valid, on said body corporate, if the same shall be left at Service of process the manufactory: Provided, the President of the company

20 years.

is absent from and beyond the limits of the county where the said manufactory is located That this act shall continue in force twenty years, and that no part of the capital Period of charter stock, or any of the funds of said corporation shall at any time during the continance of this charter be used or employed directly or indirectly for any purpose whatever inconsistent with the laws of this State or the United States. That the total amount of the debts which the said corporation shall at any time owe shall not exceed the amount of its capital stock actually paid in, and in case of excess, the directors under whose administration it shall happen shall be jointly and severally liable for the same in their individual capacities, such of said directors as may have been absent when the said excess was contracted or created, may respectively exonerate themselves from being so liable, by forthwith giving notice of the fact to the stock holders at a general meeting which they shall have power to call for that purpose.

Approved, March 2, 1848.

Section 1. Be it enacted by the Senate and House of Representatives of the State of Alabama, in General As

raters.

Powers.

sembly convened, That John Gindrat, Philip H. Raiford Names of corpo and Joseph S. Winter, their associates and successors, de, and they are hereby, declared and constituted a body corporate under the name and style of the "Montgomery Corporate name Manufacturing Company;" and by that name they shall and style. be liable to be sued and to sne, plead and be impleaded, in all manner of suits, both in law and equity, may have, keep, and use a common seal, and the same break, alter or amend at pleasure; and in short, shall have power to do all acts incident to boltes corporate; and may purchase, hold, and dispose of, for the benefit of the company, prop. erty, real, personal or mixed, to such extent as they may. deem necessary for the interest of said company and the successful prosecntion of their business.

Sec. 2. And be it further enacted, by the authority Capital stock aforesaid, That the capital stock of said company shall not $50,000. exceed fifty thousand dollars, and shall be divided into

shares of one hundred dollars each. That the stock shall be held and considered personal property,and shall be transferred only in such manner as may be fixed upon by said company; and that no stock holder, shall, in any event, be liable for the obligations of the company beyond his

stock.

Sec. 3. And be it further enacted. That the provisions Charter for 50 yrs of this act shall remain in force for thirty years, and no longer.

To Incorporate the Union Springs Branch Rail Road Company

Section 1. Be it enacted by the Senate and House of Representatives of the State of Alabama, in General Assembly convened, Names of Gom'rs That Albert G. Wray, James Blackman, Wildridge C. Thompson, Daniel Cole, Jobe Thompson, J. B. Coleman, M. M. Ely W. H. Waugh, James Larkin and Lewis Stoutenmire, be, and they are hereby appointed Commissoners, any five of whom shall be competetent to act, and do all business necessary to be done, by virtue of this act of incorporation, and under the direction of a majority of whom, subscritions may be received to the capital Subscription to stock of the Union Springs Branch Rail Road Company, and they capital stock. shall cause books to be opened in the town of Union Springs, and at such other places as they may think proper, for the purpose of receiving subscriptions, from time to time, to the capital stock of said company, until the sum of fifty thousand dollars shall be subscribed, and shall give such public notice, not less than twenty days, of the time and place of the opening of said books, as they may think proper.

stock.

nd powers.

Sec. 2. And be it further enacted, That the capital stock of Am't of colpital said branch rail road shall not exceed one hundred and fifty thousand dollars, in shares of one hundred dollars each, and so soon as fifty thousand dollars shall be subscribed, the subscribers of said stock, their successors and assings, shall be, and they are hereby declared to be incorporated into a company, by the name Corporate (name of the Union Springs Branch Rail Road Company, and by that name, shall be capable in law, of purchasing, holding, leasing, selling and conveying, real, personal and mixed property, so far as shall be necessary for the purposes hereinafter mentioned, and by said corporate name may sue and be sued, plead and be impleaded, answer and be answered unto, defend and be defended in any court of law or equity in this State or elsewhere, to have and to use a common seal, to alter and change the same at plessure, to pass such by-laws, rules and ordinances for the good government of said corporation as to them may seem proper, and

generally to do and exercise all matters and things necessary to carry into full and complete effect, all the objects of this act.

Sec. 3. And be it further enacted, That the sums subscribed

to said capital stock shall be paid in such instalments, and at such Capital stock tra times, as may be deemed most expedient by the President and paid in instalm'ts directors of said company: Provided, that not more than one half of the subscription be demanded in any one year from the commencement of the work, nor any payment demanded until at least thirty days public notice shall have been given of such demand, by the President and directors, and if any subscriber shall neglect or fail to pay any insta'ment of said subscription thus demanded, for the space of thirty days next after said subscription shall become due and payable, said President and directors shall be authorized to sell said stock at auction giving thirty days pub- lit notice of such sale, and said stock shall be deemed and considered in law as personal property.

a meeting.

Sec. 4. And be it further enacted, That as soon as five hun dred shares shall have been subscribed, the Commissioners here. When Commiss by appointed, shall call a meeting of the subscribers, at such time sioners may call and place as they may appoint, and shall give at least fifteen days notice thereof, and at such meeting the said Commissioners shall lay the subscription books before the subscribers, then and there present, and thereupon the said subscribers or a majority of them in value, each share constitu.ing a vote, shall elect five Directors, by ballot, to manage the affairs of said company, and the directors thus chosen, shall elect from among themselves, a President of said company, and may allow him such compensa. tion for his services as they may think just and proper, and in said election, and on all other occasions wherein a vote of the said stockholders hall be necessary to be taken, each stockholder shall be allowed one vote for every share owned by him or her, Provided, that any stockholder may, and they are hereby author. ized to appear and vote by proxy-the Commissioners aforesaid or any three of them, shall be judges of the election of the first directors.

