CHAP. 427.—An ACT to incorporate Mount Torry mining and
transportation company.

Approved March 3, 1890.

1. Be it enacted by the general assembly of Virginia,
That Frank H. Wirsler, B. H. Richards, Frank C. Stone-
burner, Jacob Wirsler, John L. Wirsler, Albert Baker,
William H. Baker, of William B. A. M. Baker, H. H. Baker,
W.I. Love, John W. Rice, Shirley Carter, S. H. Hans-
brough, J. Clifton Wheat, junior, N. P. Dame, R. E. Byrd,
T. W. Harrison, C. A. Heller, M. H. G. Willis, J. F. Ward,
R. E. Griffith, W. W. Wall, L. H. McKinister, J. W. Sei-
bert, Robert A. Denney, Henry Beatzer, J. George Beatzer,
and John S. Lupton, or such of them as may accept the
provisions of this act, their associates and successors, be,
and they are hereby, incorporated and made a body politie
and corporate under the name and style of the Mount Torry
mining and transportation company, and by that name
shall be known in law, and shall have perpetual succession,
and have power {o.sue and be sued, plead and be impleaded,
defend and be defended in all courts, whether in law or in
equity, and make and have a common geal and alter or
renew the same at pleasure, and shall have, enjoy and ex-
ercise all the rights, powers, and privileges pertaining to
corporate bodies and necessary for the purposes of this
act, and make by-laws and rules and regulations consistent
with the existing laws of the state for the government of
all under its authority, the management of its estate and
propérties, and the due and orderly conduct of its affairs.

2. The capital stock of the said company shall not be
less than ten thousand dollars and may be increased to
any amount not exceeding two million five hundred thou-
sand dollars by issue and sale of shares, the par value of
which shal} not be less than fifty dollars, from time to
time, under such regulations as the board of directors of
said company shall from time to time prescribe; and the
directors may receive real or personal property in pay-
ment of subscriptions to the capital stock at such valua-
tion as may be agreed upon between the directors and sub-
scribers, and otherwise sell or dispose of said stock in such
manner and upon such terme and at such price as the
board of directors may prescribe.

3. The said company shall have the power, and may pur-
chase, hold, sell, grant, mortgage, or otherwise dispose of
real estate in the county of Augusta or elsewhere in the
state of Virginia or any other state or territory, and hold
personal property or issue bonds thereon, and secure the
same by mortgage or trust deed, and may lay out any
lands acquired by it into parcels or lots of convenient
size, or parks, with intervening roads, streets, and alleys,
and may develop, work, improve, cultivate, sell, grant, lease,
or otherwise dispose of same, and may encumber the same
by mortgage, deed of trust, or otherwise, or any part
thereof, in such manner and upon such terms as the
company may think proper, and may erect buildings
thereon for sale or rent, or any other purpose which it
may deem proper, and may lend money, whenever deemed
expedient, for developing lands held or sold by it, or land
contiguous thereto, and may run street cars, impelled by
any kind of motive power which it may deem preferable,
over any street so laid out, or the streets of any muni-
cipal corporation whose proper authorities may authorize
it so to do, or the roads of any county whose proper au-
thorities may authorize it; and may also operate gas or
electric light works, or any other method of lighting or
steam-heating works, and may also furnish steam for heat-
ing purposes or motive power, and may acquire or hold
the stocks and bonds of any incorporated company: pro-

93
vided, that said company shall not own more than thirty
thousand acres of land in any one county of this state at
any one time. -

4. The said company is authorized and empowered to
mine coal, iron ore, or other minerals; to prepare the pro-
ducts thereof for market; to make coke and transport and
sell the same; to manufacture iron and steel and metals,
and articles composed wholly or partly of iron and steel
and other metals or wood; to bore for salt, oil, or gas, and
manufacture, transport, and refine the same, and fo sell and
dispose of the same, and toerect blast furnaces, rollingsmills,
forges, mills, machinery, fixtures, buildings; toown, operate,
and construct saw-mills, manufacture and sell all kinds of
wood and lumber, and the necessary appliances and ap-
purtenances required in the conduct of their business, and
to make leases or contracts for these or any of these pur-
poses; and the said company shall have the right from
time to time to purchase, lease, hold, and control in any
manner, grant, bargain, sell, and convey, iron ore, mine-
ral, and limestone, and other lands and rights and inter-
ests in lands situated in the county of Augusta and
elsewhere in the state of Virginia, not exceeding, however,
thirty thousand acres of land in any one county, or in any
other state or territory; to lay out, develop, and improve
the same; and the said company may locate, construct,
and operate a line of railroad, or railroads, or canals, or
tramways, from any of its lands or works to any point on
any railroad now or hereafter constructed in or to the
said counties in which it is authorized to hold lands: pro-
vided, nothing herein contained shall be considered as
exempting the company from the provisions of the code
of Virginia of eighteen hundred and eighty-seven, if it
shall engage in the construction or operation of any rail-
road; and the said company may acquire by condemna-
tion, in the mode prescribed by law, the lands necessary
for the right of way.of its railroad and necessary stations,
depots, and sidings.

