the former provisions in relation to reports by the various kinds of corporations, have been harmonized and made similar, but with some material changes as to some kinds of corporations.]

57 How. Pr. 82; 19 id. 275.

23 Annual report of superintendent. The superintendent shall report annually to the legislature, at the commencement of its first session:

1. A summary of the state and condition of every corporation and individual banker required to report to him and from which reports have been received the preceding year, at the several dates to which such reports refer, with an abstract of the whole amount of capital returned by them, the whole amount of their debts and liabilities, specifying particularly the amount of circulating notes outstanding, if any, and the total amount of means and resources, specifying the amount of specie held by them at the times of their several returns, and such other information in relation to such corporations and bankers as, in his judgment, may be useful. Such corporations shall be divided into classes so as to correspond with the designations thereof in section two of this chapter.

2. A statement of all banks and individual bankers and other corporations and individuals authorized by him to do business during the previous year, with their names and locations and dates of incorporation, and particularly designating such as have commenced business during the year.

3. A statement of the banks and individual bankers whose business has been closed during the year, with the amount of their circulation redeemed and the rate per cent of such redemption, and the amount outstanding.

4. Any amendments to the banking law, which, in his judgment, may be desirable.

5. The names and compensation of the clerks employed by him, and the whole amount of the expenses of the department during the year, and the amount, if any, for which the treasury shall be in advance.

Such report shall be made by or before the last day of the year, and the usual number of copies for the use of the legislature shall be printed and in readiness for distribution by the printer employed to print legislative documents, and one thousand copies shall be printed for the use of the department, the expense of which shall be charged among the general expenses of the department.

Such report may be divided into parts, and the part or parts containing the reports of corporations other than banks may be made on or before the first day of March in each year. Id., § 23.

[Note. Revised from L. 1882, c. 409, §§ 27, 234, 276, and L. 1890, c. 506, § 8. (See Birdseye's R. S., 1st ed., pp. 176, 215, 224.) The various provisions directing the superintendent of the banking department to report in relation to the different kinds of corporations under his control, have been gathered into and generalized in this section. Two hundred and fifty copies of his report were formerly to be printed for the department.]

64 Hun, 335.

24 Reports presumptive evidence. Every official report made by the superintendent to the attorney-general, and every report duly verified of any examination made, shall be presumptive evidence of the facts therein stated in all motions in any action or proceeding for the appointment of a temporary receiver of any corporation to which such report relates. Id., § 24.

[Note. Revised from L. 1882, c. 409, § 278. (See Birdseye's R. S., 1st ed., p. 225.) The word "temporary new; otherwise without material change.] 19 Abb. N. C. 367, n.; 64 Hun, 434.

25 Restrictions. 1. No corporation or banker to which this chapter is applicable shall make any loan or discount to any person, company, corporation or firm, or upon paper upon which any such person, company, corporation or firm may be liable to an amount exceeding the one-fifth part of its capital stock actually paid in and surplus; but this restriction shall not apply to loans. or discounts secured by collateral security worth at least fifteen per centum more than the amount or amounts loaned thereon, nor to the discount of bills of exchange drawn in good faith against actually existing values, or of commercial or business paper actually owned by the person negotiating the same, provided, however, that such loans or discounts on such collateral, or such discount of bills

of exchange drawn in good faith against actually existing values, or such commercial or business paper actually owned by the person negotiating the same shall not exceed one-half the actual paid-in capital stock and surplus of such corporation or banker, including the loans first provided for in this section.

2. No such corporation nor any of its directors, officers, agents or servants shall, directly or indirectly, purchase or be interested in the purchase of any promissory note or other evidence of debt issued by it for a less sum than shall appear on the face thereof to be due. Every person violating the provisions of this subdivision shall forfeit to the people of the state three times the nominal amount of the note or other evidence of debt so purchased.

3. No president, director, cashier, clerk or agent of any such corporation, and no person in any way interested or concerned in the management of its affairs, shall as individuals discount, or directly or indirectly, make any loan upon any note or other evidence of debt, which he shall know to have been offered for discount to such corporation, and to have been refused. Every person violating the provisions of this subdivision, shall, for each offense, forfeit to the people of the state twice the amount of the loan which he shall have inade.

