Chap. 609.—An ACT to provide a charter for the Consolidated railway and elec-
tric power company of Roanuke.

Approved March 1, 1898,

1. Be it enacted by the general assembly of Virginia, That John Gill,
H. S. Trout, Charles A. Lyerley, W. F. Winch, P. L. Terry, T homus
Lewis, T. T. Fishburne, James R. Terry, F. M. Colston and 8. Ham-
ilton Graves, or such of them as may accept the provisions of this act,
their associates, successors and assigns, be, and they are hereby, incor-
porated and made a body politic and corporate, under the name and
style of the Consolidated railway and electric power company, and as
such and by said name shall have perpetual succession, may sue and be
sued, implead and be impleaded, defend and be defended, in all courts
whether law or in equity, contract and be contracted with; may make
and have a common seal, and alter and renew the same at pleasure,
shall have, exercise and enjoy all the rights, powers and privileges per-
taining to corporate bodies and necessary for the purpose of this act,
and by ita stockholders make and have all proper by-laws, rules and reg-
ulations.

2. Thecompany hereby incorporated shall have power and authority
to locate, construct, eyuip, maintain and operate railways for transport-
ing freight and passengers, and collect tolls therefor in the city of Rvoa-
noke, towns of Salem and Vinton and thecounties of Roanoke and Bot-
etourt, or in any oreitherof them. The said company may erect, con-
struct, equip and operate its line or lines of railway, together with the
fixtures and appliances incident to or necessary therefor, upon, over and
along the streets and alleys of said city, and the streets and alleys of
said towns and the public highways of said counties, respectively, or any
or either of them, providing the councils of said city and towns, and
the board of supervisors, of the said counties respectively, which, and
who are hereby vested with authority so to do, shall consent to the loca-
tion of such line or lines of railway on the streets, alleys and highways
within their respective limits or jurisdiction. The said company may
adopt and use electricity or such other motive power to propel its cars
or vehicles as its board of directors may deem advisable, and the before-
named authorities of said city, towns and counties respectively, through
or into which its tracks may be laid, may permit within their respective

imits.

3. The company hereby incorporated shall have power and authority
to acquire, by lease or purchase, patents on or pertaining to electrical
machinery, apparatus and appliances; to lease or sell the same; to manu-
facture, use, lease or sell all electrical apparatus and appliances; to gene-
rate or manufacture, use, sell, furnish and distribute electricity in its
various forms for purposes of lighting, heating, power, and for all other
uses to which electricity may be applicable, and to install, construct,
equip, operate and maintain all necessary plants or works and appli-
ances used in connection therewith; and to locate and maintain poles,
wires and other equipment on, over or under the streets and alleys of
the city of Roanoke, towns of Salem and Vinton, and the public high-
ways of the counties of Roanoke and Botetourt, or any or either of
them: provided, the councils of said city and towns, and the boards of
supervisors of the said counties, respectively, which and who are hereby
vested with authority so to do, shall consent to such use of the streets,
allevs and highways within their respective limits or Jurisdiction.

4. The company hereby incorporated may acquire by purchase, at
public or private sale, and use and operate the works, property, fran-
chises, rights, privileges and immunities of any existing street railway com-
pany, or of any existing company authorized to or engaged in manufactur-
ing, generating or furnishing elec tricity for any purpose whatsvever , whose

railway plant or works, or any part thereof, are at present situated
or in process of construction within the city of Roanoke, towns of Salem
and Vinton, and county of Roanoke, or any or either of them; and as
soon as such purchase shall have been made the company hereby incor-
porated shall immediately be invested with, succeed to, and be entitled
to have, use, maintain, and operate for its exclusive use, benefit, and
profit all railway, plant, works, property, franchises, rights, privileges,
and immunities of every kind and description of each and any of such
company or companies, and shall perform all such public duties as
would have been had or should have been performed by such company
or companies but for such sale and purchase: provided, however, that
the company hereby created shall not be liable for any debts of or claims
aviinst any company or companies whose works, plant, property, fran-
chises, rights, privileges, and immunities it may purchase at a fore-
closure sale under a deed of trust or mortgage, which are not expressly
assumed by it in the contract of purchase: provided further, that if said
company acquires the properties and franchises of the Roanoke electric
light and power company, then it shall carry out the contract between

said Roanoke electric light and power company and the city of Roanoke
for lichting the streets Of said city, and in order to carry out the terms
of any purchase as is herein authorized, or any contract made or had
incident thereto, this company mav issue its stock and bonds, or either,
and use the same, or the proceeds from a sale thereof in payment for the
works, property, franchises, rights, privileges, aad immunities so to be
acquired,

». The company hereby incorporated may acquire and own real estate
not to exceed two hundred acres, and may improve, utilize and dispose
of same as to it may seem best; and it may acquire, own and dispose of
stocks and bonds, or either, in any other railway, light or power com-
pany or companies, and pay for same with its own stock and bonds, or
either, or the proceeds from a sale thereof, and by its duly authorized
attorney in fact vote such acquired stock of any other company at any
meeting of the stockholders thereof.

