Chap. 350.—An ACT to incorporate the Lyon manufacturing company.

Approved May 21, 1887.

1. Be it enacted by the general assembly of Virginia, That
Harrison Lyon, L. D. Fulkerson, A. P. Henderson, W. F.
Edmonds, John Lyon, or such of them as may accept the
provisions of this act, their associates and successors, be and
they are hereby incorporated and made a body politic and cor-
porate under the name and style of the Lyon manufacturing
company, and by that name shall be known in law, and shal
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 may make and have
a common seal, and alter and renew the same at pleasure,
and shall bave, 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 regula-
tions consistent with the existing laws of the State, for the
government of all under its authority, the management of
its estates and properties, and the due and orderly conduct of
its affairs.

2. The capital stock of said company shall not be less than
three thousand dollars, and may be increased to any amount
not exceeding fifty thousand dollars by subscription, or by
the issue or salo of shares, the par valuc of which shall not
be less than fifty dollars, from time to time, under such regu-
lations and upon such terms 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 company 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
manufacture, purchase, and sell woolen, cotton, silk, and
other fabrics, and such other articles or things as may be ne-
cessary and proper in the conduct of a general manufactur-
ing business, and for that purpose may erect mills, ma-
chinery, fixtures, buildings, and the necessary appurtenances
required in the conduct of its business; to purchase, hold,
own, lease, sell, convey, and control in any manner such real
estate as may be necessary for its business, not to exceed in
value fifty thousand dollars; make, lease, and contract in
regard thereto.

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 said company, and shall continue in
otfice until the first meeting of the stockholders thereof. At
such first mecting and at every annual meeting, s0 many di-
rectors shall be dlected as may be prescribed by the by-laws
and reyulations of the said company, who may be removed
by the stockholders in general meeting; but, unless so re-
moved, shall continue in office until their successors shall be
elected and qualified. Each stockholder in the company shall,
at all meetings or elections thereafter, be 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 presi-
dent, and may fill any 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 bave been gub-
scribed, and the board of directors shall have elected a presi.
dent, said company shall be considered legally organized, and
may procced 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 compenss-
tions, and take from them such bonds with such security as
they may see fit. |

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

7. The annual meeting of the stockbolders of the said
company shall be held in the county of Scott, on the fint
Wednesday of May of each year, or as soon thereafter as prac-
ticable, at such place as the board of directors may appoint,
and on such othor day and at such other placo as the stock-
holders may, by resolution adopted in any annual meeting
to take effect at the next annual mecting prescribe.

8. The said company shall issue certificates of stock in
said company to the subscribers or purchasers therefor, in
shares of not less than fifty dollars each, signed by the presi-
dent and countersigned by the secretary of the company.
The said certificates shall be transferable only upon the books
of the company by the said subscribers, their personal repre-
sentatives, or duly .authorized agent or attorney; and the
said certificates when so transferred as aforesaid, may be re-
turned to the said company and cancelled, and new certifi-
cates of stock shall be issued in lieu thereof to the persons
entitled thereto for a like number of shares.

9. It shall be lawtul for said company to issue and sell its
bonds from time to time fur 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 mortgage or deed of trust upon all or any
portion of its property and franchises, including its franchise
to be a corporation.

10. No stockholder in said company shall be held liable or
made responsible for its debts or liabilitics in a larger or fur-
ther sum than the amount of any unpaid balance duce to the
said company for stock subscribed for by said stockholder.

11. All taxes due the commonwealth by said company
shall be paid in lawful money of the United States, and not
in coupons.

12. This act shall bein force from its passage, but the
general assembly of the’ State of Virginia reserves the right
to modify, alter, or repeal this act at any time hereafter.