Chap. 627.—An ACT to incorporate the Waverly telephone and telegraph
company.

Approved March 6, 1900.

1. Be it enacted by the general assembly of Virginia, That Philip
Rogers, P. Fleetwood, R. D. Owen, C. D. West, and Charles Hall Davis,
and such other persons as they may associate with them, and their
successors, be, and they are hereby, constituted and created a body
corporate under the name of the Waverly telephone and telegraph
company, and by that name may sue and be sued, plead and be im-
pleaded, contract and be contracted with, and shall have a corporate
seal, which it may alter at pleasure, and shall have and exercise all
rights, privileges, and power pertaining to a body corporate when nec-
essary and proper for the transaction of the business of this company,
including the power to make, adopt, and enforce by-laws, rules and
regulations, for the management and preservation of its property and
for the conduct of its business not inconsistent with the laws of this
state.

2. The said company shall have the power to construct, equip, main-
tain, and operate a line, or lines, of telephones or telegraph, or both,
with the necessary and convenient exchanges and appliances in the
town of Waverly and county of Sussex, and in the other counties and
cities and towns in the state of Virginia, and to connect the different
cities and localities of the state by means of such telephone or telegraph,
and may maintain such agencies, offices, exchanges, and other works,
as mav be necessary to successfully carry on their business.

3. The said company shall have power to acquire by purchase, lease,
condemnation, or otherwise, in accordance with the general laws of the
state on that subject, all real estate or easements necessary for the
convenient erection and maintenance of its lines, offices, and exchanges,
and for the general conduct of its business. The real estate to be
so held by the same company, however, is not to exceed twenty-five
acres in any one county in the state of Virginia in or through which it
operates. But the said company shall not have the power of condemna-
tion as to any easements or real estate in any incorporated city or town
in the said state.

4. The said company may construct and maintain its lines along any
of the public roads and highways in any county, and along the streets,
alleys, and other public places of any town or city, with the consent of
the council of such cities or towns, and it may unite with or contract
with any other telephone or telegraph company for the purpose of en-
larging its business, and may subscribe for, acquire and hold stock and
securities of any other telephone or telegraph corporation. It may
also make traffic arrangements for the interchange of business with
any other telephone or ‘telegraph company or companies heretofore or
hereafter incorporated, and may acquire and hold the necessary and
convenient patents and property; and it may erect all poles, wires.
cables, conduits, and lines necessary and proper for the conduct of
its business, subject to the requirements aforesaid.
5. The capital stock of the said company shall not be less'than twenty-
five thousand dollars nor more than five hundred thousand dollars, to
be divided into shares of par value of one hundred dollars each, and
the subscriptions to the said shares may be paid for in money and lines
of telephone already erected, in labor, materials, services rendered,
or other property, at such prices and on such terms as the board of
directors may settle and fix. Each share of stock shall be entitled
to one vote in all meetings of the stockholders, and no stockholder shall
be liable or made responsible for the debts or liabilities of the company
for more than the amount unpaid on the stock held by him, and any
other corporation may subscribe for, acquire and hold stock in this
company.

6. The principal office of the said company shall be in the town of
Waverly, Virginia, or at such other place in the state of Virginia as
its stockholders in general meeting may agree upon: provided, notice
of such change is given to the secretary of the commonwealth within
ten days from the time when such change is decided on.

7. It shall not be necessary to give any notice of the opening of sub-
scriptions to the stock of this company, but the same may be sub-
scribed in such manner and at such times as the majority of the incor-
porators herein named may determine.

8. When the minimum capital stock shall have been subscribed, the
subscribers may meet upon such notice as the said corporators, or a
majority of them, shall determine, and elect a president and board of
directors, and such other officers as they may deem best: provided, said
minimum stock shall be subscribed and work on the line begun within
two years from the passage of this act. The board of directors may
consist of any number that the subscribers or stockholders may from
time to time determine. After such election the said company shall
be deemed thereupon duly organized, and the board may proceed to
adopt by-laws for the conduct of the company and take such further
action as the interests of the company may in their judgment require.
General or annual meetings of the stockholders may be held on such
notice as may from time to time be prescribed in the laws.

9. The said company shall have the power to borrow money and to
issue bonds, either registered or coupon, and may secure the payment of
the same by mortgage or deed of trust upon the whole or any part of
its property, works, rights, privileges, and franchises; and may dispose
of the whole or any part of its property, however acquired, by sale,
lease, or otherwise, as the stockholders, or a majority thereof may elect.

10. The said company may receive in payment for the rental of its
telephones, the coupons on its bonds, the interest on its obligations,
at such rate as may be decided bv the board of directors to be for the
best interest of the company; and it may sell its bonds, notes or other
evidence of debt at such price as may be decided on by the board of
directors.

11. All taxes or demands due or to become due to the state of Vir-
ginia shall be paid in lawful currency of the United States, and not in
coupons.

12. The said company may change its corporate name by a vote of
the majority of its stockholders in general meeting assembled: provided,
that the secretary of the commonwealth be notified in writing of such
change within ten days.
13. ‘his act shall be in force from its passage.