^ e \eetic © ^. <^ •J> Y. HISTORY OF THE ok rf. |ja.feij)[(i | j^itp*to ^-"Jwe IpJwwl ^fany - incorporation of the original company, styled " The Chatham Railroad Company," and continued to the t present date — containing those Acts of the General As- sembly of North Carolina bearing directly upon the char- ter and privileges of the Company, and statements of such proceedings on the part of the stockholders, the Board of Directors, and other parties, as affect the gen- eral interests of the Company. The following; Act entitled ^ An act to incorporate the charter of the ° M Chatham I all: oad Chatham Railroad Company, was passed by the Legisla- com< any. ture of North Carolina on the 14th day of February, 1855. AN ACT TO INCORPORATE THE CHATHAM RAILROAD COMPANY. = ■ -t Section 1. Be it enacted by the General Assembly of the company to t>a State of North Carolina, and it is hereby enacted by the au- thority of the same, That for the purpose of effecting a rail- road communication between Deep river, at or near the Coalfields, in the county of Chatham, and the City of Raleigh or some point on the North Carolina Railroad at some point west of the city of Raleigh in this State, the formation of a corporate company with a capital stock of eight hundred thousand dollars is hereby authorized, to be called the " Chatham Railroad Company," and when formed in compliance with the conditions herein pre- scribed, to have a corporate existence as a body politie in perpetuity. ■ Sec 2. Be it further enacted, That said company be and Location, the same is hereby authorized to construct a railroad from Deep river, at or near the Coalfields, in the county of Chatham, through the said county to the city of Ral- (2) eigh, or to some point on the North Carolina Railroad at some point west of the city of Raleigh. Commissioners. " Sec; 3. Belt 'further enacted, That for the purpose of creating the capital stock of said company the following persons be and the same are hereby appointed commis- sioners, to-wit i Henry A. London, Isaac Hall, Benjamin I. Houze, Robert Faucet, Nathaniel Clegg, Peter Evans, Spencer MeClenahari and Brooks Harris, whose duty it shall be to direct the opening of books for subscriptions of stock either by individuals or corporations, at such times and places, and under the direction of such person or v persons as they or' a majority of them may deem proper. Broksto be open. Sec. 4. Be it further enacted. That all persons who may hereafter be authorized to open books for the subscription of stock by the commissioners herein appointed for that purpose, shall open said books at any time after the rati- fication of this act, twenty days' previous notice being given in some one or more of the public newspapers in this State; and that said books, when opened, shall be kept : open for the space of thirty days at "least, and as long thereafter as the commissioners first above named shall direct; that all subscriptions of stock shall be in shares of one hundred dollars, the subscriber paying at the time of making such subscription five dollars on each share thus subscribed to the person or persons authorized to re'ceive such subscription, and in case of failure to pay said sum all such subscriptions shall be void and of no efiect if the commissioners choose so to declare it, or they may direct it to be recovered by suit or otherwise. And upon closing the books all such sums as shall have been thus received of subscribers on the first cash instalment shall be paid over to the general commissionei s named in the third section of this act by the persons receiving them ; and for the failure thereof such person or persons shall be personally liable to said general commissioners before the organization of said company, and to the com- pany itself after its organization,, to be recovered in the superior court of. law within .the State, in the county where such delinquent resides; or if he resides in any other state then in any court in such state having com- petent jurisdiction ; that said general commissioners shall have power to call on and require all persons empowered to receive subscriptions of stock at any time, and from time to time, as a majority of them think proper,to-make a return of the stock by them respectively received and to make payment of all sums of money made by the sub- scribers ; that all persons receiving subscriptions of stock shall pass a receipt to the subscriber or subscribers -for the payment of the first installment, as heretofore required to be paid, and upon their settlement with the general commissioners as aforesaid it shall be the .duty of the said general commissioners in like manner to pass their re- ceipt for alj sums thus received to the persons from whom received, and such receipt shall be taken and held to be good and sufficient vouchers to the persons holdiDg.t|i.em ; that subscriptions of stock shall be thus received to an amount not exceeding eight hundred thousand dollars. £>ec. 5. Me it further enacted f That it shall be the duty of General commis- said general commissioners to direct and authorized; the ? ioners - keeping of books for the subscriptiqn of stock in the manner above described," until the sum of three hundped thousand dollars shall. have been subscribed to the capi- tal stock of said company, and so soon as the said sum of three hundred thousand dollars shall have been sub- scribed and the first instalment of five dollars per share on said sum shall have been received by th,e. general com- missioners, said company shall be regarded as formed, and said commissioners, or a majority' them, shali>sign and seal a declaration to that effect, with the, names-, of all the subscribers appended, and cause the said declaration to be deposited in the office of the secretary of state, and. thenceforth from the closing q£ the. hooks of (4) subscription as aforesaid the said subscribers to the stock shall form one body politic and corporate in deed and in law in said state and for the purposes aforesaid, by the name and style of "The Chatham Railroad Company." When a body corporate. Sec. 6. Be it further enacted, That whenever the sum of three hundred thousand dollars shall be subscribed for in manner and form aforesaid, the subscribers, their executors, administrators and assigns shall be, and they are hereby declared to be incorporated into a company by the name and style of the Chatham Railroad Compa- ny, and by that name shall be capable in law and equity of purchasing, holding, selling, leasing and conveying estates, real, personal and mixed, and acquiring the same by gift or devise, so far as shall be necessary for the pur- poses embraced within the scope, object and intent of their charter, and no further ; and shall have perpetual succession, and by their corporate name may sue and be sued, plead and be impleaded in any court of equity and law in North Carolina, and may have and use a common seal, which they may alter and renew at pleasure, and shall have and enjoy all other rights and immunities which other corporate bodies may and of right do exer- cise, and may make all such by-laws, rules and regula- tions as are necessary for the government of the corpora- tion, or effecting the objects for which it is created, not inconsistent with the constitution and laws of the United States and of the State of North Carolina. Process. Sec. 7. Be it farther enacted, That notice of process upon the principal agent of said company, or the president or any of the directors thereof, shall be deemed and taken to be due and lawful notice of service of process upon the company, so as to bring it before any of the courts of this state. Meeting. Sec. 8. Be it further enacted, That as soon as the sum of three hundred thousand dollars shall have been sub- (5) scribed in manner aforesaid, it shall be the duty of the general commissioners appointed under the third section of this act to appoint a time for the stockholders to meet at Pittsboro, in the county of Chatham and State of North Carolina, which they shall cause to be previously published for the space of thirty days in one or more newspapers published in the State of North Carolina, at which time and place the said stockholders, in person or by proxy, shall proceed to elect the directors of the company, and enact all such regulations and by-laws as may be necessary for the government of the corporation and the transaction of its business. The persons elected directors at this meeting shall serve such period not ex- ceeding one year, as the stockholders may direct, and at this meeting the stockholders shall fix on the day and place or places where the subsequent election of directors shall be held, and such election shall henceforth be an- nually made ; but if the day of the annual election should pass without any election of directors, the corpo- ration shall not be thereby dissolved, but it shall be law- ful on any other day to hold and make such election in such manner as may be prescribed by a by-law of the corporation. Sec. 9. Be it further enacted, That the affairs of said company shall be managed and directed by a general board to consist of twelve directors, to be elected by the stockholders from among their number, at their first and subsequent general annual meeting, as prescribed in sec- tion eighth of this act. Sec. 10. Be it further enacted, That the election of di- Elections. rectors shall be by ballot, each stockholder having as many votes as he has shares in the stock of said compa- ny, and the person having a majority of all the votes polled shall be considered as duly elected. Sec. 11. Be it further enacted, That the president of the president. (6) First meetin: company shall be elected by the directors from among their number -in such manner as the regulations of the company shall prescribe. ' Sec. 12. Be it farther enacted, That at the first general meeting of stockholders, directed to be called under sec- tion eighth of this act, a majority of all the shares sub- scribed shall be represented before proceeding to business; and if a sufficient number do not appear on the day ap- pointed, those who do attend shall have power to adjourn from time to time until a regular meeting shall be thus formed ; and at said meeting the stockholders may pro- vide by a by-law as to the number of stockholders and the amount of stock to be held by them, which shall con- stitute a quorum for transacting business at all subse- quent, regular, or occasional meetings of stockholders and directors. Votes. Sec. 13. Be it farther enacted, That at all elections, and upon all votes taken in any general meeting of stoek^ holders upon any by-law or any of the affairs of said company, each share of stock shall be entitled to one vote ; and that any stockholder in said company may vote by proxy, and proxies may be verified in such man- ner as the stockholders by by-laws may prescribe. Returns. Sec. 14. Be it farther enacted, That the general com- missioners shall make their returns of the' shares of stock subscribed for at the first general meeting of the stock- holders, and pay over to the director elected' at said meeting, or their authorized agents, all sunis of money received from subscribers ; and, for failure therefor, shall be personally liable to said company to be recovered at the suit of said company in any of the superior courts of law in the state within the county where such delinquent or delinquents may reside, and in like manner from sai'd (7) delinquent or delinquents, executors or administrators, in case of his or her death. Sec. 15. Be it further enacted, That the board of direct- vacancies, ors may fill up 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 tempore from among their number. Sec. 16. -Be it further enacted, That all contracts or contracts. agreements authenticated by the president and secretary of the board of directors, shall be binding on the compa- ny without a seal, or such mode of authentication may be used as the company by their by-laws may adopt. Sec 17- Be it further enacted, That the company shall Powers, have power and may proceed to construct as speedily as possible, a railroad with one or more tracks, to be used with steam power, which shall extend from Deep river, at or near the coalfields, in the county of Chatham, through said county of Chatham to the city of Raleigh, or at some point on the North Carolina Railroad at some point west of the city of Raleigh ; said company may use any section of the railroad constructed by them before the whole of said road shall be completed. Sec 18. Be it further enacted, That the said company Exclusive right. shall have the exclusive right of conveyance or transpor- tation of persons, goods, merchandise and produce over the said railroad to be by them constructed, at such charges as may be fixed on by a majority of the directors. Sec. 19. Be it further enacted, That the said company May farm rights may, when they see fit, farm out their rights of transpor- tation over said railroad subject to the rules above men- tioned, and said company, and every person who may have received from them the right of transportation of goods, wares and produce on the said railroad, shall be deemed (8) and taken to be a common carrier, as respects all goods, wares and produce, and merchandise, intrusted to them for transportation. installments. g EC- 2 (). 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 in their opinion require; the call for each payment shall be published in one or more news- papers in the state for the space of one month before the day of payment, and on failure of any stockholders to pay each instalment as thus required, the directors may sell at public auction, on previous notice often days, for cash, all the stock subscribed for in said company by such stockholder, and convey the same to the purchaser at said sale, and if such sale of stock do not produce a sum suf- ficient to pay off the incidental expenses of the sale, and the entire amount owing by such stockholder to the com- pany 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, his executors, administrators and 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 da} r s to said subscriber, or by the action of assumpsit in any court of competent jurisdiction, or by warrant before a justice of the peace where the sum due does not exceed one hundred dollars, and in all cases of assignment of stock before the whole amount has been paid to the com- pany, then for all such sums due on such stock, both the original subscribers and the first and all subsequent as- signees, shall be liable to the company and the same may be recovered as above described. Sec. 21. Be it further enacted, That the debt of stock- holders due the company for stock therein, either as (9) original proprietor, or as first or subsequent assignee, shall be considered as of equal dignity with judgments, in the distribution of assets of a deceased stockholder, by his legal representatives. Sec. 22. Be it further enacted,. That said company shall certificates., 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. 