Chap. 984.—An ACT to incorporate the Piedmont railway compan y.

Approved March 7, 1909.

1. Be it enacted by the general assembly of Virginia, That S. R.
Smith, Henry P. Scott, Nicholas P. Bond, E. P. Hill, W. B. Smoot, F.
P. Smith, P. H. O’Bannon, George W. Settle, John J. Miller, Charles
Green, John B. Miller, William S. Mason, William M. Fletcher, J. James
Miller, George L. Browning, and N. B. Early, junior, or such of them as
may accept the provisions of this act, their associates, successors, and
assigns, be, and they are hereby, incorporated and made a body politic
and corporate, under the name and style of the Piedmont railway
company, and by that name shall be known in law, and as such is au-
thorized and empowered to locate, construct, and operate by steam,
electricity, or other motive power, a line of railroad, commencing at
some point on the southern railroad within the corporate limits of the
town of Culpeper, or at some point within the counties of Orange,
Fauquier, Culpeper, Warren, and Albemarle, Virginia, and thence run-
ning to such points in Rappahannock, Greene, Orange, Albemarle, Madi-
son, Spotsylvania, and Warren counties, and by such routes as may be
deemed suitable by the board of directors of the said company.

2. That the said company shall have perpetual succession and have
power to sue and be sued, plead and be impleaded, defend and be de-
fended in all courts, whether in law or equity, and may make and have
a common seal and alter and renew the same at pleasure, and shall have
and possess and enjoy all the rights and privileges of a corporation or
body politic and necessary for the purposes of this act. The capital
stock of said company shall not be Jess than ten thousand dollars nor
more than fifty thousand dollars, divided into shares of twenty-five
dollars each, under such regulations as the board of directors of said
company shall, from time to time, prescribe; the directors may receive
cash, labor, material, real and personal property suited to the business
of the company in payment of subscriptions to its capital stock, at such
valuation as may be agreed with the subscribers.

4. It shall be lawful for the circuit court of the city of Richmond,
upon petition of president and board of directors at any time to order
a change in the name of the company, and to increase the capital stock
upon the payment of the proper charter fee, but any such change of
name shall be without prejudice to the rights of any creditor, or the
exercise of any of the powers and privileges granted by this act.

5. It shall be lawful for said company to acquire by donation or
purchase lands for right of way, depots, stations, shops and other pur-
poses necessary for the successful construction and operations of its
road in any of the counties through which it is authorized to construct
its line of road or branches thereof.

6. It shall be lawful for said company to borrow money, or issue
and sell its bonds, from time to time, for such sums and for such terms
as its board of directors may deem expedient and proper, and to secure
the payment of such bonds by mortgages or deeds of trust upon all or
any portion of its property, railroads, and franchises.

7. Subscriptions to the stock of said company may be made by the
county of Rappahannock or any of the counties interested in the con-
struction of this road, or its branches: provided, however, that the
subscriptions voted by the countics shall be expended in the counties
making the same, under euch conditions and regulations as may be
agreed upon by the board of supervisors of the several counties and the
board of directors of said railroad, and that the subscriptions in each
county shall not exceed one hundred thousand dollars, and the proper
authorities of said counties shall cause a vote to be taken therein on the
question of such county subscriptions, upon the petition of twenty-five
freeholders to the county court, at least thirty days before the date
fixed for said election, praying an order for said election for the amount
fixed in said petition, and thereupon the court shall order an election,
in accordance with the provisions of this act. Said election may be
ordered and conducted as is provided under the general laws, except
so far as is provided in this act.

8. That the judges of election of the several districts shall carefully
ascertain the number of votes cast in their respective districts, for aid to
the Piedmont railway company and the number cast against aid to the
Piedmont railway company, and the several judges shall make return
thereof, attested by their hands and seals, to the clerks of their re-
spective counties and the said clerks shall send a copy thereof, under
seal of his office to the supervisors of their respective counties.

9. That if, from the returns made by the judges of election as certi-
fied bv the said clerks, it shall appear that three-fifths of the votes cast
at said election or a majority of the registered freeholders of the county
were in favor of the said subscription, the board of supervisors of said
county or counties shall make such subscriptions, notwithstanding that
the amount so subscribed shall require the imposition of an annual
tax in excess of twenty cents on the one hundred dollars, to pay the
interest on the amount so subscribed, and to provide a sinking fund
for the extinguishment of the principal; and to this end may issue
bonds bearing the rate of interest not exceeding five per centum per
annum, of such denominations as said authorities may determine.

10. That the said company shall be required to commence the con-
struction of said railroad within four years from the commencing of
this act, and to complete the construction of its main line within five
years thereafter, or otherwise the powers and privileges and franchises
hereby granted shall be annulled and become void.
11. That S. R. Smith, of the town of Culpeper, Virginia; W. B
Smoot, of Alexandria, Virginia; Henry P. Seott, of Wilmington, Dela.
ware; Henry A. Parr, Nicholas P. Bond, and KE. P. Hill, of Baltimore
Maryland; F. P. Smith, of Madison county, and P. H. O'Bannon anc
J. B. Miller, of Rappahannock county; William M. Fletcher, of Chicago
or such of them as will accept the provisions of this act, shall have
power and authority of a president and board of directors for the pur
pose of organizing and all other purposes. They shall constitute the
board of directors for the first year and shall continue in office unti
their successors shall be elected and qualified. Each stockholder in the
company shall, at all meetings or elections, be entitled to one vote fon
each share of stock registered in his name.

12. The board of directors shall be stockholders of the said company
they shall elect from their members a president, vice-president, treas:
urer, and such other officers as, in their judgment, shall be necessary.
and mav fill any vacancies that may occur in said board, unless by
removal, in which case the same shall be filled by stockholders in genera
meeting.

13. Whenever ten per centum of the capital stock shall have been
subseribed and the board of directors shall have elected a president and
the proper tax on this charter has been paid, the said company shall he
considered legally organized and may proceed to the transaction of
business,

14. No stockholder in said company shall be held Hable or made re-
sponsible for its debts and habilities in a Jarger or further sum than
the amount of any unpaid balance due the said company for stock
subscribed by the said stockholders.

15. The board of directors mav establish offices and agencies at such
places as they may deem proper, but. the principal office of the com-
pany shall be located at some place in the state of Virginia.

16. All taxes due the commonwealth by the said company shall be
paid in lawful monev of the United States, and not in coupons.

This act shall be in force from its passage.