Chap. 729.—An ACT to incorporate the Virginia water power company.

Approved March 3, 1900.

1. Be it enacted by the general assembly of Virginia, That C. C.
Carlin, Charles A. Lieb, Louis C. Barley, J. B. Lackey, and George H
Harries, or such of them as may accept the provisions of this act, and
such other persons as may be hereafter associated with them, their suc-
cessors and assigns, be, and are hereby, incorporated and made a body
politic and corporate, under the name and style of the Virginia water
power company, and by that name and style shall have perpetual suc.
cession, and a common seal, which it may alter or amend at pleasure
and sue and be sued, contract and be contracted with, and be generall1
invested with all the rights and privileges appertaining to incorporatec
companies under the laws of the state of Virginia and of the Unitec
States.

2. The company is authorized and empowered to supply to the public
including both individuals and corporations, power in the form of electri
current, hydraulic, pneumatic, steam, or any of said forms, and in any ©
all forms. for use in driving machinery, and for light, heat, and all othe
uses to which the power so supplied can be made applicable; and to manu
facture by such power calcium carbide, printing ink, storage batteries, au-
tomobiles, ice, liquid air, electrical apparatus and machinery, refinement
of copper or other metals, aluminum, and such other articles of commerce
for which power is necessary in the production of the same, and to supply
water; and shall have power to do such acts and things, and conduct
such enterprises as are convenient in connection with or incidental to
the enjoyment of the powers heretofore conferred; and to sell, fix,
charge, collect, and receive rates and tolls therefor; and for the purpose
of enabling the company to supply power and water as aforesaid, the
company is authorized and empowered to buy or otherwise acquire,
generate, develop, store, sell, transmit, and distribute power of all kinds
and water, and to locate, acquire, construct, equip, maintain, and operate
from any point on the Potomac river in the counties of Alexandria,
Fairfax, and Loudoun, by the most desirable route or routes, to be de-
termined by the board of directors, to such point in any of the said coun-
ties as they may select, a line or lines for the transmission and delivery
of power or water by wires or poles or underground, and by cable, pipes,
tubes, conduits, and all other convenient appliances for such transmis-
sion, with such branch lines in said counties as the board of directors
of the company may locate or authorize to be located.

3. The company may acquire, own, hold, sell, or otherwise dispose of,
the water or water-power and water privileges, and may locate or ac-
quire, construct, equip, maintain, or operate, all necessary plants for
generating and developing by water, steam, or any other means, and for
storing, using, transmitting, disposing, selling, and delivering power
and water, including dams, gates, bridges, sluices, tunnels, stations,
and other buildings, boilers, engines, machinery, switches, lamps, motors,
and all other works, structures, and appliances in the counties aforesaid,
in the state of Maryland and the District of Columbia: provided, that the
amount of land which the company may at that time hold within the
state of Virginia, for its water-powers and other works, as well as the
land flowed or submerged with the water accumulated by its dams, shall
not exceed five thousand acres of land, exclusive of the right of way.

4. The capital stock of said company shall not be less than one hundred
and fifty thousand dollars nor more than five million dollars, which said
stock shall be divided into shares of the par value of one hundred dol-
lars each, and may be either all common or part or parts preferred, as
the board of directors may determine. Said stock shall be deemed per-
sonal property, and shall be transferable on the books of the company
in such manner as may be prescribed by the directors; each share of
stock shall be entitled to one vote at all meetings of the stockholders.
The said company may receive in payment for its capital stock, labor,
land, material, stocks, or bonds of individuals or corporations, or such
other thing of value or evidences of indebtedness as the directors may
deem proper, and it may issue said stock at, above, or below par, and
at such prices and upon such terms as may be agreed upon, and may
use its said stock so to be issued in payment for any property, real or per-
sonal, which it may purchase or otherwise acquire.

5. It shall be lawful for said company to borrow money and issue
and sell its bonds from time to time for such sums or thing of value
and on such terms as its board of directors may deem expedient and
proper Jor any of the purposes of the company, and may secure the
payment of said bonds by mortgages or deeds of trust upon any portion
or all of its property—real, personal, or mixed—its contracts and privi-
leges, and its chartered rights and franchises, 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, and it shall be lawful for
said company to acquire in any manner and hold or sell the stock and
bonds of any other corporation, and any other corporation is hereby
empowered to subscribe to, guarantee, and hold stock and bonds of
said company.

