Chap. 240.—An ACT to incorporate the Hampton and Old Point gas and electric
company,

In force February 8, 1898.

1. Be it enacted by the general assembly of Virginia, That FE. A.
Catlin, William J. Payne, Samuel Revester, Richard M. Booker, Hun-
ter R. Booker and Arthur S . Segar, or suc +h of them as may accept the
provisions of this act, and such other persons as may hereafter be asso-
ciated with them, their successors and assiens, be, and the ‘v are hereby,
created, constituted and incorporated a body politic and corporate, un-
der the name and style of Hampton and Old Point gis and electric com-
pany, and by that name shall be known in law, shall have perpetual
succession, and have power to contract and be contracted with, 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, have and use a
common seal, and the same break, alter, renew or change at pleasure,
and may make, ordain, establish, alter or amend such by-laws, ordi-
nances and regulations, concerning all matters of organization, manage-
ment, and business not herein specifically provided for as the said com-
pany may think proper, and generally may do every and any act and
thing necessary to carry this act into effect, or to promote the objects
and designs of the corporation: provided, s such by-laws, ordinances and

regulations or acts be not inconsistent with the laws of the United States
or of the state of Virginia.

2. The said company shall be, and it is herebv, empowered and au-
thorized to promote, establish, conduct and maintain the business of a
general gas and electric company; to buy, lease, construct, erect, estab-
lish, maintain, operate, own, or sell or otherwise acquire and dispose of
gas works and gas and electric works and electricity, or system for dis-
tributing gas or electricity, either or both, on any plan it Indy approve;
to manufacture, generate, employ, distribute, sell and furnish gas, elee-
tricity, or other suitable and proper materials or thuids, and the supply
of the electric current for public and private use, for light, heat and
power, or any and all other uses to which gas and the electric current
may now, or at any time hereafter, be apphed or applicable, for its own
use and for sale to persons, natural or artificial, desiring to use the same,
and may manufacture, generate, buy, sell, use, distribute and furnish
the same for all or any ‘said purposes to all and any persons, parties and
corporations desiring to use the same, upon such terms as may be agreed
upon between the contracting parties, within the limits of the town of
Hampton, in the county of Elizabeth City, state of Virginia, as the
same is now or may hereafter be laid off, and at such other plac @ OF
places, cities, towns or villages, within the counties of Elizabeth City
and W arwick, state of Virginia, as may be determined on from time to
time by said company, and with the consent of the proper authorities
of the United States government, within the territory of the National
home for disabled volunteer soldiers and at Old Point Comfort, in the
said county of Elizabeth City, state of Virginia.

3. The said company shall have power to buy, sell and deal in all
materials necessary to the manufacture, generation, and distribution of
gas and electricity; to purchase and sell gas and electric appliances and
fixtures in connection with and for the purpose of introducing its gas
and electricity into general use; to construct, purchase or lease, main-
tain, operate and extend suitable works, structures, mains, pipes, ma-
chinery and all proper and desirable appliances, including poles, wires,
subways, conduits, stations, terminals and other fixtures necessary for
the proper, full and convenient earrving on of the business of the said
company in the roads, streets, avenues, lanes, alleys and other pubhe
highways either im the said town of Hampton, as the same is now or may
hereatter be laid off, and in and at such other place or places, cities, towns
or Villages in the said counties of Elizabeth City and Warwick, state of
Virginia, and, with the consent of the proper authorities of the United
States government, within the territory of the national home for disabled
volunteer soldic rs, and at Old Point Comfort, in the said county of Eliz-
abeth Citv, state of Virginia, for the manufacture, eeneration, ‘distribu-
tion and sale of gas and electricity for fuel, motive power and publie and
private Hlumination or heating, either orall; subject only to the consent. or
authorization thereof by any incorporated city or town, which said cities
and towns are hereby vested with the power to grant such consent and
authority, and subject to the consent and authorization thereof by the
boards of supervisors of the several said counties of the state, who are
hereby vested with the power so to do (and where such consent and
authority has already been granted to the within-named incerporators, or
any of them, by any of the said cities, towns and counties, the rights,
privileges and franchises so granted are hereby ratified, approved and
confirmed) subject to the fee simple rights of adjacent landowners,
within and through which said works, structures, mains, pipes, machin-
ery, poles, wires, subwavs, underground conduits and sub-marine cables
and other electrical conductors and all proper and desirable appliances
may be constructed, such or any line or lines of poles and wires, and of
underground conduits or subways or submarine cables or other conduc-
tors and conduits for the earriage or support of electrical wires, with the
necessary fixtures, stations, terminals and such or any mains, pipes,
posts or other facilities connected therewith, as may be necessary and suit-
able for the proper, full and convenient carrving on of the busine<s of
said conipany, and the same mav sell, lease and ‘otherwise dispose of as
it may deem best; and to take and acquire by purchase, lease or other-
wise, and to hold or thereafter to sell or otherwise dispose of such lands,
not exceeding the amount hereinafter limited and provided for, and such
easements therein or rights appurtenant thereto, as may be necesssary
and convenient for any of the uses of said company.

