| {Acts of the North
Carolina General Assembly} |
| |
| An Ordinance to Charter the Florence & Fayetteville
Railroad Company |
| |
| Sec. 1. Be it ordained by
the Delegates of the people of North-Carolina, in Convention Assembled,
and it is hereby ordained by the authority of the same, That for the
purpose of establishing a communication by railroad, between
Fayetteville, North Carolina, and Florence, South-Carolina, the
formation of a corporate company with a capital of one million five
hundred thousand dollars, to be called the Fayetteville & Florence
Railroad Company, [is hereby authorized] and when formed in compliance
with the conditions hereinafter prescribed, to have a corporate
existence as a body politic. |
| Sec. 2. Be it further
ordained, That the said company be, and the same is hereby
authorized to construct a railroad from Fayetteville, N. C., to Florence
S. C., upon such route as may be determined upon by said company after
the same shall have been formed. |
| Sec. 3. Be it further
ordained, That for the purpose of raising the capital stock of said
company, it shall be lawful to open books in the town of Fayetteville,
under the direction of the following commissioners to wit: Augustus W.
Steele, David A. Ray, A. A. McKethan, William McLMcCoy and J. M. Rose,
and at such other places, and under the direction of such other persons
as a majority of the above named commissioners may deem proper, for the
purpose {the next page is not printed} |
| {the
printed text picks up in the midst of Section 6} ville, or a
majority of them, as soon as the sum of one hundred thousand dollars
shall have been subscribed, in the manner aforesaid, to give public
notice thereof, and at the same time call a general meeting of the
stockholders, giving at least thirty days notice of the time and place
of meeting, at which meeting a majority of the stockholders being
represented, in person or by proxy, shall proceed to elect a president
and treasurer, and nine directors, out of the number of stockholders,
and the said directors shall have power to perform all the duties
necessary for the government of the corporation and the transaction of
the business. And the persons so elected, as aforesaid, shall serve such
period, not exceeding one year, as the stockholders may direct, and at
the meeting the stockholders shall fix the day and place or places,
where the subsequent election of president, treasurer and directors,
shall be held, and such election shall thenceforth be annually made; but
if the day of the annual election of officers shall, under any
circumstances, pass without an election, the corporation shall not
thereby be dissolved, but the officers formerly elected shall continue
in office until a new election takes place. |
| Sec. 7. Be it further
ordained, That the election of officers aforesaid shall be by
ballot, each stockholder having as many votes as he has shares in the
stock of the company, and the person having the greatest number of votes
polled, shall be considered duly elected to the office for which he is
nominated; and at all elections, and upon all votes taken, at any
meeting of the stockholders upon any by-law, or any of the officers of
the company, each share of stock shall be entitled to one vote, to be
represented in person or by proxy, and proxies may be verified in such
manner as the by-laws of the company prescribe. |
| Sec. 8. Be it further
ordained, That the board of directors may fill any vacancies that
may occur in it during the period for which they have been elected, and
in the absence of the president, may appoint a president, pro
tempore, to fill his place. |
| Sec. 9. Be it further
ordained, That the board of directors may call for he sums
subscribed as stock in the said company, in such instalments as the
interests of said company may, in their opinion, require. The call for
each payment shall be published in one or more newspapers of the State,
for one month before the day of payment, and on failure of any
stockholder to pay each instalment as thus required, the directors may
sell, at public auction, on a previous notice of ten days, for cash, all
the stock subscribed for in said company by such stockholders, and
convey the same to the purchaser at sale; and if the said sale of stock
do not produce a sum sufficient to pay off the incidental expenses of
the sale, and the entire amount owing by such stockholder to the company
for such subscription of stock, then and in that case, the whole of such
balance shall be held as due at once to the company, and may be
recovered of such stockholder, or his executors, administrators or
assigns, in any court of superior jurisdiction in the county where the
delinquent resides, on previous notice of ten days to said subscriber,
or by action of assumpsit, in any court of competent jurisdiction, or by
warrant before any justice of the peace, when the sum does not exceed
the sum of one hundred dollars; and in all cases of assignment of stock,
before the whole amount has been paid to the company, then for all sums
due on such stock, both the original subscribers and the first and all
subsequent assignees, shall be liable to the company, and the same be
recovered as above described. |
| Sec. 10. Be it further
ordained, That the debt of the Stockholders due to the company for
stock therein, either as original proprietors, or as first or subsequent
assignees, shall be considered as of equal dignity with judgments in the
distribution of assets of a deceased stockholder by his legal
representatives. |
| Sec. 11. Be it further
ordained, That said company shall issue certificates of stock to its
members, and said stock may be transferred in such manner and form as
may be directed by the by-laws of the company. |
| Sec. 12. Be it further
ordained, That the said company may, at any time, increase its
capital stock to a sum sufficient to complete said road, by opening
books for subscriptions of new stock, or borrowing money on the credit
of the company, and on the mortgage of its charter and works, and the
