in relation to the original subscriptions. And the books for receiving subscriptions for the additional capital, shall be kept open for at least sixty days; and, if the whole amount proposed to be subscribed shall not have been subscribed for in said sixty days, the board of directors may order the books to be kept open, or to be then closed and opened again at such times as said board may deem most expedient. But if, at the expiration of the sixty days aforesaid, it shall appear that subscriptions have been made to an amount exceeding the additional sum proposed to be subscribed, the excess shall be taken, first from those subscribers who were not previously stockholders in said bank, by striking off from the largest subscriptions until reduced to the next largest, &c.; and if, after striking out all the subscriptious of parties not before stockholders, there shall still be an excess, it shall be so reduced as to make the new subscriptions of the stockholders as nearly as may be proportional to their old shares.

SEC. 32. Be it further enacted, That the board of directors of said Union Bank shall, within six months after going into operation, establish agencies or branches of said institution at St. Augustine, Pensacola, and Marianna, and shall have authority to establish branches at that time, or at any time thereafter, at such other places in the Territory of Florida, as they may deem advisable; and shall also have authority to appoint the agents, directors, cashier, and other officers of said agencies or branches, and to prescribe such rules and regulations, for conducting and managing the same, as they may deem expedient; or they may delegate to the directors of any such branches the power of appointing the subordinate officers thereof, under such restrictions as the president and directors of the Union Bank may prescribe; and that the branches and agencies ordered to be established by this act, or that may hereafter be established by the president and directors of the principal bank, shall be managed by a president and six directors, who shall be stockholders, to be appointed as prescribed in the foregoing part of this section.

SEC. 33. Be it further enacted, That in all instances in which slaves shall be mortgaged in virtue of this act, the possession thereof shall be and remain with the mortgager, any law to the contrary notwithstanding, until by the covenant or covenants contained in said mortgage, it shall be lawful for the said bank to seize the same. And if at any time the president of said bank, or any accredited agent thereof, shall make oath before any judge of the county court, or justice of the peace, that he verily believes that the said mortgager intends removing, or is about to remove, or has commenced to remove the said slave or slaves beyond the reach of the laws of this Territory, in violation of his covenant with the bank, it shall and may be lawful for said judge or justice to issue an attachment against such slave or slaves, directed to any marshal, commanding him to seize and take such slave or slaves, and make return thereof to the next court having competent jurisdiction, in the same way as is provided by the general law of attachments: Provided, moreover, That in any case of mortgages on a slave or slaves, by virtue of this act, the increase of such slave or slaves shall be subject to the same lien created by said mortgage.

SEC. 34. Be it further enacted, That the said bonds to be executed and furnished by the said Governor, in the name of this Territory, as in the tenth section of this act is provided, shall in no instance be sold, or negotiated at a discount, or for a less sum than the amount named and expressed iu said bonds, for the purpose of raising the capital of said bank; but, in

every such case, each and every bond sold for a less sum than the amount named and expressed therein, shall thereby become for ever absolutely null and void.

SEC. 35. Be it further enacted, That in case of a violation of the provis ions of the 15th section of this act, the directors, under whose adminis tration it shall happen, shall be liable for the surplus debts thus created, in their natural private capacities, and an action of debt may in such cases be brought against them, or their heirs, executors, or administrators, in any court of record having competent jurisdiction, by any creditor or creditors of said corporation, and may be prosecuted to judgment and execution, anya condition, covenant, or agreement, to the contrary nothwithstanding; but this shall not be construed to exempt the said corporation, or the lands, tenements, goods, and chattels, of the same, from being also liable for, and chargeable with, the said excess: Provided, That such of the directors who may have been absent from the board when said excess was contracted or created, or who may have dissented from the resolution or act whereby the same was contracted or created, may respectfully exonerate themselves from being so liable, by forthwith giving notice of the fact of such absence or dissent to the Governor of the Territory.

SEC. 36. Be it further enacted, That one moiety of the dividends or profits which, according to the 23d section of this act, is to accrue and be paid to the Territory, shall for ever be held and appropriated by this Terri tory as a fund, to be controlled, invested, and regulated, so that the annual interest or dividends which may accrue thereon, shall be applied as the legislature may or shall from time to time direct, exclusively to, and for the establishment, support, and use of schools, colleges, and seminaries of learning, in this Territory.

Approved February 13, 1835.

AN ACT to amend an act entitled "An act to incorporate the subscribers to the Union Bank of Florida."

