CHAP. 493.—An ACT to ineorporate the Basic City, West Vir-
ginia and Pittsburgh railway company.

Approved March +t. 1 90.

1. Be it enacted by the general assembly of V rene.
That Charles E. Hoge. Charles A. Holt. Ed. Echols.
Braxton, Arista Hoge. M. A. Booker. J. M. Quarles. } My
McFarland, Samuel Farier. J. E. Sanger. H. Le Mason. +.
G. Gooch, Silas B. Mason. S. D. Gooch. J. S. Darling. or
such of them as may accept the terms of “this act. and
their associates and successors, be. and thev are herehy.
incorporated and made a body politic and corporate under
the name and style of the Basic City. West Virginia and
Pittsburgh railway company, and by that name shal! Te
known in law, and as such are authorized and empowered
to locate, construct, and operate a line of railroad. com-
mencing at the town of Basic City, Augusta county. or at
a point within two miles of the intersection of the Chesa-
peake and Ohio railway company and the Shenandoah
Valley railway company, running thence by the most prac-
ticable route to some suitable point on the West Virginia
line between the counties of Bath and Shenandoah, cross-
ing the Valley railway at a point between Staunton and
Harrisonburg.

2. The said company shall have the power to cross at.
above, or below grade, unite or connect with any Jine ot
railroad now constructed or that may be constructed in
this state, or may acquire, by deed or purchase, any other
line of railroad now constructed or that may be con-
structed in the state of Virginia, or may lease or sel] its
line of railroad to any railroad company in the state of
Virginia, or may consolidate its stock and franchises and
property with any other company in the state of Virginia.

shall have power to make all contracts necessary for
carrying out the provisions of this section—the said lease
or purchase or consolidation of said line to be on such
terms and conditions as the majority of the stockholders.
at any special stockholders’ meeting, may approve: pro-
vided, that should the road ever consolidate with a foreign
corporation it shall always remain a Virginia corporation
as regards the right of suing and being sued.

3. The said comp&ny shall have perpetual succession.
and have power to sue and be sued, plead and he im-
pleaded, defend and be defended in all the courts, whether
in law or in equity; may make and have a common seal.
and alter or renew the same at pleasure; shall have and
possess and enjoy all the rights and privileges of a corpo-
ration or body politic in the law necessary for the pur-
poses of this act.
4. That the capital stock of said company shal! not be less
than twenty-five thousand dollars nor more than twenty-
five hundred thousand dollars, and shall be divided into
shares of the par value of one hundred dollars each. Each
share of stock shall be entitled to one vote in all meetings
of the stockholders, and the directors may receive cash,
labor, material, real and personal property suited for the
business of the company, 1n payment for the subscriptions
to the capital stock, at such valuation as may be agreed
upon between the directors and the subscribers prior to the
subscription, and may make such subscriptions payable
in such manner or amount and at such times as may be
agreed upon with the subscribers.

5. It shall be lawful for said company to borrow money
and for that purpose to issue and sell its bonds from time
time, for such sums and on such terms as its board of di-
rectors may deem expedient and proper, and to secure the
payment of such bonds by mortgages or deeds of trust
upon all or part of its property, railroads, and franchises.

6. It shall be lawful for the said company to acqurre,
hold and dispose of land for right of way, depots, stations
and other purposes necessary and profitable for the con-
struction and operation of its road, in any of the counties
through which it is authorized to construct its line.

7. Said corporation is authorized.and empowered to con-
struct branch roads in this state, none.of which, however,
shall exceed thirty-five miles in length.

8. Said railway company is authorized and empowered
to build, operate, and maintain telegraph lines upon the
line or lines of its roads, extensions, or branches in this
state, and to sell, lease, or connect the same with any
other telegraph line or lines in the state of Virginia.

9. The said company may acquire by condemnation,
according to the laws of Virginia, the land required for
the right of way of its railroad, and the necessary stations
and depots for its operation.

10. The said company shall be required to commence
the construction of said railroad in two years from the
first day of March, eighteen hundred and ninety, and to
complete the construction of the main line within five
years thereafter; or otherwise the powers, privileges, and
franchises hereby granted shall be annulled and become
void: provided, however, that should the said company
commence the construction of the said road within the
two years above prescribed, and should complete a part of
the main line thereof within the said five years, then the
powers, privileges, and franchises hereby granted shall be
null and void only so far as regards that part of the main
Jine not constructed and completed within the said five
years, but shall be valid in all respects so far as the mai!
line of said road shall be concerned which shall have beer
completed within the said five years, and any branche
thereof which may be thereafter completed pursuant to th
terms of this charter.

11. The persons herein named as corporators, or sucl
of them as may accept the conditions of this act, shal
have the power and authority of a board of directors anc
president for the purpose of organizing, and al) other pur
poses. They shall constitute the board of directors of saic
company up to the first day of March, eighteen hundrec
and ninety-two, and until their successors shall be elected
and have qualified. All the directors of this company
shall be stockholders thereof. They shall appoint one o!
their number president, and may fill any vacancy thai
may occur in the said board, unless by removal, in which
case the same shall be filled by the stockholders in gene-
ral meeting, Whenever ten thousand dollars of the par
value of the stock of said company shall have been sub-
scribed, and not less than two dollars per share paid in to
the company, and the board of directors shall have elected
a president, the said company shall be considered legally
organized, and may proceed to the transaction of busi-
ness.

12. Whenever any five corporators herein mentioned
shall desire to organize said company under this charter,
they shall notify in writing each of the other corporators
of the time and place (the latter to be within the city of
Staunton) proposed for the effecting of such organization;
the corporators shall be entitled to at least ten days’
notice of such organization. At such organization the
corporators herein named shall—such of them as accept
the terms of this act—be entitled to subscribe, or cause to be
subscribed, an equal amount of the capital stock with each
of the other corporators; but should any corporator fail
to subscribe, or cause to be subscribed, his full share of
the capital stock, the residue of his proportion shall be
divided among the remaining corporators named in this
charter, as they may agree. Should any corporator herein
named fail to appear at the organization, either in person
or by proxy, to subscribe to at least one share of stock in
the said company, after receiving notice as aforesaid, he
shall be considered as having declined to accept the pro-
visions of this act. .

13. The principal office of said compainy shall be st
some point in the state of Virginia, although the direc-
tors may establish offices and agencies elsewhere.

14. The board of directors shall] have authority, until the
first general election of directors by the stockholdera, to ap-
point such officers and agents and employees of the companr
as they may deem best; to prescribe their duties and fix their
salaries, notwithstanding such officer or agent may be a
member of said board. And said board shall do all other
things necessary, and have all powers that the stockhold-
ers might have in their general meeting, to successfully
conduct the business for which said company is chartered.
At the said first election to be held by the stockholders,
and thereafter, the stockholders shall have the right to
prescribe the powers and duties and to limit the authority
of the directors of the said company, as the stockholders
shall deem best.

15. The road to be constructed by the said company may
be of any gauge the board of directors may see fit; nor
shall it be necessary that any or all] of the branch roads
built by the said road shall be of the same gauge as its
main tract, but they may be of different gauges, as the
directors may deem best.

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

17. This act shall be in force from its passage; but the
general assembly of the state of Virginia reserves to itself
the right to modify or repeal this act at any time here-
after. !