Chap. 134.—An ACT to incorporate the Surry, Sussex and South-
ampton Railway.

Approved February 16, 1886.

Be it enacted by the general assembly of Virginia, as fol-
lows: That George S. Richardson, Richard T. Waters, John
W. Smith, John P. Moore, Marion T. Hargis, Francis E. Wa-
ters, and such other persons and corporations as may be asso-
ciated with them, shall be and they are hereby constituted and
declared to be a body politic and corporate, by the name, style
and title of Surry, Sussex and Southampton Railway, and by
that name shall have perpetual succession, and shall be capable
of suing and being sued in all courts of law and equity. Said
company may have and use a common seal, which it may alter
or renew at pleasure; and may make and adopt ordinances,
by-laws and regulations, not inconsistent with the provisions of
this act, the laws of this state, or of the United States, for the
government of its officers and agents, and the proper conduct
of its affairs.

2. That the company,created by this act shall be and it is
hereby authorized and empowered to locate, construct, main-
tain, equip and operate a railroad, of one or more tracks, of a
guage of three feet, to commence at an available point on the
James river, within the said county of Surry, and extend thence
by such route, as shall be by it deemed most advantageous,
through the said counties of Surry, Sussex and Southampton,
to such point on the Nottoway river as may be by it considered
most eligible, with power from time to time, and either before
or after the completion of its principal line of railroad, to locate,
construct, maintain, equip and operate such lateral branches
from, or extensions of its said main line not exceeding twenty
miles in length, as may be determined to be expedient, and
with power also to change the said guage and adopt any other
guage whenever it may be advisable so to do. The said com-
pany may commence the construction of its road at any point
or points on its contemplated line, and may equip and operate
the part or parts so constructed with the like effect as if its
whole line was then completed. And said company shall have
and possess all necessary powers for constructing and complet-
ing the works by this section authorized.

3. That the capital stock of said company shall not exceed
five hundred thousand dollars, to be divided into shares of one
hundred dollars each; and whenever two hundred and fifty
shares of said stock shall have been subscribed for, and four
dollars per share shall have been paid thereon, the organization
of the said company may be forthwith completed by the elec-
tion of directors, as hereinafter provided. The said company
is authorized and empowered, from .time to time, to issue its
bonds to such an amount as it may consider necessary for the
purpose of locating, constructing, maintaining, operating and
equipping its said railroad, and all branches and extensions
thereof; and may secure the same by one or more mortgages
or deeds of trust on its railroads, franchises and income, and
the real and personal estate of the said company, or such part
or parts thereof as may be designated in such mortgages or
deeds of trust, respectively.

4. That it may be Jawful for the said company to connect its
line of railroad with that of the Atlantic and Danville railway
company, or with the line of any other railroad which may be
tapped, reached or intersected by the line of railroad of the
said Surry, Sussex and Southampton railway, or any of its
branches or extensions by this act aathorized, upon such terms
and conditions as may be agreed upon by the said last men-
tioned company, and the company owning or controlling the
line of railroad so tapped, reached or intersected; and it shall
likewise be lawful for the said company, by this act created, to
enter into an agreement with the Surry lumber company (a cor-
poration existing under the laws of this state) for the privilege
of using and operating a line of railroad, now operated for lum-
ber purposes, within the said county of Surry, by the last
named company, in case it shall be deemed desirable to do so,
and the two companies can agrée respecting the same.

5. In the construction of its principal line of road, or any
branch or extension, the said company is authorized to acquire
title to a roadway not exceeding one hundred feet in width, and
such additional lands for station or terminal purposes as may
be needed to accommodate its business. The said company
shall also have authority to acquire title to such lands as may
be necessary (not exceeding three acres), at its terminus on the
James river, for the purpose of erecting and maintaining such
docks, wharves and storehouses thereon, as may be suitable
for the accommodation of all classes of steam or sailing craft,
and convenient for the shipping, transporting and storing of
merchandise and other property which is subject to transpor-
tation; and the said company is expressly empowered to ac-
quire title to all such lands by purchase, gift or condemnation.
The said company is likewise authorized and empowered to
own or charter, and run all such vessels, either steam, sailing
or other crafts, as may be necessary to develop or accommo-
date its traffic.

6. The corporation mentioned in section one of this act,
shall have and possess the powers and authority of a president
and board of directors, for the purpose of organization of said
company, and for all other purposes, until a president and
board of directors shall have been chosen as hereinafter pro-
vided. Theacts of a majority of the said corporators shall be
valid, and on all questions for their determination a majority
thereof shall possess the like powers as if all were. present.
When two hundred and fifty shares of stock shall have been
subscribed, and four dollars per share paid thereon, as pro-
vided by section three of this act, the said corporators, or a
majority of them, shall call a meeting of the said subscribers
at such time and place, and upon such notice, as to them shall
seem proper, for the election of a president and board of di-
rectors. )

7. The affairs of the said company shall be managed and
conducted by a board, consisting of a president and four direc-
tors, or such other number of directors as shall be prescribed
by the by-laws. The president and directors shall be chosen by
the stockholders, and the president shall be entitled to a vote
at all meetings of the board. There shall likewise be a vice-
president, to be chosen by the board from their own number;
and a secretary and treasurer (who may be the same person),
and such other officers and agents as the board shall deter-
mine. The duties of the president, vice-president, secretary
and treasurer, shall be defined by the by-laws, and the duties
and responsibilities of all other officers and agents shall be. de-
fined by the board. Annual meetings, for the election of a
president and directors, shall be held at such time and place as
shall be designated by the by-laws. A failure in any year to
hold such meetings, and to elect a president and directors, shall
not work a dissolution of the said corporation, or affect its legal
status or existence; but the president and directors then in office
shall continue therein, with full power and authority, until their
successors shall have been duly elected, and with full power to
fll any vacancy that may exist in their own number, or in the
office of president, by reason of death, refusal to serve, or dis-
ability to perform the duties. At all elections, and on all ques-
tions at stockholders’ meetings, each stockholder shall be en-
‘titled to one vote for each share of stock held by such stock-
holder; and a majority of votes shall be conclusive. The sec-
retary ‘and treasurer, and all subordinate officers, shall be
chosen by the board.

8. The said company, in the construction of its principal line
of railroad, or any branch or extension thereof, shall have (sub-
ject to the provisions of section twenty-five, chapter fifty-six,
Code of Virginia, eighteen hundred and seventy-three, ) the
power to cross at grade, or over or under, any other rail-
road now constructed, or which may he hereafter constructed,
and which may be crossed by its line of. railroad, or any branch
or extension thereof; and also the power to bridge, with suit-
able bridges, any stream which may be crossed by its said line
of railroad, branches or extensions. ©

9. That the said company shall be and is invested with and
possessed of all the powers conferred upon railroad corpora-
tions by the general laws of this state relating to railway com-
panies, and is subject to all the restrictions of the same not in-
coasistent with this act.

10. The said company shall commence work within one year,
and expend within this state at least twenty-five thousand dol-
lars in and about the construction of its road, branches or ex-
tensions, within five years from and after the passage of this
act; or otherwise, the powers, privileges and franchises by this
act granted and conferred, shall cease, determine, and become
null and void.

11. This charter shall, at all times hereafter, be subject to
amendment or repeal, at the pleasure of the general assembly;
and it is agreed that said company takes and accepts this char-
ter of incorporation upon the express understanding and con-
dition that the said corporation will pay all taxes, dues and de-
mands due the state, at any time hereafter, in lawful money of
the United States, and will not tender or pay coupons therefor.

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