CHAP. 110.—An ACT to amend and re-enact section 22 of an ac:
entitled an act to provide a new charter for the town of Char-
lottesville, approved March 28. 1871, and to amend and r-~enact
pags of said act as amended by an act approved January

st,

Approved January 28, 1890.

1. Be it enacted by the general assembly of Virginia.
That section twenty-two of an act entitled an act to pre
vide a new charter for the town of Charlottesville, approved
March twenty-eighth, eighteen hundred and seventy-one.
and that section seven, as amended by act of assembly ap-
proved January thirty-first, eighteen hundred and eighty-
eight, be amended and re-enacted so that said sections
shall hereafter be as follows:

§22. The council of the city of Charlottesville shal!
annually invest in Virginia state or United States bonds.
as a sinking fund, such proportion of its annual revenue
as shall be equivalent in cash value to at least one-fortieth
of the bonded debt of said city, out of which to pay, as
they fall due, the bonds of the town or city of Charlottes-
ville: provided, nevertheless, that the said council may,
instead of investing its revenue in Virginia or United
States bonds, use said revenue which is to be annually
invested in said bonds in paying off and discharging the
principal of any of the bonds of the said town or city of
Charlottesville. And the council of said city of Char-
lottesville is hereby authorized, at the maturity of the
eight per cent. bonds of the city, to make and issue bonds
of the city bearing interest not exceeding six per centum
per annum sufficient in amount to discharge at their ma-
turity so much of the eight per cent. debt of said city as
shall be unpaid at their maturity. Such new bonds shall
be payable in thirty years, with the option to the city of
paying them at the expiration of ten years from their date.

§7. Whenever from any cause a vacancy shall occur in
the office of mayor or alderman, the same shall be filled
by the council at its next regular meeting, from its own
body or from the qualified electors of said city, and the
officer thus elected shall hold his office for the term for
which the members of the council have been elected,
unless sooner vacated by death, resignation, removal, or
for other cause: provided that in case of an alderman, he
shall] be taken from the ward in which he is a voter. An
entry of said election shall be made in the record book
of the council. If the mayor of said city shall remove
from the city limits, or an alderman shall remove from
the ward which he represents such removal shall operate to
vacate his office.

2. And be it further enacted, that on the fourth Thurs-
day in May, eighteen hundred and ninety, a mayor shal]
he elected by the qualified electors of the city of Char-
lottesville, who shal] hold his office for three years from
the first of July, eighteen hundred and ninety, and that
thereafter the mayor shall be elected when the regular
election is held for aldermen of said city, and he shall
hold his office for two years from the first of July follow-
ing such election.

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

de a ee es a ee

CuaP. 111.—An ACT to incorporate the Potomac and Piedmont
railway company.

Approved January 28, 190.

1. Be it enacted by the general assembly of Virginia,
That M.E. Ingalls, of Cincinnati; C. H. Coster and Samuel
Spencer, of New York; W. J. Robertson and T. O. Barbour,
of Virginia, their associates, successors and assigns, be
and they are hereby incorporated and made a body politic
and corporate under the name and style of the Potomac
and Piedmont railway company, under which name it mar
sue and be sued, plead and be impleaded, contract and be
contracted with, shall have perpetual succession, and may
have a corporate -seal and alter and renew the same at
pleasure, and make by-laws and regulations for the gov-
ernment of said company and its employees not. incon-
sistent with the laws of this commonwealth.

2. The company shall have, possess and enjoy all the
rights and privileges of a corporation or body politic in
the law necessary for the purposes of this act, with power
to acquire by condemnation according to the laws of
Virginia all lands necessary for its purposes.

3. It shall be lawful for the said company to construct,
operate and maintain a line of railway of standard gaugé
from Alexandria or Quantico, or any other point on the
Potomac river, by such route as the company may select
to any point or points on the line or lines now operated
by the Chesapeake and Ohio railway company east of the
Blue Ridge mountains.

