18 LAWS OF MARYLAND [CH. 1

notwithstanding any limitation on the number of shares or stock
authorized by the existing charter of such association.

(b) Exception. Notwithstanding the provisions of sub-section (a)
hereof, or of the sub-title, in addition to free share accounts, any
association organized under the laws of this State prior to January
1, 1961, and having, as of that date, free share accounts in the
minimum aggregate amount required in Section 16OM (a) of this
Article, and authorized by its charter to issue shares or stock in one
or more classes, not in the nature of free share accounts and not in
the nature of borrowers' shares, may maintain and issue such shares
or stock as may have been authorized to be issued under its charter
and may continue in the building, savings and loan business, subject
to the conditions prescribed herein. However, all such shares or
stock, regardless of classification, any charter or by-law provision
to the contrary notwithstanding, shall be guaranty stock, so termed
and designated, and shall be subject to the restrictions and regula-
tions provided herein.

No association shall qualify under this exception unless it shall
have sold and outstanding on or before October 1, 1961, at least
fifty thousand dollars ($50, 000. 00) aggregate amount of guaranty
stock.

(e) Guaranty stock. Guaranty stock shall constitute a secondary
reserve out of which losses shall be paid after all other available
reserves have been exhausted. Such stock shall: (1) have a par value
of one dollar ($1. 00) or such greater amount as the articles of
incorporation may provide; (2) be non-withdrawable, except as pro-
vided in sub-section (d) (4) (Hi) hereof, until all claims against and
liabilities of the association have been fully satisfied and all free
share accounts paid out to the holders thereof at their withdrawal
value; (S) be assessable in the hands of the owner thereof to the par
value amount thereof for the full satisfaction of all claims against
and liabilities of the association and for the payment of the with-
drawal value of free share accounts to the holders of such accounts;
(4) be entitled to the payment of dividends only after dividends have
been declared and paid at a rate, to be established by the Director by
appropriate regulation but in no event to be less than two per cent
(2%) nor more than three and one-half per cent (S^l/2%), on all free
share accounts under the provisions of Section 16 OF F of this Article;
(b) be issued only upon cash payment to the association of not less
than the par value thereof, or in connection with a plan of con-
solidation, merger or reorganization approved under Section 160U
of this Article. Any certificates issued as evidence of ownership of
guaranty stock shall bear on their faces a statement that such shares
are ^t(guaranty stock".

(d) Compliance. Any existing association which qualifies for the
exception to sub-section (a) provided in sub-section (b) hereof and
which desires and intends to continue in the building, savings and loan
business shall, on or before January 1, 1962: (1) require the use, at
all times in connection with its corporate name, the phrase, in paren-
theses, "A Stock Corporation"; (2) amend its corporate charter, if
necessary, to provide that free share account holders shall be en-
titled to vote on all matters as to which guaranty stock holders may
be entitled to vote, each such free share account holder to be entitled
to the voting rights defined in Section 160Q of this Article; (3)