1114 LAWS OF MARYLAND [CH. 545

power, if there are no shares of stock outstanding and on-
titled to vote thereon. If authorized by the by-laws adopted
as aforesaid, the board of directors shall have the power to
make, alter and repeal additional and supplementary by-laws
not inconsistent with any of the by-laws adopted as afore-
said, but any such additional or supplementary by-laws may
be altered or repealed by the members or stockholders.

17. All meetings of the stockholders or members shall be
held in this State. A majority of the shares outstanding
and entitled to vote, or a majority in number of all the
members present in person or by proxy, shall constitute a
quorum; provided, however, that building associations, ath-
letic or social clubs, or mutual insurance companies, whose
policy-holders for the time being are the members thereof,
and corporations having no capital stock, may provide by
their by-laws what shall constitute a quorum. Except in
cases in which it is by this Article, or by charter or by-law
provision not inconsistent with this Article, provided that
the vote of a certain number of shares or of a certain number
of members is requisite, the vote of a majority of any quorum
shall be sufficient to elect and to pass any measure within
the powers of the holders of a majority of all the shares or
a majority of all the members.

34A. Any corporation of this State, heretofore or here-
after incorporated, except a banking, safe deposit, trust or
loan corporation, may create one or more classes of stock
without any nominal or par value, with such preferences,
voting powers, restrictions and qualifications thereof not in-
consistent with law as shall be expressed in its charter.
Stock without par value which is preferred as to dividends
or as to its distributive share of the assets of the corporation
upon dissolution may be made subject to redemption at such
times and prices as may be determined in such charter. In
the case of stock without par value which is preferred as to
its distributive share of the assets of the corporation upon
dissolution, the amount of such preference shall be stated in
the charter. In any case in which the par value of the
shares of stock of a corporation is required to be stated in a
certificate of incorporation, articles of amendment, agreement
of consolidation or any other paper, it shall be stated, in
respect of shares without par value, that such shares are
without par value, and when the amount of such stock author-