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against corporate officers at relation of member. $ 4448.
to compel transfers of shares. 2445.

practice in proceedings by to remove officer. $S 830–840.
Manufacturing companies.

powers of generally. 88 5961–5963.
Married women.

Masonic buildings.

organization of company for orection of. & 166.
Mechanics’ liens.


may be enforced by corporations. $7759.

See CORPORATIONS, subd. 10.
corporate meetings, where held. $$ 686-697.

for election of board of directors. § 3861, et seq.
Members, expulsion of.

1. Power to expel, and grounds of expulsion.

preliminary observations: distinctions. $ 846.
power of expulsion incident to corporation. 8 847.
this power exercised by the corporation, not by the directors. 8848.
by-laws authorizing the expulsion of members. 849.
illustrations of good and bad by-laws providing for the expulsion of members.

$ 850.
validity of by-laws providing for expulsion for the non-fulfillment of commercial

contracts. & 851.
by-law prohibiting members from gathering in public places to buy and sell

“futures" outside of the exchange room. $ 852.
by-laws when not enforceable by forfeiture of membership. 8 853.
grounds of expulsion at common law: Bagg's case. 854,
further of Bagg's case: how and by whom and in what manner disfranchised.

§ 855.
grounds of disfranchisement under rule of Lord Mansfield. 8 856.
cases within these principles. $ 857.
cases not within these principles. $ 858.
expulsion for imfamous crimes: whether a previous conviction necessary. $ 859.
offenses against the member's duty as a corporator. $ 860.
acts injurious to the society or to its reputation. $ 861.
illustrations: "conduct injurious to the character and interests of the club.”

§ 862.
frauds upon the society. 8 863.
expulsion from merchants' exchange for dishonest conduct. 8 864.
suspension for bankruptcy or insolvency. $ 865.
contempt against corporate officer. $ 866.
criticising the management. 8 867.
offenses against other members. 8 868.
refusal to submit to arbitration or to comply with award. 8 869.

Members, expulsion of-(Continued).

illustration. $ 870.
appealing to the judicial courts. SS 871.
“negligence, misconduct in office, or any other reasonable causes. $ 872.
expulsion of members of incorporated medical societies. $ 873.
members of trades union working for parties against whom a strike had been

ordered. 8 874.
enlisting in the volunteer army in time of war. $ 875,
trial under an act of the legislature passed subsequently to the offense. $ 876.

validity of by-laws providing for. $ 4393.
2 Corporate proceedings lo expel.

must proceed upon notice, inquiry and hearing. $ 881.
what this principle includes. $ 892.
right to notice exists, although the evidence against the accused may be very

cogent. $ 883.
instances showing the right to notice. $ 884.
analogous principle that a public officer is not removable without notice. $ 885.
denying the privilege of cross-examination. $ 886.
right to an opportunity to be heard on an ecclesiastical appeal. $ 887.
expulsion after an acquittal and without a second trial. $ 889.
expulsion after first trial which is a nullity. $ 889.
when second notice not necessary. $ 890.
incidents of the notice and its service. $ 891.
effect of change of residence in connection with by-law requiring members to

notify their residence to the society. $ 892.
of the corporate tribunal and its constitution. $ 893.
illustrations: expulsion by a two-thirds vote. $ 894.
jurisdiction of standing committee of brokers' board. $ 895.
illustration. $896.
of the trial and the evidence. $ 897.
necessity of a sentence of expulsion. $ 898.

right of appeal. $ 899.
3. Judicial proceedings to reinstate.

mandamus to restore member. $ 904.
mandamus to compel corporation to admit a member. $ 905.
the return. $ 906.
practice under the writ. $ 907.
visitorial powers exercised by the courts. 8 908.
remedy by injunction. $ 909.
injunction in case of unincorporated societies. $ 910.
injunction in case of religious societies. 8911.
member must first exhaust his remedy within the society. $912.
injunction not granted to restrain proceedings before corporate judicatories.

§ 913.
principles on which courts proceed. $914.
further of this subject. § 915.
contract to exercise judgment bona fide. $916.
another statement of the principle: corporation not permitted to exercise trust

corruptly. $917.


Members, expulsion of-(Continued).
courts do not sit as courts of appeal from decisions of committee or club in such

$ 918.
not sufficient that the decision contrary to reason.

§ 919.
regularity of suspensiou presumed until contrary appears. $ 920.
effect of acquiescence. $921.
jurisdiction of corporate committee not ousted by fact of judicial investigation.

8 922
doctrine that courts will not interfere except where property rights are involved.

$ 923.
courts will not enforce decisions of judicatories of unincorporated societies. 8 924.
suspension of a lodge, when void and when voidable. $ 925.
action for damages for the expulsion. $926.
action for damages against religious corporation. $927.
criminal information for disfranchisement of members. 8928.
articles of the peace by one partner against another. $ 929.

action against judge for condemning without notice. $ 930.

