Chap. 149.—An ACT to Incorporate the Southern Trust and Bankin;
Company.

Ta force March 9, 1872.

1. Be it enacted by the general assembly of Virginia, That
T. M. Logan, George H. Munford, W. H. Haxall, B. R. McAl
pine, Thomas N. Pemberton, Hiram Sibley, William E. Tanner
George E. Munford and Isaac Butts, or such majority of ther
as may organize under this act, with such other persons as they
may associate with them, are hereby created and declared to be
a body politic and corporate, by the name and style of ‘“ The
Southern Trust and Banking Company ” and by that name
may sue and be sued, implead and be impleaded in all the courts
in this state and elsewhere, and have perpetual succession:
may make and use a common seal, which they may alter or re.
new at their pleasure; may appoint officers and agents for the
management of its business; may establish by-laws and regu.
lations, and may do all things necessary and proper to pro-
mote the purposes and objects of its incorporation: provided,
however, that nothing shall be done inconsistent with the laws
of this state or of the Umited States.

2. The said company shall have power to borrow and lend
money upon such terms as the parties to any contract therefor
may agree to; to receive deposits of money, securities or val-
uables; to discount, buy, sell, draw or negotiate bills, notes,
bonds, or other evidences of indebtedness, and to loan or ad-
vance money, securities or credits thereon, or upon a pledge
thereof; to endorse or guaranty the payment, punctual per-
formance or collection of notes, bills, contracts, bonds, accounts,
claims, rents, annuities, mortgages, choses in action, or other
evidences of debt, certificates of property or value, and the
titles of property, real or personal, upon such terms as may be
agreed upon; to make, execute and issue, in the transaction of
their business, all necessary receipts, vouchers, certificates and
contracts, to be signed by the person or persons named for that
purpose in the by-laws of the company; to act as agent or
trustee for any person or state, or public, private or municipal
corporation; to accept and execute any trust committed to it,
including trusts arising under any deed of conveyance or mort-
gage, and to do any and every act necessary and proper for the
faithful execution of any trust imposed upon it, and which it
shall accept; to act as agent for the purpose of issuing, regis-
tering or countersigning certificates of stock, bonds or other
evidences of debt of any corporation, association, municipality,
state or public authority: provided, that nothing herein con-
tained shall be construed as authorizing said corporation to
charge, take or receive for the loan or forbearance of money or
for other thing more than the le,al rate of interest.

3. The said company is also authorized to make, execute and
enforce any lawful contract with any person, persons, corpora-
tion or body corporate, in relation to the storage, deposit, cus-
tody, management or sale of any property, real or personal,
which shall be placed with it or which it shall receive for the pur-
pose of securing any indebtedness or hability to said company or
otherwise, and in case of sale to become a purchaser at such sale,
and to reimburse itself out of the avails of such sale for such
indebtedness or liability, with interest, costs and charges.

4. The capital stock of the said company shall be not less
than one hundred thousand dollars, which may, from time to time,
be increased in the manner provided in the by-laws of said
company to an amount not exceeding one million of dollars,
and shall be divided into shares of one hundred dollars each.

5. The affairs of said company shall be managed by a board
of seven directors, to be elected by the stockholders, who shall
hold office for one year, or until others are elected in their
places. The said directors shall elect one of their number
president, and shall appoint such other officers or agents as
they deem necessary, and prescribe their powers and duties;

Y shall fill any vacancy occurring in the board by death, resigna-
tion or otherwise, prior to any stockholders meeting; and
may prescribe such rules and by-laws as may be deemed
expedient and not inconsistent with the constitution and laws
of this state.

6. Meetings of the stockholders and of the directors shall
be held at such time and place as the by-laws of the company
may, from time to time, designate, and at such meetings of

- stockholders, each stockholder shall be entitled to one vote, in
person or by proxy, for every share of stock lawfully standing
in his name at such period of time prior to the meeting as shal.
be fixed by the by-laws.

7. The principal office or place of business shall be locatec
in the city of Richmond.

8. This act shall be subject to repeal or modification at the

' pleasure of the general assembly, and shall be in force from it:

it passage.