... 21 432 to, from carriers 20 431 complaints to 13 425 copies of agreements and contracts to be filed with 6 416 expenses of 18 431 findings of, pnma Jacie evidence 14 425 form of procedure 17 430 investigation by 13 425 may prescribe forms of schedules of rates, etc 6 418 may prescribe methods of keeping accounts 20 432 offices and supplies 18 430 officialsealof 17 430 power of, to compel attendance of witnesses and production of books and papers 12 423 Interstate C^ommerce Commission, power of, to inquire into busi- ness of carriers 12 422 power of, to make public advances or reductions in rates. 6 417 power of, to prescribe publicity in joint rates, etc. . . . 6 417 principal office of 19 431 publication and distribution of annual reports of 14 426 required to enforce the provisions of the act 12 422 secretary of 18 430 sessions of 19 431 Interstate Commerce Commissioners, how appointed 11 432 salaries of 18 430 terms of 11 422 Investigations by Commission 13 425 Joint liability with carriers for damages when unjust discrimina- tion is induced 10 421 Joint rates, fares and charges not to be deviated from 6 417 Index. 439 ^ BBC. PAGE Joint rates, fares and charges, ten days' notice of advance in, to be given the Commission 6 417 Joint rates, fares and charges, three days' notice of reduction in, to he given the Commission 6 417 Joint tariffs to be filed with Commission 6 416 Jurisdiction of United States courts to issue writs of peremptory mandamus commanding the movement of interstate traffic or the furnishing of cars or other transportation facilities (n. s.) 433 Liability of common carriers for damages 8 419 joint, with common carriers for damages when unjust dis- crimination is induced 10 421 Litigation, pending, not affected by act 22 433 Long and short haul provision 4 414 Mandamus, writs of peremptory, commanding movement of in- terstate traffic or furnishing of cars, etc (n. s.) 433 Mileage, excursion or commutation passenger tickets 22 432 Notice, ten days' public, of advance in rates to be given 6 416 Notice, ten days', to Commission of advance in joint rates, fares and charges 6 417 Notice, three days' public, of reduction in rates to be given 6 416 Notice, three days', to Commission, of reduction in joint rates, fares and charges 6 417 Notice to common carrier to cease from violation of act 15 426 Officers, etc., of defendant may be compelled to testify 9 419 Offices and supplies 18 430 Official seal 17 430 Passes and free transportation to officers and employes of railroad companies 22 433 Penalties for false billing, etc., by shippers and other persons: Fine and imprisonment 10 421 for false billing, etc., by carriers, their officers or agents: Fine and imprisonment 10 420 for inducing common carriers to discriminate unjustly: Fine and imprisonment. Joint liability with carrier for damages 10 421 for neglecting or refusing to file or publish rates, fares and charges 6 418 for violations of act by carriers, their officers or agents: Fine and imprisonment 10 420 Pending litigation not affected by act 22 433 Persons and property that may be carried free or at reduced.rates. . 23 432 Persons claiming to be damaged may complain to Commission or bring suit in United States courts 9 419 Petition to United States courts in cases of disobedience to order of Commission 16 427 to United States courts in cases of disobedience when trial by jury is necessary 16 429 Pooling of freights and division of earnings forbidden 5 415 440 Index. SEC. PAGE Preference or advantage, undue or unreasonable, forbidden 3 414 Principal office of the Commission 19 431 Printing and posting of schedule of rates on freight carried through a foreign country 6 415 Printing and posting of schedules of rates, fares, and charges 6 415 Property that may be carried free or at reduced rates 22 432 Provision, long and short haul 4 414 Publication and distribution of annual reports of Commission 14 426 Publicity, power of the Commission to prescribe. 6 417 Published rates not to be deviated from 6 416 Punishment for refusal to obey v^^rits of injunction or other proper process : Fine 16 428 for refusal to testify or produce books and papers 12 434 "Railroad," what the term includes 1 413 Rates, fares, and charges. Commission may prescribe forms of sched- ules of 6 418 copies of schedules of, to be filed with Commission .... 6 416 penalties for neglecting or refusing to file or publish 6 418 printing and posting of schedules of 6 415 Rates, joint, not to be deviated from 6 417 Rates, printing and posting of schedules of, on freight carried through a foreign country 6 415 published, not to be deviated from 6 416 when persons and property may be carried at reduced 22 432 Reasonable charges 1 413 Reduced rates, when persons and property may be carried at 22 432 Reduction in rates, three day.-)' public notice of, to be given 6 416 in joint rates, three days' notice to commission 6 417 Reparation by carrier after notice to cease from violation of act 15 426 by carrier before investigation 13 426 Reports and decisions of Commission. Authorized publication to be competent evidence 14 426 Salaries of Commissioners 18 430 Schedules, copies of, of rates, fares and charges to be filed with Commission 6 416 Schedules of rates, fares, and charges, Commission may prescribe forms of 6 418 printing and posting of 6 415 Schedules of rates, printing and posting of, on freight carried through a foreign country 6 415 Secretary — how appointed ; salary 18 430 Sessions of the Commission 19 431 Short and long haul provision 4 414 Supreme Court of the United States, appeals to 16 429 Tariffs to be filed with Commission 6 416 Ten days' notice to Commission of advance in joint rates, fares and charges 6 417 public notice of advance in rates to be given 6 416 Index. 441 8EC. PAGE Terms of Commissioners 11 422 Three days' notice to Commission of reduction in joint rates, fares, and charges 6 417 public notice of reduction in rates to be given 6 416 Transportation subject to tlie act. 1 412 " Transportation, " what the term includes 1 413 Trial by court 16 429 by jury 16 429 Tlndue or unreasonable preference or advantage forbidden 8 414 United States Courts, jurisdiction of, to issue writs of peremptory mandamus, commanding the movement of interstate traffic, or the furnishing of cars or other transportation facilities (n. s.) 433 persons claiming to be damaged may bring suits in 9 419 United States courts, petition to, in cases of disobedience to order of Commission 16 427 petition to, in cases of disobedience, when trial by jury is neces- sary 16 429 power of, to hear and determine cases of disobedience 16 427 Unjust discrimination forbidden 2 413 Witnesses, attendance of, and production of books and papers by . . 12 423 fees of f 18 431 Writs of injunction or other process against carriers in cases of disobedience 16 427 peremptory mandamus commanding movement of traffic, fur- nishing of cars, etc (n. s.) 433 CHAPTER XI. The Amendments of 1893 to the Corporation and Eailroad Laws. Corporation Laws. Section 1. Proceedings to change tlie name of a corporation. 3. Corporate powers. 3. Meeting to increase or reduce capital slocli. The Railroad Law. 4. Corporate powers. 5. Tlie same. 6. The same. 7. Street surface railroads. 8. The same. 9. The same. 10. Bridge companies may lay tracks. 11. Certificates of incorporation. 12. Grade crossings. 13. Safety appliances. 14. Automatic couplers. 15. Belief of street surface railroad companies. 16. Weelily payment of wages. 17. Hours of service on railroads. 18. Protection of game. 19. Protection of Adirondack park. 20. Sale of liquors by common carriers. 21. Employment of intemperate persons 32. Stockholders' meetings ; rights of municipal corporations. 38. Penal Code. 34. Public health, § 1. Proceedings to Change the Name of a Corporation. Laws of 1893, Chap. 366. § 2411. Petition by corporation. — A petition to assume another corporate name may be made by a domestic corporation, whether incorporated by a general or special law, to the supreme court at a special tei-m thereof, held in the judicial district in -which ils principal business office shall be situated, or, if it be other than a stock corporation, at a special term held in the judicial district in which its certificate of incorporation is filed or recorded, or in which its principal property is situated, or in which its principal 44i Eailroad Laws of New Yobk. operations are or theretofore have been conducted. If it be a banking, insurance or railroad corporation, the petition must be authorized by a resolution of the directors of the corporation, and approved, if a banking corporation, by the superintendent of banks; if an insurance corporation, by the superintendent of insurance, and if a railroad corporation, by the board of railroad commissioners. The petition to change the name of any other corporation must have annexed thereto a certificate of the secre- tary of state, that the name which such corporation proposes to assume is not the name of any other domestic corporation or a name which he deems so nearly resembling it, as to be calculated to deceive. {Thus amended hy chap. 366, Laws 1893.) § 2412. Contents of petition. — The petition must be in writ- ing, signed by the petitioner and verified in like manner as a pleading in a court of record, and must specify the grounds of the application, the name, age and residence of the individual whose name is proposed to be changed, and the name which he proposes to assume, and if the petitioner be a coi'poration, its present name, and the name it proposes to assume, which must not be the name of any other corporation, or a name so nearly resembling it as to be calculated to deceive ; and if it be a rail- road corporation, a corporation having banking powers or the power to make loans upon pledges or deposits, or to make insur- ances, that the petition has been duly authorized by a resolution of the directors of the corporation and approved by the proper officer. {Thus amended hy chap. 366, Laws 1893.) §2413. Notice of presentation of petition. — If the petition be to change the name of an infant, and is made by the infant's next friend, notice of the time and place at which the petition will be presented, must be served upon the father, or if he is dead or can not be found, upon the general guardian of the person of the infant, in like manner as a notice of a motion upon an attorney in an action, un- less it appears to the satisfaction of the court that the infant has no father or mother, or that both reside without the state or can not be found, and that he has no guardian residing within this state, in which case the court may dispense with notice or require notice to be given to such persons and in such manner as the court thinks proper. If the petition be made by a corporation located elsewhere than in the city and county of New York, notice of the presentation thereof shall be published for six weeks in the paper Amendments of 1893. 445 at Albany in which notices by state ofiScers are authorized by law to be published, and in a newspaper of every county in which such corporation shall have a business office, or if it has no busi- ness ofBce, of the county in which its principal corporate property is situated or in which its operations are or theretofore have been principally conducted, which newspaper, if it be a banking cor- poration, shall be designa ted by the superintendent of banks, if an insurance corporation, by the superintendent of insurance, or if a railroad corporation, by the railroad commissioners. In the city and county of New York such notice shall be published for six weeks in two daily newspapers published in such county. {Thus amended by chap. 366, Laws 1893.) § 2414. Order. — If the court to which the petition is -presented is satisfied thereby, or by the affidavit and certificate presented therewith, that the petition is true, and that there is no reasonable objection to the change of name proposed, and if the petition be to change the name of an infant, that the interests of the infant will be substantially promoted by the change, and, if the petitioner be a corporation, that the petition has been duly authorized and that notice of the presentation of the petition, if required by law, has been made, the court shall make an order authorizing the pe- titioner to assume the name proposed on a day specified therein, not less than thirty days after the entry of the order. The oi'der shall be directed to be entered and the papers on which it was granted to be filed within ten days thereafter in the clerk's office of the county in which the petitioner resides if he be an individual, or in the office of the clerk of the court of common pleas of the city and county of New York if the order be made by that court, or in the office of the clerk of the city court of New York if the order be made by that court, or, if the petitioner be a corporation, in the office of the clerk of the county in which its certificate of incorporation, if any, shall be filed, or if there be none filed, in which its principal office shall be located, or if it has no business office, in the county in which its principal property is situated, or in in which its operations are or theretofore have been principally conducted, or in the office of the clerk of the county in which the special term granting the order is held ; and if the petitioner be a corporation, that a certified copy of such order shall, within ten days after the entry thereof, be filed in the office of the secretary of state ; and also, if it be a banking corporation, in the office of 446 Eailroad Laws of New York. the superintendent of banks, or if it be an insurance corporation, in the office of the superintendent of insuranee, or if it be a rail- road corporation, in the office of the board of railroad commis- sioners. Such order shall also direct the publication, within ten days after the entry thereof of a copy thereof in a designated newspaper, in the county in which the order is directed to be en- tered, at least once if the petitioner be an individual, or if the pe- titioner be a corporation, once in each week for four successive weeks. The county clerk, in whose office an order changing the name of a corporation is entered, shall record the same at length in the book kept in his office for recording certificates of incor- poration. {Thus amended by chap. 866, Laws 1893.) § 2415. When change to take effect. — If the order shall be fully complied with, and within twenty days after the making of the order, an affidavit of the publication thereof shall be filed and recorded in the office in which the order is entered, and in each office in which certified copies thereof are requii'ed to be filed, if any, the petitioner shall, on and after tlie day specified for that purpose in the order, be known by the name which he is thereby authorized to assume, and by no other name. §2416. Substitution of new name in pending action or proceeding. — An action or special proceeding, civil or criminal, commenced by or against a person whose name is so changed shall not abate, nor shall any relief, recovery or other proceeding therein be prevented, impeded or impaired in consequence of such change of name. The plaintiff in the action or the party insti- tuting the special proceeding, or the people, as the case requires, may, at any time, obtain an order amending any of the papers or proceedings therein, by the substitution" of the new name, without costs and without prejudice to the action or proceeding. {Thus amended by chap. 366, Laws 1893.) § 2417. Reports by clerks to state officers. — The clerk of each county and of each court, shall annually, in the month of December, report to the secretary of state all changes of names of individuals or of corporations, which have been made in pursu- ance of orders filed in their respective offices during the past year and since the last previous report, and also report in like manner to the superintendent of banks all changes of the names of bank- ing corporations, and to the superintendent of insurance all changes of names of corporations authorized to make insurances. The secretary of state must cause to be published, in the next Amendments of 1893. 447 volume of the session laws a tabular statement showing the origi- nal name of each person and corporation and the name which he or it has been authorized to assume. {Thus amended by chap. 366, Laws 1893.) § 2. Corporate Powers. Laws op 1893, Chap. 638. § 33. Sale of franchise and property. — A stock corporation, except a railroad corporation and except as otherwise provided by law, with the consent of two-thirds of its stock, may sell and con- vey its property, rights, privileges and franchises, or any interest therein or any part thereof to a domestic corporation, engaged in a business of the same general character, or which might be in- cluded in the certificate of incorporation of a corporation organ- izing under any general law of this state for a business of the same general character ; and such sale and conveyance shall vest the rights, property and franchises thereby transferred in the cor- poration to which they are conveyed for the term of its corporate existence, subject to the provisions and restrictions applicable to the corporation conveying them. Before such sale or convey- ance shall be made such consent shall be obtained at a meeting of the stockholders called upon like notice as that required for an annual meeting. If any stockholder not voting in favor of such proposed sale or conveyance shall at such meeting, or within twenty days thereafter object to such sale, and demand payment for his stock, he may, within sixty days after such meet- ing, apply to the supreme court at any special term thereof held in the district in which the principal place of business of such corporation is situated, upon eight days notice to the corporation, for the appointment of three persons to appraise the value of such stock, and the court shall appoint three such appraisers, and designate the time and place of their proceedings as shall be deemed proper, and also direct the manner in which payment for such stock shall be made to such stockholder. The court may fill any vacancy in the board of appraisers occurring by refusal or neglect to serve or otherwise. The appraisers shall meet at the time and place designated, and they or any two of them, after being duly ssvorn honestly and faithfully to discharge their duties, shall estimate and certify the value of such stock at the time of such dissent, and deliver one copy to such corporation, and another to such stockholder if demanded ; the charges and expenses of the appraisers shall be paid by the corporation. When the corpor- 448 Railroad Laws op New York. ation shall have paid the amount of such appraisal, as directed by the court, such stockholders shall cease to have any interest in such stock and in the corporate property of such corporation and such stock may be held or disposed of by such corporation. {This section added hy chap. 638, Laws 1893.) § 3. Meeting to Increase or Eeduce Capital Stock. Laws of 1893, Chapters 196 and 700. § 45. Notice of meeting to increase or reduce capital stock — Every such increase or reduction must be authorized by a vote of the stockholders owning at least a majority of the stock of the corporation, taken at a meeting of the stockholders specially called for that purpose. Notice of the meeting, stating the time, place and object, and the amount of the increase or reduction proposed, signed by a majority of the directors, shall be published once a ■week, for at least tvpo successive weeks, in a newspaper in the county where its principal business office is located, if any is pub- lished therein, and a copy of such notice shall be personally served upon or duly mailed to each stockholder or member at his last-known post-office address at least three weeks before the meeting. § 46. Conduct of such meeting ; certificate of increase or reduction. — If, at the time and place specified in the notice, the stockholders shall appear in person or by proxy, in numbers rep- resenting at least a majority of all the shares of stock, they shall organize by choosing from their number a chairman and secretary, and take a vote of those present in person or by proxy, and if a sufficient number of votes shall be given in favor of such increase or reduction, a certificate of the proceedings, showing a compli- ance with the provisions of this cliapter, the amount of capital actually paid in, the whole amonnt of debts and liabilities of the corporation, and the amount of the increased or reduced capital stock, shall be made, signed, verified and acknowledged by the chairman and secretary of the meeting, and filed in the office of the clerk of the county where its principal place of business shall be located, and a duplicate thereof in the office of the secretary of state. In case of a reduction of the capital stock, except of a rail- road corporation, or a monied corporation, such certificate shall have indorsed thereon the approval of the comptroller, to the effect that the reduced capital is sufficient for the proper purposes of the corporation, and in excess of its debts and liabilities, and in case Amendments of 1893. 449 of the increase, or reduction of the capital stock of a railroad cor- poration, or a monied corporation, the certificate shall have in- dorsed thereon the approval of the board of railroad commission- ers, if a railroad corporation ; of the superintendent of banks, if a corporation formed under or subject to the banking law ; and of the superintendent of insurance, if an insurance corporation. When the certificate herein provided for has been filed, the capital stock of such corporation shall be increased or reduced, as the case may be, to the amount specified in such certificate. The proceedings of the meeting at which such increase or reduc- tion is voted, shall be entered upon the minutes of the corpora- tiori. If the capital stock is reduced, the amount of capital over and above the amount of the reduced capital shall be returned to the stockholders ^»-o rata at such times and in such manner as the directors shall determine. {Thus amended by chap. 700, Laws of 1893.) § 56. Increase or reduction of number of shares. — A stock corporation may provide that the number of shares into which its capital stock is divided shall be increased or reduced by a two- thirds vote of all stock duly represented at a meeting held and conducted in like manner, and upon filing a like certificate, as re- quired for the increase or reduction of its capital stock. If such increase or reduction of the number of shares be so authorized, the corporation shall issue to each stockholder certificates for as many shares of the new stock as equal in par value the shares of the old stock held by him, upon surrender and cancellation of such old stock. This section does not authorize the increase or reduction of the capital stock of such corporation. {This section added hy chap. 196, Laws 1893.) § 4. Thk Railroad Law. Coeporate Powers, Laws of 1893, Chap 433. § 5. When corporate powers to cease. — If any domestic railroad corporation shall not, within five years after its certificate of incorporation^is filed, begin the construction of its road and expend thereon ten per centum of the amount of its capital, or shall not finish its road and put it in operation in ten years from the time of filing such certificate, its corporate existence and pow- ers shall cease. But if any such steam railroad corporation whose certificate of incorporation was filed since the vear eighteen hun- 29 450 Eaileoad Laws op New York. dred and eighty, and whose road as designated in such certificate is wholly within one county and not more tlian ten miles in length, has acquired the real property necessary for its road-bed by pur- chase, its corporate existence and powers shall not be deemed to have ceased because of its failure to comply with the provisions of this article ; and the time for beginning the construction of its road, and expending thereon ten per centum of its capital, is extended until thirteen years from the date of the filing of such certificate and the time for finishing its road and putting it in operation, is extended until eighteen years from the date of such filing. {Thus amended by chap. 433, Laws 1893.) § 5. The Same. Laws of 1893, Chap. 316. § 16. Tunnel railroads. — -When, according to the route and plan for the building of its road, adopted by any railroad corpo- ration, including corporations organized under chapter one hun- dred and forty of the laws of eighteen hundred and fifty, and the acts amendatory thereof and supplementary thereto, it shall be necessary or proper to build it or any part of it underground, or to tunnel or bridge any river or waters, such corporation may enter upon, acquire title to and use such lands under water and uplands, except on or along any canals of the state, as shall be necessary for the purpose herein mentioned, and may construct, erect and secure the necessary foundations and other structures which may be required for operating and maintaining such road or connecting the same with another, and to acquire, in the man- ner provided by law, such land or rights of easements in lands along its route, upon, over and beneath the surface thereof as may be necessary for the construction of its road and making such con- nections. "Where such road runs underneath the ground, at such depth as to enable the corporation to tunnel the same, such tunnel shall be so built and at all times kept in such condition as to make the surface of the ground above the same and in the neighborhood thereof firm and safe for buildings and other erections thereon and if surface excavations are made the surface shall be restored to its former condition as ■ soon as can be done, except so far as may be actually required for ventilation of the tunnel beneath the same or access thereto. Such road or any part of it may be built within the limits of any city or incorporated village of this state and run by means of a tunnel underneath any of the streets, roads or public places thereof, provided such corporation shall, Amendments op 1893. 451 before constructing the same underneath any such street, road or public place, have obtained the consent of the owners of one half in value of the property bounded on the line of such street, road or public place, and the consent of the board of trustees of the village, by a resolution adopted at a regular meeting and enu-red on the records of the board, or of the proper authorities of the city having control of such streets, roads or public places. If the consent of such property-owners'can not be obtained, the gen- eral term of the supreme court in the district in which said city or village or any part thereof is situated, may upon applica- tion appoint three commissioners, who shall determine, after a hearing of all parties interested, whether such railroad ought to build underneath such streets, roads or public places, or any of them, and in what manner the same may be so built with the least damage to the surface, and to the use of the surface by the public, and the determination of the commissioners confirmed by the court may be taken in lieu of the consent of the property owners. All railroad corporations constructing their road under this section shall be subject to all the provisions of this chapter applicable thereto. Any other railroad corporation may connect its road therewith, at such poiuts or places as it, may elect, and where such connections shall be made by connecting roads, the road corporations owning such roads shall build, at their joint ex- pense, and for their joint use, such passenger and freight depots, and other accommodations for handling passengers and freight, as may be required for the convenience of the public. All railroad corporations constructing any tunnel under this section, shall be liable to any person or corporation for all damages which may be sustained by reason of the construction of such tunnel. When- ever it shall be necessary in constructing any railroad authorized by this section through any city or incorporated village, to alter the position or course of any sewer, or water or gas pipes, it shall be done at the expense of the railroad corporation under the di- rection of the department or corporation ha\^ng charge thereof, so as not to interfere with such work. In all cases the uses of streets, docks and lands beneath which such railroad is con- structed, and on the route thereof and the right of way beneath the same, for the purpose of such railroad, shall be considered, and is hereby declared, a public use, consistent with and one of the uses for which streets and docks are publicly held. No pub- lic park or square in any city or village of this state shall be used 452 Railroad Laws of New York. or occupied by any corporation for any of the purposes of this section, and every road constructed hereunder in or through any such street or public place shall be wholly underground and con- structed in a tunnel and not otherwise, but nothing in this section shall operate to revive any charter or franchise heretofore granted by or in the city of Brooklyn. This act does not authorize the construction of any bridge over or across the East or North rivers. {Thiis amendedhy chap. 2>1Q, iaws 1893.) § 6. The Same. Laws of 1893, Chapter 433. §78. Lease of road. — Any railroad corporation, or any cor- poration owning or operating any railroad or railroad route with- in this state, may contract with any other such corporation for the use of their respective roads or routes, or any part thereof, and thereafter use the same in such manner and for such time as may be prescribed in such contract. Such contract may provide for the exchange or guaranty of the stock and bonds of either of such corporations by the other and shall be executed by the contracting corporations under the corporate seal of each corporation, and if such contract shall be a lease of any such road and for a longer period than one year, such contract shall not be binding or valid unless approved by the votes of stockholders owning at least two- thirds of the stock of each corporation which is represented and voted upon in person or by proxy at a meeting called separately for that purpose upon a notice stating the time, place and object of the meeting, served at least thirty days previously upon each stockholder personally, or mailed to him at his post-office address, and also published at least once a week, for four weeks succes- sively, in some newspaper printed in the city, town or county where such corporation has its principal office, and there shall be indorsed upon the contract the certificate of the secretaries of the respective corporations under the seals thereof, to the effect that the same has been approved by such votes of the stock- holdera, and the contract shall be executed in duplicate and filed in the offices where the certificates of incorporation of the con- tracting corporations are filed. The road of a corporation can not be used under any such contract in a manner inconsistent with the provisions of law applicable to its use by the corporation own- ing the same at the time of the execution of the contract. Such contract shall be executed by the corporations, parties thereto, and proved and acknowledged in such manner as to entitle the same Amendments op 1893. 453 to be recorded in the office of the clerk or register of each county through or into which the road so to be used shall run. Nothing in this section shall apply to any lease in existence prior to May first, eighteen hundred and ninety-one. {ThiLS amended by chap. 433, Laws 1893. § 7. Street Sukface Railroads. Laws of 1893, Chap. 434. § 90. Street surface railroad ; general provisions. — The provisions of this article shall apply to every corporation which under the provisions thereof, or of any other law, has constructed or shall construct or operate, or has been or shall be organized to construct or operate, a street surface railroad, or any extension or extensions, branch or branches thereof, for public use in the con- veyance of persons and property for compensation, upon and along any street, avenue road or highway, in any city, town or village, or in any two or more civil divisions of the state, must comply with the provisions of this article. Any street surface railroad corporation, at any time proposing to extend its road or to construct branches thereof may from time to time make and file in each of the offices in which its certificates of incorporation are filed, a statement of the names and description of the streets, roads, highways and private property, in or upon which it is proposed to construct, maintain or operate such extensions or branches. Upon filing any such statement and upon complying with the conditions set forth in section ninety-one of the railroad law every such corporation shall have the power and privilege to extend, construct, operate and maintain such road extensions or branches on the streets, roads and highways named in such state- ment, and also upon any private property which it may acquire for such purpose. {Thus amended by chap. 434, Laws 1893.) § 91. Consent of property owners and local authorities — A street surface railroad, or extensions or branches thereof, shall not be built, extended or operated unless the consent in writing, acknowledged or proved as are deeds entitled to be recorded, of the owners of one-half in value of the property bounded on, and also the consent of the local authorities having control of that portion of a street or highway upon which it is proposed to build or operate such railroad shall have been first obtained. In cities the common council, acting subject to the power now possessed by the mayor to veto ordinances ; in villages the board of trus- tees, and in towns the commissioner or commissioners of highways 454 Eailroad Laws of New York. shall be the local authorities referred to ; if in any city, the ex- clusive control of any street, avenue or other property, which is to be used or occupied by any such railroad, is vested in any other authority, the consent of such authority shall also be first obtained. The value of the property above specified shall be ascertained and determined by the assessment- roll of the city, village or town in which it is situated, completed last before the local authorities shall have given their consent, except property owned by such city, village or town, or by the state of New York, or the United States of America, the value of which shall be ascertained and determined by making the value thereof to be the same as is shown by such assessment-roll to be the value of the equivalent in size and frontage of the adjacent propei-ty on the same street or highway ; and the consent of the local authorities shall operate as the consent of such city, village or town as the owners of such property. But where such railroad runs through a street or avenue bounded on one side by a public square or park, the consent of one-half of the property owners on the other side of such street or avenue and opposite to such square or park shall also be first obtained. {Thus amended by chap. 434, Laius 1893 ; see, also, chap. 679, Laws 1893.) § 92. Consent of local authorities ; how procured. — The application for the consent of the local authorities shall be in writing and before acting thereon such authorities shall give pub- lic notice thereof and of the time and place when it will first be considered, which notice shall be published daily in any city for at least fourteen days in two of its daily newspapers, if there be two, if not, in one, to be designated by the mayor, and in any village or town for at least fourteen days in a newspaper published thei'ein, if any there shall be, and if none, then daily in two daily newspapers if there be two, if not, one published in the city near- est such village or town. Such consent must be upon the ex- pressed condition that the provisions of this article pertinent thereto shall be complied with, and shall be filed in the office of the clerk of the county in which such railroad is located. When- ever the consent of the common council of a city is applied for, the first consideration, of which notice is hereby required, may be by committee of such common council. Any such notice, publi- cation or consideration heretofore or hereafter given, made or bad in substantial conformity with the requirements of this section, is Amendments op 1893. 