Chap. 71.—An ACT to amend the charter of the old dominion building and
loan association of Richmond, Virginia, granted by the judge of the cir-
cuit court of Richmond, Virginia, in vacation, January 18, 1890, as amended
by the order of the circuit court of the city of Richmond, entered August
1, 1890, and to change the name of the said corporation, and to grant it
the power of a trust, guarantee and safe deposit company.

Approved January 17, 1900.

1. Be it enacted by the general assembly of Virginia, That the charter
granted the old dominion building and loan association of Richmond,
Virginia, by the judge of the circuit court of the city of Richmond,
in vacation, January eighteenth, eighteen hundred and ninety, and
amended by the order of the said circuit court of the city of Richmond.
Virginia, entered August first, eighteen hundred and ninety, be amended
sO as to read as follows:

. That J. Taylor Ellyson, Norman V. Randolph, John B. Purcell,
John ‘Ss. Ellett, Frank T. Sutton, and such persons as are now stock-
holders of the old dominion building and loan association, and such
rersons as they may hereafter associate with them, be, and they are
nereby, constituted a body politic and corporate, under the name and
style of the old dominion trust company, and by this name and style it
shall have perpetual succession, the right to contract and be contracted
with, sue and be sued, plead and be impleaded, have a common seal,
which it may alter at its pleasure, and all the other rights, powers, and
privileges pertaining to corporations of like character under the laws
of Virginia. And all of the acts heretofore done by the old dominion
building and loan association, and all contracts made by it under its
charter, so far as they do not violate the usury and other laws of the
commonwealth be, and the same are hereby, confirmed and validated.
On all contracts heretofore made it may sue and be sued in either its
old or its new name.

§ 2. The office of the said company shall be located in the city of
Richmond, Virginia, with the power to establish such branch offices in
other cities and towns, in this and other states, as may to the board of
directors seem proper and advantageous. The officers and directors of
the said company shall be the same as now compose the officers and
directors of the old dominion building and loan association, and they
shall hold office until the next regular annual meeting of the stock-
holders of the old dominion building and loan association on the last
Tuesday in January, nineteen hundred. The board of directors shall
he elected annually by the stockholders, and the president shall be elected
by the directors from their number. The said board may appoint from
its members an executive committee, or such other committees as it may
see fit, and may delegate to said committees such duties and powers as
may be deemed expedient and proper. The said board may also appoint
a secretary and treasurer, 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 sunject to the control of the said board, and
hold their offices during their pleasure.

§ 3. The capital stock of the company shall be not less than five hun-
dred thousand dollars ($500,000.00), and not more than one million
($1,000,000.00), to be divided into shares of one hundred dollars
($100.00) each.

§ 4. In addition to the above stock the said corporation shall have the
right to issue instalment stock on the building fund plan upon such
terms and conditions as may be provided in its by-laws. To enforce the
payment of dues on such instalment stock the company shall have the
right to charge such fines as may be fixed by the by-laws. The company
may grant to the holders of such stock the right to withdraw before the
maturity of their stock, but in the event of such withdrawal such holders
shall receive only so much of the money paid in by them and such share
of the profits as may be prescribed by the by-laws of said company. This
stock shall not be included in the capital stock required to be stated on
the certificate of stock by section eleven hundred and forty-eight of the
code of Virginia, but such section shall be considered as complied with by
stating the capital represented by its fully paid up stock provided for in
the previous section.

§ 5. The capital stock of said company shall be invested in bonds,
notes, or other evidences of debt, secured by deed of trust or mortgage
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
Virgimia, known as the Riddleberger bonds, or bonds of subsequent
issue of the state of Virginia, or bonds of counties. cities, and towns
within this state, or the stock of other incorporated companies, or in
real estate, and the erection of suitable buildings thereon, as in the
discretion of the directors shall seem best.

< 6. The said company shall have power to receive money in trust
or on deposit, and accumulate the same at such legal rate of interest as
mav be obtained or agreed on, or to allow interest not exceeding the
legal rate; to accept and execute trusts of very description (as fully as
a natural person could) which may be committed to said company by
any person or persons whatsoever, or by any corporation, or by order or
decree of authority of any court of record, upon such terms as may be
agreed upon, provided, or declared in regard thereto: to act as agent for
the purpose of issuing, registering, or countersigning certificates of stock,
bonds, or other evidences of debt of anv state, corporation, association,
municipality, or public authority, on such terms as may be agreed upon:
to lease and rent real estate, and collect rents from the same: to accept
from and execute trusts for married women in respect to their separate
property or estate, whethef real, personal, or mixed, and to act as agent
for them in the management, sale, and disposition of their properties.