23. Be it further enacted, That the said company May increase may at any time increase its capital to a sum sufficient to complete said road, not [exceeding] eight hundred thousand dollars, either by opening books for new stock, or by selling such new stock, or by borrowing money upon the credit of the company and the mortgage of its charter and works ; and the manner in which the same shall be done, in either case, shall be prescribed by the stockholders at a general meeting. Sec. 24. Be it further enacted, That the board of direct- Reports, ors 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 directed by a by-law, and shall have power to call a general meeting of the stockholders when the board may deem it expedi- ent, and the company may provide in their bylaws for occasional meetings being called, and prescribe the mode thereof. Sec. 25. Be it further enacted, That the said company R ea i estate. may purchase, 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 the appurtenances there- of, or for the erection of depositories, storehouses, houses for the officers, servants or agents of the company, or for workshops or foundries to be used for the said company, or for procuring stone or other materials necessary to the 2 (10) construction, of the road or for effecting transportation thereon, and for no other purpose whatever. May cross roads. Sec. 26. Be it further enacted, That the said company shall have the 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 as convenient as may be, nor without making a draw in any bridge of said road which may cross a nav- igable stream sufficient for the passage of vessels navi- gating said stream, which draw shall be opened by the company for the free passage of vessels navigating such stream. Sight of way. Sec. 27. Be it farther enacted, That when any land or right of way may be required by said company, for the purpose of constructing their road, and for the 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 commissioners, or a majority of them, to be appointed by any court of record having common law jurisdiction in the couuty where some part of the land or right of way is sit- uated. In making said valuation the said commissioners shall take into consideration the loss or damage which may occur to the owner or owners, in consequence ot the land being taken or the right of way surrendered, and also the benefit and advantage he, she or they may receive from the erection or establishment of the railroad or work, and shall state particularly the amount of each ; and the excess of loss and damage over and above the advantage and ben- efit shall form the measure of valuation of the said land or right of way. Provided, nevertheless, That if any person or persons over whose land the road may pass, should be dis- satisfied with the valuation of said commissioners, then and in that case the person or persons so dissatisfied may have an appeal to the superior court in the county where said (11) valuation has been made, or in either county in which the land lies, when it may lie in more than one county, under the same rules, regulations and restrictions as in appeals from judgments of justices of the peace. The proceedings of the said commissioners, accompanied with a full de- scription of the said land or right of way, shall be returned under the hands and seals of a majority of the commis- sioners to the court from which the commission issued, there to remain a matter of record ; and the lands or right of way so valued by the commissioners shall vest in the said company so long as the same shall be used for the purposes of said railroad, so soon as the valuation may be paid, or when refused, may have been tendered. Provided, That on application for the appointment of commissioners under this section it shall be made to appear to the satis- faction 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 guardi- ans of such owners, if such guardian can be found within the county, or if he cannot be so found, then such appoint- ment shall not be made unless notice of the application shall have been published at least one month next preced- ing in some newspaper, printed as convenient 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, at least, of the next succeeding term of said court. And provided far- ther, That the valuation provided for in this section shall be made on oath by the commissioners aforesaid, which oath any justice of the peace or clerk of the court of the county in which the land or a part of it lies, is hereby au- thorized to administer. Provided farther, That the right of condemnation herein granted shall not authorize said com- pany to invade the dwelling-house, yard, garden or burial ground of any individual without his consent. Sec. 28. Be it further enacted, That the right of said com- Extent of lands. pany to condemn land in the manner described in the (12) twenty seventh section of this act, shall extend to the con- demning of land one hundred feet on each side of the main track of the road, measuring from the center of the same, unless in case of deep cuts and filliugs, 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, work-houses, buildings for the officers, servants, agents and persons employed on the road, not exceeding two acres in any one lot or station. when no contract. Sec. 29. Be it farther enacted. That in the absence of any contract or contracts with said company in relation to lands through which the said road or its branches 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 railroad or any of its branches m \y be constructed, together with a space of one hundred feet on each side of the centre of said road, has been granted to the company by the owner or owners 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 said road, and no longer, unless the person or persons owning the 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 lands, as hereinbefore directed, within two years next after that part of said road was finished; and in case the said owner or owners, 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 rights of feme coverts or (13) infants until two years after the removal of their disabil- ities. Sec. 30. Be it further enacted, That all lands not here- tofore granted to any person, nor appropriated by law to the use of the State, within one hundred feet of the cen- tre of the road which may be constructed by the said company, shall vest in the company as soon as the line of the road is definitely laid out through it, and any grant thereafter shall be void. Sec. 31. Be it further enacted, That if any person or intrusion, persons shall intrude upon the said railroad by any man- ner of use thereof, or of the right and privileges connect- ed therewith, without the permission, or contrary to the will of said company, he, she, or they shall forthwith forfeit to the said company all the vehicles that may be intruded on the said road, and the same be recovered by suit at law; and the person or persons so intruding may also be indicted for misdemeanor, and, upon conviction, fined and imprisoned by any court of competent juris- diction. Sec 32. Be it further enacted, That if any person shall wilful injury, wilfully and maliciously destroy, or in any manner hurt, damage or obstruct, or shall wilfully and maliciously cause, or aid, or assist, or counsel and advise any other person or persons to destroy, or in any manner to hurt, damage, or destnvy, 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 prop- erty 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 Lor less than twenty, at the discretion of the court before which said conviction shall take place, and shall be further liable to pay all expenses of repairing the same ; (14) Obstructions. 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 or 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. J3ec. 33. Be it further enacted, That every obstruction to the sale and free passage of vehicles, on the said road or its branches, shall be deemed a public nuisance, and may be abated as such by any officer, agent or servant of the com- pany, and the person causing such obstruction may be in- dicted and punished for erecting a public nuisance. Good-swaies, &c. Sec 34. Be it further enacted, That the said company shall have the right to take at the store houses they may establish on or annex to their railroad or the branches thereof, all goods, wares, merchandise and produce in- tended for transportation, prescribe the rules of priority, and charge and receive such just and reasonable compen- sation for storage as they by rules may establish, which they shall cause to be published, or as may be fixed by agreement with the owner, which maybe distinct from the rates of trans- portation. Provided, That the said company shall not charge or receive storage on goods, -wares, merchandise or produce which may be delivered to them at their regular depositories for immediate transportation, and which the company may have the power of transporting immediately. Sec. 35. 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 among the stock- holders in proportion to the stock each may own. Sec. 36. Be it further enacted, That the capital stock in said company, and all the property, real and personal, belonging to the said company, shall be exempt from taxation by the State of North Carolina, or any corporate (15) or municipal police or other authority thereof, or any town, city or county for the term of fifteen years: Pro- vided, That it shall be competent for the legislature of North Carolina, but for no municipal town, county or corporate authority, at any time after the expiration of the period aforesaid, to impose such tax upon the estate, both real and personal, of the said company as they may deem reasonable and just, not exceeding, however, in any event the tax imposed on the respective citizens of said state or property owned by them of a similar character. Sec. 37. Be it further enacted, That the following officers and servants and persons in the actual employment of said company be and are hereby exempted from the perform- ance of jury and ordinary militia duty ; the president and treasurer of the board of directors, and chief assistant en- gineers, the secretaries and accountants of the company, keepers of the depositories, guard stationed on the road to protect it from injury, and such persons as may be working the locomotive engines and traveling with the cars for the purpose of attending to the transportation of produce, goods and passengers on the road. Sec. 38. Be it further enacted, That said company shall connection. have .power to connect one terminus of their said road with the North Carolina Road in such manner as to prevent any drayage or any uimeccessary transportation of goods, pro- duce, merchandise and passengers by horse power between said roads, not, however, interfering with or hindering the rightful exercise of the North Carolina Kailroad Company under their present charter. Sec 39. Be it further enacted, That the company shall be- when to begin, gin the construction of the said railroad within two years from the first day of January, eighteen hundred and fifty- five, and complete it within ten years thereafter, otherwise the privileges here granted shall be forfeited and cease, ex- cept for so much of said road as shall then be actually Public act. (16) constructed and in operation; and for the part thus actu- ally constructed the said company shall be entitled to all the privileges of this act of incorporation iu as full a meas- ure as if the whole line of said road had been constructed aud put in operation as at present contemplated. Sec. 40. Be it farther enacted, That any incorporated company shall and may have authority to subscribe such sum to said railroad as a majority of its members may determine upon. Sec. 41. Be it farther enacted, That this act shall be re- garded as a public act, and may be given in evidence as such in all cases without special pleading. Sec. 42. Be it farther enacted, That this act shall be in force from and after its ratification. [Ratified the 14th day of February, 1855.] The following act was ratified 15th February, 1861 : AN ACT TO INCORPORATE THE CHATHAM RAILROAD COMPANY. Capital stock. Section 1. Be it enacted by the General Assembly of the State of North Carolina, and it is hereby enacted by the au- thority of the same, That a company is authorized to be formed, with a capital stock of eight hundred thousand dollars, to be divided into shares of one hundred dollars corporate title, each, to be called and known as the " Chatham Railroad Company," for the purpose of building and constructing a railroad, with one or more tracks, to be used with steam and other motive power, from the Coalfields in the county of Chatham, through said county to Raleigh, or some poin^ west of Raleigh not exceeding twelve miles, the nearest and most practicable route; and such company, when formed as hereafter directed, shall have power to receive, possess, own and transfer real and personal property, to Powers. have a common seal, and to pass such by-laws, not incon- (17) sistent with the laws of this State, as may be necessary to cany out the object of the corporation ; shall be capable iu law of suing and being sued, pleading and being impleaded, and shall have and enjoy all the rights of other corporate bodies under the laws of this State, to condemn land for right of way and all other purposes necessary to carry into effect the purposes of said company ; and shall generally have and possess all the rights, privileges and immunities, and be subject to the limitations and restrictions of cor- porate bodies in this State ; and shall have the exclusive right to transfer and carry persons, produce, merchandize and minerals on and along such railroad at such prices as they may fix. Sec. 2. Be it farther enacted, That for the purpose of commissioners, creating the capital of such company John C. Stone, Henry A. London, Frank Page, Kemp P. Battle, 0. A. Taylor, T. D. Hogg, Rufus S. fucker, W. P. Taylor, fm. Hogan Jones and Elias Bryan are hereby appointed commission- ers, whose duty it shall be, as soon after the passage of this Act as may be, to appoint such commissioners to open books of subscription at such places and at such times as to them shall seem best, and under such rules and regulations as they may prescribe. Sec. 3. Be it farther enacted, That whenever the sum of General meetings, one hundred thousand dollars shall have been subscribed to the capital stock of said company by solvent subscribers, it shall be the duty of the commissioners aforesaid to call a general meeting of the stockholders, after giivng such notice as to them shall seem sufficient, and at such times and places as they shall determine ; and at all general meet- ings of said stockholders, not less than a majority of all the stock subscribed shall constitute a quorum for the transac- tion of business, and said stockholders, when so met in general meeting, shall have power, and it shall be their duty, to elect a president and five directors for said companv ; L \ r *r j President and and in electing such president and directors, and in enact- Rectors. 