Chap. 303.—An ACT to incorporate the Interstate Finance and Trust Company.

Approved March 25, 1902.

1. Be it enacted by the general assemblv of Virginia, That R. A.
Ayers, Patrick Hagan, C. F. Flanary, John M. Johnson, E. M. Fulton,
W. A. Ayers, L. O. Petit, J. B. Ayers, and R. P. Barron, and such other
persons as they may associate with them, and their successors, be, and
they are hereby, made a body politic and corporate by the name of Inter-
state Finance and ‘Trust Company, and by that name shall have perpet-
ual succession and a common seal, and shall be entitled to all the rights
conferred, and subject to all the restrictions imposed, by the laws of Vir-
ginia so far as the same are applicable and not inconsistent with this act.

2. The capital stock of the company shall be fifty thousand dollars,
divided into shares of the par valuc of one hundred dollars each, and the
circuit court of Wise county shall have authority to increase the said
capital stock upon application of said company made pursuant to section
eleven hundred and forty-five of the Code of Virginia. The stockholders
shall elect a president, secretary, treasurer, and not less than six direc-
tors in addition to the president, who shall ex-officio be a director of said
company.

The officers and directors shall serve for such terms as may be fixed by
the rules and regulations of the company, and thereafter until their suc-
cessors are elected. The board of directors may appoint an executive
committee from its members, which shall have and exercise all the powers
of the board of directors when it is not in session.

Every stockholder shall be entitled to cast one vote for each share of
stock held by him in all meetings of the stockholders, and no stockholder
shall be held personally responsible for more than any unpaid balance
due upon the shares held by him. The general assembly may alter or
amend this charter at any time.

3. The company hereby created is authorized and empowered to en-
gage in business of banking, and shall have and exercise all the rights,
powers, and privileges conferred upon banks by the laws of Virginia,
and in addition thereto shall have power to guarantee, endorse, and secure
the payments and punctual performance and collection of notes, debts,
bills of exchange, contracts, bonds, accounts, claims, rents, annuities,
mortgages, choses in action, evidences of debt, certificates of property of
value, checks, and the title to property, indebtedness of companies, part-
nerships, citics, counties, and municipalities in this State, on such terms
or commissions as may be agreed upon or established by said company
and the parties dealing therewith. The said company is authorized to
invest moneys received in trust on deposit, loan, or otherwise, and to
take, have, and hold estate, real, personal, or mixed, obtained with the
money aforesaid or with money belonging to said company, and to sell,
grant, mortgage, or otherwise encumber, lease, or dispose of the same,
and to that end may execute all deeds or other instruments concerning
the same; to deal in exchange, forcign or domestic securities, mortgage
lands, certificates of indebtedness, stock of the corporated companies,
notes, loans, bonds of the United States or of any city, county, or of any
corporated company or individual.

4. The said company may receive upon storage, deposit, or otherwise,
merchandise, specie, plate, stocks, promissory notes, certificates, and evi-
dences of debt, contracts, and all other personal properties whatsoev er:
take charge and custody of real and personal estates and securities, and
advance money thereupon on such terms as may be established or ap-
proved by said company. It shall be lawful for the said company to
sell at public auction or private sale, in its discretion, all property of
what kind soever mentioned or specified in any contract or agreement
between the company and other parties after ten days shall have elapsed
from the time of maturity of an obligation under said contract or agree-
ment, or immediately upon the discovery of any fraud, misrepresenta-
tion, or concealment, in regard to the ownership or otherwise, which
might jeopardize the rights of the company or its security after five days’
advertisement of the time and place of sale in some newspaper published
in the vicinity of the principal office of the company, and to reimburse
itself out of the proceeds of stich sale for the money duce it with interest,
storage costs, and charges, and to indemnify itself for any loss it may
have sustained by the non-fulfillment of such contract, or by reason of
said misrepresentation, fraud, or concealment.

5. That in all cases in which municipal or private corporations are au-
thorized to deposit money, stocks, bonds, or evidence of debt, such de-
posits by such corporations may be made with said company.

