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The Annotated Code of the Public Civil Laws of Maryland, 1911
Volume 372, Page 543   View pdf image (33K)
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ART. 23] MEETINGS——VOTING. 543.

1908, ch. 240, sec. 17.

17. All meetings of the shareholders or members shall be held within
this State A majority in interest of all the stock outstanding and
entitled to vote, or a majority in number of all the members (present in
person or by proxy) shall constitute a quorum; but in the case of a
mutual insurance company whose policy-holders for the time being, are
members thereof, the members actually present, in person or by proxy,
at any members' meeting duly held, shall constitute a quorum. Except
where it is by this article otherwise provided, the vote of a majority of
any quorum shall be sufficient to elect and to pass any measure within the
powers of the holders of a majority of all the shares, or of a majority of
members.

As to a quorum at meetings of the stockholders of a mining company, see
sec. 245.

1908, ch. 240, sec. 18.

18. No corporation shall directly or indirectly vote any shares of
its own stock, except such as it holds, and is by its charter or certificate
authorized to hold as trustee, committee, guardian, executor, adminis-
trator, or in some other fiduciary capacity. Corporations holding shares
in another corporation may vote the same by such officer, agent or proxy
as the directors may appoint.

1904, art. 23, secs. 65, 66. 1888, art. 23, secs. 57, 58. 1868, ch .471, secs. 52, 53.
1888, ch. 510. 1908, ch. 240, sec. 19.

19. In all corporations subject to the provisions of this article and
having a capital stock, each shareholder shall be entitled to one vote for
every share of voting stock standing in his name; but no shares shall be
voted by any holder if any installment duly called thereon shall bo
overdue and unpaid; nor shall any increased stock which may be issued
under the provisions of this article be voted until it has been paid in
full. Shareholders or members may vote either in person or by proxy,
but no proxy which is dated more than three mouths before the. meet-
ing at which it is offered, shall bo accepted, unless such proxy shall, on
its face, name a longer period for which it is to remain good.

Under the act of 1868, ch. 471, section 53 (section 66, code 1904), where
no calls had been made upon the subscribers for the payment of their sub-
scriptions, and in the absence of a provision in the charter or by-laws to
the contrary, each subscriber had the right to participate in the organiza-
tion of the company and in the election of trustees, and was entitled to as
many votes as he had subscribed shares of stock. Baile v. Calvert College,
47 Md. 124.

The act of 1868, ch. 471, section 53 (section 66, code 1904), held not to
affect a provision of the charter of a corporation organized in 1860, in view
of section 417 of the code of 1904 (see section 1). Webb v. Rldgely, 38
Md. 370.

For a case dealing with sections 8 to 11 of the code of 1904, regulating the
canvass of votes, etc, see Webb v. Ridgely, 38 Md. 372.
See note to sec. 8.

As to contests in any church, society, or congregation relative to the right
of voting, or the conduct of a meeting, see sec. 343.

 

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The Annotated Code of the Public Civil Laws of Maryland, 1911
Volume 372, Page 543   View pdf image (33K)
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