834 Laws of Maryland [Ch. 415
be elected and hold their offices for one year and until their succes-
sors have been elected and qualified, unless sooner removed by the
board of directors. The directors of a bank for the time being shall
give three weeks' public notice in at least two daily newspapers pub-
lished in the City of Baltimore, if the corporation be located in the
City of Baltimore, or in at least one or more newspapers published
in the county if there be two newspapers published in the county
where the corporation may be located, if not located in the said
city of the annual meeting of the stockholders. Nothing contained
in this section shall be construed to affect the eligibility of any
director heretofore elected.
60.
The affairs of every such corporation shall be managed and its
corporate powers exercised by a board of directors of such number,
not less than five, or more than thirty, as shall from time to time
be prescribed in its bylaws. The number of directors necessary to
form a quorum for the transaction of business may be fixed by the
organization certificate or by the bylaws; such quorum shall not be
less than one-third of the number of directors, and in no case less
than four. No person can be a director of a trust company who is
not the holder of at least five hundred dollars ($500.00) par value
of the capital stock [in the corporation.] of such trust company, or
the holder of at least five hundred dollars ($500.00) par or stated
value of the capital stock of any corporation which owns more than
eighty per cent of the capital stock of such trust company. The per-
sons named in the organization certificate, or such of them respec-
tively, as shall become holders of [at least five hundred dollars
($500.00) par value of such stock,] capital stock of the value required
by this section, shall constitute the first board of directors, and may
add to their number, not exceeding the limit of thirty, and shall
severally continue in their office until others shall be elected to fill
their respective places. Such election shall be held at the office of
the corporation, and at such time and upon such public notice, not
less than ten days, by advertisement in at least one newspaper pub-
lished in the city or county where such office is located. Within
fifteen days after the date on which the annual meeting of stock-
holders is held, the directors elected at such meeting shall, after due
qualification, hold a meeting at which the officers of the corpora-
tion shall be elected and hold their offices for one year and until
their successors shall be elected and qualified, unless sooner removed
by the board of directors. Vacancies occurring in the intervals of
elections shall be filled by the board. Each director when appointed
or elected shall take an oath that he will, so far as the duty devolves
on him, diligently and honestly administer the affairs of the cor-
poration, and will not knowingly violate, nor willingly permit to
be violated, any of the provisions of law applicable to such corpora-
tion, and that he is the owner in good faith, and in his own right
of [the par value of stock] shares of capital stock of the value
required by this section, subscribed by him or standing in his name
on the books of the corporation, and that the same is not hypothecated
nor in any way pledged as security for any loan or debt.
Sec. 2. And be it further enacted, That this Act shall take effect
July 1, 1971.
Approved May 6, 1971.
|
|