Chap. 141.—An ACT to incorporate the Richlands improvement
company.

Approved February 2, 1892.

1. Be it enacted by the general assembly of Virginia,
That George McCall, Evans R. Dick, Edwin Eddison, Sam-
uel Heilner, and Saunders Lewis, junior, or such of them
as may accept the provisions of this act, their associates
and successors, be, and they are hereby, incorporated and
made a body politic and corporate under the name and
style of the Richlands improvement company, and by
that shall be known in law, and shall have perpetual suc-
cession, 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 common
seal, and alter and renew the same at pleasure, and shall
have, enjoy, and exercise all the rights, powers, and privi-
leges pertaining to eorporate bodies and necessary for the
purpose of this act. ;

2. The capital stock of said company shall not be less
than fifty thousand dollars, and may be increased to any
amount not exceeding one million dollars, which may be
issued by subscription or by the exchange sale of shares,
the par value of which shall not be less than fifty dollars,
from time to time, under such regulations and upon such
terms as the board of directors of such company shall,
from time to time, prescribe; and the directors may re-
ceive labor, supplies, and materials, lands, water rights,
and other property, real or personal, in payment for capi-
tal stock subscribed for, or sold at such valuation or price
at, above, or below par thereof, as may be agreed upon be-
tween the directors and subscribers.

3. The said company is authorized to purchase, hold,
and convey lands and interests in lands in. the county of
Tazewell, in this state, such lands, however, held in fee
simple not to exceed at any one time five thousand acres;
to till, mine, and quarry upon the same; to construct,
lease, and sell dwellings, stores, and other buildings; te
erect and maintain bridges, dams, and ferries, and other-
wise use, develop, and improve the same; to furnish gag
and water, or either, to such persons, partnerships, and cor-
porations, residing or doing business in the county of
Tazewell, or in the neighborhood thereof, as may desire tc
use the same; to provide, locate, purchase, erect, and main-
tain all works necessary to furnish gas and water, includ.
ing pipe lines and conduits for the reception and distri.
bution of the same.

4, The persons first named in this act, or such of them as
shall accept the provisions hereof, shall constitute the first
board of directors of the said company, and shall continue
in office until the first meeting of the stockholders there-
of. At such first meeting, and at every annual meeting,
so many directors shall be elected as may be prescribed by
the laws and regulations of said company, who may be re-
moved by the stockholders in general meeting; but, un-
less so removed, shall continue in office until their succes-
sors shall be elected and qualified. Each stockholder in
the company shall, at all meetings or elections thereafter,
be entitled to one vote for each share of stock registered
in his name.

5. The board of directors shall be stockholders of said
company. They shall appoint one of their number presi-
dent, 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 shal]
have been subscribed, and the board of directors sball
have elected a president, said company shall be considered
legally organized, and may proceed to the transaction of
businesg. The board shall appoint, to hold during its
pleasure, the subordinate officers and agents of the said
company, prescribe their compensation, and take from
them such bonds in security as they may see 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 county of Tazewell, in this state.

7. The annual meeting of the stockholders of the said
company shall be held on the first Wednesday in May of
each year, or as soon thereafter as practicable, and on
such other day and at such other place as the stockholders
may by resolution adopt at any annual meeting, to take
effect at the next annual meeting prescribed. A general
meeting of the stockholders of said company will be held
at any time as provided for by the tenth section of chap-
ter fifty-seven of the code of Virginia, edition of eigh-
teen hundred and seventy-three.

8. The said company shall issue certificates of stock in
said company to the subscribers or purchasers thereof in
shares of not less than fifty dollars each, signed by the
president and countersigned by the secretary of said com-
pany. The said certificates shall be transferable upon
the books of the company by the said subscribers, their
personal representatives, or duly authorized agent or at-
torney; and the said certificates, when so transferred as
aforesaid, may be returned to the said company and can-
celled, and new certificates of stock shall be issued in
lieu thereof to the persons entitled thereto to a like num-
ber of shares.
9. It shall be lawful for said company to issue or 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 se-
cure the payment of said bonds by mortgages or deeds of
trust upon all or any portion of its property and fran-
chises, including its franchises to be a corporation, and
may reserve the right to the company, or confer on the
holder of any bonds of the company, the right to convert
the principal thereof into stock of the company at any
time; and it shall be lawful for said company to sub-
scribe to and hold shares in the capital stock of any rail-
road company or other corporation whenever the board of
directors-of the company shall deem it to its interest to
do so, and any such corporation may guarantee or hold
the bonds or the stock of the said company.

10. No stockholder in said company shall be held 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
stockholders.

11. The said company, for the purpose of locating, lay-
ing, constructing and operating its conduits and pipe
lines, and acquiring the lands and rights of way required
therefor, may enter upon Jands and acquire by condemna-
tion, according to the laws of Virginia, the lands and
rights of way required by the company from time to time
therefor.

12. All taxes due the commonwealth by the said com-
pany shall be paid in lawful money of the United States,
and not in coupons.

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