455 and shall be sufficient notice, publication and consideration for all the purposes hereof notwithstanding any conflicting provision of any local or special act or charter. ( Thus amended by chap. 434, Laws 1893 ; see, also, chap. 679, Laws 1893, post.) % 93. Condition upon which consent shall he given ; sale of franchise at public auction. — The consent of the local authori- ties in cities contaitiing twelve hundred and fifty thousand inhabi- tants or more, according to the last federal census or state enumer- ation, must contain the condition that the riglit, franchise and privilege of using any street, road, highway, avenue, park or pub- lic place shall be sold at public auction to the bidder who will agree to give the city the largest percentage per annum of the gross receipts of such corporation, with a bond or undertaking in such form and around* and with such conditions and sureties as may be required and approved by the comptroller or other chief fiscal office* of the city, for the fulfillment of such agreement and for the commencement and completion of its I'ailroad within the times hereinafter designated according to the plan or plans and on the route or routes fixed for its construction. Whenever such consent shall provide for the sale at public auction of the right to construct and operate a branch or exten- sion of an existing railroad, such consent shall provide that but one fare shall be exacted for passage over such branch or exten- sion and over the line of road which shall have applied therefor; and further, that if such right shall be purchased by any corpora- tion other than the applicant, that the gross receipts from joint business shall be divided in the proportion that the length of such extension or branch so sold shall bear to the entire length of the road which shall have applied thei-efor and of such branch or ex- tension, and that if such right shall be purchased by the applicant, the percentage to be paid shall be calculated on sucli portion of its gross receipts as shall bear the same proportion to the whole value thereof as the length of such extension or branch shall bear to the entire lengtii of its road. The bidder to whom such right, franchise and privilege may be sold must be a duly incorporated railroad corporation of this state, organized to construct, maintain and operate a street railroad in the city for which such consent may be given ; but no such corpoi'ation shall be entitled to bid at such sale unless at least five days prior to the day fixed for such *So in the original. 456 Railroad Laws of New York. sale, or five days prior to the day to whicli such sale shall have been duly adjourned, the corporation shall have filed with the comptroller or other chief fiscal officer of the city, a bond in writ- ing and under seal, with sufficient sureties, to be approved by such comptroller or officer, conditioned that if such right, franchise and privilege shall be sold to such corporation, to pay to the city where such railroad is situated the sum of fifty thousand dollars as liquidated damages and not by way of penalty in the event of the failure of such bidder to fulfill the terms of sale, comply with the provisions of this article pertinent thereto, and complete and operate its railroad according to the plan or plans and upon the route or routes fixed for its construction within the time herein- after designated for the construction and completion of its rail- road, and also conditioned to pay to the corporation first applying for the consent, if it shall not be the successful bidder, the neces- sary expenses incurred by sucli corporation prior to the sale pur- suant to the requirements and direction of the local authoi'ities, within twenty days after such sale and upon the certificate of the comptroller or other officer conducting the same as to the sum or amount to be paid. Notice of the time and place and terms of sale, and of the route or routes to be sold, and of the conditions upon which the consent of the lojal authorities to the construc- tion, opsr.ition and extension of such street railroad will be given, must be published by such authorities for at least three successive weeks, and in any city hav- ing two or more daily newspapers, at least three times a week in two of such papers to be designated by the mayor, and in any city where two daily papers are not published, at least once a week in a newspaper published therein to be designated by the mayor. The comptroller or other chief fiscal officer of tlie city shall attend and conduct such sale and may twice adjourn the same, but not more than four weeks in all, and shall cancel any bid if the bidder shall not have furnished adequate security en- titling such bidder to bid, or shall otherwise fail to comply with the terms and conditions of sale, and shall resell the consent and license in the same manner as hereinbefore provided for the first sale. The bidder who may build and operate such railroad shall at all times keep accurate account books of accpunt of the busi- ness and earnings of such railroad, which books shall at all times be subject to the inspection of the local authorities. In the event of the failure or refusal of the corporation operating or using such Amendments of 1893. 457 railroad to pay the rental or percentage of gross earnings agreed upon, and after notice of not less than sixty days to pay the same, the local authorities interested therein may apply to any court having jurisdiction upon at least twenty days' notice to such corporation, and after it shall have had an opportunity to be heard in its defense, for judgment declaring the consent and right to operate and use such railroad forfeited and authorizing the sale again of the same in the manner hereinbefore prescribed, provided; however, that no such resale of any such consent and right hereto- fore granted shall be authorized except upon the condition that the same shall be subject to all liens and incumbrances existing on said railroads at the time such forfeiture may have been declared. All consents hereafter given by the local authorities, unless it be other- wise provided in such consent or in some renewal thereof may be forfeited at the expiration of two years thereafter, and every such consent heretofore given to a corporation incorporated under chap- ter one hundred and forty of the laws of eighteen hundred and fifty, or chapter two hundred and fifty-two of the laws of eighteen hundred and eighty-four, for the purpose of constructing and oper- ating a street surface railroad only, wholly south of the Harlem river, shall be deemed to be in full force and effect and shall con- tinue until June thirtieth, eighteen hundred and ninety-five, when it shall cease, unless prior thereto the required consent of property owners, or the order of the general term in lieu thereof, shall have been the first obtained ; and the provisions of this section shall apply to all applications for such consents made under any stat- ute, either before or after the passage of this chapter, and not finally acted upon at the time of its passage. The board of sink- ing fund commissioners of any city shall have power to compro- mise or release any existing liability or obligation to the mayor, aldermen and commonalty of such city under the provisions of chapter six hundred and forty-two of the laws of eighteen hun- dred and eighty-six, or of this chapter whenever, in the opinion 6i such board, such release or compromise shall be just or equit- able, or for the public interest, the reason for any such release or compromise to be stated in the recorded proceedings of such board. Whenever it shall be desired to unite two street surface railroad routes at some point not over one-half mile from such respective lines or routes, and establish by the construction of such connec- tion a niew route for public travel, and the corporation or corpo- •"atibtis owning or using such railroads shall consent to operate 458 Eatleoad Laws of New York. such connection as a part of a continuous route for one fare, and it shall appear to the local authorities that such connection can not be operated as an independent railroad without inconvenience to the public, but that it is to the public advantage that the same should be operated as a continuous line or route with existing railroads, or whenever for the purpose of connecting with any ferry or railroad depot, it shall be desired to construct an exten- tension or branch not more than one-half mile in length, of any street surface railroad corporation, no sale of such franchise shall be made as provided in this section, but any consent of the local authorities for the construction and operation of such connection, extension or branch shall provide that the corporation or corpora- tions opeiating such connection, extension or branch shall pay into the treasury of said city annually the percentage provided for extensions or branches in section ninety-five of this chapter, for tlie purposes, at the times, in the manner and upon the condi- tions set forth in such section. Nothing herein contained shall be construed as applying to or aEfecting or modifying the terms o^ a certain contract bearing date January first, eighteen hundred and ninety-two, entered into by and between the city of Buffalo and the various street surface railroad corporations therein named in such contract The local authorities may, in their discretion, make their consent to depend upon any further conditions respect- ing other or further security, or deposit, suitable to secure the construction, completion and operation of the railroad within any time not exceeding the period prescribed in this article and respect- ing the character, quality or motive power of the road to be com- pleted, and respecting the application of any provision herein con" tained as to carriage of passengers for single fare and the division of gross receipts and the payment of percentages to the line leased or operated under contract by the applicant for an extension, and also respecting any other matter concerning which, in their judg- ment, further conditions would be for the public interest Any and all proceedings heretofore taken in substantial compliance with the provisions of this section, as now amended, are hereby approved, ratified and confirmed. {Thus amended by chap. 434? Laws 1893.) § 8. The Same. Laws of 1893, Chapter 434. § 99. Within what time road to be built. — In case any such corpoiation shall not commence the construction of its road, or of Amendments op 1893. 459 any extension or branch thereof, within one year after the consent o£ the local authorities and property owners or the determination of the general term as herein required, shall have been given or re- newed, and shall not complete the same within three years after such consents, its rights, privileges and franchises in respect of such railroad extension or branch, as the case may be, may be for- feited. If the performance of any such act, within such time, is prevented by legal proceedings in any court, such court may also extend such time for such period as the court shall deem proper. The time for compliance with this requirement in this or any former act, by a street surface railroad corporation incorporated for the purpose of constructing a street surface railroad only, wholly south of the Harlem river and in cities of over twelve hun- dred thousand inhabitants and which has heretofore obtained such consents, is hereby extended until June thirtieth, eighteen hun- dred and ninety-five. {Thus amended hy chap. ,434:, Laws 1893.) § 9. The Same. Laws of 1893, Chapter 434. § 102. Construction of road in street where other road is built. — No street surface railroad corporation shall construct, ex- tend or operate its road or tracks in that portion of any street, avenue, road or highway, in which a street surface railroad is or shall be lawfully constructed, except for necessary crossings or, in cities, villages and towns of less than one million two hundred and fifty thousand inhabitants over any bridge without first obtain- ing the consent of the corporation owning and maintaining the same,, except that any street surface railroad company may use the tracks of another street surface railroad company for a dis- tance not exceeding one thousand feet, and in cities, villages and towns of less than one million two hundred and fifty thousand inhabitants shall have the right to lay its tracks upon, and run over and use any bridge used wholly or in part as a foot bridge, whenever the court upon an application for commissioners shall be .satisfied that such use is actually necessary to connect main portions of a line to be constructed as an independent railroad, or to connect said railroad with a ferry, or with another existing rail- road, and that the public convenience requires the same, in which event the right to such use shall only be given for a com- pensation to an extent and in manner to be ascertained and de- termined by commissioners to be appointed by the courts as is provided in the condemnation law, or by the board of railroad 460 Eailroad Laws op New York. commissioners in cases where the corporations interested shall unite in a request for such board to act. Such commissioners in determining the compensation to be paid for the use by one cor- poration of the tracks of another shall consider and allow for the use of tracks and for all injury and damage to the corporation whose tracks may be so used. Any street surface railroad cor- poration may, in pursuance of an unanimous vote of the stock- holders voting at a special meeting called for that purpose, by no- tice in writing, signed by a majority of the directors of such cor- poration, stating the time, place and object of the meeting, and serving upon each stockholder appearing as such upon the books of the corporation, personally or by mail, at his last knowti post- offi.ce address, at least sixty days prior to such meeting, guarantee the bonds of any other street surface railroad corporation whose road is wholly or partly in the same city or town or adjacent cities or towns. {Thus amended by chap. 437, Laws 1893.) § 10. Bridge Companies May Lay Tracks. Laws of 1893, Chapter 225. § 1. Railways may be operated over bridges. — Any com- pany incorporated for the purpose of constructing and maintain- ing a bridge or bridges over any river, bay, arm of the sea or other body of water, connecting any city in the state of New York, containing more than one million inhabitants, with any other city in said state, is iiereby empowered to lay tracks and operate a railway upon said bridge or bridges. § 11. Certificates of Incorporation. Laws of 1893, Chapter 238. § 1. Filing of amended certificate. — Where it does not ap- pear by the affidavit indorsed on or annexed to any certificate of incorporation filed under the railroad law, that the amount of capital stock required by the provisions of said law to be paid in good faith and in cash to the directors named in such certificate has been so paid, and where such payment has been made prior to the passage of this act, an affidavit of at least three of the directors named in said certificate, stating that the amount of capital stock required by said railroad law to be paid in good faith and in cash to the directors named in the certificate has been so paid, may be filed in the office of the secretary of state, which affidavit shall be annexed to said certificate, and upon Amendments of 1893. 461 such filing, said certificate shall for all purposes have the same force and effect as if said affidavit had been annexed thereto when said certificate was filed. § 12. Grade Crossings. Laws of 1893, Chapter 239. § 1. Proceedings in case of controversy ; appointment of commissioners. — Whenever tiie railroad or route of any street surface railroad corporation shall intei'sect and cross, or shall cross the tracks and roadbed of any railroad operated by locomotive, steam or other power, which are laid in, across or upon the, surface of any street, avenue, road or highway in any city, town or village of the state, having less than five hundred thousand inhabitants, and such street surface railroad corpora- tion having been unable to agree with the corporation owning the tracks and roadbed so intersected or to be intersected and crossed, as to the line or lines, grade or grades, points or man- ner of such intersection and crossing, or upon the compensation to be made therefor, shall have applied to the court by peti- tion to appoint commissioners to determine the same, the court shall, upon application made by such street surface railroad corporation, at, or after, the time of the appointment of such commissioners, or if an answer to the petition of such street surface railroad corporation has been interposed, at any time thereafter, direct that such street surface railroad corporation be permitted to lay its tracks across and to intersect upon the surface of the street, avenue, road or highway, the tracks and roadbed of such railroad operated by locomotive, steam or other power, provided, such street surface railroad corporation shall at the time of obtaining such order make and file with the clerk of said court, its bond or undertaking in writing, in an amount and with surety or sureties to be approved by the court, conditioned for the full and faithful performance by such street surface railroad corporation of any and all condi- tions and requirements which may be imposed by said com- missioners and be affirmed by the court, in detei'mining the line or lines, grade or grades, points or manner of such inter- section and crossing, and as to the amount of compensation to be paid therefor, and also conditioned to conform such cross- ing and intersection made by virtue of such order of the court to the requirements made by said commissioners as affirmed by the court 462 Railroad Laws of New York. § 2. Crossing not allowed in certain caseq . — No street sur- face railroad shall be allowed to lay its tracks at grade across the tracks or roadbed of any railroad operated by locomotive steam power at any point where there are three or more tracks of the steam road proposed to be crossed, which tracks have been con- structed and in operation at least two years, unless the written consent of the state railroad commissioners be first obtained for such crossing at grade. But this section shall not affect the op- eration of section one of this act in any suit or proceeding now pending nor any renewals of said pending suit or proceeding brought for any cause. § l«t. Safety Appliances. Laws of 1893, Chapteu 643. Section 1. That from and after the first day of January, eighteen hundred and ninety-five, it shall be unlawful for any railroad company to use within the state on its line or lines any locomotive engine not equipped with a power driving wheel brake and appliances for operating the train brake system. § 2. Freight cars to be equipped with air-brakes ; " coal jimmies," when to be so equipped. Locomotives to be equip- ped with driving wheel brakes, etc. — That from and after the passage of this act, in addition to all freight cars now so equipped there shall be equipped each year with continuous power or air brakes by every company operating a line or lines of railroad within the state, at least ten per centum of all freight cars owned or operated by such companies and used within the state except certain cars known and designated as "coal jimmies," and that on and after the first day of January eighteen hundred and ninety-eight, the use of said " coal jimmies " in any form shall be unlawful within the state under a penalty of one hundred dol- lars for each offense, said penalty to be recovered in an action to be brought by the attorney-general in the name of the people and in the judicial district where the principal office of the company within the state is located. § 3. When other cars not to be hauled. — That on and after the first day of January, nineteen hundred and three, it shall be unlawful for any railroad or other company to haul or per- mit to be hauled or used on its line or lines within the .state, any freight car not equipped with continuous power or air brakes operated from the engine. Amendments of 1893. 463 § 4. Report of cars to he filed. — That within sixty days from the passage of this act every railroad or other company operating a line of railroad within the state shall file with the board of railroad commissioners at its office in Albany a verified statement of the total number of freight ears owned or operated by it, the number of snch cars equipped with such continuous power or air brakes and the number unequipped, and shall thereafter annually and in the month of January, for the ensuing ten years, file with said board a verified report of the number of cars so equipped in each year, and the number of cars, if any, remaining unequipped. § 5. Penalty for neglect. — That on and after January first, nineteen hundred and three, any railroad or other company using or permitting to be used on its line or lines any freight car not equipped with such continuous power or air brake, operating from the locomotive, shall be liable to a penalty of one hundred! dollars for each and every violation, to be recovered in any action to be brought by the attorney -general in the name of the people in the judicial district wherein the principal of&ce of the com- pany within the state is located, and it shall be the duty of the board of railroad commissioners of the state to notify the at- torney-general of all such violations coming to its notice. § 6. Railroad commissioners may make exemptions. — That the board of railroad commissioners may, from time to time, after full hearing given and for good cause shown, exempt any company from the provisions of this act, as to the equipment of ten per centum of its cars in any particular year or years, and may extend the time within which any company shall comply with the requirements of this act, not exceeding, however, five years from the first day of January, eighteen hundred and ninety- eight. § 7. Repeal. All acts or parts of acts inconsistent witii the provisions of this act are hereby repealed. § 14. Automatic Couplers. Laws of 1893, Chap. 544. § 1. New freight cars ; how to be equipped. —That from and after the passage of this act, every new freight car which is to be used in this state shall be equipped with couplers of the master car builders' type, which can be coupled automatically by im- pact, and which may, except in cases of accident, be uncoupled without the necessity of a person going between the cars. 464 Eailroad Laws of New York. § 2. Certain percentage of cars to be equipped annually; "coal jimmies." — That from and after the passage of this act, in addition to such new freight cars, there shall be equipped each year with such couplers, by every company operating a line or lines of railroad within the state, at least twenty per centum of all freight cars owned or operated by such companies, and used within the state, which are not now so equipped, except certain cars known and designated as " coal jimmies," and that on and after the first day of January, eighteen hundred and ninety-eight, the use of said " coal jimmies," in any form shall be unlawful within the state, under penalty of one hundred dollars for each offense, said penalty to be recovered in an action to be brought by the attorney-general, in the name of the people, and in the judicial district where the principal office of the company within the state is located. § 3. Unlawful to haul cars not properly equipped. — That on and after the first day of January, eighteen hundred and ninety-eight, it shall be unlawful for any railroad or other com- pany to haul, or permit to be hauled or used, on its line or lines within the state, any freight car not equipped "with couplers pf the master car builders' type, and coupling automatically by im- pact, and which can be uncoupled, except in cases of accident, without the necessity of men going between the ends of the cars. § 4. Report of cars to be filed. — That within sixty days from the passage of this act, every railroad or other company operat- ing a line of railroad within the state, shall file with the board of railroad commissioners, at its office in Albany, a verified state- ment of the total number of freight cars owned or operated by it, the number of such cars equipped with the automatic couplers, and the number unequipped ; and shall thereafter annually, and in the month of January, for the ensuing five years, file with said board a verified report of the number of cars so equipped in each year, and the number of cars, if any, remaining une- quipped. § 5. Penalty for neglect. — That on and after January first, eighteen hundred and ninety-eight, any railroad or other company using, or permitting to be used, on its line or lines, aiiy freight car not equipped with couplers as provided for in this act, shall be liable to a penalty of one hundred dollars for each and every violation, to be recovered in an action to be brought by the Amendments of 1893. 465 attorney -general, in the name of the people, and in the judicial district wherein the principal office of tlie company within £he state is located ; and it shall be the duty of the board of railroad commissioners of the state to notify the attorney -general of all such violations coming to its notice. § 6. Railroad commissioners may make exemptions. — That the board of railroad commissioners may, from time to time, after full hearing given and for good cause shown, exempt any company from the provisions of this act, as to the equipment of twenty per cent of its cars in any particular year or years, and may extend the time within which any company shall comply with the requirements of this act, not exceeding, how- ever, five years from the first day of January, eighteen hundred and ninety-eight § 7. Repeal. — All acts or parts of acts inconsistent with the provisions of this act are hereby repealed. § IS. Eelief of Surface Eailroad Companies, Laws op 1893, Chapter 679. § 1. May operate extensions and branches ; certificate to be filed. — Any street surface railroad corporation which shall have heretofore constructed and is now operating any extension or branch of its railroad along any streets or highways or portion thereof in a city having less than fifty thousand inhabitants, or in any town adjoining such city, and which shall heretofore have obtained consent of the owners of one-half in value of the prop- erty bounded on, and the consents also of the local authorities having control of that portion of the streets, roads or highways upon which such extension or branch is constructed and is being operated to the construction and operation of the same, is hereby authorized to operate and maintain any such branch or extension, upon filing in the office of the secretary of state a certificate signed by its board of directors, which certificate shall contain a state- ment of the names of the cities, towns, villages and counties, and the names or description of the streets, avenues and highways in which such extensions or branches have been constructed, the places from and to which the same have been constructed and are to be maintained and operated and the length thereof as near as may be ; thereupon said extensions and branches shall be deemed and considered a part of the lines of said railway from the date of 30 4:66 Railroad Laws of New York. the filing thereof, and all corporate action relating to the construc- tion, maintenance and operation of such extensions or branches, or creating liens upon the same by said corporation are hereby validated and confirmed. § 2. Reservation — Nothing in this act contained shall aflector impair any vested right or any pending litigation, nor shall any corporation which shall avail itself of the provisions of this act be deemed thereby to have waived any rights which it theretofore had to maintain and operate any branch or extension named in any certificate filed by it hereunder. §16. Weekly Payments of Wages. Laws of 1893, Chap- ter 717. Amending Laws of 1890, Chapter 388. § 1. Wages to he paid weekly ; obligation extends to suc- cessors. — Every manufacturing, mining, quarrying, lumbering, mercantile, railroad, other than a steam surface railroad, steam- boat, telegraph, telephone, and municipal corporation or joint stock company, and every incorporated or joint-stock express or water company, shall pay weekly to each of its employes the wages earned by such employe, to within six days of the date of sucli payment, unless any such employe shall be absent from liis regular place of labor at the usual time of payment, in which case payment shall be made at any reasonable time thereafter upon demand. Whenever any such joint-stock company or corporation shall contract or lease its plant, works or business, to an agent or other person to conduct the same, and to turn over the product or receipts thereof to such joint-stock company or corporation, it shall be and it is hereby made a condition of such contract or lease that the agent or person so contracting or leasing the plant, works or business of such corporation or joint-stock company shall pay in cash weekly the wages earned by persons engaged by him to work in and about such plant, works or business, the same as if such persons were employed directly by such corpora- tion or joint-stock company. § 2. Penalty for neglect ; duty of factory inspectors; as- signment of wages. — Any joint-stock company or corporation violating any of the provisions of this act, shall be liable to a penalty not exceeding fifty dollars and not less than ten dpllars for each violation, to be paid to the people of the state, and_ which may be recovered in a civil action ; provided an action for such violation is commenced within thirty days from the date thereof. Amendments op 1893. 467 The factory inppeclors of this state, their assistants or deputies, may bring an action in the name of the people of the state, as plaintiffs, against any joint-stock company or corporation which neglects to comply with the provisions of this act for a period of two weeks, after having been notified in writing by such inspec- tors, assistants or deputies, that such action will be brought. On the trial of such action such joint-stock company or corporation; shall not be allowed to set up any defense for a failure to pay weekly a,ny employe engaged in its business, the wages earned by such employe to within six days of the date of such payment other than a valid assignment of such wages or a valid set off against the same, or the absence of such employe from his regu- lar place of labor at the time of payment, or an actual tender to such employe at the time of payment, of the wages so earned by him, or a breach of contract by such employe, or a denial of the employment. No assignment of future wages, payable weekly, under the provisions of this act shall be valid if made to the cor- poration or joint-stock company from which such wages are to become due, or to any person on behalf of such joint-stock company or corporation, or if made or procured to be made to any person for the purpose of relieving such joint-stock company or corporation from the obligation to pay weekly under the provisions of this act. Chaiges for groceries, provi- sions or clothing shall not be made a valid off set for wages, nor shall any such corporation or joint-stock company require as a condition of employment any agreement from any employe to accept wages at other periods than as provided in section one of this act. Any person, acting as the agent or lessee of a corporation or joint- stock company, and operating its plant, works or business and disposing of the products thereof chiefly or solely to such corpo- ration or joint-stock company, who shall violate the provisions of this act, shall be guilty of a misdemeanor, and on conviction thereof shall be fined not less than ten dollars nor more than fifty dollars. § 3. Application of act. — The provisions of section two hun- dred and sixty-three and three hundred and eighty-four of the code of civil procedure shall apply to and govern any proceed- ings brought to enforce the provisions of this act, as against joint- stock companies or corporations, and it is hereby made the duty of the attorney-general of this state to appear in behalf of such proceedings brought hereunder by the factory inspectors of this state, their assistants or deputies. 468 Railroad Laws of New York. § 17. Hours of Service on Eailroads. Laws of 1892, Chap. 711. Section 1. Limit of working hours. — No person, persons or corporation operating a line of railroad of thirty miles in length or over, in whole or in part, within this state, shall permit or require any conductor, engineer, fireman or any trainman who has worked in any capacity for twenty-four hours, to again go on duty or perform any kind of work until he has had at least eight hours' rest. § 2. The same; exceptions. — Ten hours' labor performed within twelve consecutive hours shall constitute a day's labor in the operation of all steam surface and elevated railroads owned and operated within this state, provided that this provision shall not affect the mileage system now in operation, or that may hereafter be placed in operation, or trips of regular scheduled trains when completed within a less number of hours, and it is further pro- vided that the provisions of this act shall not apply to extra hours of labor performed by any conductor, engineer, fireman or train- man in cases of unavoidable accident or delay caused by such accident. § 3. Additional compensation. — For every hour in excess of said ten hours' labor that any conductor, engineer, fireman or any trainman of any railroad company or corporation, owned or oper- ated within this state, who works under the direction of a supe- rior, or at the request of such company or corporation, shall be required or permitted to work, he shall receive comparative com- pensation for said extra service in addition to his daily compen- sation. ' § 4. Penalty for neglect. — Any railroad company or corpor- ation, or any officer, agent or employe, of any such company or corporation, violating or permitting the violation of any of the provisions of this act, shall be guilty of a misdemeanor, and on conviction shall be punished by a fine of five hundred dollars for eacli offense. § 18. Protection of Game. Laws of 1892, Chapter 488. § 46. Transportation. — Deer or venison killed in this state shall not be transported to any point within the state from or through any of the counties thereof or possessed for that pur- pose, except as follows : One carcass or a part thereof may be transported from the county where killed, when accom- Amendments of 1893. 