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third, fourth, fifth, sixth, and seventh sessions thereof, and shall designate such as are not repealed, and not inconsistent or repugnant to any act or part of act passed at the present session, which act so designated shall be printed and published in a volume with the acts known as the Code, as provided for at the present session; and such designated acts are hereby declared to be continued in force.
SEC. 4. That all acts and parts of acts passed and approved at the first, second, third, fourth, fifth, sixth, and seventh sessions of the legislative assembly of the territory of Idaho of a public character, and not designated by the revisory commission as in section third of this act provided, be, and the same are hereby, repealed on and after 12 o'clock (noon) on the first day of July, A. D. 1875.
NOTE. "An act relating to the discovery of gold and silver quartz-lodes, and of the manner of their location," is (with exception of certain interlineations and of the omission in this act of section 9 of the original act) the same as act of January 12, 1866, 3d session. NOTE.-The following acts are continued in force (see Appendix to Revised Laws):
AN ACT for perfecting title to quartz-claims in the county of Idaho.
AN ACT relating to the recording of quartz-claims in Owyhee and Alturas counties, and fixing the fees therefor.
AN ACT relating to the discovery of gold and silver quartz-lodes, and of the manner of their location. (Approved January 12, 1866; Rev. Laws, p. 777.)
SECTION 1. That any person or persons who may hereafter discover any quartz lead or lode shall be entitled to one claim thereon by right of discovery, and one claim each by right of location: Provided, That no person shall be entitled to hold more than one claim by right of location on any one lead or lode, and that no person be entitled, or have the right to locate, or to hold by location, or to have recorded any claim or claims on any lead or lode, unless he be a resident or inhabitant of this territory.
NOTE. This act was repealed by "An act relating to the location and recording of mining claims", approved February 10, 1881 (Gen. Laws, 180-'81, p. 262).
SEC. 2. That any quartz-claim shall consist of two hundred feet in length along the lead or lode, by one hundred feet in width, being fifty feet on each side of said lead or lode, covering and including all dips, spurs, and angles within the bounds of said claim; and also the right of drainage, tunneling, and such other privileges as may be necessary to the working of said claim:,Provided, That nothing in this act shall be so construed as to give any claimant or claimants any right to any separate or distinct lodes other than the one claimed, running the width of said claim, or to obstruct any subsequent claimants in working and improving such distinct ledge; and the center of the ground between such ledges shall be the dividing line between such claimants.
NOTE.-Section 2 of this act is repealed by act of February 21, 1879, and all future locations are to be made in accordance with act of Congress, May 10, 1872, and prior locations made in accordance with that act (May 10, 1872) are legalized and confirmed, but no vested rights are to be invalidated.
SEC. 3. The locator or locators of any quartz-claim or claims on any lead or lode shall, at the time of locating said claim or claims, place a substantial stake, not less than three inches in diameter, at each end of the claim so located: Provided, That where two or more claims are located together and recorded in one notice, then the aforesaid stakes shall be placed at each end of the claims so located in one notice. On said stake at each end of said claim or claims shall be placed a notice in writing, and said notice shall contain the date of the location of said claim or claims, the name or names of the locator or locators, the name of the lead or lode on which said claim or claims are located, the number of feet so claimed by each of said locators, the distance to the nearest end of said claim or claims from the discovery stake, the direction, as nearly as possible, from the discovery stake, and the direction said claim or claims extend in, as nearly as may be, from the point designated as its or their commencement, and, where more than one person join in one notice in locating said claims, shall state the actual number of feet claimed, and the portion of the ground so claimed by each person so locating.
