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so continue until the first day of January, eighteen hundred and ninety-five, and be capable in law to sue and be sued, plead and be impleaded, answer and be answered, defend and be defended, in all courts of law and equity, or elsewhere; and to make and use a common seal, and the same to alter or renew at their pleasure; and generally to do and perform all things relative to the objects of this institution which now is or shall be lawful for any individual or body politic or corporate to do.

SEC. 2. Be it further enacted, That the capital stock of this company shall be one hundred thousand dollars, to be increased at the pleasure of the stockholders, not to exceed three hundred thousand dollars, divided into shares of fifty dollars each: fifteen dollars on each share shall be paid at the time of subscribing, and ten dollars on each share shall at the same time be secured by negotiable notes with security, to be approved by the president and directors, payable in one of the banks of Nashville, in ninety days from the date, to the president, directors and company of said "Tennessee Marine and Fire Insurance Company:" the balance of said stock shall be secured by notes not having more than six months to run, with personal security, to be approved by the president and directors.

SEC. 3. Be it further enacted, That so soon as five hundred shares are subscribed for and paid, or secured to be paid, the company shall be competent to transact all kinds of business for which it is established; and it shall be lawful for the stockholders to meet as hereafter directed and choose their directors.

SEC. 4. Be it further enacted, That said corporation is hereby authorized and empowered to hold, possess, and acquire, and the same to sell and convey, all such real estate as may be necessary for the transaction of its business, or which may be conveyed to said company for the security of any debt which may become due or owing, or in satisfaction of any judgment or decree rendered in favor of said company, and may make such regulations as may be necessary and proper for the good government of said company.

SEC. 5. Be it further enacted, That the said Tennessee Marine and Fire Insurance Company shall have full power and authority to make insurances on ships and other sea vessels, and upon steamboats, flat-boats, and other river boats; upon freight, seamen's wages, wares, and merchandise, and gold and silver, bullion, or money, against all maritime risks of the rivers, seas, or lakes; and upon houses, stores, and other buildings, goods, wares, merchandise, furniture, and other articles against fire, and upon bottomry and respondentia, and fix a premium thereon. And the said company shall have power-first, to take insurance on lives; second, to receive and hold land under grants, with general or special covenants, so far as the same may be necessary for the transaction of their business; or when the same may be taken in payment of debts due the company, or purchased upon sale made under any law of this State, so far as the same may be necessary to protect the rights of said company, and the same again to sell, convey, and dispose of; and generally to do and perform all other things necessary to promote these objects.

SEC. 6. Be it further enacted, That it shall be lawful for said company to invest any part of its capital stock, money, fund, or other property, in any public stock or funded debt, created or to be created, by or under any laws of the United States or this (or any other) State, or in the stocks of any chartered bank in this State or of the United States, and the same to sell or transfer at pleasure; and again, to invest the same whenever and so often as the exigencies of said company or a due regard for the safety of its funds shall require; or they may loan the same, or any part thereof, to individuals or public corporations, on real or personal security, for such periods of time as the directors for the time being shall deem prudent and best for the interests of said company.

SEC. 7. Be it further enacted, That the real and personal estate, business, property, and fund of said company, and the administration of its affairs, shall be under the direction, management, and control of a board of eleven directors, each of whom shall be owners in their own names of not less than ten shares of the capital stock of said company, citizens of the United States and of this State.

SEC. 8. Be it further enacted, That an election shall be held after the first election, for the board of directors for said company, at the office of said company in Nashville, on the first Monday in October in each year and every succeeding year, of which ten days' notice shall be given in at least two of the newspapers printed in Nashville, each shareholder giving one vote for each share of which he or she may be the owner, but no shareholder shall be entitled to more than thirty-five votes; and the persons so elected shall serve as directors for the next succeeding twelve months; and if at any time an election shall not be held as herein provided, the said company shall not be dissolved; but the board of directors for the time being shall serve until another election takes place, which may be at any time thereafter, the board for the time being giving at least ten days' notice thereof in two of the newspapers printed at Nashville; and the said directors are hereby authorized to fill any vacancy that may happen through death, resignation, or otherwise.

