Chap. 535.—An ACT to incorporate the New River Zinc and Iron
Company.

Approved March 19, 1884,

1. Be it enacted by the general assembly of Virginia, That
John W. Robinson, David P. Graham, L. S. Calfee, George
|W. Palmer, J. W. McGavock, R. C. Hoffman, C. B. Squier,
Joseph J. Doran, and Richard Wood, or such of them as may
accept the provisions of this act, their associates and succes-
sors, be and they are hereby incorporated and made a body
politic and corporate under the name and style of the New
River Zine and [ron Company, and by that name shall be
known in law, and shall have perpetual succession, and have
power to sue and be sued, plead and be impleaded, defend
and be defended, in all courts, whether in law or in equity,
and make and have a common seal, and alter or renew the
same at pleasure, and shall have, enjoy and exercise all the
rights, powers and privileges pertaining to corporate bodies
and necessary for the purposes of this act, and make by-
laws, rules and regulations consistent with the existing laws
of the state for the government of all under its authority,
the management of its estate and properties, and the due
and orderly conduct of its affairs.

2. The capital stock of the said company shall not be less
than fifty thousand dollars, and may be increased to any
amount not exceeding two million five hundred thousand dol-
lars, by issue and sale of shares, the par value of which shall
not be less than fifty dollars, from time to time, under such
regulations as the board of directors of said company shall
from time to time prescribe; and the directors may receive
real or personal property suited to the business of the com-
pany, in payment for subscriptions to the capital stock, at such
valuation as may be agreed upon between the directors and
the subscribers.

3. The said company is authorized and empowered to pur-
chase, hold, own, lease, and control, in any manner, such real
estate, not to exceed thirty thousand acres in any one county,
in the counties of Wythe, Carroll, Smyth, Bland, Pulaski, and
Grayson, in the state of Virginia, as may be necessary for
the purposes of its business, and from time to time manufac-
ture iron and steel and other metals and articles composed
wholly or partly of iron and steel and other metals, and to
sell and dispose of the same, and to erect blast furnaces, roll-
ing mills, forges, mills, machinery, fixtures, buildings, and
the necessary appurtenances required in the conduct of their
business, mine coal, iron and other minerals, and to make,
lease, or contract for these or any of these purposes ; and the
said company shall have the right from time to time to pur-
chase, lease, hold and convey iron ore, mineral and limestone
lands, rights and interests in lands situate in any county in
the state of Virginia, or elsewhere; and to mine iron ore or
other minerals therefrom, to prepare the same for market,
and transport and sell the same.

4. The persons first named in this act, or such of them as
shall accept the provisions thereof, shall constitute the first
board of directors of the said company, and shall continue in
ottice until the first meeting of the stockholders thereof. At
such first meeting. and at every annual meeting, 80 many
directors shall be elected as may be prescribed by the by-laws
and regulations of said company, who may be removed by
the stockholders in general meeting ; but unless so removed,
shall continue in office until their successors shall be elected
and qualified. Each stockbolder in the company sball at all
meetings or elections thereafter, bo entitled to one vote for
each share of stock registered in his name.

5. The board of directors shall be stockholders of said
company. They shall appoint one of their number president,
and may fillany vacancy that may occur in said board, unless
by removal; in which case the same shall be filled by the
stockholders in general meeting. Whenever the minimum
amount of capital stock herein named shall have been sub-
scribed, and the board of directors shall have elected a presi-
dent, said company shall be considered legally organized, and
may proceed to the transaction of business. The board shall
appoint, to hold during its pleasure, the subordinate officers
and agents of the said company, prescribe their compensations,
and take from them such bonds, with such security, as they
may deem fit.

6. The board of directors may establish offices and agen-
cies at such places as they may deem proper, but the princi-
pal office of the company shall be located at some point within
the limits of the state of Virginia.

7. The annual meeting of the stockholders of the said com-
pany shall be held at Martin’s, in Pulaski county, Virginia,
on the first Wednesday of May of cach year, or as soon there-
after as practicable, and on such other day and at suca other
place as the stockholders may, by resolution adopted in any
annual mecting to take cffect at the next annual meeting,
prescribe. A general mecting of the stockholders of said
company may be held at any time, as provided for by the
tenth section of chapter fifty-seven of the Code of Virginia,
edition of cighteen hundred and seventy-three.

8. The said company shall issue certificates of stock in said
company to the subscribers therefor, in shares of not less
than fifty dollars each, signed by the president and counter-
signed by the secretary of said company. The said certifi-
cates shall be transferable only upon the books of the com-
pany, by the said subscribers, their personal representatives or
duly authorized agent or attorney ; and said certificates, when
so transferred as aforesaid, may be returned to the said com-
pany and cancelled, and new certifiates of stock shall be
issued in lieu thereof, to the person entitled thereto, for a like
number of shares.

9. It shall be lawful for said company to issue and sell its
bonds, from time to time, for such sums and on such terms as
its board of directors may deem expedient and proper in the
prosecution of any of its works, and may secure the payment
of said bonds by mortgages or deeds of trust upon all or any
portion of its property and franchises, including its franchise
to be a corporation, and it shall be lawful for said com-
pany to subscribe to and hold shares in the capital stock of
any railroad company or other corporation, whenever the
board of directors of the company shall deem it to its interest
80 to do.
10. No stockholder in said company shall be held lia-
ble or made responsible for its debts and liabilities, in a
larger or further sum than the amount of any unpaid bal-
ance due to the said company for stock subscribed for by
said stockholders.

11. Whenever this corporation shall exercise any of the
privileges conferred by this act, it shall be liable to the same
taxes as may be imposed by law upon other like corporations
or persons exercising like privileges,

12. This act shall be in force from its passage, but the gen-
eral assembly of the state of Virginia reserves to itself the
right to modify, alter or repeal this act at any time here-
after.