and provided also that those thus wishing a renewal will purchase the stock of those opposed to the renewal at a fair current value. 10. The corporation cannot be dissolved prior to the period fixed upon in the articles of incorporation except by unanimous consent, unless a different rule has been adopted in their articles. 11. The same period of newspaper publication must precede any such premature dissolution of a corporation as is required at its creation. 12. A copy of the by laws of the corporation, with the names of all its officers appended thereto, must be posted in the principal place of business, and be subject to public inspection. 13. A statement of the amount of the capital stock subscribed, the amount of capital actually paid in, and the amount of indebtedness of the company in a general way, must also be kept posted up in like manner, which statement must be corrected as often as any material change takes place in relation to any part of the subject matter of such statement. 14. Intentional fraud, in failing to comply substantially with the articles of incorporation, or in deceiving the public or individuals in relation to their means or their liabilities, shall subject those guilty thereof to fine and imprisonment or both, at the discretion of the court. Any person who has sustained injury from such fraud may also recover damages therefor against those guilty of participating in such fraud. 15. The diversion of the funds of the corporation to other objects than those mentioned in their articles and in the notices published as aforesaid, (provided any person be thereby injured,) and the payment of dividends which leave insufficient funds to meet the liabilities of the corporation, shall be deemed such frauds as will subject those therein concerned to the penalties of the preceding section, and such dividends or their equivalents in the hands of individual stockholders shall be subject to said liabilities. 16. Dividends in insurance companies, made in good faith before their knowledge of the happening of actual losses, are not intended to be prevented or punished by the provisions of the preceding section. 17. A failure to comply substantially with the foregoing requisitions in relation to organization and publicity renders the individual property of all the stockholders liable for the corporate debts. 18. Either such failure or the practice of fraud in the manner hereinafter mentioned shall cause a forfeiture of all the privileges hereby conferred, and the courts may proceed to wind up the business of the corporation by an information in the manner prescribed by law. 19. The intentional keeping of false books or accounts by any corporation, whereby any one is injured, is a misdemeanor on the part of those concerned therein, and any person shall be presumed to be concerned therein whose duty it was to see that the books and accounts were correctly kept. 20. The transfer of shares is not valid, except as between the two parties thereto, until it is regularly entered on the books of the company so far as to show the name of the person by and to whom transferred, the numbers or other designation of the shares, and the date of the transfer; but such transfer shall not in any way exempt the person or persons making such transfer from any liability or liabilities of said corporation which were created prior to such transfer. The books of the company must be so kept as to show intelligibly the original stockholders, their respective interests, the amount which has been paid in on their shares, and all transfers thereof; and such books, or a correct copy thereof, so far as the items mentioned in this section are concerned, shall be subject to the inspection of any person desiring the same. 21. Any corporation organized or attempted to be organized in accordance with the provisions of this chapter shall cease to exist by the non-user of its franchises for two years at any one time, but such body shall not forfeit its franchises by reason of its omission to elect officers or to hold meetings at any time prescribed by the by-laws, provided such act be done within two years of the time appointed therefor. 22. Corporations whose charters expire by their own limitation, or by the voluntary act of the stockholders, may, nevertheless, continue to act for the purpose of winding up their concerns, but for no other purpose. 23. Nothing herein contained exempts the stockholders of any corporation from individual liability to the amount of the unpaid installments on the stock owned by them or transferred by them for the purpose of defrauding creditors, and an execution against the company may to that extent be levied upon such private property of any individual. 24. In none of the cases contemplated in this chapter can the private property of the stockholder be levied upon for the payment of corporate debts while corporate property can be found with which to satisfy the same, but it will be sufficient proof that no property can be found if an execution has issued on a judgment against the corporation and a demand thereon made of some one of the last acting officers of the body for property on which to levy, and if he neglects to point out any such property. 