CHAP. 438.—An ACT to incorporate the Appalachian club.
Approved March 3, 1890.

1. Be it enacted by the general assembly of Virginia, That
Henry Webb, H. C. McDowell, junior, H. H. Bullitt, junior,
J. F. Bullitt, W. L. Matthews, L. T. Maury, W. M. McIlwee,
H, C. Clay, L. O. Pettit, and Walter E. Addison, ad such
other persons as are now associated as the Appalachian
club, or may hereafter. become associated with them, are
hereby constituted a body corporate by the name of the
Appalachian club, to be located in the town of Big-Stone
Gap, Wise county, Virginia, for the promotion of social
intercourse and for the purpose of maintaining a library
and reading-room.

2. The said corporation shall have the power to make
and adopt the constitution and by-laws, rules and regula-
tions for the admission and expulsion of its members and
their government, the election of its officers, and to define
their duties, and for the safe-keeping and protection of its
property and funds, and from time to time to alter or repeal
such constitution, by-laws, rules and regulations: pro-
vided, that the same be not inconsistent with the constitu-
tion and laws of the United States or of the state of Vir-
gipia.

3. The said corporation may purchase and hold or lease
any real or personal estate, provided that they shall not
hold any real estate exceeding one acre of land.

4. All taxes and debts due the commonwealth shall be
paid in lawful money of the United States and not in
coupons. .

5. This act shall be in force from its passage, and be
subject to amendment, alteration, or modification at the
pleasure of the general assembly.

CHAP. 438.—An ACT to incorporate the Waynesboro and Basic
City street railway company.

Approved March 3, 1890.

1. Be it enacted by the general assembly of Virginia,
That M. Erskine Miller, William Patrick, John T. Smith,
J.F. Templeton, R. G. Wright, George C. Maslin, W. W.
Fishburne, John Harner, T. H. Antrim, W. M. Chew, A.
C. Braxton, J. M. Quarles, G. G. Gooch, J. F. Bowman, J.
E. Sanger, C. A. Holt, Arista Hoge, M. A. Booker, J. Alex-
ander Bumgardner, and W. S. Gooch, or such of them as
may accept the provisions of this act, their associates, suc-
cessors, and assigns, be, and they are hereby, incorporated
and made a body politic and corporate under the name
and style of the Waynesboro and Basic City street railway
company; and by that name shal! be known in law, and as
such are authorized and empowered to locate, construct,
maintain, and operate a street railway from or near the
residence of John T. Smith, located on the Scottsville
turnpike, near the western limits of the town of Waynes-
boro, along said turnpike in an easterly direction as it
runs through said town, of which said turnpike is the
principal or main street, and from the eastern limits of
said town along said turnpike through the county of
Augusta to or near the point of the intersection of said
turnpike with the Shenandoah Valley railroad, and thence
on the land of the Shenandoah Valley railroad company,
or upon other lands, in a northerly direction to or near the
intersection of said Shenandoah Valley railroad ard the
Chesapeake and Ohio railroad, and also upon such other
streets and highways in said town of Waynesboro’ or in
its vicinity as the said Waynesboro and Basic City street
railway company may desire to occupy, for public use in
the conveyance of passengers by any other power or pro-
pelling agency than steam locomotives, and to collect tolls
and fares on the same.

