Chap. 202.—An ACT to amend and re-enact Section 3800 of the Code of Virginia,

relating to voting of corporate stock by personal representatives and other
fiduciaries, and to executing proxies. [H 144]

Approved March 11, 1944

Be it enacted by the General Assembly of Virginia:

1. That section thirty-eight hundred of the Code of Virginia be
amended and re-enacted, as follows:

Section 3800. Right of representatives or fiduciaries to vote stock
and to execute proxies.—(a) Any personal representative of a
decedent, any guardian, committee, and any trustee, or fiduciary of any
kind, holding any stock in any corporation, whether incorporated under
the laws of Virginia, or of any other state, shall have the right to vote
such stock at any meeting of the stockholders of the corporation involved.
In any case in which any such stock is held by more than one person in
a representative or fiduciary capacity, the stock shall be voted as de-
termined by the majority of the representatives or fiduciaries, or, if they
be equally divided as to the right and manner of voting same in any
particular case, the vote of the stock shall be divided equally between
them; provided, however, that if only one of any such personal repre-
sentatives or fiduciaries having the right to vote any such stock shall be
present at any meeting of the stockholders such personal representative
or fiduciary shall have the right to vote all of the stock held by such
personal representatives or fiduciaries, not represented by proxy. Any
such personal representative of a decedent, any guardian, committee.
and any trustee, or fiduciary of any kind, may execute a proxy, or
proxies, for the voting of any stock held in such fiduciary capacity,
provided such proxy contains an express direction as to how it shall be
voted.

(b) The foregoing is subject to the provision that in any case in
which the will, trust agreement, or other instrument under which such
personal representative or fiduciary purports to act contains directions
for the voting of stock in any corporation, or for the execution and de-
livery of proxies for the voting thereof, the provisions shall be binding
upon the personal representative or fiduciary involved, and upon the
corporation. if a copy thereof has been furnished the corporation.

2. An emergency exists and this act is in force from its passage.