Chap. 212.—An ACT to amend the Charter of the Milton and Suther-
lin Narrow-Gauge Railroad Company.

Approved March 27, 1876.

1. Be it enacted by the general assembly uf Virginia, That
the seventh section of an act approved the second day of
March, eighteen hundred and seventy-six, entitled an act to
incorporate the Milton and Sutherlid narrow-gauge railroad
company, be amended and re-enacted so as to read as follows:

§7. It shall be lawful, with the consent of the state of
North Carolina, for the company organized under this char-
ter, to extend its road into the state of North Carolina, at or
near Milton; and to accomplish that object, if necessary or
expedient, to consolidate, merge, and amalgamate with any
railroad company organized under the laws of the state of
North Carolina, for the construction of a railroad from Mil-
ton to the line separating Virginia from North Carolina, in
such manner and upon such terms as may be agreed: upon
and accepted by both of said companies.

2. This act shall be in force from its passage, and shall be
subject to all general laws now existing, or that may hereaf-
ter be enacted with reference to works of internal improve-
ment.

Chap. 213—An ACT to Incorporate the Virginia Building and Savings
Company.

Approved March 27, 1876.

1. Be it enacted by the general assembly, That Peter H.
Woolfork, A. R. Brooks, R. M. Brooks, Moses Norrell, W. J.
Norrell, E. Archer, B. B. Brooks, John W. Toney, A. A. Tur-
pin, John B. Harris, William H. Harris, L. Boyd, William

urpin, Samuel T. Hucless, D. F. Batts, Thomas M. Hewlett,
Claiborne Green, John H. Adams, R. P. Brooks, and R. H.
Paul, together with such other persons as may be hereafter
associated with them, be and they are hereby created and
made a body politic and corporate, by the name and style of
Tne Virginia Building and Savings Company; and as such
shall be capable in law to purchase, hold and dispose of pro-
perty, both real and personal; to receive deposits and savings;
to borrow money and create loans for the purpose of advanc-
ing upon buildings and lands, and for such other objects as
may promote the interest of the company; and for the pur-
pose of enabling persons of limited means ‘to purchase a
homestead for their families. The said corporation shall have
power to make, have and use a common geal, and the same
to change, alter, add and renew ut pleasure; to sue and be
sued, plead and be impleaded, in any court of law and equity;
to make all deeds, transfers, contracts, conveyances and grants
whatsoever, and to exercise all the powers incident to bodies
politic and corporate, not inconsistent with the laws of this
state or of the United States. .

2. There shall. be a meeting of the said corporation at such
a place, and on such a day, after the passage of this act, as
the persons above named, or a majority of them, shall ap-
point, (and on such a day, and at such a place, annually there-
after, as the by-laws may appoint,) for the purpose of choos-
ing from among the voting members thirteen directors, to
manage the affairs of the said corporation for one year there-
after, and until a new election shall take place, and their suc-
cessors are duly qualified; and the members above named, or
a majority of them, shall appoint the judges of the first elec-
tion; and all subsequent elections shall be conducted, and
judges appointed, in accordance with the by-laws. .

3. The directors for the time being, or a majority of them,
shall have power to elect from their own body a president
and vice-president, and shall have power to fill all vacancies
that may occur in these offices and in their own body; to
appoint all other officers, agents and servants, as they may
deem necessary to conduct and execute the business of said
corporation, to fix compensation, and in their discretion to
dismiss them; to take bonds for the said corporatioh from all
or any of the officers, agents or servants by them so appoint-
ed, with security, conditioned in such form as they shall ap-
prove, for the faithful performance of the duties of such offl-
cers, agents or servants, and to secure the said corporation
from loss; to invest the funds of the said corporation as they
shall see proper, and generally to do any other act or acts
touching the interest of the company, gs they shall deem
most safe and beneficial; to admit mémbers upon such terms
as the by-laws may prescribe, and to furnish proof of such
admission, and of all payments made by such members upon
their respective shares, whether in advance or otherwise; to
exclude members when they have not any property in said
corporation; and to make ali such by-laws as may be neces-
sary for the exercise of the aforesaid powers, or the powers
vested in said corporation, and the same to alter or repeal at
pleasure: provided, that such by-laws shall not be contrary
to any law of this state or of the United States.