SEC. 4. Two or more persons may locate or take claims together in a body by joining in a notice specifying the number of claims so located, and the name of each person so joining in such location being written under the notice; but the claims so located shall not exceed two hundred feet for each person so locating; and said claims shall, on said notice, be numbered and designated as segregated claims, and shall designate the position of the said segregated ground in said claims so located in one notice, including, when necessary, a discovery claim, except where it may be necessary to include a claim by right of discovery, and the notice shall then state in whose name or names said discovery claim is located. Persons so joining in one notice shall be considered as tenants in common so soon as the work hereinafter required to be done shall be fully finished and performed. The work hereinafter required to be performed on a quartz-claim, to entitle the locator or his assigns to hold the same as real estate, may be performed on any one of the claims so held under one notice: Provided, It be equal in value to one hundred dollars for each and every two hundred feet held under one notice, including the discovery claim; but when any claims have been located by two or more persons in one notice, so soon as the work as required by this act has been performed on said claim or claims, to wit: one hundred dollars' worth of work for each and every two hundred feet included in the
notice locating said claims, the said claimants shall be deemed tenants in common, and shall be subject to all the rights, privileges, and benefits, responsibilities, and liabilities of tenants in common.
SEC. 5. All claims shall be recorded in the recorder's office of the county in which such lead or lode shall be discovered, by filing with the recorder a copy of the notice placed on the ledge or lode, or a similar notice containing the name of the ledge or lode, the name or names of the locators, the number of feet claimed, the date of location, the direction in which the ledge or lode runs, the district and county in which the ledge or lode may be, and the general distance and direction from some known or initial points, and any other fact or statement by which the ledge may be identified, known, or found. Said notice shall be filed within ten days after the location of any claim or claims on aify ledge or lode, and the person or persons named in the notice shall, each one for himself, and not one for the other, within three days after filing the notice, appear in person at the recorder's office and authorize the recording of the same in their name or names, and no record shall be legal or valid without the personal appearance of the person or persons named in the notice. At the recorder's office the recorder shall record the same in a book kept for that purpose, and called "the book of quartz-claims ", to which there shall be complete and full duplicate index kept by the recorder, and the recorder shall be entitled to receive a fee of twenty-five cents for filing each notice, one dollar for each quartz-claim recorded, and twenty-five cents for indexing each name in notice recorded with the name or names thereon: Provided, That if said lead or lode be more than thirty miles from the county-seat of said county, then the time for recording the same may extend to fifteen days. And all persons recording any claim or claims shall take an oath before the recorder of said county that said claim or claims have not been heretofore located according to law, or, it so located, that the said claim or claims have been abandoned or forfeited by non-fulfillment of the provisions of this act.
SEC. 6. Quartz-claims located and recorded in accordance with the provisions of this act shall entitle the person or persons so locating and recording to hold the same as real estate, to the use of himself, his heirs, and assigns: Provided, That within one year from and after the date of recording he or they shall cause to be performed one hundred dollars' worth of work for each and every claim of two hundred feet of said lead or lode, said work to consist of the following: The stripping the lead or lode, sinking of shafts, excavating of tunnels, obtaining machinery, and repairing material for working said lead or lode in good faith.
SEC. 7. Conveyances of quartz-claims shall require the same formalities, and shall be subject to the same rules of construction, as the transfer and conveyance of real estate.
SEC. 8. Any person or persons who shall willfully and maliciously tear down or destroy any notice posted on quartz-claims, or tear up or destroy any stakes marking quartz-claims, shall, upon conviction thereof, be deemed guilty of a misdemeanor, and shall be fined in any sum not less than twenty-five dollars or not exceeding one hundred dollars, or by not less than thirty days nor more than six months' imprisonment in the county jail, or by both such fine and imprisonment, and all justices of the peace in their respective counties shall have jurisdiction of such offenses.
SEC. 9. Any person or persons desiring to preserve and perpetuate testimony as to the sufficiency of the amount of work done on any claim or claims to entitle him or them to hold them as real estate, according to the provisions of section six of this act, may take two disinterested persons to view such work, who shall carefully examine the same, immediately after which they shall go before the county recorder, or other officer by law authorized to administer .oaths in the county, and take and subscribe an affidavit, containing, first, a description of the location of the claim or claims on which the work is performed, the character and value of such work, and the date when they received the same, which affidavit shall be filed by the county recorder and carefully preserved. Such affidavits, or certified copy of the same under the certificate of the county recorder who has the custody of the original affidavit or affidavits, shall, in any court of this territory, be prima facie evidence of the character and amount of labor performed on the claim or claims which are described in such affidavit or affidavits. The recorder shall receive a fee of fifty cents for filing and preserving the affidavits required by this section.
