Chap. 183.—An ACT to Incorporate The Rappahannock Banking and
Insurance Company.

Approved April 9, 1874.

1. Be it enacted by the general assembly of Virginia, That
G. H. Brown, Cornelius Smith, Alexander Cary, F. Pendle-
ton Carter, William F. Anderson, Dr. A. W. Read, P. M.
Finks, P. H. O’Bannon and H. S. Menefree, and such others
as may associate with them under this act, be and they are
hereby created and declared to be a body politic and corpo-
rate, by the name and style of The Rappahannock Bank-
ow- ing and Insurance Company, and by that name may sue
be sued, plead and be impleaded in all the courts of law
equity in this state or elsewhere, and have perpetual
cession ; to have, make and use a common seal, and the
to break, alter or renew at their pleasure; to ordain and
lish such by-laws, ordinances and regulations as they think
proper and wise; and generally to do every act and thing
necessary to carry into effect this act, or to promote the ob

ject and design of this corporation: provided, that such by-

aws, ordinances, regulations or acts be not inconsistent wit '
the laws of this state or of the United States. )

be 2. To make insurance upon dwelling-houses, stores, ané |
all other kinds of business, in town or country, and upoz
household furniture, libraries, merchandise, and other pr-
9in- perty against loss or damage by fire; to cause themselves to
be insured, when deemed expedient, against any risk or risk

nd upon which they may have made or may make insurance; t*

ma rant annuities, to make insurances upon specie, bullion
profits, commissions and bank notes.

tto 3. To receive money on deposit and grant certificates there-

po for, in accordance with the conditions set forth in section:

ance. four and five of chapter fifty-nine of the Code of Virginia

‘*; edition of eighteen hundred and seventy-three, but in 2
case are such deposits, or the certificates therefor, to be held
liable to make good any policy of insurance issued by this

or- Company, or any other contract made by it; to borrow money

snd and to execute notes for the same, and to guarantee the pay-

, ment of money due upon bills of exchange, negotiable notes.
bonds or other written evidences of debt, and the perform
ance of other written contracts: provided, however, that |

owed NOthing contained in the foregoing section shall authorize —
said bank to take for the loan or forbearance of money or
other thing more than the legal rate of interest.

may 4. The funds of the company, however derived, may be

°r invested in or lent on any stock or real security, or be used
in purchasing or discounting bonds, bills, notes or other pa-
per: provided, that the rate of interest shall be such as may

ow be lawful at the time of such transaction; but the interest

> in any such transaction may be demanded and paid in ad-

- vance; and the said company shall have power and authority

is- , to purchase, or otherwise lawfully acquire, and to have and

tate to hold and likewise to convey and to sell any real estate not
exceeding five thousand acres, and any personal estate for
the purpose of securing any debt or debts that may be due,
or for the purpose of promoting the object and design of this
corporation.

5. The capital stock of this company shall not be less than
four thousand five hundred dollars, with authority to the said
company to increase the same to an amount not exceeding
two hundred thousand dollars. The capital stock shall be

ares divided into shares of twenty-five dollars each, and shall be

dup payable by each subscriber at such time or times, and in such
proportions as it may be called for by the president and di-
>tors; and if any such subscriber shall fail to pay the same How
called for, upon each and every share so held, within ple™
enty days after the same has been so called for, then the ——
1ount so called for may be recovered by motion, upon .
enty days’ notice in writing, in any court of record in the
unty of Rappahannock, or place of residence of the holder
the stock, at the option of said company.
6. The persons named in the first section of this act shall who
. the directors of this company until others are appointed
y the stockholders; and they may, as soon as proper, ap-
yint a president from among their number, or from among Presi.
hers who may hereafter be associated with them, and the 9?Po
id president shall continue in office until the first of Jan-
ary, eighteen hundred and seventy-five, or until his successor
appointed. In case of a vacancy in the office of president Vaca:
director from any cause, the remaining directors may elect Ped
thers to supply their paces until a meeting of the stock- How
olders shall be held. There shall not be less than seven, Te%
or more than nine directors, who, with the president (who dent,
1ust also be a director) shall manage the affairs of the com- 2%
any. Five of said directors shall constitute a quorum for Quer
ny and all business purposes of said company. The meet- Meet
ngs of the stockholders shall be held in the town of Wash- Steck
ngton, in the county of Rappahannock, and the business to be
ffice of the company shall be in the said town of Washington. vant

