in regard thereto; to act as agent, for the purpose of issuing, registering or countersigning stocks, bonds, or other evidences of debt of any corporation, association, municipality, State or public authority. To accept from and execute trusts for married women in respect to their separate property, and to act as guardian for infants.

No bond or other security can in the first instance be required of the corporations named when appointed guardian, receiver, despository, executor or administrator; but the court or officer appointing the trust company may upon application require proper security. All investments of moneys received by such corporations, in either of the characters mentioned, have been and are at the sole risk of the corporation; and for all losses of such money the capital stock, property and effects of the corporation were and are absolutely liable. In the case of the dissolution of the corporation, the debts due from it in either of the characters mentioned as legal trusts, are made preferred claims.

Whenever default is made in the payment of any debt or liability contracted by the corporation, the stockholders, by most charters, are made individually responsible, equally and ratably for the amount of such debt or liability, to an extent equal to the amount of their respective shares of stock in the company. Other of the charters fix the liability of stockholders at the par value of the stock held or owned. For all losses of money for which the capital stock shall not be sufficient to satisfy, the trustees are responsible in the same manner and to the same extent that trustees are responsible in law or equity.

The trustees usually are required to be citizens of this State, and stockholders of their respective corporations to a fixed amount. Trustees and officers are prohibited from either directly or indirectly borrowing the funds or securities in their custody or under their control.

The capital of trust companies is required to be invested in bonds and mortgages on unincumbered real estate, situate in this State, worth sixty per cent. of the amount loaned thereon; or in public stocks of the United States, New York State, or of individual States, or cities or counties of this State. The trustees of these corporations are authorized to invest the premiums and profits, as well as the moneys received by them, in public stocks of the United States, or

of any individual State, or in the stock of any incorporated city, or in such real or personal securities as they may deem proper. The charters usually limit to $25,000 the amount of stock they may hold of any private incorporated company.

The charters of several of the older corporations, in addition to the other powers conferred, authorized the insuring of all kinds of property against loss or damage by fire; to make insurance on lives; to grant and purchase annuities; to make any other contingent contract involving the interest of money and the duration of life.

April 30, 1868, a law (ch. 482) was passed authorizing any trust or loan company, by the direction of two-thirds of its board of directors, to purchase or invest, by loan or otherwise, any of its funds in the bonds issued by any county, town or village of this State, anything in its charter to the contrary notwithstanding.

Previous to the year 1874, trust, loan, mortgage, security, guaranty or indemnity companies or associations were operated under the provisions of their respective charters, there being no general laws applicable to them. The reports of the various corporations were made, some to the Comptroller of the State, and others to the Supreme Court. The Law of 1874, passed May 5 (ch. 324), placed all corporations of the class named under the supervision of the Superintendent of the Banking Department, and required the several corportations to make a full report in writing to him of their condition and affairs on the last business days of June and December in each year; such reports to be verified by the oaths of such officers of the corporation as the said Superintendent should designate, which report shall be in the place of any report the corporations were required to make to the Supreme Court, the Comptroller, or otherwise. The act further required that the reports should be in such form, and contain such statements, returns and information as to the affairs, business, condition and resources of the corporation, as the Superintendent might from time to time prescribe or require. The Superintendent may also require reports from any of the corporations at any time he may deem it desirable.

The Superintendent is required annually to visit and examine each of the corporations, or appoint some competent person or persons to make such examinations. The expense of examination to be

paid by the corporation examined. The Superintendent and examiners have power to administer oaths, and may compel the appearance and attendance of any person whose testimony may be required by summons, subpoena or attachment, in the manner authorized in respect to the attendance of persons as witnesses in the courts of record of this State, and all books and papers which it may be deemed necessary to examine by the Superintendent or the examiner or examiners shall be produced, and their production may be compelled in like manner. On every examination inquiry shall be made as to the condition and resources of the corporation generally, the mode of conducting and managing its affairs, the action of its directors or trustees, the investment of its funds, the safety and prudence of its management, the security afforded to those by whom its engagements are held, and whether the requirements of its charter and of law have been complied with in the administration of its affairs.