SEC. 10. Any person or persons who may desire to run a tunnel into any hill or mountain, for the purpose of discovering or working mineral-bearing-quartz leads or lodes, shall be entitled to hold five hundred feet each way from the line of the tunnel on every lead or lode so discovered: Provided, The said lode has not been previously claimed and held according to law; and said person or persons shall also be entitled to hold three hundred feet square at the entrance or entrances of said tunnel or tunnels for building, deepening, or other necessary purposes: Provided further, That nothing in this act shall be so construed as to invalidate the vested rights of other persons.
SEC. 11. The manner of locating tunnels shall be by posting a notice or notices at the entrance or entrances of the tunnel, describing the line of the tunnel, and of the dumping-ground, which notice shall be signed by all the parties interested, stating the interest of each person.
SEC. 12. A copy of said notice shall be recorded in the office of the county recorder within ten days from the time of location, and the recorder shall receive two dollars for recording said notice.
SEC. 13. The parties claiming any tunnel shall, within one year from the time of location, perform, or cause to be performed, five hundred dollars' worth of labor on said tunnel; and when a quartz lead or lode belonging to such tunnel company shall be struck it shall become real estate, and any person or persons interested in any tuunel who shall fail to perform his or their proportion of the labor required by this act within the time specified shall forfeit
all his or their rights in said tunnel; and those who do perform their portion of said labor in the required time shall acquire all the rights of such delinquent parties, and shall proceed immediately to perform the requisite amount of labor, and any tunnel-site becoming vacant by non-fulfillment of the law shall not be subject to relocation by the same parties.
SEC. 14. That an act entitled "An act relating to the discovery of gold and silver bearing quartz-ledges, and of the manner of their location", approved December thirteenth, A. D. eighteen hundred and sixty-four, and all other acts or sections of acts in conflict with this act be, and the same are hereby, repealed.
SEC. 15. This act to take effect and be in force from and after its approval by the governor.
AN ACT to provide for the protecting of stock about quartz-mills. (Approved January 10, 1873; Sess. Laws, 1872–73, p. 61.)
SECTION 1. That all owners and operators of quartz-mills in this territory shall inclose, with a good and substantial fence sufficient to turn stock, all reservoirs and dumps, or other material, when known to contain poison which is injurious to the health and destructive to the life of stock, and shall construct a suitable drain to convey the water from such reservoirs or dumps into a running stream.
SEC. 2. Every person or persons who shall fail to comply with the provisions of section one of this act shall be liable to the owners of any horse. mule, cow, or other stock that may be injured, poisoned, or destroyed by drinking the water or acids that may flow from said mills, in a civil action, in twice the damage done, if said stock shall be injured or poisoned, and in twice the value of the property if said stock shall be killed or destroyed: Provided, That the provisions of this act shall only apply to Alturas county.
SEC. 3. This act shall take effect and be in force from and after its passage.
AN ACT concerning corporations. (Approved January 12, 1975; Rev. Laws, 1874-75, p. 618.)
16. Liability of stockholders individually.
17. The trustees, etc., or collateral holder of stock not personally liable.
1. Books of mining and water companies open to inspection, transcripts from.
19. Penalty, etc., upon officer or the corporation for disobeying this
1. For what purposes corporations may be formed; limitations of.
2. How a corporation is formed; the certificate; what to contain
3. What the certificate proves.
4. The corporation; its powers.
5. Board of trustees, their election, etc.
&. Election valid whenever held.
7. Majority of board rules.
e. First meeting of trustees, how called.