25. The defendant in any stage of a cause may point out corporate property subject to levy, and upon his satisfying the court of the existence of such a property, by affidavit or otherwise, the cause may be continued, or execution against the defendant stayed, until the property can be levied upon and sold, and the court may subsequently render judgment and order execution for any balance which there may be after disposing of the corporate property, according to the stage of the cause; but if a demand of property has been made, as contemplated in the preceding section, the costs of such proceedings shall in any event be paid by the company or by the defendant. 26. When the private property of a stockholder is taken for a corporate debt he may maintain an action against the corporation for indemnity and against any of the other stockholders for contribution. 27. For the purpose of repairs, rebuilding, or enlarging, or to meet contingencies, or for the purpose of a sinking fund, the corporation may establish a fund which they may loan, and in relation to which they may take the proper securities. 28. When the franchise of a corporation has been levied upon under an execution and sold, the corporators shall not have power to dissolve the corporation so as to destroy the franchise, and if they neglect to keep up an organization sufficient to enable the business to proceed, the purchaser thereupon becomes vested with all the powers of the corporation requisite therefor; and when it becomes impracticable for an individual so to conduct them, and in cases where doubts and difficulties not herein provided for arise, the purchaser may apply by petition to the district court, which is hereby vested with authority to make any orders requisite for carrying into effect the intent of this chapter in this respect. 29. In any proceedings by or against a corporation or against a stockholder, to charge his private property or the dividends received by him, the court is invested with power to compel the officers to produce the books of the corporation on the motion of either party upon a proper cause being shown for that purpose. 30. A single individual may entitle himself to all the advantages of this chapter provided he complies substantially with all its requirements, omitting those which from the nature of the case are inapplicable. 31. Persons acting as a corporation under the provisions of this chapter will be presumed to be legally incorporated until the contrary is shown; and no such franchise shall be declared actually null or forfeited except in a regular proceeding brought for that purpose. 32. No body of men acting as a corporation under the provisions of this chapter shall be permitted to set up the want of a legal organization as a defense to an action against them as a corporation, nor shall any person sued on a contract made with such a corporation, or sued for an injury to its property, or a wrong done to its interests, be permitted to set up a want of such legal organization in his defense. 33. Corporations regularly organized under the general law heretofore in force, by adapting their articles of association to the provisions of this chapter, and by making the required publication of the change as well as of their intention to act under the foregoing provisions, will be entitled to all the advantages and subjected to all the liabilities above provided for, but the change in their articles of association must be made in accordance with those articles or by the unanimous consent of the stockholders. 34. Mutual insurance companies organized under the provisions of this chapter may render their premium notes a lien upon the whole or any part of their real estate upon which the property issued is situate, whether such real estate is or is not exempt from other liabilities as a homestead, but such lien will not attach until the premium note, stating the property on which it is a lien, is filed for record, and treated in the same manner as though it were a mortgage from the maker thereof to the company, except that it need not be acknowledged. 35. Nothing herein contained is intended to affect the interests of companies already organized farther than is above expressed. STEAM MARINE OF NEW YORK. A correspondent of the Courier des Etats Unis gives the following statement of the steam marine of New York: 17 Trans-atlantic steamers, making voyages to Europe, and measuring... Tons. 37,662 15 Ocean steamers, intended for service to California and the West Indies... 30,000 1 Steamer doing the West Indian business... 19 Large coasting steamers... Total, 52 steamers, measuring...... 