SEC. 9. Be it further enacted, That the directors so elected shall elect one of their body' president of said company, who shall serve until the next annual election; and in case of his death, resignation, or removal, the board shall appoint a president pro tempore; they shall fill all vacancies which may occur in their own body, and shall appoint a secretary, and all subordinate officers, clerks, agents, and servants of said company; fix their compensation, define their powers, and prescribe their duties; who shall hold their offices during the pleasure of the board.

SEC. 10. Be it further enacted, That the president and four directors, or five directors in the absence of the president, shall constitute a quorum to transact business for said company. The board of directors shall have full power and authority to establish agencies in this State, and any other State or States, appoint agents and other assistants for conducting the business of the same, and prescribe the mode and amount of their compensation; to appoint from their own body, risk and other committees, and establish by-laws and other regulations deemed necessary for the proper management of the business of said company.

SEC. 11. Be it further enacted, That the stock of said company shall be held and considered personal property, and it shall not be assigned or transferred, except on the books of the company, and with the assent of two-thirds of the directors, and in the manner and forms which shall be prescribed by the board of directors; yet such stock to be liable for the satisfaction of debts, as prescribed by law.

SEC. 12. Be it further enacted, That on the first Mondays of October and April of each year half-yearly statements shall be made exhibiting a true statement of the condition of the company, which shall be laid before the stockholders, and such dividends may be made as the president and directors may deem advisable, but they shall in no case diminish the capital stock. SEC. 13. Be it further enacted, That if at any time a stockholder shall fail to pay such instalments on his stock as may be called for at the time and in the manner prescribed, the board of directors, for the time being, shall have full power to declare such stock forfeited, and shall, after giving ten days' notice thereof, offer the same for sale, at public auction, to the highest bidder, for cash, and the number of shares so sold shall be transferred by the president of the board of directors to the highest bidder, who shall, by virtue of such transfer, become a member of said company, and if the sum bid be not equal to the amount paid and the call for which it is sold, the company may proceed to collect the residue from the original stockholder by suit in any court or tribunal of this State having jurisdiction thereof.

SEC. 14. Be it further enacted, That the board of directors shall have the power at any time, when, in their opinion, the interest of the company requires it, to demand of any stockholder additional security for such part of his stock as may remain unpaid, and if such stockholder fail or refuse to give such additional security to the satisfaction of the board of directors, they may declare such stock forfeited, and sell the same as provided for in the preceding section. SEC. 15. Be it further enacted, That so soon as the amount of stock mentioned in the third section of this act is subscribed for, and after five days' notice in two of the newspapers published in Nashville, signed by any three members of the company, the stockholders shall meet at such time and place as may be appointed within the city of Nashville, and elect, by ballot, the first board of directors-a plurality of votes given shall elect--and the persons so elected shall, at their first meeting, elect one of themselves president of the board, who, with said directors, shall serve until the first Monday in October, 1866, and until another board of directors is elected.

SEC. 16. Be it further enacted, That no stockholder or member of this company shall be answerable in his person or individual property for any contract or agreement of said company, or for any losses, deficiencies, or failures of the capital stock of this company, but the whole of said capital stock, together with all property, rights, and credits belonging thereto, and nothing more, shall, at any time, be answerable for the demands against said company: Provided, That any director, or directors, who shall sanction or aid in the continuance of said company after it shall become insolvent and unable to meet its liabilities, and said fact known to the directors, shall be held personally responsible for all deposits thereafter made, or liabilities thereafter incurred, by said company.

SEC. 17. Be it further enacted, That nothing herein contained shall be so construed as to give the company hereby created the power of issuing bills of credit or exercising banking privileges.

SEC. 18. Be it further enacted, That nothing herein contained shall be so construed as to prevent the legislature from granting similar powers and privileges to similar associations. SEC. 19. Be it further enacted, That the company hereby created shall have all the rights and privileges that belong by existing laws or that may hereafter be granted to other insurance companies of this State.

SEC. 20. Be it further enacted, That should the requisite amount of stock not be subscribed by the time specified in section one, those appointed to open subscriptions, or any three of them may, from time to time, re-open books for the subscription of stock in this company, until the proper amount be taken: Provided, The time allowed for said subscriptions shall terminate on the first day of December next.

