188

LAWS OF MARYLAND.

and style of the Birnie Trust Company, and by that name-
be capable in law to acquire and hold, and in anywise dispose
of property, and to sue and be sued, plead and be impleaded
in any court whatever, to make and use a common seal, and
to alter the same at pleasure, and generally do everything
proper to carry into effect the provisions of this Act, or to
promote the objects and designs of the company hereby in-
corporated.

SEC. 2. And be it enacted, That the principal office of said
corporation shall be located in Taneytown, Carroll County,
State of Maryland.

Capital stock.
Election of
directors.

SEC. 3. And be it enacted, That the capital stock of said
company shall consist of four hundred shares at one hundred
dollars each, being forty thousand dollars, with the privilege
to increase the same, from time to time, up to the sum of one
hundred and fifty thousand dollars, by a majority vote of the
stockholders, at a special meeting or meetings to be called
for that purpose. And the incorporators, or a majority of
them, named in this Act, shall have power to open books for
subscription at such time and place as they may deem ex-
pedient, and when said four hundred shares shall have been
subscribed, and when forty per cent, thereon has been paid
in, the stockholders may organize and elect not less than
seven directors, nor more than twelve, to serve until the
ensuing annual election, or until their successors have been
duly elected and qualified. And the directors so elected of
said company, when it shall have been organized, as herein-
before stated, may and they are hereby authorized and em-
powered to have and to exercise, in the name and in behalf
of the company, all rights and privileges which are intended
to be hereby given; and should the capital stock be at any
time increased, the stockholders, at the time of such increase,
shall be entitled to a pro rata share of such increase upon the
payment of the value of the same.

Annual
election of
directors.
Appointment
of officers.

SEC. 4. And be it enacted, That the directors shall be
elected annually by the stockholders on the second Monday
in March; and they shall elect from their number at the first
meeting of the board after their election, and after all subse-
quent elections, a president and one or more vice-presidents,
and shall have power to elect a secretary, and to appoint and
employ such other officers and agents as the business of said
corporation from time to time requires; all elections shall be
by ballot, each share of stock being entitled to one vote; and
at such elections, and at all meetings of stockholders, every