| {Acts of the North
Carolina General Assembly} |
| |
| An Act to Incorporate the Greensboro' & Leaksville
Railroad Company |
| |
| Section 1. Be it enacted by
the General Assembly of the State of North Carolina, and it is hereby
enacted by the authority of the same, That a company by the name and
style of the "Greensboro' & Leaksville Railroad Company," be, and the
same is hereby incorporated, with a capital stock of twelve hundred and
fifty thousand
dollars, divided into shares of one hundred dollars each, for the
purpose of constructing a railroad, from the North Carolina Railroad in
the town
of Greensboro', in the State of North Carolina, to Leaksville in the
county of Rockingham, or its vicinity. {a distance
of about 35 miles, ending about 3 miles from the Virginia border, to
connect to a potential extension (about 30 miles long) of the Richmond &
Danville RR} |
| Sec. 2. Be it further
enacted, That for the purpose of creating the capital stock of said
company, the following persons be, and they are hereby appointed
commissioners, viz: William T. Sutherlin, of Danville; Pinckney Wott,
Robert Wott, Dr. Robert Seales, and George Boyd, of the county of
Rockingham; John M. Morehead, Ralph Gorrell, C. E. Shober, C. P.
Mendenhall, of the County of Guilford, and William Johnston, or the town
of Charlotte, whose duty it shall be to direct
the opening of books for subscription of stock, at such times and places
and under such persons as they or a majority of them,
may deem proper; and in the meantime, it shall be lawful for books of
subscription to said stock to be opened in the town of Charlotte, under
the direction of John A. Young, William Johnson and John L. Morehead, or
any two of them; in the town of Concord, under the direction of V. M.
Barringer, Caleb Phifer and Daniel Coleman, or any two of them; in the
town of Salisbury, under the direction of Nathaniel Boyden, N. N.
Fleming, J. J. Shaver, or any two of them; at Lexington, under the
direction of William R. Holt, John P. Mabrey, Samuel Hargrove, or any
two of them; at High Point, under the direction of W. W. Boman, Dr.
Robert Lindsey, and John Carter, or any two of them; at Greensboro',
under the direction of James Sloan, J. H. Lindsey and J. J. Long, or any
two of them; at Wentworth, under the direction of J. W. Ellington, W. M.
Ellington, and A. M. Scales, or any two of them; at Leaksville, under
the direction of Geo. J. Atkin, Jonas W. Burton and C. Glenn, or any two
of them; at High Rock, under the direction of Francis L. Simpson, Dr.
Robert Scales, Geo. W. Gaunt, or any two of them; at Danville, Va.,
under the direction of William T. Sutherlin, James M. Williams, and Dr.
T. P. Atkinson, or any two of them; and in the city of Richmond, Va.,
under the direction of A. Y. Stokes, Lewis E. Harvie and Thomas W.