3 (18) ing such by-laws, as may be necessary, each share of stock represented, either in person or by proxy, shall be entitled to one vote : Provided, If a majority of such stockholders shall not attend said first general meeting, such as do attend and are present may adjourn from time to time until a majority shall appear. First gen< ral meeting. Sec. 4. Be it farther enacted, That it shall be the duty of said stockholders, at their first general meeting, to prescribe the manner and time in which payments of stock on the subscription books shall be made : Provided, Not more than one half of said subscription shall be called for in one year after said first general meeting. Vacancies Reports. Sec. 5. Be it further enacted, That it shall be the duty of the president and directors of said company to appoint a treasurer, who shall remain in office such length of time as the company in their by-laws shall determine ; and said president and directors shall remain in office one year, and until others are chosen, and shall have a general direction and management of the affairs of said company, and shall appoint some suitable person as engineer, whose duty it shall be to make the necessary surveys for the location of said railroad, and furnish the president and directors with such survey or surveys, and estimates of the cost ; said directors shall have power to fill an}' vacancy that may occur in their board, and in the absence of the president to elect one for the time ; they shall also appoint a secretary; whose duty it shall be to keep a lair and correct record of the proceedings of said board, and of all the proceedings of the stockholders in general meeting, in a book to be pro- vided for that purpose. Sec. 6. Be it farther enacted, That the president or board of directors shall, at least once a year, make a full report on the state of the company and its affairs to a general meeting of the stockholders, and often er if required by any by-law of the company, and also [call] a general (19) meeting of the stockholders, whenever they deem it expe- dient ; and the company may provide in their by-laws for occasional meetings being called, and prescribe the mode thereof. Sec. 7. Be it further enacted, That all persons, the Jus- Coun ties, &c, may ~ _, ,.; „ - . subscribe. tices of the County Court or the authorities or any incorp- oration, shall have full power and authority to subscribe to the capital stock of said company to the amount they shall be authorized to do by the inhabitants of said county or incorporated town, or the proper authorities of any corporation to the amount they shall be authorized to do by the inhabitants of said county or town; and they (may) issue bonds or other evidence of debt to enable them to borrow money to pay such subscription ; the said subscription to be made by any agent or agents of such county, town or corporation properly authorized by them to make the same, when so made shall be binding on such county, company or corporate body in the same manner and to the same extent that it is on the individ- ual subscribers, and such body corporate or company, or county, shall be represented in all general meeting of the stockholders. Sec. 8. Be it further enacted, That if the capital stock increase of stock, of said company, as authorized by this charter, be in- sufficient to carry out the purposes of the same, it may be increased by said company to OEe million two hun- dred and fifty thousand dollars. Sec. 9. Be it further enacted, That said company may begin the construction of said road at any point on the line of location according to their discretion, and that for any portion of said road actually constructed the said company shall be entitled to all the privileges of this act into and over such part so constructed. (20) Sec. 10. Be it farther enacted, That this act shall be in force from it's ratification. [Ratified the 15th day of February, 1861.] The commissioners appointed in the above act met on April 3rd, 1861, and again on April 3rd, 1862, when they issued a call for the stockholders' meeting, which met April 16, 1862. The following act was ratified 23d February, 1861: [This act repealed by Section 3 of the Ordinance of 1862, following:] AN ACT SUPPLEMENTAL TO AN ACT PASSED AT THE PRESENT SESSION OP THE GENERAL ASSEMBLY, ENTITLED " AN ACT TO INCORPORATE THE CHATHAM RAILROAD COMPANY." Public Treasurer Section 1. Be it enacted by the General Assembly of the State of North Carolina, and it is hereby enacted by the au- thority of the same, That the Public Treasurer be, and he is hereby authorized and directed to sell the couponbonds of the State, to an amount not exceeding two hundred thousand dollars, signed by the Governor, countersigned by the Public Treasurer, and sealed with the great seal of the State, bearing six per cent, interest, principal payable at the end of twenty years from the date thereof, and the coupons of interest payable semi-annually in such form as the Public Treasurer may direct, to be made payable at such time and place as may be agreed upon by the Public Treasurer, and that the Public Treasurer shall pay over the said sum of two hundred thousand dollars to the President and Directors of the Chatham Railroad Company, at such times and upon such conditions as are herein provided : Provided, Said bonds shall not be sold by the Public Treasurer for a less sum than their par value. conditions for the Sec. 2. Be it further enacted, That before the Public bonds Treasurer shall sell for said company any of the bonds (21) hereby authorized to be sold, the said Chatham Railroad Company shall deliver to the Public Treasurer the cou- pon bonds of said company, for the same amount and bearing the same interest and date, the principal and coupons payable at the same time and place as those of the State hereinbefore directed to be issued and paid over to the Chatham Railroad Company ; and to secure the principal and interest of said bonds issued by the Chat- ham Railroad Company, the State of North Carolina shall by this act have a lien upon all the estate of said company, both real and personal, which they may now have or hereafter acquire, which lien shall be more ef- fectually secured by a mortgage duly executed by said company to this State, and registered in the register's office of the counties of Chatham and Wake; and for the better security of the payment of the interest upon said bonds, until the completion of said road, the company shall deposit with the Treasurer, good and sufficient bonds, made by individual stockholders or persons inter- ested in said road, amounting to fifty thousand dollars, to secure the payment of the interest as aforesaid, which said bonds shall be payable to the Public Treasurer, and shall be deemed due and payable at any time prior to the com- pletion of said road, if the said company shall fail to pay the interest on the bonds given in exchange for the bonds of the State, which bonds shall, upon the payment of the interest to the completion of said road.be surrendered by the Public Treasurer to said company. Sec. 3. Be it farther enacted, That the bonds of the State, Wne „ bonds to be hereby authorized to be sold for the Chatham Railroad lssued - Company, shall not be sold until an amount of stock suf- ficient to build said road shall have been subscribed and satisfactory assurance given to the Governor and Treas- urer for the payment thereof, either in work or money, and a bond payable to the Treasurer in the sum of four hundred thousand dollars, with good and satisfactory se- curity, shall have been delivered to the Treasurer, said r 22) bond, however, to be void upon condition the said road shall be completed within four years from the date of the bonds of the State, hereby authorized to be ex- changed. Sec. 4. Be it further enacted, That this act shall be in force from and after the date of its ratification. , [Ratified the 23d day of February, 1861.] . The following ordinance of the Convention was rati- fied 30th January, 1862 : AN ORDINANCE IN ADDITION TO AND AMENDMENT OF AN ACT OF THE GENERAL ASSEMBLY, RATIFIED THE 15TH DAY OF FEB- RUARY, 1861, ENTITLED " AN ACT TO INCORPORATE THE CHATHAM RAILROAD COMPANY," AND TO REPEAL AN ACT SUP- PLEMENTAL THERETO, RATIFIED THE 23RD DAY OF FEBRU- ARY, 1861. Amendment to section J, act of February 15, 1861 Section 1. Be it ordained by the Delegates of the People of North Carolina in Convention assembled, and it is hereby or- dained by the authority of the same, That section first of. an act of the General Assembly ratified the fifteenth day of February, one thousand eight hundred and sixty-one, entitled " An act incorpoiating the Chatham Rail Road Company," be amended by inserting after the words, " from the Coalfields, in the county of Chatham, through said county," the words, " connect with the North Caro- lina Rail Road at," so as to make the section read, " to connect with the North Carolina Rail Road at Raleigh or some point west of Raleigh not exceeding twelve miles." Repeals sec. 4, act Sec. 2. Be it further ordained, That the proviso in sec- of Beb. 1-, 1861. ^ on f our f sa j^ ac £ £ ^ ne Q eiiera ] Assembly be stricken out. „ , , Sec. 3. Be it further ordained, That an act of the Gen- RepealsactofFeb. J ' 23,1861. era ] Assembly, ratified on the twenty-third day of Feb- (23) ruary, one thousand eight hundred and sixty one, enti- tled " An act supplemental to an act passed at the present session of the General Assembly, entitled " An act to incorporate the Chatham Rail Road Company," be, and the same is hereb} r repealed and abrogated. Sec. 4. Be it further ordained, That all such solvent Authorizes corpo- . rations to sub- corporations os may or shall subscribe to the capital stock scribe to capital of the said Chatham Railroad Company, may make their bonds payable to the Public Treasurer of the State of North Carolina for the amount of their subscriptions to said capital stock, and no more ; which said bonds are to be signed by the presidents, and under the seals re- spectively of said corporations, and made for any sums not under five hundred dollars each, to bear interest at the rate of six per cent, per annum, which interest is to be paid semi-annually, to-wit: the first Monday in Jan- uary and July in each and every year; and the principal of said bonds to be made payable twenty years afterdate ; and these bonds, so authorized to be made, may be de- posited with the Public Treasurer of the State, who shall then issue and deliver to the several corporations so sub- scribing and depositing their bonds as aforesaid, the cou- pon bonds of the State of North Carolina, to the amount of their subscriptions respectively, and made for the sums of five hundred dollars and one thousand dollars, to bear interest at the rate of six per cent, per annum, which in- terest is to be paid semi-annually on the first Monday in January and July in each and every year, and the prin- cipal of said bonds to be made payable twenty } T earsafter date : Provided, That said bonds shall not exceed, in the aggregate, the sum of eight hundred thousand dollars; and provided also, that said Chatham Rail Road Compa- ny shall execute and deliver to the Governor of the State of North Caiolina a deed of mortgage, under the seal of said company, wherein and whereby shall be conveyed to the Governor and his successors in office, for the use and benefit of the State, all the estate, both real and per- (24) sonal, belonging to said company, or in any manner per- taining to the same, conditioned for indemnifying and saving harmless the State of North Carolina from the payment of the whole or any part of the bonds of the State, authorized by this oidinance to be made by the Public Treasurer, and delivered to the several corpora- tions subscribing as aforesaid to the capital stock of said Chatham Rail Road Company. In addition to the deed of mortgage hereinbefore required to be executed and delivered by the Chatham Rail Road Company, the State of North Carolina shall, by this ordinance, have a lien upon the estate, both real and personal, of said company, which they may now have, or may hereafter acquire, to secure the principal and interest of the bonds of this State authorized to be issued as aforesaid. Sec. 5. Be it further oidained, That said bonds of the State, so made by the Public Treasurer, shall be received by the said Chatham Rail Road Company in payment of subscriptions made as aforesaid by such corporations to the capital stock of said Chatham Railroad Company. Sec. 6. Be it further ordained, That said cor| orations Kight to redeem so subscribing and depositing their bonds as aforesaid bonds. ° t ■ a with the Treasurer of the State shall be allowed to re- deem their bonds at any time before maturity, in the currency of the State, on giving thirty days' notice to the Treasurer of this State of their intention so to do. Termini in the Coalfields. Sec. 7. Be it 'further ordained, That the said railroad may be constructed with termini at any point or points in the said Coalfields region that the stockholders in said company may agree upon with the approbation of the Board of Internal Improvements. Sec. 8. Be it father ordained, That ihe corporate au thorities of incorporated towns subscribing to the capital stock of said Chatham Rail Road Company, in order to (25) provide for the payment of their subscriptions, and of the principal and interest of bonds for that purpose, by them issued, shall have authority to lay and collect taxes from all subjects, which, under the charters of said towns, are taxable. Sec. 9. Be it fai thcr ordained, That the solvency of such corporations as may desire to subscribe to the capital stock of said Chatham Railroad Company shall be judg- ed of by the Board of Internal Improvements. Sec. 10. Be it further ordained, That all laws and parts of laws, all acts or parts of acts inconsistent with the pro- visions of this ordinance, are hereby repealed and abro- gated. \_Ratified the SQih day of January, 1862.] The following ordinance was ratified February 10th, 1802: AN ORDINANCE SUPPLEMENTAL TO AN ORDINANCE, RATIFIED AT THE PRESENT SESSION OF THIS CONVENTION, ENTITLED " AN ORDINANCE IN ADDITION TO AND AMENDMENT OF AN ACT OF THE GENERAL ASSEMRLY, RATIFIED THE 15TH DAY OF FEB- RUARY, 1861, ENTITLED " AN ACT TO INCORPORATE THE CHATHAM RAILROAD COMPANY AND TO REPEAL AN ACT SUP- PLEMENTAL THERETO, RATIFIED THE 23RD OF FEBRUARY, 1861," AND AUTHORIZING CERTAIN PERSONS TO OPEN BOOKS OF SUBSCRIPTION TO THE CAPITAL STOCK OF SAID COMPANY. Section 1. Be it ordained by the Delegates of the People Amending ordi- of North Carolina in Convention assembled,, and it is hereby Sa"y, e i862. ordained by the authority of the same, That an act of the Gen- eral Assembly, entitled " An act to incorporate the Chat- ham Railroad Company," be amended by adding to section 2d the following: "And a majority of said general com- missioners shall be competent to transact business; and in 4 (26) the mean time it shall be lawful for books of subscription to said stock to be opened in the city of Raleigh, under the direction of Geo. W. Mordecai, William Henry Jones and ¥m, W. Vass, or either of them ; in the town of Newbern, under the direction of Ed. Stanley, A. T. Jerkins, W. H. Oliver, or any one of them ; in the town of Goldsboro, under the direction of E A. Thompson, Richard Washing- ton, P. A. Wiley, or any one of them ; at Pittsboro, under the direction of II. A. London, John II . Haughton, John A. Womack, or an}' one of them ; at Haywood, under the direction of B. I. Howze, R, K. Smith and II. rT. Clegg, or any one of them ; at Warrenton, under the direction of J. B. Batchelor, Jno. White, Richard T. Arrington, or any one of them ; at Hillsboro, under the direction of William A. Graham, Thos. Webb, P. B. Ruffin, or any one of them ; at Srnithfield, under the direction of J. W. B. Watson, Edwin Sanders, J. B. Beckwith, or any one of them ; at Oxford, under the direction of S. S. Roystcr, C. H. K. Taylor, R. B. Gilliam, or any one of them ; at Louisburg, under the direction of J. J. Davis, J. King, E. S. Hill, or any one of them ; at ^Norfolk, under the direction of S. M. Wilson, Kacler Biggs, Jas Gordon, or any one of them ; and at Petersburg, under the direction of W. T. Joyner, R. JL Martin, and George D. Baskerville, or any one 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 said act to be recov- ered by them in the name of said corporation. • [EatiM the 10/A day of Ftbruan/,IW2.] The first General meeting of Stock holders was held 10th April, 1862, when the Chatham Railroad Company was duly organized under the provisions and authority pf the foregoing acts and ordinances. -■■•"■■• - ■■ ' • (27) The following act was ratified the 5th of February, 18G3: AN ACT TO AMEND THE CHARTER OF THE CHATHAM RAIL- ROAD COMPANY. Section 1. Be it enacted by the General Assembly of the state to subscribe State of North Carolina, and it is hereby enacted by the author- ' pel 1U1 e ' ify of the same, That whenever it shall appear to the Gov- ernor of the State, by a certificate under the seal of the Chatham Railroad Company, signed by the Treasurer and countersigned by the President, that at least one mile of the road has been graded and prepared for the super- structure, the Governor shall be, and he is hereby au- thorized to subscribe on behalf of the State for stock in said company, to an amount equal to ten thousand dol- lars per mile for the part so graded, and a like sum shall be subscribed in like manner, whenever any additional number of miles of the road shall have been so graded, until its completion : Provided, That no State subscription shall be made for that portion of the said road beyond Lockville, until the grading shall be completed and ready for the superstructure from the North Carolina road to Lockville. Sec, 2. Be it farther enacted, That the number of said Directors, directors in said company shall be seven, of whom the Board of Internal Improvements shall appoint a number proportioned to the stock subscribed by the State; the residue to be elected by the other stockholders, as pre- scribed in the charter of the company, and said directors shall, out of their number, choose the President of the said company. Sec. 3. Be it farther enacted, That the Public Treasurer state to issue shall pay such subscriptions by the sale of coupon bonds of the State, the principal of which is to be paid at the end of twenty years, and the interest semi-annually on 28 the first Monday in January and July in each and every year ; said bonds to be made for the sums of five hundred and one thousand dollars : Prodded, That said bonds shall not be sold for less than their par value, and further, that said bonds shall not exceed in the aggregate two hundred and fifty thousand dollars. Acceptance or s EC . 