Chap. 10.—An ACT to change the name of the Virginia safe deposit and fidelity
company,and to amend and re-enact sections 1 and 9 of an act approved
March 4, 1890, entitled an act to incorporate the Virginia safe deposit and
fidelity company, and also to amend and re-enact sections 2, 3, 5 and 15 of an
act approved January 19, 1892, entitled an act to amend sections 2, 3, 5, 11
and la of an act to incorporate the Virginia safe deposit and fidelity com-
pany, approved March 4, 1890.

Approved December 19, 18983.

1. Be it enacted by the general assembly of Virginia, That sections
one and nine of an act approved March fourth, eighteen hundred and
ninety, entitled an act to incorporate the Virginia safe deposit and
fidelity company, and sections two, three, five and fifteen of an act
approved January nineteenth, eighteen hundred and ninety-two, en-
titled an act to amend sections two, three, five, eleven and fifteen of
an act to incorporate the Virginia safe deposit and fidelity company,
approved March fourth, eighteen hundred and ninety, be amended
and re-enacted so as to read as follows:

§ 1. Be it enacted by the general assembly of Virginia, That James
B. Pace, John P. Branch, Richard B. Lee, Henry R. Pollard, James
H. Dooley, Edward D. Christian, Isaac Davenport, junior, 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 the “Virginia trust company,” which shall hereafter be the
name and style of said corporation in place of the name heretofore
borne by it, and by that name shall have perpetual 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 Virginia, so far
as the same are applicable and not inconsistent with this act.

§ 2. The capital stock of said company shall not be less than five
hundred thousand dollars, nor more than two millions of dollars, to
be divided into shares of one hundred dollars each. The stockhold-
ers shall elect a president and vice-president and a board of direc-
tors, to consist of not less than seven members in addition to the
president and vice-president, who shall be ex officio members of the
board. The number of the directors and the number necessary to
constitute a quorum of the board may he fixed from time to time,
either by the stockholders or under a by-law adopted by the board.
The said directors and the above-named officers of the company shall
serve for one year, and thereafter until their successors are elected,
but shall be subject at any time to removal by the stockholders.
The said board may make and prescribe all rules and regulations
deemed useful or proper for carrying on the business of the com-
pany, not inconsistent with this act, and at their pleasure may re-
peal, alter or amend the same. Such rules and regulations shall be
printed, and, together with this charter, shall be accessible at its
place of business to all persons doing business with the company.
The said board may appoint from 1ts members an executive commit-
tee, or such other committees as it may see fit, and may delegate to
said committees suck duties and powers as may be deemed expedient
and proper. The said board may also appoint a secretary and trea-
surer, and all such other officers and agents as it may think fit, and
may prescribe their duties and powers. All such officers and agents
shall be subject to the control of the said board and hold their offices
during its pleasure. The general assembly reserves the right to
change, alter or amend this charter at any time.

§ 3. The capital stock of said company shall be invested in bonds,
notes or other evidences of debt, secured by deed of trust or mort-
gage upon fee simple or leasehold estate, or otherwise safely secured,
or in securities or bonds of the United States, or the bonds of the
State of Virginia, known as the Riddleberger bonds, or bonds of sub-
sequent issue of the State of Virginia, or bonds of counties, cities
and towns within this State, or in real estate, and the erection of
suitable buildings thereon in which to conduct the business of the
company, as in the discretion of the directors shall seem best.

§ 5. That in all cases where 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 per-
son dying testate or intestate, trustee or receiver, such court shall
have power to appoint said company as such curator, guardian, com-
mittee, administrator, trustee or receiver, upon the like application
that any natural person might be so appointed ; and it shall be lawful
for any person by deed, will or other writing, to appoint said com-
pany a trustee, executor, guardian, assignee or receiver, and as such
executor, suardian of an infant, committee of an idiot or insane
person, administrator, curator, trustee, executor, assignee or receiver,
the said company may lawfully act, and as such shall be subject to
all the obligations and liabilities of natural persone acting in like
capacities. Whenever an oath is required upon qualification in any
oflice or position of trust mentioned in this act, or whenever it is ne-
cessary for the said campany to give a bond, such oath may be made,
or such bond may be given by an officer or authorized agent of the
said company.

§ 9. That 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
funds 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, foreign or domestic, securities, mortgages, lands, certifi-
cates of indebtedness, stock of incorporated companies, notes, loans,
bonds of the United States or of any city, county or of any corporated
company, or individual; but no loan shall be made, directly or in-
directly, to any officer or employee of the said company; and on any
violation of this provision, the parties making or consenting thereto,
either directly or indirectly, shall be liable to said company for the
amount so loaned, and in addition, shall be deemed guilty of a
misdemeanor, and upon conviction thereof shall pay a fine of not
less than five hundred dollars, and shall be imprisoned not exceed-
ing twelve months. But this prohibition shall not apply toany loan
heretofore or hereafter made to any person who is merely a member
of the board of directors or some committee thereof.

§ 15. That the said company is authorized to make, execute, issue
and deliver in the conduct of its business all papers, powers of at-
torney, receipts, certificates, vouchers, bonds, notes and other con-
tracts and writings, by and through any officer or agent of the com-
pany having authority to act, either under regulations adopted by
the board of directors or otherwise. <A power of attorney conferring
authority on any agent of the company shall be deemed duly proved,
if acknowledged before any officer authorized to take acknowledg-
ments of deeds.

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