LEGAL PHASES OF COOPERATIVE ASSOCIATIONS. 13 
many of the statutes providing for the incorporation of cooperative 
associations authorize by-laws limiting the right to vote to common 
stockholders of the corporation. 
The capital stock is usually divided into equal portions called shares; and 
a share of the capital stock of a corporation is the interest or right which the 
owner has in the management of the corporation, in its surplus profits, and 
upon dissolution in all its assets remaining after the payment of its debts. 36 
Shares of stock are usually represented by certificates of stock. A 
certificate of stock is not the stock itself but simply evidence of its 
ownership, just as a deed is evidence of the ownership of land. A 
stockholder or shareholder is one who owns one or more shares of 
stock. One may be a stockholder, although no certificate of stock 
has been issued to him, 37 just as one may be the owner of other per- 
sonal property, although he has never received a bill of sale thereto. 
STOCK— HOW PAID FOR. 
Stock, as a rule, may be paid for with cash, labor, or other prop- 
erty. There are in most States statutory provisions relative to pay- 
ing for stock otherwise than with cash, and these should be ascer- 
tained and carefully followed. Stock ma} r , in the absence of charter 
or statutory provisions, be issued in payment for property. The 
property, however, should be reasonably worth the par value of the 
stock paid for it. It is the general rule that in order for a payment 
for stock to be good as against the corporation or creditors thereof, 
it must be paid for in money or what may fairly be considered as 
money's worth. 38 
VOTING UNIT. 
At common law a stockholder or member of a corporation has but 
one vote on questions coming before meetings of stockholders, ir- 
respective of the number of shares held by him. 39 Statutes or char- 
ters in the case of business corporations generally, prescribe that each 
share of stock shall be entitled to one vote. Unless each share of 
stock is given a vote by statute, those interested in forming an asso- 
ciation may, if the incorporation statute authorizes, include a suit- 
able provision in the articles of associations establishing what the 
voting unit at meetings of the stockholders shall be. It would also 
appear to be the right of members of a corporation to adopt a 
by-law on the subject w T here the matter is not controlled by statute 
or by the charter. 40 However, it has been held in the absence of a 
36 14 C. J. 3S4. 
37 In re Culvers estate, 145 Iowa 1, 123 N. W. 743. 
33 In re Manufactures Box & Lumber Co., 251 Fed. 957. 
3i ' Taylor v. Griswold, 14 N. J. Law 222, 27 Amer. Dec. 33 : Simon Borg & Co. v. Xow 
Orleans City Ry. Co., 244 Fed. 617, 619; Matter of Rochester Dist. Tel. Co. (N. Y.), 
40 Hun. 3 72; 7 R. C. L. 339. 
40 Petwiler v. Commonwealth ex rel. DickinsoD, 131 Pa. 614, 7 L. R. A. 357. 
