[§ 19. chap. 611, Laws of 1876 ; § 23, chap. 117, Laws of 1853 ; § 22, chap. 611, Laws
of 1875 ; chap. 820, Lawa of 1872 ]

The liability imposed upon the directors of a corporation by whom an
indebtedness exceeding the amount of its capital stock is created is joint
and not several, and all the directors who are liable must be made parties
to an action brought to enforce the liability thereby created. (McClaye v.
Thompson, 36 Hun, 365; see, also, 31 Hun, 568.)

§ 25. Liability of directors for loans to stock-
holders.— No loan of moneys shall be made by any
stock corporation or by any officer thereof out of its
funds to any stockholder therein, nor shall any such
corporation or officer discount any note, or other
evidence of debt, or receive the same, in payment of
any installment, or any part thereof, due or to
become due on any stock in such corporation, or
receive or discount any note, or other evidence of
debt, to enable any stockholder to withdraw any
part of the money paid in by him on his stock ; and
in case of the violation of any provision of this sec-
tion, the officers or directors making such loan, or
assenting thereto, or receiving or discounting such
notes or other evidences of debt, shall, jointly and
6



42 THE STOCK COEPOEATION LAW.
severally, be personally liable to the extent of such
loan and interest, for all the debts of the corporation
contracted before the repayment of the sum loaned,
and to the full amount of the notes or other evidences
of debt so received or discounted with interest from
the time such liability accrued.
