JOSEPH KENT, ESQUIRE, GOVERNOR.

1827

upon such subscription to the several subscribers in proper
proportions to the sums respectively paid in by them.
SEC. 6. And be it enacted, That at the expiration of the five
days for which the books are first opened, if twenty-seven
hundred shares of said capital stock shall have been subscrib-
ed, or if not, as soon thereafter as the same shall be subscrib-
ed, if within one year after the first opening of the books, the
said commissioners or a majority of them, shall call a general
meeting of the subscribers at such time and place as they may
appoint, and shall give at least twenty days public notice
thereof, and at such meeting the said commissioners shall lay
the subscription bonks before the subscribers, then and there
present, and thereupon the said subscribers or a majority of

CHAP, 187

Meeting to orga-
nize

them, shall elect twelve directors by ballot, to manage the
affairs of said company, and these twelve directors or a ma-
jority of them bhal! have the powet of electing a president of
said company, either from amongst the directors or others,
and of allowing him such compensation for his services as
they deem proper, and that in said election and on all other

12 managers
President

occasions wherein a vote of the stockholders of said company
is to be taken, each stockholder shall be allowed one vote for
every share owned by it, him or her; and every stockholder

Votes rated

may depute any other person to vote and art for it, him or
her, as its, his or her proxy; and the commissioners aforesaid
or any three or more of them, shall be judges of the said first
election of directors, and any stockholder whether residing in
Maryland or Delaware shall be eligible as president or direc-
tor.

Proxy.
Judges of election

SEC. 7. And be it enacted, That to continue the succession
of the president and directors of said company, twelve direc-
tors shall be chosen annually, on the third Monday of Octo-
" ber, in every year by the stockholders of said company, and

Annual election of
officer.

the United States, the state of Maryland and the state of De-
laware, may each appoint one director of said company, for
each hundred shareb of stock of said company, by them res-
pectively owned at the time of such election, but shall not be
permitted to vote upon their stock in the election of directors
by the stockholders in general meeting; and that the directors
of said company or a majority of them, shall have power to

State director,

appoint judges of all elections, and to elect a president of said
company, either from amongst the directors or others, and to
allow him such compensation for his services as they may
deem proper; and if any vacancy shall occur by death, resig-
nation, or refusal to act, of any president or director before the
year for which he was elected has expired, a person to fill
such vacant place for the residue of the year, may be appoint-
ed by the president and directors of said company or a majori-
ty of them; and that the president and directors of the compa-
ny shall hold and exercise their offices until a new election of
president and directors; and that all elections which are by
this act, or the by-laws of said company to be made on a par-
ticular day, or at a particular time, if not made on such day or

President