Capital stock.

Shares.

Directors.

Election of officers, &c.

and hold any land or tenements, goods or chattels, necessary or convenient for carrying on the manufacturing purposes aforesaid, and the establishment of grist mills as aforesaid, if the Company desire it, and the same to use and employ, grant and dispose of, as they may deem proper, and to have all the rights and privileges pertaining to corporate bodies, necessary for the purpose of their incorporation.

SEC. 13. Be it enacted, That the capital stock of said Company, shall be twelve thousand dollars, and the same may be extended to one hundred thousand dollars, which shall be divided into shares of fifty dollars each.

SEC 14. Be it enacted, That said Company may allot and divide the different shares among themselves, as they may see proper; and the books of said Company shall show what amount of stock is owned and held by each stockholder; and any stockholder may transfer upon the books of said Company, such stock as he or she may own in said Company, in such manner as may be prescribed by the bylaws of said corporation.

SEC. 15. Be it further enacted, That the capital stock, property and business of said corporation, shall be managed by five Directors, being stockholders, to be elected as aforesaid, and they shall hold their office for one year, and until others are elected and qualified in their places, and the stockholders may vote, either in person or by proxy, and all elections shall be by ballot, allowing each share one vote. The stockholders shall appoint three persons from among themselves, to be inspectors and judges of the first election; and the said Directors, when elected, shall choose one of their number President; and the President and Directors, annually, thereafter, by public notice as aforesaid, shall call meetings of the stockholders, for electing Directors of said Company, and shall appoint three stockholders as inspectors and judges of elections; and if the President and Directors shall fail, refuse or neglect, to call annual meetings, for the election of Directors, as herein prescribed, the stockholders, or a majority of them, may give the notice, call meetings, and elect Directors, in like manner as if the said President and Directors had given notice, as prescribed in this act. But if it shall happen that two or more stockholders have an equal number of votes, then the Directors for the time being, shall, by ballot, determine which of said stockholders shall be Director or Directors; and the said President and Directors, or a majority of them, may, from time to time, make, ordain and create such bylaws and regulations, for the government of said corporation, in its proceedings, and for the management of the

President and Directors-powers,

stock and property of said Company, as may by them be deemed necessary and convenient: Provided, the same be not repugnant to the Constitution and laws of this State, or of the United States. And the said President and Directors, or a majority of them, may appoint such agents, privileges, &c. clerks and secretaries, as they shall think proper and useful for the purposes of said Company, and may take of them such bond or bonds, with security, for the faithful performance of the duties assigned them, as shall be thought necessary-allowing said agents, clerks and secretaries, such compensation as shall be agreed upon, and may remove them, or any of them, at pleasure. And if any vacancy shall happen among the Directors, by death, resignation or otherwise, such vacancies may be filled until the next annual election, by such person or persons as the other Directors may appoint.

SEC. 16. Be it enacted, That if it should happen, that an election of Directors should not be made on the day designated in the notice, the said corporation shall not, for that cause, be deemed dissolved, but it shall and may be lawful to hold an election for Directors, on some other designated day, of which notice may be given.

SEC. 17. Be it enacted, That a dividend of the profits of said corporation shall be made annually or semi-annually, as shall be thought best by said President and Directors, among the stockholders, and that the Directors may make such calls for stock due, as the stockholders may direct or the interest of the corporation demand.

Dividend.

Book accounts,

SEC. 18. Be it enacted, That said President and Directors, shall keep or cause to be kept, proper books of account of the business and affairs of said Company, which &c. shall be subject at all times to the inspection of each and all of the stockholders; and the President and Directors, on going out of office, shall account to their successors, and pay over all monies, assets and effects of the Company, in their hands.

SEC. 19. Be it further enacted, That J. B. Clay, H. Partee, J. W. Sanders, Jo. C. Manly and J. M. Alexander, Commissioners be, and they are hereby appointed Commissioners, to open the books for the purpose of receiving subscriptions of

stock, as is herein provided by this act.

SEC. 20. Be it enacted, That B. B. Lenoir, N. A. Patterson, Wm. S. McEwen, Wm. Lenoir, M. L. Patterson, J. G. Farmers' Manu Smith, J. P. Lenoir and G. W. Yost, and their associates, facturing Co. successors and assigns, are hereby constituted a body politic and corporate, under the name and style of the Farmers' Manufacturing Company, for the purpose of manufacturing

Capital stock.

Forfeiting of stock.

such implements, machines and devises, as are used and employed in agricultural and horticultural pursuits, and to continue in existence to them and their successors, as aforesaid, for the period of ninety-nine years, with power to make and use a common seal, and to alter and change the same at pleasure; to make such rules and by-laws, not inconsistent with the laws of Tennessee, or of the United States, as may be deemed necessary for its government and control; to sue and be sued, to plead and be impleaded, to hold by purchase or otherwise, and to dispose of the same, any property, personal, real or mixed, which may become useful or expedient, or which it may become possessed of, in payment of debts to it, in whole or in part.