6. In all cases when an application may be made to any court having
jurisdiction to appoint a curator, guardian of an infant, committee of an
idiot or insane person, administrator of any person dying testate or
intestate, trustee, receiver, or special commissioner, such court shall
have power to appoint said company as such curator, guardian, commit-
tee, administrator, trustee, receiver, or special commissioner upon the
like application that any person might be so appointed; and it shall be
lawful for any person by deed, will, or other writing to appoint said
company a trustee, executor, guardian, or receiver, and as such executor,
guardian of an infant, committee of an idiot or insane person, admin-
istrator, trustee, executor, receiver, or special commissioner, said com-
pany may lawfully act, and as such shall be subject to all the obliga-
tions and liabilities of natural persons acting in like capacities. When-
ever an oath is required upon qualification in any office or position of
trust mentioned in this act, or whenever it is necessary for the said com-
pany to give a bond, such oath mav be made or such bond may be given
by an officer or authorized agent of the said company.

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i. That every court wherein said company shall be appointed or shall
le allowed to qualify as guardian, committee, executor, administrator,
trustee, receiver, curator, or special commissioner, or in which it is made
the depository of moneys or other valuables, shall have power to make all
orders and compel obedience thereto, and require said company to render
all accounts which such court might lawfully make or require if such
company was a natural person.

8. Whenever the said company shall be appointed to any place of trust
hereinbefore enumerated, or whenever deposits of money or valuables of
anv kind shall be made with said company,:the capital stock and its
property and effects shall be taken and considered as security required by
law for the faithful performance of its duties, and no other security
shall be required from it on the execution of the bond required where one
iz now required of any natural person acting in such capacity. It shall
be lawful for any individual, executor, administrator, guardian, commit-
tee, receiver, assignee, trustee, or other persons, except public officers,
having the custody of any bonds, stocks, securities, moneys, or other
valuables to deposit the same for safe-keeping with said company.

9. The said company shall be, and it is hereby, authorized and em-
powered to insure the fidelity of persons holding places of trust or re-
sponsibility, or of any corporation, company, person, or persons what-
soever, to endorse for and to enter security, or become the security for
the faithful performance of any trust, duty, contract, or agreement; to
go upon any bond for appeal, or to go upon any injunction, attachment,
or other bond required by law of any person, and in every such case the
capital stock of the said company shall be taken and considered as suffi-
cient security therefor: provided, on examination of the officers and
affairs of the said company, or otherwise, the court shall be satisfied of
the sufficiency of said company, and its property and effects shall be liable
as aforesaid ; and it shall be lawful for the said company to stipulate and
provide for indemnity from the parties aforesaid for whom it shall so
become responsible, and to enforce any bond, contract, agreement, pledge,
or security given for that purpose.

And this company is hereby authorized to become surety for the faith-
ful performance by any public officer of the duties of his office, and may
become surety on the bonds of all fiduciaries, and may take indemnity
against liability on all such bonds.

10. The main office of the company shall be located in the town of
Big Stone Gap, Wise county, Virginia; but it shall be lawful for said
company, by its agents, to receive deposits and pay the same at such
other place or places as it may determine, and to do such other acts as
the board of directors may authorize.

11. The said company is authorized to make, execute, issue, and de-
liver, in the conduct of its business, all papers, powers of attorney, re-
ceipts, certificates, vouchers, bonds, notes, and other contracts and writ-
ings by and through any officer or agent of the company having authority
to act, cither under regulations adopted by the board of directors or other-
wise. A power of attorney conferring authority on any agent of the
company shall he deemed duly proved if acknowledged before any officer
authorized to take acknowledgments of deeds.

The said company may make and ordain such by-laws, rules, and regu-
lations as may be necessary, suitable, or convenient for the prosecution of
its business.

12. Nothing in this act shall be construed to exempt said company
from the payment of any license tax provided by law in each of the
different classes of business in which it may engage, and all taxes and
charges against it on behalf of the State shall be paid in lawful money,
and not in coupons.

13. This act shall be in force from its passage.