Chap. 48.—An ACT to authorize the Charlottesville woolen mills to
increase its capital stuck and to legalize certain acts of said com-
pany.

Approved April 6, 18387.

W bereas the circuit court of Albemarle county, upon mo-
tion of the Charlottesville woolen mills, did by order entered
on the ninth day of February, Anno Domini, eighteen hun-
dred and cighty-four, authorize certain amendments of the
charter of said company. and under which said supposed
amendments the said company did proceed to conduct its
affairs; and whereas a doubt has arisen as to the Iegality of
said amendments in this that, as said Charlottesville woolen
mills, although originally chartered by the judge of the circuit
court of Albemarle county, by order granted on the eigh-
teenth day of December, Anno Domini, eighteen hundred
and sixty-cight, was subsequently incorporated by act of the

eneral assembly, approved January the eighteenth, Anno
Domini, eighteen hundred and seventy-two, and that any
amendments of said charter subsequent to that date should
have been made by act of the general assembly, and not by
the circuit court of Albemarle county; now, therefore, for
the purpose of removing such doubts and to render legal said
supposed amendments,
1. Be it enacted by the general assembly of Virginia, That
the Charlottesville woolen mills be and is hereby authorized
to increase its capital stock to the amount of two bundred
thousand dollars, by the sale, at not less than par, of two
thousand shares of its capital stock which shall be known
as seven per centum guaranteed preferred stock, and shail
be so designated in legible letters on the certificates to be
issued theretor, and said certificates to be further designated
as new series A. The said stock to be guaranteed an an-
nual dividend of seven per centum, payable semi-annually
on the first day of January and on the first day of July of
each year succeeding the date thereof; and, in the event
of the dissolution of the company, and a distribution of
its assets, the holders of said guaranteed preferred stock
shall be entitled to receive payment in full of the par
value of such stock as well as of any arrears of dividends
which may be due them in preference to any claim of the
common stock of said company. The net annual earnings
of the company shall be applied first to the payment of seven
per centum dividends upon the guaranteed preferred stock;
secondly, so much thereof as remains to the payment of a
dividend not exceeding seven per centum on the common
stock, and the balance remaining to be carried to surplus ac-
count. And no part of the surplus account shall ever be
used in the payment of dividends to stockholders until the
whole of the mortgage bonds of the company now outstand-
ing shall have been paid off and discharged, except that, if
in any year the net earnings of the company be insufficient
to pay seven per centum on the guaranteed preferred stock,
the deficiency may be supplied from the surplus fund.

2. That all such seven per centum guaranteed preferred
stock of the Charlottesville woolen mills which has hereto-
fore been sold by said company under and in pursuance of
the supposed amendments of its charter by order of the cir-
cuit court of Albemarle county, made on the said ninth day
of February, Anno Domini, eighteen hundred and cighty-
four, shall be taken and held to be and to have been at all
time of the same force and effect in all respects, and none
other, as if no question had ever been made as to the legal

validity of the said supposed amendments of the charter of
the Charlottesville woolen mills, granted as aforesaid by the
circuit court of Albemarle county, on the said ninth day of
February, Anno Domini, cighteen hundred and cighty-four,
and as if said supposed amendments ot charter, as set forth
in the first section of this act, had been granted by the gen-
eral assembly on the said ninth day of February, Anno
Domini, eighteen hundred and cighty-four,

3. This act shall be in force from its passage.