2. Such street railway shall not occupy any street or
highway, or any part thereof, without and until the con-
sent of the local authorities having control of such street
or highway, 1s first had and obtained; and it is understood
that as to the parts of the highway known as, the Scotts-
ville turnpike, lying outside the corporate limits of the
town of Waynesboro, und between the residence of John
T. Smith, on the west and the Shenandoah Valley railroad
on the east, which are proposed to be occupied by said
street railway, the board of supervisors of the county of
Augusta is to be taken and considered as the local author-
ity, whose consent to the occupation by said street railway
as hereinbefore provided is to be had and obtained, not-
withstanding such parts of said highway may hereafter be
within the limits of a municipal corporation. And it is
further provided that said street railway, as to its location,
construction and operation, shall be subject to such rea-
sonable and proper regulations as may be imposed by the
local authorities having control of the streets and high-
ways proposed to be used, and as regards such location,
construction and operation, any municipal corporation
hereafter created, shall be regarded as one of the local au-
thorities referred to so far as said street railway may lie
within its corporate limits. But it is also provided that
as regards the right of said street railway to occupy with
its improvement any lands belonging to the Shenandoah
Valley railroad company, as hereinbefore designated, it
shall not be necessary to obtain the consent of any muni-
cipal or other public authority, but only the consent of
the said railroad company; nevertheless the location, con-
struction and’ operation of street railway on the lands of
said Shenandoah Valley railroad company, shall be sub-
ject to the reasonable and proper regulations of any muni-
cipality within whose limits and jurisdiction said lands
may hereafter be, as hereinbefore prescribed. And should
the said street railway company desire to extend its road
beyond the limits hereinbefore indicated, and to occupy
any street or highway laid out or opened by any corporation
other than a municipal corporation, or the lands of any
such corporation or of any private individual, the consent
of such corporation or individual in writing, under seal,
is to be first had and obtained. And if said street railway
company shal] desire to occupy any existing highway east
of the Shenandoah Valley or north of the Chesapeake and
Ohio railroad, so far as said highway runs through the
lands of any corporation other than a municipal corpora-
tion, or borders thereon, the consent of said corporation
shall be first had and obtained in writing, under seal, as
the conditions of its so doing.

3. The roadways and tracks of said company shall be
constructed, operated and maintained by it in such manner
as not to interfere with or obstruct the ordinary use’of the
streets or highways used by it, and the said company shall
at all times keep so much of any street or highway as is
occupied by it in good order and repair; and in addition
shall also keep said street or highway in like order and re-
pair along both sides of its track for a distance of two feet
from its rails. And nothing herein contained is to impair
the right of the proper local authorities whose streets or
highways may be occupied by said street railway from
changing the grade or location of such street or highway or
of improving the same: provided, the usefulness and con-
venience of said street railway is not thereby impaired:
and provided, furthermore, that in case the grade or loca-
tion of a street or highway is changed, the tracks of the
street railway shall also be properly moved or changed
without expense to said street railway company, so as to
be conformed or adjusted to the altered condition or loca-
tion of the street or highway.

4. The said company shall have perpetual succession,
and have power to sue and be sued, plead and be impleaded,
defend and be defended in all courts, whether at law or in
equity ; and may make and have a common seal and alter
or renew the same at pleasure; and shall have and possess
and enjoy all the rights and privileges of a corporation or
body politic conferred by the general law and necessary
for the purposes of this act.

5. The capital stock of said company shall not be less
than twenty-five thousand dollars, to be divided into shares
of the par value of fifty dollars each, and may, from time
to time, with the consent of a majority of the stockhold-
ers, be increased to an amount requisite for the purposes
of the said company, not exceeding one hundred thousand
dollars, by issue and sale of shares, under such regula-
tions as the board of directors of said company may pre-
scribe, and the directors may receive casb, labor, material,
real and personal property suited to the business of said
company, in payment of subscriptions to the capital stock,
at such valuation as may be agreed upon between the
directors and subscribers, and may make such subscrip-
tions payable in such manner or amounts, and at such
times, as may be agreed upon by the subscribers.
6. It shall be lawful for the company to acquire, by
donations or purchase, land for rights of way, depots, sta-
tions, and other purposes necessary for the successful con-
struction and operation of its road, and to contract with
other corporations for the supply of any power it may re-
quire for the operation of its line.

7. It shall be lawful for said company to borrow money
by the issue and sale of its bonds, or otherwise, from time
to time, in such sums and on such terms as its -board of
directors may deem expedient and proper, and to secure
the payment of such borrowed money or bonds by mort-
gages or deeds of trust upon all or any portion of its prop-
erty, railroads, and franchises, including its franchise to
be a corporation.