SEC. 1. Be it enacted by the Governor and Legislative Council of the Territory of Florida, That so much of the 16th section of the aboverecited act, as directs that notice of the time and place of holding the annual election of directors of said Bank, shall be advertised in all the newspapers printed in Florida; and so much of the 32d section of the same act, as requires "that the board of directors of said Union Bank shall, within six months after going into operation, establish agencies or branches of said institution in St. Augustine, Pensacola, and Marianna," shall be, and the same is hereby, repealed: Provided, however, That if at any time hereafter the capital stock of said bank shall be enlarged, as by the charter is allowed, it shall be the duty of the said bank to cause books of subscription to be opened at the places named in East Florida for opening books, contained in the original charter, and if any shall be subscribed, it shall hereafter be obligatory to establish a branch in East Florida, according to the requirements of the said charter.

SEC. 2. Be it further enacted, That so much of the said 32d section of the aboverecited act, as requires that the agents or branches authorized to be established by the said bank, "shall be managed by a president and six

directors, and that they shall be stockholders," be and the same is hereby repealed.

SEC. 3. Be it further enacted, That upon any shares in the capital stock of said bank, which shall be paid up in money, the board of directors may declare dividends not exceeding eight per centum per annum, and the board of directors shall have power and authority to cause books for the transfer of shares thus paid, to be open in the city of New York, or elsewhere, under the superintendence of such agent or agents, and subject to such rules and regulations as they may prescribe.

SEC. 4. Be it further enacted, That the stockholders in general meeting shall have power and authority to designate what number of the directors appointed by the Legislative Council, and elected by the stockholders, not Jess than five, shall be sufficient to constitute a board for the transaction of the business of the said bank.

SEC. 5. Be it further enacted, That all parts of the above recited act, inconsistent with the provisions of this act, be, and the same are hereby repealed.

Approved February 14, 1835.

AN ACT to amend an act entitled "An act to incorporate the subscribers to the Union Bank

of Florida."

SEC. 1. Be it enacted by the Governor and Legislative Council of the Territory of Florida, That if any stockholder, who has heretofore or may hereafter obtain a loan upon the pledge of stock as is contemplated in the 29th section of the act to which this is an amendment, shall neglect to renew or pay up his stock note for the space of thirty days after the same shali have become due, the shares so pledged shall be forfeited to the bank, and any premium that may be received from the sale thereof, shall inure and be added to the surplus profits of the bank.

SEC. 2. Be it further enacted, That it shall be the duty of the board of directors, when any shares may be forfeited as aforesaid, to proceed to sell the same at public outcry, to the highest bidder, before the banking house in the city of Tallahassee, after giving ten days' notice, by publication in all the papers published in Tallahassee, of the time and place of sale, and the purchaser shall within ten days thereafter, execute to the bank the bonds and mortgages necessary to constitute him a stockholder, and be subject to the same rules, regulations, and restrictions, and entitled to the same rights, privileges, and immunities, as are guarantied to an original stockholder Provided, that the forfeiture and sale of shares shall not operate to divest the tank of any lien which it may have had on the property of the defaulting stockholder, but the same shall remain bound for the security of any debt he may owe the bank, whether as payer, endorser, or security, until the same shall have been fully satisfied.

Approved March 1, 1839.

AN ACT to incorporate a Bank by the name and style of the Bank of Pensacola. SEC. 1. Be it enacted by the Governor and Legislative Council of the Territory of Florida, That a bank shall be established in the city of Pen

sacola, the capital stock thereof shall not exceed two hundred thousand dollars, divided into shares of one hundred dollars each.

SEC. 2. Be it further enacted, That books for subscriptions shall be opened on the 1st day of March next, and remain open for sixty days, at Pensacola, under the superintendence of Samuel Patterson, Hanson Kelly, John de la Rua, John Jerrison, jr., and George W. Barkley, and the said commissioners may open books to receive subscriptions at any place they may deem advisable, under the superintendence of such persons as they shall think proper; any three of the aforesaid commissioners shall be competent to perform the duties of their appointment: and if the number of shares shall not be subscribed within the term of sixty days, they shall keep the books open for six months and no longer; but the corporation, by this act created, may at any future time open books to receive subscriptions for the remaining shares unsubscribed, at such time and place, and under the superintendence of such persons as they may deem advisable and expedient; but in the meantime it shall be the duty of the commissioners as soon as they shall have received $15,000, to give notice of the same to the stock. holders at the distance of twenty days, for proceeding to the choice of thir teen directors, and it shall be lawful for such choice then and there to be made, and the thirteen persons who shall be then and there chosen, shall be the first directors, and shall be capable of serving until the 1st Monday in January thereafter, by virtue of such choice, or until their successors shall be duly elected; and the directors elected at the first and each subsequent election, shall elect a president, who must be a director; and the aforesaid first chosen directors shall forthwith commence the operations of a bank.