Brockenbrough, or any two of them; and said general commissioners shall
have power to appoint a chairman of their body treasurer, and all other
officers their organization may require; and to sue for and recover all
sums of money that ought under this act to be recovered by them. |
| Sec. 3. Be it further
enacted, That all persons who are by this act authorized, or who may
be
hereafter by the general commissioners authorized to open books of
subscription, may do so at any time after the ratification of this act,
upon giving twenty days' notice of the time and place when the said books
will be opened, and the said books shall be kept open for the space of
thirty days at least, and as long thereafter as the general
commissioners shall direct, and that all
subscriptions of stock shall be in shares of one hundred dollars, the
subscriber paying at the time of making his subscription, five dollars
on each share by him subscribed, to the person or persons authorized to
receive such subscription, and in case of failure to pay such sum all
such subscriptions shall be void and of no effect; and upon closing the
books, all such sums as shall have been thus received of subscribers on
the first cash instalments shall be paid over to the general
commissioners by the persons receiving the same; and in case of failing
to pay, as aforesaid such person or persons receiving said money shall
be personally liable to said general commissioners before the
organization, of said company, and to the company itself after
the organization, to be recovered in the superior court of law within
this State, in the county where such delinquent resides; or if he
resides in any other State, then in any court in such State having
competent jurisdiction. The general commissioners shall have power to
call on and require all persons empowered to receive subscription of
stock at any time, and from time to time as a majority of them may think proper,
to make a return of the stock by them respectively received, and to
make payment of all sums of money paid by subscribers; and all persons
receiving subscriptions of stock shall pass a receipt to the subscriber or subscribers
for the payment of the first instalment, as heretofore required to be
paid, and upon their settlement with the general commissioners as
aforesaid, it shall be the duty of the general commissioners in like
manner to pass their receipts for all sums thus received to the persons
from whom received, and such receipts shall be taken and held to be good
and sufficient vouchers to the persons holding them; that subscriptions
of stock may be received as aforesaid, or as hereafter provided for, to
the amount of twelve hundred and fifty thousand dollars. |
| Sec. 4. Be it further
enacted, That it shall be the duty of said general commissioners to
direct and authorize said books of subscription to be kept open until
the sum of one hundred thousand dollars, at least, shall be subscribed
in manner aforesaid; and as soon as the said sum of one hundred thousand
dollars, or upwards, shall be subscribed in manner aforesaid, and the sum of five
dollars on each share paid in as aforesaid, the subscribers to said
stock shall be, and they are hereby declared a body politic and
corporate, in fact and in law, by the name and style of "The Greensboro'
& Leaksville Railroad Company," with all the corporate powers and
authority hereby enacted and granted, to be held and exercised by said company
and their successors and assigns in perpetuity, and by that name shall
be capable in law and in equity to purchase, hold, lease, rent, sell, or
convey estates, real, personal, and mixed, and to acquire the same by
gift, devise, or otherwise, so far as shall be necessary for the
purposes embraced within the scope, object and intent of this charter; and shall have
perpetual succession and a common seal,
which they may use, alter or renew at pleasure; and by their corporate
name may sue and be sued, plead and be impleaded in any court of law or
equity in this State or any other State; and shall have, possess and
enjoy all the rights, privileges and immunities which corporate bodies
may and of right do exercise; and may make all such by-laws, rules and
regulations as are necessary for the government of the corporation, or
for effecting the object for which it is created, not inconsistent with
the laws of this State, or of the United States. |
| Sec. 5. Be it further
enacted, That as soon as the sum of one hundred thousand dollars, or
upwards, shall be
subscribed as aforesaid, it shall be the duty of the general
commissioners to appoint a time for the stockholders to meet in
Greensboro', in the county of Guilford, which they shall cause to be previously
published, for the space of thirty days, in one or more newspapers, at
which time and place the said stockholders shall, in person, or by proxy,
proceed to elect, by ballot nine directors of the company, and to enact
all such rules, regulations and by-laws as may be necessary for the
government of said corporation and transaction of its business. The
persons elected directors at this meeting shall serve such period, not
exceeding one year, as the stockholders may direct; and at this meeting
the stockholders shall fix on the day and place or places when the
subsequent election of directors shall be held, and such elections shall henceforth be annually made;
but if the day of the annual election shall pass without any election of
