Chap. 298.—An ACT to incorporate the Virginia immigration, land
and improvement company.

Approved February 29, 1888.

1. Be it enacted by the general assembly of Virginia, That
Robert F. Mason, alter 8. Phillips, Morris Levy, John D.
Rogers, T. B. Reynolds, J. T. Phillips, George Beattie, J.
Adelsdorf, F. Newman, Charles R. Cole, W. A. Kirkland,
Floyd B. Hurt, F. E. Green, S. S. Wilkins, William Loven-

_LVroire
stein, R. H. Cardwell and S. B. Witt, with such other persons
as they may hereafter associate with them, be and are hereby
constituted a body corporate, under the name and style of

>the Virginia immigration, land and improvement company;
and under that name shall have perpetual succession and a
common seal, which they may alter or amend at pleasure;
shall sue and be sued, implead and be impleaded, contract and
be contracted with, and have and exercise all the powers and
privileges of a corporation granted by the general laws of
the commonwealth not inconsistent with the terms of this
act.

2. The capital stock of this company sball not be less than
fifty thousand dollars, in shares of one bundred dollars each,

» nor more than five hundred thousand dollars, and the princi-
pal office of the company shall be in some city of this com-
monwealth, with the right to have agencies in any city or
county of this or other states, or in foreign countries, in fur-
therance of the objects hereinafter set forth.

3. The above-mentioned corporators, or a majority of them,
may act as commissioners to receive subscriptions to the
capital stock of said company from individuals or from other
corporations or associations, in money, land, or other valua-
ble considerations; and whenever fifty thousand dollars shall
have been subscribed, and five per centum thereon paid in,
the subscribers may, at the call of said commissioners, meet
in person or by proxy in the city of Fredericksburg, or else-
where in this state, and organize by nominating seven direct-
ors to the governor of Virginia, to be commissioned by him;
the seven persons so commissioned by the governor to con-
stitute a board of directors to serve for a term of four years,
and each of them shall give bond, with sureties to be approved
by him, in the sum of five thousand dollars, for the faithfal
performance of their duty as such: provided however, that
the amount of security required of such directors, shall be
increased in the discretion of the governor, whenever the
issue of capital stock shall exceed the minimum sum of fifty
thousand dollars, to an amount, as to each director commis-
sioned by the governor, not exceeding five per centum on
such additional issue, until the maximum of five hundred
thousand dollars shall have been issued. In case of any
vacancy on the board by death, resignation, or otherwise, the
governor of Virginia shall have power to fill the vacancy on
the nomination of the stockholders in general meeting assem-
bled.

4, The board of directors shall select a president and vice-
president from its own membership, and appoint a secretary
and a treasurer, the latter of whom shall give bond to them
in the sum of twenty-five thousand dollars, and shall furnish
additional surety at the rate of five per centum, as the issue
of shares may proceed to the maximum of the capital stock,
subject to the approval of the board of directors. The board
shall have authority to manage and control the affairs of the
company, and to appoint agents and other necessary employ-

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ees, subject to the terms of this act, and to such by-laws and
regulations as may be enacted by the stockholders; and the
time, place, and manner of holding meetings of the stock-
holders, the vote to which each shareholder shall be entitled,
the declaration of dividends and the mode of conducting the
business, shall be fixed by the by-laws to be established by
the stockholders; but a meeting of the stockholders must be
held at least annually, and on failure of a call for such meet-
ing, or in case of apparent necessity for a special meeting,
they can be convened under a call signed by one-fifth of said
stockholders.

5. In consideration of the important objects and purposes
of this company—the promotion and encouragement of immi-
gration to the state of Virginia; assistance to immigrants in
procuring transportion; in selecting homes; in the erection
of houses; in guaranteeing security of title to purchasers;
in developing the hidden resources and uncultivated lands,
and increasing the population and taxable values of the com-
monwealth, the following powers and privileges are hereby |
granted to the said Virginia immigration, land and improve- '
ment company: to deal in real estate, either as purchaser or
agent for buyer or seller; to negotiate loans as agent or prin-
cipal, and to charge therefor aecording to the laws of this
state; to lay out towns; to erect buildings; to conduct saw-
mills, mines and quarries, build tramways not exceeding ten
miles in length, over its. own property, or by permission of
owners over the land of others, and generally to do all things
lawful and necessary to the objects above set forth.

6. The board of directors shall cause to be kept a book, in |
which shall be recorded the ownership, locality, and acreage
of each tract or parcel of land entrusted to the company for
sale, and it shall be lawful for them to charge each person
entering land for record and sale, a fee of ten dollars, and an
additional fee of twenty-five cents on the hundred dollars of
the owner’s valuation of such property in excess of one thou-
sand dollars, and this recordation shall constitute an option
in favor of the company for six months, but the length of
option and terms of commissions may be made a matter of
contract between the company and the owner, and the com-
pany is authorized to charge a reasonable commission, not
exceeding ten per centum, to the buyer or seller of any prop-
erty so entrusted to it.

7. The board of directors shall also cause to be kept.
another book, which shall show the gross amount of sales of
real estate made by the company, and this shall be open to
the inspection of the auditor of public accounts; and annu-
ally, in the month of January, the president and secretary of
the company shall forward to that office a sworn statement
of the gross amount of sales made during the previous year,
beginning January first, and ending December thirty-first,
and accompany it with a payment to that office of one per
centum in lawful money on such gross amount, to be covered
into the state treasury to the credit of the sinking fund.

8. This act shall bein foree from its passage.