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might have enjoyed, used or dealt with said property or income, if the value of said property, or the amount of income derived therefrom, had not so increased.*

1908, ch. 240, sec. 77.

102. A stockholder of any corporation of this State may by agreement in writing transfer his stock to any person or persons for the purpose of vesting in him or them the right to vote thereon, for a time not exceeding five years, upon terms and conditions stated, pursuant to which such person or persons shall act. Every other stockholder, upon his request therefor, may by like agreement in writing also transfer his stock to the same person or persons and thereupon may participate in the terms, conditions and privileges of such agreement. The certifi cate of stock so transferred shall be surrendered and cancelled and certificates therefor issued to such transferee or transferees in which it shall appear that they are issued pursuant to such agreement; in the entry of such transferee or transferees as the owners of such stock on the proper books of said corporation, that fact shall also be noted, and thereupon he or they only may vote upon the stock so transferred during the time in such agreement specified; a duplicate of such agreement shall be filed in the principal office of the corporation and be open to the inspection of any stockholder, daily during business hours.

1908, ch. 240, sec. 78.

103. If the franchises and property of any corporation of this State are sold under any judicial proceeding or mortgage deed of trust, the purchaser or purchasers may organize a corporation for the continuation, operation, ownership and management of the same, and such corporation, when organized, may acquire from such purchaser or purchasers, and shall have and be entitled to exercise, the same rights, privileges and franchises as have been granted to or acquired by the former corporation; and shall be subject to all limitations, restrictions and liabilities imposed upon it; and in addition thereto shall be subject to all the provisions of this Article.†

* Hanson vs. Little Sisters, 79 Md. 434.

† See Art. 23, sec. 294, as to Railroads.

1908, ch. 240, sec. 79. 1910, ch. 53.

104. Nothing in this Article shall be construed to affect the provisions of the Baltimore City charter or to repeal or change any of the existing taxing laws of this State, except so far as the same are hereby specifically changed; or to repeal or to change any of the public local laws of this State other than taxing laws; or to authorize any corporation now incorporated or hereafter to be incorporated to exercise any franchise for the furnishing of light, heat or electric power within the City of Baltimore unless thereunto specifically authorized by the Mayor and City Council of Baltimore, and nothing herein shall release any corporation from the payment of any tax or the performance of any obligation to the State or to any county or city therein due or existing on the first day of June, in the year nineteen hundred and eight (1908), or affect or change the remedy provided for the collection or enforcement of the same. Nothing herein shall release, affect or impair the rights of any creditor or creditors of any corporation or the obligations or liability of any corporation or of any stockholder or of any corporate office existing on the said first day of June, in the year nineteen hundred and eight (1908) or the remedies to enforce or protect the same.*

1916, ch. 596, sec. 17.

104A. Nothing in this Act shall be construed to affect the existence of any corporation existing on the first day of June, in the year 1916, or to impair the validity of any corporate Act done or performed in accordance with the pre-existing law; and nothing in this Act shall release any corporation from the payment of any tax or the performance of any obligation to the State or to any county or city therein due or existing on the first day of June, in the year 1916, or affect or change the remedy provided for the collection or enforcement of the same; and nothing in this Act shall release, affect or impair the rights of any creditor or creditors of any corporation or the obligations or liability of any corporation or of any stockholder, or of any corporate officer existing on the said first day of June,

*Hall vs. Hughes, 119 Md. 487; Bittendorf Co. vs. Field, 114 Md. 487; Pittsburgh Steel Co. vs. Baltimore Equitable Society, 113 Md. 77.

in the year 1916, or the remedies to enforce or protect the same.*

1904, art. 23, sec. 93. 1888, art. 23, sec. 85. 1868, ch. 471, sec. 77.

105. Every corporation formed under the provisions of this Article shall be subject to any and all provisions and regulations which may hereafter, by any change in or amendments of the laws of this State, be made applicable to such corporation.†

Regulation of Safe Deposit, Trust and Security Companies.

1904, art. 23, sec. 94. 1892, ch. 109, sec. 85A. 1910, ch. 219.