SEC. 21. Be it enacted, That the capital stock of said Company shall not consist of less than ten thousand dollars, and may be increased to one hundred and fifty thousand dollars, to be divided into shares of one hundred dollars each, which shares shall be deemed personal property, transferrable only on the books of the Company, and only with the consent of a majority of the stockholders, or of the Board of Directors, by them chosen or appointed, unless the whole of said stock shall have been paid up-in full, and the said stockholders not otherwise indebted to the Company. The amount of capital stock may be taken by the corporators hereinbefore mentioned, or they, or their successors, at any time hereafter, may open books for subscription of stock, in the usual manner: Provided, however, that said corporation or stockholders, before organizing under this act, after giving twenty days' notice in some newspaper, in the State, the amount of not less than ten thousand dollars of stock having been taken or subscribed, shall proceed to elect one of their body President, and Board of not less than three Directors, whose term of office shall continue one year, and until their successors in office are elected, which President and Directors shall control and manage the practical operations of the Company.

SEC. 22. Be it enacted, That the corporators aforesaid, or stockholders of said Company, shall have power to declare forfeited to it, any stock that remains, in part or in whole, unpaid to it, by giving the stockholder, or his representative, thirty days' notice of such contemplated action.

SEC. 23. Be it enacted, That said corporators or stockholders, shall be individually bound to creditors of the Company, each to the extent of his stock remaining unpaid, and that the President and Directors shall be personally liable to the stockholders, for any amount of dividends declared and paid by them to stockholders, whilst undischarged liabilities of the Company remain unpaid.

SEC. 24. Be it enacted, That said corporators or stockholders, for each share taken and held, shall be entitled to one vote in all elections held, or business, by ballot, of the Company; and by majority shall determine the location for business, the same not to be changed, unless with the concurrence of two-thirds of the votes of the stockholders of the Company.

Shares.

Coal Co,

English Tennes

Iron Company.

SEC. 25. Be it enacted, That there is hereby incorporated a company to consist of Gen. John B. Rogers, and such others as shall be or may be associated with him, for the transportation of stone coal to market, from the county of Fentress, to be known as the Real Del Monte Real Del Monte Double Top Coal Mines Company. Said Company shall possess the same powers and privileges extended to the Tennessee and New York Mining and Manufacturing Company, by an act passed on the 26th day of January, 1838. SEC. 26. Be it enacted, That Thomas Turney Fergurson and John G. McLemore, and their associates and successors, are hereby constituted and incorporated a body politic and corporate, to continue and have succession, by American and the name and style of the American and English Tennes- see Coal and see Coal and Iron Mining and Manufacturing Company, for the purpose of exploring and ascertaining mines of iron, coal and other ores, metals and minerals, and for smelting, manufacturing, transporting and vending the same; and by that name may contract and be contracted with, sue and be sued, plead and be impleaded, answer and be answered, and prosecute to final judgment in any court, or elsewhere; with power and authority to have and to use a common seal, and alter and renew the same at will; to make, ordain, establish and put in execution, any and all by-laws, rules, regulations, not inconsistent with this. act, the laws of this State, and of the United States, which it may deem useful and necessary for the management and government of the concerns of said Company, in its said corporate name and capacity, and with power and authority Powers, privito purchase and acquire, receive in donation, rent, hold, possess and enjoy all such real and personal estate, and all mining privileges and rights of way, which may be useful or necessary for carrying on its operation, or which it may become possessed of in payment of debts due to it; and use, occupy, lease, let, sell, mortgage, transfer, alienate and convey, or otherwise dispose of the same, or any part thereof, with all the rights, powers and privileges necessary for it as a separate incorporate Company.

leges, &c.

SEC. 27. That the capital stock of this Company shall consist of ten thousand share, of one hundred dollars each, Capital stock. which shall be deemed and held in law, as personal prop

turnpikes, &c.

erty, transferrable only on the books of said Company, and which shall be subscribed for and paid for in such manner as said Company shall prescribe by their by-laws; and the said shares shall be registered in a book, to be opened and kept by said Company.

SEC. 28. That the said Company may, from time to time, increase their capital stock, in such manner and form, as it shall to any sum it may deem necessary or advisable, not exceeding two millions of dollars, and shall have power to sell, dispose of, or take subscriptions for such increase and additional stock, in such manner and form, and at such time and place, and on such terms as it may deem proper to order and prescribe.

SEC. 29. That the said Company may erect, and carry on such mills, and manufactories, and suitable buildings, Building roads, and may construct such railroads, turnpikes and other roads, as it may deem proper and necessary for the successful management of its business, or to connect its mines, manufactories or lands, with any railroads or other roads, or navigable water course or courses in the State of Tennessee.

Holston Furnace
Company.

SEC. 30. That the said Company shall have power to appoint any one or more of its members, or other person or persons, to manage, control and direct the business of said Company, according to the by-laws, rules and regulations of said Company: Provided, however, that said Company shall not be allowed to construct any railroad or turnpike of greater length than ten miles, and that subject to damage at the suit of any party injured through whose land the same may run.

SEC. 31. Be it further enacted, That Henry J. Miliker, John A. Patton and S. K. N. Patton, and their associates and successors, are hereby constituted and appointed a body politic and corporate, by the name and style of Holston Furnace Company, for the purpose of mining iron, coal and other ores and minerals, and for manufacturing the same; to manufacture any and all descriptions of iron castings, tools, vehicles and implements of husbandry, to saw lumber and to manufacture any description of household furniture, to build water crafts of any description, to manufacture flour and meal, and to vend the same, to build such wagon roads, not exceeding ten miles in length, as they may find necessary to carry on their business, but not over the land of other persons until they shall have procurred the right of way by consent. They shall also be liable to suit and damages, as now provided by law in similar cases. And to continue in existence to them and their successors for the period of ninety-nine years, with power