4. No officer, director, clerk or agent of any bank or savings bank shall borrow from the corporation with which he is officially connected any sum of money without the consent and approval of a majority of the board of directors or trustees thereof. Every person violating this provision shall, for each offense, forfeit to the people of the state twice the amount which he shall have borrowed.

5. No such corporation shall make any loan or discount on the security of the shares of its own capital stock nor be the purchaser or holder of any such shares unless such security or purchase shall be necessary to prevent loss upon a debt previously contracted in good faith; and stock so purchased or acquired shall, within six months from the time of its purchase, be sold or disposed of at public or private sale. Every person or corporation violating the provisions of this subdivision shall forfeit to the people of the state twice the nominal amount of such stock.

6. The directors of any bank may semi-annually or quarterly declare a dividend of so much of the net profits of the corporation of which they are directors as they shall judge expedient, but each such corporation shall, before the declaration of a dividend, carry one-tenth part of its net profits earned since its last preceding dividends to its surplus fund until the same shall amount to twenty per certum of its capital. Any surplus fund already accumulated by any such corporation may be counted as part of said twenty per centum. Each corporation shall report to the superintendent of banks within ten days after declaring a dividend the amount of such dividend, and the amount of net earnings in excess of such dividend, and the amount carried to the surplus fund. Such report shall be attested by the oath of the president or cashier of the corporation. If the directors of any such corporation shall knowingly violate, or knowingly permit any of the officers, agents or servants of the corporation to violate any of the provisions of this subdivision, all the rights, privileges and franchises of the corporation shall thereby be forfeited. Such violation shall, however, be determined and adjudged by the supreme court of the state in a suit brought for that purpose by the superintendent of banks in his own name before the corporation shall be declared dissolved.

7. No savings bank hereafter incorporated shall do business or be located in the same room or in any room communicating with any bank, or national banking association. L. 1892, c. 689, § 25, as am'd L. 1893, c. 696, L. 1895, c. 929, and L. 1896, c. 452.

[Note. Revised from L. 1882, c. 409, §§ 179, 190, 191; 1 R. S., *p. 604, §§ 9, 10. (See Birdseye's R. S.. 1st ed., pp. 206, 208, 680.) This section was practically redrawn in the Laws of 1892; and the last four subdivisions have been added since that year.]

1 N. Y. 86, 87; 17 id. 521; 15 id. 74-83; 47 id. 311; 21 Hun, 313, 315; 39 Barb. 192; 6 Paige, 497; 2 Bosw. 90.]

26 Calculation of profits. Interest unpaid, although due or accrued on debts owing to the corporation or banker shall not be included in the calculation of

its profits previous to a dividend, unless such interest be accrued upon loans secured by collaterals as provided by section twenty-five of this chapter. The surplus profits, from which alone a dividend can be made, shall be ascertained by charging in the account of profit and loss and deducting from the actual profits:

1. All expenses paid or incurred, both ordinary and extraordinary, attending the management of its affairs and transaction of its business.

2. The interest paid, or then due and accrued, on debts owing by it.

3. All losses sustained by it. In the computation of such losses, all debts owing to it, shall be included which shall have remained due, without prosecution, and upon which no interest shall have been paid for more than one year, or on which judgment shall have been recovered that shall have remained for more than two years unsatisfied, and on which no interest shall have been paid during that period. Id., § 26, as am'd L. 1893, c. 696.

[Note.- Revised from L. 1882, c. 409, §§ 180, 181. (See Birdseye's R. S., 1st ed., p. 206.) Without material change, except that the following words have been added: unless such interest be accrued upon loans secured by collaterals as provided by section twenty-five of this chapter.' This refers to the last portion of subd. 1, of § 25, which was added by L. 1893, c. 696.]

7 Paige, 199.

27 Losses in excess of profits. All losses sustained by any corporation or banker subject to this chapter, in excess of its undivided profits then realized and possessed, shall be charged as a reduction of its capital stock, and no dividend shall thereafter be made on its shares of stock until the deficit of capital so created shall be made good, either by the recovery of the moneys charged as lost or from the subsequently accruing profits of the corporation. Id., § 27.