directors, the corporation shall not thereby be dissolved, but it shall
be lawful on any other day to hold such election in such manner as may
be prescribed by a by-law of the corporation. |
| Sec. 6. Be it further
enacted, That the affairs of said company shall be managed by a
general board, to consist of nine directors, to be elected by the
stockholders, from among themselves, at their first and subsequent general
annual meetings, and no stockholder shall be elected a director, nor
serve as such, unless he be at the time of his election the owner and of five shares of said stock, and shall continue
to hold the same during the term of his service. |
| Sec. 7. Be it further
enacted, That the president of said company shall be chosen, by
ballot, by a majority of the directors from among themselves, with a
salary to be fixed by the stockholders in general meeting. |
| Sec. 8. Be it further
enacted, That all stockholders, being citizens of the United States,
shall be entitled to vote, either in person or by proxy, the proxy being
a stockholder, at all the general meetings, and the vote to which each
stockholder shall be entitled, shall be according to the number of
shares he may hold. |
| Sec. 9. Be it further
enacted, That at the first general meeting of the stockholders under
this act, a majority of all the shares subscribed shall be
represented before proceeding to business, and if a sufficient number do
not attend on the day appointed, those who do attend shall have power to
adjourn, from time to time, until a regular meeting be thus formed, and at
such meeting the stockholders may provide by a by-law as to the number
of stockholders and the amount of stock to be held by them which shall
constitute a quorum for the transaction of business at all subsequent
meetings. |
| Sec. 10. Be it further
enacted, That the general commissioners shall make their return of
the shares of stock subscribed for at the first general meeting of
stockholders, and pay over to the directors elected at that meeting, or
their authorized agent, all sums of money received from subscribers, and
on failure to do so they shall be personally liable to said company, to
be recovered in like manner as other debts due the company. |
| Sec. 11. Be it further
enacted, That the board of directors may fill all vacancies which
may occur in it during the period for which they have been elected, and,
in the absence of the president, may fill his place by electing a
president pro tem. from among their number. |
| Sec. 12. Be it further
enacted, That the said board of directors shall have power and
authority to open books for further subscriptions to the stock of said
company, at such time and under such persons as they may designate, in
the event the whole stock be not subscribed before the first general
meeting of the stockholders, and to open and to keep open said books
from time to time, until the whole amount of capital stock be
subscribed. |
| Sec. 13. Be it further
enacted, That the said company shall have the exclusive right of conveyance or transportation of
persons, goods, merchandise and produce, over the road constructed by
them, at such charges as may be fixed upon by a majority of the
directors; and the said company may farm out their rights of
transportation over their said railroad, subject to the rules above
mentioned and said company, and every person who may have received from
them the right of transportation of goods, wares and produce on said
road, shall be deemed and taken to be a common carrier, as respects
everything entrusted to them or him for transportation. |
| Sec. 14. Be it further
enacted, That the board of directors may call for the payment of
the sums subscribed as stock in said company, in such instalments as the
interest of said company may require; the call for each
payment shall be published in one or more papers in this State for four
weeks 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 said sale, discharged from all
further liability; and if said sale of stock do not
produce a sum sufficient to pay off the incidental expenses of sale, the entire amount owing by such
stockholders to the company for such subscription of stock, then and in
that case the whole of such balance shall be held and taken as due at
once to the company, and may be recovered of such stockholder, or of his
executors, administrators or assigns, at the suit of said company,
either by summary motion in any court of superior jurisdiction, in the
county where the delinquent resides, on a previous notice of ten days to
said subscriber, or by action of assumpsit in any court of competent
jurisdiction, or by a warrant before a justice of the peace, when the
sum does not exceed 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 subscriber, and the first
and all subsequent assignees shall be held liable to the company, and the
same may be recovered as above described. |
| Sec. 15. Be it further
enacted, That the debt of stockholders, due to the company for stock
therein, either as original proprietor, or as first or subsequent
assignee, shall be considered of equal dignity with judgments in the
distribution of assets of a deceased stockholder by his legal
representative. |
| Sec. 16. Be it further
enacted, 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. 17. Be it further
enacted, That the board of directors shall once in every year, at
