Chap. 417.—An ACT to incorporate the Hartshorn Memorial College.

Approved March 13, 1884.

1. Be it enacted by the gencral assembly, That the tollow-
ing named persons, namely: Dia Joseph C. Hartshorn, A. M.,
President, EK. G. Robinson, D. D., LL. D.; Reverend Ric hard
Montague, A. M.; Mistress Doctor M. H. Bixby, and Mistress
Andrew Comstock, of Providence, Rhode Island ; Reve-
rend H. L. Monhouse D. D., of New York city; Mistress
Thomas Nickerson, of Newton Center, Massachusetts; Mis-
tress Anna Sargent Hunt, of Augusta, Maine; Reverend Samuel
Grans, D. D, of Grand Rapids, Michigan; Mistress L. B.
Austin, of Detroit, Michigan; and Mistress Doctor T. M.
Shanatelt, of Kast Saginaw, Michigan; J. T. Ellyson, Pro-
fessor C. H. Winston, Professor William Terry, and William
H. Williams, of Rich mond city, Virginia, with their associates
and successors, are hereby incorporated under the name and
style of the Hartshorn Memorial College, for the purpose of
fuunding and maintaining an institution of christian learning,
of collegiate grade. for the education of young women; to give
instruction in science, literature, and ‘art Jin normal. indus-
trial, and professional branches, and especially in) Biblical
and christian learning. with such departments, schools. and
courses of study as the trustees shall deem proper and needful,
and to confer such literary and honorary degrees as are wont
to be conterred by colleges and universities in the Umited
States—the principal seat of said institution of learning to
be within or near the city of Richmond, in the state of Vir-
ginia.

2. The general powers of said corporation shall be those
belonging to bodies corporate under the laws of the state of
V irzinia—to sue and be sued by the corporate name; to have
and use a Common seal, which it may alter at pleasure, save
that it shall have the legend, “In memoriam Rachel Iarts-
horn”; to acquire property by the purchase, exchange, gift
or bequest, and to convey the same; to receive and hold trust
or endowment funds, and any property, real or personal,
useful for the maintenance of an institution of Christian learn-
ing; to establish by-laws, and to make all rules and regula-
tions deemed needful, uot inconsistent with the constitution
and laws of the state; to elect their successors; to appoint
subordinate otlicers and agents, in addition to a president,
secretary and treasurer, and to fix their compensation, and
in general to do whatever is needful for the c: rrying out of
the true intent and purpose of this act of’ incorporation.

3. The board of trustees of said corporation shall consist
of not less than seven persons, nor more than fifteen, of
Whom a majority shall be women, and tive of whom sball
constitute a quorum; and the herein-named incorporators
are nuthorized to elect other members, increasing the num-
ber of trustees to fifteen, the new members to have all the
rights, powers, and duties of the original incorporators. All
ot suid trustees shall be members of evangelical christian
churches, and of recognized worth and christian character,
and not less than three-fourths of them shall be members of
churches known now as regular Baptist. So lone as the
American Baptist Home Mission society shall contribute
towards the expenses of said institution of learning, the
corresponding seerctary of said society shall be ex ofticio a
member of the board of trustees; and so long as the Woman’s
American Baptist Home Mission society ot New England,
and the Woman’s Baptist Home Mission society of Michigan,
shall co-operate with the trustces in the support of said insti-
tution, they shall respectively be represented upon this board
in such manner as it shall from time to time determine.

+. Inasmuch as the welfare of society, and not pecuniary
gain, is the object for which this charter is granted, the mem-
bers of this corporation shall not be counted stockholders in
the legal sense of the term, and no dividends or profits shall
ever be divided among them, and there shall be no individual
or personal liability for corporate debts, but the entire corpo-
he

rd

rate property shall be liable; nor shall the means, income or
corporate property of whatever kind be used tor any bust-
hess, speculation or purpose other than that for which this
corporation is created, and all property held and used solely
for the benevolent purposes set forth in this charter, shall be
eSetapt from all state, county or municipal taxation.

5. In order that the benevolent intentions of the founders
and henefactors of this college may not be frustrated, and
that their benefactions may be rendered as secure as possible,
shall have no power to encumber by mortgage the college
property proper, namely: The college grounds property,
the college buildings, the Hbrary, apparatus or furniture for
any purpose whatsoever: and the trustees are furthermore
forbidden by this charter to use the principal of any endow-
ment funds for current expenses,

G. At their first meeting the board of trustees shall choose
a president, a secretary and a treasurer, but the secre etary
and treasurer may, if it be deemed best, be one and the same
person, and the signatures of the president and secretary, or
treasurer, shall bind the corporation. At their first mecting
the trustees shall also divide themselves into three classes
as nearly equal as possible; trustees of the first class
shall continue in office one year from the first day of June,
eighteen hundred and eighty-four; trustees of the second
class shall continue in office two years from said date, and
trustees of the third class, three years; but all trustees shall
continue in office until their successors shall have been
elected and duly qualitied; subsequent elections shall be for
three years, save that elections to fill vacancies, or to increase
the number of trustees, shall be for the unexpired term of
that class into which each one shall be respectively chosen.

¢. The board of trustees shall have full control of the insti-
tution of learning which they shall establish; to appoint a
president, protessors. instructors and other oflicers ; to assign
their duties. fix theia compensation and to remove them trom
office; to arrange courses of study; to establish regulations
and supervise their administration, The trustees are also au-
thorized to transter to the American Baptist Home Mission
Society, or to other co-operating religious socicties, such super-
vision and control of said institution as shall be deemed
best.

8. The board of trustees shall establish by-laws, fix the
place and the time of regular meetings, and the method of

calling special meetings. and the manner of holding elections,
and shall keep a full record of all meetings held, and of all
business done, open at all times for the inspection of every
member. very member shall be entitled to one vote, either
in person or by proxy, under regulations established by the
board.

9% Ifthe time shall ever come when, on account of changed
social conditions, it shall be manifest to the board of trustees
that perseverance in the special original purpose of maintain-
ing an institution of learning for the separate education of
young women distinctively of African descent is no longer
desir: able, the trustees shall have authority to enlarge or
modify the scope of said institution as the changed condition
of affairs shall demand.

10. A violation of any of the provisions of this charter
shall render the corporation liable to dissolution at the in-
stance of the state.

11. This act shall take effect from its passage.