BY-LAWS or THE MORRIS CANAL AND BANKING COMPANY, OF JERSEY CITY; PRESS OF THE ADVERTISER. 1846. DIRECTORS, 1846. Class Jl*o. 2, 1847. B. WILLIAMSON, H. McFARLAN, J. J. SCOFIELD, JACOB LE ROY, OLIVER S. STRONG. Class JYo. 3, 1848. GEORGE GRISWOLD, HENRY SOUTHMAYD, david henshaw, f. t. frelinghuysen, ELIJAH SCOTT. Class JYo. 4, 1849. J. J. CODDINGTON, S. R. BROOKS, J. C. GREEN, DANIEL TYLER, E. R. BIDDLE. Class Jl*o. 5, 1850. J. T. SOUTTER, J. J. BRYANT, THEODORE DEHON, PETER McMARTIN. Class JYo. 1, 1851. ZEBEDEE COOK, J. W. ALSOP, J. B. VARNUM. LIBRARY VU3CAL Or ECC ' vto-"t 7 0.4. d- v" \\(t C f(m . - , • c> ''? J 7 sH b Ft E m r iru BY-LAWS. RULE I. ELECTION OF DIRECTORS. The election of Directors of this Company, shall take place (in accordance with the 3d section of the act passed 31st December, 1824,) the first Monday in April of each year, at the office of the Company in Jersey City; the polls to be opened at 12, at noon, and to continue open until 3 P. M. RULE II. No transfer of stock shall be made for ten days next previous to the annual election of Directors; nor shall any transfer be made for ten days previous to the time appointed for the payment of any dividend to be declared on said stock. Nor shall any person be allowed to vote on stock which he has not held for sixty days next previ¬ ous to the day of election. RULE III. BOARD OF DIRECTORS. The presence of twelve of the Directors, at the time and place appointed for meeting, (notice of such time and place having been given to all the Directors,) shall be necessary to constitute a quorum, or Board, for the trans¬ action of business; but a less number of Directors may adjourn, from time to time, until a quorum shall be pre¬ sent. 4 There shall be a stated monthly meeting of the Board of Directors on the first Tuesday of each month, in each year, at 12 o'clock, noon, at the office of the Company, at jersey City. RULE IV. OFFICERS OF THE COMPANY. The officers of the Company shall consist of a Presi¬ dent, Cashier, Superintendent and Engineer, and such agents as shall from time to time be employed or appointed by the Board of Directors, by whom their salaries are to be fixed. RULE V. STANDING COMMITTEES, AS FOLLOWS. The Finance Committee—Shall consist of five members, who shall have special supervision of the monied opera¬ tions of the Corporation, and whose sanction shall be re¬ quisite, whenever it shall be expedient and necessary to come under any obligation for the payment of money, at any period within twelve months, unless the money be on hand and specially reserved to meet such obligation so entered into ; a minute of proceedings to be kept and re¬ ported to the Board of Directors at their meetings. Canal Improvements and Repairs—To consist of three members, who shall have special charge of the improve¬ ments and repairs on the Canal, as also its police, and whose approval must be given to the expenditure of all moneys for these objects, and of which committee the President shall be a member and Chairman. This com¬ mittee shall appoint the Supervisors, Lock and Plane Tenders, and this committee shall recommend their sala¬ ries to the Board ;—a minute of proceedings to be kept and reported to the Board of Directors at their meetings. • 5 Business over Canal—Shall consist of three members, charged with fixing the rate of tolls, and suggesting such arrangements as shall promote the business of the Canal and thereby increase its revenue. Committee on unsettled Claims—Shall consist of three members, whose-duty it shall be to attend to the adjust¬ ment of all disputed accounts, and inform themselves as to any litigation in which the Company may be involved, and the President shall be Chairman thereof. Committee on Accounts.