800 17,112 85,574 If we add to this sum total the Pacific steamers, which are in direct communication with the California steamers above mentioned, the sum total is augmented by 21 vessels of 29,436 aggregate burden. And this last figure, let us repeat, would be much more considerable were it not for the recent disasters which have befallen navigation in the Pacific. But, even if we strictly confine ourselves to those vessels which make New York a point of entry and departure, we feel bound to acknowledge that they form a truly important fleet. Many States would deem themselves fortunate if they possessed for Commerce and defense a steami navy equal to that of the Empire City. RAILROADS: THEIR NECESSITY AS A MEANS OF WEALTH, [From the Cincinnati Railroad Record.] In the present state of railroad progress it would appear supererogatory to attempt a demonstration of the necessity of the "iron road," politically, commercially, and socially; or show that facility of intercommunication increases such communication, creates business, begets sociality, tends to the dissemination of enlightened views, and by uniting all these advantages, promotes the growth, wealth, and prosperity of the country. It is a self evident proposition that accessibility promotes population. The history of our country is an enduring exemplification of this fact. As facilities of intercourse increased, the area of our settlements extended, until the entire continent has been embraced within our borders. Cities and towns have sprung up in the midst of the wilderness, and the wilds have been made to blossom like the rose; and if canals, rivers, and plank and Macadamized roads-the restricted means of intercommunication enjoyed before the introduction of railroads-have sufficed to render this country so prosperous, what may we not anticipate when the vast undertakings now projected shall have been completed-when the auriferous shores of the Pacific shall be connected with the rocky barriers of the Atlantic by iron bands, and the treasures of the East and the islands of the seas shall be transported thereupon, to find a ready market among the dwellers at the West? That railroads will hereafter be the means of intercommunication is equally evident. They are the best and cheapest means for promoting accessibility; they can be built wherever the people will it; and by their means time and distance can almost be annihilated. The experience upon the few completed roads has demonstrated their utility and fitness for the purpose for which they were designed. And the completion of these few roads has made the building of others compulsory, or those sections lacking in such facilities must consent to sit supinely down, and witness the rapid development in wealth and prosperity of such sections as keep up with the progress of the age. Wherever railroads have been built in this country, the inevitable consequence has been to enhance the value of property in the neighborhood. Depots have been established along the lines for the reception and shipment of freight; and from these simple depots flourishing towns have grown up, magic-like, and, anomalous at it may appear, but in few instances producing any diversion of trade from one place to another, seeming rather to create of themselves business for themselves-thus, by facilities of communication adding to population, and by population adding to the wealth and prosperity of the country. Not unfrequently does it occur that these depots are established in the vicinity of mines heretofore unavailable, for want of means of transportation, as is the case in many instances within our knowledge. So soon as the roads are completed, and these mines brought within the reach of a market, a town at once springs up, and the heretofore waste lands become not only sources of wealth to a few, perhaps, but of competence to many. And when these roads are opened through an agricultural country, affording means of ready and cheap transportation to market, the farmer at once becomes independent. He is not compelled to haul his produce through almost impassable mudholes, sloughs, and ponds, to a market, where he is constrained to dispose of it at unremunerating rates, rather than haul it home again; he can quietly wait until it is called for at his own door, or until he learns rom the papers that it is to his advantage to ship to a distant market. Few persons are aware of the difference in the cost of transportation between the ordinary wagon and the rail. In one of our exchanges we some time since found the following table, in which is given the comparative value of a ton of wheat and one of corn at given distances from market, as affected by the cost of transportation by railroad, and over the ordinary road :— By this table it appears that a ton of corn is estimated not to be worth hauling, by wagon, when 170 miles from market; while at the same distance upon a line of railroad it would be worth $22 20. A ton of wheat 230 miles from market is not worth the hauling by wagon, but by railroad it would be worth $44 55. Thus, as land may be near or more remote from lines of railroad is its value enhanced over and above the value had there been no such railroad. This is an important consideration to farmers when called upon to aid in the construction of railroads, and should influence their actions in the matter. While it thus develops the physical resources of the country, and by the ready means of intercommunication it affords makes distant points accessible, the railroad is also intimately connected with Commerce, and with all of its powers and results, is peculiarly its agent, and has exerted a potential influence in the development and extension of modern trade, and is destined to work still greater changes and more vast achievements in behalf of the Commerce of the future. Such being the fact, and railroads being the "necessity of the age," we say let them be built wherever they can be with reasonable prospect of success; but in railroads, as