SEC. 21. Be it further enacted, That a bonus to the State of half of one per centum upon their capital be paid for the use of common schools in the State of Tennessee.

SEC. 22. Be it further enacted, That the law requiring the Union Insurance Company and the Life Insurance Company, called "The East Tennessee Mutual and Trust Company," to deposit with the comptroller of the State twenty thousand dollars of six per cent. bonds of the State be, and is hereby, repealed.

SEC. 23. And be it further enacted, That this act shall take effect from and after its passage.

WILLIAM HEISKELL,

Speaker of the House of Representatives.
SAMUEL R. RODGERS,

Passed June 10, 1865.

Speaker of the Senate.

Resolutions.

NUMBER I.

JOINT RESOLUTION to compare the vote for governor.

Resolved by the general assembly of the State of Tennessee, That the two houses meet in the representatives' hall, on Tuesday the 4th instant, for the purpose of comparing the vote cast in the election for governor, held on the 4th day of March, 1865, in the State of Tennessee. WILLIAM HEISKELL, Speaker of the House of Representatives. SAMUEL R. RODGERS, Speaker of the Senate.

Adopted April 4, 1865.

NUMBER II.

A JOINT RESOLUTION of respect to the memory of Hon. Samuel K. McCammon. 1. Resolved by the general assembly of the State of Tennessee, That we deeply regret the death of Hon. Samuel McCammon, joint representative from the counties of Knox and Sevier; that in his death this body has lost an experienced and useful member, the State a good citizen, the government a firm and ardent supporter.

2. Resolved, That we sympathize with his bereaved wife and children, and, as a token of respect for his memory, that we wear the usual badge of mourning for thirty days.

3. Resolved, That a copy of these resolutions be forwarded to his widow, and the same be spread on the journal of this house.

WILLIAM HEISKELL,

Speaker of the House of Representatives.
SAMUEL R. RODGERS,

Speaker of the Senate.

Adopted April 4, 1865.

NUMBER III.

SENATE RESOLUTION to print rules for its government.

Resolved, That one hundred copies of the rules of 1859 and 1860, adopted on yesterday, be published for the use of the senate.

Adopted April 4, 1865.

NUMBER IV.

SAMUEL R. RODGERS,

Speaker of the Senate.

SENATE RESOLUTION fixing number of papers to be taken by members.

Resolved, That the members of the senate select each three of the daily papers of this city and no more, and that the same be paid for out of the State treasury.

Adopted April 4, 1865.

NUMBER V.

SAMUEL R. RODGERS,
Speaker of the Senate.

SENATE RESOLUTION inviting General Thomas to a seat in the senate.

Resolved, That Major General George H. Thomas be invited to visit the senate, and that committee of three be appointed to notify him of this invitation.

Adopted April 4, 1865.

SAMUEL R. RODGERS,

Speaker of the Senate.

NUMBER VI.

SENATE RESOLUTION to open the senate with prayer.

Resolved, That the daily proceedings of the senate shall be opened by prayer, and to this end the speaker be authorized to invite the loyal clergymen present in the city to officiate. SAMUEL R. RODGERS,

Adopted April 4, 1865.

Speaker of the Senate.

NUMBER VII.

JOINT RESOLUTION to notify the governor of his election.

Resolved by the general assembly of the State of Tennessee, That a committee of two be appointed on the part of the senate, and such committee as the house of representatives may appoint, to notify his excellency, Governor William G. Brownlow, of his election as governor of the State of Tennessee, and request him to designate what time will suit him to be inaugurated.

WILLIAM HEISKELL, Speaker of the House of Representatives. SAMUEL R. RODGERS,

Adopted April 4, 1865.

NUMBER VIII.

Speaker of the Senate.

JOINT RESOLUTION to meet in convention to inaugurate the governor.

Resolved by the general assembly of the State of Tennessee, That the senate will meet the house of representatives in the hall of the latter at 11 o'clock a. m., on to-morrow, to participate in the inauguration ceremonies.

