Chap. 399.—An ACT to econtirm and extend the charter of the Atlantie Trust and
Deposit Company.

Approved Mareh 29, 1902.

Whereas, by an order of the corporation court of the city of Norfolk,
entered on the nineteenth day of February, in the vear nineteen hundred
and two, a charter of Incorporation was granted to the “Atlantic Trust
and Deposit Company”; and,

Whereas, the incorporators nained therein are desirous of having the
said charter confirmed and extended by the general assembly of a ir-
ginia: therefore,

1. Be it enacted by the general assembly of Virginia, That the said
parties—namely, Robert M. Hughes, C. W. Fentress. Robert J. Bosman,
Flovd Hughes, B. W. Leigh, A. EK. Krise, Peter Wright, TL. Fenerstein,
S. Milner Price, H. I. Page, 8. O. Collins, W. Leigh Williams, II. H.
Trice, R. B. Fentress, Joseph T. Lawless, H. K. Wolcott, and such others
as may now or hereafter be associated with them, and their successors, be,
and they are hereby. constituted a body politic and corporate by and under
the name of the “Atlantic Trust and Deposit Company,” and the said
company is hereby invested with all the powers, rights, and privileges
pertaining to incorporated companies under the laws of this State and of
the United States, and subject. to all the penalties and restrictions now
imposed or which may hereafter be imposed thereon by law, upon the
condition, however, that it shall pay in current money of the United
States, and not in coupons, all its taxes and other demands which may
become due and owing by the said company to the Commonwealth of Vir-
ginia.

2. The said company shall have power to carry on and conduct the
business of a banking, bonding, trust, and deposit ¢ ompanvy in all branches
and departments, and gone rally to have, enjoy, and exercise all the rights,
privileges, and powers, and be subject to all the restrictions conferred or
imposed by the laws of this State on corporations of like character. In
addition to such general powers, it shall have power specially to take.
receive, and hold on deposit. in trust, as security or otherwise, estate—
real, personal, and mixed—United States bonds, securities, and obliga-
tions of States, companies, corporations, and individuals, valuables of ‘all
kinds, jewels, bullion, plate, coin, precious metals, certificates of stock,
deeds, muniments of tithe. and valuable papers of all kinds; also to pur-
chase, collect, adjust, settle, guarantee, underwrite, sell, and dispose of
real estate, ground rents, notes, bonds, securities, valuables, evidences of

debt, and all other things and commodities whatsoever which it shall see
fit to deal in or handle.

3. It shall also have power to accept and execute as fully as a natural
person trusts of any and every description which may be committed or
transferred to it by any person or persons whomsoever, bodies corporate
and politic, upon such terms as may be agreed upon by and between said
company and said person, natural or corporate, or by any court or by the
last will and testament of any natural person, including the power to act
as reeelver, trustee, assignee, commissioner, administrator, executor,
guardian, or committee in any courts of this or other States, subject to
such terms and for such compensation as such courts shall prescribe and
allow; and in all cases, when application shall be made to any court of
this State for the appointment of any receiver, trustee, assignee, admin-
istrator, executor, guardian, or committee of a lunatie, it shall and may
be lawful for such court to appoint the company as such receiver, trustee,
assignee, administrator, executor, guardian, or committee of a lunatic,
and no security shall be required of said company so appointed, unless
the court shall so order.

4. When any court shall appoint the said company as receiver, trustee,
administrator, executor, assignee, guardian, or committee, or shall order
the deposit of money or other valuables of any kind with said company,
the capital stock as paid in, and the assets of the company, shall be taken
and considered as the seeurity required by law for the faithful per-
formance of its duties, and shall be absolutely able in case of any de-
fault whatever. The court, if it deem necessary, may, from time to time,
appoint a suitable person to investigate the affairs and management of
said company, who shall report to such court, and the expenses of such
investigation shall be defrayed by said company, or the court may, if
deemed necessary. cxamine the officers of said company under oath or
affirmation as to the security aforesaid.

5. The said company is further authorized and empowered to receive
and to keep, on storage or otherwise, all valuables, gold, silver, or paper
money, bullion and precious metals, jewels, plate, certificates of stock,
evidences of indebtedness, promissory notes, contracts, deeds, or muni-
ments of title, or other valuable papers of any kind, or any other article
or thing whatsoever, and may take charge and custody of real and per-
sonal estate and securities, and advance money thereon on such terms as
to if may seem proper. It shall be lawful for any court of this State, or
United States court, into which money, stocks, bonds, or other properties
may be paid or deposited, by agreement of parties, or by order, judgment,
or deerce of such courts, to order and direct the same to be deposited with
said company.

6. Any executor, administrator, trustee, receiver, or agent having con-
trol of any bonds, stocks. securities, moneys, or other valuables belonging
to others shall be, and is hereby. authorized to deposit the same with said
company: and in all cases in which municipal or private corporations are
authorized to deposit moneys, stocks, bonds, or evidences of indebtedness,
such deposit by any such corporations may be made with said company ;
and for the complete preservation of all articles or things deposited the
said company may construct, erect, purchase, or lease a suitable building,
and use all other means which may be or may become necessary, and may
maintain and let for hire vaults, safes, and like receptacles, and charge
a reasonable compensation therefor.

