Chap. 184.—An ACT to Authorize the Guardian of John P. Boyd, ai
Infant, to Convey certain Real Estate belonging to said Infant in th:
State of Alabama.

In force March 8, 1873.

Whereas, certain real estate in the state of Alabama belong
ing to the heirs of John P. Boyd has been sold, so far as suc!
sale could be accomplished, the only difficulty being that Joh:
P. Boyd, a resident of this state and one of said heirs, is no
of free age and cannot unite in the conveyance of said real
estate; therefore, .

1. Be it enacted by the general assembly of Virginia, That it
shall be lawful for the legally appointed and qualified guardian
of the said John P. Boyd, upon being satisfied that the said
sale is judicious, and that it will enure to the interest of his
said ward that the same should be completed, to execute, as
such guardian, a conveyance of all the interest of said ward in
said real estate, receive the purchase money therefor, and hold
and control the same as is now provided by law with regard to
estates of infants, and the duties of guardians with relation
thereto; and said deed shall have the same effect as if said
infant's interest had been sold and conveyed under the laws of
Virginia providing for the sales of estates of infants and other
persons under disability.

2. This act shall be in force from its passage.

Chap. 184.—An ACT Authorizing the Formation of Land Associations,

Approved March 19, 1873.

1. Be it enacted by the general assembly of Virginia, That
any number of persons, not less than nine, may associate and
become, in the manner hereinafter prescribed, an incorporated
company, for the purpose of accumulating a fund for the pur-
chase and sale of real estate, as hereinafter provided, for the
benefit of members thereof; and for the further purpose of
distributing among the members their proper dividends on the
fund so accumulated in money, but no dividends shall be paid
otherwise than by credit on stock until all the stock subscribed
shall be fully paid up, or forfeited and canceled on the books
of the company: it is provided, however, that in the discretion
of the board of directors interest at a rate not greater than
six per centum per annum may be allowed for stock paid up
in advance.

2. Persons who wish to form such company shall severally
sign articles of association, which shall specially state the
name of the association, the place in which its business is to
be transacted, the number of shares of stock, which shall
not exceed five hundred, and the ultimate par value of each
share of stock, which shall not exceed one hundred dollars,
and shall also contain the constitution, rules, regulations and
by-laws of the association, which shall not be inconsistent with
the laws and constitution of this state or of the United States.

3. The officers of every such association shall be a president,
who may be also a director, seven directors, a treasurer, a
secretary and three trustees, all of whom shall be stockholders.
The president and directors shall constitute a board, to con-
trol, manage and direct the affairs of the association, with such
powers only as are directly conferred by the articles of asso-
ciation; the duties of the treasurer and secretary shall be
prescribed by the constitution or by-laws; and a correct record
shall be kept by the secretary, of the proceedings of the board,
together with an account of all moneys received and paid out,
and such as may be due the association; quarterly reports
shall be made by the secretary and treasurer to the board of
directors, and an annual report to the stockholders as to the
condition of the association. ‘The secretary and treasurer
may be suspended at any time by a two-thirds vote of the
directors until a meeting of the stockholders can be called,
and the board of directors shall have power to fill temporarily
all vacancies in office occuring by death, resignation, removal,
suspension or expulsion. The trustees shall hold for the asso-
ciation the titles of all real estate, and shall convey and release
the same by the order of the board, as may be required by
the articles. The board shall take from all officers and trus-
tees of the company bonds, payable to the association by its
corporate name, in such penalty as they may require, and with
approved security.

4. A true copy of such articles as are mentioned in the se-
cond section, signed by the officers and trustees of the associa-
tion, together with a statement showing the time of its organ-
ization, and that the persons whose names are appended to the
articles are the officers and trustees of such association, veri-
fied by the oath or affirmation of the president and secretary,
shall be recorded in the clerk’s office of the court of the county
or corporation in which such association shall transact its busi-
ness, a copy of which articles and charter so filed shall be
certified by the clerk to the secretary of the commonwealth, to
be filed and preserved in his office; and thereupon, the per-
sons who have subscribed the articles of association, and such
other persons as shall become members thereof, and their suc-
cessors, shall be a body corporate, by the name specified in
such articles, and shall in all respects be bound and gov-
erned by such articles of association, and any amendments
thereto made in conformity to the same; and such association
shall be capable in law of purchasing, holding and conveying
any real and personal estate which may be necessary and suit-
able for the business and purposes set forth in the articles of
association, but such company shall not at any one time hold
real estate exceeding in quantity one thousand acres, and the
clear yearly value of all real estate owned by such company
(other than the liens on property, retention of titles or trust
deeds to its trustees as security for real estate sold by the as-
sociation to the stockholders) shall not exceed ten thousanc
dollars.

5. It shall be lawful for the proper officers, to be designatec
in such articles, to call on and demand of the stockholders re
spectively the sums of money subscribed by them at sucl
time, in such place and in such payments as the articles o
association shall prescribe, and for failure to pay such sums s¢
demanded, the articles may provide for the forfeiture of the
stock of delinquent stockholders.