9. Transfer of stock, how made.
10. Powers of trustees; levy of assessments; their collection.
11. The trustees, etc., to represent stock held in trust.
12. Stock may be pledged, yet represented.
13. Fictitious dividends forbidden.
14. Indebtedness not to exceed paid-in capital stock; liability of
15. Not to issue notes, etc., as money.
20. May increase or diminish capital stock.
21. Proceedings to increase or diminish stock.
22. Certificate of proceedings of meeting to increase stock, etc., to be filed in certain offices.
23. Dissolution, duties and powers of trustee upon.
24. Dissolution, proceedings to effect.
25. There being no officer to call or preside at meetings, how to proceed.
26. At such meeting officers may be elected and other business transacted.
SECTION 1. Corporations for manufacturing, mining, mechanical, chemical, or agricultural purposes, for constructing telegraph-lines, for making roads, for establishing ferries, for building bridges, for conveying water, or for the purpose of engaging in any species of trade or commerce, or the construction and operation of irrigating ditches and canals and of the lands in connection therewith, or for colleges, seminaries, churches, libraries, or any benevolent, charitable, or scientific association, may be formed according to the provisions of this act, such corporation and members thereof being subject to the conditions and liabilities herein imposed, and to none other: Provided, That nothing in this section shall be so construed as to authorize a company formed under it to own or hold possession of more than fourteen hundred and forty acres of land, or to authorize an individual member of such company or association, in his corporate capacity, to hold, own, or possess a number of acres to exceed eighty: And provided further, That no corporation formed for agricultural purposes shall be allowed to hold any mineral. lands under the provisions of this act.
SEC. 2. Any three or more persons who may desire to form a company for one or more of the purposes specified in the preceding section may make, sign, and acknowledge before some officer competent to take the acknowledgment of deeds, and file in the office of the clerk of the district court of the judicial district in which the principal place of business of the company is intended to be located, and a certified copy thereof, under the hand of the clerk and seal of said court in the said district, in the office of the secretary of the territory, a certificate in writing, in which shall be stated the corporate name of the company, the object for which the company shall be formed, the amount of its capital stock, the time of its existence, not to exceed fifty years, the number of shares of which the stock shall consist, the number of trustees, and their names, who shall manage the concerns of the company for the first
three months, and the name of the city or town and county in which the principal place of business of the company is to be located.
SEC. 3. A copy of any certificate of incorporation filed in pursuance of this act, and certified by the county clerk or the clerk of the district court in the county or district in which it is filed, or his deputy, or by the secretary of the territory, shall be received in all courts and places as presumptive evidence of the facts therein stated.
SEC. 4. When the certificate shall have been filed, the persons who shall have signed and acknowledged the same, and their successors, shall be a body politic and corporate, in fact and in name, by the name stated in the certificate, and by their corporate name shall have succession for the period limited, and power:
First. To sue and be sued in any court.
Second. To make and use a common seal, and alter the same at pleasure.
Third. To purchase, hold, sell, and convey such real and personal estate as the purposes of the corporation shall require.
Fourth. To appoint such officers, agents, and servants as the business of the corporation may require; to define their powers, prescribe their duties, and fix their compensation.
Fifth. To require of them such security as may be thought proper for the fulfillment of their duties, and to remove them at will, except that no trustee shall be removed from office unless by a vote of two-thirds of the whole number of trustees, or by a vote of a majority of the trustees upon a written request signed by stockholders legally representing two-thirds of the whole stock.
Sixth. To make by-laws, not inconsistent with the laws of this territory or of the United States, for the organization of the company, the management of its prosperity, the regulation of its affairs, the transfer of its stock, and for carrying on all kinds of business within the objects and purposes of the company.