4. The stock of the said corporation shall consist of not
less than one hundred nor more than three thousand unre-
deemed shares, at the par value of two hundred dollars each,
payable in such instalments as the board of directors may
prescribe. But the by-laws may provide conditions for the
payment of all or any part thereof in advance, and may also
prescribe the entrance fee to be paid by each stockholder at
the time of subscribing; and, if they see proper, may limit
the number of shares which each stockholder may hold at
-one time; and the corporation shall have power to enforce
the payment of all instalments and other dues due to the
corporation from its members by such fines and forfeitures
as the directors may from time to time provide in the by-
laws; and every member shall have one vote fur every share
of unredeemed stock which he may hold at any meeting of
stockholders or election for directors; and no one shall be
eligible as presidefft, vice-president, or director, who is not
the bona fide owner in his own right of one or more shares
of unredeemed stock; and upon his ceasing to hold in his
own right unredeemed stock, it shall be the duty of the
board of directors to declare his or their office or offices
vacant, and to fill the vacancy. _ ‘

5. Any person or persons applying for membership or for
stock in said corporation, after the end of one month from
the time of incorporation, may be required to pay, on sub-
scribing, such bonus or assessment as may from time to time
be fixed or assessed by the board of directors, in order to
place such new members or stockholders on a footing with the
original members, and others holding unredeemed shares at
the time of such application.

6. It shall and may be lawful for the said corporation, at
any time in advance of* the period or periods of time at which
the several instalments on the shares of stock of any mem-
ber shall become due and entirely paid up, according to the
provisions in the fourth section of this act, to redeem the
same, and to advance to such member, for such premium as
may be agreed upon, the par value of two hundred dollars
per share thereof for any number of shares therein held by
him, at such a sum or price as such member may agree to re-
ceive; or to loan the said sum for a period of years, deduct-
ing the interest thereof in advance, and on payment of said
sum of money by the company, to receive from such member
a transfer of all his interest in such share or shares, and also
security, by way of mortgage on real or personal property,
or hypothecation of unredeemed shares or stock of the said
corporation held by such member; the said mortgage or
hypothecation conditioned for the payment by such member
to said corporation of the unpaid instalments to be paid on
the share or shares of stock so redeemed or sold by him,
together with interest on the sum so paid or advanced, and
all assessments, fines, and penalties incurred, according to
the by-laws in respect thereof: provided however, that in
case of such hypothecation of stock, no greater sum of money
shall at any time be drawn out by any member than shall
have been already paid in by him on his shares at the time
of such hypothecation; the property so mortgaged as afore-
said to the corporation, being taxed in the hands of the in-
dividual member or mortgagor.

7. All shares of stock redeemed by, hypothecated to, pur-
chased or advanced on by the company, in accordance with
the preceding section, shall be considered as redeemed shares,
and shall be canceled; and it shall be lawful for the company
to issue an equal number of new shares in their stead, so that
the number of unredeemed shareg authorized by this act may
always equal and not exceed the number of three thousand
unredeemed shares, perpetually. And the member or mem-
bers of the corporation so redeeming the said share or shares
of stock, shall cease to be stockholders, and shall not be enti-
tled to vote at any meeting of the corporation held for the
purpose of electing directors, or for any other purpose, and
shall not be eligible for any of the offices of the corporation
mentioned in this act: provided, however, that any stock-
holder who may redeem stock to the association, shall there-
upon have the privilege to subscribe for as mamy shares of
new stock at the price fixed by the board as he shall have
redeemed at that time; and upon so doing, he shall not be
deemed to have forfeited any of his rights enunciated as
above, in consequence of redeeming the previous shares.

