498

LAWS OF MARYLAND.

erate themselves from being so liable by forthwith

giving notice of the fact and of their absence or dis-

sent to the governor of this state, and to the stock-

holders at a general meeting which they shall have

power to call for that purpose.

SEC. 16. And be it enacted, That half-yearly divi-

dends shall be made to the stockholders of so much of

Dividends —

the net profits of the corporation as shall appear

when they are
made payable.

advisable to the president and directors; such divi-

dends shall be declared in the months of June and

December, and shall be paid on the second Monday

of the ensuing month after they are declared; and if

the directors shall at any time wilfully and knowingly

make or declare any dividend which shall impair the

capital stock, all the directors present at the making

or declaring such dividend and consenting thereto

Penalty

shall be liable in their individual capacities for the

amount or proportion of the capital stock so divided

by the directors, and each director who shall be pre-

sent at the making or declaring of such dividend shall

Officers present

be deemed to have consented thereto, unless he shall

immediately enter¹ his dissent in writing on the min-

utes of the proceedings of the board, and give public

notice to the stockholders that such dividend has been

declared.

SEC. 17. And be it enacted, That the president and

a majority of the directors shall constitute a board for

the transaction of the business of the corporation, but

the ordinary discounts may be made or granted by the

Board for busi-
ness.

president and two directors; and in case of sickness

or necessary absence of the president of the bank his

place may be supplied by a member of the board,

whom the president, by writing, shall select or appoint

as president pro tempore during such absence.

SEC. 18. And be it enacted, That no director shall

be entitled to receive any pay or emolument for his

services, unless the same shall have been allowed at a

Compensation

to director

general meeting of the stockholders, nor shall the

president be entitled to receive any pay or emolument

for his services, unless the same shall have been allowed

at a general meeting of the stockholders.

SEC. 19. And be it enacted, That the president and

directors of the corporation may at any time call a

Meetings—
how called."

general meeting of the stockholders for any purpose

relative to the institution, giving at least two weeks'

notice by advertisement in some newspaper published