tion in any certified report or statement, or public notice, concerning the affairs of the company.

Foreign Corporations.-Before they will be permitted to do any business in this state they are required to file a certificate signed by the president and secretary of the company, with the secretary of state and with the recorder of the county where the business is to be carried on, designating the principal place of business in this state and naming an authorized agent at said place of business upon whom process may be served. And such corporation shall be subject to the same regulations which are imposed upon corporations of like character organized under the laws of this state. Foreign corporations are also required to file with the secretary of state a copy of their charter of incorporation, or in case such company is incorporated by certificate under any general incorporation law, a copy of such certificate and of such general incorporation law duly certified and authenticated by the proper authority of such foreign state.

Failure to comply with the foregoing requirements renders the officers of such company personally liable on all contracts made within this state.

Stockholders May Demand Statement. — The owner or owners of 15 per cent. of the capital stock may at any time, by request in writing, call upon the secretary, cashier or treasurer of the company for a statement in detail of the affairs of such corporation, which statement shall be rendered within twenty days from presentation of such request, and a copy thereof kept on file in the office of the company for six months for the inspection of all stockholders.

Requirements of Secretary.-The secretary of the company is required to keep a book containing a list of names of all stockholders, alphabetically arranged, showing their place of residence, number of shares held by each, when bought, when transferred, amount paid, etc, which book shall be open to inspection by stockholders and creditors, and all transfers of stock, to be valid, must be entered in said book within sixty days from the date of said transfer, by an entry showing to and from whom transferred.

AN ACT

To Permit Domestic Corporations doing Business in Other States to Accept the Laws of Other States and Territories.-Session Laws, 1881.

Be it enacted by the General Assembly of the State of Colorado: SECTION I. It shall and may be lawful for any corporation created or existing under the laws of this state for the purpose, among others, of exercising its franchises or carrying on part of its business beyond the limits of this state, and in another state or territory of the United States or elsewhere, to accept any law of such other state or territory of the United States, or foreign state and government, and to exercise within the territory of such other state or territory, or foreign state and government, all such authorities, powers, privileges, rights and franchises as may be, by such laws conferred, subject to such duties, liabilities, and restrictions as may by such laws be imposed.

Approved February 9, 1881.

MINING COMPANIES.

SEC. 283. Two Classes of Stock.-The certificate of incorporation of any mining company shall contain a statement that the stock of such company is either assessable or non-assessable, and each certificate of stock issued by any such company shall have plainly printed on the face thereof the word "assessable" or "non-assessable," as the case may be.

STOCK ISSUED IN PAYMENT OF PROPERTY,

SEC. 284. Any mining company, organized under the provisions of this act, may, for the purpose of purchasing mining property, and providing a capital for carrying on the business of the

company, issue full paid stock in payment of the same, which shall be non-assessable, until the balance or whole amount of the capital stock shall have been assessed to the par value thereof and fully paid, after which the stock shall all be equally and ratably liable to assessment for the operations of the company; provided, however, any company may issue all its stock assessable or nonassessable, but no company shall issue both assessable and nonassessable stock, except as provided in this section.

SEC. 285. Assessable Stock, how assessed.- In the case of assessable stock, when the board of directors shall deem it necessary that an assessment be made, they shall call a meeting of the stockholders, giving due notice by publication, as required by the statute, and if at such meeting the stockholders representing a majority of the stock shall vote in favor of the assessment, the directors shall levy the same. But this cannot be done oftener than once in three months; and no single assessment shall be greater than 5 per cent. of the par value of the stock, and shall not be payable in less than 30 days from the date of such assessment.

SEC. 286. Sale of Delinquent Stock.-If the assessment shall remain due and unpaid for 15 days after the same shall be due, the shares on which it is due become delinquent, and may be advertised and sold at public auction in not less than 60 days from the date the assessment was made, unless the same shall be redeemed before sale by payment of the amount assessed with interest and all costs of advertising.

SEC. 287. Directors.-The affairs of the company shall be managed by not less than three nor more than nine directors, who shall respectively be stockholders, and who shall, except the first year, be annually elected by the stockholders at such time and place as the by-laws provide.

Consolidating.—Mining companies may be consolidated under one organization as provided by Sec. 315.

PART III.

CONVEYANCES.

Mining claims are conveyed, mortgaged, etc., in the same manner as other real estate.

See Col. Laws, (miscellaneous,) Secs. 185 and 2126. But the grantor should not enter into full covenants of warranty, because, until the granting of a patent, the paramount title remains with the United States. But the grantor may warrant his title in so far as the title to a mining claim admits of a warranty; that is, he may warrant his exclusive right to the 'possession and enjoyment" of the claim, by virtue of his compliance with the mining laws.

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The law implies such warranty from the operative words of the common mining deed.

Witnesseth: That the said party of the first part for and in consideration of the sum of dollars to him in hand

paid by the said party of the second part, the receipt whereof is hereby acknowledged, hath granted, bargained and sold, and by these presents doth grant, bargain, sell and convey unto the said party of the second part, his heirs and assigns, all the following described real estate, situate in the county of and state

For fuller description of said claim reference is hereby made to the location certificate thereof, recorded in book -on page of the records of said county.

Together with all and singular the lodes and veins within the lines of said claims, with the dips, spurs, mines minerals easements, mining fixtures, improvements, rights, privileges and appurtenances thereunto in anywise belonging;

To have and to hold the lands, tenements and hereditaments hereby conveyed unto the said party of the second part, his heirs and assigns forever.

In witness whereof the said party of the first part hath hereunto set his hand and seal, this

day of

A. D.

[SEAL.]

A notary's certificate of acknowledgement should be attached. The Operative Words of the deed are "grant, bargain, sell and convey.”

In a quit-claim deed the operative words are "remise, release and quit-claim."

In describ

Description.--It is not customary to describe a mining claim by metes and bounds, except in the location certificate. ing a lode claim in a deed, the essential points are, the Name of the Claim, the Mining District, County and State.

To further identify the claim, may be stated the number of feet in length and width, and course of the vein, the name of the mountain, hill or gulch, and relative position of the claim thereon and name of the locator or locators, and reference may be made to

the location certificate.

CONVEYANCE NOT IN WRITING.

A mining claim may also be conveyed by transfer of the possession thereof without any writing.

Mining Co. vs. Taylor, 10 Otto, p. 37. In conveying Patented Claims the number of the survey lot

should also be stated.

ner.

Placer Claims are described and conveyed in a similar man