400

LAWS OF MARYLAND.

executor or administrator, trustee or guardian, or in
the right and for the use and benefit of some copart-
nership, corporation or society of which he or she may
be a member and not in trust for, and to the use and
benefit of any other person, and in all voting by proxy
an attorney for that purpose shall be legally constitu-
ted.

Management.

SEC. 6. And be it enacted, That the election of
officers aforesaid shall be conducted in the following
manner, that is to say: the directors for the time being
shall appoint three stockholders not being directors to
be judges of the said election, and to conduct the
same alter having severally taken and subscribed an
oath or affirmation before a judge or justice of the
peace well and truly, and according to law, to con-
duct such election, and the said judges, or a majority
of them shall decide upon the qualifications of the
voters, and when the election is closed shall count the
votes and declare who has been elected, and if it shall
at any time happen that an election of any one or all
the directors of said company shall not be made, the
corporation shall not for that cause be deemed to be
dissolved, but it shall be lawful to hold and make such
election of directors on the same day, or upon any day
thereafter by giving ten days notice at least thereof,
signed by the president or secretary, in the newspa-
pers as before mentioned, of the time and place of
holding said election, and the president and directors
and other officers last elected, shall continue to act
and be invested with all the powers belonging to their
respective situations, until another election shall take
place, and in case of death, resignation, refusal or
neglect to act, or removal from the State of any offi-
cer, his place shall be filled by the board of directors
until the next annual election, provided the removal
from the state of any director may not operate to va-
cate his place should there be a majority of the direc-
tors still residing in the State.

Directors to
have power to
appoint offi-
cers, agents,
&c.

SEC. 6. And be it enacted, That the president and
directors shall hold their meetings in the town of
Elkton, or such other place as the stockholders shall
direct; and when met, four shall be a quorum, who
in the absence of the president may choose a chair-
man; and the said directors shall annually, or oftener
in case of a vacancy, appoint a secretary, who shall
keep minutes of their transactions fairly entered in a
book; and a quorum of the said directors being found
present, they shall have power and authority to ap-