Imágenes de páginas
PDF
EPUB

Foreign corporations shall also "make and file with the secretary of state, with the articles above provided for, a statement, duly sworn to, of the proportion of capital stock of said association, company or corporation which is represented in the state of Wisconsin by its property located and business transacted therein, and such association, company or corporation shall be required to pay into the office of the secretary of this state upon the proportion of its capital stock represented by its property and business in Wisconsin, one dollar for every one thousand dollars in its capital stock in excess of twenty-five thousand dollars, and in case of an increase of capital stock by amendment, one dollar for every one thousand dollars of said increase; provided that said payment in excess of twenty-five dollars, shall not be required from any corporation upon which a license fee is imposed under other sections of these statutes." 504 "All foreign corporations and the officers and agents thereof doing business in this state, shall be subjected to all the liabilities and restrictions that are or may be imposed upon corporations of like character, organized under the laws of this state, and shall have no other or greater powers.505 The secretary of state shall, upon being satisfied that such foreign corporations, joint stock company, express company, has fully complied with the requirements of the preceding section, and all other provisions of law governing such corporations or associations, deliver to such corporation or association, as the case may be, a license to transact business in this state, which such license shall continue in force until revoked. And such license shall contain the conditions upon which such foreign corporation or association is permitted to do business in this state. 506 No such foreign corporation or association, except such as have heretofore filed with the secretary of state copies of their articles of incorporation or association and have complied with the laws then in force,

504 Wis. 1901, ch. 399, § 1.

505 Wis. 1901, ch. 434.

506 Wis. 1901, ch. 399, § 2.

shall transact any business in this state without first having paid the license fee prescribed and obtained a license." 507

No corporation created in a foreign country, or more than twenty per cent. of whose stock is owned by non-resident aliens shall acquire, hold or own more than three hundred and twenty acres of land in this State or any interest therein except such as may be acquired by devise, inheritance, or in good faith in the course of justice in the collection of debts by due process of law. All lands acquired, held or owned in violation of the provisions hereof shall be forfeited to the State.508

"Every foreign corporation actually engaged in manufacturing within this state shall, within sixty days from the time of making a written request therefor by any resident creditor thereof, and annually thereafter upon a like request, file in the office of the secretary of state a statement showing the capital stock subscribed, the amount thereof actually paid in, the full name of each of its stockholders and the amount of stock held by each. Such request may be served by mail upon the president, secretary or other principal officer of said corporation or personally upon any officer or agent thereof who may be within this state. If any corporation shall fail to so file said report it shall forfeit all right to further carry on or transact business in this state and it shall be unlawful for it, or any person for it, to do or transact any business therein, and on such failure any person or agent who shall assume to act for or to transact any business for or on account of said corporation shall forfeit for each and every offense not less than twenty-five dollars nor more than one hundred dollars, which may be sued for in the name of the state by the district attorney of the county where such offense was committed, and the proceeds thereof, after deducting taxable costs, shall be paid into the school fund." 509

Foreign loan and building associations are required to de

507 Ibid. § 3.

508 Wis. Rev. Stat. § 2200 a.

509 Ibid. § 1770 a.

posit with the State Treasurer for the security of all its members in the State, one hundred thousand dollars in approved securities; 510 to obtain a license from the Bank Examiner; 511 and to file with the latter a copy of the charter and an appointment as attorney to receive service of process. 512 Before issuing the license the examiner shall make an examination of the corporation.513 No person shall act as agent for such association until he has procured a license to do so from the Bank Examiner.514 "When, by the laws of any other state or territory, any taxes, fines, penalties, licenses, fees, deposits, money, securities or other obligations or prohibitions are imposed on building and loan associations of this state doing business in such other state or territory or upon their agents therein, so long as such laws continue in force, the same obligations and prohibitions, of whatever kind, shall be imposed upon all building and loan associations of such other state or territory doing business in this state and upon their agents here." 515

A foreign corporation may sue and be sued like a domestic corporation. But it cannot maintain an action founded on any liability arising out of an act forbidden to a corporation or association of individuals to do, without express authority of law.516 Suit may be brought against a foreign corporation even after it has ceased to act, and judgment satisfied out of any property of the corporation in the State, though in the hands of trustee or other person for the use of the corporation or its creditors.517 Service of process on a foreign corporation may be upon any officer within the State, or any agent having charge of or conducting any business therefor in this State,

510 Ibid. §2014, cl. 17, 18.

511 Ibid. cl. 19.

512 Ibid. cl. 20.

513 Ibid. cl. 23.

514 Ibid. cl. 24.

515 Ibid. cl. 21.

516 Ibid. §3207.

517 Ibid. § 3208.

or any trustee of or assignee of such corporation, or upon the Secretary of State, as provided above. But such service can be made upon a foreign corporation only either when it has property within the State or the cause of action arose therein, or the cause of action exists in favor of a resident of the State; and upon the Secretary of State only when the cause of action arises out of business transacted in this State or when the defendant has property therein. In case of a foreign railroad company, whose general office or all whose officers reside outside the State, process may be served upon any station, freight, ticket or other agent within the State. In case of a sleeping car company, it may be served on any agent found within the State, or upon any person in charge of any car.518 If suit is upon a contract, express or implied, or upon a judgment or decree, or for a tort, and the claim exceeds fifty dollars, the property of a foreign corporation may be attached.5

§ 192. Wyoming.

519

No foreign corporation shall transact business in the State until it accepts the Constitution and files its acceptance as provided by law. 5

520

A foreign corporation doing business in the State must file with the Secretary of State and also in the office of the register of deeds of the county where its business is done, a copy of its charter, or if it is incorporated under a general law a copy of its certificate of incorporation and of such general incorporation law.521 A corporation or any person acting for it attempting to do business in the State without complying with these provisions is guilty of a misdemeanor, and shall be fined in a sum not exceeding one thousand dollars or imprisoned not more than six months. 522 Whenever any foreign corporation, which

[blocks in formation]

is doing business according to law in this territory, shall expire by limitation or otherwise, it shall be the duty of the agent or representative of such corporation to file and publish notices of such expiration, in the same manner as herein before provided. 523

A transitory action against a foreign corporation may be brought in any county in which there is property of or debts owing to the defendant, or where such defendant is found. If the defendant is a foreign insurance company, the action may be brought in a county where the cause, or some part thereof, arose.524 Service on a foreign corporation may be had on a managing agent; 525 service on an insurance company, if brought in a county where an agency is established, on the chief officer of the agency; 526 service on a foreign railroad company, on any regular ticket or freight agent, or if none, upon any conductor.527 Service by publication may be made upon a foreign. corporation in any action in which it is sought by a provisional remedy to take or appropriate in any way the property of the corporation.528 In an action based on a contract, judgment or decree, or for causing death by a negligent or wrongful act an attachment may issue against the property of a foreign corporation. 529

$193. Nova Scotia.

Foreign corporations for gain, for a purpose for which a corporation might be incorporated in Nova Scotia, shall before beginning business in the Province make out and transmit to the Provincial Secretary a statement under oath showing the name of the company, under what general or special act it was

[blocks in formation]
« AnteriorContinuar »