SEC. 3. Be it further enacted, That three fourths of the amount of a share or shares, subscribed for, by the several and respective subscribers, shall be paid in gold, silver, or United States' bank-notes, and the last aud remaining fourth in current money of the Territory-one-fourth of which payments shall be made at the time of subscribing, or within twenty days thereafter, to the cominissioners-an eighth within sixty days after the bank shall go into operation, and the remainder at such times as the Presi dent and directors of said bank shall require: Provided, that not more than twelve and a half per cent, upon said stock, shall be called in at any time; and provided also, that sixty days' notice be given before the same is required.

SEC. 4. Be it further enacted, That the subscribers to the said bank, their successors and assigns, shall be, and are hereby, created and made a corporation and body politic, in law and in fact, by the name and style of "The President and Directors of the Bank of Pensacola," and shall so con. tinue until the first day of January, one thousand eight hundred and fifty; and by the name and style aforesaid, shall be, and are hereby, made capable and able in law to have, purchase, receive, possess, enjoy, and retain to themselves and successors, lands, rents, tenements, hereditaments, goods, chattels, and effects, to an amount not exceeding, in the whole, four hun dred thousand dollars, including the capital stock aforesaid; and the same to grant, sell, demise, alienate, or dispose of; to sue and be sued, implead and be impleaded, answer and be answered, defend and be defended, in courts of record, or any other place whatever; and also to make, have, aud use, a common seal, and the same to break, alter, and renew at pleasure; and also to ordain, establish, and put in execution such by laws, ordinances,

and regulations, as shall seem necessary and convenient for the government of said corporation, not being contrary to the laws of this Territory and of the United States, and for the making whereof, general meetings of the stockholders may be called by the directors in the manner hereinafter spe cified; and generally to do and execute all acts, matters, and things, which a corporation, or body politic in law, may or can lawfully do or execute, subject to the rules, regulations, restrictions, and provisions, hereinafter pre

scribed and declared.

SEC. 5. Be it further enacted, That the directors of the bank for the time being shall have power to appoint such officers, clerks, and servants, under themselves as shall be necessary for the executing the business of said corporation, and to allow them such compensation for their services respectively as shall be reasonable; and shall be capable of exercising such other powers and authorities for the well governing and, ordering the affairs of the said corporation as shall be described, fixed, and determined, by the laws, regulatious, and ordinances, of the same.

SEC. 6. Be it further enacted, That the following rules, regulations, limitations, and provisions, shall form and be the fundamental articles of the coustitution of the said corporation:

I The number of votes to which each stockholder shall be entitled shall be according to the number of shares he shall hold in the proportions following, that is to say: for one share, and not less than two shares, one vole; for every two shares, and not exceeding ten, one vote; for every four shares, above ten and not exceeding thirty, one vote; for every six shares, above thirty and not exceeding sixty, one vote; for every eight shares, above Sixty and not exceeding one hundred, one vote; but no person, copartnership, or body politic, shall be entitled to a greater number than thirty votes. And after the first election, no share or shares shall confer a right of suffrage, which shall not have been holden three calendar months next pre Vions to the day of election. Stockholders actually residents within the city of Pensacola may vote in elections, and such as may be absent, by proxy; and all other stockholders may vote by proxy or in person; none but stockbolders, being citizens of the Territory, shall be eligible as directors.

Not less than five directors shall constitute a board for the transaction of business, of whom their president shall always be one, except in cases of sickness or necessary absence; in which case, his place may be supplied by any other director whom he, by writing, under his hand, shall nominate for

that purpose.

III. A number of stockholders, not less than twenty, who, together, shall be proprietors of oue hundred shares or upward, shall have power, at any time, to call a general meeting of the stockholders for purposes relative to the institution, giving at least four weeks' notice in some public paper in Pensacola, where the bank is kept, and specifying in such notice the object or objects of such meeting.

IV. Every cashier, before he enters upon the duties of his office, shall be quired to give bond, with two or more sureties, to the satisfaction of the directors, in a sum not less than ten thousand dollars, with condition for the faithfal performance of his duties.

V. Lands, tenements, and hereditaments, which it shall be lawful for the said corporation to hold, shall be only such as shall be requisite for its immediale accommodation in relation to the convenient transacting of its business; ad such as shall have been bona file mortgaged to it by way of security; It conveyed to it in satisfaction of debt previously contracted in the course