4. Be it farther enacted, That inconsideration of the this act to repeal J ' 49 C of°?^anct n o1 benefit conferred by this act, the Chatham Railroad Gom- convention. pany shall, by accepting the same, be deemed to sur- render so much of the privileges granted by sections 45, 4G and 49 of an ordinance of the Convention, entitled " an ordinance in addition to an amendment of an act of the General Assembly, ratified the loth day of February, 1861, entitled " an act to incorporate the Chatham Rail- road Company, and to repeal an act supplemental thereto, ratified the 23d February, 1861," as are conferred on cor- porations which may hereafter subscribe to the capital stock of said company. ft. & O.K. R. and city of Raleigh. Termini in Coal- fields. Sec. 5. Be it further enacted, That all sums of money paid by the Raleigh and Gaston Railroad Company, and the city of Raleigh, to the Treasurer of the State, in satis- faction of the principal and interest of the bonds of said corporation, deposited with the Treasurer as contemplated in the said ordinance of the Convention, shall be applied, first, to the pa}^ment of the interest of the bonds of the State given said corporation in exchange for their own, and the residue shall be paid to the commissioners of the sinking fund to be used by them, at their discretion, for the redemption of said bonds of the State. Sec. 6. B« it further enacted, That the said railroad may be constructed with termini to any point or points in the Coalfields region, in the counties of Chatham and Moore, that the stockholders may agree upon, with the approba- tion of the Board of Internal Improvements. (29) Sec. 7. Be it. further enacted, That when any lands or condemnation of ' ' J right of way. right of way may be required by said company for the purpose of constructing their road, and for want of agree- ment 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 commissioners, or a majority of them, to be appointed by any court of record having common law jurisdiction in the county where some part of the lands or right of way is situate; in making the said valuation the f aid com- missioners shall take into consideration the loss or dam- age which may accrue to the owner or owners in conse- quence of the land or right of way being surrendered, and the benefit or advantage he, she or they may receive from the erection or establishment of the railroad or works, and shall state particularly the value and amount of each, and the excess of loss or damage, over and above the advantage and benefit, shall form the measure of the valuation of said land or right of way : Provided, never- theless, That if any person over whose land the road ma}* pass, or the said company shall be dissatisfied with the valuation of said commissioners, then, and in that case, the person or corporation so dissatisfied may have an appeal to the superior court of the county where said val- uation has been made, or in another county where the land lies, when it lies in more than one county, under the same rules, regulations and restrictions as in appeals from the justices of the peace ; the proceedings of said commissioners, accompanied with a full description of the said land or right of w T ay, shall be returned rnder the hands and seals of a majority of the commissioners to the court from which the commission issued, there to remain a matter of record ; and the lands or right of way shall vest in said company so long as the same may be used for the purposes of said railroad as soon as the valuation may be paid, or when refused, may have been tendered, or if the owner cannot be found, as for good cause shown, the court where the commission issued shall direct the (30) same, as soon as said valuation shall be paid into the hands of the clerk of said court: Provided, That nothing herein contained shall hinder or delay the said company in prosecuting their work; and provided, further, that on application for the appointment of commissioners under this section, it shall be made to appear to the satisfaction of the court that at least ten days' notice has been given to the owner of the land, or if the owner be non compos mentis, or an infant, then to the guardian of such owner; or if such owner or guardian cannot be found within the county, then such appointment shall not be made, unless notice of the application shall have been personally served on such owner or owners as aforesaid, or published at least one month previous in some newspaper printed as conveniently as may be to the court house of the county, and shall have been posted at the court house door. Said commissioners shall make such valuation on oath, which any justice of the peace or clerk of a court of record is hereby authorized to administer. 100 feet on each S EC . g. Be it further enacted, That the right of said side ot track to be J ° condemned. company to condemn land shall extend to the condemn- ing, if they deem it advisable, of one hundred feet on each side of the centre of the track, unless in case of deep cuts and fillingo, when said company shall have power to condemn so much in addition thereto as may be neces- sary for the purpose of construct. ng this road ; and the company shall have power to condemn and appropriate in like manner lands for constructing and building de- pots, shops, ware-houses, buildings for servants, agents and officers employed on the road. tion Lapse of two Sec. 9. Be it further enacted., That in the absence of years' presump- . . . tjon of condeinna- an} r contract or contracts with said company in relation to land through which the said road may pass, it shall be presumed that the land on which said road may be constructed, together with one hundred feet on each side of the centre of the track, has been granted to the com- pany by the owner, and the said company shall have (31) good title and right thereto, and shall hold and enjoy the same as long as the same may be used for the pur- poses of the company, unless said owner, at the time of finishing the part of the road on his land, shall apply for the assessment of the value of the land within two years next after the finishing of such portion of the road; and said owner, for the want of such application within said two years, shall be barred from said recovery : Provided, Thai nothing herein contained shall authorize said com- pany to invade any dwelling house, yard, garden or burial-ground, without the owner's consent; nor shall the right of femes covert, infants, or those non compos men- tis, be affected until two years after the removal of their respective disabilities. Sec. 10. Be it. further enacted, That the gauge of said Gauge road shall be the North Carolina gauge. Sec. 11. Be it further enacted, That this act shall be in force from and after its ratification. [Ratified the 5th day of February, 1863.] The amendments contained in the above act of Feb- ruary 5th, 1863, were accepted at a Special Stockholders' meeting held the 3d of March, 1863. The Annual Stockholders' meetings wereheld 16th April, 1863, 3d March, 1864, and 2d March, 1865. At a Special Stockholders' meeting held 1st February, 1S66, the cap- ital stock was scaled by dividing the number of shares The next Annual Stockholders' meeting was held 1st March, 1866, and no quorum being present, it was ad- journed over and held 20th July, 1866. A meeting of Private Stockholders was held the same day. The An- nual Stockholders' meeting was held 1.5th and 16th July, 1867. (32) The following ordinance of the Convention was ratified 11th March, 1868: AN ORDINANCE TO AMEND THE CHARTER OF THE CHATHAM RAILROAD COMPANY. Pubi" Treasurer » to issue bonds. Section 1. Be it ordained by the people of North Carolina in Convention assembled, That to enable the Chatham Rail- road Company to finish its road, the Public Treasurer is hereby authorized and directed to deliver to the Presi- dent and Directors of the said Railroad Company, the coupon bonds of the State, to an amount not exceeding- twelve hundred thousand dollars (1,200,000), signed by the Governor, countersigned by the Public Treasurer and sealed with the Great Seal of the State, bearing six per cent, interest, the principal payable at the end of thirty years from the date thereof, and the coupons of interest payable semi-annually, in such form as the Public Treas- urer may direct, to be made payable at such time and place as may be agreed upon by the Public Treasurer. Company to de- Sec. 2. Be it farther ordained, That before the Public ;, IthllV^'Vi}** Treasurer shall deliver any of said bonds herebv authorized, treasurer. fi ie g^ Chatham Railroad Company shall deposit with the Public Treasurer the coupon bonds of said Company for the same amount and bearing the same interest and date, the principal and coupons payable at the same time and place as those of the State hereinbefore directed to be issued and paid over to the Chatham Railroad Company, and to secure the principal and interest of said bonds issued by the Chat- ham Railroad Company, the State of North Carolina shall by this ordinance have a lien upon all the estate of said . compan}',both real and personal, which they may now have .or may hereafter acquire, between the city of Raleigh and the Gulf, the terminus of said railroad, in the Coalfields, including that at both points, together with all the rights, franchises and powers thereunto belonging, or appertaining, or that may hereafter belong or appertain to said company, (33) which lieu shall be more effectually secured by a first mort- Llen b y the state - gage duly executed by said company to the State, and reg- istered in the Register's office of the counties of Wake and Chatham, and in case of failure of said company to pay the semi-annual interest on its bonds for twenty-four months after such interest shall become due, or to pay the princi- pal of said bonds for twelve months after their maturity, the Board of Internal Improvements for and in behalf of the State may enter upon and take possession of all the property hereinbefore specified, and dispose of the same by sale so as to protect the State. Sec. 3. Be it further ordained, That the Chatham Rail- May take up •" [ bonds. road Company may at any time before maturity take up the bonds of said Company, deposited with the Public Treasurer, by substituting in lieu thereof coupon bonds of the State or other indebtedness of the State. Sec. 4. Be it further ordained, That the State shall have privilege reserv- the privilege at any time within eight years from the passage of this ordinance to subscribe stock in said com- pany to the amount of six hundred thousand dollars ($600,000) in shares of one hundred ($100) dollars each, and upon certificate of stock being issued to the State by said company for the same, to surrender the bonds of said company which had previously been delivered to the State under the provisions of this ordinance. Sec. 5. Be it further ordained, That this ordinance shall take effect and be in force from and after its passage. [Ratified this 11th day of March, 1868.] The above ordinance of the Convention was accepted by a special stockholders' meeting held 4th April, 1868. . The annual stockholders' meeting was held 20th July, 1868. 5 (34) The following act was ratified 3rd August, 1868 : AN ACT TO EXTEND THE CHATHAM RAILROAD. Road may be ex- Section 1. The General Assembly of the State of North tended. _ J <■ . Carolina do enact, That the Chatham Railroad Company is hereby authorized to extend its road from the graded terminus, at or near Haw River, to the South Carolina State line, near Cheraw, the most approved route to be deter- mined by the President and Directors of said road : Pro- vided, That the privilege shall not be construed to relieve said company from the obligation to build their road to theGrulfin Chatham countv. Proviso. aifymoney e untin Sec - 2 - TIie Chatham Railroad Company shall not ex ai^compTiaiwUh pend any money on that portion of the line south of the intersection with the Western Railroad, except for the survey and location of the same, until that portion of the line between its junction with the North Carolina Rail- road and its intersection with the Western Railroad is completed and in operation with sufficient rolling stock and suitable depot, freight and engineer buildings and machine shops, nor until the obligation expressed in pro- viso in section 1 of this act shall have been fully dis- charged. \vhenactto take Sec. 3. This act shall go into effect and become a part effect, & r of the charter of the Chatham Railroad Company as soon as accepted by a majority of the Stockholders of said company, at any regular or called meeting thereof, and such acceptance shall be certified to the Governor of the State by the President of the company and the seal of the corporation. [Ratified the c 6rd day of August, 1808.] (35) The following act was ratified 15th August, 1868: AN ACT TO AMEND THE CHARTER OF THE CHATHAM RAILROAD COMPANY. Section 1. The General Assembly of North Carolina do Public Treasurer • ' authorized to de- mac£, That to enable the Chatham Railroad Company to uyer ; to President ' r J of Chatham Rail- finish their road, the Public Treasurer is hereby author- road company ' r two millions of ized and directed to deliver to the President of the said 5£"B? n f ]?