The respective duties of the secretary and the treasurer of a corporation have been thus summed up by a recent writer.

"The common duty of a secretary is the conduct of the routine business of a corporation. He is the custodian of the corporate seal, and of the corporation books; he keeps and reads the minutes of the meetings of stockholders and directors; issues calls for meetings; notifies officers and directors of their election; issues, seals, transfers and cancels certificates of stock and sometimes signs them with the president (when it is not provided that the treasurer shall sign); closes the transfer book at proper time; affixes the seal to formal instruments, and attests with his signature; prepares the reports which are required to be made to state officials; prepares statistics for reports to be made by the president to the stockholders and directors; attends to the correspondence of the corporation or has supervision over it; and performs all duties imposed by the directors, or which custom in transacting the corporation business has made part of his duty. All contracts made within the range of his customary work will be binding on the corporation."

"The general financial agent of a corporation is the treasurer. He is the routine financial manager of the corporation, and has charge of money, notes, and any fund securities belonging to it, as well as of its books of account. He sees to all expenditures and requires receipts and vouchers therefor, and issues receipts for moneys paid to the corporation. If he does not perform this work himself, as he seldom does in large corporations, he superintends the clerical force that does the actual work. Hence, he should be familiar with the principles of corporate finance, and should have an accurate and comprehensive knowledge of bookkeeping and accounting. In many of the small corporations, the treasurer is the bookkeeper. Usage often determines the power of a treasurer to sign notes or to contract on behalf of the corporation. But it is a matter of prudence to define his powers and duties somewhat explicitly in the by-laws. The treasurer commonly signs certificates of stock; indorses for deposit or collection checks, notes, bills, and other negotiable instruments; signs, with or without the president, as the by-laws provide, the checks of the corporation (he should sign with the corporation name, as "per James Sully, treasurer"); joins with the president in the execution of all instruments that have to do with the corporation's financial proceedings; makes reports of the corporation's financial condition to the annual meetings of stockholders, and so keeps in touch with the financial affairs that he is ready at a moment's notice to state to the directors the assets, liabilities, or details of any financial transactions of the corporation." 10