FIFTIETH CONGRESS. Sess. II. Ch. 176. 1889. 675 in the treasury of said company; and there shall be at least one million dollars in money paid on such subscriptions into the treasury of said company within one year from the passage of this act; and said company is hereby prohibited from returning or repaying any part of the money so paid. No part of the capital stock paid in shall be at any time withdrawn or returned to the stockholders or in any manner diverted from the proper uses of the co oration. Anv violation of the provisions of this section shall sdhject this charter to forfeiture. Sec. -1. That the affairs of the said company shall be managed by Fwd of directors. a board of directors, fifteen in number, who shall hold their office for three years and until their successors are duly chosen and qualified, and a majority of whom shall be citizens and residents of the United States. At the first election five shall be chosen by the stockholders for one year, five for two years, and five for three years, and at each annual election thereafter five shall be chosen by the stockholders for three years. The said board shall elect from its number 1’¤=¤i¢1¤¤f- a president who shall be a citizen and resident of the United States, and one or more vice-presidents of the company, who shall also be citizens and residents of the United States, who shall hold office for such terms as the by-laws of said board may rovide and until their successors are duly elected and shall have qualified. Sec. 5. That for the management and disposition of the stock, bP,L'g¤;* °° ¤¤¤¥¤ property, estate, and effects of the said company the board of direct- y ’ °' i ers may make such by-laws, rules, and regulation as may conform to the authority granted in such canal concession or concessions, and not be inconsistent with this act or the laws of the United States or the existing treaty stipulations of the United States with the Government of Nicaragua or of Costa Rica, if the said canal· should be in part in the territory of that Republic; and may fix the time for election of directors, and in case of vacancy in said board, caused b _ death, resignation, or otherwise, may fill the same. No person shall h£§,‘§,;*°”°°b°’°°°k· be a director who is not a stockholder, and any one ceasing to be a ` stockholder shall cease to be a director. All meetings of stockhold- Ngfg<;tgs(SClF;> be i¤ ers shall be held at the office of the com any in the city of New York, y` and at least one such meeting shall be held in each year; but failure to elect directors on the day appointed by said by- laws shall not be deemed to dissolve said company, but such election may be holden on any day a pointed thereafter by the directors first g1ving thirty days’ notice thereof, in manner aforesaid. The directors, of whom eight, including the president, shall be a quorum. shall have full power touching the election or appointment of all officers of the company and said officers shall ho office at the will and pleasure of sai board. Sec. 6. Said company shall make a report on the first Monday of B°P°'*S- December in each year, to the Secretaiéy of the Interior, which shall be duly verified on oath by the President and Secretary thereof giving such detailed statement of its aifairs, and of its assets and liabilities. as may be required by the Secretary of the Interior, and any wilfully false statement so made shall be deemed perjury a11d punishable as such. And it shall be the duty of the Secretary of the Interior to require such annual statement and to prescribe the form thereof and the particulars to bzgiven thereby. · _ _ Sec. 7. Nothing in this act contain shall be deemed or construed p;§fY“g*‘°S”°"‘”‘ to in any wise restrict or impair any right of the United States under any treaty in force with the Republic of Nicaragua. Sec. 8. That Congress shall at all times have the power to alter, A*¤*¤<*m*¤¤*,°*°· amend, or repeal this act, when in its judgment the public good may so require. This act shall expire and be of no force or effect at the end of three years unless the construction of said canal shall be mtgfmmtm commenced and prosecuted in good faith within that time. Approved, February 20, 1889.
