Chap. 259.—An ACT to incorporate the Virginia and Pennsylvania
Iron and Coal company.

Approved February 24, 1888.

1. Be it enacted by the general assembly of Virginia, That
Holmes Conrad, John Handley, Henry W. Palmer, D. B.
Brainard, and Robert W. Hunter, their associates and suc-
cessors, be and they are hereby created and made a body

, corporate and politic by the name, style, and title of the Vir-
ginia and Pennsylvania iron and coal company, and by that
name and title they shall be known and have perpetual succes-
sion, and be capable of suing and of being sued, implead and be-
ing impleaded, and of receiving, using, holding, granting, and
conveying property, real, personal, and mixed in the state of
Virginia or elsewhere, and of improving the same, by the
proving and opening of mines, by the mining and preparing
for market, or for the said company’s own use and consump-
tion, coal, iron ore, and other minerals, and for erecting and
constructing houses, stores, furnaces, forges, mills, foundries,
manufactories, and such other improvements as the board of
directors of said company, or a majority of them, shall deem
proper, and to manufacture iron and steel, and other metals

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in all shapes and forms, or either of these metals exclusively,
or in combination with other metals, or with wood, and also
to manufacture lumber and wood in all shapes and forms;
and to manufacture coke, glue, paper, hair, leather, cotton,
woolen goods, silk, glass, brick, and such other articles as
may be necessary to carry on the business of the said com-
pany; and also to lease, let, or dispose in fee or otherwise, of
any part of their property, real, personal, and mixed, with or
without improvements, and of all the products and profits of
the same, to sellin such markets and places, and on such
terms as to the said company shall seem advisable.

2. That the capital stock of said company shall consist of
not less than twenty-five thousand dollars, and shall be
divided into shares of not less than five dollars nor more
than one hundred dollars each; and all subscriptions to the |
capital stock shall be paid in such instalments and at such
times as the board of directors may require, and if default be
made in any cash payment, the person or persons in default
shall be liable to pay, in addition to the amount so called for
and unpaid, at the rate of one per centum per month for the
delay of such payment, and the directors, by a majority
vote, may cause suit or suits to be brought for the recovery
of the amount due, together with the penalty of one per
centum per month as aforesaid; and no stockholder shall be
entitled to vote at any election or at any meeting of the
stockholders on whose share or shares any instalment or
arrearages may have been due and unpaid for the period of
thirty days immediately preceding such election or meeting;
and said capital stock may also be paid in property, real,
personal, or mixed, or in labor, in whole or in part, of the
par value of such stock, or in securities of the market value
of such stock at par. The shares of the capital stock of said |
company may be transferred on the books of the company,
in person or by attorney, or by simple endorsement on the
back of such share or shares, or otherwise, as the majority of
the directors of said company may direct. The amount of.
the capital stock may be increased or diminished at any reg-
ular meeting of the board of directors, and said company |
may redeem, from time to time, one or more shares of said
capital stock, at the market value of the same; the par value
of the shares thus redeemed shall not exceed, in any one
year, five hundred thousand dollars, and may reissue. for
cash or property, a like number of shares in place of the
stock thus redeemed from time to time: provided that at no
time shall the capital of said company be reduced to less
than twenty-five thousand dollars, nor shall said capital be
increased to more than twenty-five million dollars.

3. The said company shall have the right to fix the num-
ber of directors by their by-laws, a majority of whom shall
be a quorum, one of whom shall be president, and they shall
hold their office until their successors shall be duly elected;
and said directors may elect or appoint, and remove at will,
such other officers and agents, from time to time, as the
by-laws of said corporation may direct. The said company
shall, and they are hereby authorized to make such by-laws
to enable them to carry on the business of the said corpora-
tion as they may deem proper, and alter and amend the same
at pleasure, but no by-law shall be made contravening the
constitution of the state, or of the United States.

4. That said corporation may adopt a corporate seal, and
alter the same, and fix the amount of shares, and the par
value of the same, and issue certificates therefor in such form
and subject to such regulations and interest as the said com-
pany may from time to time prescribe by their by-laws:
provided that at no time shall the par value of said shares
be fixed at less than five nor more than one hundred dollars
each; and may also regulate and prescribe in what form and
manner their deeds, leases, contracts, and obligations shall be
made and executed.

5. That the said corporation may issue the bonds of the
said company bearing such rate of interest not exceeding six
per centum per annum, principal and interest payable at such
time as said company may designate, and dispose of the
same at such prices and in such way and manner as said com-
pany may deem expedient, and shall have power to secure
the payment of the principal and interest of said bonds by a

mortgage or mortgages, deed or deeds of trust to any one or
more of the banks or trust companies of this state, or in any
other state, or to any person said corporation may select as
the trustee, upon the whole or any part of the property, real
or personal of said company, and other corporate rights and
franchises acquired or to be acquired by said company; and
said company may also issue debentures bearing interest not
exceeding six per centum, and running for such period of
time as said corporation may agree upon by vote of the
majority of the board of directors, said bonds and debentures
to be redeemed by creating a sinking fund, or by lot, or by
number, as may be provided by resolution or otherwise ot
the said company.

» 6. That the principal office of said company shall be lo-

cated at Richmond, Virginia, and that branch offices and

agencies may be established elsewhere for the transaction of

any business of the company.

7. That it shall and may be lawful for any incorporated
company of this state or of any other state, to subscribe,
take, and pay for, either in lawful money or in property,
real, personal, or mixed, one or more shares of the capital
stock of this company, and may also in the same way take
and purchase the bonds and debentures of this company, and
pay for them in lawful money or in property, real, personal,
or mixed.

8. This company by the acceptance of this charter, binds
itself to pay all taxes and dues to the commonwealth of Vir-
ginia that may be assessed upon it in lawful money of the
United States, and not in coupons cut from the bonds of the
commonwealth.

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

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