^ s ri ° f ,, the State bearing Railroad Company the coupon bonds of the State, of one |^in thirty pay " thousand dollars ($1,000) each, to an amount not exceed- years - ing two million dollars, ($2,000,000) signed by the Gov- ernor, countersigned by the Public Treasurer, and sealed with the Great Seal of the State, bearing six per cent, interest, the. principal payable at the end of thirty years from the date thereof, and the coupons of interest paya- ble semi-annually, in such form as the Public Treasurer may direct, principal and interest payable at such time and place as he may prescribe. Sec 2. Before the Public Treasurer shall deliver any President of the of said bonds hereby authorized, the President of said posit anke Chatham Railroad Company shall deposit with the Public of the company , T i n i • With Public Treasurer, the coupon bonds of the company, signed by Treasurer. him and sealed with the company's seal for the same amount, and bearing the same interest and date. The principal and coupons, payable at the same time and plac?, as those of the State, hereinbefore directed to be issued and paid over to the said company, and to secure the principal and interest of said bonds, issued by the com- pany, the State of North Carolina shall have by this Act, a lien upon all the estate of the same, real or personal, state to have a , . , ,, , , „, . , lien on property which they may now have or may hereafter acquire, be- onpartofraii- tween the point of intersection with the "Western Railroad and the South Carolina State line, including that at both points, together with all the rights, franchises and powers thereunto belonging, or that may hereafter belong to said company, in respect of that portion of their line, which (36) Mortgage to be \\ en s hall be more effectually secured by a first mortgage, executed t>y com- J J & & J pany to state. duly execute J by said company to the State, and register- ed in the Register's office of the County of Wake, and in the office of the Secretary of State, and in case of the failure of said company to pay the semi-annual interest on their bonds for twenty-four months after such interest shall become due, or to pay the principal of said bonds for Mon gaze may be twelve months after their maturity, the Board of Internal loreelosecl. •> ' Improvements, for and in behalf of the State, may enter upon and take possession of all the property hereinbefore specified and dispose of the same by sale, so as to protect the State. Company may Sec 3. The Chatham Railroad Company may at any discharge its , . . " "* bonds by sub- time, before maturity, discharge the bonds of said com- stituting coupon ' J ' ° debSdneKf in ~ P an y> deposited with the Public Treasurer, by substitut- state or currency. ^ n g j n jj eu thereof coupon bonds of the State, or other indebtedness of the State, or payment in national cur- rency. Sec. 4. That any railroad company within this State shall be at liberty to take or purchase stock in, or lend Any Eailroad Company may purchase stock, purchase bonds money to, or purchase bonds of this or any other railroad of any other com- " . ,, . -,. . . n, , pany. company in this or any adjoining State. When act to be in Sec. 5. This Act shall be in force from and after its oree ' ratification. {Ratified the 15th day of August, 1868.] A Special meeting of Stockholders held 4th of Septem- ber, 1868, accepted the above acts of 3d of August, 1868, and 15th of August, 1868. The following act, approved 21st September, 1868, was passed at a General Assembly of the State of South Caro- lina, begun to be holden at Columbia on the first Mon- day in July in the year of our Lord, one thousand eight hundred and sixty eight, and thence continued by divers fftt) adjournments to the seventeenth day of September in the same year : AN ACT TO ENABLE THE CHATHAM RAILROAD COMPANY TO EXTEND THEIR ROAD TO COLUMBIA. Section 1. Be it enacted by the Senate and House of Rep- }^$g™ ^afi- resentatives of the State of South Carolina now met and sitting road company. in General Assembly, and by the authority of the same, That the Chatham Railroad Company, a corporation created by the laws of the State of North Carolina, be and the ' same is hereby declared and constituted a body politic and corporate by the said name under the laws of this State, with the general rights, powers and privileges usu- ally incident to such corporations. Sec. 2. That the Chatham Railroad Company shall Termini and c J route. have power to extend their road, with one or more tracks, from the point where their road shall reach the dividing line between the States of North and South Carolina, through or near the corporate limits of the towns of Che- raw and Camden to the city of Columbia, by a route to be selected by the said company, and shall have the privilege of using any portion of their road before the whole is complete. Sec. 3. That the company hereby created shall have same powers, . rights and priri- all the powers, rights and privileges granted by the char- E g f t S rnKauroad ter and amendments thereto of the North Eastern Rail- road Company, to that company, subject to the conditions therein contained, except in so far as the special provis- ions of this act may require the same to be modified, va- ried or abrogated. Sec. 4. Whenever, in the construction of said railroad Crossing other 1 _ < roads or ways. it shall be necessary or desirable to cross or intersect any established road or way, it shall be the duty of the said company so to construct their railroad across such estab- (38) lished road or way as not to impede the passage of per- sons or property along the same ; and in case it should become necessary or desirable to occupy any such estab- lished road or way, it shall be lawful for the said compa- ny to change such road or way at such points as may be deemed expedient by the company, and that for entering upon and taking any land that may be necessary there- for, the said company is hereby vested with the same powers as are given for the entering upon and taking any land which may be necessary for the construction of the Proviso. said railroad : Provided, That previous to the making of any such change, the said company shall make and pre- pare for travel a road equally good with the portion of the road so occupied, but nothing herein contained shall be so construed as to require the company to keep in re- pair any portion of any road which may have been changed as aforesaid. power to con- Sec 5. The said company by its officers, agents and way. r " employes, shall have full power to enter upon all lands and tenements through or over which they may desire to construct the said railroad, and to lay out the same according to their pleasure, so that the dwelling house, yard, garden, or grave-yard of no person be invaded with- out his consent, and in like manner shall have power to enter upon and lay out such contiguous lands as they may desire to occupy as sites for depots, toll-houses, ware- houses, engine sheds, work shops, water stations, and other buildings for the necessary accommodation of their officers, agents and employes, their horses and other ani- mals, and for the protection of property entrusted to their Proviso. care : Provided, however, That the land so laid out on the line of said railroad shall not exceed, except at deep cuts and fillings, one hundred feet on each side of the centre Right of way not of the tracks of said road ; and at such deep cuts and to exceed .00 feet, g^lings, shall not exceed a width sufficient for the con- struction of the bank?, and deposits of waste earth, and the adjoining lands for the sites of the depots and (39) other buildings shall not exceed ten acres in any one place, unless the company can agree with the owner for the purchase of the same. In case the said company shall, from any cause, be unable to obtain land or right of way, as aforesaid, by agreement with the owner or owners of the land, then the said company shall be au- thorized to take the same at a valuation to be fixed in the same way as is provided in the charter of the North Eastern Railroad Company, subject, however, to the pro- visions of an act entitled " An act to declare the manner by which the lands of persons or corporations may be taken for the construction and uses of railways and other works of internal improvements." Sec. 6. The said company shall have the exclusive right Exclusive rght ■ T , of transportation of conveying and transporting persons and property over and to fix charges said railroad at such charges as may be established by a majority of the Board of Directors. Sec. 7. Suits shall be commenced against said company guits a , ainst com . by service of process on the President, Superintendent or mencwL WCom ~ principal agents at Cheraw or Columbia, or at any other place in the State where they, or either of them, may be found. Sec. 8. The said company shall have power to purchase, power to pur- holcl and convey land in this State to any amount not ex- rand. eanc G00vey ceeding twenty thousand acres at any one time. Sec. 9. That the railroad hereby authorized to be con- To be commen ced structed shall be commenced within one year, and com- finishedlnri"^ pleted within five years from the ratification of this act, or yeais ' this charter shall be forfeited. Sec. 10. That this act shall be deemed and taken to be A pU bii C act. a public act, and shall continue in force for the term of ninety-nine years from its ratification, and shall in no wise be subject to the provisions of the forty-first section of an act (40) entitled " An act to incorporate certain villages, societies and companies, and to renew and amend certain charters heretofore granted, and to establish the principles on which charters of incorporations will hereafter be granted," rati- fied the seventeenth day of December, A. D., one thousand eight hundred and forty-one. In the Senate and House the seventeenth day of September, A. D., one thousand eight hundred and sixty- eight. [Approved the list day of September, 1868.] The following act was ratified 18th of December, 1868 : AN ACT TO KE-ENACT AND CONFIRM CERTAIN ACTS OF THE GEN- ERAL ASSEMBLY, AUTHORIZING THE ISSUE OF STATE BONDS TO, AND FOR CERTAIN RAILROAD COMPANIES. Preamble. Whereas, Doubts have been raised as to the validity of bonds of the State issued to, and for certain railroad companies, under acts whose titles are hereinafter recited ; and Whereas, it is the purpose of this General Assembly to place the validity of such bonds beyond question, now therefore, Acts of August 17 Section 1. The General Assembly of North Carolina do and 19 re-enacted . ; . , and confirmed, enact, lhat an act entitled 'An Act to amend the char- ter of the Williamston and Tarboro Railroad Company," ratified the seventeeth day of August, A. D., eighteen hundred and sixty-eight, and an act entitled "An Act to amend the charter of the Western North Carolina Railroad Company," ratified the nineteeth day of August, A. D., eighteen hundred and sixty-eight, and all the provisions thereof be, and the same are hereby re-enacted, and in all things confirmed, and they are hereby constituted part of 'this act ; and all bonds of the State heretofore made and issued to, and for the railroad companies, and for the purposes in said acts specified, and in pursuance of the same, are hereby ratified and made good to all intents. (41) and purposes, as if issued under, and in pursuance of the provisions of this act. Sec. 2. That on the surrender of any of the bonds StoftauenS?'" heretofore issued under and by virtue of any one of said bonds - acts, the Treasurer is hereby authorized and required to issue and substitute new bonds of the State, of like tenor and date, executed in like manner, and in all respects similar, for such bonds so surrendered, except that such new and substituted bonds shall be issued and purport to be issued under and by virtue of this act, and the bonds so surrendered shall be burnt' by the Treasurer in the presence of the Governor and Auditor, who shall cause to be made and sign a certificate, specifying the number and date of such bonds so burnt, and the acts under which the same were issued, and the Treasurer shall report such action and certificate to the General Assembly. Sec. 3. In order to provide for the payment of the in- a tax of one tinr- 7 tieth of one per terest that may irom time to time accrue upon such bonds, cent, to be level . L annually to pay so issued under said acts, and the bonds to be issued and interest, so substituted under this act, there shall be annually levied and collected a special tax of one-thirtieth of one per cent, on the taxable property of the State, to pay the interest that has accrued, and may, from time to time, accrue on the bonds so issued, and so to be issued, to and for the said Williamston and Tarboro Railroad Com- pany, and a like special tax shall be annually levied and collected of one twentieth of one per cent, on all taxable a special tax to . be annually property ot the State, to pay the interest that has ac- 'eyiedofone r l J . . thirtieth of one crued and may from, time to time accrue on the bonds so p^terest' t0 im issued, and so to be issued to, and for, and on account of the said Western North Carolina Railroad Company. Sec. 4. The Public Treasurer is hereby directed, when- Public Treasurer ever the President of the Chatham Railroad Company scribe 12,000,00^, in 1 t fi -11 /'i payable ill thirty shall certify that the grading 01 the road between Cheraw, y^ars, 6 (42) in South Carolina, and the Gulf, or some other point on the Chatham Railroad, between Raleigh and the Gulf, has been let to contract, to subscribe to the capital stock of said company two million dollars in behalf of the State, which subscription shall be paid by delivering to the President of said company coupon bonds of the State, at par, of the denomination of one thousand dollars, dated October first, eighteen hundred and sixty-eight, and pay- able in thirty years thereafter, bearing six per cent, in- terest, piyable semi-annually, principal and interest pay- able in the City of New York, said bonds to be signed by the Governor, countersigned by the Treasurer, and sealed with the Great Seal of the State, and issued under the pro- Bond?, how visions of chapter ninety, Revised Code: Pro vided, That issued. ' said bonds shall only be issued on the surrender of a like amount of bonds of the State, heretofore issued under " An Act to amend the charter of the Chatham Railroad Com- pany," ratified fifteenth of August, eighteen hundred and sixty-eight. On which surrender the same amount of bonds delivered by said company to the State under the said act shall be cancelled. Said subscription shall be preferred stock, and pay a dividend of six per cent, before any dividend shall be declared on the other stock. interest provided Sec 5. In order to provide for the payment of the in- fur on Chatham . . Eaiiroad bonds, terest which may accrue on the bonds issued as above mentioned, there is hereby, and shall be annually, levied and collected, a special tax of one-twentieth of one per cent, on the taxable property of the State, collectable and payable into the Treasury as other public taxes. ofn>er?, by whom Sec. 6. In all meetings of stockholders of said com- pany the State shall, for and in behalf of its stock, be en- titled to a vote equal to one-third of that cast by individ- ual stockholders, and all the officers of said company shall be elected by the stockholders as heretofore. stock increased. Sec. 7. The capital stock of said Chatham Railrcad, (43) Company is hereby increased to three million two hun- dred thousand dollars. Sec. 8. This Act shall be in force from its ratification. [Ratified the 18th day of December, A. _D,, 1868.] A Special meeting of Stockholders held 19th of Jan- uary, 1869, accepted the above act of September 21st, 1868, passed by the Legislature of South Carolina, and the act of 18th December, 1868, passed by the North Car- olina Legislature. The following act was ratified 10th of April, 1869 : AN ACT TO ENABLE THE CHATHAM RAILROAD COMPANY TO COM- PLETE ITS ROAD. Section 1. The General Asstmbty of North Carolina do Power to borrow enact, That for the purpose of supplying funds to enable bonds, the Chatham Railroad Company to complete and equip its road, the said