Chap. 95.—An ACT for the creation of a corporation to be known as the
Norfolk, Portsmouth and Newport News railway company by the consoli-
dation of the Port Norfolk electric railway company, the Portsmouth and
Smithfield railroad company, and the Portsmouth, Pig’s Point and Newport
News railway, ferry and hotei company, and to define its powers.

Approved January ‘17, 1900.

Whereas the Port Norfolk electric railway company, a corporation
organized under the terms of an act of the general assembly of Virginia,
approved December the twenty-second, eighteen hundred and ninety-
one, entitled an act to incorporate the Port Norfolk electric railway
company, and other acts amendatory of said act, particularly that ap-
proved February the twenty-fourth, eighteen hundred and ninety-six,
entitled an act to authorize the Port Norfolk electric railway company
to extend its tracks; and the Portsmouth and Smithfield railroad com-
pany, also a corporation duly organized under an act of the general
assembly of Virginia, approved March the third, eighteen hundred and
ninety-eight, entitled an act to incorporate the Portsmouth and Smith-
field railroad company, and the Portsmouth, Pig’s Point and Newport
News railway, ferry and hotel company, also a corporation duly organized
under an act of the general assembly of Virginia, approved February
the twenty-sixth, eighteen hundred and ninety-six, entitled an act to
incorporate the Portsmouth, Pig’s Point and Newport News railway,
ferry and hotel company, have entered into an agreement to effect a con-
solidation with each other, under the name of the Norfolk, Portsmouth
and Newport News railway company, upon the terms in said agreement
contained; and

Whereas legislative authority is desired to enable and perfect said
consolidation: therefore

1. Be it enacted by the general assembly of Virginia, That the Port
Norfolk electric railway company, the Portsmouth and Smithfield rail-
road company, and the Portsmouth, Pig’s Point and Newport News
railway, ferry and hotel company are hereby consolidated, according to
the terms of said agreement, into one company under the name of the
Norfolk, Portsmouth and Newport News railway company; and the said
three companies are made one body corporate and politic, under the said
name of the Norfolk, Portsmouth and Newport News railway company;
and the said Norfolk, Portsmouth and Newport News railway company,
hereby consolidated, shall have perpetual succession, and have power to
sue and be sued, plead and be impleaded, defend and he defended, in all
courts either at law or in equity, and may make and have a common
seal, and alter and renew the same at pleasure, and shall have, possess,
and enjoy all the rights and privileges of a corporation or body politic
in the law and necessary for the purposes for which it is formed. And
the said Norfolk, Portsmouth and Newport News railway company so
consolidated shall be subject to all the liabilities of each of said consoli-
dating companies, and shall have and possess, in addition to the powers
conferred by this act, all rights, powers, franchises, and privileges, all
of which are hereby validated and confirmed, heretofore conferred upon
each of said consolidating companies by their respective charters and
the several acts of assembly concerning said companies, respectively, and
the rights, privileges, franchises, and property of each of said consoli-
dating companies shall be and become the rights, privileges, franchises.
and property of the said Norfolk, Portsmouth and Newport News railway
company, and may be exercised and employed at any time or times
hereafter and at any of its termini and in the operation of the whole or
anv part of its lines, extensiorts, and branches.

2. The said Norfolk, Portsmouth and Newport News railway company
hereby consolidated, shall among its other powers have the right to main-
tain and operate the road heretofore constructed and used by the Port
Norfolk electric railway company from all points in and throuch the
city of Portsmouth to and through Port Norfolk and Pinner’s Point.
and all the railroads, lands, and other property used, held, and enjoved
in connection therewith by the said Port Norfolk electric railway com-
pany, and to construct from time to time and operate the main and any
and all branches and lateral roads which either of said consolidating
companies have or might have constructed under either or all of their
charters, or such as may be permitted under the general laws of this
commonwealth, and to acquire any property which may be useful as a
connection.

3. That the said Norfolk, Portsmouth and Newport News railway
company, instead of constructing a railroad from anv point in the city
of Portsmouth, or in the county of Norfolk, in this state. by such route
as mav be hereafter adopted by the stockholders of said) company.
through the counties of Norfolk, Nansemond, and Isle of Wight, and
across the western branch of the Elizabeth river, Nansemond river. and
Pagan creek. and into the town of Smithfield. or to anv point in the
county of I-le of Wight. as previded in the fifth section of the act incor-
porating the Portsmouth and Smithfield railroad company. may, and
are hereby, authorized and empowered, whenever a majority of its stack-
holders mav so determine, extend the said road now in operation he-
tween Portsmouth, Port Norfolk, and Pinner’s Point from anv point
on said road or other point in the city of Portsmouth, to said town of
Smithfield, or to any point in Norfolk, Nansemond. or Isle of Wight
counties by such route as a majority of its stockholders mav determine
and may operate and maintain the said road between Portsmouth and
Pinner’s Point, and such branches as mav he hereafter constructed, as
fully and in all resnects as if the said acts incorporating the Portsmouth
and Smithfield railroad company had originally applied to the said road
hetw cen Portsmouth and Pinner’s Point.