469 panied by the owner. The possession of deer or venison by common carriers, unaccompanied by the owner, is a violation of this section. This section does not apply to the head and feet or skin of deer severed from the body. § 76. Woodcock and grouse, when not to he transported. — Woodcock, ruEFed grouse, commonly known as partridge, or any member of the grouse family, or quail killed in this state, shall not be transported to any point within this state, from any of the counties thereof, or possessed for that purpose, except that such birds may be transported from the county where killed, when accompanied by the owner thereof. Possession of the birds named by a common carrier, unaccompanied by the owner, is a violation of this section, unless it be proved by such common carrier that the birds were killed out of the state. § 109. Certain fish not to he transported. — Trout of any kind, salmon trout or land-locked salmon, caught in any of the inland waters of this state shall not be ' transported to any point within the state from any of the counties thereof, or pos- sessed for that purpose, except when accompanied by the owner. Possession thereof by a common carrier, unaccompanied by the owner is a violation of this section. See, also, chap. 63, Laws of 1893. For penalties, s6e §§ 51, 82 and 120. § 19. Protection of Adirondack Park. Laws of 1893, Chapter 332. § 107. Duties of railroad companies. — Every railroad com- pany whose road passes through waste or forest lands liable to be overrun by lires within the state, shall twice in each year cut and remove from its right of way all grass, brush or other inflammable materials, but under proper care and at proper times when fire, if set, can be kept under control. All locomotives which run through forest lands shall be provided with approved and suffi- cient arrangements for preventing the escape of fire from their furnaces or ashpans and with netting of steel or iron wire upon their smoke stacks to prevent the escape of sparks of fire and every engineer and fireman employed upon a locomotive shall see that the appliances to prevent the escape of fire are in use and ap- plied as far as it can be reasonably and practically done. No railroad company shall permit its employes to deposit fire coals or ashes upon their track in the immediate vicinity of wood lands, 470 Eailroad Laws of New York. or lands liable to be overrun by fires, and where any engineers, conductors or trainmen discover tliat fences or other material or substances along the right of way upon wood lands adjacent to the railroad are burning, or in danger from fire, they shall report the same at their next stopping place, and the person in charge of such station shall take prompt measures to extinguish such fires and shall immediately notify the nearest firewarden or forester. In seasons of drought and especially during the first dry time in the spring after the snows have gone and before vegetation has revived, raili'oad companies shall employ a suffi- cient number of trackmen for the prompt extinguishment of fires ; and where a forest fire is raging near the line of their road, they shall concentrate such help and adopt such measures as shall most effectually arrest its progress. If any railroad company or any of its employes violate any provision of this section the company shall forfeit to the people of the state the sum of one hundred dollars for every such violation. § 20. Sale of Liquoes by Common Carriebs. Laws 1892, Chapter 401. § 30. Licenses by comptroller to common carriers. — The comptroller is hereby authorized to grant licenses to persons, as- sociations or corporations engaged in the transportation of pas- sengers by cars, steamboats or vessels, within the limits of this state, permitting them to sell strong or spirituous liquors, wines, ale or beer, to such passengers while in transit, without license by any board of excise. Every license so granted by the comptroller shall expire at the end of one year from the date of its issuance. It shall be granted upon such terms, conditions and restrictions as such comptroller may deem proper, and upon the payment of such sum as he shall fix, not less than thirty dollars for each and every car, boat or vessel in which such sales are to be made. The moneys received by him for licenses shall be paid into the treas- ury of the state. Any person or corporation who shall sell, or permit to be sold, or offer or expose for sale any strong or spirit- uous liquors, wines, ale or beer, upon any car, steamboat or ves- sel, without having first obtained a license therefor as herein pro- vided, shall forfeit the sum of fifty dollars for each offense, to be sued for and recovered in an action in the name of the people, brought by the attorney-general; and the person so offending shall be guilty of a misdemeanor. Amendments of 1893. 471 § 31. Employmest of Intemper-ite Persons. Laws of 1892. Chapter 401. § 39. Employment of persons addicted to intoxication hy common carriers.— Any person, association or corporation en- gaged in the business of conveying passengers and property for hire who shall employ in the conduct of such business any person who habitually indulges in the intemperate use of intoxicating drinks, after notice that such person has been intoxicated while in the active service of such person, association or corporation as an engineer, fireman, conductor, switchtender, commander, pilot, mate, foreman or in other like capacity, so that by his neglect of duty the safety and security of the life, person or property so con- veyed might be imperilled, shall be guilty of a misdemeanor. § 22. Stockholders Meeting ; Eights of Municipal Cor- porations. Laws of 1893, Charter 546. § 75. Stocks of municipal corporations, how represented. — At any meeting of the stockholders of any railroad corpora- tion to consider any agreement or proposition to consolidate or lease, the commissioners or other officers of any municipal cor- poration holding or having charge of any of the capital stock of such railroad corporation shall represent such municipal corpora- tion, and may act and vote in person or by proxy on all matters relating to such consolidation or lease in the same manner as individual stockholders. (Thus amended by chap. 546, Laws 1893.) § 23. Penal Code. §443a. Lights upon swing bridges. — A corporation, com- pany or individual, owning, maintaining or operating a swing bridge across the Hudson river, who during the navigation season between sundown and sunrise, neglects to keep and maintain upon every such bridge the lights required by law, is guilty of a misdemeanor. {This section added by chap. 692, Laws 1893.) § 24. Public Health. Laws of 1893, Chapter 661. § 23. Burial and Burial Permits. — Every such local board shall prescribe sanitary regulations for the burial and removal of corpses, and shall designate the persons who shall grant permits for such burial, and permits for' the transportation of any corpse which is to be carried for burial beyond the county where the 472 Eailroad Laws of New York. death occurred. Every undertaker, sexton or other person hav- ing charge of any corpse, shall procure a certificate of the death and the probable cause, duly certified by the physician in attend- ance upon the deceased during his last illness, or by the coroner where an inquisition is required by law, and if no physician was in attendance and no inquest has been held or required by law, an affidavit stating the circumstances, time and cause of death, and sworn to by some credible person known to the officer granting the permit, and there shall be no burial or removal of a corpse until such certificate or affidavit has been presented to the local board or to the person designated by it, and thereupon a permit for such burial or removal has been obtained. "When application is made for a permit to transport a corpse over any railroad or upon any passenger steamboat within this state, the board of health, or the officers to whom such application is made, shall require such corpse to be enclosed in a hermetically sealed casket of metal or other indestructible material, if the cause of death shall have been from a contagious or infectious disease. INDEX. [See Index to Inter-State Commerce Act at end of Chapter X.] (References are to Pages.) ABANDONMENT — not permitted by change oC route, 12. by street surface railroad, 60. proceedings to effect, 60. by elevated roads, of part of route, 208. proceedings to effect, 208, 209. notice to stockholders, 208. approval of stockholders, 209. approval of railroad commissioners, 209. certificate thereof, how filed, 209. when not permitted, in Kings county, 45. of franchises. Notes, 105. ACCIDENTS — See Negligence. investigation of accidents, 78h. corporations to notify railroad commissioners of, 78h. ACCOUNTS — punishment for fraud on, etc., 377. ACTIONS — against a corporation on a note, etc., 320. against directors, etc., for misconduct, 322. by whom to be brought, 322. construction of article, 323. by judgment creditor for sequestration, etc., 323. action to dissolve a corporation, 324. by whom to be brought, 324. making stockholders parties, 326. proceedings in actions against corporations or stockholders 327. action to annul a corporation, 328. by attorney-general, when legislature directs, 328. 474 Index. ACTIONS — Continued. action by attorney-general, by leave of court, 328. leave, when and how granted, 329. action triable by jury, 329. judgment, 329. injunction may issue, 329. copy judgment roll to be filed and published, 330. when must be brought by attorney -general, 331. by and against officers, etc. ; by executors, etc., 341. on bank notes, etc. ; no limitation of action on, 347. against directors, etc., of banks, 347. to compel determination of a claim to real property, 349. this article applies to corporations or receivers, 349. against usurper of office, or franchise, 350. attorney-general may maintain action, 350. action triable by jury, 350. assumption of office by person entitled, 350. proceedings to obtain books and papers, 351. damages, how recovered, 351. one action against several persons, 351. when injunction may be granted, 351. final judgment in, for usurping office, etc., 352. costs, how collected against usurpers of franchise, 352. to be brought in name of people, when, 352. receivers, leave to bring against, 307. by receivers for arrears of stock, 810. limitation of, to enforce stockholders liability, 138n, 169. to enforce liability against corporation, 170. by directors as trustees in case of dissolution, 120. in relation to stock. Notes. 144. to establish liability of stockholder. Notes. 144. against corporations. Notes. 147. against stockholdeis. Notes. 90. ADIEONDACK PAEK — protection of, 469. duties of railroad companies, 469. grass, etc., to be cut, 469. locomotives to be provided with spark arresters, 469. coals or ashes not to be deposited near woodlands, 469. employees of railroads to report fires, 470. men to be employed to extinguish fires, 470. Index. 475 ADIEONDACK PARK— Continued. penalty for neglect, 470. ALTERATION OF BUSINESS — when may be accomplished, 138e. filing amended certificate, 138e. approval of stockholders, 138e. AMENDMENT OP CHARTER — See Charter. provisions regarding, 110. filing amended certificate, 111. ANIMALS — railroads may convey persons and property by, 5. transporting over twenty-four hours, 397. in a cruel manner, 398. keeping vicious animal, 398. overdriving ; failure to feed, 398. defined ; " torture " ; " cruelty," 398. ANNUAL REPORT — must be made by all railroads, 34. date of filing may be changed, 34. penalty for refusal, or for false report, 34. APPLIANCES — certain safety prescribed, 30. railroad commissioners may approve certain, 31. automatic couplers to be placed on cars, 463-464. air-brakes on cars, 462-463. engines, driving-wheel brakes on, 462. "coal jimmies," how to be equipped, 462, 464. guard -posts, failure to provide, 364. automatic couplers failure to provide, 364. ARSON— arson in first degree, 395. second degree, 395. third degree, 395. "nighttime" defined, 396. " building " defined, 396. burning certain property, how punished, 396. ASSESSMENT— See Taxation-^ of property of consolidated corporation, how made, 40. ATTORNEY-GENERAL— receivers to report to, 297. notice of report, by receivers to, 300. 476 Index ATTORNEY-GENERAL — Continued. motion by, to remove receivers, 298, 300. receivers to serve papers on, 801. receivers appointed on application of, 302. duty of in relation to receivers, 302. to file petition on default of payment of taxes, 296i. when to bring action to dissolve corporation, 828. when may maintain action against usurper of office, 350. ATT ACHMB NT- grounds of issuing against corporation, 348. of unpaid subscription to foreign corporation, 343. of interest in corporations, 343. certificate of defendant's interest to be famished, 344. person refusing certificate may be examined, 844. judgment, when enforced only against attached property, 344. AUTOMATIC COUPLERS— new freight cars, how to be equipped, 463. certain percentage of cars to be equipped annually, 464. unlawful to haul cars not properly equipped, 464. report of cars to be filed, 464. penalty for neglect, 464. railroad commissioners may make exemptions, 465. repeal of inconsistent acts, 465. to be placed on every new freight car, 30. automatic air-brakes, 30. requirements regarding, 364. BAGGAGE — See, also. Freight — all baggage must be checked, 26. penalties for refusing check, 26, 28. penalties for injury to, 27. baggage must be delivered promptly, 26. unclaimed freight and baggage may be sold, 27. notice thereof, what to contain, 27. perishable material may be sold fortlivvitli, 27. disposition of the proceeds thereof, 27, 28. checks for connecting steam.boats, 28. penalty, 28. transfer of baggage from steamboat to train, 28. description of unclaimed trunks and baggage, 262. to be entered in a book, 262. description of, to be made and published, 262. Index. 477 BAGGAGE — See, also, Fkeight — Continued. proceedings if property not claimed, 262 inventory and sale of, 262, 263. expenses a lien on property, 263. penalty for neglect, 263. BANKS— prohibition of banking powers to corporations, except, etc., 115. BILLS— of foreign banks, unlawful discount of, 369. BILLS OF LADING— fictitious issue of, receipts and vouchers, 374. issues in good faith excepted, 375. duplicate must be issued, 375. bill of lading or receipt issued by wareliouse-man, must be cancelled on re-delivery of property, 375. qualification of preceding section, 375. BILL OF SALE— record of vessels, 350. BONDS— conversion of bonds into stock in certain cases where tracks are relaid, 235. how made non-ne^otiabie by indorsement, 235. the same; indorsement, 236. may be transferred by indorsement in blank, 236. increase of floating and bonded indebtedness where change of guage is made, 237. acquisition of in other corporations, 138L guarantee of bonds of other corporation, 138g. consideration of issue of, 138g. to be issued only for market value, 138g. railroads may issue to secure loans, 5. not to be issued as consideration for consolidation, 38, 39. holders not to be compelled to accept before due, 39. forgery of, 379. fraudulent issue of, 366, 367. over-issue, 370. by rapid transit railroads, 173. BOOKS— to be kept by stock corporations, 138c. stock books, 138c. 478 Index BOOKS — Continued. to be open for inspection, 138c. ' entry of transfers, 138c. stock book presumptive evidence, 138c. failure to keep or allow inspection, 188c, 372. refusal of agents to make entry in, 138c, 371. penalty for neglect, 138c. of corporation, how produced, 31:5. of foreign corporation, when evidence, 346. when copy thereof is evidence, 346. forgery of entries in, 379, 380, 381, 382. frauds in keeping accounts in, 368. refusal to make entry in, 368. exhibition of by transfer agent of foreign corporation, 138m. penalty for refusal, 138m. BRAKES— See Automatic Air Brakes. BRIDGES— lights on, across Hudson river, 247. penalty for neglect, 247. not to be erected over navigable streams, 9. warning signals to be placed at, 30. guard-posts on, 30. penalty, 31. use of by street railroads, 459. street railroads, extension over, 59--60. compensation therefor, 60. right to cross substituted bridge, 64. liens apon, and trestle work, 277-278. lights on swing, over Hudson river, 471. when elevated road may be constructed in lieu of approaches to, 272. BRIDGE COMPANY— consolidation of with railroad company, 36--37 when may lay tracks, 460. BROOKLYN— elevated or steam railroads not to be in Washington street, except, etc., 211. use of steam and surface railroads upon Atlantic avenue, when forbidden, 221. charter or franchise not revived in, 452. Index. 479 BUFFALO— exceptions relating to street railroads in, 67, 458. no change of grade in, 11. rates and additional rates for children on street railroads in, 218. street railroads forbidden in parks of, 219. rates of fare on street railroads in, 219. rates upon transfer for children, exceptions, 220. BUILDINGS— definition of in Penal Code, 397. railroads may erect, and stations, 4. BUOY— injury to, 391. ; BUEGLARY— in third degree, 396. "break" defined, 396. "night time'' defined, 397. "enter" defined, 397. "dwelling-house" defined, 897. "building" defined, 397. BY-LAWS— corporations may make, 112. not valid until published, 112. fixing amount of stock represented to constitute quorum, 112. fixing time for election of directors, 137-138. effect of failure to provide for annual meeting by, 138-138 a. may provide for forfeiture of stock for non-payment of calls 166. amendments of, 166. when directors may make, 120. of rapid transit corporations, 154. Notes upon, 148. CABLE RAILROADS— street railroads may adopt system, 58. ' in foreign countries, with consent of patentees, 15. fares on, 28. change to, 58. CALL— ! stock not to be transferred until all paid, 138 f. when necessary, Notes, 143. i 480 Index. CANALS— railroads may intersect, 4, change of grade at crossing of, 12. railroads not to be constructed along, 13. maps to be filed when railroads constructed across, 252. power of commissioners, 252. railroads may be constucted in lieu of, 253. CAPITAL STOCK— subscribers to certificate of incorporation, 3. payments upon before organization, 3. affidavit of payments, 3. amount to be stated in certificate of incorporation, 2. number of shares into which divided ; character of, 2. conversion of bonds into, 133. increase of, on conversion of bonds, 134. issue of, upon reorganzation, 135-136. not to be withdrawn or divided as dividends, 138 a, 367. dissent to be entered in minutes, 138 a. penalty, 138 a. exception in case of dissolution, 138 a. ' indebtedness not to exceed, 138 a. transfer of, where holder indebted to corporation, 138 b. stock book, 138 c. to be open to stockholders etc., 138 c. transfers of, 138 c. when transfer valid. 138 c. issue and transfers of, 138 f. certificate of, how executed, 138 f. may be acquired in other corporations, 138 f. president may be director of company whose stock is so held, 138 f. corporation stockholder has same rights as individual, 138 f. I subscription to, 138 g. ten percent payable in cash, 138 g. consideration of issue of, 138 g. not to be issued below par value, 138, g. time of payment of, 138 g. forfeiture upon default of payment, 138 g. reissue after forfeiture, 138 h, if not sold, to be cancelled, 138 h. reduction of, by cancellation, 138 h. Index. 481 CAPITAL STOCK — Continued. if reduced below requirements o£ law, to be increased, 138 h. payment to receiver when appointed, 138 h. increase or reduction of, 138 L. limitations upon power to, 138 h. increase of, on conversion of bonds, 134. liabilities of holders after increase, 138 h. , if reduced not to exceed debts, 138 h. limitation on insurance company, 138 i. owner not relieved of liability by reduction, 138 h. notice of meeting to increase or reduce, 138 h. conduct of such meeting, 138 i. certificate of increase or reduction, 138 i. execution and filing of certificate, 138 i. approval of comptroller, as to sufficiency of, 138 i. approval of railroad commissioners, 138 i. or superintendent of banks, 138 i. or superintendent of insui-ance, 138 i. increase or reduction, when effected, 138 i. proceedings to be entered in minutes, 138 i. surplus after reduction to be returned to stockholders, 138 i. not to be increased by exchange of preferred for common, 138 j. fraudulent increase, reduction, or reissue of, 366-367. by rapid transit companies, 169, stockholders to approve, 169. statement to be approved, attested, and filed, 169. reduction of when railroad extended to another state, 12. reduction when two roads have same location, 12-13. see p. 448. tax required on increase, 295. preferred and common, 136. on reorganization, 136. certificate of organization may so provide, 138 j. by consent of stockholders 138 j. or of directors, 138 j. total amount of, not to be increased by such ex- change, 138 j. exchange for common stock, 138 j. prohibited transfers of to officers or stockholders, 138 j. 482 Index. CAPITAL STOCK— Continued, lost certificate, 138 k. application to court for issue of new one, 138 k. statement in petition, 138 k-138 1. service of, 138 1. order of court upon such application, 138 1. bond of indemnity, 138 1. not to be divided as dividends, 367. nor withdrawn, 367. not to be paid for by discount of note, etc., 367. directors not to use funds in purchasing, 382. not to be received in payment of debts, 368. nor exchanged fof notes, bonds, etc., 368. overissue of by directors, 371. directors not to be interested in sale of, unless owners of same, 371. exchange or guaranty of, on lease of road, 42. merger of on consolidation, 36. on consolidation, not to exceed aggregate of original com- panies, 37-38. debts due or belonging to new corporation, 39. leasees of railroad may acquire stock therein, 43. certificates of, may be issued after forclosure, 44. fraudulent issue, sale, etc., 382, 371, 366. over issue of, 371, 366. forgery of, 380. reduction of capital stock, 4-18. notice of meeting, how served, 448* conduct of, certificate of increase or reduction, 448. filing certificate, 449. return of surplus to stockholders, 449. increase or reduction of numbers of shares, 449. CARRIERS— refusing to carry passengers, 399. CAR COUPLERS- See Automatic Couplers— use of on freight cars regulated^ 246. railroad commissioners may extend time for compliance, 245. failure to comply with act ; how punished, 245, 246. CARS AND BNTGINES- See Appliances. passenger cars, 31. Index. 483 CAES AND ENGINES— See Appliances— Continued. use of stoves and furnaces on, 31, 364. placing other cars in trains with passenger cars, 364. platforms on, 364. injuries to passengers on platforms, 32. unlawful transportation of animals in, 397. automatic air-brakes, 30. tools on, 30. drinking water, 31. penalty, 31. boarding while in motion, 365. oils, regulation of on passenger cars, 266. baggage cars, injuries to passengers on, 32. mail cars, 33, 173. corporations must furnish extra, 33, 173, 174. extra compensation, 33, 173, 174. penalty, 33. freight cars, automatic couplers on, 30, 31, 245, 364, 463 air-brakes on, 462, 463, 464, 465. not to be placed in trains with passenger cars, 364. riding on, 365. " coal-jimmies " equipment of, 462, 464. penalties, 463, 464. when not to be hauled, 462, 464. reports of, 463, 464. offered by one company to be taken by another, etc., 271, 364. railroad commissioners may make exemptions, etc., 463, 465. disinfection of, 267. transportation of corpses on, 471-472. discharging firearms or missies at, 389. loosening or interfering with brake, 388. obstructing passage of, 365. running hand car without permission, 388. disorderly conduct on, 399. oil, lumber, merchandise, etc., cars not to be placed in trains with passenger cars, 364. breaking and entering, 396. "break; " " building," defined, 396, 397. arson, 395. liens upon, 275. conditional sales, leases or loans of, 237, 238. 484 Index. CARS AND ENGINES — See Appliances — Continued, dining cars, stoves or furnaces on, 31, 364. jurisdiction of courts over, in case of crime, 403. engines, to be provided with spark arrester, 246, 469. automatic couplers on, 30, 31, 245, 364, 463. driving-wheel brakes on, 462. injury to locomotive, 389. injury to steam valve, 389. liability of persons in charge of engines, 394, 395, CATTLE (G^UARDS— See Fences, Etc. CEMETERIES— railways not to cross, 270, 271. CERTIFICATE OF INCORPORATION— See Incorporation, Amendment of Charter — defined, 139. filing of, 110. not permitted by corporations having same name as ex- isting corporation, 110. exception in case of re-incorporat^d, re-organized, or con- solidated companies, 110. taxes to be paid on incorporation, 110, 295. fees to be paid before filing, 110. powers not to be exercised until fees paid, 110. amended and supplemental names of directors supplied by, 3. filing of amended, 460. the same; informalities cured by, 111. application to court. 111. effect of. 111. lost or destroyed. 111. certificate and other papers as evidence, 111. of authority of a foreign corporation, 113. proof to be filed before granting to foreign corporations,114. on alteration or extension of business, 138e. provision in permitting dealing in other stocks and bonds, 138 f. may provide for issue of preferred stock, 138 j. of railroads what to contain, 3. requisites, 3. subscriptions, 3. rapid transit corporations, 164. Index. 485 CERTIFICATES— fictitious issue of, by pipe-line corporations, 374. sale of, by officers, etc., 382, 383. CERTIFICATE OF STOCK— may be issued after foreclosure in certain cases, 44. CERTIORARI— ' body " or " officer ; " " determination ; " what they include, 352. review of action of comptroller in settling accounts for taxes, 292, 294. CHANGE OF NAME— proceedings to change name of corporation, 448. petition of corporation, 443. contents of petition, 444. notice of presentation of petition, 444. order thereon, 445. when change to take effect, 446. substitution of new name in pending action or proceeding, 446. reports by clerks to state officers, 446. CHANGE OF ROUTE, GRADE, OR TERMINUS— route or termini may be changed by vote of directors, 11. termini can only be changed to county adjoining that pre- viously designated, 11. no change where town or county has issued municipal aid bonds, 11. no change in village or city without consent, 11. may intersect with other road to reach incorporated city, 11. may change grade, except in Buffalo, 11. where grade raised across canal, may change, 12. CHARTER— of railroads — may be altered, suspended or repealed, 205. CHATTEL MORTGAGES— See Conditional Sales. wlien not necessary to file, 237. CHAUTAUQUA ASSEMBLY LANDS— railroads not to be constructed across, 9. CHILDREN— minor not to ride on platform or steps of car, 270. duty of policemen and constable to arrest, 270. fares of, in Buffalo, 220. CITATION— service of upon a corporation, 353. 486 Index CITIES— See Municipal Coeporatioxs. CIVIL AND PUBLIC EIGHTS— protection of, under Penal Code, 399. CODE OF CIVIL PEOCEDUEE— See Actions. complaint in actions by or against corporations, 320. when proof of corporate existence unnecessary, 320. misnomer, when waived, 320. action against a corporation on a note, etc., 320. when foreign corporation may sue, 32L when foreign corporation may be sued, 32L actions against directors, etc., of a corporation for misconduct, 322. by whom actions may be brought, 322. this article, how construed, 323. receiver of personal property, 323. receivers commissions, 323. action by a judgment creditor for sequestration, etc., 323. action to dissolve a corporation, 324. the same ; by whom to be brought, 324. temporary injunction, 325. receiver may be appointed permanent and temporary ^ receiver, 325. powers, etc., of temporary receiver, 325. additional powers and duties may be conferred on tem- porary receivers, 326. making stockholders, etc., parties, 326. when separate actions may be brought against them, 326. proceedings in either action, 327. judgment; property of corporation to be distributed, 327. the same; stock subscriptions to be recovered, 327. as to liabilities of directors and stockholders, 327. efiEect of this article limited, 337. action by attorney-generaj when legislature directs, 328. the same, by leave of court, 328. leave, when and how granted, 329. action triable by jury, 329. judgment, 329. injunction may issue, 329. copy of judgment roll to be filed and published, 330. certain corporations excepted from certain articles of this title, 330. Index. 487 CODE OF CIVIL PEOCEDUEE — See Actions — Continued, injunctions staying actions by creditors, 330. creditors may be brought in, 331. when attorney -general must bring action, 331. requisities of injunction against corporations in certain cases, 332. the same ; of order appointing receiver in certain cases, 332. of judicial suspension or removal of an officer, 333. application of last three sections, 333. in action against stockholders, misnomer, etc., not avail- able, 333. when majority of directors, etc., may petition for dissolution, 334. the same ; when they are equally divided, 334. contents of petition, 334. affidavits to be annexed, 335. presentation of petition, etc., oi'der to show cause, 335. order to be published, 336. the same ; to be served on creditors and stockholders^ 337. hearing, 337. the same ; original papers may be used, 337. application for final order, 337. final order, 338. certain sales, etc., void, 338. certain corporations excepted from this title, 338. personal service of a summons on a domestic corporation ; how made, 339. the same ; upon a foreign corporation, 339. cases in which the service of a summons by publication, etc., may be ordered, 340. actions by and against officers, etc., and by executors, 341. service of summons in justice's court upon the company, 341. special provisions in regard to railroad corporations, 341. I relating to express companies, 341. verification of pleading, how and by whom made, 342. 488 Index. CODE OF CIVIL PEOCEDURE — See Actions — Continued, personal service of injunction upon the corporation, 342. damages sustained when officer of a corporation is en- joined, 342. grounds of issuing warrant of attachment against the corporation, 343. attachment of unpaid subscriptions to foreign corpora- tion, 348. of interest in corporations, 348. certificate of defendants interest to be furnished, 344. persons refusing certificate may be examined, 344. when judgment enforced only against attached property, 344. preferred causes on trial, 345. admission by member of corporation, 345. books of corporation, how produced, 845. when personal attendance not required by subpcena duces tecum, 345. books of foreign corporation, when evidence, 346. when a copy thereof is evidence, 346. how copy to be verified, 346. references, liow made of actions against corporation, 346. judgment by default against foreign corporations, how taken, 347. no limitation of action on bank notes, etc., 347. action against directors etc., of banks, 347. deposition ; applications; contents of affidavit, 347. jurisdiction of county courts, domestic corporations, etc., when deemed resident, etc., 348. verification ; how and by whom made. 348. public or corporate seal may be stamped, 349. action to compel the determination of a claim to real pro- perty, 349. this article applies to corporations or receivers, 349. judgment creditors actions, 349. application of this article; what property cannot be reached, 349. record of bill of sale, etc., of ves.sels, 350. action against the usurper of an office or franchise, 350. attorney-general may maintain action, 350. action triable by jury, 350. Index. 489 CODE OF CIVIL PEOCEDUKE — See Actions — Continued, assumption of office by person entitled, 350. proceedings to obtain books and papers, 351. ^^ damages, how recovered, 351. one action against several persons, 351. when injunction may be granted, 351. Siiial judgment in action for usurping office, 352. ; scire facias, quo warranto, etc., abolished, 352. actions brought in the name of the people, 352. costs ; how collected against corporation and usurpers of I franchise, 352. certiorari, "body" or "officer;" "determination ;" what they in- clude, 352. when defendant may require security for costs, 353. after action commenced, 353. supplemental proceedings ; cases where this chapter is not 1 applicable, 353. what property cannot be reached, 353. citation, service upon a corporation, infant, lunatic, etc., 353. miscellaneous general deBnitions and rules of construction, 354. CODE OF CRIMINAL PEOCEDURE— revised laws do not repeal provisions of, 123. courts of special sessions, jurisdiction of, 403. of crime committed in the state on board of any railway train 403. plea of guilty, how put in, 403. summons upon an information or presentment against a cor- poration, 403. by whom issued, when returnable, 404. form of summons, 404. when and how served, 404. examination of the charge, 404. certificate of the magistrate, and return thereof, with deposi- tions, 404. grand jury may proceed as in the case of a natural person, 404. appearance and plea to indictment and proceedings thereon, 404. fine on conviction, how collected, 406. 32 490 Index. COMBINATIONS— prohibted, 137. COMMISSIONER OF LAND OFFICE— may grant land to railroads, 9. Niagara reservation and Coney Island excepted, 9. COMMON CARRIERS- liability as ; several corporations, 29-30. liability of sleeping car etc., companies, 25-26. of baggage, 26-27. rights and liabilities as, 29-30. issue of fictitious bills of lading by, 374. warehouse receipts, 375--376. selling property received for transportation, 375. I use of words "non negotiable" on receipts, 376. property demanded by due process of law, 376. cruelties to animals, 398. transportation by, of game and fish. 468-469, 269-270. sale of liquors by, 470. employment by, of intemperate persons, 265, 363 471. liability of. Notes^ 104. limitation of liabilities of. Notes, 104. refusing to receive passenger."?, 399. COMPENSATION— none where highways laid across tracks, 249-250. of commissioners, street railways, 55. on motion to change route of railroad, 7. on location of route, 7. COMPLAINT— in action by or against a corporation, 320. COMPTROLLER— may fix assessment, when, 289. may examine books of corporations, when, 289--290. may issue subpoenas, and examine witnesses, 290. to settle and adjust assessment, when, 291. to give notice before making settlement of taxes, 292. may issue warrant for collection of taxes, 293. action may be reviewed by certiorari, 294. statement to, -by supervisors as to tax on corporations, 296f. reports to, by railroads for purpose of taxation, 295. , when may fix tax and penalty, 296f. Index. 491 COMPTEOLLEE— Continued. to audit salaries and disbursements of railroad commissioners, 78 m. to assess total amount of expense of such commissioners on railroads, 78 m. to assess expense of laying electrical conductors under ground on certain companies, 296u. may sell or exchange forest lands, 251. licenses of common carriers, 470. approval by, of sufficiency of capital stock where reduced, 138 1. CONDEMNATION LAW, THE— definition of terms, 190. "person;" " real property ; " "owners," 190. parties to proceedings, 190. title, how acquired, 190. petition, 190. contents of, 190. character of corporation, 190. description of land, 190. statement of facts, 191. names and residences of owners, 191. lunatic, infant, etc., 190. non-resident, unknown party, 191. unable to agree with owner, 191. value of, 191. intention to complete work, 191. prayer for relief, 191. '< presentation of petition, service of notice of, 192. service of, 192. duty of guardian, committee or trustee, 192. , , guardian ad litem, 192. attorney for defendant, 192-193. : security of, 192-193. appearances, 193. service of papers, 193. answer to petition, 193. verification of petition and answer, 193. trial of issues, 193. reference, 193. decision ; appeal, 194. 