Chap. 296.—An ACT to incorporate the Virginia Portland railway company.

Approved February 16, 1901.

1. Be it enacted by the general assembly of Virginia, That Thomas
M. Rianhard, Frederick M. Billings, William P. Williams, Christopher
McKenna, and Walter B. Harris, or such of them as shall accept the
provisions of this act, and such other persons as may hereafter be asso-
ciated with them, their successors and assigns, be, and they are, hereby
declared to be a body, corporate and politic, by the name and style of the
Virginia Portland railway company. and by that name may sue and be
sued, plead and be impleaded in all the courts of law and equity in this
state or elsewhere, and shall have perpetual succession, and have, make
and use a common seal, and the same to break, alter and renew at their
pleasure: to ordain and publish such by-laws, ordinances and regula-
tions as they may think proper and wise and generally to do every act
and thing necessary to carry this act into effect or to promote the design
of this corporation. This corporation shall have all the rights, powers
and privileges conferred by and be subject to all the provisions of the
general laws of Virginia in reference to corporations and chartered com-
panies, so far as the same may be applicable to and not inconsistent with
the provisions of this act.

2. The capital stock of this company shall not be less than five thou-
sand dollars nor more than twenty-five thousand dollars, divided inte
shares of one hundred dollars each; and the subscription to the stock of
said company may be paid in land or other property—real, personal or
mixed—leases, options, rights of way and other rights or easements,
labor or services, machinery, materials, stocks, bonds and other securi-
ties of individuals or other corporations or industrial companies or man-
ufactories, at such valuation as may be agreed on in each case by the
owners and the board of directors of said company. It shall be lawful
for other corporations to subscribe to the capital stock of this company, or
otherwise become holders of said stock, and of the bonds and other se-
curities of this company; and this company may in like manner hold
shares of stock in any other corporation or company in all respects as a
private individual.

3. The majority of the persons named as incorporators in the first
section of this act, who shall accept the provisions of this charter, may,
at any time and place, receive private subscriptions to the capital stock
of this corporation; and they may also, in their discretion, open books
for subscriptions to such capital stock at such time or times, and at such
place or places, and after such notice as they may deem proper (and it
shall not be necessary for any money to be paid upon the subscriptions to
the capital stock of this company at the time of subscribing). And, as
soon as said minimum amount of capital stock shall have been subscribed
for, the subscribers of those holding the majority of the capital stock
of this company shall have full power and authority to hold a general
stockholders’ meeting, without giving any notice thereof, and such meet-
ing shall constitute a lawful and valid genera] stockholders’ meeting, at
which business of any and every character may be transacted. The an-
nual meeting of the stockholders of this company shall be held thereafter
at such time and place as the said stockholders in general meeting may
appoint, and a general meeting of the stockholders of this company may
be held at any time or place upon the call of the president or the board
of directors, or of the stockholders holding together at least one-tenth
of the capital stock; and the annual or any other called stockholders’
meeting under this section may be held after first giving five days’ notice
of the time and place thereof by publication in some newspaper published
in the city of Staunton, Virginia. No stockholder shall be liable on ac-
count of his stock further than for any unpaid subscriptions he may owe
thereon. The principal office of said company shall be at Craigsville,
Virginia, with a general or branch office at such points as the board of
directors may determine.

+. The board of directors shall consist of five members, who shall
choose a president from their number, and may appoint such agents or
officers as they may decm necessary or proper: but said stockholders, in
general meeting, may increase the number of directors.

5. The board of directors shall have power to borrow money and from
time to time issue bonds of not Jess than one hundred dollars each, and
may secure the said bonds by one or more mortgages or deeds of trust
upon all its property, franchises and income, or such part thereof as
may be mentioned in said mortgages or deeds of trust.

6. The said company is hereby authorized, empowered and permitted
to locate, construct, equip and operate a railway or railroad from the
works of the Virginia Portland cement company to such point on the
line of the Chesapeake and Ohio railway, in the county of Augusta, and
by such route as the board of directors may determine. Said railway
may be of narrow or standard gauge, single or double track, and may
be operated by sieam, electric or any other motive power. The company
hereby chartered is also authorized, in its discretion, to lease and ope-
rate as lessees any railway already or that may hereafter be constructed
hetween such points.

7. Subject to the general laws of this state, it shall be lawful for said
company to run its line over and across any other railroad or railway in
the mode prescribed by law; and it shall have power to acquire by pur-
chase, lease, gift or condemnation such land as may be necessary for
the proper construction and operation of its railway.

8. All taxes due the commonwealth of. Virginia shall be paid in lawful
money of the United States, and not in coupons.

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