CHAP. 233.—An ACT to incorporate the Baltimore, Cincinnati
and Western Railway Company.

Approved March 8, 1880.

1. Be it enacted by the general assembly of Virginia, That
William S. Carroll, Telfair Marriott, and Edward D. McConky,
of the city of Baltimore, in the state of Maryland; John A.
Shank, William H. Shoenberger, Thomas L. Young, and Charles
E. Ertz, of the city of Cincinnati, in the state of Ohio, or any
five of them, their associates, successors and assigns, be and
they are hereby mace and declared a body politic and corpo-
rate, by the name and style of The Baltimore, Cincinnati and
Western Railway Company, for the purpose of constructing,
equipping, maintaining and operating a railroad between the
city of Baltimore, in the state of Maryland, and the city of
Cincinnati, in the state of Ohio, passing through the state of
Virginia through or near the counties of Loudoun, Fairfax,
Fauquier, Clarke, Warren, Shenandoah, Rockingham, and High-
land, or cither of them, and through the county of Frederick
by way of Winchester, by such route as may be most advan-
tageous and expedient. Said company shall have perpetual
succession and a common seal, which it may renew or alter at
pleasure, and may sue and be sued, plead «nd be impleaded,
contract and be contraci¢éd with, and make ordinances, by-laws
and regulations not inconsistent with the provisions of this act,
the laws of this state or of the United States, for the govern-
ment of its officers and agents and the proper conduct of its
affairs.

2. The capital stock of the company in the state of Virginia
shall be one million dollars, and all the shares issued by said
company may be of the par value of fifty dollars each, or all of
the par value of one hundred dollars each. In case the capital
stock of said company shall! be found insufficient for construct-
ing and operating its railroad, said company may, with the con-
currence of two-thirds in value of all its stock, increase its
capital stock from time to time to an amount necessary for the
purpose aforesaid ; such increase to be made at a regular meet-
ing or a meeting called for the purpose at such place or places
and upon such notice as may be necessary and proper in order
that two-thirds in value of all the stock shall be represented at
such meeting. _
3. The said company may receive subscriptions to its capital
stock in cash, land, labor, or materials at such valuation as may
be agreed upon between said company and the subscriber, and
may make such subscriptions payable in such manner and in
‘such amounts and at such time or times as may be agreed upon
between said company and the subscriber. And it shall be
lawful for said company to receive and hold the title to all
lands so acquired, or which it may purchase or acquire by
voluntary grant, and to pussess, occupy, manage, improve and
develop the same as fully as a natural person could lawfully
do, or to sell, lease and convey at pleasure, or mortgage or
encumber its said lands upon such terms and for such objects
as the interests and business of the said company may require :
provided, that said company shall not hold lands not needed
for the purposes of its railway for a longer period than thirty
years.

4. Said company shall be and is hereby authorized and em-
powered to survey, locate and construct, equip, maintain and
operate a line of railway of standard gauge, that is to say, not
less than four feet eight inches, or four feet and one-half inches
in width, with a single or double track from the line of the
state of Virginia, at any point north of the city of Alexandria,
through or near the counties named in the preamble of this act,
or any part of them, and the city of Winchester and county of
Frederick, to any point or points in any of the counties men-
tioned bordering on the state of West Virginia; and to that
end the said company is invested with all the powers conferred
by the general laws of this state, and subject to all the restric-
tions of the same relating to railway companies not inconsist-
ent with this act.

5. Said company shall have power to borrow money to such
an amount as it may deem proper, after its whole capital stock
has been subscribed, and to issue for any loan debentures or
bonds of the company, bearing interest at such rate per annum
as the company may determine; said debentures or bonds may
be expressed in dollars or in pounds sterling or in funds, and
to secure the payment of such loan or loans, principal and in-
terest, said company may execute one or more mortgages or
deeds of trust on the whole or any part of its property, real,
personal and mixed, its charter rights, franchises and income.

6. It shall be lawful for said company to construct, equip
and maintain lateral or branch roads or tramways of any gauge
whatever not exceeding fifty miles each in length, which shall
have all the rights and powers and be subject to the same re-
strictions as the main line.

7. Said company may merge and consolidate with, lease or
be leased by for a term of years, any connecting railroad or
line of railroad: provided, however, that no such merger, con-
solidation or lease shall be entered into, take effect or prevail
until it is so authorized by a vote of the holders of at least two-
thirds of the capital stovk of said Baltimore, Cincinnati and
Western railway company; and in the event of any merger or
consolidation being effected as herein provided, the capital
stock of said company may consist of the amount of its own
stock, together with the amount of the capital stock of the rail-
roads merged or consolidated with.

8. The corporators herein mentioned shall have the powers E
and authority of a president and board of directors for the pur- ¢
pose of organization of said company and for all other purposes,
until a president and board of directors shall be elected ata F
stockholders’ meeting, and such meeting shall be held upon 4
such notice as the said corporators may deem proper when one-
half of the capital stock of said company shall have been sub-
scribed. The said corporators may elect one of their number c
chairman, who shall have the power and authority of president °
of said company; and in all matters a majority of said corpo-
rators shall control: provided, that this charter shall not confer F
authority to build a railroad or branch thereof between the
cities of Washington and Georgetown, in the District of
Columbia, or cither of them, and the city of Alexandria,
Virginia.

9. The said company shall be required to commence the con- v
struction of said road in this state within one year from the “
passage of this act, and complete the same within five years v
thereafter, otherwise the powers, privileges and franchises here- ”
by granted shall he ipso facto void.

10. Said company shall have the power to cross at grade, A
over or under, intersect, join or unite its railroad with any other ¢
railroad now built or constructed, or hereafter to be built and~
constructed, within this state, at any point on its route and
upon the grounds of such railroad company, with the necessary
turnouts, sidings and switches and other conveniences in further-
ance of the objects of its connections. All acts and parts of
acts in conflict with the provisions of this section are hereby
repealed.

11. Said company shall pro rate with all connecting railway ¢
companies, and should it discriminate in its freight or passen- p
ger rates, through or local, against any citizen or community rn
in this state, then, upon the ascertainment of such discrimina- }
tion, this charter shall be void. The fact of such discrimination t
may be ascertained by means of an information to be filed by
the attorney for the commonwealth in any county through or 4
in which the line of railway of said company may be located,
upon the application of any person claiming, under oath, to
have been aggrieved by said company.

12. This act shall be in force from its passage. c