lder desires to have his certificate for obvious reasons.

Whenever the capital stock of a company is increased, each shareholder
has a right to his proportionate number of the new shares on
fulfilling the terms on which they are issued before they can be
offered to the public. Occasionally a clique seeks to get control of a
corporation by the issue of new stock and taking it among themselves.
They can be defeated for the courts carefully guard the rights of all
stockholders to take their shares of new stock before it can be
offered to, and taken by others.

Of late years private corporations have been issuing a kind of stock,
called preferred, that must be explained. Formerly such stock was more
like a loan of money to a company, and was issued primarily as the
most feasible way of getting a fresh supply of money capital. The
lenders or takers of the stock received a fixed per cent. on their
money, which was paid before the common shareholders received
anything. His preference or dividend was not guaranteed, but the
probability of regular payment was so strong in most cases that his
shares usually possessed a real value. Preferred shareholders are not
liable for the debts of their corporations, and the right to vote at
any meeting of the shareholders is sometimes given to them, though not
always. The tendency of the day is to confer this right on them.
Whether, when the amount of the preferred stock is increased, the
preferred shareholders are entitled to subscribe for their
proportionate amount, like common shareholders, is an open question.

The authority of agents or commissioners to receive subscriptions is
strictly regarded. They cannot refuse to receive a subscription made
by a competent person, nor release a subscriber, nor vary the terms of
subscription to anyone.

A subscription for shares is a contract in writing and cannot be
proved by oral evidence unless the original subscription paper has
been lost. As the contract is an open one, any subscriber must inform
himself of the legal consequences of subscribing, and cannot therefore
refuse to execute it on the ground of ignorance or misunderstanding.
Suppose an agent who was soliciting subscriptions, in reply to
questions concerning the laws relating to the proposed company, should
give incorrect answers to a subscriber, these would furnish no ground
for refusing to pay, as he has promised to do, for he could have found
out what the laws were without inquir