CHAP. 488.—An ACT to inco: porate the James River and Rock-
fish Valley railway company.

Approved March 3, 1890.

1. Be it enacted by the general assembly of Virginia,
That Thornton Carusi, John McL. Carusi, Seymour W.
Tullock, and George W. Evans, of the District of Columbia ;
John W. Kidwell, George E. Caskie, C. K. Anderson, and
W. M. Boyd, of Nelson county, Virginia, or such of them
as may accept the provisions of this act, their associates,
successors, and assigns, be, and they are hereby, incor-
porated under the name and style of the James River and
Rockfish Valley railway company, under which name it
may 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 government of said company and its employees not
inconsistent 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, or otherwise 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 or lines of railway of narrow or
standard gauge, the main line of which shall be from Tye
river depot, or such other point on the Virginia Midland
division of the Richmond and Danville railroad, in the.
county of Nelson, or from any point on the James river
between the Blue Ridge mountains and the Tobacco Row
mountain, in Amherst county, through the counties of Am-
herst and Nelson, by such route or routes 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. Said company may
lease its said line or lines of railway and other property to
and it may merge and consolidate with any connecting rail-
road or railway company or companies upon such terms as
may be agreed upon by the contracting parties, with the ap-
proval of a majority of their stockholders, and may adopt
another name for the consolidated company, or it may sel]
its charter, rights, and franchises, including its franchise to
be a corporation, railway, and other property to such con-
necting railway company or other person or corporation
upon such terms as may be agreed upon by the contract-
ing parties, with the approval of a majority of their stock-
holders, full power and authority being hereby given to it
and to such other company, person, or corporation to make
and carry out such contracts as will facilitate and con-
summate such union, merger, or consolidation or any lease
or sale: provided, that a copy of every such contract of
union, consolidation, merger, lease, or sale be filed in the
office of the board of public works.

4. The said company is authorized and empowered to
locate, construct, equip, and operate lateral or branch
roads or tramways from any point on its line of railroad
to any town, springs, ore banks, mines, or other operations
in any county through which its railroad shall pass or in
the counties adjacent thereto.

5. It shall be lawful for said company to subscribe to
and hold shares in the capital stock of any mining, manu-
facturing, or improvement company, or to unite, merge,
or consolidate therewith, and any mining, manufacturing,
or improvement company may subscribe to, guarantee, or
hold the stock or bonds of said company, or unite, merge,
or consolidate therewith.

6. The capital stock of said company shall not be less
than fifty thousand dollars, and may from time to time be
increased to an amount not exceeding one million dollars,
by issue and sale of shares, preferred or common stock, or
both, upon such terms and conditions and under such regu-
lations as the board of directors of said company shall
prescribe, the par value of which shall not be less than
fifty dollars; and the directors may receive cash, labor,
services, material, bonds, stocks, real and personal! pro-
perty, 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, and may make
such subscriptions payable in such manner and amounts
and at such times as may be agreed upon with the sub-
scribers.

7. The directors shall be stockholders, and they shall
elect one of their number president. They shall be elected
and their number fixed by the stockholders in their an-
nual meeting, and they shall hold their office until their
successors are elected, and they may fill any vacancy in
their board. Each stockholder shall be allowed to cast one
vote, either 1n person or by proxy, for each share of stock
owned by him.

8. For the purpose of organizing said company, the per-
sons first named in this act, or such of them as shall
accept the provisions thereof, shall constitute themselves
the first board of directors, and shall serve until its first
meeting of stockholders, and three or more may act and
receive subscriptions to the capital stock at any time and
place; and when the minimum amount of stock prescribed
by this act is subscribed they shall convene the stock-
holders and organize the company. At said meeting one
of their number shall preside, and they shall certify said
organization on the books of the company, and their certi-
ficate or a copy thereof, duly authenticated by a notary
public, shall be received as evidence of the legal organi-
zation of the company.

9. 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.

10. 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 prop-
erty, real, personal, or mixed, its contracts and privileges,
and its charter, rights, and franchises, including its fran-
chise to be a corporation; and it may, as the business of
the company shal] require, sell, lease, convey, or encumber
the same.

11. Said company, or its successors, shall begin the work
of constructing the main branch of its road within three
years from the first day of January, eighteen hundred and
ninety, and complete one-third thereof within five years
thereafter; otherwise the powers, privileges, and fran-
chises hereby granted shall be ipso facto void, and said
company shall forfeit all right to construct, operate, or
maintain, under this act, any part of said main line, the
construction of which shall not have been begun within
five years from the first day of January, eighteen hundred
and ninety: provided, that nothing contained in this sec-
tion shall be construed in any way to vitiate or impair
any right given said company by the fourth section of this
act as to any branch or lateral road or tramway connecting
with any part of the main line as to which the rights of
said company have not been forfeited under this section.

12. 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.

13. Said company and its successor, whether by union,
merger, consolidation, lease, purchase or sale with, of, or
by any other corporation or company in this or any other
state, is hereby declared to be a domestic corporation and
forever subject to the jurisdiction of the courts of this
commonwealth, and in the event that such corporation
fails or refuses to comply with the provisions of this sec-
tion, all the powers, privileges, and franchises hereby
granted shall be ipso facto void: provided, however, that
any forfeiture of the powers, privileges, and franchises
granted under this statute shall only be effective as against
the corporation hereby created, and shall not effect the
title, estate, or interest of the bondholders and other
creditors of the said corporation, or impair the rights of
such bondholders and other creditors to have the property
and franchises of said company sold and the proceeds
thereof applied to the payment of its bonds and other in-
debtedness in accordance with the priorities as secured by
mortgage, lien, or otherwise.

14. The board of directors of said company may estab-
proper, but the principal administrative office of the com-
pany shall be located at some point on its main line with-
in the state of Virginia.

15. Any county, city, or town along the line of said
railroad, or any county adjoining another county through
which such line passes, may, pursuant to the general laws
of Virginia, subscribe to the capital stock of the said
railroad company, and the said company is authorized to
accept the same.

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

CHapP. 489.—An ACT to amend and re-enact section 8 of an act
approved March 8, 1878, entitled an act to incorporate the town
of Louisa, Louisa county, Virginia.

Approved March 8, 1890.

1. Be it enacted by the general assembly of Virginia,
That section three of an act approved March eight, eigh-
teen hundred and seventy-three, entitled an act to incor-
porate the town of Louisa, in Louisa county, be amended
and re-enacted so as to read as follows:

§3. The officers of said town shall consist of seven trus-
tees, who shall compose the town council, a majority of
whom shall constitute a quorum for the transaction of
business, and the following persons shall constitute the
board of trustees, to-wit: George J. Sumner, Hyman Levy,
F. W. Jones, Jesse W. Melton, Henry W. Murray, Doctor
Gulielmus Smith, and Samuel H. Parsons, to hold their
offices until their successors are elected and qualified as
hereinafter provided. The board of trustees shall have
power to pass all by-laws and ordinances for the govern-
ment of said town that may be deemed proper not in con-
flict with the constitution of the state of Virginia or of
the United States; and also to provide for keeping the
streets in order, opening new streets, grading and paving
the same, and making other necessary improvements, for
which purpose they may levy such tax as they may deem
proper, not exceeding fifty cents on the one hundred dol-
lars, on al] property in said town, “including the real and
personal property of all railroad companies, and the prop-
erty, real and personal, of all telegraph and express com-
panies within the corporate limits of said town,” and
upon al] avocations, professious, or business as are now
subject to taxation by the revenue laws of this state.

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