Whenever any corporation has committed a violation of its charter or of law, or is conducting business in an unsafe or unauthorized manner, the Superintendent shall direct a discontinuance of the illegal and unsafe practices, and in case of refusal or neglect to comply with such order, or whenever it shall appear to the Superintendent that it is unsafe or inexpedient for any such corporation to continue to transact business, he shall communicate the facts to the AttorneyGeneral, who shall institute such proceedings against the corporation as the nature of the case may require. Every corporation, whether chartered by this State, or any other State or county, engaged in receiving deposits of money in trust in this State is required to transfer and assign to the Superintendent of the Banking Department registered public stocks of the United States, or of the State of New York, or of any incorporated city of this State authorized by the legislature, to the amount in value of ten per cent. of the paid-up capital stock of the corporation, but in no case shall such deposit be less than $50,000. The stocks deposited are required to be registered in the name of the Superintendent officially, as held in trust, as security for the depositors with, and creditors of the corporation making the deposit; and are subject to sale and transfer, and to the disposal of the proceeds by said Superintendent, on the order of any court of competent jurisdiction only. With the approval of the Superintendent, the required deposit may be made either wholly or in

part in bonds and mortgages, on improved, unincumbered, productive real estate situate in this State, and worth at least twice the amount loaned thereon.

An additional statute relating to trust companies and certain other moneyed corporations was passed May 18, 1878 (ch. 284); by it provision was made for the increase or reduction of the capital stock of such corporations. The minimum amount of capital stock authorized was fixed at $100,000. The act further directed the Superintendent of the Banking Department to annually report to the legislature a summary of the state and condition of each corporation of the class named from which reports have been received by him during the preceding year; such summary was to give the date to which such reports refer, the amount of capital returned by each of said corporations, the whole amount of its debts and liabilities, the total sum of its resources, and such other information as he may deem useful; and he was further required to report an abstract of the regular examination of any such corporation made by his direction. So many attempts were made from time to time by persons not always of the most reputable financial character to obtain charters, that, at the request of the Governor, the author prepared a bill providing for the general incorporation of trust companies which became a law, June 8, 1887 (ch. 546, Laws 1887). By section 180 of the present law (post), the capital stock of any such corporation must be at least five hundred thousand dollars, provided, however, that a corporation with a capital of not less than two hundred thousand dollars may be organized in any city containing more than one hundred thousand inhabitants and less than two hundred and fifty thousand inhabitants, and

corporation may be organized with a capital of not less than one hundred and fifty thousand dollars in any city containing more than twenty-five thousand inhabitants and less than one hundred thousand inhabitants, and with a capital of at least one hundred thousand dollars in a city the population of which does not exceed twenty-five thousand, the number of inhabitants in each case to be ascertained by the last Federal or State enumeration. An act (ch. 337, Laws 1893), approved by the Governor, April 10, 1893, provided that each trust company organized under the General Banking Laws and having its principal place of business within a county containing less than six hundred thousand and over three hundred

thousand inhabitants, may act as a safe deposit company and insure titles to real estate. The same legislature, also enacted two important amendments to the banking law relating to trust companies. First, by an additional subdivision to those enumerated in section. 186 whereby they are authorized to exercise the powers conferred on individual banks and bankers by section 74 of the Banking Law subject to the restrictions mentioned therein. And, second, by inserting a very important provision in section 190, which provided, when originally adopted, that all investments of money received by a trust company in its trust capacity should be at its sole risk, and, for all losses of such money, the capital, property and effect of a trust company should be absolutely liable. The amendment declares that this provision shall not apply when the investments are such as the courts recognize as proper when made by an individual acting as trustee or in other trust capacities, or provided the investments are permitted in or by the instrument or words creating or defining the trust.

MORTGAGE COMPANIES.

Mortgage companies have the general powers and privileges and are subject to the liabilities declared by title 3 of chapter 18 of the First Part of the Revised Statutes, and in addition thereto have power to loan on or purchase bonds and mortgages upon real estate; to issue bonds of the company and to sell and dispose of the same; to sell bonds secured by mortgages upon property situated within the United States, and to guarantee the payments of the principal and interest of the same; to purchase, hold and convey all such real and personal estate as may be necessary for the corporation to use in the transaction of its business, or such as it may acquire in the collection or settlement of its demands or claims, or purchase or take on the foreclosure of enforcement of mortgages.

The provision of the present revision affecting mortgage, loan and investment corporations will be found in sections 280 to 288 inclusive.

SAFE DEPOSIT COMPANIES.

Previous to the year 1875, corporations for the safe-keeping and guaranteeing of personal property were created by special charters