Chap. 72.—An ACT to Render Valid and Amend the Charter of Incorpo-
poration of the Charlottesville Milling and Manufacturing Company,
and to Legalize all acts done in pursuance of the Original Charter.

In force February 7, 1872.

Whereas, on the 18th day of March, A. D. eighteen hundred
and sixty-nine, the Hon. Hugh W. Sheffey, as judge of the
eleventh judicial circuit of Virginia, granted a charter of incor-
poration to B. C. Flannagan, N. H. Massie, J. L. Cabell, M. A.
Carroll and W. W. Flannagan, and such other persons as were
then, or might thereafter be associated with them, under the
name and style of the “Charlottesvile Milling and Maufactur-
ing Company,” as prayed for in their certificate made and pre-
sented before him under the provisions of the act of assembly
in such case made and provided, which certificate and order of
the said judge are in the following words and figures, to wit:

“To the honorable Hugh W. Sheffey, judge of the eleventh
judicial circuit of Virginia—State of Virginia:

“1. The undersigned, B. C. Flannagan, N. H. Massie, J. L.
Cabell, M. A. Carrol and W. W. Flannagan, and such other
persons as may now or hereafter be associated with them,
desire to be incorporated and made a body politic, under the
provisions of an act passed January twenty-nine, eighteen hun-
dred and sixty-seven, entitled ‘an act to amend chapter sixty-
five of the Code in relation to incorporations by the circuit
courts,’ by the name and style of the ‘Charlottesville Milling
and Manufacturing Company.’

“2. The business of said corporation to be the grinding of
plaster, wheat, corn, and all sorts of grain, the manufacture of
all kinds of fertilizers, malt, wine and spirituous liquors of
every description, and rectifying the same, and the tanning,

g, dressing, finishing and manufacturing of leather.

“3. The capital stock of said corporation to be not less than
fifty thousand nor more than two hundred thousand dollars,
divided into shares of one hundred dollars each.

“4. The said corporation to purchase and hold such real
estate and other property as may be necessary for the proper
conduct of the business.

“5. The principal place of business to be in the town of
Charlottesville, county of Albemarle, state of Virginia, with the
privilege of establishing elsewhere such agencies as the busi.
ness of the company may require.

“6. The affairs of said company to be managed by a presi-
dent and board of directors, ten in number, five of whom shal

constitute a quorum; such directors to be elected on the second
Thursday of January, eighteen hundred and seventy, and an-
nually thereafter, from among and by the stockholders in gen-
eral meeting assembled, in person or by proxy. Each share o!
stock being entitled to one vote. The directors thus chosen,
at their first meeting, to elect the president from among them-
selves, and such other officers or agents as they may consider
proper.

“7. The said corporation to have all the nghts, powers and
privileges conferred by shapters fifty-six and fifty-seven Code of
Virginia, and to be subject to all limitations imposed by said
chapters.

“8. The following named persons to be the officers and
directors the first year, or until their successors are elected or
appointed, each of whom resides in the county of Albemarle,
state of Virginia:

“ Officers.—President, B. C. Flannagan; treasurer, Triv B.
Dallas; superintendent, Jesse W. Jones.

“Directors.—B. C. Flannagan, N. H. Massie, J. L. Cabell,
W. W. Minor, M. A. Carroll, W. W. Flannagan, J. Woods
Garth, Oscar Ruirson, John R. Woods, Triv B. Dallas.

“Witness the following signatures, this fifteenth of January,
eighteen hundred and sixty-nine.

“B.C. FLAnNnaGan, N. H. Massrz,
SW. W. Piannaaan, J. L. Caserr,
“M. A. CaRRoxt..”

State of Virginia, county of Albemarle, to wit:

“J, A. P. Abell, a notary public in and for the county and
state, do hereby certify that B. C. Flannagan, N. H. Massié, J.
L. Cabell, M. A. Carroll and W. W. Flannagan, whose names
are signed to the writing above, bearing date the day of
January, eighteen hundred and sixty-nine, have acknowledged
the same before me, in my county and state aforesaid.

“Given under my hand this fifteenth day of March, eighteen
hundred and sixty-nine. A. P. Asett, N. P.”

