Chap. 13.—An ACT to authorize the consolidation of the Norfolk city rail-
road company and the Suburban and city railway and improvement company
under the name of the Norfolk street railroad company.

Approved December 19, 1893.

1. Be it enacted by the general assembly of Virginia, That it shall
be lawful for the Norfolk city railroad company and the Suburban
and city railway and improvement company, of Norfolk city, Vir-
ginia, to consolidate and merge their several rights, franchises, roads
and properties, and to form one body politic and corporate under the
name of the “ Norfolk street railroad company,” in the manner and
upon the terms hereinafter prescribed, and upon such further terms
as the said companies may by their respective stockholders agree
upon. The said consolidation of said companies and the organiza-
tion of such consolidated company shall be deemed and taken as
final and complete under the terms of this act so soon as the agree-
ment of the said companies, to be adopted by their respective stock-
holders, fixing the terms and conditions of said consolidation and
organization, shal! be lodged for record in the office of the board of
public works of this State.

2. Any meeting of the stockholders of said several companies to
consider such consolidation of the same may be held upon at least
five days’ personal notice to such stockholders, or the publication of
such notice for that period in one of the newspapers published in the
city of Norfolk, Virginia.

The said Norfolk street railroad company, soto be consolidated as
aforesaid, shall have perpetual succession, and have power to sue and
be sued, plead and be impleaded, defend and be defended, in all
courts, either at law or in equity, and may make and have a common
seal and alter and renew the same at pleasure, and shall have, pos-
sess and enjoy all the rights and privileges of a corporation or body
politic in the law, and necessary for the purposes for which it is
formed.

And the said Norfolk street railroad company, so to be consoli-
dated, shall be subject to all the liabilities of each of said consoli-
dating companies, and shall have and possess all the rights, powers,
franchises and privileges heretofore conferred upon each of said con-
solidating companies by their respective charters and the several
acts of assembly concerning said companies respectjvely.

The said Norfolk street railroad company, so to be consolidated as
aforesaid, shall have the right to maintain and operate all the rail-
roads, lands and other property used, held and enjoyed in connection
therewith by both the said companies and to construct any and all
branches and lateral roads which either of said companies might
have constructed, under either or both of their charters, or such as
may be permitted, under the general laws of this commonwealth:
provided that permission of the councils of the city of Norfolk be
first obtained before any work shall be commenced on any street not
now occupied by the said companies consolidated by this act or per-
mission now given by the said councils to occupy.

3. The capital stock of said consolidated company shall be one
million dollars, divided into ten thousand shares of the par value of
one hundred dollars each, to be issued under and pursuant to such
agreement of consolidation as the stockholders of said companies
may enter into; and the same may be, from time to time, increased
to any amount not exceeding five million dollars, by issue and sale
of certificates of shares, above or below their par value, under such
regulations as the stockholders of said consolidated company shall
prescribe, the par value of which shall not be less than one hundred
dollars; and the directors may receive cash, labor, material, bonds,
stocks, real or personal property, in payment of said stock, at such
valuation as may be agreed upon.

4. It shall be lawful for such company, so to be consolidated, to
borrow money and issue and sell or otherwise dispose of its bonds or
other evidences of its indebtedness, from time to time, for such sums
and on such terms as its stockholders may deem expedient and pro-
per, in the prosecution of any of its work or business. It may secure
the payment of such bonds and securities by mortgages or deeds of
trust upon all or any portion of its property, real, personal or mixed,
its contracts and franchises, and its chartered rights and privileges,
including its franchises to be a corporation; and it may use so many
of the bonds of the said consolidated company as may be necessary
for the purpose, under the direction and control of the directors of
said company, in redeeming and taking up the existing and out-
standing bonds and obligations of each of said constituent com-
panies, on such terms and conditions as the said board of directors
may be able, from time to time, to make with the holders of said
bonds and obligations of the said severa' companies.

5. The said company, so to be consolidated, may acquire by con-
demnation, according to the laws of Virginia, the lands required for
the right of way of any extension or branches of its railroad, and
necessary depots and stations for its operations.

G. Each stockholder in the company, so to be consolidated, shall
at all meetings or elections be entitled to one vote for each share of
stock registered in his name; and the president and board of direc-
tors of said company may enact such by-laws, rules and regulations
for the management of the affairs of said company as they may
deem proper and expedient.

7. The board of directors shall be stockholders of said company,
and shall consist of five directors, all or any of whom may be resi-
dents of the state of Virginia, or of any other of the United States,
and the said number may be increased from time to time by the
stockholders, not to exceed, however, fifteen. And such directors
Inay or may not be stockholders, as a majority of said stockholders
may in regular meeting determine.

The directors shall be elected at the stockholders’ annual meeting
to be held on such date as the by-laws of the company may direct,
and shall continue in office for the term of one year from and after
the date of their election, or until their successors are elected and
accept the duties of the office; and they shall elect one of their num-
ber president, and in case of the death, resignation or incapacity of
the president, or any member of the board of directors during their
term of office, the said board shall elect their successors for the un-
expired term.

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