1795.

L A W S of M A R Y L A N D.

C H A P.
LX.

ftitution, to appoint each and every year fuch officers, clerks and fervants under
hem, as fhall be neceffary, and to allow them feverally a certain annual falary
or their refpective fervices, which fhall be afcertained and fixed by the di-
rectors each and every year, immediately after the election of faid directors, and
before the appointment of the faid officers, clerks or fervants.

There fhall be
ftated meet-
ings, &c.

IX. And be it enacted, That there fhall be ftated meetings of the board of
directors on the firft Monday of January, April, July and October, in every year,
and occafional meetings at fuch other times as the prefident, or any three of the
directors, fhall think proper; and in cafe of the ficknefs or neceffary abfence of
the prefident, his place may be fupplied by any other director whom the board of
directors may for that purpofe appoint.

Correct en-
tries to be

kept.

X. And be it enacted, That the directors fhall keep full, fair and correct en-
tries of their proceedings, which fhall at all times be open to the infpection of
the ftockholders.

Directors to
declare a di-
vidend, &c.

XI . And be it enacted, That the directors fhall, on the firft Monday of
March of each and every year, declare a dividend of the profits of the company,
or of fo much thereof as to them fhall appear advifeable, and the dividend fo de-
clared fhall be paid to the refpective proprietors on demand, but the monies re-
ceived as premiums on rifks which fhall be undetermined and outftanding fhall
not be confidered as part of the profits of the corporation; and in cafe of any
lofs or loffes, whereby the capital ftock of the corporation fhall be leffened, no
fubfequent dividend fhall be made until a fum equal to fuch diminution, and
arifing from the profits of the corporation, fhall have been added to the capital.

Who fhall not
be a director.

XII. And be it enacted, That no perfon who is a director of any other in-
furance company fhall be a director of this.

XIII. And, for the greater fecurity of perfons having infurances effected in the

If the funds
are not com-
petent, ftock
holders not to
be difcharged,
&c.

Maryland infurance company, Be it enacted, That if at any time the funds of
the corporation fhould not be competent to pay and fatisfy the juft demands of
the affured, that nothing herein contained fhall be conftrued to difcharge the
ftockholders from being liable for their refpective proportions of faid loffes, ac-
cording to the number of fhares they may hold therein, but no ftockholder fhall
be liable for more than his own proportion of loffes as aforefaid, or to anfwer for
the failure or deficiency of others, further than as an endorfer on their notes; and
if a judgment fhall or may at any time be rendered againft the faid corporation,
in a fuit upon a policy of infurance by them figned, and no property can be
found whereon an execution may be laid to fatisfy the faid judgment, then and in
fuch cafe the plaintiff or plaintiffs may and he or they are hereby empowered to
file, in the court of chancery, a bill of difcovery and relief againft the directors
of the corporation, as againft private individuals, wherein they fhall be feverally
compelled to difcover the intereft or fhares which each and every member of the
corporation may have therein, and upon fuch difcovery being had, the chancellor
fhall afcertain the proportionate parts of the faid judgment which the faid mem-
bers feverally ought to pay, and he is hereby authorifed to decree accordingly the
fum of money which each and every member of the faid corporation fhall pay to
the faid plaintiff or plaintiffs.

XIV. And, whereas the fecurity to the infured, and the ftability of this infti-
tution, will greatly depend on the ftockholders being perfons of fufficient proper-

No transfer to
be made un-
lefs approved
of, &c.

ty to make good any loffes that may poffibly happen, Be it therefore enacted,
That no transfer fhall be made of the ftock or fhares of any member of this
corporation, but fuch as fhall be approved of by at leaft feven of the directors
for the time being, who fhall vote by ballot for that purpofe; after which ad-
miffion the directors fhall renew the fecurity, and caufe the transfer to be entered
on their books kept for that purpofe, and the purchafer fhall thenceforth be en-
titled to all the benefits, and be fubject to all the loffes which the original pro-
prietors would be entitled or fubjected to.