6. It shall be lawful for said company to consolidate with or lease or
purchase the works, property, franchises, and privileges of any other
corporation or power company in or out the state of Virginia, which is
now or may hereafter be incorporated, and this company is hereby
authorized to consolidate with or sell to or lease its works, property,
franchises, rights, and privileges to any other power or watcr company
which is now or may hereafter be incorporated: provided, that such
consolidation, lease, purchase, or sale shall be made only upon such
terms and conditions as shall be agreed upon by the majority of the
stockholders in each of the said companies, and all other such companies
are hereby empowered to sell, lease, or consolidate with the company
hereby incorporated, and may exchange its stock or bonds, its real,
personal, or mixed property for such purposes, and any company or cor-
poration with which this company shall merge or be consolidated shall
have all its rights, powers, and privileges reserved for the use and benefit
of the company hereby incorporated.

7. The said company shall have all the powers and privileges con-
ferred by the general laws of this state upon companies incorporated
for works of internal improvement, and may acquire such lands for its
purposes by condemnation necessary for the construction and opera-
tion of its works as well as all necessary water, including the
land and water thus described, water powers, water privileges, and
land flowed or submerged with water, accumulated by the company’s
dams and canals, and in constructing said works said company shall
have the right to place its poles and string its wires over and along and
place its pipes and conduits under any public road in the counties of
Alexandria, Fairfax, and Loudoun: provided, that the approval of the
board of supervisors of the respective counties wherein the road proposed
to be thus used is located shall first be obtained: and provided further,
that free travel shall not lie obstructed: provided, that nothing in this
act shall be so construed as to affect the vested rights of the Chesapeake
and Ohio canal company.

8. The principal and general offices of said company shall be in the
city of Alexandria, Virginia, and it may have branch oflices in any place
or places within or without the state that the board of directors may
deem advisable.

9. For the purpose of organizing said company the persons first named
shall constitute its first board of directors, and shall serve until its first
meeting of stockholders, and three or more mav act, and may receive
subscriptions to the capital stock at any time and place: and when the
sum of one hundred and fifty thousand dollars is subscribed, they shall
convene the stockholders and organize said company. At saad meeting
one of their number shall preside, and they shall certify said organization
on the books of the company, and their certificate or a copy thereof
duly authenticated by a notary public, shall be received as conclusive
evidence of the legal organization of said company, and when said
company is organized as atoresaid, the board of directors shall have the
power to dispose of the stock of the said company, and may receive sub-
scriptions thereto at any time and place and in any manner and upon
such terms as they think proper. |

10. The stockholders of said company may adopt such by-laws and
regulations and therein create such officers and directors as they desire,
and in such by-laws provide for the government of its officers and agents,
and the management and control of the affairs of the company, as they
deem proper.

11. No stockholder in the said company shall be held liable or made
responsible for its debts and liabilities in a larger or further sum than
the amount of any unpaid subscription upon his stock.

12. It shall be lawful for the circuit court of the city of Alexandria,
upon a petition of the president and board of directors, at any time
to order a change in the name of the company, but any such change of
name shall be without prejudice to the rights of any creditor, or to the
exercise of any of the powers and privileges granted by this act.

13. All taxes which may be assessed against said company shall be
paid in lawful money of the United States.

14. The said company shall be required to commence the construction
of its dams, canals, or works within two years from the approval of
this act; otherwise the powers, privileges, and franchise hereby granted
shall be forfeited.

15. It is expressly understood, however, and this charter is granted
upon condition that the corporation hereby created does not undertake
io use or exercise any of the powers herein set forth, on either side of
the Potomac river from the mouth of Difficult run down the river to tide-
water, except that if it be found desirable by said company to run pipes
or wires for the conducting of water or power from any property owned
by it above the mouth of Difficult run down the Potomac river, it may
acquire the right by condemnation to run such pipes or wires over or
through the property on both sides of the Potomac river between the
mouth of Diffieult run and tide-water: provided, that in doing so that
it does not interfere with any other business or enterprise conducted
between said points at that time, and all of the foregoing sections of this
charter shall be read and held subject to the provisions of this section.

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