CHAP. 309.—An ACT to incorporate the Bedford City land and
improvement company.

° Approved February 22, 1890.

1. Be it enacted by the general assembly of Virginia,
That S. Griffin, W. W. Smith, M. P. Burks, R. B. Claytor,
J. L. Campbell, T. D. Berry, J. M. Berry, C. W. Wharton,
S. M. Bolling, and W. W. Berry, or such of them as may
accept the provisions of this act, their associates and suc-
cessors, be, and they are hereby, incorporated and made a
body politic and corporate under the name and style of
the Bedford City land and improvement company; and
by that name shall be known in law and shall have per-
petual succession, and have power to sue and be sued,
plead and be impleaded, defend and be defended, whether
at law or in equity, and may make and have a common
seal, and alter and renew the same at pleasure, and shall
have, enjoy, and exercise all the rights, powers, and privi-
leges pertaining to corporate bodies and necessary for the
purposes of this act.

2. That said company is authorized and empowered to
acquire, take, and hold, by purchase or otherwise, any real
estate, lands, tenements, personal or mixed property of
any kind or ‘description whatsoever, and to sell and con-
vey the same and to encumber the same by deed of trust,
mortgage or otherwise, and to lease and accept leases of any
real or mixed property. And said company is authorized
to lay out and improve such lands, to erect or have erected
thereon dwellings, stores, hotels, mills, or other buildings,
and to lease, sell, or encumber the same, and to manage
and conduct any such hotels, and to establish, own, ope-
rate, and conduct any mining or manufacturing enter-
prises on said lands. And said company shall have
authority to construct, or have constructed, equip, and
maintain, operate, or lease any railway or railways upon
and from any of its property to any railroad running
through the county of Bedford: provided, the railway so
to be constructed shall not exceed thirty miles in length.
And said company is authorized to take and hold stock
in any other company doing business in the state of Vir-
ginia or to dispose of its stock to any such company, and
any such company is hereby authorized and empowered
to take and hold such stock.

3. The capital stock of said company shall not be less
than seventy-five thousand dollars nor more than one
million dollars, and shall be divided into shares of the
par value of ten dollars each, and certificates of stock
shall be issued to the subscribers therefor or purchasers
thereof, said certificates to be signed by the president and
countersigned by the secretary of said company. The
said certificates shall be transferable upon the books of
the company by the said subscribers or purchasers, their
personal representative, or by their attorney duly author-
ized in writing. The said stock shall be non-assessable,
and the stockholders shall be liable only for the price
agreed to be paid for stock subscribed for by them, and
no stockholder holding paid-up stock shall be liable to
any contribution or for any debts, liabilities, or obliga-
tions of said company.

4. The persons named in this act, or such of them as
shall accept the same, shall constitute the board of di-
rectors of this company to manage its business, and shal?
continue to hold office until the first meeting of ‘stock
holders held to elect officers and until their successors
shall be elected and accept. The board of directors shall
appoint such agents or officers as may be necessary, pre-
scribe their duties, fix their compensation, require of them
such bonds, with or without sureties, as they may deem
proper, and may suspend or remove such agents or officers
at pleasure. The election of the board of directors, after
the election of the first board, shall be at the annual
meeting of stockholders. The president shall be elected
from the board of directors by a majority of the votes of
sych board. All vacancies occufring in the board may be
filled by said board for the unexpired term of the mem-
ber whose office is vacated. The directors shall hold office
for one year and thereafter until their successor shall have
been elected and have accepted.

5. It shall be lawful for said company to increase its
capital stock from time to time to an amount not exceed-
ing the maximum amount named in section three of this
act, and to dispose of ‘its capital stock by subscription, or
by the issue and sale of shares under such regulations
and at such price and upon such terms as the board of
directors shall from time to time prescribe, and the board
of directors may receive labor, supplies, materials, and
other property, real, personal, or mixed, in payment for
capital stock of such valuations as may be agreed upon
between the directors and subscribers or purchasers, and
to deliver therefor so many paid-up Shares of stock as may
be agreed upon. And the incorporators herein mentioned,
or any one or more of them, may transfer to said com-
pany for so much paid-up stock of said company as may
be agreed on amongst themselves any property, rights,
privileges, franchises, contracts, options, or other property
of any kind or description whatsoever, owned by them
respectively.

6. The board of directors may issue certificates for
paid-up stock, non-assessable, and may make sale thereof
at such price as may be agreed on by the board of direc-
tors, and on payment of such price there shall be no fur-
ther liability on said purchaser, nor any assignee or
transferee, of such stock to said company, its assigns, or
creditors. ,

7. The said company shall have power to advance and
loan money on real or personal security, and to borrow
money and issue its own bonds therefor, bearing interest
at not exceeding six per centum per annum, and to secure
8aid bonds by deed of trust or mortgage upon any of its
property, real, personal, or mixed.

8. All taxes due the commonwealth by said company
shall be paid in lawful money of the United States and
not with coupons.

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