Chap. 803.—An ACT to incorporate*tthe Dominion building and loan company
of Lynchburg.

Approved March 8, 18%.

1. Be it enacted by the general assembly of Virginia, That C. H.
Lumaden, A. W. Terrill, Stephen P. Halsey, John P. Pettyjohn, Wil-
liam A. O’Brien, William King, junior, Henry P. Adams, 8. T. With-
ers, J. C. Kinnier, John E. Gannaway and J. E. Edmonds, together
with such other persons as may hereafter be associated with them,
be, and they are hereby, created and made a body politic and corpo-
rate by the name of the Dominion building and loan company of
Lynchburg, Virginia, and as such shall be capable in law to pur-
chase, hold and dispose of property, both real and personal; to make
loans on real estate, personal or collateral security, and at such rate
of interest per annum as may be agreed upon; to receive deposits
and savings, and for such objects as may promote the interest of the
company, and for the purpose of enabling persons of limited means
to purchase a homestead for their families. The said corporation
shall have perpetual succession, and power to make, have and use a
common seal, and the same to change, alter and renew at pleasure;
to sue and be sued; plead and be impleaded in any court of law and
equity; to make all deeds, transfers, contracts, conveyances and
grants whatsoever, and to exercise all the powers incident to bodies
politic and eorporate, not inconsistent with the laws of this state or
of the United States.

2. There shall be a meeting of the said corporators at such time
and place after the passage of this act as the persons above named,
or any of five them, shall appoint, for the purpose of choosing
from amongst the voting members a president and vice-president
and nine directors, to manage the affairs of the said corporation for
one year thereafter, and until a new election by the stockholders
shall take place and their successors are duly qualified, and the
members above named, or a majority of them, shall appoint the
judges of the first election, and all subsequent elections shall be
conducted and judges appointed in accordance with the by-laws.

3. The directors, or a majority of them, shall have power to elect
from their body a president and vice-president, and shall have
power to fill all vacancies that may occur in these offices and in
their own body; to appoint such other officers and agents as they may
deem necessary to conduct and execute the business of the said cor-
poration; to fix their compensation and, in their discretion, to dis-
miss them; to take bonds for the said corporation from all or
any of the officers or agents, with security, conditioned in such form
as they shall approve, for the faithful performance of the duties of
such officers or agents, and to secure the said corporation from loss;
to invest the funds of the said corporation as they shall see proper,
and generally to do any other act or acts touching the interests of
the company as they shall deem most safe and beneficial; to admit
members upon such terms as the by-laws may prescribe, and furnish
proof of such admission and of all payments made by such mem-
bers upon their respective shares, whether in advance or otherwise ;
to exclude members when they have not any property in said cor-
poration; and to make all such by-laws as may be necessary for the
exercise of the aforesaid powers, or the powers vested in said cor-
poration, and the same to alter or repeal at pleasure: provided that
such by-laws shall not be contrary to any law of this state or of the
United States.

4, The stock of corporation shall consist of not less than one hun-
dred and fifty nor more than one thousand shares, of the par value
of one hundred dollars each, payable in such instalments as the by-
laws may prescribe. But the by-laws may provide conditions for
the payment of all, or any part thereof, in advance, and may also
prescribe the entrance fee to be paid by such stockholders at the
time of subscribing, and if they see proper may limit the number of
shares which each stockholder may hold at one time; and the cor-
poration shall have power to compel the punctual performance of
all duties to the corporation, and to enforce the payment of all in-
stalments and other dues due the corporation by all parties sub-
scribing to its stock or borrowing money under its contracts, in pur-
suance of its charter and by-laws, by such fines and forfeitures as the
directors may from time to time provide in the by-laws; power to
transfer shares on the books of the corporation without any liability
on the assignor for any instalments or payments thereon accruing
after the date of such transfer. All transfers shall be subject to
such rules, regulations and fees as the charter and by-laws may pre-
scribe; and every member shall have one vote for every share of
unredeemed stock which he may hold at any meeting of stockholders
or election of directors, the payments on which are not in arrears;
and no one shall be eligible as president, vice-president or director
who is not the bona fide owner in his own right of one or more un-
redeemed shares of stock, and upon his ceasing to hold in his own
right unredeemed stock it shall be the duty of the board of directors
to declare his or their office vacant and to fill the vacancy.

5. Any person or persons applying for membership or for stock in
said corporation after the end of one month from the time of incor-
poration may be required to pay for stéck such price as may from
time to time be fixed by the board of directors, in order to place
such new members or stockholders on a footing with the original
members and others holding unredeemed shares at the time of ap-
plication.
6. The corporation shall have power to make loans to members of
the corporation or others, and receive as part of the security for
loans to members their shares, either by way of redemption or hy-
pothecation, as well as to take deeds of trust or mortgages, or any
real, personal or collateral security, conditioned for the repayment
of the loan or advance and the interest on the amount of said loan
until the last payment is made, in such instalments as may be
agreed upon, and for the faithful performance by the parties thereto
of all covenants, stipulations and agreements: provided, however,
that, in case of such hypothecation of stock, no greater sum of
money shall be drawn out by any member than has already been
paid in by him on his shares at the time of such hypothecation; the
property so mortgaged or hypothecated as aforesaid to the corpora-
tion to be kept clear of taxes by the mortgagor. In the case of a
redemption, the shares redeemed shall be canceled; but the mem-
bers so having their shares redeemed shall in nowise thereby be
released from their obligations to perform all the duties they may
have assumed to the corporation, and shall, for failure, be subject to
like fines and penalties as though their shares of stock had not been
redeemed. It shall and may be lawful for the said corporation to
receive in advance the interest on loans, as well as to charge and
deduct, upon the redemption of shares, such premium for the privi-
lege of having them redeemed as may, from time to time, be fixed
by the board or agreed upon between the corporation and the parties
so having their shares redeemed, or to add to the principal sum for
which said shares are redeemed the interest thereon for the period
during which the instalments extend, the whole to be paid in such
instalments aa may be agreed upon.

7. All shares of stock redeemed by the corporation in accordance
with the preceding section, or purchased by it, shall be considered
as redeemed shares, and shall be canceled; and it shall be lawful
for the company to issue an equal number of new shares in their
stead, so that the number of unredeemed shares authorized by this
act may never exceed the number of one thousand unredeemed shares
perpetually. And the member or members of the corporation so re-
deeming the said share or shares of stock shall be entitled to vote at
any meeting of the corporation held for the purpose of electing di-
rectors or for any other purpose: provided, however, that any stock-
holder who may redeem stock to the corporation shall thereupon
have the privilege of subscribing for as many shares of new stock at
the price fixed by the board as he shall have redeemed at that time;
and upon so doing he shall not be deemed to have forfeited any of
his rights enunciated as above in consequence of redeeming the pre-
vious shares.

8. It shall be the duty of the board of directors, at least ten days
prior to the expiration of each succeeding half year, reckoning from
the date of organization of the company, to appoint from the stock-
holders three competent persons to investigate the affairs of the cor-
poration and make a report thereof, which report shall be recorded
on the book of minutes of the stockholders’ meetings, and be at all
times open to the inspection of the stockholders; and thereupon the
board of directors shall, within a reasonable time, declare such divi-
dend of the profits as shall have been made during the preceding six
months as in their discretion they consider to be for the best interest
of the company.

9. The board of directors may establish offices and agencies at such
place or places as they may deem proper, but the annual meetings
shall be held and the principal office shall be located in the city of
Lynchburg, Virginia.

10. Nothing in this act shall be taken or construed to allow the
said corporation to issue any note, token, script, device or other evi-
dence of debt to be used as currency.