manner in which the same shall be done in either case shall be
prescribes by the stockholders. |
| Sec. 13. Be it further
ordained, That said company shall have power of using any section of
said road constructed by them before the whole of the said road is
completed, and may charge for transportation thereon. |
| Sec. 14. Be it further
ordained, That all contracts or agreements, authenticated by the
president and secretary of said road, shall be binding on the company,
either with or without a seal. Such a mode of authentication shall be
used as the company by their by-laws may adopt. |
| Sec. 15. Be it further
ordained, That the said company may purchase and have, and hold in
fee, or for a term of years, any lands, tenements, or hereditaments,
which may be necessary for the said road, or for the erection of
depositories, houses for the officers and agents of the Company, or for
workshops, or foundries for the company, or for other purposes for the
furtherance of said road. |
| Sec. 16. Be it further
ordained, That the Company shall have the right, when necessary, to
construct the said railroad across any public road, or along the side of
any public road: Provided, That the said company shall not
obstruct any public road, without first constructing one equally as good
and convenient as the one taken by said company. |
| Sec. 17. Be it further
ordained, That when any land or right of way be required by said
company, for the purpose of constructing their road, building
warehouses, water stations workshops or depositories, and for want of
agreement as to the value thereof, the same cannot be purchased from the
owner or owners, the same may be taken at a valuation, to be made by a
jury of good and lawful men to be summoned by the sheriff of the county
in which the land may lie, and in making the said valuation, the said
jury shall take into consideration the loss or damage which may accrue
to the owner or owners in consequence of the land or right of way being
surrendered, and also any special benefit or advantage, he, she, or they
may receive from the erection of the said road, and shall state the
value and amount of each, and the excess of loss or damage over and
above the advantages, shall form the measure of valuation of said land
or right of way: Provided, nevertheless, That if any person over
whose land the said may pass, or the company should be dissatisfied with
the valuation thus made, then, and in that case, either party may have
an appeal to the court of the county, to be held thereafter, and the
sheriff return to said court the verdict of the jury, with their
proceedings thereon and the lands or rights of way so valued by the
jury, shall vest in the company, so long as the same shall be used for
the purposes of said railroad, so soon as the valuation may be paid, or
if refused, paid over to the clerk of the county court: Provided,
That the right of condemnation shall not authorize the said company to
invade any dwelling house, yard, garden, or graveyard of any individual
without his consent. |
| Sec. 18. Be it further
ordained, That the said company shall have the exclusive right of
conveyance or transportation, of persons or goods, merchandise and
produce of all kinds over said road, at such charges as may be fixed on
by a majority of the directors. |
| Sec. 19. Be it further
ordained, That the profits of said company, or so much thereof as
the board of directors may deem advisable, shall, when the affairs of
the company will permit, be annually, or semi-annually divided among the
stockholders in proportion to their stock. |
| Sec. 20. Be it further
ordained, That notice of process upon the president of any of the
directors, shall be deemed and taken as due and lawful notice of service
upon the company. |
| Sec. 21. Be it further
ordained, That the said Company shall have power to construct
branches to said road and connect with any other railroad that may be
constructed, and any contract that may be entered into with any other
railroad company, by the president and directors of said company, after
the consent of a majority of the Stockholders, first obtained, shall be
binding on said company. |
| Sec. 22. Be it further
ordained, That it may and be lawful for the Fayetteville & Florence
railroad company, to make and issue bonds to the amount not exceeding
one million dollars, to be signed by the president of said company,
under the common seal of the same, in sums of one hundred dollars each,
bearing interest at seven per cent and redeemable according to the
contract that may be made at the time of the sale. |
| Sec. 23. Be it further
ordained, That to secure the faithful payment of said bonds, it may
be lawful for the president and directors of said company to make and
execute a mortgage or deed of trust under the common seal or said
company, wherein shall be conveyed to the person thus appointed trustee,
the road, property and franchises of said company, conditioned for the
payment of the interest and final redemption of said bonds. |
| Sec. 24. Be it further
ordained, That all the work hereby required, shall be executed with
due diligence, and if it be not commenced within four years after the
ratification of this ordinance, then this charter to be void. |
| Sec. 25. Be it further
ordained, That it shall be lawful for all solvent corporations to
take stock in the said road, which stock, when taken, shall be
represented by the president of said corporations, and in the case of a
county, by the chairman of the county court. |
| Sec. 26. Be it further
ordained, That this ordinance be in force from and after its
ratification, and shall be regarded as a public act, and shall be
continued in force until the year nineteen hundred: Provided,
That nothing herein contained shall be so construed as to authorize and
appropriation to said road by the State, or allow said corporation
banking privileges. [Ratified the 12th day of May, 1862.] |
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