492 Index. CONDEMNATION LAW, THE— Continued, provisions of Code applicable, 194. judgment, entry of, 194. in favor of plaintiff, 194. commissioners of appraisal, 194. notice of appointment of, 194. dismissal of petition with costs, 194. duty of commissioners, 194. oath ; subpoenas for witnesses, 194. notice of hearing, 194. view of premises ; proofs, 194-195. award of compensation, 195. no allowances for betterments, 195. where parties are railroad corporations, 195. report of commissioners, with evidence, 195. their compensation, 195. confirmation of report, 195. notice of motion for, 195. setting aside, 195. for irregularity, 195. for error of law, 195. excessive award, 195. rehearing before same commissioners, 195. conduct of, 195-196. confirmation of, 196. compensation, 196. possession on payment of award, 196. deposit of money, 196. offer to purchase by plaintiff, 196. filing of, 196. acceptance of, 196. order, 196. non-acceptance of offer, 196. unless award exceeds offer, no costs allowed, 196. otherwise, etc., costs allowed defendant, 196. taxation of costs, 197. allowance and additional allowance, 197. allowance to guardian, attorney, etc., 197. trial, costs to successful plaintiff, 197. taxation of, 197. rate of, 197. Index. 493 CONDEMNATION LAW, THE— Continued, compensation awarded, etc., 197. to be docketed as judgment, 197. effect of, 197. judgment upon, 197. possession upon payment, 197. writ of assistance, 197-198. abandonment of proceedings by plaintiff, 198. payment of fees, costs, etc., 198. renewal of proceedings. 198. appeal from final order, 198. what brought up by, 198. how all proceedings reviewed, 198. stay of proceedings, effect of, 198. appeal from judgment in favor of defendant, 198. after trial, plaintiff may appeal, 198-199. court may 'aflirm, or modify judgment, or grant new trial, 199. costs, how awarded, 199. new appraisal, 199. to be final and conclusive, 199. increased compensation a lien, 199. reduction of, difference to be refunded, 199. adverse and conflicting claimants to money, 199. money to be paid into court to await determination, 199. power of court to prevent disturbance of possession, 199. plaintiff may be continued in, and stay granted on giving security, 199. entry upon property after answer interposed, 200. immediate entry, and devotion to public use, 200. deposit of security, 200. disposition of deposit, 200. notice of pendency of proceedings, 200. effect of, 200-201. duty of county clerk, 200-201. ■ power of court to make all necessary orders, 201. practice similar to that in court, 201. repeal, 201. other modes of procedure repealed, 201. title when to take effect, 201. 494 Index. CONDEMNATION LAW, THE— Continued, of private cemetery lands, 270-271. by rapid transit corporations, 154. CONDEMNATION OF LANDS.— by railroad companies, 4. ■where purchase cannot be made or owners found, 8. where title has been found to be defective, 8. where railroad is in possession of lessee, mortgagee or receiver, and more land is needed, 8. where more land needed for switches, or turnouts or for widening road, 8. the same, for flow of water, 8. the same, for flow of water, or where it is required to convey water, lay aqueducts, excavate, etc., 8. waters used for agricultural or manufacturing purposes not to be interfered with injuriously, 8. lands of other railroad not to be taken except to intersect or cross the tracks, 8. costs in proceedings for, Notes, 185. not to be instituted until notice given to occupants, 7. of lands where necessary to change line of highway turnpike or plankroad, 10. lands so taken become part of intersecting highway, etc., 10. acquiring right to cross or occupy turnpike or plankroad, 10. notice of location to be given fifteen days before condemning lands, 7. CONDITIONAL SALES.— railroad equipment and rolling stock, 238. to be in writing, 239. to be recoi'ded in book of mortgages, 239. name of vendor, etc., to be on car or locomotive, 239. construction of act, 239. instruments, where to be filed, 238-239. duty of clerks and registers, 238. provision not applicable to contracts which have been or must be recorded, 238. CONNECTING ROADS — facilities must be furnished connecting roads for interchange and forwarding traffic, 22. CONSOLIDATION — of railroad corporations, 36. Index. 495 CONSOLIDATION— Continued. with railroads or bridge corporation, 36.. with tunnel corporation, 36. lines to form a continuous or connected line, 37. intervening railroad bridge, tunnel or ferry, 37. completing construction of railroad, 37. where part is tunnel or sub-surface road, 37. connecting roads not to be debarred from tunnel or bridge, 37. tax required, 295. conditions, 37. joint agreement, 37. amount of capital stock, 37. not to exceed that of merging corporations, 37-38. bonds not to be issued as consideration for, 38. agreement to be submitted to stockholders, 39. consent in writing, 38. certified copy to be filed, 38. in case of non-consent in writing, 38. submission to stockholders, 38. notice of meeting, how served, 38. vote by ballot, 38. certified copy to be filed, 38. effect of consolidation, 38-39. new corporation, 39. vesting property and rights in, 39. title to real estate not impaired, 39. issue of bonds by, 38. mortgage to secure bonds, 89. consent of stockholders, 39j bondholder not compelled to accept payment before due, 39. creditors' rights not impaired, 40. actions not abated, 40. assessment of property of new corporation, 40. how effected, 40. on capital stock, 40. stock of municipal corporation, 40. how represented, 40. foreclosure of mortgages made by consolidated railroads under decree in another state, 40-41. 496 IxDEX. CONSOLIDATION— Con tinued. confirmed by court in this state, 41. sale becomes effectual, 41. when judgment or decree may be confirmed in pending ac- tions,. 41. liens, protection of after consolidation, 41. receiver, powers and duties of, 41. powers of corporations of other states, 41. ^ may operate line in this state, 41. and possess all rights of mortgagor of railroad, 41. duties and liabilities of, 41-42. certificate of incorporation, judgment, etc., to be filed, 42. consolidation of parallel lines prohibited, 43-44. consent of railroad commissioners required, 43-44. consolidation lease, etc., Notes, 90. CONSTITUTIONAL LAW— authority for creation of corporations, 178. charter, may be altered, suspended or repealed, 205. creation by special act, 178. alteration or repeal of laws, 178-179. debts of corporations, how secured, 179. liability of corporators, 179. state or municipal aid not to be given railroads, 222. public park or square not to be used for tunnel roads, 14 change in roadbed upon change of motive power, 58. tunnel railroads in cities. 14. entry upon land for purposes of survey, 4. winding up corporations dissolved by legislature, 302. extending highways across I'ailways without compensa- tion, 249-250. reorganized corporations relieved from obligations to ex- tend line, 44. relief of street railroad companies, 465. rapid transit corpoi'ations to build upon routes adopted by commissioners, 73. recommendation of raih'oad commissioners where law has been violated, 78i. assessment of expenses of railroad commissioners on cor- porations, 78m. condemnation of lands, payment of compensation into court to await determination, 199. Index. 497 CONSTITUTIONAL LAW— Continued. consent of property owners to be obtained before con- structing street railroad, 212. CONSTEUCTION OF STATUTES— general railroad law — to whom applicable, 78rn. laws repealed by, 79-82. general corporation law, construction of, 123. conflict of corporate laws with general corporation or stock corporation laws, 122. not in conflict with same, 122. substantially same as prior laws, 123. a continuation of prior laws modified or amended, 123. not new enactments, 123. references to laws incorporated, 128. existing laws not affected, 123. no amendment or repeal of Criminal or Penal Code, 123. not to impair rights or liabilities of corporations, officers, stockholders, etc., 123. law revived by, 123. laws repealed by general corporation law, 124-132. statutory construction law, 138p.-138w. laws repealed by, 138 w. time of taking effect, 138w. rapid transit act. 177-178. not to repeal certain acts, 177. nor affect certain acts, except, etc., 177. not to affect or impair certain rights of corporations, 177. no surface roads to be constructed in New York under, 178. repeal of inconsistent acts, 178. when to take effect, 178. condemnation law, 201. repeal of inconsistent acts, 201. provision as to New York, 201. title, when to take effect, 201. proceedings for the sale of corporate real property, 202. title, when to take effect, 204. hours of labor on railroads, 209-210. payment of municipal bonds, 234. corporations owning canals, 253. 498 Index. CONSTEUCTION OF STATUTES— Continued, electric light and power companies, 253-254. plankroad and turnpike companies, 254. adjustment of grievances between employer and employees, 271. mechanic's lieti law, 277. payment of taxes by railroads, 283-284. receivers, acts relating to, 299, 302, 307. Penal Code, punishment, how determined, 360. Criminal Code, 403. relief of street surface railroads, 466. CONSTEUCTION OF EOAD— width of railway, 4. of part of line in another state, 12. sections of road in this state to be deemed a connecting line, 12. capital stock may be reduced, 12. weight of rail, 19. switches; warning signals; guard-posts, SO. on public grounds or parks, 9, 63. elevated; improvement, of, 211. in New York City, 210, 155, 175, 218. in Brooklyn, 211, 221. in Buffalo, 219. through Chautauqua grounds, 9. through Indian lands, 9. through cemetaries, 270. near or across canals, 252. across public highways, 250. through public forest lands, 250. CONTAGIOUS DISEASES— when hermetically sealed coffins required, 266, 471-472. prevention of, in animals, 267. transportation of bodies ; permits required, 471-472. exposing persons affected with, 388. CONTEACTS— for conditional sale of personal property on credit to be filed, 237-238. instruments, where to be filed, 237-238. the same; not applicable to contracts which have been or must be recorded, 238. for lease or conditional sale of equipment and rolling stock to be filed, 238-239. Indes. 499 CONTEACTS— Con ti n ued . invalid as to judgment creditors and purchasers, without notice, unless evidenced in writing and recorded, 239. name of vendor, etc., to be on locomotive or car, 239. not to invalidate any contract heretofore made if recorded within ninety days, 239. COEPOEATIONS— definition, 109, 179. right to sue and be sued, 179. dues from, 179. sale of franchise and property, 447. efiect of such sale, 447. consent of stockholders, 447. proceedings by dissatisfied stockholder, 447. appraisal of stock, 448. powers of railroad, when to cease, 449. insolvencies of, when deemed fraudulent, 369. frauds in organization of, 366. acting for foreign not authorized to do business, 367. action to annul, 324. when proof of necessary, 320. certain exempted from provisions of Code Civ. Pro., 330. domestic, etc., when deemed residents, 348. fraudulent conveyances by, 373. issuing fictitious certificates by, 374. bills of lading, etc., by, 374-375. when may assume another name, 206. when existence must be proved, 207. constitutional provision for organizing, 178. not to use " pay envelopes," 268. nor post notices to influence or intimidate voters, 268. owning canals may construct and operate railroads, 253. of same name prohibited, 110. extension of existence, 120-121. rights and duties of, Notes, 139. need not recognize over issue of stock, Notes, 146. cannot ratify certain ultra vires acts, Notes, 146. not responsible for tortious acts of shareholders. Notes, 146. dissolution and forfeiture of. Notes, 147. service of process upon. Notes, 148 . lien upon shares. Notes, 148. 500 Index. COEPOEATIONS— Continued. liability of to employees of contractors, Notes, 186. certificate of incorporation, filing of. Notes, 142. CORPOEATE POWBES— See Powers. when to cease, 5, 449. COEPOEATION LAW, THE GENEEAL— classification of corporations, 108. definitions of corporations, 108. disqualification of incorporators, 109. filing and recording certificates of incorporation, 110. duplicate certificate to be refiled, 110. tax to be paid before certificate filed, 110. corporations of same name prohibited, 110. name wliere re-incorporation or re-organization effected, 110. amended or supplemental certificate, 110. defects may be remedied. 111. effect of amended certificate, 111. lost or destroyed certificates. 111. certificate and other papers as evidence. 111. prohibition of other than statutory powers. 111. grant of general powers, 112. to have succession, 112. to have a seal, 112. to acquire property by purchase, gift, etc.; to dispose of the same, 112. to appoint officers and agents, 112. to make by-laws, 112. effect of by-laws, 112. publication of by-laws, 112. limitations of amount of property of a non-stock corporation, 112. how value of property computed, 112. acquisition of additional real property, 113. acquisition of property in other states, 113. certificate of authority of a foreign corporation, 113. such corporation must procure certificate, 113. actions not maintainable until certificate procured, 114. proof to be filed before granting certificate, 114 certificate of incorporation to be filed, with statement of objects of business, 114. designation of person upon whom to be served, 114 Index. 501 CORPORATION LAW, THE GENERAL— Continued. revocation of authority, 114. acquisition of real property in this state by certain foreign corporations, 114. the same, upon judicial sales, 115. prohibition of banking powers, 115. qualifications of members as voters, 115. who may vote, 115. certificate of incorporation may provide manner of vot- ing, 115. cumulative voting, 116. voters must have owned stock ten day before election, 116. votes or proxies not to be sold, 116. record of membership may be produced, when, 116. procedure where challenge made, 116. proxies, 116. voting by proxy, 116. who may act as proxy, 116. how proxy to be executed ; its limitations, 116. proxies revocable, 116. challenges, 117. procedure where challenge made, 117. oath to be administered, 117. forms of oath, 117. inspectors may administer oath, 117. effect of failure to elect directors, 117. former directors may hold over, 117-118. mode of calling special election of directors, 118. directors to call meeting and issue notice thereof, 118. members may call meeting, and give notice thereof, 118. mode of conducting special elections of directors, 118. where to be conducted, 118. quorum; election of inspectors; adoption of by-laws, 118. qualification of voters and canvas of votes at special elections, 118. statements to be presented in lieu of books, 118. what such statements to contain, 119. duty of inspectors, 119. powers of supreme court respecting elections, 119. may inquire into legality of election, 119. 502 Index. COEPOEATION LAW, THE GENEEAL— Continued, stay of proceedings in actions collusively brought, 149. court may vacate actions collusively brought, 119. quorum of directors and powers of majority, 120. qualifications of directors, 120. what constitutes quorum; by laws, 120. directors as trustees in case of dissolution, 120. they shall collect and distribute assets, 120. liability of directors for such property, 120. forfeiture for non-user, 120. extension of corporate existence, 120. new certificate to be executed, 120-121. how filed and recorded, 121. proceedings where corporate existence has expired, and bonds have been issued, 121. supreme court may revive existence of corporation, 121. effect of such revival, 121. procedure in such cases where corporation formed under banking or insurance law, 121. the same — turnpike or bridge corporation, 121. such corporations shall be subject to this act and to general laws, 122. conflicting of corporate laws, 122. prior laws to prevail, 122. laws repealed by this act, 122. sjiving clause, 122. construction of tins act, 123. is a continuation of prior laws, 123. does not amend or repeal Criminal or Penal Code, nor impair vested rights, 123. how revived by this act, 123. schedule of laws repealed by this act, 124^132. COSTS — how collected against corporation and usurpers of franchise, 352. when defendant may require security for, 353. after action commenced, 353. in railway cases, Notes, 104. CEEDITOES — when may be brought in, in action against corporation, 331. Index. 503 CREDITOES— Continued. judgment creditors' action, 349. application of this article, 349. what property cannot be reached, 349. , CEOSSINGS AND INTERSECTIONS — See Grade Cross- ings. railroads may cross or intersect other railroads, 4. railroads to unite in forming intersections, 10. disagreement as to compensation, 10. as to manner of crossing, 10. commissioners to be appointed, 10. one to be civil engineer, 10. map to be made, 10. interchange of freight, 10. tariff in such cases, 10-11. connection with tunnel roads, 14. crossings of street railroads, 59. rapid transit railroads not to cross steam railroads at grade, 72. crossing by rapid transit railroads of horse railroads, 72- temporary removal of horse railroad, 72. rapid transit roads connected with other railroads, 171. corporations to unite in forming crossings, etc., 171. in case of disagreement as to compensation commis- sioners to be appointed, 171-172. rapid transit railroad commissioners may decide manner of crossing, 172. rapid transit roads in large cities, connection of other railroads with, 175. rapid transit railroad commissioners to fix compensation, and manner of intersection, 175. connection with steam ferries, 175. ringing bells, etc., at, 363-364. accidents at. Notes, 98. CEOSSINGS OF HIGHWAYS— See Highways. consent of highway commissioners to crossings, 250. highways may be laid across tracks, 249. CROSSINGS — Over Tracks. warning signals at, 30. penalty for neglect, 31. 504 Index. ''j CUTTINGS AND EMBANKMENTS — land necessary for, 4. land acquired by condemnation, 8. CEIME — committell outside of state, 403. committed in the state on board railway train, 403. COUNTY COUKTS — jurisdiction of, 348. domestic corporations^ etc., when deemed residents, etc., 348. may order flagmen and gates at crossings, 21. confirmation of contracts for Indian lands by, 9. COUNTY JUDGE — may order county treasurer to comply with provisions in re- gard to purchase of bonds, 234a. COUNTY OFFICERS — may grant land to railroads, 9. COUNTY TREASURER — payment of railroad taxes to, 234a. duties of, 234a. may be compelled to execute law regarding purchase of bonds, 234a. security given by, 234a. annual report of, 234:\. taxes to be paid to, 296c. to notify collector of non-payment, 296d. COUPLERS — See Automatic Couplers, Cars, etc. automatic, on freight cars, 245, 463. penalty for neglect, 245-246, 464-465, 364. DAMAGES — sustained when officer of corporation is enjoined, 342. measure of for appropriating lands, Notes, 187. measure of occasioned by elevated railroads. Notes, 187. by fires caused by railroads, Notes, 100. by diversion of water courses. Notes, 101. DEBTS OF CORPORATIONS— how secured, 179. not to exceed paid up capital stock, 138a. where capital reduced, not to exceed amount existing, 138h. not affected by surrender of stock from lessor to lessee, 43. liability of corporation to employees of contractor, 19. not impaired by consolidation, 40. Index. 505 DEFINITIONS— See Construction of Statutes. "body" or "officer;" "determination," 352. "superior city courts; " " mandate" 364. " judge ; " " clerk ; " " report," 354. " personal property ; " "property," 355. " personal injury ; '' " injury to property," 855. "affidavit;" attachment, when "amended," 355. "judgment creditor; " judgment creditors action, 355. "lunacy;" "lunatic," 355. "distinct parcel " of real property, 355. " territory ; " " domestic corporation," 356. "trial juror;" "trial jury;" "petit juror;" petit jury;" "action;" "public holiday," 356. "written or printed instrument; " " folio," 356. " dues '' from corporations, 179. "municipal corporation," 108. " stock corporation," 109. "mixed corporation," 109. "monied corporation," 109. "domestic corporation," 109, 356. "foreign corporation," 109, 356. "directors," 109. "certificate of incorporation," 109. "member of corporation," 109. "office of corporation," 109. " business corporation," 109; " corporate law or laws," 109. "person," 190. "real property," 190. " owner," real estate, 190. "land " for purpose of taxation 296a. : " land," " personal estate," 296b, 296c. "lines" defined, 2961. "estate," "property," 296r. " transfer," 296r. "county treasurer," "district attorney," 296c. DEFINITIONS — Under Penal Code. "neglect," "negligence," "negligent," "negligently," 361. " corrupt," " corruptly," 361. "malice," "maliciously," "knowingly," 361. " intent to defraud," " vessel," 361. 38 606 Index DEFINITIONS— Under Penal Code— Continued. "signatare," "writing," 361. "property," "singular number," 361. "gender," "tense," 361. " person," "real property," " personal property," 362. "affixing," 384. " company," 379. " forge," " forging," 383. "municipal corporation," 108. " stock corporation," 109. "mixed corporation," 109. " monied corporation," 109. ; "domestic corporation," 109. , " directors," 100. " certificate of incorporation," 109. 1 " member of corporation," 109. "office of corporation," 109. " business of a corporation," 109. " corporate law or laws," 109. " cumulative voting," 116. DEBTS OF COEPOEATIONS — how secured, 179. not lo exceed paid up capital stock, 138a. where capital reduced, not to exceed amount existing, 138h. not affected by surrender of stock from lessor to lessee, 43. liability of corporation to employees of contractor, 19. not impaired by consolidation, 40. DEPOSITIONS — application for; contents of affidavit, 347. DEPOTS — See Stations. DINING CARS — stoves, etc., not allowed on, 31, 364. cooking appliances, how regulated, 31. DIRECTORS AND OFFICERS — defined, 109, 373. effect of failure to elect, 117-118. special elections, 118. how called, 118. I notice, how published, 118. how conducted, 118. where held, 118. y Index. 507 DIEECTOES AND OFFICEES— Continued, quorum, 118. election of inspectors, 118. adoption of by-laws, 118. effect of failure to elect, 118. quorum of directors, 120. powers of majority, 120. as trustees in case of dissolution, 120. may sue to recover debts, etc., 120. liabilities as such, 120. policy holders of insurance corporation eligible as, 138. power to execute supplemental certificate 111. to be elected by majority of votes, 137-138. vacancies, how filled, 188. notice of election, 138. at least one-fourth to be elected annually, 138. by-laws for election of, 120. election of where no by-laws in force, 118. effect of holding over through failure to enact by-laws, 138- 139. change of number of, 138. how effected, 138. notice of meeting therefore, how served, 188. transcript of minutes to be filed, 138. under banking law, 188. under insurance law, 138. when acts of void, 138. proceedings incurring liability fraudulent and void, 138- 139. liability of, for making unauthorized dividends, 138a, 367. forbidden to distribute or reduce capital, 138a. liability therefor, 138a. dissenting director may enter protest on minutes, 138a. may distribute assets on dissolution, 138a. liability of, for unauthorized debts, 138a. for over issue of bonds, 188a. for damages, 138a. liability for loans to stockholders, 138a-138b. not to discount notes, etc., 188a-188b. liability of directors therefor, 138b. names of, to be stated in certificate of incorporation, 2. 508 Index. DIEECTOES AND OFFICEES— Continued, affidavits by, on incorporation, 2. names of, may be inserted in supplemental certificate, 3. may change route and grade of railroad, 11. construction of part of route in another state, 12. may be ex-officio directors of leased railroads, 43. invested with rights and duties of leased roads, 43. chosen under rapid transit act, 165. number and qualifications of, 165. may make by-laws, 165. of rapid transit corporations, 168. to manage affairs of, 168. vacancies, how filled, 168. qualifications of, 168. books to be exhibited, 168, rnay require payment of subscriptions as they deem proper, etc., 168. falsely indicating persons as, 370. conversion of property, 370. when presumed to have knowledge of condition of corpora- tion, 371, 373. misconduct of on elevated roads, 363. misconduct of, 371, 373. increasing captial stock, 371. selling or being interested in sale of stock, 371. takes property, or makes entry in books with intent to defraud, 371. omits to make entry in book, 371. publishing false report, 371. refuses inspection of books, 372. conceals notice of injunction, etc., 372. misconduct at elections, 372. voting or issuing proxy without right, 372-373. sells vote or proxy, 373. violates oath as inspector, 373. of stock corporations, 367. making dividend except from surplus, 367. divides or withdraws capital, 367. discounts note, etc., 367. to enable stockholder to withdraw funds, 368. purchase of stock, 368. Index. 509 DIEECTOES AND OFFICEES— Continued. receiving shares in payment of debts, 368. unlawful exchange of stock, 368. of monied corporations, 368, 370. participates in fraudulent insolvency, 368. does unlawful act, or omits duty, 368. fraudulent issue of stock, script, etc., by 366-367. sells, pledges or issues certificates without authority, 366. re-issues, sells, pledges, etc., cancelled certificates, etc., 367. violation of duty of, monied corporations, 370. misconduct of, pipe — line corporations, 372. refuses to transport products, etc., 372. makes charges contrary to regulations, 372. makes rebates, etc., 372. issues fictitious certificates, etc., 374. delivers goods without ordei's, etc., 374. neglects to stamp "cancelled " on vouchers, etc., 374. officer publishing false report, 369. selling shares, when a misdemeanor, 370. action against, 341. action against for misconduct, 322. against director of banks, 347. participating in fraudulent insolvency, how punished, 369. presumed to have knowledge of corfiorate of laws, when, 371. presumption of knowledge of corporate condition and busi- ness, and assent thereto, 373. when majority of is sufficient to constitute a quorum, 206. may change in certain cases time for holding elections, 206. to appoint president, secretary, and other officers, 207. increase or reduction of number of directors for stock cor- poration, 409. directors, rights and duties of. Notes, 142. DOCUMENTS— in hands of attorneys, not reached by subi)oena duces tecum, 409. DISCEIMINATION— See Combination. report of by railroad commissioners to attorney-general, 78j. DISEASES— See Contagious Diseases. 510 Index. DISSOLUTION— See Voluntary Dissolution. effect of as to consents, 61. rights and franchises not to be impaired after railroad constructed, etc., 61. franchise to be sold, 61-62. purchaser obtains full title to, 62. when effected by legislature, 302. dissolution and forfeiture. Notes, 147. DISORDERLY CONDUCT — on public conveyances, 399. DIVIDENDS — unauthorized, 138a, 367. not to be made except from surplus profits, 367. declaration of, Noies, 143. DOCK — injury to, 391. interference with in constructing railroad, 14. DOMESTIC CORPORATIONS — See Corpoeations. defined, 109, 356. DRAWING-ROOM CARS — See Sleeping Cars. ELECTRIC RAILROADS — electric light and power company may construct, 17. mny operate in summer only, 18. for summer travel, 18. fares on, 18. street surface railroad may change to electricity as motive power, 58. approval of railroad commissioners and property owners, 58. determination of commissioners in lieu of consents, 58. provisions applicable, 58. change of roadbed, if necessary, 58. injuries to, 389. ELECTRIC LIGHT AND POWER COMPANY — may construct and operate railroads, 17, 253-254. may construct twenty miles of road, ^7, 254. but not street surface road, 17, 254. except in cities, 17, 254. ELECTIONS — who may vote at, 109, 372-373. qualifications of voters, 115, 372-373. Index. 5ll ELECT I ONS— Conti nued. all members not in default, 115. pledgor, 116. certificate of incorporation may regulate, 115. cumulative voting, 116. voter must have owned stock ten days, 116. vote not to be sold or proxy issued for money, 116. books to be produced as evidence of rigbt to vote, 116. proxies, 116, 372-373. ' who may act as such, 116. ! how executed, 116. shall be revocable, 116-117. challenges, 117. oath of person offering to vote, 11 7. oath of person ofifering proxy, 117. on failure to elect, directors hold over, 117. supreme court may intercede, 119. who may demand relief, 119. notice to adverse party, 119. may confirm election or order a new one, 119. special elections of directors, 118. proceedings in absence of books. 118. sworn statements as to qualifications, 118-119. votes may then be cast, 119. inspectors to file such statements with certificate of result, 119. inspectors of elections, 138b-138c. how appointed; qualifications, 138b. compensation of, 138b-138c. oath; filing of, 138c. duties of, 116, 117. violation of oath by, 373. dishonest or corrupt, 373. voting on stock or bonds owned by another, 372-373. misconduct at, 372-373. change of time for holding, 206-207. ELEVATED EO ADS — See' Raileo ads in Cities and Coun- ties — Rapid TeanSit Railboads. hours of labor upon, 209. penalty for violation of act, 209. in cities; abandonment of part of route, 208. 612 Index. ELEVATED EOADS — See Eailroads ix Cities and Coun- ties — Rapid Transit Commissioners — Continued. unused portion may be abandoned by declaration of directors, 208. notice to be given stockholders thereof, 208. stockholders and railroad commissioners to approve declara- tion, 209. certificate to that effect to be filed, 209. Charter — notice by publication of application to alter, amend or ex- tend, 205. of railroad, may be altered, suspended or repealed, 205. forbidden in certain streets of New York city, 210. not permitted in parts of Broadway, Fifth and Fourth aven- ues, and in parks, 211. not to be built in Washington street, Brooklyn, except, etc., 211. not authorized under general act of 1850, Notes, 187. negligence of, Notes, 187. measure of damages occasioned by, Notes, 187. EMPLOYES — liability of corporation to employes of contractor, 19, 277. service of notice, 19. statement of particulars, 19. liability of stockholders to, 138m. for v?hat services, 138m. notice to be served, 138m. executor, guardian, etc., not liable, 138n. but estates liable, 138n. exceptions, 138ii. pledgor of stock liable, 138n. limitation of stockholders' liability, 138n. execution must be first returned unsatisfied, 138n. not liable for debt not due within two years, 138n. nor unless action brought within two years, 138n. not liable after stock disposed of, nor unless action brought within two years therefor, 138n. liability of sleeping car companies for acts of, 25-26. not to be addicted to intoxicating liquors, 26, 211, 471. to wear badges, 26. to deliver checks for baggage, 26. Index. 513 EMPLOYES— Continued. penalty for injury to baggage, 27. as policemen, 34-35. selling tickets for connecting steamboats, 28. intimidation of as voters, 402. coercion to prevent joining labor organizations, 400. on elevated railroad, duties of, 363. want of care, 363. obstructing passenger, 363. mismanagement of gates, 363. ' intoxication of, -363. violation or omission of duty, 363. mismanagement of steam boilers, 394. of machinery, 394. of steam engines, 395. trainmen to report fires, 246-247, 469-470. trackmen to extinguish fires, 246-247, 469-470. wages of to be preferred in payments by I'cceivers, 307. weekly payment of, 240, 466. penalty for violation, 240, 466. assignment of wages forbidden, 240, 466-467. to be paid in cash, 239-240. to be uniformed, 365. adjustment of grievances between and employers, 271. may cease work to vote without loss of pay, 268. ofjntemperate habits to be I'efused work, 265. hours of labor upon street and elevated lailroads, 209, 468. penalty for neglect, 209, 468. extra compensation, 468. liability of corporation to. Notes, 186. ENGINEERS — illiterate persons not to be employed as, 362. duties of, locomotive, 363. failure to stop at grade crossings, 23. intoxication of, a misdemeanor, 174. unauthorized pressure of steam, 394. bursting of engine, through negligence, 394. liability for negligently causing death, 395. mismanagement of steam boilers, 394. intoxication of, a misdemeanor, 363. 514 Index. ENGINEERS— Continued, must be able to read, 362. willful violation or omission of duty, 363, 365. to ring bell or sound whistle at crossings, 363. obstructing farm or highway crossing, 364 ENGINES — See Cars and Engini:s, Engineers, Fires. EVIDENCE — when officers or agents of corporation compelled to testify, 330. admission by member of corporation, 345. books of corporation, etc., how produced, 345. when personal attendance not required by subpoena duces tecum, 345. book of foreign corporation, when evidence, 346. when a copy thereof is evidence, 346. how copy to be verified, 346. EXECUTORS — liability of persons holding stock as, 138n, 169-170. EXPLOSIVE — placing near building, 398. keeping and unauthorized use of, 393. shipment of, without disclosing character, 393. placing near buildings, etc., 293-294. injuries to buildings by, 393. EXTENSION OF BUSINESS— See Alteration of Business. EXTENSION OF CORPORATE BUSINESS — by consent of owners of two-thirds of stock, 120. amendment and filing of certificate, 121. effect of, 121. under banking law, 121. under insurance law, 121. turnpike or bridge corporation, 121. where bonds become payable after expiration of charter, 121. supreme court may order revival of corporation, 121. construction of act, 122. EXTENSION OF RAILROADS — street surface railroads, 45^6, 49, 55-56, 466. over Hudson river, 56. over bridges, 59. re organized railroads, 44. of rapid transit railroads, 175. Index. 515 FACTORY INSPECTORS — duty of respecting payment of wages, 467. FARE, RATE OF — right of railroads to receive, 2. general tariffs of, 23-24. New York Central Railroad, 24. on cable railroads, 23. on narrow guage roads, 23. on mountain roads, 23. lines not exceeding fifteen miles in lengtli, 24. on roads for summer travel, 17, 18. 150 pounds of baggage included in, 23, 26. on consolidated roads, 24. alteration or reduction of, 25, 78i. legislature may alter or reduce, 25, 59. limitations of such power, 25. penalty for excessive, 25. passenger refusing to pay may be ejected, 25, 174. sleeping or drawing room cars, 25. on street railroads, how arranged, 458. to be refunded if check refused, 26. on street railroads. 59. on rapid transit roads, 174. railroad commissioners may recommend changes of, 78i. information regarding to be furnished railroad commissioners, 78i. terms of sale of rapid transit roads to state fares, etc., 161. extra fares may be exacted where no ticket is purchased, 241. rebate ticket issued therefor, 241. rates to immigrants and second class passengers, 255. annual reports of such rates, 255. rates to immigrants, 257. rate of where road not over ten miles long, 18. railroads may fix. 23. where motive power is rope or cable, 23. or locomotives with cogs, 23. road not incorporated prior to May 15, 1879, or io counties of New York or Kings, 24. by laying a third rail, 24. where road overcomes certain elevations, 24. 