Additional subscriptions.

lawful for the directors, or a majority of them, from time to time, to increase the same by addition of so many shares as they may deem necessary, for which they may, at their discretion, cause subscriptions to be received in such manner as may be prescribed by them, or may sell the same for the benefit of the said company, for any sum not under the par value thereof; and the said directors, or a majority of them, shall, by and with the consent of the stockholders, in general meetAuthority to bor- ing assembled, have power to borrow money for the purpose of this act, and to issue proper certificates of such loans, and pledge the property of the company by mortgage, or otherwise, for the payment of the same and the interest that may accrue thereon."

row money and secure its pay

ment.

Commencement of act.

Rights granted by West Va.

Right to locate road.

Route of road.

Branches in Jefferson county.

Subscription books in West Virginia.

"4. This act shall be in force from its passage." Therefore, Be it enacted by the Legislature of West Virginia:

1. That the same rights and privileges shall be and are hereby granted to the aforesaid company within the territory of West Virginia, as are granted to them within the territory of Virginia.

2. That the right is hereby granted to said company to locate their road in the state of West Virginia from the Potomac river, by a route from the said river running not further than one-half mile from the corporate limits of the town of Shepherdstown, and not further than the like distance from the town of Charlestown, in Jefferson county, and to the boundary line between Jefferson county, in West Virginia, and Clarke county, in the state of Virginia.

3. That the right is hereby granted to the said company to make such branches from suitable points on said road, within the county of Jefferson, state of West Virginia, as may be found necessary or the public convenience may require.

4. That it shall be lawful for books of subscription, for the purpose of receiving subscriptions to the capital stock of said railroad, to be opened in Shepherdstown, in the county of Jefferson, in this state, under the direction of David Billmyer, Samuel Knott, and Jacob J. Miller, or any two of them; in Harper's Ferry, in the said county, under the direction of George Koonce, Solomon V. Yantis, and Hezekiah Rhoderick, or any two of them; in Charlestown, in the

books in West

said county, under the direction of William H. Travers, Subscription Henry B. Davenport, and George W. Eichelberger, or any Virginia. two of them; in Smithfield, in the said county, under the direction of John W. Grantham, John F. Smith, and Walter Shirley, or any two of them; in Kabletown, in the said county, under the direction of Logan Osborn, Anthony Nurmamaker, and Henry Castleman, or any two of them; and in such other place or places, and under the direction of such agent or agents, as a majority of the commissioners at either of the above named places may designate.

ferson county on

scription.

Who may vote.

5. That the board of supervisors of Jefferson county be Election in Jefauthorized to submit, at a special election, to a vote of all the question of submale tax-payers of the said county, who are above the age of twenty-one years, who are not unsound in mind, or who are not under conviction of treason, felony, or bribery in an election, and who have been residents of the state for one year, and of the said county thirty days, before they shall offer to vote at such election, the question of a subscription to the capital stock of the said Shenandoah Valley Railroad Company. Provided, that the said board shall give notice of such Notice of elecelection in the manner specified in the eighteenth section of chapter thirty-nine of the code of West Virginia, thirty days at least before the poll is to be taken, and that if at such election, held as herein provided, a majority of the legal votes cast shall be in favor of said subscription, then such Subscription valid, if majority subscription shall in every respect be as valid as though vote for it. taken under the provisions of section forty of chapter thirtynine of the code of West Virginia.

tion.

to code.

6. The said election shall in all other matters be taken Election subject subject to the provisions of chapter thirty-nine of the code of this state.

amended.

7. The legislature reserves to itself the right to repeal, al. Act may be ter or amend this act, but such repeal, alteration or amendments shall not in any way impair the vested rights of said company.

Corporators.

pany.

CHAPTER 40.-An ACT to incorporate the Charleston Gas and Water Company.

Passed February 26, 1870.

Be it enacted by the Legislature of West Virginia:

1. That Samuel Blish, Jacob D. Woodruff, Samuel E. Stelle, Abraham Burlew, A. E. Summers, S. Sayer Woodruff, and Peter T. Stelle, and their present and future associates, successors and assigns, be and hereby are created, constituted, Incorporation. and declared to be a body politic and corporate in fact, by the name of the Charleston Gaslight and Water Company, and by that name they and their successors may have perPowers of com-petual succession, and shall, in law, be capable of suing and being sued, and of pleading and being impleaded, in all courts and places whatsoever, and have a common seal, with power to alter the same; and by and under the name and style aforesaid, the said company shall have full power and Authority to fur- authority to erect water works and supply water therefrom, and to make or manufacture gas from, or out of, any substance or material whatever, and sell or dispose of the same; said works to be used for the purpose of supplying the town of Charleston, in the county of Kanawha, with pure water and gas for lighting the said town, or the streets thereof, and any buildings, manufactories, or houses therein contained and situate; and for such purposes, the said company shall have Exclusive right the exclusive right to lay down at suitable depths, and main

nish gas and water.

to lay mains.