7. The president and directors shall appoint such clerks clerk
nd other officers as they may find necessary properly to $ of
onduct the business of the company, and allow them suita- Their
»le compensation; all of which clerks and officers shall hold stiot
their places during the pleasure of the said president and
lirectors.

8. The president and directors shall have power to appoint agen
agents in any part of the state or elsewhere, and, at their oppo!
discretion, may take from them bonds with security, condi-
tioned for the faithful performance of their duty, such agents
being removable at the pleasure of the president, subject to Agen
the approval of the board of directors, or by the board of
directors.

9. The scale of voting at all meetings of said company scale
shall be one vote for each share of stock not exceeding ™s*
twenty, and one vote for every two shares exceeding twenty
and not exceeding two hundred, and one vote for every four
shares exceeding two hundred; and every stockholder not in
debt to the company may, at pleasure, by power of attorney Tran:
or in person, assign or transfer his stock in the company, on sock
the books of the same, or any part thereof, not being less entiti
than a whole share; but no stockholder shall be permitted den¢
to make a transfer or receive a dividend until such debt is until
paid or secured to the satisfaction of the board of directors. paid

10. The president and directors shall have power to declare pivia
such dividends of the profits of the company as they may
deem proper: provided, that no dividend shall be declared
unless earned, and in the opinion of a majority of the board
si- the capital stock will not be impaired thereby. The saic

* president and directors shall, at the end of every year, ex.
cept that in which the company goes into operation, make s
report showing the condition of the company in regard tc
its business for the current year. The first annual meeting

ys, Of Said stockholders shall be on the first day of May, eigh

id teen hundred and seventy-four, and thereafter on the first
day of May of each year: provided, that the said stock.
holders, at any regular meeting, or a board of directors, may
at any time, change the day of said annual meeting, and the
president and directors may, at any time, call a general meet.
ing of the stockholders; and any number of stockholders
owning not less than one-third of the whole number of shares.
may require the president to call such meeting, and on his
refusal to do so, may themselves call such meeting, in each
case giving at least fifteen days’ notice, by publication in one
or more newspapers published in the town of Warrenton, or
in Front Royall, Warren county.

11. The members of the company shall not be liable for
any loss, damage, or responsibility other than the property
they have in the capital and fands of the company to the
amount of shares held by them, respectively, and any profits
arising therefrom not divided.

. 12. All policies of insurance and other contracts made by

~ the said company, signed by the president and countersigned
by the secretary, shall be obligatory on the said company,
and have the same effect as if attested by a corporate seal.

- 13. Nothing in this act shall be so construed as to autho-

i rize the said company toissue and put in circulation any note
in the nature of a bank note.

» 14. The board of directors shall allow the president and

ad other officers a reasonable compensation for their services to
be established and fixed, from time to time, by the said board.

15. The persons named in the sixth section of this act as

ze 8 board of directors shall, within twelve months after the
passage of this act, open books at Washington and Sperry-
ville, in the county of Rappahannock, and at any other place
or places they may deem proper, to secure subscriptions to
the capital stock of this corporation; and may prescribe such
terms in regard to said subscriptions as they may deem wise,
and not inconsistent with the provisions of this act, and the
laws of the state and of the United States.

mt 16. This act shall take effect from its passage, and shall be

r subject to amendment, modification or repeal at the pleasure

* of the general assembly.

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