—This committee is to consist of two members, and are to examine the monthly accounts and vouchers submitted by the Cashier at the stated meet¬ ings of the Board, and to affix their signatures to the exa¬ mination of the Cash Book, where all cash transactions are registered ; which examination is to be made on the Monday preceding the stated meeting of the Board. At the expiration of two months one of said committee shall retire, when a new member shall be appointed in his stead ; and no member shall serve more than once in four months in one year on said committee, except one of the committee first appointed, who shall serve for six months, and not longer. POWERS AND DUTIES OF THE OFFICERS. RULE VI. THE PRESIDENT. The President shall have power to call meetings of the Board of Directors, and in his absence the Cashier, at such times and places as he shall think proper to appoint; and it shall be his duty to call such meetings when requested so to do by any two of the Directors. It shall be his duty to preside at all meetings of the 6 Board, to preserve order, and to promote the regular and speedy transaction of business ; and he shall possess the same supervising power over all the departments that is commonly exercised by the presiding officer of incorpo¬ rated companies. He shall he a member ex officio of all committees. No President pro tern shall acton the Com¬ mittee of Accounts. All letters, reports and papers of every description, re¬ ceived by, or in possession of, the Cashier and Secretary, or any other agent of the Company, shall be submitted to the President, and all instructions emanating from these officers shall be first approved by him, except in cases ratified by the Board of Directors. RULE VII. THE CASHIER. The Cashier shall be a member of the Board of Direct¬ ors. It shall be his duty to receive and disburse, under the direction of the Board, all moneys belonging to the Company, and to keep regular and systematic accounts of all such receipts and disbursements; to take and pre¬ serve all vouchers on which payments are made; and to make detailed reports of such receipts and disbursements to the Directors, at each stated meeting of the Board, and to present a balance sheet exhibiting a statement of the Company's affairs. He shall cause to be deposited all moneys received by or for him, on account of the Company, in such bank or banks as he shall select, either in New York or New Jer¬ sey, reporting the same to the Board for their approval; and all such deposites shall be entered in a book in the usual way, to the credit of the Company. All payments shall be made by the check or draft of the Cashier and President, on the bank or banks where the funds of the Company are deposited, drawn payable to the order of the party entitled to the payment, or some one duly authorized to receive the money. All moneys received by this cor¬ poration, and all moneys paid out by it, must be through the hands of the Cashier. The Cashier shall require such security from Collectors, or other agents employed in col¬ lecting tolls, as in his judgment shall seem prudent, and report the same to the Directors, and he shall appoint the Collectors of tolls, subject to the approval of the Board. The Cashier shall give Bonds, with security, to be ap¬ proved by the Board, in the sum of thirty thousand dol¬ lars, for the faithful discharge of his duties. RULE VIII. THE SECRETARY. The Cashier shall be ex officio Secretary of the Board, whose duty it shall be to be present at the regular sessions of the Board—to officiate as Clerk thereof, and record the minutes of all its proceedings in a book to be provided for that purpose. When officers are to be elected or appointed, notifica¬ tion thereof shall be made on the notices of meeting. The Cashier shall be the register of transfers of stock, and certificates thereof shall be signed by the President and Cashier; and for this purpose he shall keep the accounts of the stock, registered and transferred in such form and manner, and under such regulations as the Board of Di¬ rectors shall from time to time prescribe. RULE IX. THE SUPERINTENDENT Shall have special charge of business to be done over the Canal—shall see that it is expedited, and shall also attend to the management of the boats and the letting of 8 the same. He shall keep accurate and minute statistics of the business done, tolls charged, &c., and report to the Committee on Business of Canal. RULE X. THE ENGINEER Shall superintend all improvements and repairs of Ca¬ nal. Under his control the police of the Canal is placed, except as herein before provided for, and he is generally charged with keeping the Canal in an effective state. RULE XI. PAYMENT OF TOLLS. All lolls of the Company shall be collected in cash prior to the delivery of goods freighted over the Canal. RULE XII. ALTERATION OF BY-LAWS. The By-Laws shall not be altered, except by a vote of thirteen members of the Board. . t 1 1315