CHAPTER 482

FORMERLY SENATE BILL

NO. 622

AN ACT TO AMEND AN ACT ENTITLED: "AN ACT TO INCORPORATE THE ARTISAN'S SAVINGS BANK" BY CHANGING THE WORD "MANAGERS" TO "DIRECTORS"; BY CHANGING THE WORD "DIVIDENDS" TO "INTEREST"; BY PROVIDING FOR THE NUMBER AND METHOD OF ELECTION OF DIRECTORS: BY PROVIDING FOR THE DESIGNATION AND POWERS OF COMMITTEES AND FOR THE ELECTION OF OFFICERS; AND BY GIVING THE DIRECTORS POWER TO MAKE BY-LAWS FOR THE CORPORATION.

Be it enacted by the General Assembly of the State of Delaware (two-thirds of all the members elected to each house thereof concurring therein):

Section 1. Amend Chapter 63, Volume 12, Laws of Delaware, by striking the word "managers" wherever the same appears therein and substituting the word "directors" in lieu thereof.

Section 2. Amend Chapter 63, Volume 12, Laws of Delaware, by striking the word "dividends" wherever the same appears therein, and substituting the word "interest" in lieu thereof.

Section 3. Amend Chapter 63, Volume 12, Laws of Delaware, by striking Section 2 thereof in its entirety and substituting a new Section 2, which shall read as follows:

2. That the said corporation shall annually on the second Tuesday in February in the City of Wilmington or at such other time or place as the By-laws may appoint, elect by ballot from the members of said corporation not less than thirteen nor more than seventeen Directors, to be divided into three classes; the number in each class, as near a one-third of the total members as possible, to be determined each year at the last meeting of the Board of Directors prior to giving notice to the members of the corporation of the annual meeting; the term of office of those of the first class

to expire at the annual meeting next ensuing; of the second class one year thereafter; of the third class two years thereafter and at each annual election held after such classification and election Directors shall be chosen for a full term to succeed those whose terms expire. The Directors, during their term of office, shall have the sole management and direction of the affairs of said corporation. They shall elect one of their number to be President and elect one or more Vice Presidents, one of whom shall be a Director, and shall also appoint a Treasurer and a Secretary, and such other offices as may be necessary for the conducting of the business of the corporation. The Directors may, by resolution passed by a majority of the whole Board, designate and name one or more committees, each committee to consist of three or more of the Directors of the corporation, which to the extent provided in the By-laws of the corporation shall have and may exercise the powers of the Board of Directors in the management of the business and affairs of the corporation any may authorize the seal of the corporation to be affixed to all papers which may require it. The Directors shall have power to fill vacancies in their own body and to make such By-laws and Regulations for the government of the corporation as they may deem expedient and to repeal or amend the same at pleasure. Provided that no such By-laws or Regulations shall be repugnant to the Constitution or Laws of this State or of the United States.

Approved June 30, 1972.