company shall have power to borrow money by the issue of bonds or other evidences of debt, authenticated in such manner as the President and Direc- tors of said company may deem best, in sums not less than five hundred dollars, at a rate of interest not exceed- Eate of i nteres t. ing eight per cent., principal and interest payable at such time and place as said President and Directors may select, the bonds so issued not to exceed two millions of dollars. Sec. 2. To secure the payment of these bonds and Execute mortgage other evidences of debt issued as aforesaid, and the in- terest thereon, the said Chatham Railroad Company may execute and deliver mortgage deeds or deeds in trust, signed by the President and countersigned by the Secre- tary of said company, conveying its franchise and prop- erty, including its road-bed, superstructure, choses in ac- tion, and real and personal estate of whatever kind, to the (44 holder of said bonds, or to such parties as said President and Directors may select in trust for them, and the deeds so executed and registered in the county of Wake shall have priority over any lien or other claim held by this State, on the subject matter so conveyed, it being the in- tent and meaning of this act that the State shall be in the position and have the rights of a second mortgage, sub- ordinate to the liens created by the mortgage or trust second mortgage, deeds aforesaid ; that before the said Chatham Railroad Company shall make or sell any portion of the first mort- gage bonds authorized by sections one and two of this act they shall deliver to the Public Treasurer a second mortgage upon all their estate, both real and personal, which they may now have, or may hereafter acquire, be- tween the city of Raleigh and the terminus of said rail- road to the South Carolina line at or near Cheraw, S. C, said second mortgage bonds to be in all other respects the same as the first mortgage bonds now held b} T the State, bearing the same interest and payable in the same man- ner; and the president of the said Chatham Railroad Company shall also deposit with the Public Treasurer the sum of one hundred and forty-four thousand dollars of first mortgage bonds, to be applied to the payment of the interest on the second mortgage bonds. Treasurer to de- posit. County may sub- scribe. Sec. 3. Any county along the line of the said Chatham Railroad may subscribe to the capital stock of the com- pany to such an amount as the majority of the commis- sioners of said county may determine, subject to the ap- proval of a majority of the qualified voters of the county ; And said commissioners, in order to pay the said sub- scription, shall have power to issue bonds or other evi- dences of debt at a rate of interest not to exceed eight per cent, per annum ; said bonds to be issued in such manner and form, payable at such time and place, and authenti- cated in such manner as they may determine. (45) Sec. 4. In order to pay the principal and interest of the special county tax 1 _ J L L to pay interest. bonds issued as aforesaid, the commissioners of the county subscribing as above mentioned shall levy and collect annually in such manner as is directed by law in case of taxes for other county purposes a tax sufficient to pay the annual interest, and they may levy and collect a further tax to be used in extinguishment of the principal, or else to be invested as a sinking fund for the ultimate redemp- tion of the principal. Sec. 5. No subscription shall be made by the commis- No subscriptions made till question sioners of any county as above mentioned until the ques- submitted, tion of approval or disapproval of such subscription, the issue of bonds or other evidence of debt, and the author- ity to levy taxes to pay the interest and provide for pay- ment of the principal of the bonds shall be submitted to the qualified voters of the county, and shall be approved by a majority of thoae voting. The election shall be held at the usual places of voting. Thirty days' notice shall be given by advertisement in at least two newspapers pub- lished in the county, if there be any, at the court house door and at each of said election precincts. If there be Publication to be no newspapers published in the county, then the advertise- ment shall be published in some newspaper having, in the opinion of the commissioners, the widest circulation in the county. The advertisement shall contain a copy of this act, as well as the amount proposed to be subscribed by the commissioners and the amount of bonds or other evi- dences of debt proposed to be issued. Those approving the proposition shall deposit in the ballot-box ballots with the printed or written word "approved," those disapprov- ing the same shall deposit ballots with written or printed words " not approved," and if a majority of said voters shall vote "approved," they shall be deemed to ratify and approve the subscription and debt proposed to be made and the tax proposed to be levied. Sec. 6. The commissioners of any county proposing to commissioners to subscribe for stock as aforesaid, shall have authority to takemeasures ' (46) take all measures consistent with this act and the laws of the State for -registration of voters, holding the elec- tion and returns of the result of the same and if said sub- scription be approved they shall have power to take all measures proper for carrying the same into effect. Eeccivesubscrip- Sec. 7. The Chatham Railroad Company shall have lions power to receive subscriptions to its capital stock, payable in real or personal property at such valuation as may be agreed on between the company and the subscriber. It shall not be necessary for the wife to join her husband in the conveyance of any right of way or other interest in real estate of the husband, for any purpose, to said com- pany, in order to pass her right of dower, or other marital right therein. Sec. 8. The said company shall have power to take all Securities and <, ... -, \ r i ^ i ± , mortgages. such securities and mortgages ot real and personal estate, as it may deem proper to secure the faithful performance of contracts for the construction and repair of said road, and the buildings and other things incident thereto. [Ratified the 10th day of April, A. JD. 1869.] At the Annual Stockholders' meeting held 19th July, 1869, the above act of April 10th, 1869, was accepted by the company. The next Annual Stockholders' meeting was held 18th July, 1870. The following act was ratified 1st of April, 1871. Such parts of it are given as may affect the Chatham Railroad Company : AN ACT TO INCORPORATE THE HAYWOOD AND CANE CREEK RAILROAD COMPANY. May iea«e fran i Sec. 9. Said company shall have authority at any time after its organization to arrange with any other railroad company or corporation, by lease or otherwise, for the use of the franchise and property of the same, upon such (47) terms as ma}' be agreed upon, and any such railroad or corporation shall have power to affect such arrangement. Section 10. It shall be lawful for the said Haywood issue bonds, and Cane Creek Railroad Company to issue bonds or other evidences of debt, at a rate of interest not exceeding the maximum allowed by law and to secure the payment of principal and interest, by mortgage or otherwise, and it shall be lawful for any other corporation to guarantee the payment of any of the bonds or other evidences of debt so issued. But it shall not be lawful for the Chatham Discriminations in frtight, &c. Railroad Company to discriminate in its freight or pas- senger tariffs against that portion of its road west of the Junction with said Haywood and Cane Creek Railroad, in any manner to effect such discrimination, but that all rates of freight per mile in said road from Haywood east, shall be the same as that passing over the said road west of said Junction. Sec. 11. The Chatham Railroad Company shall have Exchange of bonds power to guarantee the bonds of said Haywood and Cane KanVoao^&c" 1 Creek Railroad Company or to exchange bonds with the same to an amount not exceeding sixty thousand dollars, taking a mortgage on the franchise property and effects said company to secure the principal and interest of the bonds so received by the said Chatham Railroad Com- pany; and the said Chatham Railroad Compan}' shall likewise have power to aid the building of a railroad from some point at or near Carthage to Asheboro ; in like man- ner and at the same extent as it ma} 7 , as above men- tioned, aid the building of the Haywood and Cane Creek Railroad. The proviso of section one of an act entitled Repealing clause. " an act to extend the Chatham Railroad," ratified third day of August, one thousand eight hundred and sixty- eight, and the second section of said act are hereby re- pealed, and all provisions requiring said Chatham Rail- road Company to have the Gulf as a terminus in the Deep River region, are likewise repealed. (48) conditions. ' Sec. 12. All amendments of the charter of the Chat- amendments to na^rKanroad a co. nam Railroad Company, made by this act, shall take ef- fect only upon the condition that the said Chatham Rail- road Company shall subscribe to the capital stock of the Haywood and Cane Creek Railroad Company the sum of one hundred and twenty-five thousand dollars, and pay the s£.me into the treasury of the said Haywood and Cane Creek Railroad Company, to be applied as speedily as possible to the construction of said railroad : And pro vided, That as many as four directory of said Haywood and Cane Creek Railroad Company shall be citizens of Chatham county, and stockholders in said compam T . Sec. 14. That this act shall be in force from its ratifica- tion. [Ratified the 1st day of April, A. D. 1871.] The Annual Stockholder's meeting was held 21st July, 1871. The following act was ratified 13th December, 1871. AN ACT CONCEENING THE CHATHAM RAILROAD, AMEND- ATORY OF CERTAIN ACTS AND AUTHORIZING A CHANGE (>F NAME. Change of name. Section 1. The General Assembly of North Carolina do enact, That the Chatham Railroad Company shall here- after be known by the corporate name of the " Raleigh and Augusta Air Line Railroad Company." Extension of road Sec. 2. That it shall be lawful for the said railroad company to change the line of its road as heretofore pre- scribed, so as to extend it from its present terminus or such point on the line of the same as it may deem advis- able, to such point on the South Carolina line in the direction of Auguta, in the State of Georgia, as the said company may deem most eligible, and as much farther as may be authorized by the States of South Carolina and (4!)) Georgia, and to locate and construct such branch road or ?ri v,1 «*5°I ° > _■ branch roads. roads, not exceeding in length, from the line of said rail- road as may be authorized from time to time by the stockholders, and in building and the use of such branch railroads the said company shall have all the rights, privileges and immunities granted to it by tho act to in- corporate the Chatham Railroad Company, and other acts amendatory and supplementary to the same and of this act. Sec. 3. If the capital stock of the said company now in^um ientfun^s ., • t i it i i i • nc • i c ii to be increased by authorized shall be deemed insufficient tor the purposes additional shares, of this act it shall and may be lawful for the company in general meeting from time to time to increase the same by the addition of as many shares as they may deem re- quisite, and the board of directors, with the consent of a majority of the votes of all the stockholders in general meeting, may make such portion of the capital stock al- ready authorized, or of any additions to the same, as they may deem advisable, a guaranteed or preferred stock, upon which guaranteed or preferred stock such interest or dividends may be guaranteed as the directors may deem advisable ; and the directors may, with the consent of a majority of the votes of all the stockholders in gen- Mortgage upon i ~<.'~ i l i • l t ■ property author- era I meeting, secure such guaranteed interest or dm- f z a. dends by liens or mortgages upon all the property and franchise and income of the company, or upon any por- tion thereof, and the directors may, in their discretion, authorize subscriptions to be received for such additional stock, (either common or guaranteed, or both,) at such prices and in such manner as may be prescribed by them, and may sell the same or any part thereof for the benefit of the company : Provided, That the entire capital stock p ro v:so, so created shall not exceed five millions of dollars And the said board of directors, with the consent of a majority of the votes of all the stockholders, shall have power to borrow money for the purposes of the railroad authorized by this act ; and for loans made by them to issue bonds 7 (50) with or without the privilege of conversion into stock in such amounts, and payable at such times and places, and at such rates of interest, as they may determine, and to pledge the property and franchises and income of the company, or any portion thereof, by mortgage or other- wise for the payment of the principal of the same and the interest that may accrue thereon. Companies of air- Sec. 4. Authority is herebv given to the Raleigh and ferent roads can _ " ' ~ subscibeto or Gaston Railroad Company, or anv other railroad compa- purchase ^tock. . . ° ■* ny connecting therewith, to subscribe to or purchase stock of any kind o.f the said Raleigh and Augusta Air- Line Railroad Company, and in order to enable them to make such subscription or purchase, it shall be lawful to J be^sfued° ndS f° r an } T SUCD company to issue mortgage bonds for such amount and of such form, and of such rate of interest as it may deem advisable; and it shall be lawful for any such company to purchase or endorse the mortgage bonds of the Raleigh and Augusta Air-Line Railroad Com- pany. Bonds to be dis- Sec. 5. The said Raleigh and Augusta Air Line Rail- charged byf Ublic b b Treasuier. r0 ad Company may, at any time hereafter, discharge the bonds of Chatham Railroad Company, deposited with the Public Treasurer, in the same manner and not other- wise as the said Chatham Railroad Company is now au- thorized by law to do, and the Public Treasurer is hereby directed to return to the said Raleigh and Augusta Air- Line Railroad Company the said bonds of said Chatham Railroad Company on payment in the manner above pre- scribed, until the whole amount of said bonds of the Chatham Railroad Company, held by the state, shall have been surrendered. conflicting acis Sec. 0. All acts and parts of acts heretofore passed, in- consistent with this act, are hereby repealed. when act to i»e Sec. 7. This act shall be in force from and after its rat- ification. [Ratified the 13/// day of December, A. D. 187 1.] in force. (61) Special meeting of Stockholders held 9th January, 1872, accepted above act. Annual meeting was held 19th July, 1872, and an Adjourned meeting was held 4th October, 1872. Regular Annual Stockholders' meeting was held 18th July, 1873. The following act amendatory of the act of April 1st, 1871, to incorporate the Haywood and Cane Creek Rail- road was ratified 7th February, 1874. So much of it is given as has a bearing on the Raleigh and Augusta Rail- road : AN ACT TO AMEND AN ACT TO INCORPORATE THE HAYWOOD AND CANE CREEK RAILROAD COMPANY. Section 1. The General Assembly of North Carolina do Amendments. enact, That an act to incorporate the Haywood and Cane Creek Railroad Company, ratified the first day of April, Anno Domini one thousand eight hundred and seventy- one, be amended as follows, to-wit : Amend section one so that it shall read as follows : * * * * * * * * * * * * * * * Sec. 2. That section second of said act be