886 LAWS OF MARYLAND. [CH. 485

Laws of Maryland, entitled "Banks and Trust Companies, "
sub-title "General Regulations, " said new sections to fol-
low immediately after Section 54 of said Article, to be
known as Sections 54A and 54B, and to read as follows:

54A. Any banking institution having capital stock may,
with the approval of the Bank Commissioner, and by vote
of stockholders owning a majority of its capital stock upon
not less than five days' notice, given by registered mail
pursuant to action taken by its Board of Directors, issue
preferred stock in such amount and with such par value
as shall be approved by said Bank Commissioner, and make
such amendments to its Charter or Articles of Incorpora-
tion as may be necessary for this purpose; but in the case
of any newly organized banking institution which has not
yet issued common stock, the requirement of notice to and
vote of stockholders shall not apply. Such amendments,
certified by the President or Cashier, or Treasurer, shall
be executed, approved, filed and recorded as required for
Articles of Incorporation. Subscriptions to preferred stock
issued under this Article shall be made only at par. No pre-
ferred stock issued under this Article shall be valid until the
entire par value thereof shall have been paid in.

The holders of such preferred stock shall be entitled to
cumulative dividends at a rate not exceeding six per
centum per annum, and shall have such voting rights, and
such stock shall be subject to retirement in such manner
and on such terms and conditions as may be provided in
the Charter or Articles of Incorporation with the approval
of the Bank Commissioner, and said preferred stock may,
subject to such approval, be retired, in whole or in part,
out of any surplus in excess of 20% of the capital stock of
the institution issuing same, provided that the capital stock
shall at no time be less than the amount required under the
provisions of this Article.

No dividends shall be declared or paid on common stock
until the cumulative dividends on the preferred stock shall
have been paid in full; and, if the banking association is
placed in voluntary or involuntary liquidation or a con-
servator or a receiver is appointed therefor, no payment
shall be made to the holders of the common stock until the
holders of the preferred stock shall have been paid in full
the par value of such stock plus all accumulated dividends.

The term "common stock" as used in this section means
stock of a banking institution other than the preferred
stock issued under the provisions of this section. The term
"capital stock" as used in this Article shall mean the