4. The said company may utilize for its purposes steam and water
power, orany otheravailable power, and in order to do so may acquire,
construct, maintain and operate, lease, sell and otherwise dispose of all
buildines, ; structures, shops and machinery that may be convenient and
suitable for the business of said company; it may construct, purchase or
acquire, own, maintain and operate, or sell canals or canal (lumes, or parts
thereof, and any other structures or devices for the utilization of water
power; and the said company, after having first obtained the franchise or
permission so to do from the said constituted local authorities, shall be,

a = 6
and it is hereby, authorized to open, dig up and excavate the roads, streets,
avenues, lanes, alleys and other public highways in the said town of
Hampton as the same is now or may hereafter be laid off, and in and at
such other place or places, cities, towns or villages in the said counties
of Whizabeth City and Warwick, state of Vi irginia, and, with the consent
of the proper authorities of the United States gov ernment, in the terri-
tory of the national home for disabled volunteer soldicrs, and in and at
Old Point Comfort, in the said county of Elizabeth City, state of Vir-
ginla, subject to the fee simple rights of adjacent landow ners, for the
purpose of laying mains and pipes, conduits and cables, erecting posts
and poles and stringing wires thereon in, on, along and under said roads,
streets, avenues, lanes, alleys and other public highways for supplying
gas and electricity to persons and corporations as aforesaid, and for the
purposes of relaying, repairing, cementing, tapping and extending said
mains and pipes, conduits and cables, posts, poles and wires, and gen-
erally for the purpose of doing what may be necessary and proper in the
prosecution of its business of manufacturing, generating, distributing
and selling gas and electricity as aforesaid: provided, that when the
roads, streets, avenues, lanes, alleys and other public highways shall
have been so opened, dug up or excavated for such purposes they shall,
as soon as practicable, be repaired and restored to their former condition
as nearly as possible by said company at its own cost, and subject to
such conditions, regulations, restrictions and penalties, which are not in
conflict with the provisions of this act, as may be prescribed by the
proper and duly constituted local authorities within whose jurisdiction
the said work has been done. And the said company is further author-
ized and empowered to lay, locate and construct, erect and maintain its
mains and pipes, conduits and cables, posts, poles and wires for the con-
vevance and distribution of gas and electricity across Hampton river
and Mill creck, in the said county of Elizabeth City, above or beneath
the surface of the water of said’ river and creck: provided, that said
mains and pipes, conduits and cables, posts, poles and wires shall not
in any wise obstruct or interfere with the free navigation of said river
and creek; and for the purposes of this act the said company shall have,

and is hereby, expressly invested with all the powers, rights, privileges
and franchises conferred and subject to all the restrictions imposed by
chapter forty-six of the code of Virginia, eighteen hundred and eighty-
seven, and the acts of the general assembly of Virginia amendatory
thereof, and other laws of the state of Virginia as far as applicable.

The capital stock of the said company shall not be less than
seventy-five thousand dollars nor more than three hundred thousand
dollars, to be divided into shares of the par value of one hundred dollars
each. Subscriptions to the capital stock may be received by the incor-
porators herein named, or any three of them, at such time and place as
they may appoint, and with or without public notice, as they may deem
best; and as soon as the minimum of the capital stock has been suab-
scribed said subscribers may organize as a corporation, and proceed to
the election of a president and one or more vice-presidents, and a board
of not less than five nor more than nine directors, and providing for the

selection of such other officers and adopt such by-laws and regulations
as may be necessary for the control and management, of the “business
and affairs of the said company, and shall have and exercise all the
powers and functions of a corporation under the'r charter and the laws
of the state. The board of directors of the company may receive there-
after further subscriptions to the capital stock. All subscriptions to the
capital stock of said company shall be upon such terms and conditions
and under such regulations as the board of directors shall prescribe; the
par value of all shares shall be one hundred dollars each, and the direc-
tors may receive money, labor, materials, bonds, stock, services, real or
personal property, leases, options, rights of way, and other rights or
easements, or the capital stock of other corporations in payment of sub-
scriptions ‘to the capital stock, at such valuation as may he agreed upon
hetween the directors and subs scribers, and may make such subscriptions
payable in such manner and amounts, at such times as may be agreed
upon with the subscribers. No stockholder of said company shall be
held Hable or made responsible for the debts or liabilities of said com-
pany in a sum beyond any balance due from said stockholder to said
company on shares subseribed for by said stockholder.