516 Index. FAEE, RATE OF— Continued. where road does not exceed fifteen miles in length, 24. in other cases, 24. for connecting steamboat or train, 28. penalty for neglect to sell, 28. FARM CROSSINGS — See Fences, Farm Crossings and Cattle-Guards. obstruction of is a raisdeameanor, 363-364. FELONIES— fraudulent issue of stock, script, etc., 366. frauds in procuring organization, corporation, etc., 367. frauds in keeping accounts, 368. conversion by trustee, 370. issuing duplicate bills of lading, 375. selling, hypothecating or pledging property received for trans- portation, 375. failitig to cancel receipt issued by warehousemen, 375. fraud on accounts, 377. unauthorized sale of passage tickets, 376-378. forgery, 379-380. false certificate to certain instruments, 380. second degree, 380-381. third degree, 381. forging passage tickets, 382. by officers, etc., 382-383. falsely indicating person as corporate officer, 383. uttering forged instruments, 383. uttering writing signetl with wrong doers name, 388. fitting out or lading any vessel with intent to wreck, 385. altering, etc., signal light for vessel, 386. violation of quarantine laws by master of vessel, 387. giving information or permitting persons to land before visit of health officer, 387. landing from vessel before visit of health officer, going on board vessel at quarantine grounds, without leave, 387. injuries to property, or interfering with railroad property, 388. injuries to railroad tracks, etc., 389. endangering life by maliciously placing explosive near build- ing, 393. keeping gunpowder, etc., 393. Index. 517 FELONIES— Continued. negligent use of machinery, 394. killing by overloading passenger vessel, 394. negligence of persons in charge of steamboats, 395. negligence of persons in charge of steam engines, 395. negligence of owner of animal, 398. arson, 395. second degree, 395. third degree, 395. burning certain property, 396. burglary, 396. FENCES, FAEM CROSSINGS AND CATTLE GUARDS— railroads must erect fences, 19-20. requirements of, 20. farm crossings and gates, 20. cattle guards, 20. liability of company for neglect, 20. wire fence, 20. barbed-wire prohibited, 20. not required unless necessary, 20. where land owner has agreed to build fences, 20. on default, company may make, 20. to be erected in forest or timber lands, 20. banking for floating logs in streams, 20. mandamus to compel compliance with act, 20. applicable to highways laid across railroads, 249. erection and maintance of. Notes, 102. FERRIES— railroads may maintain and operate, 32. extension of street railroad to connect with, 59. reservations as to New York and Brooklyn, 82. to connect with rapid transit railroads, 73, 175. unlawful maintainence of, 385. violating recognizance to keep, 385. maintaining by railroads, -Notes, 89. FIRES— in forest lands. railroads to burn all inflamable material, 245. locomotives to be provided with spark arrester, 246. fire, coals or ashes not to be deposited near woodlands, 246. 518 Index FIEES— Continued. employees to report fires, 246. men to be provided to extinguish, 246. penalty for neglect, 247. and lights on vessels in certain counties, 386. grass to be cut in woodlands, 469. employees to report and extinguish, 470. FLAGMEN— at crossings, court may order, 21. FINE— against corporation for failure to light or ventilate tunnels, 244. collection of against a corporation, 406. FORECLOSURE— of mortgages made by consolidated I'ailroads partly in the state, 40. sale passes title to line in this state, 41. judgment of foreclosure in actions now pending, 41. where a receiver is appointed, 41. powers of corporations of other states derived under fore- closure, 41. duties and liabilities of such corporations, 41. effect of filing certificate of incorporation, decree, etc., 42. certificates of stock may be issued after foreclosure in certain cases, 44. FOREIGN CORPORATIONS— defined, 109, 356. certificate of authority of, 113. certificate of Secretary of State, 113. no action maintainable unless certificates procured, 113- 114. proof of incorporation to be filed, 114. designation of person upon whom process may be served, 114. revocation of authority, 114. service of process thereupon, 114 acquisition of real property in this state by certain, 114-115. ths same ; upon judicial sales, 115. exhibition of books by transfer agent of, 138 m. acquiring stock in, to purchase fuel, 4. use of stoves on passenger cars by, 31, 364. Index. 519 FOREIGN CORPORATIONS— Continued. consolidation of with domestic corporations, 36. purchase of consolidated road, partly in this state by, 41. receivers of such roads, 41. books of; when evidence, 346. when copy thereof is evidence, 346. bow copy to be verified, 346. acting for those not authorized to do business in this state, 367. when may sue, 321. when may be sued, 321. service of summons on, 339. attachment of unpaid subscription to, 343. taxation of, 284-288. JOREIGN COUNTRIES— railroads, etc., may be constructed in, 15. cable roads in with consent of patentees, 15. rights, duties and liabilities of, 15. location of principal office of, 16. consent of directors and stockholders necessary to sell, 16. JOREST LANDS— prevention of fires in, 246. sales and exchanges of, 250. not to be leased or taken, 250. separate parcels may be sold, 251. consents required, 251. exchanges of; procedure, 251. appraisers, appointment and duties, 251. •compensation of appraisers, 251. report of sales or exchanges, 251. proceeds of sales or exchanges ; how disposed of, 251-252. railroads to burn all inflamable material in, 246, 469. locomotives to be provided with spark arresters, 246, 469. ashes or fire not to be dumped near, 246, 469, 470. employees, etc., to report fires in, 246. companies to provide men to extinguish fires in, 246, 470. penalty for default, 247, 470. FORFEITURE OF FRANCHISES— for failure to construct and finish road, 5. of street railroads, 56. upon failure to complete part of line, 63. 520 Index FORFEITURE OF FRANCHISES— Codtinued. for failure to designate person on whom summons may be served, 114 upon failure to pay taxes, 285. FORGERY — defined, 379. indorsement of instrument, 379. certificate of stock or bond, 379. indorsement transferring certificate, 380. fake certificate to certain instruments, 380. in second degree, 380. seal of corporations, 380. entry on account book, 380. other obligations, 380. other cases in second degree, 381. the same, in third degree, 381. falsifies books, 381. letter or telegram, etc., 381. uttering letter, etc., 381. altering books, etc., to commit fraud, 382. makes false entry in books of accounts, 382. omits to make proper entry in book, 382. falsely indicating person as corporate officer, 383. fraudulent issue of stock, 382. forging passage tickets, 382. " forge," " forging," 383. uttering, etc., forged instruments is, 383. uttering writing signed with wrongdoer's name,^388. FRANCHISE — how taxed, etc., 284. FREE PASSES — act prohibiting repealed, 261. FREIGHT — See Carriers. power of railroads to transport, 5, 174. erection of stations, 5. time and manner of transportation of; rates,j5. interchange of between railroads, 10-11, 22. rates, 10-11. accommodation of connecting roads, 22. railroad commissioners may prescribe regulations for exchange of, 22. Index. 521 FEEIGHT— See Cauriers— Continued. accommodations must be furnished for, 21-22. no preferences to be allowed, 22. must be received for connecting steamboat, 29. forwarding, 29. tariH rates therefor, 29. rates on rapid transit railroads, 174. to be exchanged in same cars in which billed for transporta- tion, 271. cars offered by one company to another to be taken in the usual manner, 271. no additional charge to be made, 272. penalty for violation of act, 272. vinclaimed, 27. may be sold, 27. notice of sale, 27. sale of perishable forthwith, 27. disposition of proceeds, 27-28. recommendations of railroad commissioners respecting, 78i. information to be furnished railroad commissioners respect- ing, 78i. transportation of game and. fish, 269-270, 468-469. issuing fictitious bills of lading, receipts or vouchers of, 374. selling, pledging, etc., property received for transportation, 375. use of words, " not negotiable," on receipts, 375-376. offering explosives for shipment. 393. FRAUDS— in organization of corporations, 366, 367. issue of stock, script, etc., 366. in keeping accounts, 368. insolvencies; when deemed fraudulent, 369. directors participating in such, 369. fraudulent issue of stock, script, etc., 366. in procuring organization, corporation, etc, 367. acting for foreign corporations not authorized to do business in this state, 367. in keeping accounts, 368. insolvencies of corporations, when deemed fraudulent, 369. unlawful discount of bills of foreign banks, 369. falsely indicating person as corporate officer, 370. 34 522 Index. FKAUDS— Continued. fraudulent conveyances, 373. GAME— restrictions as to transportation of venison or deer, 269. the same ; as to game birds, 269-270. transportation of, 468-469., woodcock and grouse, when not to be transported, 469. certain fish not to be transported, 469. GAS METEE— interference with, 389. GAS PIPES— interfering with by constructing road, 14. GAS— TAR— throwing into public waters, etc., 398. GATES— court may order at highway crossings, 21. cars to be equipped with on elevated roads, 78c. GOVERNOR- may appoint or suspend railroad commissioners, 78d-78e. may request railroad commissioners to take evidence regard- ing proper change in law, 78g-78h. to appoint expert in case of diseases of animals, 267. may direct attorney-general to bring action of forfeiture against corporation for failure to pay tax, etc, 285. GRADE— change of, 11. not applicable to Buffalo, 11-12. where railroads cross canals, 12. GRADE CROSSINGS— locomotives must stop at, 23. to proceed only upon signal, 23. expense of watchman, how appointed, 28. railroad commissioners may regulate precedence of trains, 23 may consent to omission of stops at, 23. interlocking switch and signal apparatus, 23. stop not required at depot yards or approaches thereto, 23. penalty for neglect, 28. cars, locomotives, etc., not to stop at, 23. penalty, 23. nor to deliver freight or passengers at, 28. ; proceedings in case of controversy, 461. appointment of commissioners, 461. . ' Index. 523 GRADE CROSSINGS-Continued. crossing not allowed in certain cases, 462. rapid transit roads not to cross other roads at grade, 172. GUAGE— change of, 237. consent of railroad commissioners, 237. consent of stockholders, 237. issue of bonds, 237. GUARANTY— street surface railroads may guarantee bonds of another com- pany, 60. GUARDIAN— when liable as stockholder, 138n. GUARD POSTS— See Appliakces. requirements regarding, 364. in prolongation of bridge trusses, 30. GUNPOWDER— keeping improperly, etc., 393. HAND-OARS — ruuning without authority, 388. HEALTH — burial and burial permits, 471, 472. HEALTH OFFICER — giving information, or permitting person to land before visit of, 387. landing from vessel before visit of, 387. going on board vessel at quarantine, without leave, 387. obstructing in performance of duty, 387. HIGHWAYS — See Streets. when railroads may be constructed across, 250. intersection of by railroads, 4. additional lands for, 8, 10. must be restored to original condition, 10, 250. may be carried over railroad tracks, 10. may be constructed on new line; condemnation of lands therefor, 10. lands condemned become part of highway, 10. sign boards and flagmen at, 21. requirements of, 21. court may order flagmen to be stationed at, 21. or that gates be provided at, 21. regulation of speed at, where gates erected, 21. j 524 Index. HIGHWAYS— See Streets— Continued, obstruction of, 364. signals at, 363-364. consent of property owners and authorities to laying private railroad across, 16-17. determination of commissioners in lieu of consents, 17. damages therefor, 17. not to interfere with travel, 17. electric light and power companies not to construct railroad on line of, 17. laying out and constructing across railroads, 249. regulation of such crossing; notice, 249. to be located at most convenient place, 249. duty of corporations to make excavations, etc., 249. penalty for neglect or refusal, 249-250. improvement and raaintainance in certain counties, as city roads, 409. HOLIDAYS— defined, etc., 356, and n. HOMICIDE— unauthorized pressure of steam, 394. generation of unsafe amount of steam, 394. mismanagement of steam boilers, 394. negligent use of machinery, 894. killing by overloading passenger vessel, 394. liability of persons in charge of steamboats, 395. liability of persons in charge of steam engines, 395. HOESE RAILROAD— See Street Surface Railroads. street railroads may be operated by horse power, '58. HOURS OF SERVICE ON RAILROADS— limit of working hours, 468. the same ; exceptions, 468. penalty for neglect, 468. IMMIGRANTS — rates of to, and second class passengers, 255. annual reports of such rates, 255. tickets; how indorsed, 256. rates to, 257. to be furnished with seats, 257. penalty for violation of provisions respecting, 257. proceedings on arrest of an ofiEender, 258. Index. 525 IMMIGRANTS— Continued. proceedings upon violation of provisions regarding, 259. sale in New York; how regulated, 258. penalties for violation of provisions, 260. restrictions against soliciting of as passengers before landing, 260. sale of tickets to at excessive rates; how punished, 261. provision regarding passengers from other countries, 261n. INCORPORATION — of raili-oads, 1-3. articles of must be incorporated, 35. certificate of railroad commissioners, 35. court may intercede if certificate refused, 35-36. filing of certificate, 36. when surveys may be made, 36. act not applicable to street railroads, 36. filing and recording certificates of, 110. frauds in organization, 366-367. tax on organization, 295-296. must be paid before certificate issued, 295-296. of rapid transit roads, 164. , when act of must be pleaded, 207. INCORPORATORS — qualifications of, 109. INDIANS — railroads may cross lands of, 9. contract with therefor, 9. confirmation of county court, 9. provisions of rapid transit act not to interfere with act con- cerning lands of, 171. INDICTMENT— of a corporation, 404-405. plea of guilty, how put in, 403. * fine on conviction, how collected, 406. for failure to light and ventilate tunnels, 244. INJUNCTION — temporary, 325. staying actions by creditors against corporations, 330. requisites of, against corporations in certain cases, 332. id.; of order appointing receiver in certain cases, 332. id.; of judicial suspension or removal of an officer, 333. 526 Index. INJUNCTION— Continued. application of three preceding sections, 333. service of upon corporation, 342. again.st receiver of corporations dissolved by legislature, 307. penalty for concealing notice of, 315. against railroads. Notes, 186. INNKEEPERS — refusing to receive guests, 399. INSOLVENCY — See Voluntary Dissolution of Corpora- tions. transfers made after default in payment prohibited, 138j. to officers, directors or stockholders, 138j. transfers in contemplation of insolvency, void, 138j. persons receiving property accountable therefor, 138j. under banking law, must be autliorized by directors, 138j-138k. exceptions to certain paper, 138k. conveyance in hands of bona fide purchaser without notice, 138j. penalty, 138k. INTERSECTION OF RAILROADS— railroads must permit intersections, etc., 10. in case of disagreement, commissioners to be appointed, 10. intersecting roads to receive and forward freight at local rates, 11. INVOICE— destroying, punishment therefor, 376. JOINT STOCK COMPANIES— taxation of, 284-289. JUDGMENT— payment by municipal corporations, 234e. against corporation, property to be distributed, 327. id. ; stock subscription to be recovered, 327. id. ; as to liabilities of directors and stockholders, 327. limitation upon provision, 327. when enforceable only against attached property, 344. by default against foreign corporation, how taken, 347 creditors action, 349. against corporation failing to light tunnels, 244-245. Index. 527 KINGS COUNTY— exemption of liability to extend routes does not permit aban- doment of route in, 45. LARCENY— bringing stolen goods into state, 384-385. LEASES AND CONTRACTS— lessee must maintain fences and cattle-guards, 19-20. lease of railroads, 43-45. exchange or guaranty of stock and bonds, 42. execution of contract tberefor, 42. approval of stockholders, 42. meeting therefor ; notice of, how served, 42. endorsement of certificate, 42. filing of duplicate, 42. road not to be used in any manner inconsistent with law applicable to lessee, 42. execution and proof of contract, 42-43. proviso, 43. lessees of railroad may acquire stock therein, 43. exchange of stock, 43. conditions of, 43. directors of lessee may become directors of leased road, 43. upon surrender of stock, certificate to be filed, 43. rights of leased road vests in lessor, 43. rights of non-asseuting stoclcholders and creditors protected, 43. lease of parallel lines proliibited, unless railroad commissioners consent, 43-44. contracting street railroads to carry for one fai-e, 61. contracts for to be furnished railroad commissioners, 78.j taxation of, railroads leased to foreign corporations, 295. LEASE OF RAILROADS— how effected, 452. exchange or guaranty of stock of,. 452. notice of meeting therefor ; how served, 453. LEGISLATURE— See Constitutional Law. may reduce fare, with certain restrictions, 25. corporations dissolved by, effect of as to consents for con- struction of street surface railroads, 61. request of, to railroad commissioners to examine laws, 78g. corporations dissolved by, 302, et seq. 528 Index." ' v LETTER— opening or publisliing, 401. LIABILITY— of corporation to employees of contractor, 19. action for damages may be brought against company by laborer, 19. notice.to be served, 19. for damage to stock by failure to build fences, 20. of parlor car companies, 25. as common carriers, 29. several corporations, 30. of reorganized railroad corporations, •14. need not extend road if railroad commissioners approve, 44. exception in case of Kings county, 45. LIENS — See Mechanic's Liens. on railways ; penalties. Notes, 105. LIQUORS— sale of by common carriers, 470. licenses by comptroller to, 470. duration of; conditions annexed, 470. penalty for violation of act, 470. LOCATION OF ROUTE— See Route. maps of route to be filed, before constructing road, etc., b notice to occupants of filing map, etc., 6. occupant or owner may apply for change of location, 6. petition therefor, what to contain, 6. commissioners to be appointed, 6. concurrence of commissioner who is a civil engineer, 6. not changed where land damage or length of line inci'eased, etc., 6. determination of commissioners, how made and filed, 6. appeal to general term from commissioners decision, 6. compensation of commissioners, how paid, when refunded, 7. i proceedings not to be commenced, until expiration of fifteen days from service of notice, 7. corporation to transrnit to railroad com.missioners, maps, etc.; requisities thereof, 7. where route changed map also must be filed, 7. LOCATION OF ROAD— construction of part of line in another state, 12. Index. 529 LOCATION OP ROAD— Continued. two corporations having same location may construct line in common, 12. LOCK— injury to, 39L LOCOMOTIVES- See Cars and Engines. to be provided with spark arresters, 246, 469. J coals or ashes from not to be deposited near woodlands, 246, 469. [ must stop at grade crossings, 23. not to obstruct highways, etc., 364. automatic couplers on, 245, 364-365. riding on, 365.. to be equipped with driving-wheel brakes, 462. negligent use or mismanagement of, 394. liability of persons in charge of, 395. MACHINERY— power to erect and maintain, 4. negligent use of, 394. MAILS— railroads must carry mails, 33. and furnish fast mail train, if required, 33, 173-174. in case of dispute, rates to be fixed by railroad commissioners, 33, 173-174. penalty for refusal, 33. MAIN— injury to, 391. MANDAMUS— to compel erection of crossings, etc., 20. to compel connecting roads to comply with regalations of railroad commissioners, 22. to compel corporations to comply with recommendations of railroad commissioners, 78j. to compel lighting and ventilation of tunnels, 244. against railroad. Notes, 105. MANSLAUGHTER— by negligent use of machinery, 394. killing by overloading vessel, <594. negligent use of steamboats, 395. negligent use of steam engines, 395. 30 Index. lAPS— to be filed when railroad constructed near or over canal, 252. exhibiting characteristics of road, to be transmitted to railroad commissioners, 7. on location of route, to be filed, 6. lECHANICS LIEN— See Liens. for labor upon track, or rolling stock, etc., 275, et seq. upon bridges, trestle work, 277. filing of, 277. lien upon track and appurtenances, 275. notice to be filed, 275. evidence on trial, 276. action to enforce lien, 276. lien to continue one year, 276. priority of liens, 276. how discharged, 276-277. personal liability of stockholders, 277. laws applicable to railroad bridges and trestle work, 277-278. Notes upon, 105. ifILK CANS— superintendents to seize, 264. further provisions regarding, 264-265. tflSDBMEANOES— intoxication or misconduct of railroad or steamboat employees, 363. employing engineers unable to read, 362. unlawful offers tp railroad commissioners or their employees, 362. misconduct of railroad commissioners or their employees, 362. misconduct of officials or employees on elevated railroaJ, 363. engineer failing to sound whistle or ring bell, 363. obstructing highways or farm crossings, 363. placing other cars before passenger cars, 364. using stoves or furnaces in cars, 364. failure to erect suitable platforms on cars, 364. failure to provide guard-posts or automatic couplers, 364. violation of duty by ofiicers, agents or employees, 365. ' advising persons to leave service, 365. wrongfully wears uniform, 365. riding on freight cars, 365. frauds in organization of stock corporations, 366. iNDEi. 531 MISDEMEANORS— Continued. acting for foreign corporations not authorized, to do business in this state,''367. misconduct of directors of stock corporations, 367-378. misconduct of directors of monied corporations, 368-369. misconduct of officers and directors of stock corporations, 371. misconduct of officers and employee^ of stock corporations, 371. misconduct of officers and agents of pipe-line corporations, 372. misconduct at corporate elections, 372. officer of corporation publishing false reports of its. condition, 369. directors participating in fraudulent insolvency, 369. unlawful discount of bills of foreign banks, 396. violation of duty of directors of monied corporations, 370. officer of corporation selling shares, 370. fraudulent conveyances, 373-374. issuing fictitious certificates by pipe-line corporation, 374. issuing fictitious bills of lading, receipts and vouchers, 374. destroying invoice, 376. sales of passenger tickets at excessive rates, 378. ofiEenses against trade-marks, 384. master of vessel bringing foreign convict, 884. keeping wrecked goods, 384. overloading passenger vessel, 385. defacing marks upon wrecked propei'ty, 385. officers unlawfully detaining wrecked property, 385. maintaining ferries, etc., 385. violating recognizance to keep ferry, 385. fires and lights on vessels in certain counties, 386. obstructing health officer in tHe performance of his duties, 387. unlicensed piloting, 388. exposing person affected with contagious disease in pubhc place, 388. unlawful interference with gas meter or steam valves, 389-391. injuring pier, sea-wall, dock, rock, buoy, pipe, main, sewer, telegraph, 391-393. violation of civil or public rights, 399. throwing gas- tar, etc., into public waters, 393. ■532 Index. MISDEMEANOES— Continued. unauthorized pressure of steam, 394. generation of unsafe amount of steam, 394. mismanagement of steam boilers, 394. transporting animals for more than twenty-four hours, 397. overdriving animal and failure to feed, 398. inkeepers or carriers refusing to receive guests and passengers, 399. disorderly conduct in public conveyances, 399. coercion by employees, 400. employing children, 400. intimidation of voters, 402. furnishing libellous information, 402. exhibiting false lights, or altering signals, 386. misconduct of directors of stock corporations, 367-368. making dividends, 367. withdrawing capital stock, 367. discounting paper, etc., 367. misapplying funds, 368. receiving shares in payment of debt, 368. exchanging shares for notes, stock, etc., 368. receiving property of corporation, 371. false entry in books, 371. false statement of affairs, 371. refuses inspection of books, 372. conceals notice for injunction or receiver, 372. neglects to inake statement as officer, 372. misconduct of directors of monied corporations, 368. participating in fraudulent insolvency, 368-369. willful omission of duty, 368-369. misconduct of officers and directors of stock corporations, 371. increase of capital stock, 371. selling, etc., shares of corporation, 371. misconduct of officers and agents of pipe-line corporations, 372. neglect to transport goods, 372. improjier charges, 372. unlawful rebate or allowances. MISNOMER— when waived, 320. not available in actions against stockholders, 333. Index. 533: MISCELLANEOUS— Notes on railways, 106. MORTGAGES— Ses Bonds. power of corporations to borrow money and issue bonds, 5, 183. upon consolidation, 39. of real or personal property need not be filed as chattel mort- gages, 237. : not to exceed amount of capital stock paid up, etc., 133. consent of stockholders owning two-thirds of stock, 134. consent, how given, 134. filing certificate of, 134. holders of debt secured by, may convert principal into stock of corporation, 134. increase of stock to equal mortgage for purpose of con- version, 134. payment by stockholders of mortgage debt pending fore- closure, 138k. effect of such- payment, 138k. upon property in foreign countries, 16. on consolidated line, 38-42. approval of stockholders, 39. bondholders not to be compelled to accept payment be- fore due, 39. creditors rights not to be impaired, 40. foreclosure of mortgages made by consolidated railroads partly in the state, 40-41. confirmation of decree of, by supreme court, 41. sale operates to pass title to part of line lying in this- state, etc., 41. confirmation, how effected, 41. liens protected, 41. powers of receiver appointed in another state, 41. railroad corporation of another state may take and exercise rights, etc., of the mortgagor, 41. and enjoy such rights as may be conferred by la,ws of this stale, 41. duties and liabilities of such corporations, 41—42. provided, exemplified copy of certificate of incorporation and decree of foreclosure be filed, etc., in this state, 42. mortgagee may purchase at foreclosure sale, 44. 534 Index. MORTGAGES— See Bonds— Continued. certificate of stock may be issued after foreclosure in certain cases, 44. effect of such certificates, 44. of corporate property, Notes, 147. power of company to mortgage franchise, Notes, 185. MOTIVE POWER— change of, by street railroads, 58. MUNICIPAL AID BONDS — issue of forbidden, 222. payment of to county treasurer, 234a, 234b. treasurer to purchase and cancel bonds, 234a. if not purchasable at or below par, money to be invested in U. S., etc., bonds as a sinking fund, 234a. if county treasurer neglect to proceed, taxpayers may apply for an order compelling him to act, 234a. bond of county treasurer, 234a. report of railroad sinking fund, 234a. railroad commissioners in towns, 234b.. office may be abolished, 234a. transfer of duties to supervisors, etc., 234a-234b. county judge may appoint commissioners, 234b. tenure of office, 234b. compensation, 234b. quorum of, 234b. oath and undertaking of, 234b. exchange or sale of railroad stock and bonds, 234b. sale of, at par, or below par, 234c. application of moneys received therefor, 234c. application of act, 234c. annual report of commissioners, 234c. collection of money to pay bonds, 234c. payment and cancellation of bonds, 234c. accounts and loans by commissioners, 234d. loans and investments, how made, 234c. earnings and interest on loans, etc., to be accounted for, 234d. reissue of lost or destroyed bonds. 234d. proof of loss, and indemnity to be furnished, 234d. what to be stated in reissue of bonds, 234d-234e. Index. 535 MUNICIPAL COEPORATIONS — consent of, to plan of re-organization, 137. consent of, to change of route in cities, etc., 11. consent of, to erect tunnel railroads, 13-14. private railroads not permitted in, 16. when not to limit speed of train by ordinance, 21. consent of, to plan of consolidation, 40. consent of, to construction and operation of street railroads, 46. how procured, 46^7. condition upon which consent given, 47-50. proceedings if property owners do not consent, 54. percentages of gross receipts to be paid to, by street railroad companies, 55. approval of, application for railway commissioners, elevated railroads, 65. — - consent of, to construction of elevated railroads, 66-68. compensation therefor, 68-70. payment of judgments against, 234e. NAME OF COEPORATION — proceedings to change name of, 443, 206. petition therefor, 443-444. banking corporation, 444. insurance corporation, 444. certificate of secretary of state, 444. contents of petition, 444. must be verified, 444. approved by directors, when, 444. notice of presentation of petition, how given, 4 11 41 5. order thereupon, 445. entry of order, 445. certified copy to be filed, 445. publication of, 446. when change to take effect, 446. substitution of new name in pending action or proceeding, 446. reports by clerks to state ofhcers, 446-447. of same name prohibited, 110. exception in case of re-incorporated, re-organized or con- solidated corporations, 110. to be inserted in certificate of incorporation, 2. name, right to protection of, Notes, 142. 536 Index. NARROW-GUAGE RAILROADS- capital stock of, 2. weight of rail on, 19. change of, 237. NAVIGATION— interfering with, 381. NAVIGABLE STREAMS— bridges, etc., not to be constructed across, witlioit mnsi^nt of authorities, 9. interfering with, 384. duty of corporation to restore when diverted, 10. NEGLIGENCE— in use of machinery, is manslaughter, 391. in use of steam boiler, is manslaughter, 393. failure to give signals at crossings, 363-361. of elevated railroads. Notes, 187. by railway companies. Notes, 95. contributory negligence. Notes, 95. NEW YORK CITY— ■when railroads may be constructed in streets of, 2L0. elevated road forbidden in certain streets of, 210. not permitted in parts of Broad w:iy. Fifth and Fourth avenues, and parks, 211. improvement of railroad structni'cs in, 211. railway companies in, must provide hose brid'.;;es, 217. processions not to interfere with rnihvav travel in, 217. railways in streets and avenues of, 218. street surface railroad not to be constructol in, under rapid transit act, 178. rate of fare in, 21. extension of time to complete street railroads in, 58. duration of certain consents in, 457. extension of time for completinir street railroads in, 159. sale of immigrant tickets in, 258. restrictions against soliciiing immigrant passengers in, 260. approval of appliances for liglitin:^ tunnels, 215. NEW YORK CENTRAL RAILROAD— fares on, 21. may collect extra fares on trains, 261n. office hours for sale of tickets on, 261n. Index. 537 NIAGARA FALLS POWER COMPANY— right to enter upon lands under streets, highways, railroads, etc., 408. OPFICERS— See, also. Directors. authority to appoint, 112, 138b, 207, 165-166. by-laws regulating election of to be published, 112. security of, 138b. policy holders of insurance company eligible as, 138b. salaries of, 112. liability of, for false certificates, reports, etc., ISSd. liability exists although report made^directly or indi- ; rectly, 138e. limitation of actions therefor, 138e. misconduct of, on elevated railroads, 363. violation of duty as, 365. n to wear uniforms, 365. ' publishing false report of corporation, 369. of corporation, selling, etc., shares, when a misdemeanor, 370. conversion by trustees, larceny'; how punished, 370. misconduct of, stock corporations, 371. misconduct of, pipe-line corporations, 372. sale of certificates by, 382. neglect to make proper entries in books, 138c. -138d. unlawful transfers by, in contemplation^of insolvency, 138j.- 138L frauds in keeping accounts, 338. fraudulent issue, etc., of stock, 366-367. frauds in procuring organization, etc., of corporation, 367. frauds in making dividends, withdrawing stock,1discoanting paper, 367-368. misappropriation of property or unlawful exchange of stock, etc., 368. forgery of certificate of stock, 379. fraudulent increase of stock,J371. not to sell or be interested in sale of stock, 371. unlawful possession of property by, 371. improper entries in books, 371. refusal to allow inspection of books, 372. omission to disclose notice for injunction or receiver, 372. 35 688 Index. OFFICERS— See, also, Directors— Continued. statement by Comptroller for assessing tax upon capital, 284. statement to assessors, 396e. report of to Comptroller for purposes of taxation, 284. report of to Comptroller of gross earnings, etc., of corporation, 388. unlawfully detaining wrecked property, 385. OILS— regulations concerning, 266. penalty ; how collected, 266. ORDINANCES— when municpal corporation not to limit speed of trains, 21. rate of speed on surface railroads, 57. removal of snow and ice, 57. penalty for neglect, 57. PARKS — when street railroad may be constructed over, 63. not to be used by rapid transit railroads, 173, 274. provision as to street railroads along, 454. exceptions regarding tunnel roads, 451-452. PASSENGERS — See Carriers, Fare, Tickets. railroads may erect stations for, 4. cars for to be run at regular intervals, 21. time tables, 21. sufficient accommodations to be furnished, 21. at junctions and usual stopping places, 21. no preference to be made, 22. accommodation of connecting roads, 22. railroads to furnish equal accommodations for, 22. equal interchange of, 22. tickets for continuous trip, 22. railroad commissioners may prescribe regulations to se- cure equal privileges, 22. conditions upon which facilities granted, 22. mandamus to enforce performance of requirements, 22 rates of fare to, 23-24. on New York Central Railroad, 24. legislature may alter or reduce fare, 25. limitations thereon, 25. penalty for excessive fare, 25. refusing to pay fare may be ejected, 25. Index. 539 PASSENGERS— See Carriers, Fare, Tickets— Continued. sleeping and parlor cars, 25-26. accommodations thereon 25. fares on, 25. liability to, on such cars, 25-26. rights and liabilities of common carriers to, 29-30. persons without badges not to collect fare of or interfere with, or baggage, 26. injuries to, while riding on platform of cars, 32. on baggage, wood or freight cars, 72. trains to come to full stop on elevated roads, 78b-78c. gates to be maintained on, 78c. penalty for violation of article, 78c. ejection of, when unlawful, 398. refusal to transport, a misdemeanor, 399. civil rights of, 899. rights of, on elevated railroads, 363. cars offered by one company to another to be taken in the usual manner, 271. no additional charge to be made, 272. penalty for violation of act, 272. ejection of from trains. Notes, 186. PENAL CODE- punishment, how determined, 360. construction of forms, 361. unlawful offers to railroad commissioners or employees, 362. misconduct of railroad commissioners and employees, 362. persons unable to read not to be employed as engineers, 362. misconduct of officials or employees on elevated railroad, 363. intoxication or other misconduct of railroad or steamboat em- ployees, 363. duties of locomotive engineer?, 363. placing other cars before passenger cars, 364 guard-posts; automatic couplers, 364. other violations of duty by officers, agents or servants of rail- road companies, 365. riding on freight trains, 365. frauds in organization of corporations, 366. fraudulent issue of stock, script, etc., 366. frauds in procuring organization, corporation, etc., 367. 