& 7. That in all cases where an application may be made to any court
having jurisdiction to appoint a curator, guardian of an infant, com-
mittee of an idiot, or insane person, administrator of any person dying
testate or intestate, trustee or receiver, such court shall have power to
appoint said company as such curator, ‘guardian, committee, administra-
tor, trustee, or receiver, upon the like application that any natural per-
son might be so appointed; and it shall be lawful for any person, by
deed, will, or other writing, to appomt said company a trustee, executor,
guardian, assignee, or receiver, and as such executor, guardian 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 he suliject to all the obligations and liabilities of

natural persons acting In like capacity. Whenever an oath is required
upon qualification in any oflice or position of trust mentioned in this
act, or whenever it is necessary for the said company to give a bond, such
oath may be made, or such bond be given, by an ollicer or authorized
agent of the said company.

§ 8. Whenever the said company shall be appointed to any place of
trust enumerated in the last foregoing sections, or whenever deposits of
money or valuables of any 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 shall be absolutely liable therefor, and no other security shall be
required from it on the execution of the bond required where one is
now required of any natural person acting in any such capacity. And in
case of a dissolution of said company by any order or decree of any
court, or otherwise, the debts, dues, obligations, or moneys due from
said company in its fiduciary capacity as aforesaid shall have preference.

§ 9. That it shall be lawful for an individual, executor, administra-
tor, guardian, committee, assignee, trustee, receiver, public officer, or
other persons having the custody of any bonds, stocks, securities, moneys,
or other valuables to deposit the same for safe-keeping with said company.

§ 10. That every court wherein said company shall be appointed, or
shall be allowed to qualify as guardian, executor, administrator, com-
mittee, trustee, or receiver, 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 com-
pany was a natural person.

§ 11. That said company is authorized to invest money 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 other-
wise 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, certificates
of indebtedness, stock of incorporated companies, notes, loans, bonds
of the United States, or of any city, county, or of any corporated com-
pany, or individual; to acquire by purchase the entire assets of other
incorporated companies, and to pay for the same in cash or issue in
payment therefor in whole or in part, as may be agreed, the stock or
bonds of the company.

§ 12. That any officer or employee of said company who shall apply
any of the deposits of any kind of the said company to his own use, or
to the use of any person or persons not entitled thereto, shall be deemed
guilty of embezzlement, and upon conviction thereof shall be punished
by imprisonment in the penitentiary for a term of not less than one
or more than five years, and shall be responsible in any suit at law for
injury, loss, expenses, or damages incurred by reason of its prosecution
or in consequencé of said act, either to the company or to any party
aggrieved, damaged, or injured thereby.

S 13. That the said company shall be, and is hereby, authorized and
empowered to insure the fidelity of persons holding places of trust or
responsibility, 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
co 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
ease the capital stock of the eaid company shall be taken and con-
sidered as sufficient 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 made or given for that purpose: provided,
that this company shall not be authorized by anything in this act con-
tained to endorse the bond or become security for the faithful perform-
ance of the duty of any public officer, unless such privilege is granted to
some other company either by general or special act, in which case this
company is to have like privileges and powers; but the said company may
pecome surety on the bonds of fiduciaries.

s That said company shall have power to guarantee, endorse, and
secure the payment and punctual performance and collection of notes,
debts, bills of exchange, contracts, bonds, accounts, claims, rents, annui-
ties, mortgages, choses in action, evidences of debt, certificates of
property of value, checks and the title to property, indebtedness of
companies, partnerships, cities, counties, municipalities, et cetera, in this
state, on such terms or commissions as may be agreed upon or estab-
lished by said company and the parties dealing therewith; and in the
event of the failure of its principal to perform any contract guaranteed
by it, said company shall have the right to perform said contract itself,
if it deem it advisable to do so.

$15. That said company may receive upon storage, deposit, or other-
wise, merchandise, specie, plate, stock, promissory notes, certificates and
evidences of debts, contracts, and of other personal properties what-
soever; take charge and custody of real and personal estates and securi-
ties, and advance money thereupon on such terms as may be established
or provided by said company; that in all cases in which public officers
of municipal or private corporations are authorized to deposit money,
stock, bonds, or evidences of debt, such deposits by such oflicers or cor-
porations may be made with such company.

$16. That the said company is authorized to make, execute, issue,
and deliver in the conduct of its business all papers, powers of attorney.
receipts, certificates, vouchers, bonds, notes, and other contracts and
writings, by and for anv oflicer or agent of the company having authority
to act, either under reculations 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
oflicer authorized to take acknowledements of deeds.

£17. The said corporation shall have all powers and be subject to all
the restrictions imposed on building and loan associations by the act of
assembly approved March first, eighteen hundred and ninety-four, en-
titled “an act to define the power and limitations of building and loan
associations,”’ and acts amendatory thereof until said act is repealed.

§ 18. That the said company shall be taxed in the same manner as
banks and trust companies are taxed, and not under the law prescribing
taxes for building and loan associations, and shall pay all of its taxes
and assessments, due or to become due, in lawful money of the United
States, and not in coupons.

$19. This act shall become operative as soon as the charter hereby
granted is accepted by a majority vote of the stockholders at any meet-
ing thereof.