Chap. 384.—An ACT to incorporate the Mineral Development com-
pany.

Approved May 23, 1887.

1. Be it enacted by the general assembly of Virginia, That
Rufus A. Ayers, Samuel Heilner, Alexander Julian Hemphill,
Levi R. Morganroth, Henry W. Nagle, and Frederick S.
Cadmus, or such of them as may accept the provisions of
this act, their associates or successors, be and they are hereby
incorporated and made a body politic and corporate under
the name and style of the Mineral Development company,
and by that name shall be known in law, and shall have per-
petual 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 com-
mon 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 and rules and regulations con-
sistent 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 said company shall not be less than
fifty thousand dollars, and may be increased to any amount
not exceeding two million five hundred thousand dollars, by
issue and sale of shares, the par value of which shall not be
less than fifty dollars from time to time, under such regula-
tions as the board of directors of said company shall trom
time to time prescribe; and the directors may receive real or
personal property suited to the business of the company in
payment of subscriptions to the capital stock, at such valua-
tions as may be agreed upon between the directors and sub-
scribers.

3. The said company is authorized and empowered to mine
coal, iron ore, and other minerals; to prepare the products
thereof for market, make coke, and transport and sell the
same; to manufacture 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, rolling mills, forges, mills, machinery,
fixtures, buildings, and the necessary appurtenances required
in the conduct of their business; and to make, lease, or con-
tract for these, or any of these purposes; and the said com-
pany shall have the right, from time to time, to purchase,
ease, hold, and control in any manner, grant, bargain, sell,
mortgage, and convey iron ore, mineral and limestone and
other lands and rights and interest in lands situated in the
counties of Tazewell, Russell, Washington, Scott, Lee, Wise,
and Dickenson, in the State of Virginia, and to lay out said
lands or any part thereof into parcels or lots of convenient
size, with intervening roads, lanes, streets, and alleys, and to
develop, work, improve, and cultivate, or otherwise dispose
of the same in such manner and upon such terms as the said
company may think proper; and the said company may in
order to furnish the public with transportation facilities in
the counties in which it may hold lands, locate, construct,
and operate a line of railroad or railroads from any of its
lands or works to any point on any railroad now or hereafter
constructed in or to the counties of Tazewell, Russell, Wash-
ington, Scott, Lee, Wise, and Dickenson, or either of them:
provided that nothing herein shall be considered as exempting
the company from the provisions of chapter sixty-one of the
Code of eighteen hundred and seventy-three, if it shall en-
gage in the construction or operation of any railroad; and
the said company may acquire by condemnation in the mode
provided by law, the lands necessary for the right of way of
its railroad and necessary stations and depots.

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
office until the first meeting of the stockholders thereof. <At
such first meeting, and at every annual meeting, s0 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.

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,
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 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 compensa-
tions, 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 principal
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
company shall be held at Roanoke, Roanoke county, in Vir-
ginia, on the first Wednesday 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 Virginia,
edition of eighteen 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
fitty dollars each, signed by the president and countersigned
by the secretary of said company. The said certificates shall
be transferable only upon the books of the company by the
said subscribers, their personal representatives, or duly au-
thorized agent or attorney; and the said certificates, when
so transferred as aforesaid, may be returned to the said
company and cancelled, and new certificates of stock shall
be issued in lieu thereof to the person 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, for such sum and on such terms as
its board of directors may deem expedient and proper in the
prosecution of any of its work, 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 company
to subscribe to and hold sbares 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.

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

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 charter is granted upon condition that all taxes,
dues, and assessments to the commonwealth of Virginia shall
be paid in currency and not in coupons.

13. This act shall be in force from its passage; but the
general assembly of the State of Virginia reserves to itself
the right to modify, alter, or repeal this act at any time here-
after.