in every other line of business, judgment should be exercised, and rival lines on minor routes should be avoided, at least until such time as the wants of the community call for an extension of traveling facilities. This competition of rival lines will be one of the strongest objections to railroads, in the construction and prosperous management of which united effort is a peculiarly necessary ingredient. LOCOMOTIVES ON THE PENNSYLVANIA RAILROAD. The Pennsylvania Railroad Company own and use upon their road, according to the last annual report, forty-three locomotive engines. Of these, were placed on the road in the year 1849, 14 in the year 1850, 3 in 1851, and 17 in 1852. Of the whole number, 37 were built by M. W. Baldwin, 3 by Norris & Brothers, 2 by Seth Wilmarth, and 1 by Smith & Perkins. 28 of them have 4 drivers each, 7 have 6 drivers each, 6 have 2 drivers each, and 2 have eight drivers each. As regards the size of these drivers, 20 of them are each 4 feet 6 inches in diameter, 7 are of 5 feet each, 2 are of 6 feet 6 inches, 7 of 8 feet 6 inches, 3 of 6 feet, 2 of 4 feet, 1 of 3 feet 7 inches, and 1 of 3 feet 8 inches. It will thus be seen that 32 of these engines have drivers of 4 feet 6 inches and upwards. During the year 1852 the total number of miles run by these locomotives was 663,991, and the total cost of repairs was $32,630 07, or an average cost of $4 92 per 100 miles run. In the year 1850 the total number of miles run by the locomotives on this.road was 320,999, or nearly 11,000 less than half the total for 1852. SELF-ACTING RAILROAD BRAKE. In these days of railroad accidents, every invention that may contribute in any degree to prevent destruction of life deserves notice, and there is one, which has stood the test of a fair trial on the Reading Railroad, that ought to be universally adopted. It is called "Lahaye's Patent Self-Acting Brake," and is the invention of Mr. J. J. Lahaye, of Reading. The mode of its operation is very simple, and as it is self-acting, it dispenses with the necessity of brakemen on a train. The process is as follows:As soon as an engineer, seeing danger before him, reverses the engine, the slight check given to the train, causes a pressure against the "bumper" of each car. Attached to this bumper, and passing under the car, is a rod connecting with a lever, which the moment it feels the pressure, forces a brake against the wheels of the truck, with such violence as to enable the engineer to stop the train in an astonishingly short time. On the Reading Railroad, where this brake has been in use for a year and a half, an engineer can stop a train going at the rate of thirty miles an hour, in a space of from two hundred to two hundred and fifty feet. It is easily seen that under these circumstances a collision can very rarely occur, as it is seldom that an obstacle in a track cannot be discovered at a distance of at least five or six hundred feet. The operation of detaching the brake is also quite simple, and the whole apparatus is such as to recommend it to general adoption, especially on railroad having but a single track, where the dangers of collision are much the greatest. No description, without diagrams, can do full justice to the beauty and practical value of this invention; but the very fact that it has been successfully used, for a length of time, on a road doing such an immense business as the Reading Railroad, is sufficient to convince all of its excellence. FIRST STEAMBOAT ON THE WESTERN WATERS. According to statements in the Newport (Ky.) News, the first steamboat that ever ran on the western waters was built under the superintendence of Mr. John Robson, now 80 years old, and living with his son William, two miles back of Newport, Ky. His head is whitened by age, but his memory is good, and recollects well about his youthful exercises. He was employed by Fulton, Livingston & Co., of New York. The boat was launched at Pittsburg, Pa., on the 17th day of March, 1811, and was called the New Orleans. She was painted with a blueish colored paint. She passed New Madrid, Mo., at the time of the earthquake in December, 1811. Mr. Scowls, now living in Covington, a wealthy man, was cabin-boy on her; Andrew Jack was pilot, and a Mr. Baker was engineer. She carried Gen, Coffee and Don Carl, with their troops, from Natchez down to New Orleans, in 1814, at the time Gen. Jackson was defending that city against the British. MOBILE AND OHIO RAILROAD. The Chief Engineer of the Mobile and Ohio Railroad Company reports that the whole road is now under contract to the Kentucky line, 453 miles from Mobile. The local subscriptions amount to $4,902,200, and the land given by Congress is valued at $3,469,075, making together a property capital of $8.372,175. Upon this it is intend ed to raise by mortgage of road and lands, a loan of $6,500,000, including the Tennessee loan of $1,000,000, at 6 per cent, to complete the main road and iron the Paducah, Tennessee River, Columbus, Kentucky and Columbus, Mississippi branches, all of which branches, in the aggregate, will be 102 miles long. Thirty-three miles of the road, from Mobile to Citronville, are now in operation, and fifty-five miles in addition are now under contract, and will be ready for the iron by the 1st of November, 1853. |