SEC. 5. The corporate powers of the corporation shall be exercised by the board of not less than three trustees, who shall be stockholders in the company, and a majority of them citizens of the United States and residents of this territory, and who shall, after the expiration of the term of the trustees first elected, be annually elected by stockholders at such time and place, and upon such notice, and in such mode as shall be directed by the by-laws of the company; but all elections shall be by ballot, and each stockholder, either in person or by proxy, shall be entitled to as many votes as he owns shares of stock, and the persons receiving the greatest number of votes shall be and act as trustees. When any vacancy shall happen among the trustees, by death, resignation, or otherwise, it shall be filled for the remainder of the year in such manner as may be provided by the by-laws of the company.
SEC. 6. If it should happen at any time that an election of trustees shall not be made on the day designated by the by-laws of the company, the corporation shall not for that reason be dissolved, but it shall be lawful on any other day to hold an election for trustees in such manner as shall be provided for by the by-laws of the company; and all acts of trustees shall be valid and binding upon the company until successors shall be elected.
SEC. 7. A majority of the whole number of trustees shall form a board for the transaction of business, and every decision of a majority of the persons duly assembled as a board shall be valid as a corporate act.
SEC. 8. The first meeting of the trustees shall be called by a notice signed by one or more of the persons named trustees in the certificate, setting forth the time and place of meeting, which notice shall be either delivered personally to each trustee or published at least ten days in some newspaper of the county in which is the principal place of business of the corporation, or if no newspaper be published in the county, then in some newspaper published nearest thereto.
SEC. 9. The stock of the company shall be deemed personal estate, and shall be transferable in such manner as shall be prescribed by the by-laws of the company; but no transfer shall be valid, except between the parties thereto, until the same shall have so entered on the books of the company as to show the names of the parties by and to whom transferred, the number and designation of the same, and the date of the transfer.
SEC. 10. The trustees shall have power to call in and demand from the stockholders the sums by them subscribed, at such times and in such payments or installments as they may deem proper; notice of such assessment shall be given to the stockholders personally, or shall be published once a week for at least four weeks in some newspaper published at the place designated as the principal place of business of the corporation, or, if none is published there, in some newspaper published nearest to such place. If, after such notice shall have been given, any stockholder shall make default in the payment of the assessment upon the shares held by him, so many of such shares may be sold as will be necessary for the payment of the assessment on all the shares held by him. The sale of said shares shall be made as prescribed in the by-laws of the company: Provided, That no sale shall be made, except at public auction to the highest bidder, after a notice of thirty days, published as above directed in this section; and that at such sale the person who will agree to pay the assessment so due, together with the expense of advertisement and the other expenses of sale, for the smallest number of whole shares, shall be deemed the highest bidder.
SEC. 11. Whenever any stock is held by any person as executor, administrator, guardian, or trustee, he shall represent such stock at all meetings of the company and vote accordingly as a stockholder.
SEC. 12. Any stockholder may pledge his stock by a delivery of his certificate or other evidence of his interest, but may nevertheless represent the same at all meetings, and vote accordingly as a stockholder.
SEC. 13. It shall not be lawful for the trustees to make any dividend except from the surplus profits arising from the business of the corporation, nor to divide, withdraw, or in any way pay the stockholders, or any of them, any part of the capital stock of the company, nor to reduce the capital stock, unless in the manner prescribed in this act; and in case of any violation of the provisions of this section, the trustees under whose administration the same have happened, except those who may have caused their dissent therefrom to be entered at large in the minutes of the board of trustees at the time, or were not present when the same did happen, shall, in their individual and private capacity, be jointly and severally liable to the corporation and the creditors thereof, in the event of its dissolution, to the full amount so divided, withdrawn, paid out, or reduced: Provided, That this section shall not be so construed as to prevent a division and distribution of the capital stock of the company which shall remain after the payment of all its debts upon the dissolution of the corporation or the extinction of its charter.
SEC. 14. The total amount of the debts of the corporation shall not at any time exceed the amount of the capital stock actually paid in, and in case of any excess the trustees under whose administration the same may have happened, except those who have caused their dissent therefrom to be entered at large on the minutes of the board of trustees at the time, and except those not present when the same did happen, shall, in their individual and private capacities, be liable, jointly and severally, to the said corporation, and in the event of its dissolution, to any of the creditors thereof, for the full amount of such excess.