540 Index. PENAL CODE— Continued. acting for foreign corporations not autliorized to do business in tliis state, 367. misconduct of directors of stock corporations, 367. frauds in keeping accounts, 368. misconduct by directors of monied corporations, 368. officer of corporation publishing false report of its condition, 369. insolvencies of corporations deemed fraudulent, when, 369. directors participating in fraudulent insolvency, how punish- able, 369. unlawful discount of bills of foreign banks, 369. violation of duty of directors of monied corporations, 370. officer of corporation selling, etc., shares, when a misdemeanor 370. falsely indicating person as corpoiate officer, 370. conversion by trustee, larceny; how punished, 370. directors of corporation presumed to have knowledge, 371. misconduct of officers and directors of stock corporations, 371. misconduct of officers and em ployees of stock corporations, 371. misconduct of officers and agents of pipe-line corporations, 372. misconduct at corporate elections, 372. presumption of knowledge of corporate condition and business and assent thereto by directors; definitions, 373. fraudulent conveyances, 373. issuing fictitious certificates by pipe-line corporations, 374. issuing fictitious bills of lading, receipts and vouchers, 374. erroneous bills of lading or receipts, issued in good faith, ex- cepted, 375. duplicate receipts must be marked "duplicate," 375. selling, hypothecating or pledging property received for trans- portation or storage, 375. bill of lading or receipt issued by warehousemen, must be cancelled on redelivery of property, 375. property demanded by process of law, 876. destroying invoice, 376. sales by authorized agents restricted, 376. unauthorized persons .forbidden to sell certificates, receipts, etc., for the purpose of procuring tickets, 376. punishment for fraud on accounts, etc., 877. conspiracy to sell passage tickets in violation of law, 377. Index 541 PENAL CODE— Continued. conspirators may be indicted, though object not accomplished, 377. offices for unlawful sales of- passage tickets are disorderly houses, 377. owners, pursers, etc., allowed to sell tickets, 377. station masters, conductors, etc., allowed to sell tickets, 378. what must be stated in passage tickets, 377. sale of tickets not filled out as required in last section a mis- demeanor, 378. sales of passenger tickets at excessive rates, 378. " company " defined, 379. completed unissued instruments, property, 379. value of, how ascertained, 379. forgery in first degree defined, 379. id.; false certificate to certain instruments, 380. id.; in second degree, 380. other cases of forgery in second degree, 381. other cases of forgery in third degree, 381. the same, 382. forging passage tickets, 382. officer of corporation selling, etc., 382. falsely indicating person as corporate officer, 883. terms "forge" and "forging," 383. uttering, etc., forged instruments, is forgery, 383. uttering writing signed with wrong-doer's name, 383. offenses against trade-marks, 384. " affixing " defined, 384. master of vessel bringing foreign convict, 384. interfering with navigation, 384. keeping wrecked goods a misdemeanor, 384. bringing stolen goods into state, larceny, 384, 385. lights on swing bridges, 471. PENALTIES — bringing stolen goods into state, 384. overloading passenger vessel, 385. fitting out vessel with intent to wreck, 385. defacing marks upon wrecked pi'operty, 385. officer unlawfully detaining wrecked property, 385. violates ferry laws, 385. unlicensed piloting, 388. 542 Index. PENALTIES— Continued. exposing person with contageous disease, 388. injuring or interfering with raih-oad property, 388. injuring railroad tracks, etc., 389. interferes with gas metre or steam valves, 389-390. injuring pier, sea-wall, dock, rock, buoy, pipe, main, sewer, telegraph, 391-392. keeping gunpowder, 393. throwing gas-tar, etc., into public waters, 393. placing explosive near building, 393. transporting animals over twenty-four hours, 397. unauthorized pressure of steam, 394. generation of unsafe amount of steam, 394. mismanagement of steam boilers, 394. negligent use of machinery, 394. killing by overloading passenger vessel, 394. liability of persons in charge of steamboats, 395. liability of persons in charge of steam engines, 395. excluding guests; violation of civil rights, 399. disorderly conduct on public conveyances, 399. coercion by employees, 400. employing children under sixteen years, 400. divulging telegram, 401. opening or publishing sealed letter, 401. for concealing notices for injunction or receiver, 315. failure to report or extinguish fii-es, 470. violation of excise laws, 470. failure to pay wages weekly, 467. failure to equip cars properly, 462-463. failure to provide automatic couplers, 464. for overworking employees, 468. failure to obey subpoena, 290-291. violation of act regarding interchange of freight, 372. violation of provision regarding emigrants, 257, 260. neglect to light or ventilate tunnels, 244, 245. failure to pay employees in cash, 240. against officer for selling shares, 370. failure to comply with orders of railroad commissioners, 78g, 78i, 78j. engineer or corporation stopping at crossing, 23. for stopping cars, horses or locomotives at crossings, 23, 364. Index. 543 PENALTIES— Continued. for excessive fare, 25. for refusal to check baggage, 26. for injury to baggage, 27. for refusing to furnish tickets, 28-29. for failure to provide switches, signals, guard-posts, couplers, brakes, tools, water, 30-81. for using stoves, etc., 31-32. for refusing to cut Canada thistles, 32. for driving animals along tracks, 32. for refusal to carry mails, 33. for failure to make report, etc., 34. for refusal to repair streets, remove snow and ice, 57. street railroads refusing transfer, 61. PIER — injury to, 391. PIPE — injury to, 391. PLANK-ROAD AND TURNPIKE COMPANY — ' may lay down rails, 254. I PLANK-ROADS — See Highways, Turnpikes. corporations may lay down rails, when, 254. damages by crossing or occupation of by railroads, 9-10. PLATFORMS — See Cars and Engines. riding on, 32. failure to construct properly, 364. no liability to persons upon, except, etc., 32. POLICEMEN — when conductors and brakemen may be, 34. duties and powers of, 34. must wear shield, 35. how removed, 35. POWERS— corporations to exercise only those given by statute, 111-112. general powers of corporations, 112. to have succession ; seal, 112. to acquire and dispose of property, 112. to appoint officers and agents, 112. to make by-laws, 112. publication of, 112. prohibition of banking powers, 115. , 544 Index. POWERS— Continued. limitations upon amount of property held by non-stock cor- porations, 112. acquisition of additional real property, 113. acquisition of property in other states, 113. acquisition of real property by foreign corporations, 114-115. the same; upon judicial sales, 115. of railways. additional conferred, 3. entry upon land for purposes of survey, 4. acquisition of real property by grant, 4. the same; by condemnation, 4. acquisition of title to real property, 7. construction of road, 4. intersection of streams, highways, etc., 4. intersection of other railroads, 4. to erect and maintain buildings, stations, etc., 4. to transport persons and property, 5. to regulate time and manner of transportation, 5. to acquire and dispose of real property in other states, 5. to purchase lands and stock in other states to acquire fuel, etc., 5. to acquire and dispose of stock in union railway station, 5. to bori'ow money, and issue bonds and mortgages there- for, 5. to locate a route, 5. to acquire title to real property, 7. to receive grants from commissioners of land office, 9. to condemn public lands, 9. to condemn land under navigable streams. 9. to receive grants from county and town officers, 9. may contract with Indians for land, 9. not to cross Chautauqua A.ssembly grounds, 9. nor obstruct navigable streams, 9. nor construct road upon or across a street of a city with- out consent, 9. the same ; across or along highways, 9. crossing stream, street, etc., must restore to former state, 10. highway or turnpike may be carried over or under rail- road track, 10. Index. 545 POWERS— Continued. may change location o£ highway, 10. may condemn right to turnpike, 10. when corporate powers to cease, 5. railroads not exercise until articles of incorporation published, etc., 35. certificate of railroad commissioners necessary, 35. in case certificate refused, appeal to general term, 35-36. proceedings if appeal granted, 36. provision not applicable to street railroads, 36. of railroads in foreign countries, 15-16. of elevated railroads, 71. of rapid transit railroads, 171-173. PEEFERENCES— See Combinations, Discriminations. common carriers not to make in transaction of business, in cars or stations, 21-22. intersecting roads to furnish equal accomodations, 21-^22. intervention of railroad commissioners, 22. supreme court may compel performance of requirements, 22. not permitted by tunnel roads, 37. nor against connecting steamboats lines, 28-29. PREFERRED STOCK— See Capital Stock, Stockholders. PRIVATE RAILROADS— individual, joint-stock association or corporation may lay down tracks, 16-17. except in cities, 16. consent of local authorities and property owners, 17. determination of commissioners in lieu of consents, 17. highways not be be obstructed by, 17. electric light and power companies may become railroad cor- porations, 17. PROCESSIONS- obstruction of streets by, 217. PROPERTY— defacing marks upon wrecked, 385. officer unlawfully detaining wrecked property, 385, injuries to, or interfering with property, 388. penalty therefor, 388-389. 35 546 Index. PEOPERTY -Continued. selling, hypothecating or pledging property received for transportation, 375. demanded by process of law, 376. QUORCTM— by-laws may fix amount necessai'y to constitute, 112. EAILROAD COMMISSIONERS— consent of to discontinuance of stations, 22. may compel connecting roads to grant equal accomodations, 22. decision binding two years, 22. court may enforce decision of, 22. may determine precedence of trains at grade crossings, 23. may permit discontinuance of stops at grade crossings, 23. interlocking switch and signals in lieu thereof, 23. examination by, preliminary to reduction of fares, 25. certificate by, of organization of elevated railroads, 3. maps to be transmitted to, 7. preliminary map, 7. map and profile, 7. may permit change of motive power by street railroads, 58. to determine compensation to bridge company for extension of line over, 60. may permit street railroad to abandon part of route, 60. may approve of certain safe guards, 31. of stoves and furnaces on dining cars, 31. may permit railroads to cease operation in winter, 33. to determine compensation for carrying mails, in case of dis- agreement, 33. may exempt reorganized railroads from duty to extend lines, 44. approval of consolidation of parallel lines, 43-44. may approve of increase or reduction of capital stock, 138i. annual report of railroads to, 34. quarterly report of, to, 34. penalty for neglect to make coi'rect report, 34. may grant certificate to new railroad corporation, 35. proceedings upon their refusal, 35-36. appointment and term of office, 78d. vacancies, how filled, 78e. suspension from office, 78e. books, 78g. Index. 547 RAILED AD COMMISSIONEES— Continued, secretary and marshal of board, appointment, duties and powers of, 78e. additional officers ; their duties, 78e-78f. an accountant, inspector, and extra clerical force may be ap- pointed, 78f. oath of office; eligibility of officers of board, 78f. principal office and meetings of board, 78f. quorum of board, 78g. general powers and duties of board, 78g. shall supervise and examine roads, 78g. may enter cars, depots and offices, and may examine books, 78g. may compel attendance of witnesses and production of books, 78g. penalty for, failure to comply with orders of board, 78g. may take evidence regarding proposed change of law. 78g. and on request of corporation, 78h. reports of railroad corporations, 78h. board may prescribe form, 78h. may require amendment of report, 78h. investigation of accidents, 781i. may investigate and report upon, 78h. notice to roads, 78h. railways "must report accidents to board, 78h. may conduct hearings in other cities and towns, 78h. recommendations of board, where, law has been violated, 78i. provision where corporation refuses to comply with recommendation of, 78i. the same ; where repairs or other changes are necessary, 78i. extra rolling stock, 78i. rates of fare ; freight or passengers, 78i. board may require additional facilities, 78i. notice to, and hearing of corporation, 78i. • roads must comply with just recommendation of board, 78j. report of failure to attorney-general, 78j. legal effect of recommendations and action of board, 78j. not to impair rights or liabilities of corporations, 78j. court may enforce decision of board by mandamus, 78], corporations must furnish necessary information, 78j. 548 Index. RAILROAD COMMISSIONERS— Continued. necessary information regarding traffic to be given, 78j. such information to be privileged, 78j. attendance of witnesses and their fees, 78k. fees to be charged and collected by board, 78k. annual report of board, what to contain, 78k. certified copies of papers filed to be evidence, 781. acts prohibited, 781. salaries and expenses of members and officers of board, 78m. total expense of board to be borne by railroads, 78m. not to exceed $50,000, 78m. , how apportioned, 78m. tax therefor, 78m. to whom this article is applicable, 78n. receivers, 78n. drawing-room car, etc., companies, 78n. corporations or railroads, 78n. unlawful offers to or their employees, 362. misconduct of and their employees, 362. consent of, to change of guage, 237. and to increase of bonded indebtedness therefor, 237. may compel lighting and ventilation of tunnels, 243-244. may consent to abandonment of part of elevated railroad, 209. may prescribe regulations for interchange of traffic, 22. may;^fix rates for carrying mails, 33. RAILROAD COMMISSIONERS IN TOWNS— See Municipal Aid Bonds. RAILROAD LAW, THE, 1. RAILS— See Roadway. RAILROADS IN CITIES AND COUNTIES- See Elevated Raileoads. certificate of incorporation, 3, 70, 78d. amendment of certificate of incorporation, 3. power to transport persons and property, 71. application for railway commissioners, 65. petition of taxpayers, 65. supervisors or mayor may authorize its presentation to supreme court, 65. court may appoint commissioners, 65 oath and bond of commissioners, 65-66. Index. 549 RAILEOADS IN" CITIES AND COUNTIES— See Elevated Eaileoads — Continued, first meeting of commissioners, 66. determination of necessity of railroad and route, 66. powers of commissioners if consents obtained, 66. appointment of commissioners by general term, 66. no railway on streets or parks, etc., occupied by railways. 66. certain streets in New York and BuflEalo excepted, 66-67. adoption of plans, and terms upon which road shall be built, 67. commissioners to invite submission of plans for construc- tion of roads, 67. meeting of commissioners, 67. determination of commissioners, 67. upon notice to local authorities, etc., may fix compensa- tion for use of franchise, 67. may fix time for constructing road ; rates for transporta- tion ; amount of capital stock, etc., 67. may select two or more routes of which local authorities may select one, 68. routes, plans, etc., may be changed, 68. appraisal of damages and deposit of money as security, 68. commissioners to determine damages, 68. may view and assess damages ; hear interested parties on notice ; take evidence, 68. corporation to deposit security for damages, 68. court may accept bond in lieu of money, 69. conditions of such bond, 69. franchises forfeited for failure to deposit security, 69. commissioners to make separate reports, 69. of damages to property on streets, 69. corporate powers vested on deposit of security, 69. commissioners shall prepare certificate of incorporation con- taining conditions, requirements, etc., 70. proviso for release and forfeiture, 70. subscription book to be opened, 70. proviso regarding forfeiture, 70. organization ; on subscription being made by fifteen persons, and payment of fixed percentages, corporation may^elect directors, 70. 550 IXDEX EAILROADS IN CITIES AND COUNTIES— See Elevated Railroads — Con ti n u ed . commissioners to deliver certificate to directors, 71. directors to make affidavit of subscription of stock, 71. affidavit to be filed, 71. powers thereupon conferi'ed, 71 powers of such corporations, 71. to transport persons and property, 71. to erect and maintain structures in streets, 71. to make excavations and openings, 72. to restore streets to original condition, 72. use of streets, etc., declared public use, 72. parks, squares, etc., not to be used, 72. nor streets not designated, 72. grade crossing not permitted, 72. nor street surface railroad.s, 72. crossing of horse railroad track, 72. surface road may be removed temporarily, 72. interference of with traffic to be avoided, 72. roadbed to be restored, 72. tracks of horse railway not to be used, 72. where route coincides with another route, 73. corporation previously formed may continue operations, 73. existing roads may connect with steam railways, ferries, etc., on payment of compensation, 73. compensation, how determined, 73. powers of corporation on compliance with conditions, 73. commissioners to transfer plans, etc, 73. moneys to be transfered to corporation, 73. commissioners to file report ; confirmation thereof, 73-74. must report to supreme court, 74. report to specify damages, names of persons, etc., 74. evidence to accompany report, 74. motion to confirm report on notice to property owners, 74. damages and costs to be paid before operations com- menced, 74. damages may be paid from moneys or securities deposited, T4. sureties on bonds may be compelled to pay, 74. Index. 551 EAILROADS IN CITIES AND COUNTIES— See Elevated Railroads — ^ontinu ed. pay of commissioners, 75. rate of payment for services and expenses, 75. conditions upon -whicli salary payable, 75. pendency of legal proceedings, 75. quorum of commissioners, 75. removal, how efifected, 75. vacancies, how filled, 75. terms of commissioners, 75. abandonment or change of route, 75. application by petition to supervisors or mayor, 76. appointment of commissioners, 76. supervisors or mayor may endorse application, 76. court may appoint commissioners, 76. , oath and bond of commissioners, 76. meeting of board, their powers, 76. notice of hearing on application, 76-77. determination; abandonment, conditions, 77. re-location ; map of survey, 77. powers over abandoned route cease, 77. time within which road to be constructed, 77. extension of time for construction, 77. report of determination of commissioners, 78. what such report to contain, 78. pendency of legal proceedings, 78. effect of recital of conditions of forfeiture, 78. report and map to be filed, 78. powers thereupon conferred, 78. consent of property owners, or decision of commissioners when must be obtained, 78a. corporation may complete portion not abandoned, 78a. other terms and conditions of certificate to remain intact, 78a. commissioners shall also determine damages, 78b. proceedings in respect thereto, 78b. compensation of commissioners, 78b. no change or abandonment in certain parts of New York and Brooklyn, 78b. increased deposit required when securities become depreciated, 78b. 552 Index. EAILROADS IN CITIES AND COUNTIES— See Elevated Railroads — Continued, trains to come to full stop, etc., 78b. time must be allowed passengers to enter and alight from trains, 78c. gates; cars to be equipped with on elevated roads, 78b. penalty for violation of this article, 78c. certain regulations to be printed and posted, 78c. extension of time to comply with this article, 78d. court may extend time for one year, 78d. incorporation eEEected notwithstanding defect in articles, 78d. abandonment of part of route, 208-209. notice of, to stockholders, 208. approval of stockholders, 209. approval of railroad commissioners, 209. certificate to be filed, 209. hours of labor upon, 209-210, 468. limit of working hours, 468. the same ; exceptions, 468. additional compensation, 468. penalty for neglect, 468. payment of wages in cash, 239-240. employees of, to be paid weekly, 240-241, 466-467. wages to be paid weekly, 466. obligation extends to successors, 466. penalty for neglect, 466-467. duty of factory inspectors, 466-467. assignment of wages, 466-467. RAILROADS— may be constructed by individual, joint-stock, or other cor- poration, 16. appointment of commissioners, 17. to determine necessity, and damages, 17. not to interfere with street or highway, 17. not over 16 miles in length may cease operations in winter, 18. authority for passage of acts relating to, 178. injunctions against. Notes, 186. railroad corporations, public character of, Notes, 87. Railway mortgages. Notes, 88. Railways, obligations to restore streets. Notes, 101. Index. 553 EAILEOADS IN FOREIGN COUNTRIES— must conEorin to the laws thereof, 15. corporations may expend money for surveys, and for grants, 15. may take grants from foreign countries, 15. may acquire ; maintain and operate lines of railroad, telegraph and shipping, 15. may purchase, sell or mortgage railway or telegraph lines, 16. may transport persons and property, 16. may acquire and use necessary real estate, 16. must have principal office and hold annual meetings in this state, 16. RAILWAY APPLIANCES— locomotives to be equipped with driving-wheel brakes, etc. 462. freight cars to be equipped with air brakes, 462. " coal-jimmes," when to be so equipped, 462. penalty for neglect, 462. when other cars not to be hauled, 462. report of cars to be filed, 463. penalty for neglect, 463. railroad commissioners may make exemptions, 463. repeal of inconsistent acts, 463. , RAILS— ! centre bearing prohibited, 63-64. RAPID TRANSIT ACT, THE— commissioners, how appointed and constituted, 153. vacancies, how filled, 153. oath of; oaths to be filed, 153. first meeting of board, 154. by-laws and rules, 154. 1 record of proceedings to be kept, 154. quorum ; seal, 154. to determine necessity of railways, 154. general plan of construction, 154. location of routes, 155. consent of property owners, 155, 157. consent of local authorities, 155-156. determination of commissioners in lieu of consents, 155, 157. parks, etc., excepted, 155. ..__ _j 36 554 Index EAPID TEANSIT ACT, THE— Continued. lands, etc., of United States, 155. ^ streets occupied by elevated railroads excepted, certain streets excepted, in New York, 155. in Brooklyn, 155. in Buffalo, 155. tunnels under parks, 155-156. elevated roads forbidden in certain places, 155-156. plans to be approved by common council, 156. bearing before council, 156. vote upon plans, 156. approval of plans ; how effected, 156-157. where municipal authority is vested in other bodies than common council, 157. consents of property owners, 157. value of property, how determinied, 157. application for commissioners, 157. notice of such application, how published, 157. court to designate newspaper, 157. appointment of commi.ssioners, 158. vacancies, how filled, 158. evidence before commission, 158. hearing, and determination, 158. transmission of report, determination and evidence to court, 158. confirmation of report ; effect of time within which report to be made, 158. detailed plans, 158. plans and specifications for construction of road, 158. devices, etc., to secure efficiency, 158. supports, turnouts, switches, buildings, etc., 158. provision for subways, 158-159. municipal supervision of work where subsurface structures interfered with, 159. expenses of such supervision, and of restoring sub- ways, etc., 159. sale of franchises at auction, 159. notice of terms and conditions, 159. advertisement of sale to contain certain plans and speci- fications, 159. Index. 555 EAPID TEANSIT ACT, THE— Continued. commissioners to supervise construction, 159-160. terms of sale to provide for construction of road, 159-160. approval of engineers, 160. deposit of security, 160. bids void at option of board unless corporation organized, 160. re-sale of franchise, 160. when roads to be constructed, 160. extensions of time, 160. 'forfeiture for failure to complete road, 161. re-sale of franchise, 161. distribution of proceeds, 161. re- organization of corporation, 161. amount of capital, stock and bonds, 161. rates for passengers and freight, 161. rejection of bids ; re-sale, 161. re-sale of franchise, 161. conditions, 161. duration of franchise, 162. rights of creditors protected, 162. re-sal'e of franchises on expiration of term, 162. conditions ; compensation to owners, 162. who may purchase,'162. board may employ attorneys, engineers, etc., 162. appropriation of money, 162-163. application to court therefor, 162. limitation of indebtedness, 163. audit and payment of expenditures, 163. issue of revenue bonds, 163. levy of tax therefor, 168. expenses ; how repaid, 164. terms of sale of franchise?, 164. compensation of commissioners, 164. twenty-five persons to organize corporation, 164. articles of incorporation, 164. statements in ; to embrace plan.s and specifications, 164. articles to be approved, acknowledged and filed, 164-165. stock subscription books, 165. to be fifty subscribers, 165. percentages to be paid in cash, 165. 556 Index. EAPID TEANSIT ACT, THE— Continued. meeting to organize, 165. thirteen directors to be chosen, 165. qualifications ; conditions of voting, 165. tenure of office, 165. adoption of by-laws, 165. election of directors ; vacancies, 166. time and place of annual meetings ; manner of calling, 166. number"of stockholders to constitute meeting, 166. officers, their election, powers and duties, 166. * inspectors of election ; amendment of by-laws, 166. by-laws may provide for forfeiture of shares, 166. record of proceedings to be kept, 166. certificate thereof, 166. certificate of approval of rapid transit railroad commis- sioners, 166. certificate, and certified copy thereof to be filed, 166. payment of organization tax, 166. certificate as evidence, 166. payment by bank or trust company of deposits, 167. payment of expenses to purchasers, 167. plans but not route may be changed, 167. approval of rapid transit commissioners, 167. approval of corporation, 167. certificate of such change, 167. certificate of approval of commissioners, 167. filing cf certificate, plans and specifications, 167. effect of such change, 167. taxation of corporation, place of, 168, 269a, 269b. directors to manage affairs of corporation, 168. vacancies, how filled, 168. qualifications of directors, 168. books to be exhibited, 168. directors may require payment of subscriptions in such in- stallments as they deem proper, 168. liabilities of stockholders, 168. to creditors and laborers, 168. for personal services, 168. execution against corporation, 168-169. action to be preceded by notice, 169. Index. 557 EAPID TRANSIT ACT, THE— Continued, stock, how transferred, 169. capital, 169. how increased or reduced, 169. approval of rapid transit commissioners, 169. approval of stockholders, 169. notice of meeting therefor, 169. statement to be approved, attested and filed, 169. executor, trustee or pledgee holding stock not liable as stock- holder, 169-170. . pledgor and owners liable, 170. liability of corporation, 170. for debts of laborers against contractoi's, 170 notice to such corporation, 170. requirements and service of such notice, 170. limitation of actions therefor, 170. real estate, 170-171. corporation may hold amount necessary for construction, etc., of railways, stations, etc., 171. proceedings for condemnation, 171. general powers of rapid transit corporations, 171-173. to take and hold real and personal property, 171. the same ; necessary to construction and operation of road, 171. this provision not to affect act relating to Indian lands, 171. to cross and unite with other roads, 171. turnouts, sidings, switches, etc., 271. corporations to unite in making connections, etc., 171. compensation therefor, 171. commissioners to be appointed by court, 171-172. to transmit persons and property by motor other than animal power, 172. to construct and operate railroads in and underneath streets, 172. may excavate to secui'e foundations, etc., 172. not to cross other railroads at grade, 172. not to place piers, etc., upon existing railway tracks, 172. corporation must restore streets, 172. use of streets, etc., declared public, 172-173. use of parks or squares limited, 173. 558 Index. RAPID TRANSIT ACT, THE— Continued. to borrow money, and issue bonds therefor, 173. employes must wear badges, 173. not to collect fare, or interfere witli passenger or bag- gage, otherwise, 173. corporation must carry mails, 173. compensation therefor, 173. must furnish extra, or fast mail train, 173. compensation therefor, 173-174. ejection of passenger refusing to pay fare, 174. trains to be run on schedule time, 174. transportation of passengers and freight, 174. to be taken and discharged at reasonable times and at legal rates, 174. liability of, for damages, 174. intoxication of conductor or engineer a misdemeanor, 174. injury to property a misdemeanor, 174. offenders liable for damage, 174. legislature may dissolve corporation, 175. railroads may connect with other routes and ferries, 175. may extend facilities, 175. consent of rapid transit commissioners, 175. may lay additional tracks, 176. Battery park excepted, 175. board may fix location and plans of construction, 175. conditions and compensation, 175. certificate in regard to connection, etc., 175. to be delivered to corporation upon acceptance of condi- tions, 175. execution and recording of certificate, 175-176. certificiite and certified copy thereof to be filed, 176. powers conferred in regard to entensions, 176. consents of authorities and property owners to be obtained before connecting routes, 176. determination of commissioners in lieu of consents, 176. confirmation by court, 176. corporations may remove suface railroads, 176-177. must restore same and pay damages occasioned, 177. not to use tracks of horse railway, 176. Index. 559 EAPID TRANSIT ACT, THE— Continued, construction of act, 177-178. not to affect L. 1875, ch. 606 ; or art. 5 of ch. 565 of L. 1890, except, etc., 177. not to affect or impair certain rights of corporations, etc., 177. not to affect certain acts, except, etc., 177, 178. no surface railroads to be constructed in New York city under this act, 178. repeal of inconsistent acts, 178. when to take effect, 178. RAPID TRANSIT ACT— AMENDMENT OF— bridge company may construct elevated road in lieu of ap- proaches to bridge, 272. proceedings in such cases, 272. consents of authorities; how obtained, 273-273. consents of property owners, etc., 273. conditions; power of companies; limitations, 273. REAL PROPERTY- power to take for railroads, 4, 171. acquisition of, under general corporation law, in other states, 113. in this state by foreign corporations, 114. upon judicial sales, 115. authority to appropriate for railroad purposes. Notes, 180. extent to which may be appropriated. Notes, 181. corporation is judge of amount needed, Notes, 181. appropriated for one public use cannot be diverted for a dif- ferent public use. Notes, 182. estate in acquired by railroads. Notes, 182. duration of easement in. Notes, 182. proceedings to condemn, Notes, 183. determination of commissioners. Notes, 184. appraisement of damages, Notes, 184, commissioners report ; confirmation. Notes, 184. powers of court; appeal. Notes, 184. setting aside appraisal of commissioners, Notes, 185. measure of damages for appropriating. Notes, 187. taken for public use ; damages therefor. Notes, 92. powers of commissioners regarding. Notes, 92. acquisition of real by corporations, 113. 560 Index. EECEIVEES— possession of, 136. suit against, 136. condemnation of lands, when in possession of, 8. of railroad partly in another state, may perform duties in this state, 41. provisions relating to railroad commissioners applicable to, 78n. taxation of real estate in hands of, 296k. unpaid subscriptions to stock to be paid to, 138h. condemnation of lands when railroad in the hands of, 8. of personal property, 323. commissions, 323, 312, 299, 306. may be permanent and temporary, 325. powers of temporary receiver, 325. additional powers and duties of, 326. to report to Attorney-Greneral, 297. compelling report by, 296. motion by Attorney-General to remove, 298. who to be served upon, 299. application of act, 299. appointment and duties of, 299. application for appointment of, where made, 299. compensation, 299. order appointing to designate place of deposit, 299. duties of, 300. to file report; what to contain, 300. notice to Attorney-General, 300. intervenor to pay legal expenses, 300. no allowance to attorneys, 300. to close up affairs within one year, 300. Attorney-General may apply for removal of, 300. appeals, 301. copies of all papers to be served on Attorney-General, 301. where applications under this act to be made, 301. change of venue, 301, 302. preference on calander, 302. repeal of inconsistent acts., 302. transfer of property to, 302. appointed on application of Attorney-General; when property to vest in, 302. Index. 561 EECBIYERS— Continued. duty of Attorney-General, 302. suit, where to be brought, 302, 303. when court to appoint receiver, 303. receiver to make inventory, 303. notice to creditors, 303-304. powers and duties of, 303-304. creditors to present claims, 303-304. when creditor is debarred, 305-306. right of creditor to appeal, 305-306. sale of property, 305-306. allowance of receiver, 306. distribution of assets, 306. stay of proceedings in actions, 306. discharge of receiver; his powei's until discharged, 306. subpoenas, by whom issued, 306. receiver may administer oaths, 306. disobedience to subpoenas; false swearing; perjury, 306. ' leave to sue receiver, how and where obtainable, 307. repeal of inconsistent acts, 307. wa'ges of employees to have preference over other pay- ments' by receivers, 307. appraisal of property in hands of, 308. provisions of Revised Statutes applicable to, 308. general powei's and duties of, 308-309. security of, 309. rights of, 309. ' authority of, 309. I to prosecute for arrears of stock, 310. to give notice of appointment, etc., 310. certain sales, etc., void, 310. debtors to account to, 310. referring controversies, ,311. meeting of creditors to be called, etc., 311. subsisting contracts, how treated, 311-312. commissions of, 312. to retain certain moneys, 312. id.; to meet certain suits, 312. order of payment of debts, 312. 