All bylaws must be certified by a majority of the directors and the secretary of the corporation, and copied in a legible hand in a book to be kept in the office of the secretary of the corporation, to be known as the book of bylaws, which shall be open to public inspection during office hours of each day, except holidays. When recorded, as aforesaid, the bylaws shall take effect, unless otherwise therein provided. Bylaws may be amended or repealed, or new bylaws may be adopted at an annual meeting, or any other meeting of the stockholders, called by the directors for that purpose, by a vote representing two-thirds of the subscribed capital stock; or the power to amend or repeal or adopt new bylaws may, by a similar vote, at any such meeting, be delegated to the board of directors. Such power, when delegated, may be revoked by a similar vote at any regular meeting of the stockholders. Whenever an amendment or new bylaw is adopted, it shall be copied in the book of bylaws, immediately after the previous bylaws and shall not take effect until so recorded. If any bylaw be repealed, the fact and date of repeal shall be noted in the book of bylaws, and until so noted the repeal shall not take effect.
History: Laws 1878, ch. 1, ch. [tit.] 2, § 3; C.L. 1884, § 2632; C.L. 1897, § 3814; Code 1915, § 4672; C.S. 1929, § 116-120; 1941 Comp., § 74-111; 1953 Comp., § 69-1-11.
Bracketed material. — The bracketed material was inserted by the compiler and is not part of the law.
Am. Jur. 2d, A.L.R. and C.J.S. references. — 18A Am. Jur. 2d Corporations §§ 317, 327 to 329.
18 C.J.S. Corporations §§ 65 to 69.
Structure New Mexico Statutes
Chapter 63 - Railroads and Communications
Article 1 - Organization and Management of Railroads
Section 63-1-1 - [Formation of corporations.]
Section 63-1-2 - [Articles of incorporation.]
Section 63-1-3 - [Execution of articles of incorporation.]
Section 63-1-4 - [Subscriptions to capital stock; minimum amount paid in.]
Section 63-1-5 - [Affidavit stating amount of stock subscribed and amount paid.]
Section 63-1-6 - Filing; effect.
Section 63-1-7 - Articles of incorporation; certified copies.
Section 63-1-8 - [Owners of capital stock are stockholders.]
Section 63-1-9 - [Bylaws; adoption.]
Section 63-1-10 - [Contents of bylaws.]
Section 63-1-11 - [Book of bylaws; public inspection; amendment and repeal of bylaws.]
Section 63-1-12 - [Management by board of directors; number; quorum; vacancies.]
Section 63-1-13 - [Election and term of directors.]
Section 63-1-14 - [Ballots; majority required; voting rights.]
Section 63-1-15 - [Directors' organization meeting; officers; majority.]
Section 63-1-16 - [Meetings of directors; call; notice.]
Section 63-1-17 - [Removal of directors; call and notice of meetings; filling vacancy.]
Section 63-1-18 - [Declaring dividends; restrictions; liability of directors.]
Section 63-1-20 - [Assessment remaining unpaid; requirements for new levy.]
Section 63-1-21 - [Transfer of shares sold for assessment.]
Section 63-1-22 - [Purchase by corporation of stock sold for assessments; procedure.]
Section 63-1-23 - [Effect of corporation purchase.]
Section 63-1-24 - [Extension of time for assessment payment or stock sale; restrictions.]
Section 63-1-25 - [Errors in proceedings; effect.]
Section 63-1-26 - [Actions to recover stock sold for assessments; restrictions.]
Section 63-1-27 - [Proof of publication of assessment or stock sale for default in payment.]
Section 63-1-28 - [Stock shares; nature; transfer; restrictions.]
Section 63-1-29 - [Issuance of stock certificates.]
Section 63-1-30 - [Transfer of nonresident's shares of stock.]
Section 63-1-31 - [Call for stockholders' meeting when authority is lacking; warrant of magistrate.]
Section 63-1-32 - [Quorum for stockholders' meeting; adjournment; record.]
Section 63-1-33 - [Postponement of election.]
Section 63-1-34 - [Court review of elections; notice.]
Section 63-1-35 - [Waiver of notice of stockholders' meeting.]
Section 63-1-36 - [Validity of proceedings where notice of meeting is waived.]
Section 63-1-37 - [Place for stockholders' meeting.]
Section 63-1-38 - [Change of principal place of business.]
Section 63-1-40 - [False entries or reports; liability.]
Section 63-1-41 - [Annual report to public regulation commission.]