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Federal Gazette & Baltimore Daily Advertiser 1807/01-1807/06 msa_sc3722_2_6_1-0121 Enlarge and print image (4M) |
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Federal Gazette & Baltimore Daily Advertiser 1807/01-1807/06 msa_sc3722_2_6_1-0121 Enlarge and print image (4M) |
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Articles of Association
OF THE
HAGERS-TOU N BANK.
WE, tlie ' reby associat
g company,
cf The
. and do hereby
: r,(l our legal e] resentatives
10 the e of the following wticles,
Art. 1. The capital stock of the said Bank
shall be limited to five Lit thousand
( a consist of ten thousand shaves of
fifty .Hollars each, one-testh part thereof, or
()„e li,. all be reserved for
the use tit of t!ie ftflte of Maryland,
to be si I hi such manuftr as the legis
.lature niav direct*; provided, that the state
shall not 'draw a dividend -011 a greater sum
than shall be paid on such shares; and the
remaining nine thousand shares to be subscrib-
ed agreeably to the allotment herein after
mentioned, by opening subscription;; at the
following places, under the direction of the
following persons, viz.
At Hagers'-Town, for 5000 shares, by Ja-
cob Schnebiy, Matthias Shaffner, Martin
Ki< i.hner, Henry Shafer and Jacob T. Tow-
aon. ¦
it Baltimore, for 2000 shares, by Luke
'Pieman, Tames I. Hawkins, Christian Kel
ler, William Matthews and Clement Brooke.
At Frederick-Town, for 1000 shares, by-
John Schley1, George Baer, jun. Lawrence,
Brengle. Roger B. Taney and George Crea-
ger, junior.
At Middletown, .in Frederick county, for
500 shares, by Joseph Swearingen, Frederick
Steinple, James Neale, Thomas Marlow and
Thomas Hawkins.
At Cumberland, in Allegany county, for
inres, by Hanson Briscoe, James Scott,
Ti'-e min ToniliBsoil, David Lynn andTho-
mas Be all.
Ar.. 6. It shall be the duty of the president
and directors herein appointed, to have the
article's of this'ass'ociation printed in the news-
papers at fcfagers-Towri, the Herald and
Republican Advocate, in Frederick-Town,
the Federal Gazette and the American, in
Baltimore, and in the papers Chambers-
burs, in Pennsylvania, and Martinsburg, in
Virginia; also,'to prepare and transmit to
the commissioners aforesaid, a copy of the
articles of this association.
Art. 3. The subscriptions shall be opened at
the places before mentioned by the commissi-
oners, or any two of them, on the first Mon-
day in March next, and remain open for three
clays, from 10 to 5 o'clock, each dav, unless
Lotted number of shares are sooner sub-
1 ¦ and if there shall be subscribed, on
the first day of .opening the subscriptions, at
any of the aforesaid places, a greater number
of shares than are allotted, the commissioners
shall, in the first instance, reduce the highest
¦lotions, but if such reduction shall not
bring' the subscriptions down to the number
hen they shall, by lot, determine
subscriptions shall prevail, or to whom
the shares shall belong ; and it shall be the
duty .of the commissioners to return to the
president and directors, a list of the subscrip-
tionsby them taken, cert; (ied under their hands,
together with all monies by them received en
such subscriptions
Art. 4. livery subscriber shall pay to the
commissioners, atthetime ofsubseribing, the
sum of five dollars, on each share he or she
inay subscribe, and the further sura of five
dollars on each share', on the first Monday in
May next ; and the remaining forty o '
fi-iiL equal.... talments of fur dollars erfch in-
stalment, or. e£( h share subscribed to be paid
at the siad bank, as the board of directors may
call for the same, giving t>yo months notice
in the news papers aforesaid of such calls, but
¦which shall noi be ca)led (or wiuibiil
currenee or two-thirds of the whole of the
directors, and no such call, atanyone time,
exceed live dollars on ca.rh share sub-
scribe: d.
Art. 5. If any stockholder shall fail to
pav up his, her, or their instalments, of live,
la're, on the.,first Monday in
May next, such stock! rfSit, to
e of the coinpany, all W ante-
cedently to such failui ult'j but no
such forfeiture shall take place, ;
.'. .each share shall have been paid up;
and as it is requisite ti ie talc n
to seco ¦ men! of afti
¦ore if any stockholder shall fail to make
i of any instalment or call
aiter ten dollars oh each Share shall have
been paid, such, stockholder's money in bank
shall remain free from interest, and not entit-
led to dividend until such instalment or call
shall be made good, and the dividend there-
after to be paid to such stockholder, (as we'll
Upon the mi ilariypaid, as upon that
paid after the dei'aultJ'shaU be cab-misted only
nt shall be
made ¦
Art. 6. Ho subscriber, or stockholder, or
roemk
Sihle in his person or individual property for
;, tract or e . .of the said com-
pany, or for any tosses.,, deficiencies, or fail-
ures <;i the cap;;. the said company,
g whole of the said capital stock, toge-
ther with all ovoperty, rights and credits,
Ijeloiigiug to the said institution, ami nothing
. at all times be answerable for the
demands against the said -company.