106. Every safe deposit, trust, guaranty, loan and fidelity company or association incorporated under any law of this or any other State, district or territory, the United States or any foreign country receiving money on deposit or assuming any obligations in this State, shall semi-annually on the last business days of June and December, respectively, or within ten days thereafter, in each and every year, make a full report in writing of the affairs and condition of such corporations at the close of business on the last days of June and December, respectively, in each year, to the Treasurer of Maryland, verified by oath, in such form and by such officers of said respective corporations as said treasurer may designate, and such report shall state the amount loaned upon bond and mortgage together with a list of such bonds and mortgages, and the location of the mortgaged premises, as have not previously been reported, and also a list of such bonds and mortgages previously reported, as have since been wholly or in part paid, and the amount of such payments respectively; the cost, par value, and estimated mar ket value of all stock investments, designating each particular kind of stock; the amount loaned upon the pledge of securities of whatsoever kind,with a statement of the securities so pledged and held as collateral for such loans; the amount invested in real estate, giving the cost of the same; the amount of cash on hand

Chapter 586 of the Acts of 1916, which affects so many provisions relating to the creation, management, control and dissolution of corporations, and which amends Articles 9, 10, 23 and 81, contains the provisions above stated without noting its place of insertion.

† See Constitution, Art. 3, sec. 48.

and on deposit in bank, or wheresoever else, with the name of such banks or places of deposit, and the amount deposited in each, and such other information as the said treasurer may require; such report shall also state all the liabilities of such corporation, the amount due depositors, which shall include any dividend to be credited to them and any other debts or claims against such corporation, which are or may be a charge upon its assets. And the said treasurer may require that a like report, either wholly or in part, as to the particulars aforesaid, be made to him at any other time by any such corporation aforesaid within such period as he may designate.*

1904, art. 23, sec. 95. 1892, ch. 109, sec. 85B. 1910, ch. 219.

107. It shall be the duty of said treasurer, yearly, either personally or by some competent person or persons, to be appointed by him, to visit and examine every such corporation having an office or place of business in this State, required by Section 106 to report as aforesaid. The said treasurer and every such examiner shall have power to administer an oath to any person whose testimony may be required in the prosecution of any such examination, and all books and papers which it may be deemed necessary to examine by the treasurer or examiner by him appointed shall be produced. The expenses of every such examination, not to exceed twenty-five dollars, shall be paid by the corporation so examined. Whenever such examination shall be made by the treasurer personally, or by one or more of the regular clerks in his office, no charge shall be made for such examination, but only for necessary traveling and other actual expenses incurred by such examination.

Ibid, sec. 96. 1892, ch. 109, sec. 85c. 1910, ch. 219.

108. On every such examination, inquiry shall be made as to the condition and resources of the corporation generally, the mode of conducting and managing its affairs, the action of its officers, directors, managers, and those having charge of its business conduct, the investments of its funds, the safety and prudence of its management, the security afforded to those by whom its engagements are held and whether the requirements

Thomas vs Penniman, 105 Md. 475; Murphy vs. Wheatley, 100 Md. 362; Coulbourne Bros. vs. Boulton, 100 Md. 350.

of its charter and of the law have been complied with in the administration of its affairs.

1904, art. 23, sec. 97. 1892, ch. 109, sec. 85D. 1910, ch. 219.

109. If it shall appear to the said treasurer from any such examination, as hereinbefore provided for, that any of said corporations has violated its charter, or the law pertaining to the same, or is conducting business in an unsafe or unauthorized manner, he shall, by an order under his hand and seal of office, addressed to such corporation, direct the discontinuance of such illegal or unsafe practices and require said corporation to act in conformity with the requirements of its charter and of law, and insist upon safety and security in its transactions; and whenever any such corporation shall refuse or neglect to make such report as hereinbefore required, or to comply with any such order as aforesaid; or whenever it shall appear to said treasurer that it is unsafe or inexpedient for any such corporation to continue to transact business, he shall communicate the facts to the Attorney-General, who shall thereupon be authorized to institute such proceedings against any such corporation as are now or may hereafter be provided by law. 1912, art. 23, sec. 110. 1904, art. 23. sec. 98. 1892, ch. 109, sec. 85d. 1896, ch. 160, sec. 85E. 1912, ch. 194, sec. 98.

110. Every such corporation transacting as part of its business the security or guarantee business shall, within six months from the 2d of April, 1896, and from time to time thereafter, if need be, transfer and assign to the said treasurer registered public stock of the United States or of the State of Maryland, or of Baltimore City, or the bonds of any county or municipal corporation of this State, which shall be approved by said treasurer to the amount in value of one hundred thousand dollars, and said amount shall be at all times maintained by said corporation; which stock must be registered in the name of said treasurer, officially, as held in trust under and pursuant to this section, and the same shall be held by said treasurer in trust as security for all the holders of policies or guarantees of said corporation; provided, however, that no such corporation incorporated under any law of any other State, district or territory, the United States or any foreign country, shall be required to make the deposit above set forth with the Treasurer

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