6. Every such association shall continue in being until dis
solved by a vote of a majority of stockholders, who shall at
the same time hold a majority of the shares of stock.

7. It shall be lawful for any such association to redeem
the shares held by the stockholders respectively, upon such
terms and under such regulations as may be prescribed in the
articles, but such association shall in no case receive or demand
from any stockholder interest exceeding the rate of six per
cent. per annum upon the sum actually paid by such associa.
tion to such stockholder for shares so redeemed and bought
in. Nothing herein contained, however, shall be construed to
prevent the association from receiving and demanding from
any stockholder, whose shares have been redeemed, such regu-
lar payments on stock as may be required by the articles, and
any fines that may be imposed on him in accordance with such
articles.

8. Any existing associations, formed for objects of a like
nature, with those mentioned in this act, may, upon complying
with its provisions, become entitled to its benefits.

9. If the directors or other officers of any association incor-
porated under this act shall use, dispose of, or invest any
moneys or property belonging to such association otherwise
than is prescribed by this act, or by the articles recorded as
aforesaid, every such director or officer who authorized, made
or sanctioned such use, disposition or investment, shall be lia-
ble to the association, or to the person injured, for all losses
and damages incurred by reason of such unlawful use, dispo-
sition or investment.

10. If any officer, trustee, attorney, agent or servant of any
such association shall apply to his own use, or shall without
due authority assign, trangfer, cancel or deliver up or acknow-
ledge satisfaction of any bond, mortgage, deed of trust, or
written instrument belonging to such association, or shall be
guilty of any fraud in performance of his duties, he shall be
liable to the association, or to any person injured, for the dam-
ages thereby incurred, and shall also be deemed guilty of a
misdemeanor, and upon conviction of any such offence, he shall
be fined in a sum not exceeding one thousand dollars, and be
imprisoned in the county jail for a term not exceeding one

ear.

11. There shall be a general meeting of the stockholders of
any association incorporated under this act on the first Mon-
day in January in each year for the purpose of electing the
officers of the association; but if, from any cause, such meeting
be not held on the day aforesaid, the company shall not for
that reason be dissolved, but the officers and trustees pre-
viously elected shall continue in office until their successors are
elected at some other meeting of stockholders, to be provided
for in the articles of association. The stockholders at every such
general meeting, or, in case there be no such general meeting,
then the president and directors of any such association, shall
cause to be published during the month of January in that
year, im one or more public newspapers printed in or nearest its
place of business, a statement, verified by the oath or affirma.
tion of the president and secretary, showing the actual financial
condition of the company, brought down to the thirty-first day
of December in the preceding year. Such statement shall ex-
hibit the amount of money on hand, the number of shares
redeemed, the amount due the association and its liabilities if
any, the value of its property and the estimated cash value of
each share of stock. ,

12. It shall not be lawful for the board of directors, trus-
tees, &c., to sell to any member more than ten acres of land at
any time unless with the consent in writing of a majority of
the stockholders, and all land sold to stockholders shall be paid
for in five equal annual instalments, the first to be made one
year from day of sale, save and except in special cases, where
a majority of the stockholders may deem it necessary and pro-
per, and then ten years time may be given. All such deferred
payments shall bear interest from day of sale at the rate of six
per centum per annum, and the vendor’s lien or the title shall
be retained until all the purchase money is paid, and accrued
interest, as also all sums due the association for stock, fines or
otherwise; but the purchaser shall be privileged to pay off
said deferred payments and accrued interest at any time before
due. Lands acquired from this association shall not be alien-
able by a husband except by consent of his wife in writing,
except for the purchase money thereof. No member shall own
at any time more than twenty shares of stock. The board of
directors, &c., shall sell the real estate to stockholders at the
same price at which they purchased it, to realize the same
amount. Should the stockholders all decline to purchase pro-
perty owned by the association, the stockholders may provide
for disposing of it to other persong not stockholders, but not
until then.

13. The stock of any such association shall be deemed per-
sonal estate, and shall pass as such. It shall be transferred
and represented in the meetings of the stockholders in such
manner as may be prescribed by the articles of association.

14. The articles of any such association may be amended in
such manner as may be prescribed therein; but every such
amendment shall be certified by the president and secretary,
and be recorded in the court in which the original articles are
recorded, and the same shall be certified by the clerk of said
court to the secretary of the commonwealth.

15. The general assembly may at its pleasure amend, modify
or repeal this act, and may dissolve any association incorporated
under its provisions. Every modification or amendment of
this act shall be deemed to modify or amend the charter of
every association incorporated under its provisions; but no act
to amend, modify or repeal this act, or to dissolve any such
hssociation, shall take away or impair any remedy existing at
the time of the passage of such act against such association, or
deprive such association of the power to sell its property, fore-
close its mortgages, collect its debis, distribute its effects, and
to perform in its corporate capacity all other acts necessary to
close its business. |
16. This act shall be in force from its passage.