1. Rights of.

preliminary statement. 8 4392.
validity of by-laws providing for the expulsion of members. § 4393.
such by-laws cannot provide for expulsion without notice. $ 4394.
by-laws of merchants' exchanges expelling for non-compliance with contracta

§ 4395.
by-laws of social clubs expelling for disorderly conduct. § 4396.
suspension for non-payment of a fiae. $ 4397.
proceedings by mandamus to reinstate. $ 4398.
mandamus to restore members in unincorporated societies. § 4399.
actions to restore to the rights of membership. $ 4400.
enjoining the corporation from excluding or expelling a member. $ 4401.
compelling recognition of plaintiff's rights as a shareholder. 84402.

conduct showing membership. See ASSESSMENTS, subd. 5.
Merchants' exchange.

expulsion of members from. $ 864.


Mining corporations.

powers of, generally. $$ 5955-5957.
Ministerial officers.

of corporations, civil liability of. § 4733.
Minority rights.





of corporation, in pleading, devises and bequests, etc. $8 284-300.

in writ of execution. $7865.





1. Power of corporation to mortgage property and franchises — in general

implied power of corporations to mortgage. $ 6131.
to what corporations this power ascribed. $ 6132.
from what other powers the power to mortgage implied. $ 6133.
further of this subject. $ 6134.
statutory power to mortgage liberally construed. 8 6135.
power extends to mortgaging all their property. $ 6136.
railway companies no such implied power. § 6137.
such power frequently conferred by statute. 8 6138.
corporations may mortgage to secure pre-existing debts. 8 6139.
power to mortgage franchises. 86140.
power to mortgage its after-acquired property. 8 6141.
when railroad companies have this power. $ 6142.
theory of the rule which accords this power to railway companies. 8 6143.
a practical view of this subject. § 6144.
effect of a mortgage of after-acquired property. 8 6145.
such a mortgage enforceable against a subsequent vendor's lien. 8 6146.
whether such mortgages will cut under the liens of mechanics and material:

§ 6147.
mortgage or pledge of future earnings. 8 6148.
power to mortgage subscriptions to its stock. 8 6149.
state of the English law on this question. $ 6150.
mortgage of the “undertaking” in English law. 8 6151.
unregistered debentures under the English Companies Act. $6152.
mortgage to secure future advances. 8 6153.
construction of statutes prohibiting such mortgages. § 6154.
company may execute subsequent mortgages until power exhausted. $ 6153.
power to mortgage its real property situated in another State. 8 6156.
mortgages in violation of such prohibition void. 8 6157.
prohibition against selling includes a prohibition against mortgaging. $ 6158.
how far the principle of estoppel works against corporations in respect of ultra

vires mortgages. $ 6159.
estoppel in respect of mortgage of property acquired ultra vires. 8 6160.


mortgages to secure debts in excess of charter limits. 8 6161.
how far legislature may validate void mortgage or conveyance. $ 6162.
mortgages under the New York Manufacturing Act. $ 6163.
fraudulent mortgages. $ 6164.
who may impeach void corporate mortgages. $ 6165.
power of foreign corporations in respect to. $7922-7923.

power of receiver to execute. $8 7005.
2. Power of directors and officers to execute such mortgages.

qualification of the trustees in the mortgage. $ 6171.
assent of stockholders of a given value. $ 6172.
further as to the consent of the stockholders. 8 6173.
further of the same subject. 8 6174.
authorization by the directors. 8 6175.
must take place at a meeting duly assembled. 8 6176.
construction of resolutions of directors and other authorizing instruments.

$ 6177.
mortgages made by promoters prior to organization. $ 6178.

power of agent to mortgage and pledge corporate property. 8 6179.
3. Incidents of mortgages and other liens created by corporations.

advances made on condition that lender have control of the corporation. $ 6182.
ratification of invalid mortgages. 8 6183.
further of this subject. § 6184.
ratification in part. 8 6185.
whether executed in conformity with the general law relating to chattel mort.

gages. $ 6186.
trustee not chargeable as garnishee or under “trustee process ” in behalf of

general creditors. 8 6187.
right of the mortgagees to net earnings. 8 6188.
form of corporate mortgages. $ 6189.
further of this subject. 8 6190.
whether directors must execute mortgage themselves or can authorize agent to

do it. $ 6191.
use of the corporate property and franchise by a mortgagee in possession.

§ 6192.
construction of the words "grant, bargain, and sell.” 8 6193.
what passes under particular words in such mortgages. $ 6194.
the same subject continued. 8 6195.
what descriptive words cover branch roads thereafter built. 8 6196.
what does not pass. $ 6197.
the same subject continued. $ 6198.
whether property acquired ultra vires will pass. $ 6199.
rights of attaching creditors as against the mortgage. $ 6200.
liability for fraudulent assignment of mortgages. $ 6201.
equitable liens and mortgages. $ 6202.
equity will give effect to an informal mortgage, as against subsequent incum.

brancers, with notice. 8 6203.
4. Foreclosure of corporate mortgages.
power and duty of the trustees to proceed to foreclose. 8 6208.

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