least, make a full report on the state of the company, and its affairs,
to a general meeting of the stockholders, and oftener if required by a
by-law, and shall have power to call a general meeting of the
stockholders when the board may deem it expedient, and the company may
provide in their by-laws for occasional meetings being called, and
prescribe the mode thereof. |
| Sec. 18. Be it further
enacted, That the said company may purchase, have and hold, in fee
or for a term of years, any land, tenements, or hereditaments, which may
be necessary for the said road, or the appurtenances thereof, or for the
erection of depositories, store houses, houses for the officers,
servants or agents of the company, or for work-shops or foundries, to be
used for said company, or for procuring stone or other materials
necessary for the construction of the road, or for effecting
transportation thereon. |
| Sec. 19. Be it further
enacted, That the company shall have th right, when necessary, to
conduct the said road across or along any public road or water-course:
Provided, That the said company shall not obstruct any public
road, without constructing another equally as good and convenient. |
| Sec. 20. Be it further
enacted, That when any lands or right of way may be required by said
company, for the purpose of constructing their road, and for want of
agreement as to the value thereof, or from any other cause, the same
cannot be purchased from the owner or owners, the same may be taken at a valuation
to be made by five freeholders selected by the county courts in the county where
the right of way is situated. In making the said
valuation, the said freeholders 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 the benefit and advantage,
general or special, which he, she or they may receive by the general increased
value of the land, or any special benefit which may arise from the
location of a depot or otherwise, on said land, or any benefit which may
accrue, in any way whatever, by the establishment of said railroad or
work, and shall state particularly the value and amount of each; and the
excess of the loss and damage over and above the advantage and benefit
shall form the measure of valuation of said land or right of way:
Provided, nevertheless, That if any person or persons, over whose
land the road may pass, or if said company should be dissatisfied with
the valuation of said freeholders, then and in that case, the party
so dissatisfied may have an appeal to the superior court, in the county
where the damage is done, or in either county where the land may lie,
under the same
rules, regulations and restrictions as in other cases of appeal. The
proceedings of said freeholders, accompanied with a full description of
the said land or right of way, shall be returned under the hands and
seals of a majority of them, to the court from which the order was made,
there to remain a matter of record; and the lands or right of way, so
valued, shall vest in the said company so long as the same may be used
for the purpose of the said railroad, so soon as the valuation shall
have been made, or, when refused, may have been tendered: Provided,
That on application for the appointment of freeholders under this
section, it shall be made to appear to the satisfaction of the court,
that at least ten days' previous notice has been given by the applicant
to the owner or owners of the land so proposed to be condemned; or if
the owner or owners be infants or non compos mentis, then to the
guardian of such owner or owners, if such guardian can be found within
the county, or if he cannot be so found, then such appointment shall have
been published, at least one month next preceding, in some newspaper
printed as conveniently as may be to the court-house of the county, and
shall have been posted at the door of the court-house on the first day
of the term of said court to which the application is made: Provided, further, That the
valuation provided for in this section shall be made on oath by the
freeholders aforesaid, which oath any justice of the peace or clerk
of a court is authorized to administer: Provided, further, That
the right of condemnation herein granted shall not authorized the said
company to invade the dwelling-house, yard, garden or burial-ground of
any individual, without his consent. |
| Sec. 21. Be it further
enacted, That the right of said company to condemn land in the
manner aforesaid, shall extend to the condemning of one hundred feet on
each side of the track of the road, measuring from the centre of the
same, unless in case of deep cuts and fillings, when said company shall
have power to condemn as much in addition thereto as may be necessary
for the purpose of constructing said road, and the company shall also have power to condemn and appropriate
lands in like manner for the constructing and building of depots, shops,
warehouses, and buildings for servants, agents and persons employed on
the road, not exceeding two acres in any one lot or station. |
| Sec. 22. Be it further
enacted, That in the absence of any contract or contracts with said
company, in relation to the lands through which the said road may pass,
signed by the owner thereof, or his agent, or any claimant, or person in
possession thereof, which may be confirmed by the owner thereof, it shall be presumed that the land upon which the
said road may be constructed, together with the space of one hundred
feet on each side of the centre of said road, has been granted to said
