Chap. 732.—An ACT to incorporate the Independence and Grayson railroad
company.

Approved March 3, 1900.

1. Be it enacted by the general assembly of Virginia, That Gaines
Paddock, Asa W. Day, Eugene S. McCarthy, G. F. ” Paddock, William
B. Homer, Boyden Cox, J. W. Vaughan, J. B. Waugh, and R. G. Bourne,
or any five of them who may accept the provisions of this act, and such
other persons and corporations as they may associate with them, and
their successors and assigns be, and they are hereby, created and con-
stituted a body politic and corporate, by the name of the Independence
and Grayson railroad company; and by such name shall have perpetual
succession, may contract and be contracted with, sue and be sued, plead
and be impleaded in all courts whether in law or equity, may make,
have, and use a common seal and change the same at pleasure; may make,
publish, and enforce such by-laws, rules, and regulations for the con-
duct of the business of the corporation, and generally, shall have all the
powers, rights, privileges, an franchises convenient or necessary to
locate, construct, maintain, equip, and operate such railroad, which
railroad shall be of a standard gauge, operated by steam or electricity.
from some point in Carroll county on the North Carolina extension of
the Norfolk and Western railroad, and running thence by such route as
is deemed practicable and suitable by the board of directors of said com-
pany, to such point or points in Grayson county as may be determined
upon. The road may run along, parallel, across and upon state roads
and turnpikes, if the said company shall deem it proper in said Grayson
and Carroll counties, ‘by and with the consent of the judges and board
of supervisors of said counties, and by and with the consent of the
land-holders, with such compensation as may be agreed upon between the
land-owners and the said company, or such as may be fixed by law.

2. The capital stock of said company shall not be less than one hun-
dred thousand dollars, and may from time to time by the board of
directors of said company, be increased to eight hundred thousand
dollars, divided into shares of one hundred dollars each, by the issue and
sale of shares of stock from time to time, for such sums and upon such
terms and under such conditions and regulations as the board of directors
of said company shall, from time to time, prescribe; and the said hoard
of directors may receive cash, labor, material, real or personal property,
work, or other means available for its purpose,in payment of subscriptions
to said stock and in payment of the same, at such valuation as mav be
agreed upon between the directors and the subscribers. It shall be
lawful for said company to borrow money and issue and sell its bonds
from time to time, for such sums and upon such terms as its board of
directors may deem expedient and proper for the purpose of building,
equipping, and operating said railroad, or for any other legal purpose,
and may secure the payment of said honds by mortgages or deeds of
trust upon all or any of its property—real, personal, and mixed—its con-
tracts and privileges, including its franchise, and may sell, lease, convey,
and encumber the same.

3. Said company is authorized and empowered to construct, locate,
equip, and operate branch roads or tramways, from any point on its line
of railroad, not exceeding twenty miles in length, to any springs, ore
banks, mines, timber, or other industries located in said counties, or any
county adjacent thereto, and to connect the said railroad with that of
any other railroad now or hereafter to be constructed in any of said
counties, and to consolidate or merge its stock, property and franchises
with those of any other company operating or authorized to operate a
connecting line of railroad, upon such terms as may be agreed upon
between the companies so uniting or connecting, merging or consolidat-
ing. And for that purpose authority is hereby given to it, and to such
other cempany or companies, to make and carry out such contracts as
will facilitate and consummate such connection, merger or consolidation:
provided, that a copy of every such contract of consolidation, connection
or merger shall be filed in the office of the board of public works.