7. The company is authorized to invest its capital and the increment
thereof, money received in trust, on deposit or otherwise, other than
such as may be placed with it on safe deposit only, in the funds of the
United States, or in any stock or property whatsoever, and may take,
have, hold, and sell property—real, personal, or mixed. It may loan
money on real estate or other security, and may scll, 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. It may deal
in exchange, foreign or domestic, securitics, mortgages, lands, certificates
of indebtedness, stocks of incorporated companies, notes, loans, bonds of
the United States, or of any State, city, county, or any incorporated com-
pany, or of individuals, and may act for insurance or other companies
doing business in this State. It may borrow and lend money, make and
execute bonds, notes, and evidences of debt, draw and sell bills of ex-
change, and make, execute, and deliver all such papers, conveyances, in-
struments, and obligations as shall be neccessary for the conduct of its
business as a banking, bonding, trust, and deposit institution.

8. The said company shall also have power to act as agent for the pur-
pose of issuing, registering, transferring, or countersigning certificates
of stocks, bonds, or evidences of debt, and may receive and manage any
sinking fund of any State, corporation, association, municipality of pub-
lic authority on such terms as may be agreed upon.

9. The said company shall have power and authority to insure the
fidelity of persons holding places of trust or responsibility in this State,
or any of the other States or territories of the United States, or of the
District of Columbia, or with any corporation, company, person, or per-
sons whatsoever ; to endorse for and enter security, or become the security
for the faithful performance of any trust, duty, contract, or agreement;
go upon any bond for appeal, or on any injunction, attachment, or other
bond authorized by law of any person; and it shall be lawful for the said
company to stipulate and provide for indemnity from the parties afore-
said, for whom it shall become responsible, and to enforce any bond, con-
tract, agreement, pledge, or security made or given for that purpose.

10. This company shall have the rght to conduct the business of a
trust company in all its branches, and to have and exercise all the powers
and privileges incident thereto and necessary therefor. It may buy, sell,
make, draw, discount, or negotiate promissory notes, drafts, bills of ex-
change, bonds, and other evidences of debt, upon such terms as to it shall
seem proper. The said company is hereby authorized and empowered to
lend out its capital, and may receive in payment for its capital stock labor,
material, deposit or otherwise, other than such as may be placed with it
on safe deposit only, under sections five and six of this act, on such se-
curity as said company may determine, and may fix, by its by-laws, the
premiums or bonus at which it will dispose of the money in its treasury.
The said company is authorized to charge and receive, in advance or in
installments, said premiums or bonus, together with legal interest on
loans.

11. The capital stock of the said company shall not be less than fifty
thousand dollars nor more than two hundred and fifty thousand dollars,
to be divided into shares of the par value of one hundred dollars each.
The said stock shall be deemed personal property, and shall be trans-
ferable on the books of the company in the manner prescribed by law or
by the board of directors. The said company may receive in payment for
its capital stock labor, material, stocks, bonds of individuals, firms, or
corporations, or such other thing, right, or value, or contract therefor, as
the board of directors may deem proper. The said company shall have
power to borrow, from time to time, as may be deemed necessary or ex-
pedient, such sum or sums of money as may be necessary for its purposes,
and for such loans to issue its bonds, registered or coupon, debentures,
or other obligations or instruments, payable at such time or times, in such
amounts, and at such rate of interest as the stockholders or board of direc-
tors may determine, and said company may secure such bonds, debentures,
or other obligations by deeds of trust or mortgages on, or pledges or de-
posits of, all or any of its rights, property, or franchises. It shall be law-
ful for the said company, and it is hereby empowered, to subscribe to,
purchase, and own the stock of other corporations, whether of a kindred
nature or otherwise, and to purchase or otherwise acquire, by consolida-
tion or otherwise, the charter and franchise of any other corporation.
And the said company may dispose of its franchises or consolidate with
any other company; and any other corporation heretofore chartered, or
that may be chartered hereafter, is hereby authorized to consolidate with
this company upon terms as may be agreed.

12. The place at which the principal office of said company is to be
kept, and its chief business to be transacted, is to be in the city of Nor-
folk, Virginia, with power to have branch offices in other cities or towns
within or without the State of Virginia as may be deemed expedient by
the board of directors of said company.

13. The officers of said company shall be a president, a vice-president,
secretary and treasurer, general counsel, and a board of directors of seven-
teen members, to consist of the president and vice-president, ex-officio,
and fifteen other members. The said board of directors shall be elected
by the stockholders at the annual meeting of the said company, which
shall be held on the second Wednesday of January of each year, for the
term of one year, to hold office until their successors are duly elected and
qualified. The stockholders shall have the power to create such other
offices and to increase or diminish the board of directors, from time to
time, as may be deemed proper or convenient. The board of directors shall
have all the powers conferred upon such boards by the laws of the State
of Virginia, and shall have, generally, the management and control of
the business affairs of the company, and may fill vacancies in any of the
offices or in their own body.

14. Nothing herein contained shall be construed as repealing, an-
nulling, or restricting any sections or parts of the said court charter not
embodied in this act, and nothing in this act shall be construed as giving
the company the right to charge usurious interest.

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