6. The company hereby incorporated may acquire by lease, purchase,
subscription to or purchase of its capital stock, or otherwise, and use,
operate, maintain and extend the works, property, franchises, rights,
privileges and imimunitics of any other gas and electric company or
companies, or of any company or companies incorporated for the pur-
pose of manufacturing, distributing, using or purchasing gas or electri-
city, or having the power so to do, and the company hereby incorpo-
rated may unite and consolidate w ‘ith such other company or companies,
upon such terms as may be agreed upon between them; and power
is hereby conferred on such other company or companies to transfer by
sale or lease, their works, property, franchises, rights, privileges and
Immunities to the company hereby incorporated, or to unite and con-
solidate with it upon such terms as may be agreed upon between them.
The said company hereby incorporated may purchase or otherwise
acquire and hold the stock or bonds of any other company or corpora-
tion chartered under the laws of this or other states; and it may acquire
and hold by purchase, lease or In any other manner, the plant, works
or other property of any company, firm or individual, now engaged or
which may hereafter engage in a similar business in said town of Hamp-
ton, or in anv other place or places, cities, towns or villages in the said
counties of Ehzabeth City and Warwick, and may likewise acquire and
hold, or afterwards sell, any other property necessary to the conduct of
the business of the said company hereby incorporated, and the said
company hereby incorporated inay make payment for such plant, works,
franchises, rights or other property in money, or by issuing its bonds,
notes or stock therefor.

It shall be lawful for any corporation or company, and they are
hereby empowered to subscribe for, purchase or otherwise acquire and
hold the stock or bonds of the said company hereby incorporated.

8. The amount of real estate to be owned and held by the said company,
exclusive of that oecupied by its plant and works, shall not exceed ten
acres in each incorporated city or town, nor one thousand acres each in
the said counties of Elizabeth City and W arwick, in the state of Vir-
ginla, in or through which it may be operating or intending to operate,
ind it is hereby empowered and authorized to sell, lease, convey and encum-
ber the same, as may be necessary or proper for the conduct of its busi-
ness and the prosecution of its work, by deeds of bargain and sale,
deeds of trust and mortgages.

9. The principal office of the said company shall be in the city of
Richmond, but it may establish branch offices in other sections of the
state of Virginia, or in the state of New York, or elsewhere in the United
States, whenever and wherever it may be deemed convenient or necessary
for the use of said company and the conduct of its business, by its board
of directors.

10. Each stockholder in the company shall, at all meetings or elec-
tions, be entitled to one vote for each share of stock registered in his
name, and the president and board of directors of said company, who
shall have the management and control of the affairs and business of
the company, may, with the approval of a majority of the stockholders,
enact such by-laws and regulations for the management and conduct of
the affairs and business of said company as they may deem proper and
expedient. The board of directors shall be stockholders of said com-
pany, and shall consist of such number, not less than five nor more
than nine, as the stockholders may determine upon, and shall be elected
at the stockholders’ annual meeting, to be held on such days as may be
named in the by-laws of the company, and-shall continue in office for
the term of one year from and after the date of their clection, and until
their successors shall have been elected and accepted the duties of their
office; and in case of the death, resignation or incapacity of any mem-
ber of the board of directors during his term of office, the said board
shall elect his successor for the unexpired term.

11. It shall be lawful for said company, and it is hereby authorized
and empowered, to borrow money, make, execute, issue and sell or ne-
gotiate its bonds from time to time for such sums and on such terms
and for such price as its board of directors may deem expedient and
proper for any of the purposes of said company, and may sccure the
payment of said bonds by mortgages or deeds of trust upon all or any
portion of its property—real, personal or mixed—its contracts, rights,
franchises and privileges, including its franchise to be a corporation, and
it may, as the business of the company shall require, sell lease, convey
and encumber the same. The said company shall have the right to
lend or otherwise invest its accumulated funds or surplus; to purchase
and own the shares or bonds of any other company or corporation, and
to scll or otherwise dispose of the same at its pleasure.

12. And the said company, in addition to its other rights and privi-
leges, shall have the right, and it is hereby authorized and empowercd,
to promote, establish, construct, operate and maintain, buy, lease, ope-
rate, own or sell, or otherwise acquire and dispose of a plant, works,
machinery, and other necessary fixtures and appliances for the manu-
facture of artificial ice, on any plan and by any process it may approve,
the same to be located in the said town of Hampton, as it is
now or may hereafter be laid off, or at any place or places in the said
counties of Elizabeth City and Warwick which it may determine upon,
and to that end it may buy, sell and deal in all materials necessary for
the manufacture of. artifieial ice; may use and einpley,steam, water or
electric power, and may buy, sell and distribute ice to persons and cor-
porations who may care to take it, and upon such terms as may be
agreed upon between the contracting parties.

13. Whenever the said company shall exercise any of the powers or
privileges conferred by this act, it shall be liable to the same taxes as
may be imposed by the law upon other corporations or persons exer-
cising like powers and privileges, and all taxes, debts or other demands
against it which may become due to the commonwealth of Virginia
shall be paid in lawful money of the United States.

14. This act shall be in force from and after its passage.