Chap. 351.—An ACT to incorporate the Kentucky, Virginia, Tennes-
see, and Carolina mining and development company.

Approved May 21, 1887.

1. Be it enacted by the gencral assembly of Virginia, That
Patrick Hagan, John M. Johnson, D.S. Morrison, R. A. Ayers,
James M. Barker, C. L. James, E. B. Abbott, E. A. Adams, M.
S. Kemmerer, and E. B. Leisenring, 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 Ken.
tucky, Virginia, Tennessee, and Carolina mining and develop.
ment company, and by that name shall be known in law, and
shall have perpetual succession, and bave 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 plea-
sure, 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, anc
regulations consistent with the existing laws of the State.
for the government of all under its authority, the manage-
ment of its estates 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 ten million dollars by subscription. or
by the issue or sale of shares, the par value of which shail
not be less than fifty dollars, from time to time, under such
regulations 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 be-
tween the directors and the subscribers.

3. The said company is authorized and empowered to mine.
purchase, ship, and sell coal, iron and other minerals, to manu-
facture coke, iron, steel, and other metals and articles com-
posed wholly or partly of iron and steel, and to bore tor salt,
oil, petrolium, and gas, and manufacture, transport, and re-
fine the same, and to sell and dispose of the same, and to
erect furnaces, rolling mills, forges, mills, machinery, fixtures.
buildings, and the necessary appurtenances required in the
conduct of its business; to lay out into lots and otherwise
improve lands, and to purchase, hold, own, lease, sell, convey.
and control in any manner, coal, iron ore, mineral, and other
lands in this State, and interest therein, and other real and
personal property, and to make leases and contracts in regard
thereto; such holdings of lands in fee simple not to exceed.
however, thirty thousand acres in any one county; and in
order to bring out the minerals and products of its locality
and furnish public transportation tacilities, the company shall
have the right from time to time of locating, constructing.
operating, and maintaining a line of railroad or railroads
from any of the lands or the works of the said company te
any point on any railroad that is now or hereafter may be
located or constructed in, to or through the counties of Taze-
well, Scott, Lee, Wise, Buchanan, Russell, Washington, or
Dickenson: provided that nothing in this section shall be
construed as exempting the said company from the provisions
of chapter sixty-one of the Code of eighteen hundred and
seventy-three, 1f it shall engage in constructing or operating
any such railroad, and the said company may acquire by con-
demnation in the mode provided by law, the lands necessary
for the right of way of its railroads and necessary stations
and depots for their operation.

4, The five persons first named in this act, or such ot them
as shall accept the provisions thereof, shall constitute the
first board of directors of said company, and shall continue
in office until the first meeting of the stockholders therect.
At such first meeting, and at every annual meeting, so many
directors shall be elected as may be prescribed by the by-
laws and regulations of the said company, who may be re-
moved by the stockholders in general meeting, but unless so
removed, 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 president,
and may fill any vacancy that may occur in said board, un-
less by removal, in which case the same shall be filled by
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 clected 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 compensa-
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 princi-
pal office ot 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
company shall be held at Kstillville, Scott county, Virginia,
on the first Tuesday of May of each year, or as soon there-
after as practicable; and on such other day and at such other
place as the stockholders may, by resolution adopted in any
annual meeting, to take effect at the next annual meeting,
prescribe. A general meeting of the stockholders of the
said company may be held at any time, as provided for by
the tenth section of chapter fifty-seven of the Code of Vir-
ginia, edition of eighteen hundred and seventy-three.

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 certificates
of stock shall be issued in lieu thereof, to the persons entitled
thereto for a like number of shares.

9. It shall be lawful for said company ¢o 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 mortgage or deed of trust upon
all or any portion of its property and franchises, including
its franchise to be a corporation, and may reserve the right
to the company, or confer on the holder of any bond of the
company the right to convert the principal thereof into stock
of the company at any time; and it shall be lawful for said
company 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
so to do; and any such corporation may guarantee or hold
the bonds and stock of said company.

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

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

13. This act shall be in 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.