5. The corporators hereinbefore named, or so many as
may assemble after ten days’ notice of the time and place
of meeting has been given in some newspaper published in
the city of Winchester, may meet for the purpose of effect-
ing an organization ; and at such meeting, or an adjourned
meeting or one similarly called, adopt by-laws and rules
and regulations for a permanent organization of the com-
pany. At such meeting, and at every annual meeting, so
many directors shall be elected as may be prescribed by
the by-laws and regulations of said company, who may be
removed, after notice to the said directors at any general
meeting of the stockholders, whether regular or called
meeting, but unless so removed shall continue in office
until their successors are elected and qualified. Each
stockholder in the company shall at all meetings or
elections thereafter be entitled to one vote for each share
of stock registered in his name.

6. The board of directors shall be stockholders of said
company. They shall appoint one of their number presi-
dent and one a vice-president, and may fill any vacancy
that may occur in said board, unless by removal, in which
case the same shall be filled by the stockholders in general
meeting. Whenever the minimum amount of capital
stock herein named shal] have been subscribed, and the
board of directors shall have elected a president, said com-
pany shall be considered legally organized, and may pro-
ceed to the transaction of business. The board shall
appoint, to hold during its pleasure, a secretary and trea-
surer and the subordinate officers and agents of the com-
pany, prescribe their compensation, and take from them
such bonds, with good security, as they may deem fit.

7. 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 the
city of Winchester, Virginia, or some other point within
the limits of the state of Virginia.

8. The annual meeting of the stockholders of said com-
pany shall be held at the city of Winchester, Virginia, on
the first Wednesday of May’‘of each year, or as soon there-
after as practicable, and on such other day and at such
other place as the stockholders may, by resolution adopted
in any annual meeting, to take effect at the next annual
meeting, prescribe. <A general meeting of the stockholders
of the said company may be held at any time as provided
for by section eleven hundred and fourteen of the code of
Virginia, edition of eighteen hundred and eighty-seven.

9. The said company shal! issue certificates of stock in
said company to subscribers therefor in shares of not less
than fifty dollars each, signed by the president and coun-
tersigned by the secretary of said company. The said
certificates shall be transferable only upon the books of
the said company by the said subscribers, their personal
representatives or duly authorized agent or attorney; and
the said certificates, when so transferred as aforesaid, may
be returned to the said company and cancelled, and new
certificates of stock shall be issued in lieu thereof to the
person entitled thereto for a like number of shares.

10. It shall be lawful for said company to 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 in the prosecution of any of its work, and may
secure the payment of said bonds by mortgages or deeds of
trust upon any or all of its property and franchises, in-
cluding its franchise to be a corporation; and the com-
pany may reserve the right to the company or confer on
the holder of any bond the right to convert the principal
thereof into the stock of the company at any time; and it
shall be lawful for said company to subscribe to and hold
shares in the capital stock of any railroad company or
other corporation whenever the board of directors of the
company shall deem it to its interest so to do.

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

12. Whenever this corporation shall exercise any of the
privileges conferred by this act it shall be liable to the
same taxes as may be imposed by Jaw upon other like cor-
porations or persons exercising like privileges.

13. This corporation shall be exempt from the terms,
limitations and conditions of section eleven hundred and
forty-one of the code of Virginia of eighteen hundred and
eighty-seven, for the space of ten years from the date of
the passage of this act, and debts due or to become due the
state by the company shall be paid in lawful money of the
United States and not in coupons.

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

CHapP. 428.—An ACT for the reliefof Zion Evangelical Lutheran
congregation of Waynesboro, in Augusta county, Virginia.

/ Approved March 3, 1890.

Whereas Zion Evangelical Lutheran congregation of
Waynesboro, in Augusta county, Virginia, have paid taxea
on their church property or parsonage from the year eigh-
teen hundred and seventy-five to the year eighteen hun-
dred and eighty-three, inclusive; and whereas such prop-
erty was exempt from taxation under the laws of this
state; therefore,

1. Be it enacted by the general assembly of Virginia,
That the auditor of public accounts of this state be and he
is hereby authorized and instructed to refund to the board
of trustees of Zion Evangelical Lutheran congregation, of
Waynesboro, all state taxes erroneously paid by them into
the state treasury from the year eighteen hundred seventy-
five to the year eighteen hundred and eighty-three, inclua-
ive, amounting to thirty-two dollars and twenty-six cents,
as shown by the commissioner’s books in the clerk’s office
of the county court of Augusta county.

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