CHAP. 55.—An ACT to incorporate the Radford steel and iron
company.

Approved January 15, 1890.

1. Be it enacted by the general assembly of Virginia,
That F. J. Kimball, James L. Radford, Joseph J. Doran,
William Ingles, Charles H. Mellon, Henry Fairfax and
M. C. Jameson, or such of them as may accept the pro-
visions of this act, their associates and successors, be, and
they are hereby, incorporated and made a body politic and
corporate, under the name and style of the Radford stee]
and iron company, and by that name shall be known
in law, and shall have perpetual succession, and have
power to sue and be sued, plead and be impleaded, defend
and be defended in all courts, whether in law or in equity,
and may make and have a common seal and alter or
renew the same at pleasure, and shall have, enjoy, and
>xercise all the rights, powers, and privileges pertaining
Lo corporate bodies and necessary for the purposes of this
act.

2. The capital stock of the said company shall not be

less than one hundred thousand dollars, and may be
mncreased to any amount not excceding three million dol-
lars by issue or sale of shares, preferred or common stock,
or both, the par value of which shall not be less than fifty
dollars, from time to time, under such regulations and
upon such terms and conditions and at such prices as the
board of directors of said company shall from time to
time prescribe, and the directors may receive lands, labor,
material, and other property suited to the business of the
company in payment for subscriptions to or sales of the
capital stock at such valuation as may be agreed upon
between the directors and subscribers or purchasers.
_ 3. The said company is authorized and empowered to
purchase, ship, and sell iron, steel, and other metals; to
manufacture iron, steel and other metals and articles com-
posed wholly or partly of iron, or steel, or other metal; to
mine iron or coal and other minerals; to make coke, and
to sell and dispose of the same, and to erect foundries,
rolling mills, forges, furnaces, mills, pipe lines, machinery,
fixtures, buildings, and the necessary appliances; and to
purchase, hold, own, lease, sell and convey and control in
any manner lands, iron ore, coal, timber, and mineral
lands, and interests in the lands and other property in
this state and elsewhere required in the conduct of its
business, and in order to bring out the minerals and
products of its locality and furnish public transportation
facilities, the company shall have the right, from time to
time, of locating, constructing, leasing, operating, and
maintaining a line of railroad or railroads from any of
the lands, operations, or works of the said company to any
point on any railroad that is now or hereafter may be
located, or constructed into or through the counties of
Carroll, Montgomery, Pulaski, Wythe, Smyth, and any
adjacent counties; provided, that nothing herein con-
tained in this section shall be construed as exempting the
said company from the provisions of chapter fifty-one of
the code of Virginia of eighteen hundred and eighty-seven,
if it shall engage in constructing or operating any such
railroad ; and the said company may acquire by condem-
nation in the mode provided by law the lands necessary
for the right of way of its railroads and necessary stations
and depots for their operation.

4. The persons first named in this act, or such of them
as shall accept the provisions thereof, shall constitute the
first board of directors of said company, and shall con-
tinue in office until the first meeting of the stockholders
thereof. At such first meeting, and at every annual meet-
ing, 80 many directors shall be elected as may be prescribed
by the by-laws and regulations of the said company, who
may be removed by the stockholders in general meeting,
but unless so removed shall continue in office until their
successors shall be elected and qualified. Each stock-
holder in the said company shall, at all meetings or
elections thereafter, be entitled to one vote for each share
of stock registered in his name.

5. The board of directors shall be stockholders of said
company ; they shall appoint one of their number presi-
dent, 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 shall
have been subscribed, and the board of directors shall have
elected a president, said company shall be considered
legally organized and may proceed to the transaction of
its business. The board shall appoint, to hold during its
pleasure, the subordinate officers and agents of the said
company, prescribe their compensations, and take from
them such bonds with security, as they may see fit.

6. 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 some
point within the limits of the state of Virginia.

7. The annual meeting of the stockholders of the said
company shall be held at Radford, Montgomery county,
Virginia, on the first Wednesday of March of each year,
or as soon thereafter as practicable, and on such other day
and at such other place as the stockholders may, by reso-
lution, adopt at any annual meeting, to take effect at the
next annual meeting, prescribe. A general meeting of the
stockholders of said company will be held at any time as
provided for by the eleven hundred and fourteenth section
of chapter forty-seven of the code of Virginia, edition of
eighteen hundred and eighty-seven.

8. The said company shall issue certificates of stock in
said company to the subscribers or purchasers thereof, in
shares of not less than fifty dollars each, signed by the
president and countersigned by the secretary of said com-
pany. The said certificates shall be transferrable only on
the books of the 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 persons entitled thereto for a like
number of shares.

9. It shall be lawful for said company to issue or sell
its bonds from time to time for such suins and on such
terms as its board of directors may deem expedient and
proper in the prosecution of any of its works, and may
secure the payment of said bonds by mortgage or deeds of
trust upon all or any portion of its property and franchises,
including its franchises to be a corporation; and may
reserve the right to the company or confer on the holder of
any bond of the company the right to convert the principal
thereof into stock of the company at any time, and it shall
be lawful for said company to guarantee or subscribe to or
hold shares in the capital stock or obligations of any rail-
road company or other corporation whenever the board of
directors of the company shall deem it to its interest to
do so, and any such corporation of this state or elaewhere
may subscribe for, acquire or guarantee the bonds or the
stock of said company.

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

11. Al] taxes and debts due or to become due the state
of Virginia by the company shall be paid in lawful money
of the United States and not in coupons.

12. 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, alter or repeal this act any time here-
after.