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CHAP. 43.
Powers of
president and
directors.
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SEC. 4. And be it enacted, That the president and
of directors of said company for the time being, or a majo-
rity of them, shall have full power and authority to ap-
point, employ, compensate, and at their pleasure to re-
move all such officers, agents, and servants as they may
deem necessary in the business of said company; also to
contract and agree for, or purchase such lands, chattles,
materials, rights and privileges, and to cause all such build-
ings, machinery and other improvements to be made as
they shall think necessary, to effect the objects of said com-
pany, and the same or any part thereof, to sell and convey
or otherwise dispose of in their discretion; also to pre-
scribe the mode of issuing and transferring capital stock in
said company, and the evidence thereof; also to make or
declare and pay annually or semi-annually, dividends of
the net profits of said company, and generally to do all
such acts, and passed such ordinances and regulations for
the benefit and well ordering of the business of said com-
pany, as they shall think proper, the same not being con-
trary to the by-laws of the stockholders, nor to any laws
of this State, or of the United States, and in case of any
vacancy happening in the board of directors of said com-
pany, the remaining directors shall fill the same, by
choosing a director from amongst the stockholders to
serve until the next election, and for the transaction of
any business hereby confided to the president and direc-
tors, a majority of them shall be a quorum.
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President and
directors may
call general
meetings.
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SEC. 5. And be it enacted, That the general meetings
of the stockholders shall be called by the said president
and directors, as often as they shall think proper, or as
the said stockholders may in their by-laws direct; and
that special meetings may be called at any time by the
president or a director, or any number of the stockhol-
ders, who shall be proprietors of not less than one-fourth
of the whole capital stock, first giving ten days notice of
such meeting and its object in writing, to each stockhol-
der, or by advertisement in at least two newspapers, pub-
lished daily in the city of Baltimore, and in any meeting
of the stockholders a quorum for the transaction of any
business other than the election of the directors, shall
consist of the proprietors or the owners of at least the
major part of the capital stock, and every such meeting
shall have full power to pass, amend, alter and repeal by-
laws and regulations for the management of the affairs of
said corporation, which shall, whilst in force be bind-
ing therein on the president and directors of the said com-
pany, their officers, agents and servants, the same not
being contrary to law or the provisions of this act.
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