Sec. 5. And be it further enacted, That the President and Annual election of directors of said company shall be chosen annually, on the first pest & directrs Monday in June, at the Union Springs, by the stockholders of said company, and,if any vacancy shall occur, by death, resignation or otherwise, of any President or director, before the year for which they were elected shall expire, a person or persons shall be chosen to fill such vacany for the residue of the year, by said President and directors, or a majority of them, and the President and directors shall hold and exercise their office until their successors are chosen and qualified, and all elections which are by this act or the laws of said company, to be made on a certain day or at a particular time, if not made on such day, or at such time, may be made at any time within thirty days thereafter.

Sec. 6. And be it further enacted, That the President and di-' rectors of said company, before they shall act as such, shall awear

Oath.

Shall make annus al report.

May call ings.

meet

May appoint officers.

or affirm, as the case may be, that they will severally discharge their official duties to the best of their skill and ability.

Sec. 7. And be it further enacted, That at the regular annual meeting of the Stockholders of srid company, it shall be the duty of the said President and directors in office for the preceding year, to exhibit a clear and distinct statement of the affairs of the company, for the information of the stockholders, make and declare such dividends as they may deem proper, of the nett profits arising from the resources of said company, after deducting the current expenses, and they shall divide the same among the proprietors of the stock of said company, in proportion to their respective shares.

Sec. 8. And be it further enacted, That the said President and directors, shall have the power to call meetings of the stockholders at any time, stating in the call, the business intended to be done, and none other shall be transacted at such called meeting; a majority of stockholders, in value, either in person or by proxy, shall be necessary to transact business, and at such called meeting, a majority of the stockholders, in value, shall have power to remove. any President or director, for cause, and appoint others in their stead.

Sec. 9. And be it further enacted, That the said Presiden and directors or a majority of them, may appoint all such officers, engineers, agents, or servants whatsoever, as they may deem necessary for the transaction of the business of said company, and may remove any of them at their pleasure; and a majority of them shall have power to determine by contract, the compensation for all engineers, officers, and servants in the employ of said company; and to deterialne by the bye-laws the manner and evidence of all transfers of stock in said company, and a majority of said board of directors' shall have power to pass all bye-laws which they may deem necessary and proper for exercising all the powers vested in this company hereby incorporated, and for carrying into effect this act: Provided, that such bye-laws, shall not be contrary to the Constitution of this State, or of the United States.

Sec. 19. And be it further enacted, That the President and diMay borrow mo- rectors of said conípaný, or a niajority of them, are empowered to borrow money, to carry into effect the objects of this act; to issue certificates or other evidences of each loan, and to pledge the property of the Company for the payment of the same and its in

Invested with oth et powers.

terest.

Sec. 11. And be it further enacted, That the President and directors shall be, and they are hereby invested with the rights and powers necessary, to the construction and repair of a Rail Road, from the town of Union Springs in the county of Macon, to intersect or connect with the Montgomery and West Point Rail Road, at some suitable point between Line creek and Calebee; said point of connexion to be determined upon by the President and directors of said Company; Frov dd he Montgomery and West Point Rail Road Company give their consent for so connecting and intersecting said Road..

Sec. 12. And be it further enacted, That said President

In case of disa..

greement.

and directors shall be, and they are hereby authorized to contract May make sunuy for and receive conveyances for land, stone, or gravel, hence- contracts for land forth, which may be required in the construction of said branch gravel, &c. Rail Road; and when the owners and company cannot agree, or where the owner is an infant or, non compos mentis, then it shall be lawful for said President and directors, or their agent to apply to any Justice of the Peace for a warrant directed to the Sheriff of the county, commanding him to summon a jury of seven di-interested freeholders, a majority of whom shall be authorized to as sess the damages, under the same rules and regulations now established by law in cases of other roads; said jury shall forthwith assess the value of said land, stone, gravel, and timber, subject to the right of an appeal to the Circuit Court, by either party who shall think themselves aggrieved, where the trial shall be de novo, by a jury as in other cases, and the land, stone, gravel, and timber, so contracted for or condemned, shall enure to the said company upon the payment of the money to the person contracted with, or into the Court as the case may be; and the whole proceedings shail be entered of record in said Court at the expense of said Company: Provided, however, that the said work shall in no wise be delayed on account of the proceedings had as aforesaid, but the said Company on tendering the amount to which the land, stone, gravel, or timber shall have been valued to the owner, or depositing the same in the office of the clerk of said Court, may proceed with the work as though no appeal

had been taken.

contract.

Sec. 13. And be it further enacted, That the said President May let road to and directors, after having had the tract upon which said branch Rail Road is to run, surveyed and selected, may proceed to let the same to contract: Provided, that they give twenty days no. tice of the time and place of letting the same to contract; and the said road with all the works, improvements, and machinery for transportation used on said road, are hereby vested in said company and their successors.

Sec. 14. And be it further enacted, That in case any person shall wilfully injure or obstruct in any degree the said road, he Penalty for inguashall forfeit and pay to the President and directors of said Com- ring or obstructpany, three times the amount of all damages which they may sus- ing road. tain in consequence thereof, to be sued for and recovered in the same manner as provided for by law for individuals in like cases; and on complaint made to any Magistrate within whose jurisdic. tion such offence shall be committed, it shall be the duty of such Magistrate to bind over the person or persons offending, with suf ficient security for his or their good behaviour for a term not less than one year: and such offenders shall also be subject to indiet. ment, and shall be sentenced at the discretion of the Court, to be imprisoned not less than six, nor more than eighteen months in the common jail of the county.

Sec. 15. And be it further enacted. That after the comple- May lay and coltion of said Road or any part thereof, the said President and di- lect soll.