An Act to amend and reenact § 46.1-299, as amended, of the Code of Virginia, relating to devices signalling intention to turn or stop and rules therefor.
Volume 1968 Law 99
Volume | 1901/1902 |
---|---|
Law Number | 63 |
Subjects |
Law Body
Chap. 63.—An ACT to authorize the consolidation of the Portsmouth and Suffolk
‘ Water Company, the Berkley and South Norfolk Water and Electric Light
Company, and the Nansemond Water Company, under the name of the Ports-
mouth, Berkley and Suffolk Water Company.
Approved January 16, 1902.
Whereas, by chapters one hundred and nine and one hundred and
sixty-one of the acts of assembly of Virginia, passed in the year eighteen
hundred and seventy-nine, the Portsmouth Water Company was incor-
porated ; and,
Whereas, upon the sale of all the property of said corporation under a
deed of trust, C. D. Ward, the purchaser thereof, by a declaration dated
April twenty-fifth, eighteen hundred and eighty-seven, and duly re-
corded, organized a corporation to succeed to all the property, rights.
franchises, and so forth, of said Portsmouth Water Company, by the
name of the Portsmouth and Suffolk Water Company, which charter was
still further amended by chapter one hundred and one of the acts of
assembly of Virginia passed in the year eighteen hundred and ninety;
and,
Whereas, by chapter two hundred and seventy-four of the acts of as-
sembly of Virginia, passed in the year eighteen hundred and ninety-two,
the Berkley and South Norfolk Water and Electric Light Company was
incorporated ; and,
Whereas, the Nansemond Water Company was incorporated by a char-
ter granted by the circuit court of the city of Portsmouth, as appears by
said charter recorded in the clerk's office of said court on November
fifteenth, eighteen hundred and eighty-eight, and its charter was
amended by chapter six hundred and sixty-eight of the acts of assembly
of Virginia, passed in the year eighteen hundred and ninety-two; and,
Whereas, said three companies are now engaged in the business of sup-
plying water to different places in the counties of Norfolk and Nanse-
mond, and it appears that they desire to consolidate with each other in
order that their affairs may be more economically administered under one
management: now, therefore,
1. Be it enacted by the general assembly of Virginia, That said three
corporations be, and they are hereby, authorized to consolidate with each
other, so as to form one corporation by the name of the Portsmouth, Berk-
ley and Suffolk Water Company: provided, that such consolidation be
effected upon the terms and in the manner hereinafter provided.
2. Before such consolidation shall be made, it shall be authorized bv a
majority of the stockholders of each of said companies, in meetings called
for the purpose of authorizing the same, and an agreement setting forth
the terms upon which consolidation is made shall be executed by each of
said three companies, under their respective corporate seals, and acknowl-
edged by the president or other proper officer of each of said companies
before ani offiee? anthicrized to jake the acknowledgment of deeds, and
said agrbemment shatl-therenpan ve filed in the office of the seeretary of the
Commopwealth, and hy. bim recorded in his ottice, in the book wherein
charters.of Potporations-axe recorded.
3. The consolidation of said companies shall become effective upon the
ling of said agreement in the office of the secretary of the Commonwealth
s aforesaid, and from and after the filing of such agreement the said
hree companies shall be merged and consolidated into one corporation,
o be known as the “Portsmouth, Berkley and Suffolk Water Company.”
4. Each stockholder of each of said three constituent companies shall
eceive in lieu of his stock such an amount of stock, or stock and securi-
ies of the cdnsolidated company so formed, as may be fixed by the terms
f{ consolidation prescribed in such agreement and authorized by a
najority of the stockholders of each of said companies as aforesaid: pro-
ided, that the entire capital stock of said consolidated company shall not
xceed one million dollars, par value. =
5. Upon the consolidation of said three corporations in the manner
rescribed in this act, such consolidated company shall immediately be-
‘ome vested with all the property, rights, franchises, and privileges of
ach of said three constituent corporations, and their corporate existence
hall be merged and continued in it.
6. But said consolidated corporation shall also be responsible for all
he debts, obligations, and liabilities of said three constituent companies,
ind shall succeed to and hold the property, rights, and franchises of each,
respectively, subject to all liens, contracts, obligations, and undertakings
with respect thereto heretofore imposed or undertaken by such constitu-
‘nt company, so that the rights of all persons or corporations to whom
‘ther of said companies may be indebted, or who may be entitled to liens
or other contractual rights upon or with respect to the property or fran-
chises of any of said companies, shall not be prejudiced by such consolida-
HON.
7. Such consolidated corporation shall be managed by such number of
jirectors, and shall have such officers, as may be prescribed in such agree-
ment of consolidation or in the by-laws adopted from time to time by
such consolidated corporation.
8. In case any one of said three corporations shall not agree in the
manner hereinbefore prescribed to consolidate with said other two com-
panies, and the two remaining corporations shall agree to consolidate
with each other, then such two companies, upon complying with the re-
quirements hereinbefore described, may be merged and consolidated into
one corporation by the name of the Portsmouth, Berkley and Suffolk
Water Company, with all the property, rights, franchises, and so forth,
of such two constituent companies, all the provisions of this act applying
to such consolidation of two of said corporations except in so far as they
relate to the property, rights, franchises, debts, liabilities, and so forth,
of the company not agreeing to such consolidation.
9. The consolidated corporation formed under this act shall have power
to subscribe, to purchase, or otherwise acquire the stock of any other
company organized for the purpose of furnishing water to any place or
places in the two counties of Norfolk or Nansemond or adjacent counties,
or engaged in the business of supplying water in any of the places afore-
said; and shall also have the power to issue negotiable bonds, bearing
interest at any rate not exceeding six per cenium per annum, and to
secure the same by a deed of trust or mortgage of all or any part of its
property, rights, franchises, and so forth.
10. This act shall be in foree from its passage.
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