The said Norfolk, Por tsmouth and Newport News railway company,
instead of constructing and operating a railroad commencing at a point
at or near the city of Portsmouth, on the west side of Elizabeth river,
state of Virginia, running thence in a northwesterly direction through
the county of Norfolk to Pig’s Point, in the county of Nansemond, as
provided in the first section of the act incorporating the Portsmouth,
Pig’s Point and Newport News railway, ferry and hotel company may.
and are hereby, authorized and empowered, whenever a majority of its
stockholders shall so determine to extend and operate the said road now
in operation between Portsmouth, Port Norfolk, and Pinner’s Point
from any point thereon, or from any point in the city of Portsmouth
to Pig’s Point by such route as a majority of its stockholders may deter-
mine, and may operate and maintain the said road between Portsmouth
and Pinner’s Point and such branches as may hereafter be constructed
as fully and in all respects as if the said act incorporating the Ports-
mouth, Pig’s Point and Newport News railway, ferry and hotel company
had originally applied to the said road between Portsmouth and Pinner’s
Point.

5. The capital stock of the said company shall be five hundred and
fifty thousand dollars, divided into shares of the par value of one hundred
dollars each. The board of directors may dispose of so much of said
stock as may be necessary by issuing the same for the purpose of
acquiring stock of said three constituent companies, and when said last
mentioned stock is thus acquired the same shall be cancelled. The board
of directors shall dispose of all the residue of the stock of the consoli-
dated company at such prices and upon such terms and under such
regulations as they may determine, and the directors may receive in
payment therefor cash, labor, material, bonds, stocks, real estate,. or
any personal property at such valuation as may be agreed on between
the subscriber or purchaser and said directors, and said payments may
be made in such manner and amounts and at such times as the directors
may prescribe, and when stock shall be issued for bonds, stocks, real
estate, or any personal property at a valuation as aforesaid, or in
exchange for stock of said constituent companies, the holders thereof
shall not be liable for further calls thereon.

6. It shall be lawful for said company to borrow money and issue and
sell its bonds from time to time for such sums and on such terms as its
board of directors may deem expedient and proper. It may secure the
payment of such bonds by mortgages or deeds of trust upon all or any
portion of its property, real, personal, or mixed, its contracts, and fran-
chises, and its chartered rights, net revenues, and privileges, including
its franchises to be a corporation; also, all property which the said
company may hereafter acquire; and it may, as the stockholders may
determine, sell, lease, convey, and encumber the same, and it may use
so many of the bonds of the said consolidated company as may be neces-
sary for the purpose, under the direction and control of the directors
of said company, in redeeming and taking up the outstanding bonds and
obligations of the said consolidated company, which may be hereafter
issued or increased, and the outstanding bonds and coupons of the Port
Norfolk electric railway company, on such terms and conditions as the
said board of directors may be able from time to time to make with the
holders of said bonds and obligations, and in purchase of property, real,
personal, or mixed, and for construction, and for any other lawful pur-
poses of the corporation.

7%. The company may acquire by purchase, gift, lease, or by condemna-
tion, according to the laws of Virginia, the lands required for the right
of way of its railroad and chartered objects and necessary stations and
depots for its operations.

8. Each stockholder in the company shall, at all meetings or elections,
be entitled to one vote for each share of stock registered in his name,
and the stockholders of said company may enact such by-laws, rules,
and regulations for the management of the affairs of said company as
they may deem proper and expedient, not inconsistent with the general
law of this state.

The board of directors shall be stockholders of the said company,
and shall consist of not less than five nor more than nine directors, one
of whom shall be president, all or anv of whom may be residents of the
state of Virginia, or of any other of the United States. The president
and directors shall be elected by the stockholders at the annual meeting
to be held on such date as the by-laws of the company may direct, and
shall continue in office for the term of one vear from and after the date
of their election, and until their successors are elected and aecept the
duties of the office; and in case of the death, resignation, or incapacity of
the president or any member of the board of directors during their term
of office, the said board shall elect their successors for the unexpired
term. Until a president and directors of the said consolidated company
shall have been elected by the stoekholders, TH. T. Maynard shall be
president thereof; Gustavus Ober, the vice-president: A. J. Phillips. the
secretary: John LL. Watson, the treasurer: and H. 1. Maynard, T. J. Wool,
A. J. Phillips. John L. Watson, R. Lancaster Williams, Gustavus Ober,
William Cabell Bruee, and Thomas W. Shelton, the board of directors
of said company: and the said president and directors shall manage the
affairs of said company until their successors are chosen by the stock-
holders. At any general meeting, or at any special meeting, which latter
meeting shall have been called for the purpose, anv directors or other
oflicers may be removed by a vote of a majority of all the issued capital
stock of the corporation, and other persons may in like manner be elected
to fill the vacancies thus created in their offices.

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