66

[Note. Revised from L. 1882, c. 409, § 182. (See Birdseye's R. S., 1st ed., p. 207.) The words or banker," in the second line, new; otherwise without material change.] 7 Paige, 198.

28 Publication of unclaimed dividends and deposits. Every bank and individual banker doing business under any law of the state shall annually, on or before September first, cause to be published for six successive weeks in one newspaper of the county in which such bank or individual banker is located, and in a paper at Albany in which notices by state officers are required by law to be published, a true and accurate statement, verified by the oath of the cashier, treasurer or president, of all deposits made with such bank or individual banker, and of all dividends and interest declared upon any of the stock, bonds or other evidences of indebtedness of such bank or banker, which at the date of such statement shall amount to fifty dollars or over and have remained unclaimed by any person or persons authorized to receive the same for five years then next preceding. The expenses of such advertising shall be deducted from the sums unclaimed in proportion to the amount of each respectively. Such statement shall set forth the date of the deposit, its amount, the name and residence, if known, of the person making it, the name of the person in whose favor and the time when the dividend may have been declared, or interest accrued, its amount, and upon what number of shares, and on what amount of stock, bonds or other evidences of indebtedness, of any such bank or banker, it was declared or accrued.

Every savings bank or institution for savings now existing or which hereafter may be organized under and by virtue of any law of this state, shall on or before the first day of June in each year, make a report in writing to the superintendent of the banking department, verified by the oath of the two principal officers of the institution, concerning such accounts of depositors of amounts of five dollars or more, as have been dormant for twenty-two years and upwards, from the first day of May preceding; that is, accounts which have not been increased nor diminished by deposits or withdrawals, exclusive of interest credits. The accounts of depositors whose pass-books have been presented at the bank for the entry of interest earned, within the period of twenty-two years, shall not be deemed dormant accounts within the meaning of this act.

The first report of each savings pank, made in compliance with the provisions of this section, shall accurately state the full names of all depositors which the books of the bank show to have five dollars or more to their credit, whose accounts have been dormant for twenty-two years or upwards; such report shall also state the date on which the original deposit was made, the last known place of residence of the depositor, his or her occupation, date of birth, nationality, parents' name if known, and the date when the bank discontinued the crediting of interest on each account, together with any additional data which may aid in determining the ownership of such dormant account. All subsequent reports in addition to dormant accounts not previously reported, shall contain a list of such previously reported accounts as have either been paid, or become active accounts since the last report, through partial payments, or the presentation of pass-books for the entry of the interest due to the account. It is expressly provided, however, that the sums to the credit of such dormant accounts are not required to be stated in the reports provided for by this section.

Any corporation or banker failing to make any report or statement required by this section shall forfeit to the people of the state the sum of one hundred dollars per day for every day such report or statement shall be so delayed or withheld, which, when collected, shall be paid into the treasury of the state and applied to the expenses of the banking department; but the superintendent may, for sufficient cause, extend the time for making such report or statement not exceeding thirty days.

The superintendent shall keep in his office an index of the names of the persons appearing from such reports or statements to be entitled to any such dividends, interest or deposit, and whenever any inquiry shall be made to him concerning the same, he may require the applicant to furnish evidence of his right thereto; and if satisfied that such applicant or his principal has a lawful claim to any part of such dividends, interest or deposits, he shall indicate to the person making such application by which of the savings banks such dividends interests or deposits are held. L. 1892, c. 689, § 28.

[Note. Revised from L. 1882, c. 409, §§ 25, 26; L. 1889, c. 414, §§ 1-4; and L. 1835, c. 262. (See Birdseye's R. S., 1st ed., pp. 176, 238.) Without material change, except that in the first paragraph the words " amount to fifty dollars or over, and are new; and in the same sentence "two" has been changed to “ five years. In the last sentence of the first paragraph the words and the time when are new.]