WILLIAM HEISKELL,

Speaker of the House of Representatives.
SAMUEL R. RODGERS,

Adopted April 5, 1865.

NUMBER IX.

Speaker of the Senate.

JOINT RESOLUTION adopting the amendments of the Constitution of the United States

abolishing slavery.

Resolved by the general assembly of the State of Tennessee, That the amendments of the Constitution of the United States proposed by the Congress of the United States on the first day of February, 1865, in the words and figures following, to wit:

Resolved by the Senate and House of Representatives of the United States in Congress assembled, (two-thirds of both houses concurring,) That the following article be proposed to the legislatures of the several States as an amendment to the Constitution of the United States, which, when ratified by the legislatures of three-fourths of said States, shall be valid, to all intents and purposes as a part of the Constitution, namely:

"ARTICLE VIII.

"SECTION 1. Neither slavery ner involuntary servitude, except as a punishment for crime, whereof the party shall have been duly convicted, shall exist within the United States or any place subject to their jurisdiction.

"SEC. 2. Congress shall have power to enforce this article by appropriate legislation. "A. LINCOLN.

"Approved February 1, 1865."

Be, and the same is hereby, ratified as a part of the Constitution of the United States of America.

WILLIAM HEISKELL,

Speaker of the House of Representatives.
SAMUEL R. RODGERS,
Speaker of the Senate.

Adopted April 5, 1865.

NUMBER X.

A JOINT RESOLUTION tendering the thanks of the general assembly of the State of Tennessee to Gen. Thomas.

WHEREAS, The major general commanding the department of the Cumberland has directed Brevet Brigadier General Donaldson, chief quartermaster, to give free transportation on United States military railroads to senators and representatives of the State, and the quartermaster has requested, in writing, that the information be furnished to him: therefore,

Resolved by the general assembly of the State of Tennessee, That the thanks of the general assembly of the State of Tennessee are hereby tendered to Major General Thomas, commanding, for his kindness and liberality; and that the clerk of the senate furnish to Brevet Brigadier General Donaldson a list of the names of the senators, and that the clerk of the house furnish a list of the names of the members of the house and their officers and reporters, in compliance with his request.

WILLIAM HEISKELL, Speaker of the House of Representatives. SAMUEL R. RODGERS, Speaker of the Senate.

Adopted April 10, 1865.

NUMBER XI.

JOINT RESOLUTION tendering the thanks of the loyal people of Tennessee to the legislature of Ohio.

Whereas the legislature of Ohio did, on the 31st day of March, 1864, pass a joint resolution instructing their senators and requesting their representatives in Congress to use their influence to have enacted proper laws to feed, clothe, and furnish transportation to the destitute people of East Tennessee, who by the ravages of war were compelled to leave their homes and seek homes in a strange land amongst strangers; and whereas said resolution was, in the opinion of the people of East Tennessee, one of the legitimate offsprings of the patriotism and love of country of the gallant and self-sacrificing people of Ohio, and strengthened the bonds of friendship and brotherly love existing between the loyal people of Tennessee and Ohio: Therefore,

Be it resolved by the general assembly of the State of Tennessee, That the thanks of the loyal people of the State of Tennessee are hereby tendered to the legislature of Ohio for this manifestation of their confidence and esteem, and for this Christian and patriotic offer to relieve the destitute of our State.

Resolved, That the secretary of State be, and he is hereby, instructed to transmit immediately a copy of this preamble and resolutions to the secretary of state of Ohio, with a request that he lay the same before the legislature of said State now in session.

WILLIAM HEISKELL, Speaker of the House of Representatives. SAMUEL R. RODGERS,

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Speaker of the Senate.

JOINT RESOLUTION directing the State treasurer to pay to members of the legislature the amount due them.

Resolved by the general assembly of the State of Tennessee, That the acting treasurer of the State pay to each member of the senate and house of representatives, and the officers thereof, the amount that may be due them when they apply for the same, and take a receipt for the same, which shall be good at the close of the session in the settlement of their accounts.

WILLIAM HEISKELL,

Speaker of the House of Representatives.
SAMUEL R. RODGERS,

Adopted April 11, 1865.

Speaker of the Senate.

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