amended so as to read as follows :****** ********* * # Sections. In section five, after the word " railroad," Amendment to in line nine, insert "and turnpike or turnpikes." In section six, first line, strike out " or " and insert " and." In sections eight and ten, strike out " Haywood and Cane Amendment to - ° J section* 8 and 10. Creek Railroad Company, ' and insert " Chatham Rail- road and Turnpike Company." In section ten, strike out strike out n and all after the word " issued," in line seven. In section thirteen, lines two and three, afterword "road," insert " or turnpike or turnpikes." [Ratified the 7th day of February, A. D. 1874.] Annual Stockholders' meeting was held 17th July, 1874, (52) The following act, ratified 22d March, 1875, was better known in the controversies of the times as "House bill 422," is given as bearing on the right of the Raleigh and Augusta Air-Line Railroad to pay off its indebtedness to the State b} 7 provisions of the ordinance of March 11th, 1868: AN ACT EXPLANATORY OF CERTAIN ACTS AND TO ENABLE PAR- TIES HOLDING BONDS OF THE STATE ISSUED FOR INTERNAL IMPROVEMENTS UNDER ACTS PASSED PRIOR TO THE WAR, TO SELL THE SAME. Preamble. Whereas, Under an ordinance of Convention, rati- fied March eleventh, one thousand eight hundred and sixty-eight, and an act of Assembly, ratified the thirteenth of December, one thousand eight hundred and sevent} 7 - one, the Raleigh and Augusta Air-Line Railroad Com- pany is authorized to pay off $1,200,000 of its second mortgage bonds held by the State Treasurer with any bonds or other indebtedness of the State; and whereas, the Public Treasurer expresses a doubt whether under the construction of said act he is authorized to receive bonds issued during the war for internal improvement purposes, but under acts passed prior to the war; and whereas, farther, said bonds were issued to and are now held almost exclusively by citizens of this State, and the same have been recognized as valid by the authorities of the State ; now, therefore, intent and mean- Section 1. The General Assembly of North Carolina do enact, That it was the true intent and meaningof the ordi- nance and act above referred to, to authorize and empower the Public Treasurer to receive any of the aforesaid in- ternal improvement bonds in execution of the provisions of said act and ordinance. Pubr.c Treasurer. Sec. 2. The Public Treasurer be and he is hereby au- thorized, empowered and directed to receive any of the internal improvement bonds for the State of North Car- (53) olina hereinbefore described, which may hereafter be ten- dered under the provisions of said act and ordinance in execution of the same. Sec. 3. This act shall be in force on and after its ratifi- cation. [Ratified the 22d day of March, 1875.] Annual Stockholders' meetings were held 16th July, 1875, and 24th July, 1876. A Special meeting of Stock- holders' was held April 6th, 1877, which ordered execu- tion of mortgage to secure $1,000,000 guaranteed stock held by the Raleigh and Gaston Railroad Company. The following agieement was signed 25th Nov., 1862: ARTICLES OF AGREEMENT AND COVENANT BETWEEN THE NORTH CAROLINA RAILROAD COMPANY, OF THE ONE PART AND THE CHATHAM RAILROAD COMPANY, OF THE OTHER PART, MADE AND ENTERED INTO AFTER CONFERENCE AND DELIBERATION, IN CONSIDERATION OF MUTUAL BENEFIT AND ADVANTAGE TO BE DERIVED THEREFROM. 1. The Chatham Railroad Company agrees and cove- Track io be from nants with the North Carolina Railroad Company that their road from the Coalfields to Raleigh, shall run from the southwestern terminus to the North Carolina Rail- road at or near a place called Cary, (sometimes called " Page's,") about eight miles westward of the City of Raleigh, and from thence to the depot of the North Car- olina Railroad Company at Raleigh, or to some point near thereto in the manner hereinafter set forth. 2. The North Carolina Railroad Company agrees to Chatham r. r. to permit and allow the Chatham Railroad Company to N av c ri R ht R. r at s continue their road across the said North Carolina Rail- aly ' road, at or near Cary, and thence down and along the Northern side of the North Carolina Railroad, and upon (oi) &c the land heretofore set apart for the same, to such point near the depot at Raleigh as aforesaid ; and for this pur- pose do agree to allow, and do hereby permit the said KaVdir*Mton£ Cnatham Railroad Company for the better establishing and repairing their Roadbed, the right to take and use any material, either of dirt or stone, which may be on either side of the North Carolina Railroad, between Carey and Raleigh, and situate on the lands of the company: Provided, The removal of such material shall not impair the stability, safety or convenience of the North Carolina Railroad. Proviso. Chatham Rail- road obligates to build track from Kaleigh to Gary. Culverts. Proviso. 3. The Chatham Railroad Company do hereby cove nant with the North Carolina Railroad Company that they will establish their Road along said route from Cary towards Raleigh ; that they will extend through their Roadbed, all the culverts now established, where such extension maybe necessary' or required by the North Carolina Railroad Company, and also all other culverts which may be hereafter established for that road, along such part thereof as may lie by 7 the side of said Chatham Railroad bed ; that the culverts so extended shall be at least as large as those already built, and on the same level, and if by reason of the additional length of any ex- tended culvert the added part ought to be larger than the original, in order to allow of the free and speedy passage of the water, the same shall be duly and properly enlarged ; and provided, farther, that nothing in this or any other article shall be so construed as to prohibit the North Carolina Railroad Company from taking and using any material of earth, wood or stone, which may be on the north side of the Chatham Railroad, the taking whereof shall not impair the stability, safety or necessary convenience of the Chatham Railroad Company. Chatham U.K. 4. The Chatham Railroad Company do further cove- fromN.c. k. b. nant that the rail line of their road nearest the North Carolina Railroad shall not be nearer than eight feet to (55) the nearest rail line of the North Carolina Railroad, and that, wherever the same may be needed, a good and suffi- cient drain shall be opened by the said Chatham Railroad Company between the two roads, which, after being so opened and established, shall thereafter be kept open at the joint expense of the two companies. 5. The Chatham Railroad Company do covenant that Chatham b. e. to 1 * construct clep.'t they will establish at Cary a commodious depot, sum- at cary.cpnyc- J J 1 _ nient to N. C. ciently large for the deposit of coal and iron which may KR - Co - be brought on the said Chatham Railroad, to be carried thence forward on the North Carolina Railroad, and that said depot shall be located conveniently for such transpor- tation. And moreover, that they will by means of suita- ble switches, established at Cary and at Raleigh, where switcher, the Chatham Railroad shall diverge from the North Caro- lina Railroad, so connect the two roads together that load- ed cars may pass from said Chatham Railroad to and upon and along the North Carolina Railroad. G. The Chatham Railroad Company do further cov- Drains, enant that where in consequence of widening an em- bankment for the additional Roadbed, a drain between the Roads shall become necessary, the space between them shall be made compact and firm, so that the earth shall not be caused to settle, by reason of the reception or flow of water in and along such drain. And it is mutually stipulated and covenanted each of covenant against •Tii p ii ttti -i -i hindrances by said companies with the other, as follows: While said either company, roadbed is building neither company shall hinder, ob- struct or delay the business of the other, nor at any time thereafter shall this be done unless the same be unavoid- able. Neither of said companies shall at any time take or use any dirt, or stone, or other material, from any part of the land adjacent or near to the roadbeds whereby shall be (56) impaired the stability, safety or convenience of the other company, although but Ur such impairing it would be lawful to do so. Pro i racks to be op?n. Engiars ami cars Neither com paiiy shall allow their engines or cars to not 10 stand on , i , track at cary. remain on the track where the roads cross each other, so as to impede, endanger or delay the passage of other en- gines or cars: Provided, hoioever, That in all cases where there may be any meeting, or danger of the meeting, of the engines or trains of the two companies, those of the Chat- ■o iaoas topre- ham Company shall give precedence to the others and deuce of trains, l . . allow them first to pas.--, provided they are on time, by an adopted schedule previously communicated to said Chat- ham Railroad Company at least one week before. The Si ac° Wweui space between the two roads shall remain open and un- occupied, otherwise than by the ends of the ties, which shall be only of the proper length in order to allow need- ful drains and free passages of the cars and persons walk- ing between them. Where an expense may be incurred by reason of the passing of County Roads over said tracks, each company shall bear the expense incident to their several tracks, and all expense incurred by reason of the intermediate space shall in such case of the pass- ing of County Roads, be borne equally by each company. Wherever the North Carolina Railroad Company is now bound to maintain any bridge, or any part of any bridge, erected across the road, the cost of any alteration thereof, made necessary by reason of the new track, shall be borne by the Chatham Railroad Company for the first altera- tion, and afterwards the charge of maintaining such bridge, or such part thereof, as may be devolved upon both companies, shall be equally and jointly borne by both companies. The intent and meaning of this cove- nant is, that whenever the two tracks shall be finished, each company shall control its own, as if the other was miles away, and if, for mutual convenience, they be worked together as a common double track, they shall Bridge?, &c. Each company to control its own tiack. (57) then be run upon a printed schedule, agreed upon and signed by the Superintendents of both, and published at least ten days before putting it in operation. In testimomy whereop, Thomas Webb, President of the North Carolina Railroad Company, and Kemp P. Battle, President of the Chatham Railroad Com- pany, have signed the names of said companies, and caused the corporate seal of the same to be affixed, November 25th, 1862. q. if North Carolina Railroad Company, signed | By TH0] y IA g WEBB> p RES i D E NT> Q . , j The Chatham Railroad Company, ^gned | By KEMP p. BATTLE, President. Attested: a . , | J. II. BRYAN, Jr. Sl S ned j Secy, N C R JR. Co. The following Ordinance of Convention was ratified 15th March, 18G8: AN ORDINANCE IN RELATION TO THE CAPE FEAR AND DEEP RIVER NAVIGATION WORKS. Whereas, The Cape Fear and Deep River Navigation Works are in a ruinous condition and in their present con- dition utterly worthless to the State and highly injurious to the interests of the people residing in the valleys of said rivers : and whereas, it is expedient that said works shall be made available in developing the resources of said valleys: Section 1. Now therefore be it ordained by the people of »-r i /-/ 7. • ■ 77 7 mi p 7, Interest of the JSortn Carolina in Convention assembled,, lhat for the pur- state in works . transferred to pose of aiding the Chatham Railroad Company in [the] Chatham k. r. transportation of stone for building their bridges, culverts and other masonry and for the carriage of materials and supplies to points needed, the interest of the State of North Carolina in said Cape Fear and Deep River Navi- (58) gation Works from the Gulf Dam, on Deep river, to Northing Dam, op Cape Fear River, both exclusive, is hereby transferred to the said' Chatham Railroad Com- pany, with liberty to said company to repair, use and ' make avail of said portion of said works, and all fran- chises and privileges appurtenant thereto, to the same extent as is possessed by the State. recTJra hate d D; " Sec * 2 ' ^ e it f urt ^ er ordained, That the President and and!ss°gmS frr Directors of the Chatham Railroad Company shall have power to transfer and assign said interests herein conveyed and transferred, or any portion thereof, for the purpose of improving the valleys of said rivers. Sec. 3. Be it farther ordained, That this ordinance shall be in force from its passage. [Ratified the 15th day of March, A. £>., 1868.] The following Act was ratified 1st of March, 1873 : AX ACT TO REGULATE MORTGAGES BY CORPORATIONS. AND SALES UNDER THE SAME saips nnder deeds Section 1. The General Assembly of North Carolina do enact, That if a sale be made under a deed of trustor mortgage, executed by any company on all its works and property, and there be a conveyance pursuant thereto, such sale and conveyance shall pass to the purchaser at the sale not only the works and property of the company as they were at the time of making the deed of trust or mortgage, but any works which the company may, after that time and before the sale, have constructed, and all other property of which it may be possessed at the time of the sale, other than debts due to it. Upon such con- veyance to the purchaser, the said company shall, ipso facto, be dissolved, and the said purchaser shall forthwith be a corporation, by any name which may be set forth in the said conveyance, or in any writing signed by him r59) and recorded in the same manner in which the convey- ance shall be recorded. Sec. 2. The corporation created by or in consequence corporation cre- c -, t -, in i , n i ated by sal« shall oi such sale and conveyance snail succeed to all such succeed to rights, franchises, rights and privileges, and perform all such duties as would have been had or should have been per- formed by the first company but for such sale and con- veyance, save only that the corporation so created shall not be entitled to the debts due to the first company, and shall not be liable for any debts of, or claims against, the said first company which may not be expressly assumed in the contract of purchase ; and that the whole profits of the business done by such corporations shall belong to the said purchaser and his assigns. His interest in the cor- poration shall be personal estate, and he or his assigns may create so many shares of stock therein as he or they may think proper, not exceeding together the amount of stock in the first company at the time of the sale, and as- sign the same in a book to be kept for that purpose. The said shares shall thereupon be on the footing of shares in joint stock companies generally, except only that the first meeting of the stockholders shall be held on such day and at such place as shall be fixed by the said purchaser, of which notice shall be published for two weeks in a newspaper. Sec. 3. When such corporation shall expire or be dis- Expiration of cor- solved, or its corporate rights and privileges shall have poiatlon ' &c * ceased, all its works and property and debts due to it shall be subject to the payment of debts due by it, and then to distribution among the members according to their re- spective interests ; and such corporation may sue and be sued as before for the purpose of collecting debts due to it prosecuting rights under previous contracts with it, and enforcing its liabilities and distributing the proceeds of its works, property and debts among those entitled thereto: Provided, That