such purpose. The last subdivision (6) of this section, as stated above, makes the written assent of the holders of threefourths of the subscribed capital stock of the corporation as effectual to accomplish the increase as if a meeting had been called and held.

These provisions are not such as are required under the section of the Constitution above quoted (§ 11, art. xii). The course pursued in this case, of procuring the written assent of the holders of three-fourths of the subscribed capital stock, is not contemplated in the Constitution at all. The provisions in the Code under which such course was taken are manifestly inconsistent with the provisions of the Constitution. The section provides for a notice of the time and place of meeting, etc., to be served personally on each stockholder resident in the State, at his place of residence if known, and if not known, at the place where the principal office of the corporation is situated, and be published in a newspaper published in the county of such principal place of business once a week for four weeks successively. At what period of time prior to the meeting the personal service of the notice is to be made on the stockholder is not prescribed. In these respects, if not in others, the section referred to is inconsistent with the provisions of the Constitution in § 11, art. xii.

As we have seen, this provision of the Constitution is not self-executing. It requires legislation to enforce it. It therefore was not in force when the proceedings to effect an increase of the stock of the corporation was taken in the case before us. In this respect, it is unlike the provision in the Constitution (§ 19, art. xi), considered and passed on in McDonald v. Patterson, the opinion in which was filed on the 2nd day of March, 1880. That provision was strongly prohibitory, was selfexecuting, and required no legislation to enforce it. It was binding on every one-every department of the government and every source of authority to legislate-and took effect as soon as the Constitution went into operation in January of this year. The conclusion reached is not effected by § 22 of article i of the Constitution That section declares, that "the provisions of this Constitution are declared to be mandatory and prohibitory, unless by express words they are declared to be other

wise." This section, as a rule of construction, applies to all sections alike. It applies to § 1 of article xxii as much as to § 11 of article xii, or any other. The provision of the former section, that "all laws which are inconsistent with such provisions of the Constitution as require legislation to enforce them, shall remain in full force until the 1st day of July, 1880, unless sooner altered or repealed by the Legislature," is a mandate that we cannot disregard. The prohibitory language used in § 11, article xii, so far as affects this case, is a provision operating upon the Legislature when they come to enact the general law referred to in it, as a restriction upon its power to the extent expressed in the section. It is not a positive prohibition, annulling a law even if consistent with the restrictions to be inserted in the general law when enacted, but a prohibition operating on the Legislature when they enact the general law. In fine, it is a prohibition to be made effective by legislation, with the qualification, that if the Legislature enacts no such general law, or does not repeal or alter the existing law before the 1st day of July, 1880, such law, though inconsistent with the provisions of the Constitution which require legislation to enforce it, ceases to be of any validity or effect on the day just named.

The provisions referred to in § 1, article xxii, must contain the express words mentioned in § 22, article i, otherwise they are of no effect in every case where language apparently prohibitory is used in a section requiring legislation to enforce it. Such a construction as that indicated by the last clause of the preceding sentence would in effect nullify the mandate of § 1, article xxii. To follow such a construction would be to disregard the mandate, under the guise of obeying it. The latter clause of § 11, article xii, is only a restriction on legislative power thereafter to be exercised, and is not a negation of all power to the Legislature. It plainly recognizes the power of the Legislature to act, by general law, to accomplish an increase of capital stock, restrained by other provisions of that section.

It follows, as a deduction from the above, that the order of the Court below must be reversed, and the cause remanded. So ordered.

MCKINSTRY, J., Ross, J., SHARPSTEIN, J., and MCKEE, J., concurred.