Contracts.

tain in the public streets, lanes and places of said town, such mains and pipes as may be necessary or proper; and to enter into, make and execute any contracts, agreements or covenants, in relation to the objects of this incorporation, or that the board of directors thereof may deem necessary or proper in carrying on the business thereof, and of enforcing the Power to hold same; and be capable of purchasing, taking, and holding any estate or property, real or personal, as shall be necessary to give effect to the purposes of this incorporation, or for the accommodation of their business and concerns.

property.

Capital stock.]

Amount of shares.

2. The capital stock of said company shall be two hundred thousand dollars, and may be increased by said company to such further sum as may be found necessary, not exceeding five hundred thousand dollars; and that a share in the same shall be one hundred dollars; and the subscriptions to the same, or to such part thereof as, from time to time, may, by

books.

the directors for the time being, be deemed proper and neces- Subscription sary, be opened by the appointment or under the direction of the directors hereinafter named, or a majority of them, subject to such rules, limitations and conditions as by them shall be prescribed.

rectors.

3. The stock, property, and affairs and concerns of the said Directors; their company shall be ordered, managed, and controlled under term of office. the direction of seven directors, being stockholders; the said directors shall hold their offices from the third Monday of January, inclusive, in every year, and shall be elected on the second Monday in January in each year, at such time and place as a majority of the directors, for the time being, shall Election of diappoint; and upon such notice as may by the by-laws of said corporation be fixed; and that all elections for directors shall be by ballot, and made by such of the stockholders as shall attend for that purpose, either in person or by proxy; and that each stockholder shall be entitled to one vote for each share of stock which he, she, or they shall have held in his, her, or their own name or names at least twenty days before the time of voting, and that the persons having the greatest number of votes shall be directors, provided, a majority of the stock of said company be represented at said elections, but not otherwise; and if it shall happen that two or more persons have an equal number of votes, the directors in office at the time of such election shall by a plurality of votes, given by ballot, determine which of the persons so having an equal number of votes shall be director, or directors, so as to complete the whole number; and the directors so chosen shall, as soon as may be thereafter, proceed in like manner to Election of presielect one of their number, by ballot, for their president; and if any director shall cease to be a stockholder, or shall resign, his office shall be vacant; and whenever any vacancy How vacancies shall in any manner happen, the same shall be filled by the remaining directors by plurality of votes, until the next annual election, and that Samuel Blish, Jacob D. Woodruff, Present direcSamuel E. Stelle, Abraham Burlew, A. E. Summers, S. Sayer of office. Woodruff, and Peter T. Stelle, shall be the present directors, and shall hold their offices respectively until the third Monday of January inclusive, which shall be in the year of our Lord one thousand eight hundred and seventy-one, and until others are elected, appointed, and qualified in their place, and shall proceed to choose their president at such time and place as they, or a majority of them, shall determine.

dent.

filled.

tors; their term

4. In case it shall at any time happen that an election of of failure to hold directors shall not be made on the day appointed by this act

Provision in case

election on day

appointed.

Board of direct

ors.

By-laws.

for that purpose, the said corporation shall not for that cause, or for any non-user, be deemed to be dissolved, but it shall and may be lawful to hold any election for directors on any other day in such manner as shall be provided for by the bylaws and ordinances of said corporation, and the directors of said corporation, for each year, shall continue to hold and exercise their respective offices as such, until their successors be regularly elected, appointed, and qualified, according to the provisions of this act.

5. The directors of said company, for the time being, shall form a board, and they, or a majority of them, shall be a quorum for transacting the business of the said company, and shall have power to make such by-laws, rules, and regulations as to them shall seem needful and proper, not repugnant to the laws of this state or the United States, for the management of their corporate concerns, touching the government of the said company, the management and disposition of stock, property, estate, and effects thereof, the election of directors, and all such other matters as may appertain to the concerns of the said company; and shall also have power to appoint Appointment of officers, clerks, and servants for carrying on the business thereof, and designate their representatives, giving such salaries and allowances as to them shall seem best.

officers.

How stock may be assigned.

Payment of subscriptions.

6. The stock of the said company shall be assignable and transferable according to such rules, and subject to such regulations as the board of directors shall from time to time make and establish, and shall be considered personal property.

7. It shall and may be lawful for the directors, or a majority of them, to require payment of the sums to be subscribed, at such time and in such proportions as they, or a majority of them, shall deem fit, under the penalty of the forfeiture of all previous payments thereon, and that previous notice of the installments required, after the first, and of the time when the same are to be paid, be published for four sucNotice of requir- cessive weeks in a public newspaper printed and published

ed installments

to be given.

in said county of Kanawha.