4. That any county, town, or city along the said railroad, or any
county, town, or city adjacent to any county through which the said line
of road is, or shall be located, or any county, town or-city benefited hy
said railroad, may subscribe to the capital stock of said Independence
and Gravson railroad company, in an amount not to exceed two hundred
thousand dollars and such subscription may be more than one-fifth of
the capital stock of said railroad company, and notwithstanding such
subscription shall require an imposition of an annual tax in excess of
twenty cents on the one hundred dollars, as provided in the code of
eighteen hundred and eighty-seven, section twelve hundred and forty-
three. The aforesaid section twelve hundred and forty-three and sec-
tion twelve hundred and forty-seven of the code, as to the amount of
capital stock subscribed and the limitation of annual tax to twenty
cents on the one hundred dollars, shall not be applicable to any election
held under this act, or any subscription to the stock of said railroad
company, made under this act, or to any bonds issued under this act.
The county, city, or town subscribing for stock in said railroad company,
as aforesaid, shall have authority to issue bonds in payment of the same.
The principal of said bonds shall be payable by said county, city, or
town in a period not later than forty years from the date of the issue
of the same, and the interest thereon shall not exceed six per centum
per annum and shall he payable semi-annually or annually; and there
shall be attached to the said bonds. coupons for the interest aforesaid,
which shall be receivable at the office of the treasurer of said county,
city or town, in payment of all county, city, and town taxes and levies
due said county, city. or town, at and after the maturity of the coupons,
respectively. The election for determining whether or not any such
county, city, or town shall subscribe for the stock of said corporation,
as aforesaid, shall be conducted in accordance with the usual mode pre-
scribed by law for holding such elections, but it shall be sufficient to
determine that any such county, city, or town is in favor of such sub-
scription, if a majority of the votes cast at said election are in favor
of subscription, and said majority of the votes cast includes a majority
of the freeholders voting at said election; and this shall be notwithstand-
ing the requirements of sections twelve hundred and forty-three and
forty-five of the code as to the majority necessary to make or authorize
such subscription.

The said corporation is hereby granted authority and power to cross
the railroad track of any other railroad company, at grade or otherwise,
not unnecessarily hindering or impeding the free operation of such
other railroad. The said corporation shall have the right and power
to construct its railroad through and upon any lands in the state of
Virginia along the route indicated in section one, and the right of wav
of said railroad is hereby fixed not exceeding fifty feet on either side of
the center of the road-bed of said railroad, together with the right of
eminent domain and the right to take timber, stone, earth and material
frem any land adjoining said right of way, making compensation for
the same: provided, however, that nothing in this section shall apply to
the county of Carroll. ;

5. The said company shall be required to commence the construction
of said railroad within one vear from the passage of this act, and to
complete the construction of its main line within three years, otherwise
the powers, privileges, and franchises hereby granted shall be ipso facto
void.

6. The persons first named in this act, who shall accept the provisions
hereof, shall have the power and authority of a president and board of
directors for the purpose of organization, and may open books and receive
subscriptions to the capital stock, and, by giving five days’ notice to
subscribers of the time and place of meeting to organize, shall proceed
at such time and place to organize, and shall have all powers which are
usually given to such boards of directors. ‘They shall continue in office
until their successors shall be duly elected and qualified. Each stock-
holder in the company shall at all meetings or elections of the stock-
holders of said company be entitled to one vote for each share of regis-
tered stock in his name.

7. The board of directors of said company shall appoint one of their
number president and fill any vacancies that may occur in said board,
unless by removal, in which case the vacancy shall be filled by the stack-
holders. Whenever ten per centum of the capital stock, as fixed by the
board of directors within the above stated limits, shall have been sub-
scribed and the board of directors shall have elected a president, said
company shall be considered legally organized, and may proceed to the
transaction of business.

8. No stockholder in said company shall be held liable or be made
responsible for the debts and liabilities of said company in a larger or
further sum than the amount of any unpaid balance due said company
for stock subscribed by said stockholder.

9. The board of directors may establish offices and agencies at such
places as they may deem proper, but the principal office of the company
shall be located at some point within the state of Virginia.
10. The said company, by the acceptance of this charter, hereby agrees
to pay all taxes, dues, and assessments due the state, that may hereafter
be lawfully assessed against it, in lawful money of the United States,
and not in coupons.

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