8. The said company shall be required to commence the
construction of said railroad within three years from the
passage of this act, or otherwise the powers, privileges,
and franchises hereby granted shall be annulled and be-
come void.

9. The persons named in this act as the corporators, or
such of them as shall accept the provisions thereof, shall
constitute the board of directors of said street railway
company for the first three years, and shall elect one of
its members as president, who shall nevertheless discharge
the duties of a director, including the right to vote on all
questions Said directors shall continue in office until
their successors are chosen; but after the expiration of
said three years the directors shall be elected by the stock-
holders annually, and their number may be enlarged or
diminished, as the stockholders may determine. If any
one or more of the ten corporators first hereinbefore men-
tioned by name fail to accept this charter, or if, after ac-
cepting the same, one or more of them should, by reason
of death, resignation, or from any other cause, cease to be
a corporator and director, the remainder of said first-
named ten persons, or a majority of them, shall have the
right to fill the vacancy or vacancies so occurring, and in
this way the said ten persons first named as aforesaid,
and their successors, shall, without the intervention of
the other and last named ten corporators in this charter,
keep up their number for the period of three years, for
which they are to be directors. And all vacancies among
the ten persons who are last mentioned in this charter by
name in the first section thereof, occurring in any of the
ways or modes in the present section designated, shall be
filled by the remainder of their number, or a majority
thereof, and in this way the said last named ten persons,
and their successors, shall, without interference on the
part of the ten corporators first named in section one,
keep up their number as directors for the aforesaid period

95
of three years. The purpose and intent of this arrange-
ment is to preserve equality in numbers between the ten
corporators and directors first named and the ten last
named for the period of three years, for which it is pro-
vided they are to serve as directors. It is further provided
that the minimum capital of twenty-five thousand dollars
shal] be taken, or procured to be taken, by the first named
ten and the last named ten corporators in equal parts;
but neither party shall have the right to call on the other
to take its part of said minimum, or procure it to be taken,
until it has itself taken, or procured to be taken, the other
moiety; and likewise, if either of said parties shall take,
or procure to be taken, less than one-half of said mini-
mum, it shall be privileged to call on the other party to
take, or procure to be taken, only a like amount, and so
on until the minimum stock is equally divided between
the two parties and their friends. And whenever either
of said parties shall desire to build or make a street rail-
way along the line between the residence of John T.
Smith, near the western limits of the town of Waynes-
boro, along the Scottsville turnpike, through the town of
Waynesboro, and on to the line of the Shenandoah Valley
railroad, and thence to the station at the junction of the
Shenandoah Valley and Cheapeake and Ohio railroads, as
described in the first section, and shall have subscribed,
or procured to be subscribed, one moiety of the minimum
capital of twenty-five thousand dollars, or one moiety of
what is necessary to construct and equip the road for
actual use, then the other party shall subscribe, or pro-
cure to be subscribed, an equal amount; and the road
shall then be built, stocked, and equipped for use. When-
ever fifty per centum of the minimum capital of twenty-
five thousand dollars shall have been subscribed, the said
street railway company shall organize and may proceed to
the transaction of business. Said company shall, in addi-
tion to a president, be entitled to elect such other officers
as it may deem proper, prescribe their duties, and, if
deemed proper, require of any of them bonds in such
penalties as may be prescribed, conditioned for the faith-
ful performance of their duties. It shall also have au-
thority to make, for the government of its business, such
by-laws as are not inconsistent with this charter or with
the constitution and laws of the state of Virginia or of
the United States.

10. The street railway company hereby incorporated
shall pay all taxes and debts due or to become due from it
to the commonwealth of Virginia in lawful money of the
United States and not in coupons.

11. This act shall be in force from its passage, but the
general assembly reserves the right to modify, alter, or
repeal this act at any time hereafter.