Chap. 552.—An ACT to amend and re-enact section 3854 of the Code of Virginia
as heretofore amended by an act approved March 24, 1922. (S B 221]

Approved March 29, 1926.

1. Beit enacted by the general assembly of Virginia, That section
thirty-eight hundred and fifty-four of the Code of Virginia as hereto-
fore amended by an act approved March twenty-fourth, nineteen
hundred and twenty-two, be amended and re-enacted so as to read as
ollows:
Section 3854. List of officers to be certified to clerk of court, and
led open to inspection; fee for filing; non-resident officers, etcetera;
tO appoint attorney-at-law upon whom process may be served; service
of process in proceedings by or before the State corporation com-
mission; penalty for failure—Every corporation incorporated under
the provisions of this chapter and of chapters one hundred and fifty
and one hundred and fifty-one, and every corporation of the same or
similar general class or nature heretofore incorporated by the general
assembly or under the laws of this State, shall, after each annual
meeting of its stockholders certify to the clerk of the court wherein its
charter is recorded, a list of the officers and directors of such corpora-
tion elected at said annual meeting, and it shall be duty of the said
clerk to keep a file of such certificates, which shall be open to public
inspection; and the clerk of such court shall be entitled to a fee of
twenty-five cents for filing such certificate, to be paid by the said
corporation; and every such corporation, all of whose officers and
directors are non-residents of the city or county in which its principal
office is located, shall, before commencing to do business, by written
power of attorney, appoint some practicing attorney-at-law residing
in the city or county wherein the principal office of said corporation
is located, its attorney or agent upon whom all legal process against
the corporation may be served, and who shall be authorized to enter
an appearance in its behalf. Such power of attorney shall be recorded
in the clerk’s office wherein the charter is recorded. Such power of
attorney shall remain effective until lawfully revoked, and when law-
fully revoked a new power of attorney to the same or some similar at-
torney shall be immediately executed and recorded. A duplicate of
such power of attorney shall be filed with the clerk of the State corpora-
tion commission. Written notice of the resignation of the attorney or of
the voluntary revocation of such power of attorney by the corporation
shall be forthwith filed in the clerk’s office wherein it is recorded, and
the clerk shall note such resignation or revocation on the margin of the
page of the book wherein the power of attorney is recorded, and be
entitled to a fee of twenty-five cents therefor, and until this is done
such revocation shall be ineffective and the original power of attorney
shall remain effective. If there be no such attorney in fact in office
residing in such county or city or if for any reason such attorney in
fact be not subject to personal service then all legal process against
such corporation may be served upon the clerk of the court of such
county or city wherein is such principal office, having jurisdiction of
the suit, action or proceeding, and in case of any proceeding by or
before, or at the instance of the State corporation commission and or
tor the enforcement of any penalties herein provided, or provided by
any other sections of the Code, whether any attorney in fact has been
appointed and is subject to service or not, legal process against such
corporation may be served upon the clerk of the circuit court of the
city of Richmond.

When process or notice is so served under the provisions of this
act upon the clerk of the court of the county or city wherein is located
the principal office of the corporation or upon the clerk of the circuit
court of the city of Richmond and in all other cases in which. under
the laws of this State heretofore or hereafter enacted, service of process
or notice against a corporation may be upon the clerk of any court of
this Commonwealth, such clerk upon whom such process or notice is
served shall forthwith mail a copy of such process or notice to the de-
fendant or defendants therein named at such address, if any, as may
have been filed with the State corporation commission of Virginia as
the principal office or place of business of such corporation and such
clerk shall certify in the papers in the cause the fact of mailing such
process or notice and the address to which it was mailed or that no
such address is on file and such process or notice when so served and
certified to have been so mailed, or if no such address has been filed,
the service as herein provided alone, shall constitute personal service
and authorize a judgment or decree in personam against such corpora-
tion, and the obtaining of a charter or amendment by a domestic
corporation, and the continuing to exercise the franchises under such
charter or any amendment theretofore obtained, shall constitute a
consent on the part of any such corporation served with process under
the provisions of this or any similar act, heretofore or hereafter
enacted, to jurisdiction in personam.

Any such corporation failing to comply with the provisions of this
section within sixty days after its annual meeting shall be fined not
less than ten dollars nor more than one hundred dollars, and each
day’s continuance of such failure may be construed to be a separate
offense under this section, such fine to be imposed and enforced by the
State corporation commission, with right of appeal to the supreme
court of appeals; and if any such corporation shall be in default for
more than six months in complying with the provisions of this section,
the State may proceed against such corporation by writ of quo warranto
or information in the nature of a writ of quo warranto, for the vacation
and forfeiture of its charter, and upon judgment in such proceedings
against any such corporation, its charter shall thereafter be vacated
and forfeited. Such proceeding shall be instituted and prosecuted by
the attorney general, at the request of the State corporation ‘com-
mission.

2. For mailing the process or notice and making of certificate of
such mailing or of the inability to secure the proper address for mailing,
the clerk of any court subject to the provisions of this act, as amended,
shall be entitled to a fee of one dollar to be advanced by the plaintiff
and to be taxed as a part of the costs in the proceeding, and service of
process or notice shall not be deemed to be complete until return has
been made of the certificate by the clerk upon whom the process or
notice is served to the clerk’s office of the court in which the proceed -
ing is instituted.