29 Change of location. Any corporation or banker to which this chapter is applicable may make application to the superintendent of banks for leave to change its place of business to another place in the same or another county. If the proposed place is within the limits of the town, village or city in which the business is carried on, such change may be made upon the written approval of the superintendent; if beyond such limits, notice of intention to make such application, signed by the two principal officers of the corporation or individual banker, shall be published once a week for two weeks in a newspaper published in the city of Albany, and in a newspaper published in the county in which such place of business is located, to be designated by the superintendent of banks. The application shall state the reasons for such proposed change, and be signed by a majority of the board of directors of the corporation, and (except in the case of corporations enumerated in articles five and six of this chapter and by chapter one hundred and twenty-two of the laws of eighteen hundred and fifty-one and by chapter seven hundred and five of the laws of eighteen hundred and ninetyfour) be accompanied by the written assent thereto of at least two-thirds in amount of the stockholders of the corporation, or by the banker If the superintendent shall be satisfied that there is no reasonable objection to such change of location, he shall make a certificate authorizing such change, which shall be filed in the office of the superintendent, and a certified copy thereof with the clerk of the county in which the place of business of the corporation or banker is located, and with the clerk of the county to which its place of business is changed, if in another county, and published once in each week for two successive weeks in the newspapers in which the notice of application was published. When

the requirements of this section shall have been fully complied with, the corporation or banker may, upon or after the day specified in the certificate, remove its property and effects to the location designated in the certificate, and thereafter its sole business location shall be the location so specified; and it shall have all the rights and powers in such new location to which it was entitled at its former location; but no such change of location shall in any manner lessen or impair any liability of the corporation or banker incurred or existing at the time such change was made. Id., § 29, as am'd L. 1895, c. 39.

[Note.- Revised from L. 1887, c. 517, 88 1-4. (See Birdseye's R. S., 1st ed., pp. 235, 236.) These provisions formerly applied only to banks and individual bankers. Now they seem to apply to any corporation reporting to the superintendent of banks. Application for change was formerly to be made to a special term of the supreme court, on an approval of the application by the banking superintendent. The provision that change may be made within the limits of the town, village, or city, without publication, is new. Also provision that certified copy of order must be filed with the clerk of the county to which the place of business is changed, if in another county. Advertisements were formerly to be once a week for four successive weeks.]

30 Approval and certificate of superintendent upon incorporation. No corporation to which this charter* is applicable shall be incorporated hereunder, or transact any business in this state other than such as relates to its formation, without the written approval of the superintendent of banks and without his written certificate stating that it has complied with the provisions of this chapter and with all the requirements of law, and that it is authorized to transact within this state the business specified therein, and that such business can be safely intrusted to it; which certificate shall be recorded in the office of the superintendent in a book to be kept by him for that purpose and a certified copy thereof filed in the office of the clerk of the county where the corporation is to have its principal business office. Id., § 30.

New.

31 Permission and certificate of superintendent in case of foreign corpoNo foreign corporation incorporated for the purpose of carrying on the business specified in articles five, six and seven of this chapter shall transact business in this state without the written permission of the superintendent of banks and a written certificate from him stating that such corporation has complied with all of the provisions of this chapter applicable to it and with all the require ments of law, and that it is authorized to transact the business within this state specified therein and that such business may be safely intrusted to it. Such permission and certificate shall continue in force only for the period of one year from the date thereof, but may be renewed by the superintendent from time to time for a like period if satisfied that the corporation has complied with all of the provisions of this chapter and with the requirements of law and that such business can be safely intrusted to it. Id., § 31.

New.

32 Appointment of superintendent as attorney for service of process. No foreign corporation, company or association, to which this chapter is applicable, shall transact any business in this state until it has executed and filed with the superintendent of banks a written instrument appointing such superintendent its true and lawful attorney, upon whom all process in any action or proceeding by any resident of the state against it may be served with the same effect as if it existed in this state and had been lawfully served with process therein. Service in favor of a resident of this state upon such attorney shall be deemed a personal service upon such corporation, company or association. The superintendent of banks shall forthwith forward a copy of every process served upon him under the provisions of this section by mail, prepared and directed to the secretary of such corporation, company or association at its last known post-office address. For each copy of process the superintendent shall collect the sum of two dollars which shall be paid by the plaintiff or moving party at the time of such service to be recovered by him as a part of his taxable disbursements if * So in the original.