4. The said company may lease its said line of railway
and other property to, and it may merge and consolidate
with, any connecting railroad or railway company upon
such terms as may be agreed upon by the contracting par-
ties, with the approval of a majority of their stockholders,
and may adopt another name for the consolidated con-
pany, or it may sell its franchises, railway and _ other
property to such connecting railway company upon such
terms as may be agreed upon by the contracting parties,
with the approval of a majority of their stockholders—
full power and authority being hereby given to it and to
such other company or companies to make and carry out
such contracts as will facilitate and consummate such
union, merger or consolidation, or any lease or sale: pro-
vided, that a copy of every such contract of union, consoli-
dation, merger, lease or sale be filed in the office of the
board of public works. ,

5. The capital stock of said company shall not be less
than one hundred thousand dollars, and may from time to
time be increased to an amount not exceeding five million
dollars, by issue and sale of shares, preferred or common
stock, or both, upon such terms and conditions and under
such regulations as the board of directors of said con-
pany shall prescribe, the par value of which shall not be
less than one hundred dollars; and the directors may
receive cash, labor, material, bonds, stocks, real and _per-
sonal property, in payment of subscriptions to the capital
stock, at such valuation and at such price as may be
agreed upon between the directors and the subscribers,
nd may make such subscriptions payable in such man-
er and amounts and at such times as may be agreed upon
vith the subscribers.

6. The directors shall be stockholders, and they shall
lect one of their number president. They shall be elected
nd their number fixed by the stockholders in their annual
neeting, and they shall hold their office until their suc-
‘essors are elected, and they may fill any vacancy in their
poard. Each stockholder shall be allowed to cast one
rote, either in person or by proxy, for each share of stock
ywned by him.

7. For the purpose of organizing said company the per-
ions first mamed in this act shall constitute themselves
he first board of directors, and shall serve until its first
meeting of stockholders, and three or more may act and
may receive subscriptions to the capital stock at any time
and place; and when the sum of one hundred thousand
dollars is subscribed they shall convene the stockholders
and organize the company. At said meeting one of their
number shall preside, and they shall certify said organi-
zation on the books of the company, and their certificate
or acopy thereof, duly authenticated by a notary public,
shall be received as evidence of the legal organization of
the company.

8. No stockholder shall be held liable for the indebted-
ness of said company in a sum greater than may be due
on stock subscribed for or purchased by him at the agreed
price therefor.

9. It shall be lawful for said company to borrow money
and 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 for any of the purposes of the
company; and may secure the payment of said bonds by
mortgages or deeds of trust upon all or any of its property,
real, personal, or mixed, its contracts and privileges, and
its charter, rights, and franchises, including its franchise
to be a corporation; and it may, as the business of the
company shall require, sell, lease, convey, or encumber
the same.

10. Said company or its successors shall begin the work
of constructing its road within two years from the first
day of March, eighteen hundred and ninety, and complete
the same within five years thereafter, otherwise the pow-
ers, privileges, and franchises hereby granted shall be
ipso facto void.

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

12. Said company and its successor, whether by union,
merger, consolidation, lease, purchase, or sale with, of, or

21
by any other corporation or company iu this or any other
state, is hereby declared to be a domestic corporation and
forever subject to the jurisdiction of this commonwealth,
and in the event that such corporation or company fails
or refuses to comply with the provisions of this section,
all the powers, privileges, and franchises hereby granted
shall be ipso facto void: provided, however, that any for-
feiture of the powers, privileges, and franchises granted
under this statute shall only be effective as against the
corporation hereby created, and shall not affect the title,
estate, or interests of the bondholders and other creditors
of said corporation, or impair the rights of such bond-
holders and other creditors to have the property and fran-
chises of said corporation sold and the proceeds thereof
applied to the payment of its bonds and other indebted-
ness in accordance with their priorities as secured by
mortgage, lien, or otherwise.
13. This act shall be in force from its passage.