1402 LAWS OF MARYLAND.

holders upon such services or property at the meeting duly
warned as aforesaid, and the propriety of their action in accept-
ing the same and issuing the agreed number of shares therefor,
shall be conclusive against and binding upon any and all credi-
tors of the corporation.

3. That said corporation, before proceeding to issue any
shares of the increase capital stock of said company as au-
thorized by the provisions of this Act, shall file a certified copy
of this Act with the State Tax Commissioner for the State, and
pay to the State Treasurer for the use of the State a bonus
tax in accordance with the provisions of the Code of Public
General Laws of the State, section 98 of article 81, Code of
1904, on the amount of the issue of the authorized increased
capital stock, and a like bonus tax from time to time upon the
issue of any additional amount of the authorized increased
capital stock; the bonus tax upon any issue in part or whole of
the authorized increase of the capital stock shall be due and
payable immediately after the passage of any resolution of
the stockholders authorising such increase, and before such
shares of the increased capital stock are issued, a certificate
of the proceedings of such meeting showing a compliance there-
with, the amount of such issue of capital stock paid in, either
by subscription thereto or stock exchanged by way of payment
for real estate or other property purchased for the use of the
corporation, or for services rendered the corporation at its
request, and the amount to which the capital stock shall be
increased, shall be made out and signed by the chairman of the
stockholders' meeting, and such certificate shall be sworn to by
the president of said company, and filed with the State Tax
Commissioner.

4. That the affairs of said corporation shall be managed by
a board of not less than four (4) nor more than twelve (12)
directors, which shall tie elected annually at a stated or regu-
lar meeting held by the stockholders of the corporation for the
election of a board of directors and for the transaction of
general business; the time and place of holding such meetings
and the notice to be given thereof and of the business to be
transacted thereat shall be regulated by the by-laws; and
where the time and place of holding such annual meetings are
fixed by the by-laws, and no previous notice thereof or of the
business to be transacted is required by them, no shareholder
or member shall be entitled to further notice; and such annual
meetings shall be general meetings, that is to say, open for
the transaction of any business within the powers of the cor-
poration without special notice, and the board of directors
chosen at such annual meeting of the stockholders shall serve