Chap. 218.—An ACT to incorporate the Ohio river and Charleston railroad
company as the successor of the Charleston, Cincinnati and Chicago railroad
company.

Approved February 12, 1894.

Whereas by virtue of a deed of trust and mortgage executed by
the Charleston, Cincinnati and Chicago railroad company, and in
pursuance of a decree of foreclosure and sale under the same, duly
entered against said company, all the works, property and franchises
of said company have been sold and conveyed to Charles E. Hellier,
as the purchaser of the same, and it is now desired to change the
name of the said company and to extend its rights and privileges
with respect to the completion of its road: therefore,

1. Be it enacted by the general assembly of Virginia, That the
said Charles E. Hellier and his associates, to-wit.: John Goldthwait,
Samuel Hunt, Simon A. Stern, Henry M. Hoyt, Robert M. Morse and
Job H. Jackson, and their associates and successors, be, and they are
hereby, constituted and declared to be a body politic and corporate,
under the name of the Ohio river and Charleston railroad company,
and by that name shall have all the rights and powers and be sub-
ject to all the provisions of the genera] laws of the state in reference
to corporations and chartered companies, so far as the same may be
applicable to and not inconsistent with the provisions of this act.

2. The said Ohio river and Charleston railroad company shall be
the saccessor of the said Charleston, Cincinnati and Chicago railroad
company, and may construct, operate and maintain a railroad from
a point on the state line of Tennessee by the most practicable route
through or across the state of Virginia to some point on the state
line of Kentucky, at or near the breaks of Sandy, and to that end
may enter upon lands and survey its route and condemn lands for
its purposes in the mode prescribed by law.

3. The said Ohio river and Charleston railroad company may bave
perpetual succession and @ common seal; may contract and be con-
tracted with, sue and be sued; may construct and operate telegraph
and telephone lines along or near its line; may construct branch
railroads in the mode prescribed by law, and by an order of its board
of directors may consolidate and merge with any other railroad com-
pany chartered by this or any other state with which its line may
connect : provided, however, that such consolidated company shall
always remain a Virginia corporation so far as the right of suing or
being sued is concerned, and a counterpart of any such contract of
consolidation or merger shall be recorded in the office of the secre-
tary of the commonwealth of Virginia, and an official copy of such
contract shall be evidence of such consolidation or merger without
proof of handwriting.

4. The said Ohio river and Charleston railroad company shall sue-
ceed to and be vested with each, all and every of the works, property,
rights, privileges, franchises and easements of the said Charleston,
Cincinnati and Chicago railroad company, and shall perform all
duties which would or should have been performed by said last named
company, except so faras said rights or franchises may be herein ex-
tended or such duties herein modified, and except, also, that said
Ohio river and Charleston railroad company shall not be entitled to
the debts due to the said Charleston, Cincinnati and Chicago railroad
company, and shall not be liable for any debts or claims againat said
last named company, which may not be expressly assumed in the
contract of purchase with and the deed to the said Charles E. Hel-
lier. And the said Ohio river and Charleston railroad company, as
the successor of the Charleston, Cincinnati and Chicago railroad
company, shall have, exercise and enjoy each, all and every of the
rights, powers, privilegesand franchises granted to and conferred upon

said last named company by an act of the general assembly of Vir-

rinia, entitled an act permitting and authorizing the Charleston.
Cincinnati and Chicago railroad company to construct and operate
its road in Virginia, approved April sixth, eighteen hundred and
eighty-seven.

5. The capital stock of the said Ohioriver and Charleston railroad
company shall not be less than seven hundred thousand dollars, which
may be increased by the board of directors, from time to time. to an
amount not exceeding fifteen million dollars, and shall be divided
into shares of the par value of one hundred dollars per share. Said
shares of stock may be sold by the board of directors at such prices
as they may from time to time fix, and the same may be paid for in
property, money or services rendered, and such an amount thereof
as the directors may determine may be issued on account of the
works and property of the said Charleston, Cincinnati and Chicage
railroad company. And the board of directors of said Ohio rive:
and Charleston railroad company may borrow money, and may from
time to time issue bonds and other evidences of debt for and in be.
half of the said company and secure the same by mortgages and
deeds of trust upon its works, property and franchises.

6. The board of directors of said company shall consist of sever
members, who shall from their number choose a president, but the
number of directors may be increased by the stockholders in annua
meeting to a number not exceeding fifteen; and the seven person:
herein named as corporators, to-wit: Charles E. Hellier, John Goldth.
wait, Samuel Hunt, Simon A. Stern, Henry M. Hoyt, Robert M.
Morse and Job H. Jackson, shall constitute such directors and shall
conduct and control the affairs and business of the company until
their successors shall be appointed in a general stockholders’ meet-
ing, and they shall from their number choose a president and appoint
such other officers and agents as they may deem proper.

7. The first stockholders’ meeting shall be held on call of the di-
rectors after the minimum amount of stock aforesaid shall have
been subscribed; and notice by mail to each stockholder, given by
order of the directors at least ten days prior to such meeting, shall
be sufficient notice thereof. The principal office of said company
shall be at Saint Paul, Virginia, unless the directors shall order
otherwise. The said Ohio river and Charleston railroad company
may hold stock in other corporations, and other corporations may
hold stock in said company.

8. The said Ohio river and Charleston railroad company shall begin
the further construction of its road within two years and complete
the same within five years from the passage of this act: provided,
however, that for the formation of a continuous line of railroad as
hereinbefore provided the said company shall be authorized, by and
with the consent of the South Atlantic and Ohio railroad company,
to use a portion of the latter company’s track for a distance not
exceeding fifteen miles, upon such terms and corditions as may be
agreed upon between the two companies; and the said South Atlantic
and Ohio railroad company may use for traffic purposes a portion of
the track of the said Ohio river and Charleston railroad company, by
and with the consent of the latter company, upon such arrangementa
as to the joint use of the said latter company’s track as may be
agreed on between the two companies: and provided, further, that if the
said Ohio river and Charleston railroad company shall, within the
five years aforesaid, complete its road from the Tennessee state line
to Saint Paul, in Wise county, or to some point between Saint Paul
and the Kentucky line, then the same shall be deemed a sufficient
compliance with the provisions of this act and of the charter of the
company, without its fully completing its road to the Kentucky line;
hut this proviso shall not be held to extend the time for the con-
struction of the main line of said -company, or any part thereof, be-
yond the period of five years as aforesaid.

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