Chap. 241.—An ACT to authorize any railroad corporation chartered by the
general assembly of the State of Virginia to surrender its entire legislative
charter, and to take a new charter under the present Constitution and general
laws of the State, relinquishing special privileges and special disabilities,
and providing the manner for so doing.

Approved March 12, 1908.

1. Be it enacted by the general assembly of Virginia, That any rail-
road corporation existing at the time of the passage of this act, or there-
after organized under any charter heretofore granted by the general
assembly of Virginia, may in the manner hereinafter provided, surren-
der its entire charter and effect, and accept a new charter under the
general laws of the State, and thereby obtain as its new charter, all
privileges, powers or authority not inconsistent with the general laws
of this State, which might be obtained and enjoyed by any railroad
company organized under the provisions of an act concerning corpora-
tions, which became a law on May twenty-first, nineteen hundred and
three, or any amendments thereto: provided, that any such corporation
which shall hereafter so surrender its entire charter and accept a new
charter hereunder, shall be conclusively presumed to have thereby sur-
rendered every exemption from taxation, and every non-repealable
feature of its charter and of the amendments thereof, and also all ex-
clusive rights or privileges theretofore granted to it by the general:
assembly, and not enjoyed by other corporations of a similar general
character, and to have thereby agreed to thereafter hold its charter and
franchises and all amendments thereof, under the provisions, and sub-
ject to all the requirements, terms and conditions of the Constitution
of Virginia, and of any laws passed in pursuance thereof, so far as the
same may be applicable to such corporation. Such entire surrender of
the old charter and the acceptance of the new charter, when authorized
by a vote of two-thirds of the stockholders present or represented, and
voting at a meeting (which two-thirds shall amount to at least a ma-
jority of the capital stock of the corporation), may be applied for by
a writing, conforming as near as may be to the form of the articles of
association, prescribed under section (1) one of chapter two, of the
said “act concerning corporations,” which became a law on May twenty-
first, nineteen hundred and three, and any amendments thereto, signed
in the name of the corporation by its president, or by one of its vice-
presidents under its corporate seal, attested by its secretary, and ac-
knowledged by the officers signing the same before any person author-
ized by the laws of this State, to take acknowledgments of deeds, and
when so signed and acknowledged, the said writing, together with the
receipt for the payment of any fee to the State that may be imposed
thereon by law, may be presented to the State corporation commission,
which shall ascertain and declare whether the applicants have, by com-
plying with the requirements of the law, surrendered their old charter
and entitled themselves to such new charter under the general laws of
this State, and shall issue or refuse the same accordingly. If the same
be issued, the said application with the order thereon of the State cor-
poration ‘commission, shall forthwith be certified to the secretary of the
Commonwealth, as required by law, and by the last named officer re-
corded in the charter records of his office, who shall thereupon endorse
thereon the fact of its recordation, and return the same to the State
corporation commission to be lodged and preserved in the office of the
clerk. And when the said writing, with the endorsements and order of
the State corporation commission thereon, shall be lodged in the office
of the secretary of the Commonwealth, such legislative charter.of said
railroad corporation shall entirely cease and determine, and such amended
or new charter shall, to all intents and purposes, immediately become
the entire charter of said railroad corporation, and be effective from
and after that time, unless a different time be fixed in said writing for
the commencement thereof, in which latter event such new charter shall
begin at the time so fixed. A copy of such application and order, duly
certified by the secretary of the Commonwealth, under the seal of the
State, shall be evidence in any court of this State of the facts therein
stated, and of the surrender of the old charter, and of the granting of
such new charter.

2. Nothing in this act sltall be construed to repeal the provisions of
an act entitled an act to amend and re-enact section two of chapter
two of an act entitled an act concerning corporations, which became a
law May twenty-one, nineteen hundred and three, as amended by an
act approved December thirty-one, nineteen hundred and three, as
amended by an act approved March seventeenth, nineteen hundred and
six, which said provision is as follows: provided, “however that no
transportation company in which the State owns stock, bonds, or other
dividend obligations, shall be merged under the provisions of this act,
until and except the State shall consent thereto, by future legislative
enactment, and the State corporation commission shall have determined
and entered upon its record that the terms of said contract or merger
are fair and just to the State, and the interests of the State are properly
provided for and protected therein.”

3. No railroad corporation which has been chartered, or organized
under ‘a charter granted by the gencral assembly of Virginia since the
‘first day of January, eighteen hundred and thirty-seven, or which since
that date has acquired by purchase, reorganization or otherwise, the
rights, franchises and privileges of any other corporation under general
statutes, or under specific legislative authority, and which shall sur-
render its existing charter and franchises and accept a new charter
under the provisions of this act, shall be thereby released from any duty
or obligation of a public character or any conditions of a contractural
nature arising out of any legislative enactment whether such duty, obliga-
tion or condition be one in the performance of which the entire people
of the State, or in which only the people of some portion thereof are
or may be interested, but all such duties, obligations and conditions
shall continue in force as though such old charter had not been sur-
rendered and such new charter accepted by such company.