company by the owner thereof, and the said company shall have good right
and title thereto, and shall have, hold and enjoy the same as long as
the same be used for the purpose of the said road and no longer, unless
the person or persons owning said land, at the time that part of the
said road which may be on the said land was finished, or those claiming
under him, her or them shall apply for an assessment of the value of
said land as hereinbefore directed, within two years next after that
part of the said road which may be on the said lands was finished; and
in case the said owner, or those claiming under him, shall not apply
within two years next after the part of the said road which may be
on said lands was finished, and in case the said owner or those claiming
under him, her or them shall not apply within two years next after the
said part was finished, he, she or they shall be
forever barred from recovering said land, or having any assessment or
compensation therefor: Provided, nothing herein contained shall
affect the right of feme coverts or infants until two years after the
removal of the respective disabilities. |
| Sec. 23. Be it further
enacted, That all land not heretofore granted to any person within
one hundred feet of the centre of said road, shall vest in the company
as soon as the line of the road is definitely laid out through it, and
any grant of said land thereafter shall be void. |
| Sec. 24. Be it further
enacted, That if any person or persons shall intrude upon said
railroad, by any manner of use therof, or of the rights and privileges
connected therewith, without the permission, or contrary to the will of
said company, he, she or they may be indicted for a misdemeanor, and
upon conviction, fined and imprisoned by any court of competent
jurisdiction. |
| Sec. 25. Be it further
enacted, That if any (person or persons) shall wilfully and
maliciously destroy or in any manner hurt or damage, or shall wilfully
or maliciously cause, or aid, or assist, or counsel and advise any other
person or persons to destroy, or in any manner to hurt, damage, injure
or obstruct the said railroad, or any bridge or vehicle used for or in
the transportation thereon, any water-tank, warehouse, or any other
property of said company, such person or persons so offending shall be
liable to be indicted therefor, and on conviction, shall be imprisoned
not more than six nor less than one month, and pay a fine not exceeding
five hundred dollars nor less than twenty dollars, at the discretion of
the court before which said conviction shall take place, and shall be
further liable to pay all expenses for repairing the same; and it shall
not be competent for any person so offending against the provisions of
this clause to defend himself by pleading or giving in evidence that he
was the owner, agent or servant of the owner of the land where such
destruction, hurt, damage, injury or obstruction was done, at the time
the same was done or caused to be done. |
| Sec. 26. Be it further
enacted, That every obstruction to the safe and free passage of
vehicles on said road, shall be deemed a public nuisance, and may be
abated as such by any officer, agent or servant of said company; and the
person causing such obstruction may be indicted for erecting a public
nuisance. |
| Sec. 27. Be it further
enacted, That the said company shall have the right to take at the
storehouses they may establish or annex to their railroad, all goods,
wares, merchandise and produce intended for transportation; to prescribe
the rules of priority and charge, and receive such just and reasonable
compensation for storage as they by rules may establish, (which they
shall cause to be published,) or as may be fixed by agreement with the
owners, which may be distinct from rates of transportation: Provided,
That the said company shall not charge or receive storage on goods,
wares, merchandise or product which may be delivered to them at their
regular deposition [depositories] for immediate transportation, and
which the company may have power to transport immediately. |
| Sec. 28. Be it further
enacted, That the profits of the company, or so much thereof as the
general board may deem advisable, shall, when the affairs of the company
will permit, be semi-annually divided amongst the stockholders, in
proportion to the stock each may own. |
| Sec. 29. Be it further
enacted, That the following officers and servants and persons in the
actual employment of the said company be, and they are hereby exempted
from the performance of jury and ordinary militia duty: the president
and treasurer, the board of directors, chief and assistant engineers,
the secretary and accountant of the company, keepers of the
depositories, guards stationed on the road and at the bridges, and such
persons as may be working the locomotive engines and traveling with the
cars, for the purpose of attending to transportation of produce goods
and passengers on the road. |
| Sec. 30. Be it further
enacted, That for the purpose of ascertaining the best route for
said road and its branches, and to locate the same, it shall be lawful
for said company, by its engineers, servants and agents, to enter upon,
examine and survey any land or lands that they may wish to examine for
such purpose, free from ny liability whatever. [Ratified the 20th day
of February, 1861.] |
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