Chap. 442.—-An ACT to ratify, confirm, and amend the charter of the Norfolk-
Hampton Roads company.

Approved February 20, 1900.

Whereas the corporation court of the city of Norfolk did, on the
twentieth day of April, eighteen hundred and ninety-nine, grant a
charter of incorporation to the Norfolk-Hampton Roads company, as
follows:

Virginia, in the corporation court of the city of Norfolk:

This day came D. Lowenberg, O. D. Jackson, A. W. Cornick, J. W.
Perry, and J. Davis Reed, who have duly made, signed, and acknowl-
edged before a notary public the certificate in writing, hereto annexed
and presented the same to the court.

Upon reading and maturely considering said certificate and the
application therein made, the court doth adjudge, order, and decree
that a charter of incorporation be, and the same is hereby, granted to
the said D. Lowenberg, O. D. Jackson, A. W. Cornick, J. W. Perry, and
J. Davis Reed upon the following terms, that is to say:

First. The said D. Lowenberg, 0. D. Jackson, A. W. Cornick, J. W.
Perry, and J. Davis Reed, and such other persons as are now or may
hereafter be associated with them, their successors and assigns, are
hereby created a body politic and corporate, under and by the name
of Norfolk-Hampton Roads company, and as such company shall have
all the general powers and be subject to all the general restrictions
conferred and imposed, and be governed by the provisions of chapters
forty-six and forty-seven of the code of Virginia of eighteen hundred
and eighty-seven, with all amendments thereto, so far as they are
apprieanee and not inconsistent with the charter.

econd. The purposes for which this company is formed shall be to
acquire, improve, lay out, develop, hold, and sell real estate in the
county of Norfolk and state of Virginia, and to that end the company
shall have power to lay out streets, avenues, and highways, to grade
and pave the same; to construct bridges; to establish public grounds,
squares, and parks; to establish gas-works-and electric light plants for
the purpose of furnishing power and light; to construct water-works ;
to build houses and other structures; and to lend money to persons
purchasing real estate from the company, for the purpose of enabling
them to improve the same, and generally do all things necessary for
furnishing to persons who may desire to reside or do business there,
the attractions, conveniences, and facilities of a place of residence or
business, and all other powers, necessary or convenient to the acquisi-
tion, improvement, laying out, developing, holding, and selling such
properties, and to the establishment and maintenance of such improve-
ments.

Third. The capital stock of said company shall be not less than two
hundred and fifty thousand ($250,000.00) dollars, nor more than two
million two hundred and fifty thousand ($2,250,000.00) dollars, divided
into shares of one hundred ($100.00) dollars each.

The company shall have power to determine how subscriptions to the
capital stock may be received, and no notice of the time or place of
receiving such subscriptions shall be necessary. It may increase or
diminish its capital stock from time to time in such manner as it may
elect within the limits above described.

Said company shall have the power to issue preferred stock and com-
mon stock, and to establish the privileges and preferences on which
preferred stock is issued and held; and to determine the time or times
at which such preferred stock may be paid off and retired.

Fourth. It shall have power to acquire and hold real estate not to
exceed six thousand acres at any one time, and to dispose of, encum-
ber, sell, grant, and convey its property, real and personal.

Fifth. The place at which its principal office is to be kept is in the
city of Norfolk, in the state of Virginia.

Sixth. The chief business to be transacted by said company is that
set forth in paragraph second above.

Seventh. The names and residences of the officers who, for the first
year, are to manage the affairs of the company, are as follows:

Andrew D. Jones, Baltimore, Maryland, president; D. Lowenberg,
Norfolk, Virginia, vice-president and general manager; Caldwell Hardy,
Norfolk, Virginia, treasurer; H. L. Lowenberg, Norfolk, Virginia, secre-
tary; directors: Andrew D. Jones, Baltimore, Maryland; Lloyd L. Jack-
son, Baltimore, Maryland; Henry J. Bowdoin, Baltimore, Maryland;
Seymour Mandelbaum, Baltimore, Maryland; William A. Marburg,
Baltimore, Maryland; O. D. Jackson, Norfolk, Virginia; Frank C. Hub-
bard, Columbus, Ohio; C. W. Grandy, Norfolk, Virginia; G. M. Serpell,
Norfolk, Virginia; A. W. Cornick, Norfolk, Virginia; Walter H. Taylor,
Norfolk, Virginia: D. Lowenberg, Norfolk, Virginia; Caldwell Hardy,
Norfolk, Virginia; Leigh R. Watts, Portsmouth, Virginia; H. L. Low-
enberg, Norfolk, Virginia: Joseph T. Allyn, Norfolk, Virginia.

The said company shall also have power to accept In payment for
property its preferred stock at par so soon as the subscription price
for the same shall have been fully paid, in which event the stock so
received shall be retired and cancelled. It shall likewise have power
to subscribe to, purchase, or otherwise acquire the stock of any other
company or companies.

Eighth. The said company shall pay all its taxes and other demands
against it due the state of Virginia in current money of the United
States, and not in coupons; and

Whereas under the financial plan under which the said company wa:
organized it was proposed to issue preferred stock, with five per centum
cumulative dividends, not to exceed seven hundred and fifty thousand
($750,000.00) dollars, and certificates, from time to time, not to exceed
one million five hundred thousand ($1,500,000.00) dollars, which cer-
tificates were to be transferable by indorsement and would give the
holders the right to receive pro rata a like amount in fully paid common
stock, when issued; and

- Whereas it is deemed advisable by said company to obtain legisla-
tive authority to issue common stock in lieu of the issue of said certifi-
cates, if said certificates have not been issued at the time this act
becomes a law, or, if then issued, then in lieu of such certificates, which
common stock, however, shall not exceed one million five hundred
thousand ($1,500,000.00) dollars par value; therefore,

1. Be it enacted by the general assembly of Virginia, That the said
charter of the Norfolk-Hampton Roads company be, and the same
hereby is, ratified and confirmed, except in so far as the officers thereof
may have been changed in the meanwhile, in which event such change
of officers is also hereby ratified and confirmed.

2. That the said company be, and it hereby is, authorized to issue
common stock in lieu of the issue of said certificates, if said certificates
have not been issued at the time this act becomes a law, or, if then
issued, then in lieu of such certificates, which common stock shall not
exceed one million five hundred thousand ($1,500,000.00) dollars, par
value, and shall be considered when so issued, and is hereby declared
as, and to be fully paid, and there shall be no individual lability upon
the takers or holders of the same in reference thereto.

3. The holders of such common stock shall not be entitled to vote the
same at any meeting of stockholders, until all the preferred stock shall
have been fully redeemed and retired.

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