CHAP. 112.—An ACT to incorporate the Valley land improve-
ment company.

Approved January 29, 1890.

1. Be it enacted by the general assembly of Virginia,
That Thomas EK. McCorkle, D. F. Kagey, G. C. Marshall,
D. W. Flickwir, C. M. Clark, and such persons as may
become associated with them, and their successors, are
hereby created and constituted a body politic and corpor-
ate by the name and style of the ‘ Valley land and im-
provement company,” and by such name shall have per-
petual succession, may contract and be contracted with,
sue and be sued, make and use a common seal. and alter
the same at pleasure, and make and maintain such by-
laws, rules, and regulations for the government of said
corporation and conduct of business as may be deemed
necessary, not to conflict with the laws or constitution
of this state or of the United States.

2. The capital stock of said company shall not be less
than ten thousand dollars, to be divided into shares of
one hundred dollars each, and the same may from time to
time be increased by additional subscriptions on the issue
and sale of shares to such amount as the board of direc-
tors may determine not to exceed a maximum capital
of five million dollars, and to issue and sell the same at
such price as may be determined by the board of directors.
The said company may receive subscriptions to its capital
stock, or payment for its shares so issued, in money, lands,
or other property, upon such terms as may be agreed or
authorized by the board of directors. And said company
may give a preference to a portion of its capital stock
over the residue thereof as to dividends and the payment
thereof.

3. The corporators herein above named, or any three of
them, may receive subscriptions to the capital stock of
said company, and when the minimum capital of ten
thousand dollars shall have been subscribed, the said sub-
scribers may organize said company by the election of
five directors, of whom the stockholders shall elect one as
president, to remain in office one year, and until their
successors are elected, unless sooner removed by the stock-
holders. After organization as aforesaid the stockholders
at any general meeting may change the number of direc-
tors, or authorize the board of directors to add new mem-
bers, as the stockholders may limit and may provide for
the government of the corporation by such by-laws as they
may deem fit and proper as herein above authorized.

4. The board of directors may appoint such subordinate
agents and officers of the company as they may deem
necessary for the proper dispatch of business of the com-
pany.

5. The said company is hereby authorized to carry on
the business of mining and manufacturing any of the ores,
minerals, metals, materials, or products of this state and
may conduct such business at one or more points in the
counties of Warren, Page, Rockingham, Rockbridge,
Augusta, Shenandoah, or either of them, and in such coun-
ties of this state as the said company may acquire prop-
erty or establish works for that purpose; and for these
purposes the said company shall have authority to buy,
hold, or sell, lease or otherwise dispose of any real or per-
sonal estate deemed necessary to the proper prosecution of
its business; and may on any property so acquired erect
and maintain buildings, machinery, and structures needful
for smelting, manufacturing, and treating ores, metals and
minerals of whatever kind, or for the product of manu-
factured fabric from wood, stone, metals, wool, cotton,
hemp, or other material, and may operate, lease, sell or
otherwise dispose of the same, and may on its own lands
contiguous or adjacent to any such manufactory or works
erected or to be erected, survey and lay out town lots,
squares, or other divisions of such Jands, and improve the
same by buildings or otherwise, for sale, lease, or use, and
may establish such lawful rules and regulations in the use
thereof as the board of directors of said company may
deem best to secure the comfort and welfare of the occu-
pants and others who may be engaged in any manufac-
tory or works there established or to be established. And
the said company may, in connection with the use or
improvements of any of its properties, make, build, and
operate any canals or waterways, or tramways or railways
operated by horse or steam or other motor power, not
exceeding twenty miles in length, and for this purpose,
when necessary, may acquire, by contract or condemnation,
such land or other property, or right of way as may be nec-
essary therefor, proceedings for such condemnation to be
in accordance with chapter forty-six of the code of Vir-
ginia or other laws of the state in regard thereto. Any
person or corporation holding or owning lands may sub-
scribe for stock in said company, payable in lands, for
which certificates of common stock, full paid and non-
assessable, may be issued at such price as may he agreed
upon between said company and the party or parties sub-
scribing.

6. It shall be lawful for said company to 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 or business, and secure
the payment of the principal and interest thereof by mort-
gages or deeds of trust upon all or any portion of its prop-
erty, right and franchises, including its right to be a cor-
poration. And it shall be lawful for said company to sub-
scribe to and to hold shares in the capital stock of any
railroad company or other corporation whenever the board
of directors shall deem it to be to its interest to do so.
Each stockholder in said company shall be entitled to one
vote for each share held by him; and no stockholder shall
be held individually liable for the debts or liabilities of
the company in any larger or further sum than to such
amount as may be due and unpaid upon the agreed price
of the shares of stock owned and held by each share-
holder.

7. There shall be no limit except as the by-laws of the
company may prescribe upon the number of shares of
stock which any stockholder may hold, and four-fifths of
the capital stock of the company may ‘become the prop-
erty of less than five persons, and a majority of the stock
may for more than six months be the property of one per-
son. The acceptance of this charter and the organization
thereunder shall be deemed to be a waiver by said com-
pany of any right to pay taxes or dues to the state of
Virginia in coupons of this state.

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