Art. 7. The affairs of the bank shall be
iged by ten directors and a jr.".
seven of whom. and the president, shall reside
in Washing tj ; cme in Baltimore
county, one ih Frederick countyj are
¦ ¦ directors shall be cho-
sen h- or by proxy,
own, or. tie first Monday in Mky,
on the first Monday in May in every
Fter.; and when tlie stale acquires
the right" of. choosing a director, the. stock-
re shall chuse one dhvetor less in Wasli-
•i ; and until the ob-rnion for di-
rectors, as aforeiaid, in order-that this insti-
tution may go into operation as soon as convenl-
enlty may be, the affairs of the bank thall be
sonde ¦ 1 Rochester, as presi-
dent ; and Sprrgg,
William Fit.-.i.ugh, Charles Can-oil, JacobZet-
ler, Saintiel Hughes, jun. V illiam Ileyser,
Samuel daggett, (Ba1
son,
lion, (Afleg
the power to appoint a cashier and such other
offers as they shall deem necessary, and1
shall act ih all other things relative to this in-
stitution, as holy as the president and direct-
ors, hereafter to Be appointed by the slock-
-.-;, shall be authorised to do, exewptthat
the compensation to be allowed to the presid-
the bank shall be fixed and determined
by the first directors to be chosen by the
sLoekhokiers.
Art 8. In choosing directors, the stockhol-
ders shall be entitled to vote as folic s : For
one share, and not exceeding two, one vote
each; for every two shares : hove tv. a.1
reel not exceeding- ten, one vote ; tor every
ibovi tei and note: - -ediiisJ'tldr-
, , i'crcv«rj sjavsl* ¦¦ UK !;,
,«)<* not exceeding sixty, onp «GjrJe ; for every
eight shares, above sixty, and net exceeding
6ne hundred, one vote ; and for every ten
shares above one hundred, one vote ; but no
person or body politic, shall be entitled to a
greater numbir than thirty votes, und-all votes
at elections for directors shall be b) ballot, do-
livered in person or by proxy.
Art 9. Ko person shall be admitted'to take
his seat ts director, unless he shall he at the
time a stockholder^ ami ffHe fehall at anj .1 ae
cease to be a stockholder, he. shall cease to be
a director
Art. 10. If thepresident shall be chosenhere-
afler out of the number of directors, his place
shall be supplied by the directors from among
the stockholders ; if a vacancy shall at any
time happen among the directors, by death,
resignation or otherwise, the directors shall
elect another to fill the vacancy fertile remain-
der of the year, from among the stockholders
and in case of sickness, or necessary absence,
of .the president, he shall, in writing, appoint
one of-the board of directors to act at president
pro tempore.
Art. 11. The board of directors shall, have
power to appoint a president and other officers
and servants, for conducting the business of
the company, and shall fix the compensation
to he allowed them, which expeaces shall be
defrayed out of the funds of the coinpany.
The board of directors shall also have pow-
er to purchase, lease or rent a proper buil-
ding, in Hagers-Town, for the ba>to at the
expence of the company; they shall likewise
have power to make, revise, alter or annual,
rules, orders, by-laws & regulations for the go-
vernment of the company, and that of their of-
ficcrs, servants, & affairs, asa majority of tiictn
shall deem expedient, provided, they are not
contrary to law, or the constitution.
Art. 12. The company shall in no case be
concerned in any article but notes, bills of ex-
change, mortgages, stock of the United States,
or bullion, and insuring against losses by fire,
except in the case of debts due to the bank,
then they shall be fully justifiable in taking any
kindof security they can obtain.
Art- 13. Ordinary discounts may be made
by the president and any/Hi ree directors, but the
president and five directors shall be necessary
for the purpose of transacting the general bu
siness of the company-.
Art. 14. Stock in the Hager's-Town bank
may be transferred by the holder, in person,
or oy power of attorney, at the said bank, but
all debts actually over due to the. company by
a stockholder ( » ring to transfer, must be
discharged before such transfer shall be made.
Art. 15. Dividends of the profits of the com-
pany shall be made at the ejul of the first
year, and half yearly thereafter, and at the
end of every three years a dividend of surplus
profit shall be made.
Art- 16. The books, papers, correspond-
ence, funds, and every transaction of the com-
pany, shall at all'times be freely open to the
inspection qJ the directors.
Art. 17- A majority of the directors may,
at any time, call a general meeting of the
stockholders for objects relative to the inte-
rests of the company, they giving six weeks
notice in the public prints, and expressing in
such notice, the points or subjects to be deli-
berated upon atsuch meeting.
Art. 18. In case the whole of the shares
(except those reserved for the state) shall not
be subscribed, on the days fir taking subscrip-
as aforesaid, the board of directors
may open the subscriptions again, at such
id place, or places as they or a majority
of them may think proper, first giv'.r
w< i ks notice of the same in the public paints.
Art. IB. Whenever the. slate shall become a
Idertothc amount of twenty tlrmsand
dolhu-s, of the shares reserved, and shall
have paid up that sum to the bank, she shall
be entitled to appoint one director.
Art. 20. Before the president and directors
shall act era such, they shall take an oath, or
affirmation,, " that they will faithfully, dili-
gently and honestly, perform the duties ef
U cir station ;" and the otlv of the
bank, shall take a similar oath or affirmation,
and shall give bond with security, to the, satis-
faction of the board of directors, for the faith-
ful discharge of their dutiss Ml their several
ions,
21. All notes offered for discount in
.!:, by any person or persons, shall,
on the face thereof, be made negotiable at the
Hag era-town bank, avid when the dr-awer shall
;ide in Hagers-town, such u. ,. see., be
made payable at the house of some person in
Hagers-iov.m, and notice, given by the proper
; of (lie bank at such house, that such
no'e hath become due, shall be, to all intents
and purposes held and considered to be as
completely binding on the drawer and,
ser.s, as if notice had been personally served
on each of them.
Arti. 22. Andasthe agricultural, manufactur-
ing and commercial interests of Washington,
adjoining com.ties, will be greatly be-
nefitted by this institution, it is believed ttcx-
d, that the legislature will (as they have
dar cases) ¦¦
incorporating the saidcompany, & con-
firming, making legai and. binding the seve-
ral articles and regulations before-mentioned,
with such other pi ovisiors, as to the li
ture may se |