8. It shall be the duty of the board of directors, at least
ten days prior to the expiration of each succeeding half year,
accounting from the date of organization of the company, to
appoint from the stockholders three competent persons to
investigate the affairs of the corporation and make a report
thereof, which report shall be recorded in a book kept for
that purpose, and to be at all times oper for the inspection
of the stockholders; and thereupon, the board of directors
shall, within ten days thereafter, declare @ch dividend of the
profits as shall have been made during the preceding six
months upon the unredeemed shares—the dividends upon
fully paid-up shares to be paid in cash, and upon shares not.
paid up in full, to be pro rata passed to the credit of the
holder thereof: provided, that always at the expiration of a
current year, the newly elected board of directors only shall
have the power to declare such dividend.

9. Nothing in this act shall be taken or construed to allow
the said corporation to issue any note, token, scrip, device,
or other evidence of debt, to be used as currency.

10. In addition to the foregoing powers, the said company
shall have power—

First. To receive moneys in trust, and to accumulate the
same, at such rates of interest as may be obtained or agreed
upon, not exceeding the rate allowed by law.

Second. To accept-and execute trusts of every description,
except that of a guardian, not incgnsistent with the laws of
the state, as may be committed to it by any person or per-
sons whatsoever, or by any corporation, municipal or private,
or by any of the courts of record in this state.

Third. To accept and take by grant, assignment, transfer,
devise, or bequest, and hold any real or personal estate upon
trusts created in accordance with the law of this state, and
to execute legal trusts in regard to the same, on such terms
as may be declared, established, or agreed upon in relation
thereto.

- Fourth. To accept from and execute trusts for married
women in respect to their separate property ; and in all cases
where moneys may. be brought into any court by order, judg-
ment, or decree, such court may by order, appoint the said
company its general receiver, and direct the same to be de-
posited witb it. .

11. On any sum of money which shall be received or col-
lected by the said company in its capacity of receiver or de-
pository of moneys in court, legal interest shall be allowed
by it from and after a reasonable time granted to it to effect
a judicious investment of the same; and any unexpended
balance of such interest remaining on hand at the expiration
of the fiscal year, as fixed by law, shall be added to the prin-
cipal as accumulated principal, and interest charged upon
the same against the said company in the next settlement of
its accounts by the commissioner of such court. For exe-
cuting the duties of such offices or trusts as may be con-
fided to it .by any of the courts of this state, the said com-
pany shall be entitled to such compensation or commissions
as are allowed by law to other fiduciaries for similar ser-
vices. , :

12. If it shall appear to the satisfaction of sueh court that
the said company is absolutely possegsed, in its own right,
of an unincumbered capital of the actual value of not less
than thirty thousand dollars, no personal or other security
shall be required @it when appointed receiver or depository.
But all investments of moneys received by the said company,
in either of such characters, shall, except where specially in-
vested under the order of the court, be at the sole risk of the
company; and for all losses of such moneys, including de-
posits made on account of any public institution or by any
public officer, the capital stock, property and effects of the
said corporation shall be absolutely and primarily liable;
and in case of the dissolution of the same, from any cause,
the debts due by if as receiver or depository of moneys in
court, or depository’ of the funds ot any public institution or
public officer, shall have the preference. _ ) .

13. It shall be the duty of said company to make regular
settlements of its several accounts as receiver or depository
of moneys in court, before one of the commissioners in chan-
cery for such court as provided by law in the cases of natu-
ral persons holding similar appointments; and it shall be the
duty of said commissioners to accompany such settlements
of the accounts of the said company with a special report, in
relation to the ability and integrity with which its affairs
are conducted, and the prudence and safety of its invest-
ments of the money in its custody, as the receiver or de-
pository, which report shall also show the actual value of
the assets, and the amount of the liabilities of said company.
The expense’ of every such settlement shall be rateably ap-
portioned by the said commissioner between the parties in
interest therewith.

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

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