Proviso. an amount and of such denomination as they shall deem proper: Provided, That unless additional stock shall be in good faith subscribed by persons able fully to pay up the same, new stock to a greater amount shall not be issued than sufficient at par to represent the fair value of all the property and rights then owned by said corporaIssue of new stock. tion. When said new stock shall be issued, and the holders thereof shall proceed as they are hereby authorized to do, to elect officers for said corporation, and said officers shall duly qualify for the same, as by the charter required, the old officers of said company shall be superseded, and the old stock in said corporation shall be deemed forfeited, and may be cancelled on the books of said corporation, and the new stockholders and officers shall, in the law, be deemed and taken to be the stockholders and officers of said corporation, the charter and all laws appertaining thereto, continuing to be the charter and laws regulating and governing said corporation, except that it may be known and called, and sue and be sued, and may contract, and do all acts which in the law it could have done in its old name, in and by the name set forth in the declaration aforesaid. And the said corporation shall not be liable for any debts or obligations except those by it thereafter contracted. But no Prior mortgage prior mortgage or lien shall be in any way affected by such proceeding, and all property whatsoever, if any, that shall not be sold, shall remain liable for all the debts of such corporation, and no liability of any corporator, director, or other person whatsoever, shall be in any wise lessened or affected by any proceeding or act authorized by this act. Preferred stock. SEC. 2. When it shall be necessary to make loans in order to meet the just liabilities, or to carry out the lawful objects and duties of any railroad corporation within this State, or, if any of its creditors, holding its bonds, or other obligation of indebtedness whatsoever, shall be willing to exchange the same for preferred or secured stock, it shall be lawful for any such corporation, a vote of a majority of the stockholders being first obtained therefor, to issue such stocks, and to secure in any lawful mode the prescribed dividends thereon, and to make the same payable in preference to dividends upon the other stock of said corporation: Provided, That no dividend shall be secured greater than the rate of eight per cent., unless all the stockholders shall vote therefor, and in no case greater than the rate of interest allowed by law at the time such stock shall be issued. Such preference may be full or partial, and subject to such conditions and terms as said corporation may deem proper; and such stock shall be redeemable and payable upon such terms and at such times as shall be provided in the resolution authorizing the issue thereof, but no such stock shall be sold at less than its par value. Proviso. of goods. SEC. 3. Every railway company in this State is au- Personal delivery thorized to make personal delivery of every parcel, package, or quantity of goods or property, if the consignee of such property shall reside within two miles of the terminus, or railway station, or other terminus of the carriage of such property by the main line of such carrier, and they are hereby authorized to employ or own all the means necessary to perform such duty, and to place the men and vehicles therefor under the government and sole regulation of the Superintendent or other proper officer of such companies. Such delivery shall be at the house, shop, office, or other place of business of the consignee, according to the nature of such property, and where the owner or consignee desires to have the same: Provided, Proviso. That in all cases where the consignor or consignee shall desire to have said property taken at the depot, station, or other terminus of the carriage of the same, he shall be at liberty to do so, and on notice given, either by a party sending goods, or a party expecting to receive any that Proviso. he or they so desire, they shall remain in the usual man- SEC. 4. This act is ordered to take immediate effect. S. L., 1859, p. 1079. AN ACT to require railroad corporations within this State to cut and destroy the noxious weeds which grow on the land occupied by them. SEC. 1. The people of the State of Michigan enact, That all railroad corporations doing business in this State shall, between the first day of July and the twentieth day of August, in each year, cause all noxious weeds growing on the lands occupied by them in any city, village or organized township of this State, to be cut down and destroyed. SEC. 2. In case any railroad company shall refuse or neglect to comply with the requirements specified in the first section of this act, they shall be liable in a penalty of twenty-five dollars, to be prosecuted for in an action of debt by any person feeling himself aggrieved; said suit may be brought before any justice of the peace of the county, who shall require of the complainant surety to pay the costs in case he fails to maintain his action. Summons may be served on any agent or officer of the company. Approved February 15, 1859. AN ACT relative to tender of damages by railroad companies. SEC. 1. The People of the State of Michigan enact, s. L., 1863, p. 197 That when any railroad company desires to acquire the right of way through any lands or premises, such company may, previous to or after proceedings are commenced for such purpose, tender to the owner or owners of said lands or premises, any sum of money which such company shall conceive sufficient amends for the damages for such right of way, together with the cost to the time of making such tender; and if it shall appear in the progress of such proceedings, or upon the assessment of damages, that the amount so tendered was sufficient to pay such damages, and twenty-five per cent. over and above the same, and the costs of the suit or proceedings up to the time of such tender, the owner or owners of such lands or premises shall not be entitled to recover or collect any costs incurred subsequent to the time of such tender, but shall be liable to such railroad company for the costs incurred by it subsequent to such time. SEC. 2. This act shall take immediate effect. S. L., 1863, p. 393. AN ACT supplementary to an act entitled "an act to provide for the incorporation of railroad companies," approved February twelfth, eighten hundred and fifty-five. SEC. 1. The people of the State of Michigan enact, That any railroad company formed according to the provisions of the act entitled "an act to provide for the incorporation of railroad companies," approved February twelfth, eighteen hundred and fifty-five, or acts amendatory therof, may, by a vote, or by written consent of twothirds of its stockholders, amend its original articles of association in any manner they may deem proper, as provided for in the second section of the act aforesaid. Such amendments shall be attested, under the seal of this company, by the president and secretary, setting forth the fact of their adoption by vote or by written consent of two-thirds of all the stockholders, and appending there their names, residence and number of shares represented respectively, which, when filed with the Secretary of State, shall have the same effect and to the same extent as original articles of association, and superseding, in point of difference, articles of association and amendments thereto of prior date. SEC. 2. In cases of vacancies occurring, by resignation or otherwise, in the number of directors named in the articles of association, or the amendments thereto, a quorum of the board shall have power to fill such vacancies, by appointment of stockholders, who shall continue as directors until the annual or special meeting of stockholders for the election of directors. SEC. 3. Whenever any railroad company shall have constructed any portion of the road named in its articles of association, the said company may mortgage such portion, together with the franchises and superstructure thereof, and with or without the rolling stock, furniture and equipment belonging thereto, for the purpose of |