SEC. 15. No corporation organized under this act shall, by any implication or construction, be deemed to possess the power of issuing bills, notes, or other evidences of debt for circulation as money.
SEC. 16. Each stockholder shall be individually and personally liable for his proportion of all the debts and liabilities of the company contracted or incurred during the time that he was a stockholder, for the recovery of which joint or several actions may be instituted, and a judgment in such actions shall be recovered against joint stockholders; the court in the trial thereof shall apportion the amount of the liability of each, and in the execution thereof no stockholder shall be liable beyond his proportion so ascertained.
SEC. 17. No person holding stock as executor, administrator, guardian, or trustee, or holding it as collateral security, or in pledge, shall be personally subject to any liability as a stockholder of the company, but the person pledging the stock shall be considered as holding the same, and shall be liable as a stockholder accordingly; and the estate and funds in the hands of the executor, administrator, guardian, or trustee shall be liable in like manner and to the same extent as the testator or intestate, or the ward or person interested in the trust fund, would have been if he had been living and competent to act and hold the stock in his own name.
SEC. 18. It shall be the duty of the trustee of every company incorporated under this act for the purpose of ditching, mining, or conveying water for mining purposes to cause a book to be kept, containing the names of all persons, alphabetically arranged, who are, or shall become, stockholders of the corporation, and showing the number and designation of shares of stock held by them respectively, and the time when they respectively became the owners of such shares; also, a book, or books, in which shall be entered at length, in a plain and simple manner, all by-laws, orders, and resolutions of the company and board of trustees, and the manner and time of their adoption; which books, during the business hours of the day, Sundays, fourth of July, and the twenty-fifth day of December excepted, shall be open for the inspection of stockholders and the creditors of the company, each individual stockholder, and their duly authorized agents and attorneys, at the office or principal place of business of the company: Provided, That the office and books of every such company shall be kept, and the books of the company shall be opened, as aforesaid, in the county in which their principal business is transacted; and every stockholder and creditor, as aforesaid, or their agents, or attorneys, shall have the right to make extracts from such books, or upon payment of reasonable clerks' fees therefor, to demand and receive, from the clerk or other officer having the charge of such books, certified copies of entries; a certified copy of any entry shall be presumptive evidence of the facts therem stated in any action or proceeding against the company or any one or more of the stockholders.
SEC. 19. If the clerk or other officer having charge of such books shall make any false entry or neglect to make any proper entry therein, or shall refuse or neglect to exhibit the same, or allow the same to be inspected, or extracts to be taken therefrom, or to give a certified copy of an entry therein, as provided in the preceding section, he shall be deemed guilty of a misdemeanor, and shall forfeit and pay to the party injured a penalty of one hundred dollars and all damages resulting therefrom, to be recovered in any court of competent jurisdiction in this territory; and for neglect to keep up such books for inspection, and in place provided for in last section, the corporation shall forfeit to the people of Idaho territory the sum of two hundred and fifty dollars for every day they shall so neglect, to be sued for and recovered before any court of competent jurisdiction in the county or district in which the principal business of such company is transacted; and it shall be the duty of the district attorney within and for such district to prosecute such action in the name of, and for the benefit of, the people of Idaho territory; and it is further provided that in case any such incorporated company shall refuse or neglect, for the space of one full year after the passage of this act, to comply with the provisions of this and the preceding section, then, upon the showing of such facts by petition of any person aggrieved thereby, and due proof thereof before the district judge in the district in which such company's principal business is transacted, after such company shall have been duly notified thereof by summons, to be issued by said judge, citing such company to appear before such judge at a time and place therein mentioned, which shall not be less than ten nor more than thirty days from the date of such summons, such company shall by said judge be declared and decreed to be disincorporated so far as to deprive said company