1839.

LAWS OF MARYLAND.

CHAP. 317.

be deemed expedient and proper, shall be declared half-
yearly, in the second week in January and July, in each
year, the amount of said dividend to be from time to time
determined by the president and directors, and in no case
to exceed the amount of the nett profits actually acquired
by the company, so that the capital stock of said compa-
ny shall never be impaired by dividends.

Liabilities.

Dissent may be
entered.

SEC. 11. And be it enacted, That if the said direc-
tors shall at any time wilfully and knowingly make or de-
clare any dividend which shall impair the said capital
stock, all the directors present at the making or declaring
of said dividend and consenting thereto, shall be liable in
their individual capacities, to the company, for the amount
or proportion of said capital stock, so divided by the said
directors; and each director who shall be present at the
making or declaring of such dividend, shall be deemed to
have consented thereto, unless he shall immediately enter
in writing his dissent, on the minutes of the proceedings
of the board.

Vacancies: how

filled.

SEC. 12. And be it enacted, That if any vacancy shall
at any time happen among the directors, by death, resig-
nation or other wise, the rest of the directors, for the time
being, shall elect a director to fill the vacancy.

On failure to

make election.

Banking forbid.

SEC. 13. And be it enacted, That in case it should
at any time happen that an election of directors should
not be made on any day, when pursuant to this act it ought
to have been made, the said corporation shall not for that
cause be deemed to be dissolved, but it shall be lawful on
any other day to hold and make an election of directors, at
a meeting to be called in such manner as shall be prescri-
bed by the laws and ordinances of said corporation.
SEC. 14. And be it enacted, That nothing herein con-
tained, shall be so construed as to authorise this corpora-
tion to issue any note, device, certificate of debt, to be
used as currency.

Rights reserved.

SEC. 15. And be it enacted, That the right is hereby
expressly reserved to the General Assembly of Maryland,
at its pleasure, to alter, amend or annul this act of incor-
poration.