562 Index. EECEIVEES— Continued. second and final dividend, 312-313. proceedings thereupon, 313. debts barred after second dividend, 313. surplus to be distributed to stockholders, 313. money to be retailed, when, 313-314. control of, 314. accoiant by them, 314. previous notice thereof, 314. master's duty, 314. settlement of account, its effect, 314. protection against illegal transfers, 315. powers of receivers extended for protection against fraud, 315. may have action against offenders, 315. punishment of directors for neglect of duty, 315. penalty for concealing notices for injunction or receiver, 315, 316. to whom this act applies, 316. citations to laws concerning, 316. possession by of property, 136. suits by him, 136. sale or reorganization, not to disturb possession of, 136. when may be sued, 136. when new corporation liable for neglect of, 186. REFERENCES— how made in actions against corporations, 346. RE-ORG ANIZ AT 10 N— after sale of corporate property and franchises, 134. certificate ; filing of, 134. issuing preferred and common stock after, 135. contents of plan or agreement for, 135. corporation may issue stock and bonds, 136. ' may settle former accounts, 136. sale of property, 136. possession of receiver, 136. liability of, 136. suits against, 136. stockholders may assent to, 136-137. consent of municipal authorities, 137. stock may be issued after, 44. Index. 563 RE-ORGANIZATION— Continued. corporation not liable to extend route after, 44. approval of railroad commissioners, approval is con- clusive, 44. no abandonment of any portion of route hereunder, 44. Kings county excepted, 45. REPEALING ACTS— laws repealed by the general railroad law, 78n-80. by the general corporation law, 81-82 ; 124-132. effect of, 122-128. by the stock corporation law, 83-84. by the condemnation law, 201. by the statutory construction law, 138x. effect of, 138v-138w. REPEAL OF CHARTER— constitutional provision, 205. notice by publication of application to alter, 205. amend or extend charter. 205-206. REPORTS— to be made annually to railroad commissioners, 34. quarterly to railroad commissioners, 34. penalty for refusal or neglect, 34. reports of railroad corporations, 78h. railroad commissioners to prescribe form of, 78h. amendment of, 78h. false report of corporate affairs, 371. refusal or neglect to make, 372. ROADWAY— location of, 5. construction of, 4. ; additional land for, 4. removal of trees from, 4. weight of rail, 19. Canada thistles to be cut along, 32. walking along track, 32. penalty for leading or driving animals along, 32. use of centre bearing rails on, 63-64. paving or repairing streets along, 64. use of sand upon street railroads, 63. use of salt on, 217. when highways may be laid across, 249-250. 564 Index. ROADWAY— Continued. mechanics liens on bridges and trestle work along, 277-278. change of guage, 237. inflamable materials to be removed from, 246, 469. injuries to track, 389. placing obstructions on, 389. ROUTE— See Abandonment of Route, Location of Route, Extension of Route, New York City. abandonment of part of, by elevated railroads, 208-209. not permitted after reorganization, 44, 45. corporations not liable to extend, after consolidation, when, 44. when may be constructed underground, 13-14. tunnel railroads, 13. tunnels in or under parks, 14, 155, 156. when l)igliways may cross, 249. when may cross highways, 250. when constructed near or across canal, 252. railroads may be constructed in lieu of canal, 253. through forest lands, 250-252. prevention of fires along, 246, 469. across salt lands, 252. across lands of the United States, 252. across cemetaries, 270. across streams, highways, plank-roads, turnpikes and canals, 4- across other railroads, 4. through public lands, 9. through Indian lands, 9. through Chautauqua grounds, 9. approaches to, 272-274. in New York City, 210, 175. in certain streets, 210-211, 218, 66-67, 78b, 155-156. in Brooklyn, 211,'221, 78b, 67, 155. in Buffalo, 11, 219, 67, 155. rapid transit railroads, 155, 172. change of, 167. restoring streets along, 176, 177. change of, 11-12. elevated railroads excepted, 11. to adjoining county, 11. consent of taxpayers, 11. consent of municipal authorities, 11. Index 565 ROUTE — See Abandonment of Eoute, Location of Route, Extension of Route ; New York City. at canal crossings, 12, 252. power of canal commissioners over, 252. by directors, to avoid accidents,^ 11-12. two roads having same location, 12-13. of part of line in another state, 12. RULES— See Powers. corporations have power to make, 112. SAFETY APPLIANCES— See Appliances, Gars and En- gines, Locomotives, Gates. regulation of, 30-32. switches, warning signals, 30. guard-posts, 30. automatic couplers, 80, 364, 463-465, 245-246. automatic or safety brake, 30. railroad commissioners may approve other, 31. may recommend as to, 781. stoves and furnaces prohibited, 31, 364. upon dining cars, 31, 364. platforms upon cars, 364. freight cars, 462. air brakes on, 462. couplers, 463. driving-wheel brakes on locomotives, 462. "coal jimmies ", use of in the future regulated, 462, 464. injuries to, 388-389, 391. SALE OF CORPORATE REAL PROPERTY— proceedings on application to sell, mortgage, etc, 202. petition to court, what to contain, 202. averments, statements and prayer for relief, 202. verification, 203. hearing of application, 203. court may grant application, 203. appearance, 203, notice to creditors on application of insolvent corpora- tion, 203. service of notices, 203-204. power of court to make all necessary orders, 204. title, when to take efifect, 204. 566 Index. SALT LANDS— title to, how acquired, 252. SAND— when may be used on tracks, 63. SCHEDULES— acts repealed by Laws of 1890, chapter 565, 78n-80. acts repealed by Laws of 1890, chapter 563, 81-2. acts repealed by Laws of 1890, chapter 564, 83-84. SCTEE FACIAS— quo warranto, etc., abolished, 352. actions to be brought in name of people, 352. SEA WALL — injury to, 391-392. SECRETAEY OF STATE— service of process on, for foreign coi'poration, 114. \ SEALS— how impressed upon corporate documents, 138r. forgery of, 380. SEWER— injury to, 391. interference with in constructing railroad, 14. SIGNALS — at railroad crossings, 23. at highways. See Highways. at roads, bridges or structures which cross railroad above tracks, 30. on swing bridges, 471. on swing bridges across Hudson river, 247. altering, 386. falsely exhibiting or obstructing, 386. Notes on, 98. SLEEPING AND PARLOR CARS— railways may contract with corporations for hauling, 25. extra fare may be collected on, 25. liability of railroads hauling, 25. conductors must wear badges, 26. qualification of conductors, 26. intoxication or misconduct of employees, 363. violation of duty by employees, 365. injuries to baggage, 27. fare may be reduced, 25. iNDEi. 567 SLEEPING AND PAELOR CARS— Continued. penalty for excessive fare, 25. passenger refusing to pay fare may be ejected, 25. platforms on, 364. stoves or furnaces on, 31, 364. provisions regarding railroad commissioners applicable to, 78n. tax upon companies operating, 287, 289. tickets for, how endorsed, 261. SNOW AND ICE— street railroads must remove, 57. SPEED — See Municipal Coeporations and Ordinances. on railways, 21. on street railroads, 57. STATE AID— to railroad corporations, forbidden, 222. STATE LANDS — See Commissioner of the Land Office Real Estate. STATIONS— corporations may erect and maintain, 4, 171. passengers and freight to be received at, 21. to furnish accommodations at, 21-22. accommodations for connecting steamboats at, 28. transfer of baggage from steamboat landing, 28. railroads to receive at, freight from connecting steamboats, 29. not to be discontinued without consent of railroad commis- sioners, 22. no preference for transacting business in, 21. to have same name as village where located, 22. central station in village to bear such name. 22. equal facilities to be furnished at, for connecting roads, 22. sale of tickets at, for connecting roads, 22. railroad commissioners may regulate facilities at, 22. may order that additional facilities at, be furnished, 78i. connection of elevated railroad with, 73. of other roads, 50. compensation for use thereof, how determined, 73. misconduct of station agents, 363. placing explosives near, 393. on New York Central Railroad, when to be kept open for sale of tickets, 261n. 568 Index. STAY OF PEOCEBDINGS-See Code of Civil Pkocedure, Injunctions. in actions collusively brought, 119. powers of supreme court to grant, 119. upon appeals, in condemnation proceedings, 198. STATUTOEY CONSTEUCTION LAW, THE— short title ; extent of application, 138p. property ; real property ; personal property, 138q. person ; judge, 138q. lunacy ; idiocy, 138q. gender ; number ; tense, 138q. heretofore; hereafter; now, 138q. last; preceding; next; following, 138r. folio, writing; signature; seal, 138r. oath ; affidavit ; swear, 138r. acknowledge : acknowledgment, 138r. bonds; undertaking, 138s. choose; elect; appoint, 138s. meeting ; quorum ; power of majority, 138s. service of notice upon body or board, 138t. county clerk ; i-egister, 138t village ; state ; territory, 138t. public holiday; half-holiday, 138t. year, 138 1. month, 138 u. day ; mode of computing days ; night-time, 138u. standard time, 138u. Civil and Criminal Codes, 138v. laws of England and the colony of New York, 138v. limiting the effect of repealing statutes, 138v. existing laws included in revision not to be construed as new enactments, 138v. effect of revision upon laws passed at same session or before revision takes effect, 138w. alteration of titles and head notes, 138 w. laws repealed, 138w. time of taking effect, 138 w. schedule of laws repealed by, l38x. STEAM— unauthorized pressure of, 394. generation of unsafe amount, 394. Index. 569 STEAM BOILERS— mismanagement of, 394. STEAM VALVES— interference with, 389. -, STEAM ENGINES— liability of persons in charge of, 395. STEAMBOATS— See Vessels, Navigation. connection of railroads with, 28. maintenance of, by railroads in foreign countries, 15-16. liability of persons in charge of, 395. J intoxication or misconduct of employees on, 363. STOCK— See Capital Stock— exchange or guaranty of, 452. fraudulent issue of, etc., 366. sale of by officers of corporation, 382-383. stocks defined. Notes, 143. borrower of, when empowered to use it, Notes, 143. actions in relation to, Notes^ 144. subscription for. Notes, 144-145. overissue of, Notes, 144. shares of non-negotiable. Notes, 144. purchaser of, takes it subject to burdens. Notes, 145. increase and reduction of, Notes, 145. transfer of. Notes, 145. gift of ; how consummated. Notes, 145. subscriptions obtained by fraud. Notes, 145. is trust fund for creditors. Notes, 145. offer of corporation to sell below par is fraudulent, Notes 146. is personal property. Notes, 146. corporation need not recognize over-issue of. Notes, 146. corporate lien upon. Notes, 148. stock, stockholders ; actions against, etc.. Notes, 90-92. STOCKHOLDERS— See Stock, Capital Stock. mortgages, except purchase money, not to be issued without consent of, etc., 134. rights of, after reorganization, 135-136. regulation as to voting by, 135. may assent to plan of readjustment, 136-137. consent to readjustment by municipal authorities as stockholders, 137. 37 570 Index. STOCKHOLDBRS—See Stock, Capital Stock— Continued. " directors ciiosen by, 137-138. failure to enact by-laws to enable election of directors by, 138-138a. may change number of directors, 138. liability of directors for loans to, 188a. withdrawal of money paid on stock by, 138a. transfers by, indebted to corporation, 138b. unauthorized payment of capital to, 138a. alteration or extension of business authorized by, 138e. may authorize issue of preferred and common stock, 138j. prohibited transfers to, 138j. no transfers of property to, in contemplation of insol- vency, 138j. not to transfer stock in corporation in contemplation of insolvency, 138j. payment by of mortgage debt pending foreclosure, 138k. may be protected thereby on foreclosure, 138k. lost certificates of stock, 138k. application to court to issue new in place of, 138k-1381. may require financial statement of corporation, 138m. exhibition of books by transfer agent of foreign corporation to, 138m. liabilities of, 138m. to creditors, 138m. to employees, etc., of contractors, 138m-138n, 168-169. persons holding stock as collateral upon trust, 138n. executors, administrators, etc., 138n. limitation of liability as, 138n. execution against corporation returned unsatisfied, 138n. within what time action to be brought to enforce, 188n. consent of, to abandonment of part of route of elevated road, 209. to abandonment of part of street railroad, 60. to change of guage, 237. to issue stock therefor, 237. to guarantee by one street railroad of bonds of another company, 60. to lease, 42-43. to mortgage, 39, 134. to consolidation agreement, 38. Index. 571 STOCKHOLDERS— See Stock, Capital Stock— Continued. to increase or reduce capital stock, 138h-138i. of rapid transit corporations, 169. approval by, of lease of road, 452. number of to form rapid transit corporation, 165. meeting of ; rights of municipal corporations, 471. how stocks of such corporations represented, 471. making parties to action against corporation, 326. when separate action may be brought against them, 326. when may vote when personal interest involved, Notes, 146. are bound by acts of a majority, Notes, 146. penalties against. Notes, 186. personal liability of for debts, Notes, 186. stockholder; how constituted. Notes, 143. defined, Notes, 146. action to establish liability of. Notes, 144. STOCK CORPOEATION LAW, THE— short title and application of chapter, 133. power to borrow money and mortgage property, 133. may raise needed funds, and issue mortgage, 133. limitation of such power, 134. consent of stockholders, when necessary, 134. consent to be filed, 134. mortgage bondholders may secure stock of corporation in lieu thereof, 134. reorganization upon sale of corporate property and franchises, 134. purchaser may organize a new corporation on executing cer- tificate, 134. certificate of reorganization to contain, 134-135. name of new corporation, 135. amount and character of capital stock, 135. number and names of directors, 135. promoters agreement, 135. rights and privileges thereupon secured, 135. contents of plan or agreement, 135. purchasers of property may execute a promoter's agreement, 135. what such agreement must contain, 136. new corporation may issue bonds and settle debts of old corporation, 136. 572 Index. STOCK CORPORATION LAW, THE— Continued. preferences may be established, 136. limit of stock and bonds, 136. sale of property ; possession of receiver and suits against him, 136. court may order sale of property on default of mortgage, 136. sale or reorganization not to disturb possession of receiver, 136. when receiver may be sued, 136. when new corporation liable for neglect of receiver, 136. stockholders may assent to phin of adjustment, 136-137. within what time such assent may be given, 137. when municipal authorities may so assent, 137. may surrender old in lieu of new stock, 137. combinations in restraint of trade prohibited, 137. directors, 137. directors how chosen, and when, 138. vacancies how filled, 138. notice of time and place of election, 138. policy holders in insurance corporation eligible, 138. change of number of directors, 138. how and by whom change effected. 138. notice, how served ; proof of service, how made, 138. consents in case of banking or insurance corporations, 138. when acts of directors void, 138. where directors hold over and neglect to provide for an- nual meeting, 138. liability of directors for making unauthorized dividends, 138a. dividends not to be declared except from surplus profits, 138a. capital not to be impaired, 138a. directors when liable for violation of this section, 138a. exception in case of dissolution, 138a. liability of directors for unauthorized debts and over issue of bonds, 138a. debts not to exceed paid up capital stock, 138a. liability of directors, 138a. liability of directors for loans to stockholders, 138a. loans or discounts not to be made to stockholders, 138a, 138b. < penalty for violation of provison, 128b. Index. 573 STOCK CORPORATION LAW, THE— Continued. transfers of stock to stockholder indebted to corporation, 138b. oflficers ; how appointed ; who eligible, 138b. security may be required of, 138b. inspectors, and their oath, 188b. how appointed ; who may be, 138b. compensation of; oath to be taken, 138c. books to be kept, 138c. account books, and record of stockholders, 138c. stock books to be open for inspection, 138c. transfers of stock, effect of, 138c. stock book as evidence, 138c. penalty for failure to make report or [to exhibit stock book, 138c. annual report, when to be made, 138d. shall contain amount of stock ; amount of debts and as- sets, 138d. to be signed, verified and filed, 138d. penalty for refusal, 138d. how director may exempt himself from liability, 138d. liability of officers for false certificates, reports or public no- tices, 138d. fraudulent reports, etc., render directors liable, 138d. liability exists however report made, 138e. limitation of actions upon such liability, 138e. alteration or extension of business, 138e. how change or extension may be effected, 138e. amendment of certificate may be authorized by stock- holders, 138e. issue and transfer of stock, 188f. certificates, how prepared, 138f. shares not transferable until calls paid, 138f. corporation may purchase stock or bonds of other cor- porations, 138f. or exchange its own stocks or bonds therefor, 138f. ! president of one corporation eligible as director in an- other, 138f. stock corporation may guarantee bonds of a corporation, 138g. subscriptions to stock, 138g. 574 IxDEX. STOCK CORPORATION LAW, THE— Continued. books may be ojiened after certificates of incorporation filed, ]38g. ten per cent, in casli to be paid, 138g. consideration for issue of stock and bonds, 138g. only to be issued for money, labor, or property, 138g. bonds not to be issued below fair market value, 138g. time of payment of subscriptions to stock, 138g. subscriptions payable as directors may require, 138g. stock may be forfeited for default in payment, 138g. due notice of default to be given, 138g. stock forfeited may be resold or cancelled, 138h. stock not to be reduced below minimum required by law, 188h. payment of subscriptions where receiver appointed, 138h. increase or reduction of capital stock, 1381). how and to what extent may be made, 138h. effect of redaction as to liabilities, 138h. owner not relieved from prior liabilities, 138h. notice of meeting to increase or reduce capital stock, 138h. how increase or reduction effected, 1381i. notice of meeting, 1381i, 138i. conduct of such meeting; certificate of increase or reduction, 138i. if increase or reduction authorized, certificate to be exe- cuted and filed, 138i. when approval of comptroller required, 138i. when of railroad commissioners, superintendent of banks or insurance, 138i. excess of capital to be returned to stockholders, 138i, 138j. preferred and common stock, 138j. how issue of such stock authorized, 138j. upon what terms exchanges made, 138j. prohibited transfers to officers or stockholders, 138j. transfers prohibited, except for cash, by insolvent cor- porations, 138j. transfer by insolvent corporations void, 138]'. person receiving stock to account for it, 138j. stockholders not to make transfers, etc., 138j. Index. 575 STOCK CORPORATION LAW, THE— Continued. certain transfers must be authorized by directors, 138k. directors liable for violation of this provision, 138k. payment by stockholders of mortgage debt pending fore- closure, 138k. any stockholder may make good default by certain pay- ments, 138k. application to court to order issue of new in place of lost cer- tificate of stock, 138k. proceedings to compel issue of new certificate, 138k. application to be by petition, 138k. ■ order to show cause, how served, 1381. order of court upon such application, 1381. court may hear and determine matter, 1381. bond to be filed by petitioner, 1381. person claiming certificate may resort to indemnity 1381. financial statement to stockholders, 1381, 138m. stockholders may require statement of corporate affairs, . 138m. i court may extend time for delivering statement, 138m. penalty for refusal, exhibition of books by transfer agent of foreign corporation, 138m. transfer book and list of stockholders to be furnished, 138m. liabilities of stockholders, 138m. stockholders liable until capital stock fully paid, 138m. liability to employees, 138n. how such liability enforced, I38n. trustees not liable as stockholders, 138n. pledgors or trust estates liable as stockholders, 138n. 1 limitation of stockholders liability, 138n. liability accrues only after execution against corporation returned unsatisfied, 138n. when liability may be enforced, 138n. STOVES AND FURNACES— not allowed on roads exceeding fifty miles in length, 31, 364. nor in dining cars, except with approval of railroad commis- sioners, 31. penalty for violation, 31, 364.. 576 Index. STEEET SUEFACE EAILEOADS— restrictions in constitution; consent of property owners, 212. certificate of incorporation, 2. contents thereof, 46. may condemn land, 7-8, 45-46. powers acquired, 46. may adopt certain motive power, 5. not to be organized under rapid transit act, 72. consent of property owners and local authorities, 46. value of property, how determined, 46. ; where line passes through or along parks, 46. consent of authorities, how procured, 46, 50. conditions attached thereto, 47, 51. franchise to be sold at public auction, 47, 51. right to construct branches, 47. who may bid for franchise, 48, 51. [ bond required of bidder, 48, 51. notice of times, place and terms of sale, 48, 52. comptroller may adjourn sale, 48, 52. resale of franchise, 49, 52. corporation to keep books, 49, 52. forfeiture on failure to pay rentals, 49, 52. when consents expire, 49, 52. surface roads south of Harlem river, act of 1884, ch. 252, 49. uniting two routes, 49, 52-53. connecting with ferry, 50, 53. condition upon which consent of authorities granted, 50, 52. reservations respecting Buffalo, 50. second track not to be erected on street, except, etc., 53, 59. when track of other corporation may be used, 53. compensation therefor, 53. proceedings if property owners do not consent, 54. application for commissioner.^, 54. publication of notice to property owners, 54. determination of commissioners, 55. compensation of commissioners, 55. percentage of gross receipts ; when corporation shall pay, 55. how regulated in cities, 55. in incorporated city or village, 55. consolidation or lease of permitted only with consent of rail- road commissioners, 43-44. Index. 577 STEEET SUEPACE RAILEOADS-CoiUinued. in case of extension, 56. report of earnings, 56. forfeiture for refusal to pay, 56. extension over Hudson river bridges, 56. how consents obtained, 56. appointment of commissioners, 57. use of tracks of other corporations, 57. compensation, how adjusted, 57. repair of streets, 57. regulation of speed by ordinances, 57. removal of snow and ice from tracks, 57. repaving streets, 57. penalty for refusal, 57. within what time road to be built, 58. forfeiture of franchises, 58. motive power, 58. consent of railroad commissioners and property owners, 58. appointment of commissioners, 58. change of motive power, 58. change of roadbed or property, 58. fare, how regulated, 59, 47-49, 61. only one fare to be charged, 59. legislature may regulate fare, 59. construction of road in street where other road is built, 59. crossing of other tracks, 59. extension over bridges, 59. connection with railroad or ferry, 59. compensation for use of bridges, 60. commissioners to determine compensation, 60. may guarantee bonds of other company on consent of stock- holders, 60. abandonment of part of route by lessor or lessee, 60. ratification by stockholders, 60. approval of railroad commissioners, 60. declaration of, to be certified and endorsed, 60. contracting corporations to carry for one fare, 61. must furnish transfers, 61. penalty for refusal, 61. efifect of dissolution of charter as to consents, 61. )78 Index. 5TEEET SUEFACE RAILROADS- Continued. franchise may be sold, 61. corporate rights saved in case of failure to complete road, 62. right to operate branches, 62. conditions ; former consents ratified ; limitations, 62. when sand may be used on tracks, 63. construction upon public grounds and parks, 63. elevated roads not to be constructed over at grade, 72. piers of, not to rest upon tracks of street surface roads, 72. no street surface road to be constructed under elevated rail- way act, 72. intersection of, with elevated railroads, 72. obstruction of, by parades or processions, 216-217. turnpike and plank-road companies may lay rails, 254. removal of tracks of, during construction of elevated rail- roads, 72, 176-177. duty of corporation to restore same, 177. center bearing rails prohibited, 63, 64. right to cross substituted bridge, 64. consent of property owners, when must be obtained, 212. form of annual report of, 213-216. corporate existence and powers of certain, continued, 213. general provisions regarding extensions, 453. filing statement of streets proposed to be used, 453. consent of property owners and local authorities, 453. value of property, how determined, 454. provision regarding parks, 454. consent of local authorities; how procured, 454. application to be by notice, 454. conditions annexed to consents, 454. condition upon which consent shall be given ; sale of fran- chise at auction, 455. construction of branches, 455. division of receipts, 455. bidder must be a corporation, 455. must file bond, 456. notice of sale, and of routes, 456. sale may be adjourned, 456. books to be kept by corporation, 456. forfeiture for failure to pay percentage of earnings, 457. consents, when to be forfeited, 457. Index. 579 STREET SURFACE RAILROADS-Continued. duration of certain consents in New York, 457. release of obligations to municipalities, 457. union of street railways, 457-458. fares, how arranged, 458. when resale not to be made, 458. exceptions relating to Buffalo, 458. conditions annexed to consents, 458. prior proceedings confirmed, 458. within what time road to be built, 459. pendency of legal proceedings, 459. extension of time for completion of, in New York City, 459. must comply with certain provisions, 45-46. to file statement of names, etc., of streets in which ex- tension is proposed, 46. powers thereupon acquired, 46. extension of, 47-48, 49-50, 55-57, 453-458. rate of fare on extensions, 47. consent of local authorities, 47-53, 61-63. ■ how procured ; conditions, 46-47. termination of such consents, 49, 54-55. consent of property owners, 46. conditions upon which consent given, ei seq., 47-50. value of property, how ascertained, 46. where line passes public square, 46, 48. sale of franchise at public auction, et seq., 47-50. purchaser must be a railroad corporation, 48. security to be given, 48. notice of sale, 48. failure to pay rent or percentages, 49. connection between two lines, 49-50. with ferry or depot, 50. intoxication or other misconduct of employees on, 363. other violation of duty by employees on, 365. injuries to property or tracks of, 388-389. overdriving an animal and failing to feed properly, 398. disorderly conduct on, 399-400. hours of labor upon, 209, 468. the same ; exceptions, 468. penalty for violation of act, 209-210, 468. additional compensation, 468. 580 Index 3TEEET SUEFACE RAILROADS-Continued. weekly payment of wages on, 240, 466. obligation extends to successors, 466. penalty for violation, 240, 466. duty of factory inspectors, 466-467. penalties ; how recovered, 240. assignment of wages ; when forbidden, 240-241, 4 66-467. proceedings to enforce act, 241, 467. in New York City, 217. use of salt on tracks; when permitted, 217. processions not to interfere with, 217. companies in New York must provide hose bridges, 217. in streets and avenues, 218. in Brooklyn, not to be built in Washington street, except, etc., 211. in Buffalo, 218. rates of fare on, 219. rates and additional rates of fare for children, 218. certain companies must keep packages of tickets for sale on, 219-220. rates upon transfer ; exceptions, 220. prevention of accidents to children on, 270. in Buffalo, rates and additional rates for children on, 218. forbidden in parks in Buffalo, 219. ; rates of fare on, in Buffalo, 220. construction of road in street where othef road is built, 459. consent of authorities, when necessary, 459. use of tracks of other i-aiiroads, 459. use of bridges by, 459. compensation therefor, 459. damages may be awarded for use of tracks, 460. one company may guarantee bonds of another, 460. STREETS— See Street Railroads. repair of, by street railroads, 57. penalty for refusal, 57. construction of road where other road is built, 459. authority to repair or repave, in whom vested, 64. obligations of railways to restore. Notes, 101. mav be laid across railroads, 249. duty of corporation, 249. penalty for neglect, 250. Index. 681 STREETS— See Street Railroads. street i-ailroad companies may operate extensions and branches, on, 465. certificate to be filed, 465^66. reservation, 466. SUBP(ENAS— issued by receivers, 306. disobedience to, 307 by comptroller, 290. penalty for failure to obey, 290-291. duces tecum, when personal attendance of officer not required by, 345. SUMMONS— service of on domestic corporation, 339. id.; upon foreign corporation, 339. when service may be made by publication, 340. service of, in justices court, 341. id.; special provisions in regard to railroad corporations, 341. id.; relating to express companies, 341. upon an information or presentment against a corporation, 403-404. form of such summons, 404. when and how served, 404 SUPERINTENDENTS— must report accidents to railroad commissioners, 78h. duties of regarding milk cans, 264-265. SUPERVISORS— duties of regarding municipal bonds, 227. construction of railroads in cities and counties, application to, 65. duties of railroad commissioners of towns may be transferred to, 234a, 234b. tax on corporations, statement of to comptroller, 296h. transmission by clerk, of statement of taxes to county treas- urer, 282. tax on capital, duties of as to, 296c, 283. SUPPLEMENTAL CERTIFICATE— names of directors may be supplied by, 3. SUPPLEMENTAL PROCEEDINGS— cases where this chapter is not applicable, 353. what pi^operty cannot be reached, 353. 582 Index SUPEEME COUET— See Actions, Code of Civil Procedure. power of respecting elections, 119. may stay proceedings in actions coliusively brought, 119. may extend corporate existence, 121. may compel erection of crossings for logs in timbered lands, 20. may permit construction of railroad across highways, 10. may intercede when railroad commissioners refuse to certify as to necessity, etc., of future railroads, 35-36. confirmation by, of judgment of foreclosure and sale of con- solidated railroads partly in another state, 41. when such confirmation may be made in pending suits, 41. effect of such confirmation, 41. may compel appropriation of money on application of rapid transit railroad commissioners, 163. may compel erection of fences, crossings, etc., 20. railroads to keep flagman at highways, etc., 21. may enforce decision of railroad commissioners as to inter- change of traffic, 22. may compel railroads to comply with recommendations of railroad commissioners, 78j. may fix expense of watchmen at railroad crossings, 23. notice of presentation of petition to, in proceedings to con- demn lands, 192. application to for writ of assistance in condemnation proceed- ings, 197-198. appeals from orders of, 198-199. power to prevent disturbance of possession, 199-200. power of to make all necessary orders, in condemnation pro- ceedings, 201. power of to make all necessary orders in proceedings for sale of corporate real property, 204. may punish for contempt, disobedience to subpoena of comp- troller in adjustment of taxes on corporations, 291. appointment of commissioners by, 54. in proceedings to construct street railroad, 54. appointment by general term, 54. by justice of, to examine proposed change of route of railroad, 6. powers of justice, 6. appeal to general term, 6-7. Index 583 SUPEEME COURT— See Actions, Code of Civil Procedure — Continued, may appoint commissioners to fix railroad crossing, 10. appointment by general term to determine whether tunnel railroad should be constructed, 14. the same ; whether private railroads should be constructed, 17. street railroads, appointment of commissioners, 54. extension of route over Hudson river, etc., 56-57. change of motive power by, 58. to determine whether road shall be constructed in street where other road is built, 59-60. extension of time to complete roads, 58. pendency of legal proceedings, 58. application of provision to New York and large cities, 58. extension over bridges, 59. power of to aid in collection of taxes, 291, 296i. railroads in cities and counties, 65-71. application for commissioners, 65. appointment of commissioners to determine necessity of, and route, 66, 78a. confirmation of their report, 66. upon proceedings to change route, 75-76. consent of mayor or supervisors to presentation of pe- tition to, 76. may extend time within which such railroads required to act, 78a. condemnation law, 190. petition to, 190. appointment of commissioners, 194. confirmation of report, 195-196. final order, 196. appointment of commissioners on extension of rapid transit railroads, 176. proceedings for sale of corporate real property, 202-204. petition to court, 202. hearing of application, 203. grant of application, 203. court may make all necessary orders, 204. )84 Index PURVEY— railroad corporation may enter upon land for, 4. of proposed route, 36. SWITCHES— interlocking, at railway crossings, 23. kind of switches regulated, 30. TAXATION — of capital, 396a, 396b, 396f, 396g. of joint stock companies, 296a, 296g. computation of, 286-287, 289. cases of capital employed in this state, 289, 291. collection of, 285-286, 288, 296f. railroad taxes, payment of to county treasurer, 283, 234a. disposition thereof, 23-ia. when comptroller may fix tax and penalties, 289-290, 291- 292. of elevated railroads, 287, 296a. of tunnel railroads, 296a. compensation to informer, 295. to pay revenue bonds issued under rapid transit act, 163. deduction for real estate, 296g, 296c. report to comptroller, 282, 284, 286. failure to report to, 285, 289. of corporations, 287. railroads, canals, ferries, 287. express, pipe-line, navigation or transportation, 287. steamboat, telegraph, telephone, 287 palace car or sleeping cars, 287. rapid transit railroads, 168. foreign corporations, 287-288, 289. manufacturing and other corporations exempt, 286. assessment of property of consolidated railroad companies, 40. rapid transit corporations, 168. expenses of railroad commissioners to be assessed upon rail- roads, 78m. payment of school taxes by railroads, 279. school collector to deliver statement to county treasurer, 279 duty of county treasurer, 279. when tax may be paid with one per cent fees, 280. duty of collector if tax not paid in thirty days, 280. Index. 