Chap. 837.—An ACT to incorporate the Buckingham warehouse company.

Approved March 6, 1900.

1. Be it enacted by the general assembly of Virginia, That R. W.
Anderson, Clarence Williams, E. L. Walker, J. H. Olcott, and R. W.
Allison, 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 hereby are, incorporated and made a body
politic and corporate, under the name and style of the Buckingham
warehouse company, and by that name and style shall have perpetual
succession and a common seal, which it may alter.and amend at pleasure,
sue and be sued, contract and be contracted with, make, ordain, estab-
lish, alter, or amend by-laws and regulations concerning all matters of
organization and business not herein specifically provided for, necessary
to carry this act into effect or to promote the objects and designs of
the corporation, and be generally invested with all the rights and privi-
leges appertaining to incorporated companies under the laws of Virginia
and of the United States, and upon further condition that it shall pay
in current money of the United States all demands due by it to the state
of Virginia.

2. The capital stock of the said company shall not be less than ten
thousand dollars nor more than twenty-five thousand dollars, which
stock shall be divided into shares of the par value of one hundred dollars
each. The said stock shall be deemed personal property, and shall be
transferred on the books of the company in such manner as may be
prescribed by the directors, and 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, services, material, stocks or
bonds of individuals or corporations, or such other values or evidences of
debt as the directors may deem proper, and it.may issue at par such
stock upon such terms and conditions and at such prices as may be
determined by the directors of the company, and may use its said stock
so as to be issued in payment for any property, real or personal, it may
purchase or otherwise acquire. Subscriptions to the capital stock may
be received by the incorporators 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 capital
stock has been subscribed, the subscribers may organize as a corpora-
tion by the election of president and board of directors, and the adoption
of by-laws and regulations governing the company’s business.

3. The management of the company shall be vested in a board of
directors composed of five stockholders, of whom the president and
vice-president shall be two, with right to increase the number to nine
by vote of the stockholders in general meeting representing a majority
of stock issued. The board of directors shall be elected annually bv
the stockholders in general meeting. The president and vice-president
and all other officers shall be elected by the board of directors, who
shall also fill all vacancies occurring in its own body.

4. The said company shall have the power to acquire and hold so
much real estate and landings as may be necessary for its purposes, but
shall not have the power to acquire by condemnation proceedings over
one acre at any one place.

5. The chief office of the said corporation shall be in Richmond,
Virginia, with power to establish and locate offices at any other place
or places within the state.

6. A general meeting of the stockholders may be called by the board
of directors or by stockholders holding together one-tenth of the capital
stock, by giving notice ten days thereof, published at least three times
before the said meeting, in one of the daily newspapers in the city of
Richmond, Virginia. The said company shall have the power to conduct
a general warehouse business, domestic and foreign, import and export,
and to buy, lease or erect all necessary warehouses, wharves, landings;
and the said company shall have the power and authority to subscribe to
and to purchase and hold stocks in any other corporation, whether organ-
ized under the laws of this state or some other state. Any stock so held
in another corporation shall be voted as the board of directors may de-
termine.

?. The said companv is hereby authorized and empowered upon a
vote of the majority of the stockholders in meeting assembled, to sell
or lease or consolidate and merge its privileges, properties, rights, works,
and franchises with those of any other company now chartered or which
mav be hereafter chartered, and in such manner and upon such terms
under its own name or the name of such other company or any other
name as the stockholders of the several companies so consolidated may
agree upon, and all vessels intending to load or unload at, or having
loaded or unloaded at the wharves of the said company, shall enter
the ports of this commonwealth and clear therefrom, and navigate the
waters of this commonwealth free of pilot charges. In the event of
the consolidation mentioned, the said company is hereby authorized to
receive as part of the terms thereof and consideration for such consoli-
dation, so much of the stock and bonds of such consolidated company
as may be provided in the agreement of consolidation, and may use,
hold, or otherwise dispose of such stocks and bonds as it may deem
proper. The consolidation and merger of such companies and the
organization of such consolidated company shall be deemed and taken
as final and complete so soon as the agreement of such consolidation
fixing the terms, name, and conditions thereof and the organization
of the consolidated companies shall be lodged in the clerk’s office of
the circuit court of the city of Richmond, Virginia, and the said con-
solidated companies under whatever name may be so agreed upon, shall
thereupon be, and it hereby is, invested and clothed with all the powers,
rights, privileges, franchises, and properties of the other company ag
fullv and completely as if the same had been transferred by deed, in-
cluding the power to issue and use such an amount of its stock and
bonds as may be necessary to carry out the terms of such agreement of
consolidation.

8. All acts or parts of acts so far as they are inconsistent with this
act are hereby repealed.

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