CHAP. 65.—An ACT to amend section 3876 of chapter 151 of the Code of 1919,
so as to allow members of any such corporations as are referred to in
said section, when physically or otherwise disabled from being present in
person at any meeting called or held for any of the purposes referred to
in said section, to vote by proxy. [S B 69]

Approved February 17, 1920.

1. Be it enacted by the general assembly of Virginia, That section
three thousand, eight hundred and seventy-six of chapter one hundred
and fifty-one of the Code of nineteen hundred and nineteen, be amended
and re-enacted so as to read as follows, viz.:

Sec. 3876. How corporation may sell, exchange, convey, reinvest,
or ee its property ; vote required ; notice; when bonds not to be
issued.

Any corporation chartered under this chapter may sell or exchange,
transfer and convey any of its property—real, personal or mixed,
to promote or advance the necessary objects and purposes of such
corporation, or for the purposes of reinvesting in other property,
real or personal, to be devoted to its objects and purposes, and may
borrow money and issue its notes and obligations therefor, and
secure the payment of the same by deed of trust or mortgage, for the
whole or any part of the purchase price of any real estate purchased by
such corporation, or for the purpose of building or otherwise improv-
ing any real estate purchased by such corporation, or for the purpose
of building or otherwise improving any real estate owned by it, or
for the purpose of paying any debt heretofore or hereafter contracted
to promote or advance the objects or purposes of such corporation.

Before any such corporation shall dispose of or encumber its real
property the same shall be sanctioned by a vote of a majority of the
members of such corporation having voting power present at a meet-
ing of the members called by its board of trustees, directors or man-
agers for that purpose, of which meeting notice, by publication at
least six times a week, for two successive weeks prior to such meeting,
in some newspaper published in the place where its principal office is
located, or having a general circulation therein, or notice in writing
shall be given to each member of the corporation having voting power,
by serving the same on him personally or by mailing it to him ad-
dressed to the postoffice nearest his place of residence as it appears
on the books of the corporation, at least ten days prior to such meet-
ing, which notice shall state the time and place of the meeting and
its object.

lf at such meeting a majority of the members having voting power
present and voting shall vote in favor of disposing or of encumbering
such real estate, or any part thereof, then the board of trustees, direc-
tors or martagers of such corporation shall be authorized and empow-
ered to dispose of such real estate, or to encumber same by deed of trust
or mortgage upon the real estate of such corporation, or any part
thereof, and to execute and deliver, under the corporate seal of such
corporation, all necessary evidences of debt, deeds, conveyances, deeds
of trust, or mortgages, as may be necessary in the premises; but no
bonds shall be issued by any such corporation until after full compli-
ance with the provisions of section one hundred and sixty-seven of
the Constitution of this State, so far as applicable; and in default
thereof, any such corporation shall be subject to all the penalties pre-
scribed in this chapter against corporations for issuing bonds without
first having complied with the provisions of said section of the Con-
stitution.

In any case where it shall be stated by a member having voting
power in the power of attorney appointing his proxy, or be made to
appear to the satisfaction of the meeting in any other way, that by
reason of age, physical infirmities, or for any other cause, such mem-
ber is unable to attend any meeting called or held for any of the
purposes mentioned in this section, such member shall be allowed to
vote at such meeting by proxy appointed in the same manner as is
provided in the cases of stock corporations by section thirty-seven
hundred and ninety-nine of the Code; and the vote by proxy shall have
the same effect as if cast by the member present in person.

2. An emergency existing, this act shall be in force from its
passage. ,