“Commonwealth of Virginia, to wit:

“T, Hugh W. Sheffey, judge of the eleventh judicial circuit
of Virginia, having duly inspected the foregoing and annexed
certificate in writing, and approving the purposes of the pro-
posed company, do order, that B. C. Flannagan, N. H. Massie,
J. L. Cabell, M. A. Carroll and W. W. Flannagan, and such
other persons as may now or hereafter be associated with them,
be, and are hereby, created a body politic and corporate, under
the name and style of the ‘Charlottesville Milling and Mannu-
facturing Company,’ as prayed for in the first section of said
certificate, for the purposes set forth in the second section,
with the meght to purchase and hold real estate, and with the
capital stock divided into shares as specified and stated in the
third and fourth sections: the principal place of business. with
the privilege as to agencies, to be as set forth in the fifth sec-
tion; the directors and president to be chosen as prescribed
in the sixth section; the rights, powers and privileges of and the
limitations on said company to be as prescribed in the seventh
section and in any laws of this commonwealth concerning cor-
porations of a similar kind, and the officers for the first year,
and until their successors are chosen, to be those named in
the eighth section of said certificate in writing, which is here-
by made part of this writing, an act of incorporation; and it is
further ordered that the clerk of the circuit court of Albemarle
county record this charter, including said certificate in writing,
in the proper book in his office, and that he certify the same,
when duly recorded, to the secretary of the commonwealth,
for recordation according to law.
“Given under my hand and seal this eighteenth day of
March, eighteen hundred and sixty-nine.
. “Huan W. Suerrey, (Seal. ]
“Judge eleventh judicial circuit.”

And whereas, the said B. C. Flannagan, N. H. Massie and
others, and their associates, have since the eighteenth day of
March, A. D. eighteen hundred and sixty-nine, proceeded under
the name of the “Charlottesville Milling and Manufacturing
Company” to purchase real estate and erect thereupon large
and expensive buildings, with machinery therein for their ope-
rations; to grind plaster, corn, wheat and other grain, and to
manufacture various kinds of fertilizers, and have entered into
contracts for the purchase of materials; for the sale of articles
manufactured by them; for insuring their property; for the
payment of money to and by them; and have transacted vari-
nious other matters of business under the said charter, in and
by the said name of the “Charlottesville Milling and Manufac-
turing Company,” believing that they had been legally incor-
porated under the said corporate name, and were possessed of
and entitled to all the nghts, privileges and powers which the
said charter purports to grant to them; and whereas, doubts
have arisen as to whether the said charter ever did become a
valid and legal charter, and whether any of the acts, contracts
and transactions, done, entered into and transacted in and by
the name of the “Charlottesville Milling and Manufacturing
Company” are legal and valid: now, therefore, for the purpose
of settling such doubts,

1. Be it enacted by the general assembly of Virginia, That
1 acts, transactions, proceedings, contracts and agreements,
whether executed or executory, done, transacted and entered
nto by the aforesaid parties, their agents or attorneys, in,
inder or by the name of the “Charlottesville Milling and Man-
facturing Company,” under and in pursuance of the aforesaid
harter, and all titles and rights of every kind and nature
yhatsoever, accrued to or against, or acquired by or against
he said “Charlottesville Milling and Manufacturing Company,”
r by or against any person whatsoever, under and in pursu
nee of the said charter, in any transaction, agreement or con-
‘act, with the said “Charlottesville Milling and Manufacturing
ompany,’ or any officer or agent, acting in the name of or for
id on behalf of the said “Charlottesville Milling and Manu.
eturing Company,” and not inconsistent with the constitution
‘laws of the United States, or with the constitution of this
ate, on and after the eighteenth day of March, A. D. eighteen
indred and sixty-nine, shall be held and taken to be, and to
have been at all times, of the same force, virtue and effect, im
all respects, and none other, as if no question had ever been
made as to the lawful authority of the said charter, and as if
the said charter had been granted by an act of the general
assembly of this state.

2. That the said B. C. Flannagan, N. H. Massie, J. L. Cabell,
M. A. Carroll and W. W. Flannagan, and their associates under
the aforesaid charter, and their successors, shall be, and they
are hereby, incorporated and made a body politic and corpo-
rate, under the name and style of the “Charlottesville Milling
and Manufacturing Company,” for the purposes, and invested
with all the powers and privileges set forth in the aforesaid
charter; and also with the further powers and privileges of
cultivating, buying, selling, grinding, manufacturing for the
market, and trading in sumac and the seed of sumac.

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