585 TAX ATION— Conti n ued. limitation, 280. tax to be placed to credit of school district, 280. payment on demand, 280. fees of collector, 280. tax may be paid to collector direct, 280. value of railroad property in school districts, 280-281. how apportioned, 281. duty of town assessors, 281. apportionment, 281. when assessors neglect to make appoi'tionment, 281. toyyn clerk to furnish certifled statement when request- ed, 281. when alteration is made in school district, 281. place of assessment of certain personal property, 282. payment of commutation for highway labor, 282. how effected, 282. money, how applied, 282. provision not applicable to incorporated villages, etc., 282. payment of taxes by railroad companies, 282. statement to be delivered to county treasurer, 282-283. payment to county treasurer, 283. fees of treasurer, 283. collector to be notified of non-payment of tax, 283. duty of collector, 283. ■county treasurer to credit taxes, 283. collector to be credited with fees, 283. surplus to be paid to supervisor, 283. company may pay tax to collector ; proviso, 283-284. general act for taxation of .corporations, 284. -, company to make annual report to comptroller, 284. where dividend not declared, stock to be estimated and declared, 284-285. certificate to be sent comptroller, 284-285. valuation of stock by comptroller, 285. appeals, 285. railroad companies subject to, 296a. definition of word "land," 296b. of " personal estate," 296c. of capital etock of corporations, 296c. what property is liable to, 296c. 88 / 586 Index TAXATIOK— Continued. stock not taxed against individual owners, 296d. where real estate of corporations is assessable, 296d. the same ; personal estate, 296d. property ; how estimated and assessed, 296e. certain sections of tax law repealed, 296e. general provisions as to assessment and collection, 296e. corporations liable to, 296e. to deliver statements to assessors, 296e. contents of such statements, 296f. to deliver statements to comptroller, 296f. penalty for neglect, 296f. suits therefor, 296f. corporations, how assessed, 296g. how property to be entered upon rolls, 296g. certain provisions extended, 296g. taxes to be stated and collected, 296g. duty of supervisors, 296h. duty of collector, 296h. taxes, how paid, 296h. proceedings on default of payment, 296i. county treasurer to be credited with amount returned unpaid, 296i. attorney -general to file petition, 296i. powers of supi'eme court thereon, 2961. further penalty, 296i. highway taxes; 296i. commutation of, 2961. comptroller to add ten per cent in case of failure to make report ; proviso, 285-286, 289. annual tax, how computed, 286. when payable, 287. tax on railroad, steamboat and other companies, 287. rate of tax, 287. when payable, 288. report of gross earnings, 288. report for six months, etc., 288. ten per cent, to added in case of neglect, 285, 288. proceedings by attorney-general, 285. forfeiture of charter, 286. exempt from taxation for state purposes ; proviso, 288. Index 587 TAXATION— Continued. application of tax, 288. saving clause, 289. amount of capital stock employed in this state to be basis of tax, 289. if dissatisfied, comptroller may fix amount, 289. comptroller may examine boolss in case of failure to re- port, 289-290. comptroller may issue subpoenas, and examine witnesses, 290. penalty for failure to obey subpoena, 290-291. comptroller to settle and adjust accounts, when, 291. proviso as to certain payments, 291-292. interest on accounts, 292. comptroller to give^ notice before making settlement of taxes, 292. provision in relation to review by comptroller, 292. determination by writ of certiorari, 292-293. comptroller may issue warrant for collection after thirty days, 293. readjustment of accounts in cases of illegal payment of taxes, 294. comptroller's action may be reviewed by certiorari, 294. appeals from determination, 294-295. recovery of taxes from delinquent corporations, 294. prosecution of taxes from delinquent corporations, 294. taxation of corporations upon organization, 110, 166, 295. state tax on capital stock, 295. applicable to general fund, 296. upon reorganization, 295. unpaid taxes on vacant lands, 296j. taxes on lands of residents and railroads returned as un- paid, 296j. form of description of such, 296j. collection of, 296k. levy by distress and sale on default, 296k. taxes on telegraph lines, 296k. place of assessment of, etc., 296k. '' lines " defined, 2961. enforcing collection of such tax, 2861. what property included, 2961. 588 Index. TAXATION— Continued. remedy on default, 2961. clerk of board of supervisors to furnish statement to county treasurer, 2961. companies may pay tax to county treasurer, 2961. fees thereon, 2961. proceedings where tax not paid, 296m. limitations, 296m. placing electrical conductors underground, 296m. assessment and collectioa of expenses of, 296m. salary and expenses of commissioners ; how assessed, 296m. companies to pay pro rata share, 296m. companies to furnish comptroller data for apportion- ment of salaries and expenses, 296m, 296n. penalty for refusal, 296n. proceedings upon default of payment, 296n. comptroller may issue warrant to sheriff, 296n. levy and sale of corporate property, 296n. lien of such warrants, 296n. title of corporations, 296o. statement of railroad, telegraph, telephone and electric light taxes, 296o. review of assessment by certiorari. 296o. j application to reduce valuation, 296p. taxable transfers, 296p. when levied, 296p. transfers by will or intestate laws, 296q. where decedent a non-resident, 296q. transfers by deed, sale or gift in contemplation of death, 2f)6q. assessment against party beneficially interested, 296q. rate of tax, 29 6q. deferred payments, 296q. bond to be given in such cases, 296q. liability of certain corporations to tax, 296q. duty of safe deposit companies, 296r. , officers may examine securities, 286r. definitions under this act, 296r. " estate "; " property," 296r. "transfer"; 296r. Index 589 TAXATION— Continued. "lines" defined, 2961. " county treasurer," 296r. " district attorney," 296r. citations to certain laws on taxation, 296r. TABLES— showing what laws the general railroad act is based upon, 85. the general corporation act. 108. the stock corporation act, 116. See Tables at beginning of work. TBLEGEAPH— may be maintained and operated by railroads in foreign countries, 15-16. injury to, 391, 392. dispatch ; divulging contents of, 401. TBEMINAL FACILITIES — railroad commissioners may recommend increase of, 78i, TERMINUS — statement of, in certificate of incorporation, 2. change of, 11-12. only to adjoining county, 11: consent of tax payers where municipal aid bonds issued, 11. consent of municipal authorities, 11. to intersect with other railroad, 11. THISTLES — to be cut between certain dates, 32. penalty for refusal, 32. TICKETS — See Fares, Passengers. sales by unauthorized agents restricted, 376. unauthorized persons forbidden to sell certificates, receipts, etc., to procure tickets, 376. conspiracy to sell in violation of law, 377. conspirators may be indicted, though object not accomplished, 377. offices for unlawful sale of, disorderly houses, 377. owners, pursers, etc., allowed to sell tickets, 377. station masters, conductors, etc., allowed to sell tickets, 378. what must be stated in, 378. sale of tickets not properly filled out, a misdemeanor, 378. sales of at excessive rates, 261, 378. 590 Index. TICKETS— See Fares, Passengers— Continued. completed unissued instruments, property, 379. value of, how ascertained, 379. forgery of, 382. officers of corporation selling, etc., 382. sleeping car; how indorsed, 261. rights and obligations of passengers. Notes, 103. rebate for extra fare paid on train, 241. sale of, at stations half an hour before starting, 242. to immigrants, 256. how indorsed, 256. sale of, in New York city, 258. penalty, 260. must be furnished over connecting lines, 22. to be furnished for connecting steamboats; 28. penalty for refusing to furnish ticket, 28. in sleeping and drawing room cars, 25. persons collecting must wear badges, 26, 173. TIMBEEED AND FOREST LANDS— See Fore^ Lands. prevention of fires in, 246, 469-470. railroads through, 250-252. crossings in, for transportation of logs, 20. TOOLS — in passenger cars, 30. TOWN OFFICER — may permit railroads to cross public lands, 9. TRACKS — See Roadway. persons other than employees not permitted to walk along, 32. not to be obstructed by processions or parades, 216. notice to be given of certain processions, parades, etc., 216. penalty for violation of provision, 217. use of salt on, when permitted, 217. injuries to, 389. use of by other roads, 459. damages for use of, 460. TRAINS— must be run at regular times fixed by public notice, 21. sufficient accommodations must be furnished, 21. no preferences for transaction of business, 22. railroad commissioners may determine precedence at cross- ings, 23. Index. 591 TEAINS— Continued. must stop at grade crossings, 23. stop may be dispensed with ; when, 23. no stops required at station yards, etc., 23. on rapid transit roads to be run on regular schedule, 174. freight, riding on, 365. TEUSTEES— persons holding stock as; when liable, 138n. conversion by ; larceny, 370. how punished, 370. TUNNELS— railroad commissioners may compel lighting and ventilation of, 243. board to determine manner of work, 243. notice to be served on corporation requiring work to be done, 243. duty of corporation thereupon, 244. in case of default, mandamus may be applied for, 244. penalty for neglect, 244. district attorney to enter judgment after indictment for de- fault, 244-245. requirements in large cities, 245. lighting of, 243. TUENPIKES— See Highways, Plank Eoads. TUNNEL EAILEOADS— corporation may acquire lands, 450. may excavate underground, 450. consents of property owners and authorities, 451. appointment of commissioners, 451. erection of union stations, 451. liability of corporation, 451. interference with sub-ways, 451. public use of property, 451. parks exempted, 452-453. limitations regarding Brooklyn and East and North Eivers, 452. lands may be taken for tunnel or bridge, 13. not to be on or along canals, 13. surface must be made secure for buildings, 13. consent of property owners in cities and villages, 13. consent of municipal authorities, 13-14. 592 Index TUNNEL EAILROADS— Continued. in case of dispute, commissioners to be appointed, 14. connecting or intersecting roads, 14.' liability for damages, 14. interference with sub-way pipes, 14. in public parks or squares, 14. not applicable to Kings county, 15. consolidation with other railroads, 36-37. connecting roads to have equal rights of transit through tun- nel, 87. taxation of, 287, 296e. TRADE MARKS— offenses against, 884. TRAMPS— provisions regarding, 267. UNIFORMS— inducing officer, etc., to leave employment because uniforms required, 365. unlawful wearing of, 865. UNION RAILWAY STATIONS— railroad corporations may acquire stock in corporations organ- ized to construct, 5. UNITED STATES— title to certain lands not affected by railroad privileges, 252. elevated roads not to be built on lands of, 155. VERIFICATION— how and by whom made, 348. VESSEL— altering signal light for, 386. overloading passenger, 385, 394. fitting out with intent to wreck, 385. fires and lights on in certain cases, 886. masters to suppress gambling on, 886. violation of quarantine laws by, 386. unlicensed piloting, 388. coasting steamers excepted, 388. master of bringing foreign convict, 384. VOLUNTARY DISSOLUTION OF CORPORATION— when majority of directors, etc., may petition for, 334. id.; when they are equally divided, 334. contents of petition, 334. Index. 593 VOLUNTARY DISSOLUTION OF CORPORATION — Con- tinued. affidavits to be annexed, 335. presentation of petition, etc., order to show cause, 335. order to be published, 386. id.; to be served on creditors and stockholders, 337. hearing, 337. id.; original papers may be used, 337. application for final order, 337. final order, 338. certain sales, etc., void, 338. certain corporations exempt from this title, 338. VOTING — stock of municipal corporations, how represented, 40. WAGES — to be paid weekly, 466. obligation extends to successors, 466. penalty for neglect, 466. duty of factory inspectors, 467. assignment of wages, 467. application of act, 467. WATER — for passenger cars, 31, 72, 172. WATE R PIPES — interference with, by constructing railroad, 14. WEIGHT OP RAIL — steam railroads, 19. WINTER — certain roads may cease operations, 18. the same, roads transporting ore and summer tourists, 33. WHIRLPOOL BRIDGE COMPANY — power to take and hold real estate, 407. to have same powers as railroad corporations in certain mat- ters, 407. to possess general powers, etc., prescribed in act authorizing consolidation of certain railroad companies, 408. WRECKED GOODS — keecing, a misdemeanor, 384. 39 ADDENDA. CONTAINING LAWS ENACTED BY THE LEGISLA- TURE OF 1894. A. THE RAILROAD LAW. § 1. Electric light and power corporations. § 3. Construction and operation of street surface railroads. § 3. Construction of railroads in streets. § 4. Railway appliances. B. GENERAL AND STOCK CORPORATION, LAWS. § 5. Limitations upon amount of property. § 6i Foreign corporations. § 7. Capital stock. C. STATUTORY CONSTRUCTION LAW. § 8. Definitions. § 9. Rule of construction. D. TAXATION. § 10. Of capital stock. § 11. On "organization (amendment of 1892). E, CODE OP CIVIL PROCEDURE. § 12. Change of name. § 13. Voluntary dissolution of corporations. § 14. The same ; procedure. § 15. Condemnation proceedings. A. THE RAILROAD LAW. § 1. Blectic Light and Power Corpokation. Laws of 1890, Chapter 565, as amended by Laws of 1892, Chap- ter 676, AND Laws of 1894, Chapter 648. § 31. When an electric light and power corporation may become a railroad corporation. — When all the stockholders of any domestic electi'ic light and power company incorporated under a general law, having not less than five stocholders, and actually carrying on business in this state, shall execute and file in the offices in which it* original certificates of incorporation are filed an amended certificate of incorporation, complying in every other re- spect than as to the number of signers and directors, who shall be not les3 than five, with the provisions of the railway law, and in * So in the original. 596 Addenda. which certificate the corporate name of such corporation shall be amended by adding before the word " company," in its corporate name, the words " arid railroad," or the words " railroad and land," such corporation shall have the right to build, maintain and operate by electricity, as a motive power, a railroad not exceeding twenty miles in length and within that distance from the power station and not to exceed four miles in length in any city, and such cor- poration shall otherwise be subject to all the provisions of this chapter and have all the powers, rights and privileges conferred by it upon railroad corporations, provided that no such corporation shall construct any railroad which is in whole or in part a street surface railroad, without complying with the provisions of article four of this chapter. Upon filing such certificate such corporation shallalso have the right to acquire by gift or i^oluntary purchase and sale land notexceeding two thousand acres, along the line or contig- uous to said railroad and to hold, improve, lease and sell the same. § 2. CONSTKUCTION AND OPERATION OF STREET SURFACE RAIL- ROADS. Laws of 1890, Chapter 565, as amended by Laws of 1894, Chapter 723. § 91. Coiisentof property owners and local authorities. — A street surface railroad, or extensions or branches thereof, shall not be built, extended or operated unless the consent in writing, acknowledged or proved as are deeds entitled to be recorded, of the owners of one-half in value of the property bounded on, and also the consent of the local authorities having control of that portion of a street or highway upon which it is proposed to build or operate such railroad shall have been first obtained. Consents of property owners heretofore obtained to the building, extending, operating or change of motive power shall be effectual for the purposes therein mentioned and be deemed to be sufficiently proved and shall be entitled to be recorded, whenever such consents shall liave been signed, executed or acknowledged before an officer authorized by law to take acknowledgements of deeds, or before or in the presence of a subscribing witness, and without regard to whether or not the subscribing witness shall have affixed his sig- nature in the presence of the subscriber, provided that the proof of such signing, execution or acknowledgement shall have been made by such subscribing witness in the manner prescribed by chapter three, part two of the revised statutes. In cities the com- mon council, acting subject to the power now possessed by the Addenda. 597 mayor to veto ordinances ; ia villages the board of trustees, and in towns the commissioner or commissioners of highways shall be the local authorities referred to ; if in any city, the exclusive control of any street, avenue^ or other property, which is to be used or occupied by any such railroad, ia vested in any other authority, the consent of such authority shall also be first obtained. The value of the property above specified shall be ascertained and determined by the assessment-roll of the city, village or town in which it is situated, completed last before the local authorites shall have given their consent, except property owned by such city, vil- lage or town, or by the state of New York, or the United States of America, the value of which shall be ascertained and determined by making the value thereof to be the same as is shown by such assessment-roll to be the value of the equivalent in size and front- age of the adjacent property on the same street or highway ; and the consent of the local authorities shall operate as the consent of such city, village or town as the owners of such property. § 3. GONSTRUCTION OF RAILROADS IN STREETS. LaWS OF 1890, Chapter 565, as amended by Laws of 1893, Chapter 434, and Laws of 1894, Chapter 693. § 103. Construction of road in street where otlier road is Ibuilt. — No street surface railroad corporation shall construct, extend or operate its road or tracks in that portion of any street, avenue, road or highway, in which a street surface railroad is or shall be lawfully constructed, except for necessary crossings, or, in cities, villages and town of less than one million two hundred and fifty thousand inhabitants over any bridges, without first obtaining the consent of the corporation owning and maintaining the same, except that any street surface railroad company may use the tracks of another street surface railroad company for a dis- tance not exceeding one thousand feet, and if in a city having a population of not less than thirty-five thousand inhabitants, except Long Island City, for a distance not exceeding fifteen hundred feet, and in cities, villages and towns of less than one million two hundred and fifty thousand inhabitants, shall have the right to lay its tracks upon, and run over and use any bridges used wholly or in part as a foot-bridge, whenever the court upon an application for commissioners shall be satified that such use is actually necessary to connect main portions of a line to be constructed or operated as an independent railroad, or to connect said railroad with a ferry, 598 Addenda. or with another existing railroad, and that the public convenience requires the same, in which event the right to use shall only be given for a compensation to an extent and in a manner to be as- certained and determined by commissioners to be appointed by the courts as is provided in the condemnation law, or by the board of railroad commissioners in cases where the corporations interested shall unite in a request for such board to act. Such commissioners in determining the compensation to be paid for the use by one cor- poration of the tracks of another shall consider and allow for the use of the tracks for all injury and damage to the corporation whose tracks may be so used. Any street surface railroad corpo- ration may, in pursuance of a unanimous vote oE the stockholders voting at a special meeting called for that purpose by notice in writing, signed by a majority of the directors of such corporation, stating the time, place and objectof the meeting, and serving upon each stockholder appearing as such upon the books of the corpo- ration, personally or by mail, at his last known post-office address, at least sixty days prior to such meeting, guarantee tlie bonds of any other street surface railroad corporation whose road is fully or partly in the same city or town or adjacent cities or towns. § 4. Railway Appliances. Added to Railroad Law by Law3 of 1894, Chapter 4.32. § 173. Railroad Commissioaers may act as judges, etc. — The railroad commissioners may in their discretion act as judges to award prizes which may be offered by any responsible person for improvements in machinery or appliances for operating railroads. B. GENERAL AND STOCK CORPORATION LAWS. § 5. Limitations upon Ajiount op Property. Laws of 1890, Chapter 563, as amended by Laavs of 1894, Chapter 400. § 13. Enlargement of limitations upon the amount of the property of non-stock corporations. —If any general or special law heretofore passed, or any certificate of incorp.jration, shall limit the amount of property a corporation otiierthan a stock corporation may take or hold, such coi'poration may take and hold property of the value of three million dollars or less, or the yearly income derived from which shall be five hundred thousand dollars or less, notwithstanding any such limitations. In computing the value of such property, no increase in value arising otherwise than from improvements made thereon shall be taken into account. Addenda. 599 § 6. FoEEiGN Corporations. Laws op 1890, Chapter 563, AS AMENDED BY LAWS OP 1892, CHAPTER 687, AND LaWS OF 1894, Chapter 136. § 1 8. Acquisition by foreign corporation of real property in this state. — Any foreign corporation may purchase at a sale upon the foreclosure of any mortgage held by it, or, upon any judgment or decree for debts due it, or, upon any settlement to secure such debts, any real property within this state covered by or subject to such mortgage, judgment, decree or settlement, and may take by devise any real property situated within this state and hold the same for not exceeding five years from the date of such purchase, or from the time when the right to the possession thereof vests in such devisee, and convey it by deed or otherwise in the same manner as a domestic corporation. I 7. Capital Stock. Laws op 1890, Chapter 564, as amended BY Laws of 1892, Chapter 688, and Laws of 1894, Chapter 346. § 44. Increase or reduction of capital stock. — Any do- mestic corporation may increase or reduce its capital stock in the manner herein provided, but' not above the maximum or below the minimum, if any, prescribed by law. If increased, the holders of the additional stock issued shall be subject to the same liabili- ties with respect thereto as are provided by law in relation to the original capital; if reduced, the amount of its debts and liabilities shall not exceed the amount of its reduced capital, unless an insur- ance corporation, in which case the amount of its debts and liabili- ties shall not exceed the amount of its reduced capital and other assets. The owner of any stock shall not be relieved from any liability existing prior to the reduction of the capital stock of any stock corporation. If a banking corporation, whether the capital be increased or reduced, its assets shall at least be equal to its debts and liabilities and the capital stock, as increased or c. statutory construction law. § 8. Definitions. Laws of 1892, Chapter 677, as amended BY Laws of 1894, Chapter 447. §37. Days; mode of computing days; night-time.— A calendar day includes the time from midnight to midnight. Sunday or any day of the week specifically mentioned means a calendar day. A number of days specified as a period from a cer- 600 Addenda. tain diiy within which or after or before which an act is authorized or required to be done means sucii number of calendar days ex- clusive of tlie calendar day from which the reckoning is made. Sunday or a public holiday, other than a half-holidaj', must be excluded from the reckoning if it is the last day of any such period, or if it is an intervening day of any such period of two days. In computing any specified number of days, weeks or months from a specified event, the day upon wiiich the event happens is deemed the day from which the reckoning is made. The day from which any specified number of days, weeks or montlisof time is reckoned shall be excluded iu making the reckoning. Night-time includes the time from sunset to sunrise. § 9. EuLE OF Construction. Laws of 1892, Chapter 677, AS AMENDED BY LaWS OF 189i, CHAPTER 4^8. §32. EiFect of repeal and re-enact nieut — The provisions of a law repealing a prior law, which are substantial re-enactments of provisions of the prior law, shall be construed as a continu- ation of such provisions of such prior law, and not as new enact- ments. If any provision of a law be repealed and, in substaru^e, re-enacted, a reference in any law to such repealed prcjvision shall be deemed a reference to such re-enacted provision. D. TAXATION. § 10. Of Capital Stock. Laws of 1880, Chapter ri4'_', as AMENDED BY LaWS OF 1881, CHAPTER 361, LaWS OF 1882, Chapter 151, Laws of 1885, Chapter 501, and Laws OF 189-i, Chapter 562. § 11. Basis of assessment. — .The amount of capital stock which sliall be tlie basis for tax under the provisions of section three of tliis act, in the case of every corporation, joint-stock com- pany and associatit)n liable to taxation thereunder, .shall be the amount of capital stock employed within this state. In making to the comptioller the report in writing or certificate of estimate and appraisal of the capital stock of such corporation, joint-stock com- pany or association, provided for by tlie first section of this act, it shall be the duty of the president or treasurer thereof, as the case maybe, to state, specifically, the amount of capital stock employed within this state of such corporation, joint-stock company or asso- ciation. Whenever the comptroller is dissatisfied with such report or certificate of estimate and appraisal, as the case may be, of any Addenda. 601 corporation, joint-stock company or association, whose capital is only partially employed within this state, he is authorized and empowered to ascertain, fix and determine the amount of capital employed witihn this state, and so settle an account for the taxes and penalties due the state thereon. The f^ross earnings in this state, which shall be the basis of taxation, under the provisions of section six of this act, shall be the gross earnings derived from business originating and terminating within this state, and shall in no event include earnings derived from business which is of an interstate character, and all settlements for such taxes heretofore based by the comptroller upon gross earnings, excluding earnings from ■ interstate business, are hereby ratified and confirmed, except that the accounts for taxation under section six of this act for the years eighteen hundred and ninety-two and eighteen hun- dred and ninety-three shall be settled and adjusted by the comp- troller by excluding the earnings of an interstate character as herein provided. §11. Taxation OF Corporations ON Organization. Laws of 1886, Chapter 143, as amended by Laws of 1887, Chap- ter 284, AND Laws of 1892, Chapter 668. § 1. Every corporation, joint-stock company or association, in- corporated by or under any general or special law of this state, having capital stock divided into shares, shall pay to the state treasurer for the use of the state a tax of one-eighth of one per centum upon the amount of the capital stock which said corpora- tion, joint-stock company or association, is authorized to have, and a like tax on any subsequent increase thereof; the said tax shall be due and payable upon the incorporation of said corpora- tion, joint-stock company or association, or upon the increase of the capital thereof, and no such corporation, joint-stock company or association, shall have or exercise any corporate powers until the said tax shall have been paid, and the secretary of state and any county clerk shall not file any certificate of incorporation, or articles of association, or certify or give any certificate to any such corporation, joint-stock company or association, until he is satis- fied that the said tax has been paid to the state treasurer; and no such company incorporated by any special act of the legislature shall go into operation, or exercise any corporate powers or priv- ileges until said tax has been paid as aforesaid. But this act shall not apply to a literary, scientific, medical or religious corporation or corporations, organized under the banking laws of this state, or 602 Addenda. under chapter 122 of the Laws of 1851, entitled " An act for incorporation of building, mutual loan accumulating fund associa- tion, and the acts amendatory thereof." In case of the consolida- tion of two corporations into a new corporation, said new corpora- tion shall be required to pay the tax hereinbefore provided for, only upon the amount of its capital stock in excess of the aggre- gate amount of the capital stock of said two corporations. E. CODE OF CIVIL PROCEDURE. § 12. Change of Name. Code of Civil Procedure as AMENDED BY liAWS OF 1894, CHAPTER 264. § S413. Notice of presentation of petition. — If the petitiou be to change the name of an infant, and is made by the infant's next friend, notice of the time and place at which the petition will be presented must be served upon the father, or if he is dead or can not be found, upon the mother, or if both are dead or can not be found, upon the general guardian or guardian of the person of the infant, in like manner as a notice of a motion upon an attor- ney in an action, unless it appears to the satisfaction of the court that the infant has no father or mother, or that both reside with- out the state or can not be found, and that he has no guardian residing within this state, in which ca.^e the court may dispense with notice or require notice to be given to such persons and in such manner as the court thinks proper. If the petition be made by a corporatton located elsewhere than in the city and county of New York, notice of tlie presentation thereof shall be published once in eacli week for six successive weeks in the state paper (at Albany in which notices by state officers are authorized by law to be published), and in a newspaper of every county in which such corporation shall have a business office, or if it has no business office, of the county in which its principal corporate property is situated or in which its operations are or theretofore have been principally conducted, which newspaper, if it be a banking corpo- ration, shall be designated by the superintendent of banks, if any insurance corporation, by the superintendent of insurance, or if a railroad corporation, by the railroad commissioners. In the city and county of New York such notice shall be published once in each week for six successive weeks in two daily newspapers pub- blished in such county. § 3415. When change to take effect. — If the order shall be fully complied with, and within forty days after the making of Addenda. 603 the order, an affidavit o£ the publication thereof shall be filed and recorded in the office in which the order is entered, and in each office in which certified copies thereof are required to be filed, if any, the petitioner shall, on and after the day specified for that purpose in the order, be known by the name which is thereby authorized to be assumed, and by no other name. No proceedings heretofore had under sections two thousand four hundred and fourteen and two thousand four hundred and fifteen of the code of civil procedure for the change of the name of a corporation, shall be invalid by reason of the non-filing of an affidavit of the publication of the order changing such name within twenty days fromt he date thereof. § 13. Voluntary Dissolution of Corporations, Code of Civil Procedure, as amended by Laws of 1894, Chap- ter 304. § 3430. Where directors are evenly divided. — If a corpo- ration, created under a general statute of the state for the forma- tion of corporations, has an even number of trustees or directors, who are equally divided respecting the management of its affairs, and the entire stock of the corporation is, at that time, owned by the trustees, or directors, or is so divided, that one-half thereof is owned or controlled by persons favoring the course of one-half of the trustees or directors, and one-half by persons favoring the course of the other half of them, the trustees or directors, or one or more of them, may present a petition as prescribed in the last section. And it shall be the duty of a majority of the directorsor trustees of every corporation created by or under the laws of this state to present a petition as prescribed in the last section when- ever directed so to do by a majority in interest of its stockholders. Bat this section does not apply to a savings bank, a trust company, a safe deposit company, or a corporation formed to rent safes in burglar and fire-proof vaults, or for the construction or operation of a railroad, or for aiding in the construction thereof, or for carrying on the business of banking or insurance, or intended to derive a profit from the loan or use of money. § 14. The Same ; Procedure. Code of Civil Procedure, AS AMENDED BY LAWS OF 1894, CHAPTER 258. § 2427. Hearing ; original papers may be used. — The court or the referee is entitled to use, upon the hearing, the origi- 604 Addenda. nal petition, and the schedules annexed thereto; and the clerk must transmit them accordingly, upon the written order of the judge, or of the referee. In that case, they must be returned with the decision or report The court may, at any stage of the pro- ceedings before final order, on the application of tlie petitioners, or a majority of them, or on the application of the temporary re- ceiver, grant an order amending the schedules annexed to the original petition, by the insertion of additional items, or by making the statements or inventory fuller and in greater detail than as originally filed, with the like effect as though said petition and schedules had been originally presented and filed as amended. § 15. Condemnation Proceedings. Code of Civil Procedure, AS AMENDED BY LaWS OF 1894, CHAPTER 476. § 3374. Abandonment and discontinuance of proceed- ing. — Upon the application of the plaintiff to be made at any time after the presentation of the petition and before the expiration of thirty days after the entry of the final order, upon eight days' notice of motion to all other parties to the proceeding who have appeared therein or upon an order to show cause, the court may, in its discretion, and for good cause shown, anthorize and direct the abandonment and discontinuance of the proceeding, upon pay- ment of the fees and expenses, if any, of the commissioners, and the costs and expenses directed to be paid in such final order, if such final order shall have been entered, and upon such other terms and conditions as the court may prescribe ; and upon the entry of the order granting such application and upon compliance with the terms and conditions therein prescribed, payment of the amount awarded for compensation, if such compensation shall have been theretofore awarded, shall not be enforced, but in such case, if such abandonment and discontinuance of the proceeding be directed upon the application of the plaintiff, the order granting such application, if permitting a renewal of such proceedings, shall provide that proceedings to acquire title to such lands or any part thereof shall not be renewed by the plaintiff without a tender or deposit in court of the amount of the award and interest thereon. ERRATA. 1. The Tables in the body of the work showing what laws the general revision acts are based upon are superseded by similar Tables at the beginning of the work. 2. The Notes at pp. 279, 297, under Taxation and Receivers should be eliminated. This is a complete work entirely independ- ent of Colby's book, and the chapters on Taxation and Eeceivera contain all laws regarding these subjects which are applicable to corporations. 3. At p. 237, § 40, read "Change of Guage" for "Change of Grade." 4. At p. 271 read " 1882 '' instead of " 1862." ■ vtMiift-