Chap. 876.—An ACT to incorporate the Norfolk gas, light and fuel company
of Norfolk, Virginia.

Approved March 6, 1900.

1. Be it enacted by the general assembly of Virginia, That George
M. Bunting, H. Bavard Hodge, Harold P. Keen, James H. Dawes, and
W. D. Pender, and such other persons as are now or may hereafter
be associated with them, and their successors, be, and they are hereby,
created and constituted a body politic and corporate, by the name of
the Norfolk gas, light, and fuel company, and by that name and stvle
shall have perpetual succession and a common seal, which it may alter
and amend at pleasure, and sue and be sued, and be contracted with,
and be generally invested with all the rights and privileges appertaining
to incorporate companies under the laws of the state of Virginia, and
of the United States, and restrictions now imposed upon the same by
the general assembly of the state; and upon the further condition that
i. shall pay in current money of the United States all taxes and other
demands due by it to the state of Virginia.

2. The said company shall have power to construct, lease, purchase,
or acquire by consolidation or otherwise, with any other company or
companies, and operate and maintain in the city and county of Norfolk,
or both, in the town of Berkley, in the state of Virginia, suitable works,
machinery, and plants for the manufacture of gas and electricity from
coal or other substances, and for the sale and distribution of the same,
and it shall have power to sell or distribute the same for public or
private illumination, for heating, and for power, and for any other
purposes for which the same may be used, and to contract with muni-
cipalities, corporations, firms, and individuals in respect thereto, and
it shall have power to do such acts and things, and to conduct such
enterprises as are convenient or advantageous in connection with, or
incidental to the enjoyment of the powers hereinbefore conferred,
and may, with the consent of the councils of the city of Norfolk,
and the councils of the town of Berkley, or the board of supervisors
of the county of Norfolk, use the streets, highways, avenues, and public
parks and squares of said city or county, for laying its pipes and mak-
ing connections therewith, or for erecting its poles or posts and string-
ing wires thereon, or for conducting pipes or conduits thereunder and
placing their wires therein.

3. The capital stock of said company shall not be less than twenty-
five thousand ($25,000) dollars, nor more than three hundred thousand
($300,000) do!lars, which said 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 trans-
ferable on the books of the company in such a manner as may be de-
scribed by the directors, and each share of said stock shall be entitled to
one vote at all meetings of the stockholders.

The incorporators above named, or a majority of them, may receive
subscriptions to the capital stock of said company, and in such man-
ner as they may deem best, and no advertisement of the time and place
at which the books will be opened for subscriptions shall be necessary.

The said company may receive in payment of its capital stock, labor,
material, stocks or bonds of individuals or corporations, and such other
values or evidences of indebtedness as the directors deem proper, and it
may issue said stock above or below the par value thereof and at such
prices as may be determined by the directors of the company, real or
personal, which it may purchase or otherwise acquire.

4. The said company shall have power to hold and acquire so much
real estate as may be necessary for its purposes, not to exceed, how-
ever, at any one time, twenty acres.

5. The principal offices of the company shall be in the city of Norfolk,
Virginia, and the board of directors shall have power to establish and
maintain other offices within or without the state of Virginia.

6. The said company shall have power, and is hereby authorized from
time to time, to borrow such sum or sums of money as it may deem
useful and proper for its purposes and for such loan or loans, to issue
its bonds, registered or coupon, pavable at such time or times, and in
such amounts, and at such rate of interest as the stockholders may
determine; the said company may secure the same by deeds of trust,
or mortgages or any or all of its property, rights, and franchises.

%. The officers of said company shall consist of a president, secretary,
and treasurer, and a board of five directors, but that number may be
increased from time to time by the stockholders. The said board shall
have power to establish and make such rules, and regulations, and by-
laws, not inconsistent with the laws of the state of Virginia or of the
United States, they may deem proper or desirable for the management
and control of the affairs and business of the said company and for
the government of their officers, clerks, agents, and other employees
which shall be binding upon all persons connected with or in the em-
ployment of the company.

8. All meetings of the stockholders and directors of said company
shall be held at such time and place and upon such notice as the board
of directors may from time to time determine. ;

9. The board of directors shall have the management and control
of the business affairs of the company, and shall, during the first year, fill
any vacancies which may occur in the offices, or in their own body from
death, resignation, refusal to act, or any other cause.

The president shall preside at all meetings of the board, when present,
and in his absence the vice-president shall preside. They mav also
appoint from their number an executive committee and prescribe its
duties, and also those of the other officers and emplovees of the companv.
They may also appoint such officers as may be necessary for the manage-
ment of the business of the company, and may, whenever deemed proper,
subscribe to, purchase, or otherwise acquire and hold the stock of any
other corporation, organized in Virginia or elsewhere, and exercise in
respect thereof, all rights, powers, and privileges of individual owners
thereof.

10. The said company is hereby authorized and empowered, upon 4
vote of a majority of the stockholders thereof in meeting assembled,
to sell or lease, or consolidate or merge the privileges, properties, rights,
works, and franchises with those of any other corporation, now char-
tered or which may hereafter be chartered, for purposes the same as,
or similar to, those for which the company is chartered, and in such
manner and upon such terms and under its own name or the name of
such other company or any other name‘as the stockholders of the
several companies so consolidating may agree upon.

In the event of such consolidation the said company is hereby author-
ized to receive as a part of the terms of and consideration for such
consolidation so much of the stock and bonds of such consolidated com-
pany as may be provided in the agreement of such consolidation, and
may hold, use, or othewise dispose of such stocks and bonds as it may
deem proper. ‘The consolidation and merger of such companies and
the organization of such consolidated companies shall be deemed and
taken as final and complete so soon as the agreement of such consoli-
dated companies, fixing the terms and conditions as such consolidation
and organization, shall be lodged for record in the office of the secretary
of the commonwealth; and the said consolidated company, under what-
ever name may be so agreed upon, shall thereupon be, and it hereby
is, invested and clothed with all the rights, powers, and privileges,
franchises and properties of the company hereby incorporated, as well
as with all the rights, privileges, franchises, and properties of the other
company with which it may be so consolidated as fully and completely
as if the same had been transferred by deed.

11. Before said company shall use the streets, highways, avenues,
and public parks and squares of the city of Norfolk or town of Berkley,
or county or Norfolk for laving its pipes or making connection there-
with, or for erecting its poles or posts and stringing wires thereon or
for conducting its pipes and conduits thereunder and placing the wires
therein, it shall first obtain the consent of the councils of such city and
town and of the board of supervisors of such county. :

12, The said company shall pay all taxes in lawful money of the
United States, and not in coupons.

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