1640 ARTICLE 37A

(e) The term "depositary" includes any person, firm or corporation
receiving securities for deposit, exchange or distribution under any re-
organization agreement or plan of reorganization, or stamping securities
presented to it so as to indicate the assent of any present or future holder
or holders thereof to any plan of reorganization affecting such securities
and/or that such securities have been absolutely or conditionally made sub-
ject to any plan of reorganization.

(f) The term "deposited or exchanged", as applied to securities, shall
include the presentation of securities to a depositary for stamping so as
to indicate the assent of any present or future holder or holders thereof
to any plan of reorganization affecting such securities and/or that such
securities have been absolutely or conditionally made subject to any plan
of reorganization.

(2) Whenever any securities are deposited or exchanged, or tendered
for deposit or exchange by any fiduciary or fiduciaries under any reorgan-
ization agreement or plan of reorganization, any committee formulating,
proposing and/or carrying out any such plan or soliciting deposits or ex-
changes under any such agreement or plan, any depositary with or through
which the deposit or exchange of any such securities may be made, solicited,
requested or permitted, and any person, firm or corporation to whom or
to which such securities are or are to be delivered pursuant to any such
agreement or plan, may accept, receive, hold and ultimately dispose of
any such securities in accordance with the authorization or instructions of
the fiduciary or fiduciaries depositing or exchanging such securities or
tendering the same for deposit or exchange under any reorganization
agreement or plan of reorganization, without any obligation to inquire
whether or not any such fiduciary is authorized to make such deposit or
exchange or is committing a breach of his obligation as fiduciary in so
doing; and no such committee, depositary or ultimate recipient shall have
any liability of any kind to any person whatsoever for any action taken,
suffered or permitted with respect to any such securities in accordance
with the authorization or instructions given by any fiduciary or fiduciaries
depositing or exchanging the same or tendering the same for deposit or
exchange, unless such committee, depositary or ultimate recipient has actual
knowledge that any such fiduciary is committing a breach of his trust in
making such deposit or exchange, or has knowledge of such facts that the
action or conduct of such committee, depositary or ultimate recipient
amounts to bad faith.