The company hereby incorporated may issue notes and bonds, ne-
zotiahle or non-negotiable, and may sell the same, and may borrow
money and issue such notes and bonds, or either, in evidence of the sum
or sums borrowed; and it shall have ‘power and authority to issue its
bonds in one or more series, bearing different rates of interest, and upon
different terms and conditions, and may give one series of bonds priority
over any other series: provided that such priority shall be fixed by its
board of directors at the time of issue. It shall have power and author-
ity to lease, sell, dispose of and convey all or any part of its property, of
whatsoever kind, including its franchises, and may execute one or more
mortgages or deeds of trust, and thereby convey the whole or any part
of its property owned at the time, or thereafter to be acquired by it,
whether real, personal or mixed, including its earnings, charter and
franchises, to secure either the principal sum or interest, or both, evi-
denced by any note or notes, bond or bonds, or the coupons thereto
attached issued by it.

7. The minimum capital stock of the company hereby incorporated
shall be one hundred and eighty thousand dollars, and the shares of stock
evidencing the same shall he of the par value of one hundred dollars
each: provided, however, that the shareholders at any regular mecting,
or ata meeting called for that purpose, by a vote of the owners and
representatives present of two-thirds of the then capital stock, may
increase the same to asum not exceeding five hundred thousand dollars.
The certificates evidencing the capital stock of this company shall be
transferable on its books by the legal holders thereof, their personal
representatives, or duly authorized agent or attorney ; and when so trans-
ferred, new certificates of stock shall be issued in lieu thereof to the
person or persons entitled thereto. No stockholder in the company
hereby created 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 by said stock-
holders.

8. The corporators hereinbefore named, or as many of them as may
assemble after five days’ notice in writing at the time and place of meet-
ing given by any one of them, may meet for the purpose of effecting a
temporary organization, which temporary organization, when effected,
shall continue in force and perform all duties and have all the powers of
a regular board, and may fill vacancies therein until such time as a per-
manent organization may be effected as is hereinafter provided. A presi-
dent, vice-president, secretary and seven directors, and such other
officers as may be deemed essential, shall constitute the temporary
organization aforesaid, and may be persons other than the incorporators.

9. The company hereby incorporated is hereby given power and au-
thority to issue its minimum share capital of one hundred and eighty
thousand dollars, for such consideration and to such party or parties as
a majority of its board of directors, elected at the meeting of the corpo-
rators as provided by article eight of this act, may determine to he
in furtherance of the objects and interests of the company, and it may
issue therefor, at any time, certificates full-paid and non-assessable.

10. The right to the franchises granted by this charter shall vest as
soon as its minimum share capital of one hundred and eighty thou-
sand dollars shall have been issued, and as soon as this condition
is complied with the then directors may call a general mecting of the
stockholders, at such time and place as they may designate in the notice
therefor. At such meeting, if a majority of the shares be represented
in person or by proxy, by-laws may be adopted, and a board of seven
directors shall be elected, and from their board a president and vice-
president shall be elected by the board. The board so elected shall
supersede the temporary board, and at once enter upon their duties,
and hold their office for one year, and until their successors are duly
elected.

11. The company hereby incorporated is authorized and empowered
to condenin land for its right of wav, depot sites and terminals in the
manner provided by law in the case of corporations organized for works
of internal improvements.

12. The company hereby incorporated is authorized and empowered
to cross at, above or below grade, the tracks of railroads in the manner
and under the conditions provided by law with reference to one railroad
crossing the tracks of another.

13. The principal office of the company hereby incorporated shall be
in the city of Roanoke, but it may have other offices wherever its busi-
ness may require.

14. The name of the company hereby incorporated may be changed
by the judge of the hustings court of the city of Roanoke, either in
term or vacation, upon request, in writing, of a majority of the corpo-
rators herein named prior to the temporary organization of said com-
pany.

15. The company hereby incorporated shall be subject to all general
laws of the state applicable to such companies and not inconsistent with
this act. Said company shall pay all taxes that may be assessed on ite
property by this state in lawful money of the United States. And the
property of said company shall not be exempt from taxation, either
state, county or municipal.

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