all debts and contract of any corporation proviso,. (60) prior to or at the time of the execution of any mortgage or deed of trust by -such corporation, shall have a first lien upon the property, rights and franchises of said corpo- ration, and shall be paid off or secured before such mort- gage or deed of trust shall be registered. Extent of this act. ,Sec. 4. The provisions of this actshall notapply to any company in which the State of North Carolina has any interest. When to be in Sec. 5. This act shall be in force from and after its rat- force. ification. [Ratified the 1st day of March, 1873.] A CONDENSED HISTORY OF THE RALEIGH AND AUGUSTA AIR LINE RAILROAD. There is no evidence whether the act of 14th of Feb- ruary, 1855, was ever accepted or not. The commission- ers appointed under the act of 15th of February, 1861, chartering the Chatham Railroad Company held their first meeting in Raleigh, April 3rd, 1861, at the office of S. H. Rogers. T. D. Hogg was elected President of the Board of Commissioners and K. P. Battle Secretary. The second meeting of commissioners was held in Raleigh on 2nd of April, 1862, when a meeting of stockholders was called and held at same place 16th of April, 1862. At this meeting of stockholders the company organized, adopted its by-laws and elected K. P. Battle President and five Directors. W. AY. Vass was subsequently elected by the Board of Directors Secretary and Treasurer which position he has continuously held down to the present time. Mr. Battle served as President until his resigna- tion 1st of February, 1866. The Board of Directors at their meeting August 5, 1862, authorized a contract with N. C, Railroad in regard to right of way between Raleigh and Cary, a copy of which contract was read to the Board at their meeting 4th of No- (61) Vember, 18G2, and approved. A special stockholders' meeting held 3rd March, 1863, unanimously accepted the amendments to the charter. At the second annual meeting of stockholders 16th of April 1863, the number of Directors was increased to sev- en who were to elect'the president and the fiscal year was ordered to end 31st of December and annual meeting to be held first Thursday in March. At a meeting of Directors on 11th of March 1865, the President was directed to subscribe $25,000 to the capi- tal stock of the Deep River Navigation Company. At same meeting it was reported that the N. C. Railroad had subscribed for 2,000 shares payable in Confederate bonds which was accepted. A special meeting of stockholders was held 1st of Feb- ruary, 1866, to consider propriety of scaling the capital stock. A committe appointed by the meeting consisting of K. P. Battle, Hon. Nat Boy den, W. H. Harrison, Dr, W. J. Hawkins and Robt. W. Lassiter reported that the value of the railroad and its property was $200,000 and recom- mended that the stock be scaled by dividing by 4J, the quotient to be the future amount of the present capital and the shares of each stockholder to be scaled in that proportion. The report of the committee was unani- mously adopted with the exception of the vote upon the stock held by the city of Raleigh. At a directors' meet- ing held the same day, Hon. K. P. Battle resigned as President of the Company because of its incompatibility with his position as Public Treasurer and Gen. W. R. Cox was chosen to succeed him and continued as Presi- dent untilJuly 1868. The president was requested to petition the Legislature to ratify the reduction of the cap- ital stock and to change the bonds held by the company so as to make them payable in federal instead of confed- erate currency. At an adjourned meeting of stockholders held 26th of July, 1866, the resolution to scale the capital stock was. (62) rescinded. It was also ordered that the fiscal year should thereafter end 31st of May and the annual meeting should be held on 3rd Monday in July each year. At a meeting of the private stockholders held the same day Jno. M. More-head, H. A. Williard and J. M. Heck, were ap- pointed a committee to confer with like committees to be appointed by the Raleigh and Gaston Railroad Company, the North Carolina Railroad Company and the city of Raleigh in regard to the value of the stock of the several stockholders and the propriety of a sale and an equitable division of proceeds. The joint meeting of these committees was held 28th of November, 1866, in Raleigh. It was resolved. 1. That the Chatham Railroad Company should surren- der to the city of Raleigh $31,000 of state bonds paid by said city of Raleigh and cancel her subscription to the rail- road to that extent the city ratifying the rest of her sub- scription. 2. Authorizing application to Legislature for authori- ty to sell the road. At director's meeting 13th March, 1868, a letter from Heck & Co., was read proposing to obtain an act from the Convention transferring the property of the Cape Fear and Deep River Navigation Company to the Chat- ham Railroad Company upon condition that the said company should re-transfer the same to Heck & Co., upon certain terms as to carrying stone for the company's bridge at Haw river and in regard to transportation of freight. The proposition was accepted by the board. A special meeting of stockholders was held April 4th 186S at which meeting Gen. W. R. Cox had read to the meeting, the act of the convention of March 11th, 1868, and on his motion it was unanimousl} 7 adopted. Hon. K. P. Battle introduced a resolution to accept the act of the convention of March 16th 1868, transferring to the Chatham Railroad Company the Cape Fear and Deep River Navigation "Works, which was adopted. On motion of Thomas Webb the stockholders adopted (63) a resolution allowing the Board of Directors to transfer the the said Cape Fear and Deep River Navigation Works to Heck & Co., if they should deem it advisable. On motion of Dr. W. J. Hawkins a committee was appointed to report the value of each share in gold, discarding all fractions of shares and giving each stockholder at least one share. The committee subsequently made a detailed report to the meeting which was adopted. The capital stock was fixed at 8,763 shares of $100 each making $873,600. At the an- nual meeting 20 July 1868 the President and Directors were instructed to execute the mortgage to the State re- quired by the ordinance of the convention of March 11th 1868, and to receive from the Public Treasurer the $1,200,000 state bonds thereby authorized. At the Direc- tors meeting Dr. W. J. Hawkins was unanimously elected President, which position he filled by successive re-elec- tions till his resignation, October 3rd, 1875. At a special meeting of stockholders held 4th of Sep- tember, 1868, the act of the Legislature ratified 3rd of Au- gust, 1869, entitled "an Act to extend the Chatham rail- road" and an act ratified loth of August, 1868, entitled "an act to amend the charter of the Chatham Railroad Company," were both unanimousl} 7 accepted, and on mo- tion of Geo W. Mordecai Esq., it was unanimously re- solved that the President and Directors be instructed to prepare and execute the $2,000,000 mortgage authorized by the last named act and receive said amount of State bonds from the Public Treasurer. At a called meeting of stockholders held 10th of Jan- uary, 1869, the act of the South Carolina Legislature en- titled "an act to enable the Chatham Railroad Company to extend their road to Columbia," ratified 19th of Sep- tember, 1868, and the act of the North Carolina Legisla- ture entitled an "Act to re-enact and confirm certain acts of the General Assembly authorizing the issue of State bonds to and for certain Railroad Companies" were both on motion of K. P. Battle, unanimously adopted, (64) On 6th July, 1869, the Board of Directors executed a contract with Jno. F. Pickrell & Co. to finish the first thirty miles of the road, including purchase of iron for the same, and excepting bridge over Haw river. At the annual meeting 19th July, 1869, the stock- holders accepted the act of the General Assembly ratified 10th April, 1869, entitled an "act to enable the Chatham Railroad Company to complete its road," and atuhorized the execution of mortgage and the issue of $2,000,000 of mortgage bonds. At Directors' meeting, January 6, 1870, A. B. Andrews was elected Superintendent, which position he filled till his resignation, November 1, 1875. At the adjourned stockholder's meeting 22nd July, 1870, the day of the annual meeting was changed so as to thereafter fall on the Friday after the 3rd Thursday in July in each year. At a special meeting of stockholders, held January 9, 1872, the act of the General Assembly, ratified 13th December, 1871, entitled "an act concerning the Chat- ham Railroad Company, amendatory of certain acts and authorizing a change of name," was accepted by the stockholders as a part of the charter, and thereupon the name of the Company was changed to THE RALEIGH AND AUGUSTA AIR-LINE RAILROAD COMPANY. At Directors' meeting, April 16, 1872, it was ordered that the Treasurer of the Company purchase State bonds, and with them take up the $1,200,000 of the mortgage bonds of the road held by the Public Treasurer as au- thorized by the Ordinance of Convention 11th March, 1868. A letter was read from J. B. Batchelor, one of the Directors, dated 9th April, 1872, stating that he had seen the Public Treasurer, who agreed to accept any constitu- tional bond, old or new, but would not accept special tax bonds. Mr. Batchelor stated that he considered that the State was bound to receive special tax bonds if tendered, (65) and advised suit to be brought to enforce ihe right. He said that Hon. K. P. Battle, (former President of the road and also formerly Public Treasurer,) concurred in the advisability of bringing the suit. At an adjourned meeting of stockholders, held October 4, 1872, the President and Directors were authorized to receive subscriptions to the capital to an amount which, together with that already subscribed, shall not exceed $3,200,000. Of the additional stock so authorized 12,000 shares were to be guaranteed stock, paying eight per cent dividend per annum, payable semi-annually on 1st Jan- uary and 1st July in each year, and a mortgage was au- thorized to secure said guarantee. At a Director's meeting held April 23, 1873, the Pres- ident reported that the Raleigh & Gaston Railroad had subscribed for $1,000,000 of the guaranteed stock au- thorized by the last stockholders meeting, which subscrip- tion was accepted. At a Directors' meeting held May 23, 1873, the new seal of the Company was exhibited and adopted and new certificates of stock were ordered to be issued in place of the " Chatham Railroad " certificates of stock. At stockholders meeting held 18th July, 1873, it was resolved that the $2,000,000 mortgage authorized and ex- ecuted under the act of August 15, 1868 be cancelled, the $2,000,000 of State bonds having been returned to the State. At a Directors' meeting May 13, 1874, the purchase of 1,725 shares of Raleigh and Gaston Railroad stock was directed, which purchase was subsequently approved by stockholder's meeting 16th July, 1875. On June 30,1875, the Board of Directors issued an ad- dress to the public concerning the exchange of bonds with the Public Treasurer under the provisions of Or- dinance of Convention of March 11th, 1868, and in re- gard to the act of March 22d, 1875, entitled " An Act explanatory of certain Acts, and to enable parties hold- * 9 . (66) ing bonds of the State issued for internal improvements under Acts passed pjior to the war to sell the ! sairi / e.'" J ' L ' ; ' b At Directors meeting held September lst/l'S-TSfBr.'W'r J. Hawkins' tendered his resignation as President' ;; of 'the Company to take effect September 30th. -;•/■■ vu At Directors meeting September 29th, 1875, Major Gag, WV Grice was elected President. On October 20th, Capt. A. B.' Andrews' having resigned as Superintendent'; Major Jno. C. Winder was unanimously elected by the Board to succeed, which position he has continued to fill till the present. Major Geo. W. Grice, the President of the Company', died suddenly November 12th, 1875, while on a visitto his former home in Portsmouth, Va. At a Directors meeting held November 21th, 1875, Jno. M. Robinson, Esq., was elected President of the Company. At the' same meeting all resolutions authorizing an issue of mortgage bonds under the act of April 20th, 1869, were' rescinded and the trustees requested to cancel the said mortgage and mortgage bonds, which was done as per report of trustees and Committee of Directors of January 28th, 1876. At a Directors meeting held April 6th, 1877, the President reported that the re-exchange of the $1,200,000 of bonds with the State under provisions of ordinance of March 11th, 1868, had been fully completed and the bonds of the company re-surrendered were then cancelled. At a special meeting of stockholders held 6th of April 1877, it was directed that a mortgage be executed on all the property of the Road to secure the guaranteed stock of the road. At a Directors meeting held the 7th' of April, 1877, the above mortgage Was duly prepared and executed, Charles' M. RobinSOii of New York, Charles C. Savage of Philadelphia and J mi -W. Graham of Hillsborb being appointed trustees. '■■ !,i " At the stockholders meeting held 20th July, 1877, the day of the annual meeting was changed to the 3rd Thurs- day in July each year. ; ■ (67) Resolution of the Boar.d. of Directors, April G, 1877. : . 1 i - , . ■' . . The President reported to the Board that he had de- livered to the Treasurer : of the State $300,000 of State bonds and taken up from the Treasurer the like amount of bonds of this company deposited with the Treasurer -in exchange for State, bonds issued to. this company thus completing the payment .of, $1,200,000 of bonds of this company delivered to -the, Treasurer: under provisions of an ordinance entitled," An, ordinance to amend the char- ter of the CliBtham Railroad Compan}!," ratified March .11th, 1808, and th,at the said, bonds. (300„000 would now .be cancelled in the presenceof the Board, the other bonds ($900,000) havingbeen heretofore cancelled, which was accordingly done. ,-][, ;n , >v THE MORTGAGE INDEBTEDNESS OF THE RALEIGH AND AUGUSTA ):>'■ •; : . . ; AIR LINE RAILROAD. , 'The only indebtedness of the Raleigh and Augusta AiVkine Railroad Company at this date (August 1st. 1877;) is the mortgage of $1,000,000 authorized as will be seen below, to secure dividends of $1,000,000 guaranteed stock. '.':■' ! Copy of Resolutions of the Stockholders of , the Raleigh $ Au- gusta Railroad Company,' refrred to the deed hereto an- .. nexed, adopted at a special Stockholders' Meeting held April . &h, 1877, by a vote of 15,454 shares in the affirmative and 153 shares in the negative. ■. ., ^Viifreas, The General Assembly uf North Carolina, by an a^ct entitled. " An, act concerning the Chatham Railroad Company,, amendatory of certain acts, and authorizing a change, of name," which act was ratified on the ,13th day of f DecembeJ , ,„187.1, and accepted by the stockholders of the Chatham Railroad Company on the 9th day of January, 1872, did in the first section thereof (68) enact that the Chatham Railroad Company should there- after be known by the corporate name of the Raleigh & Augusta Air Line' Railroad Company, and did, in the second section of said act, make it lawful for said railroad company to change the line of its road so as to extend it as provided in that section, and did, in the third section of said act, enact that if the capital stock of said com- pany, before authorized, should be deemed insufficient for the purposes of said act, it should be lawful for said company in general meeting to increase the same, and the Board of Directors, with the consent of a majority of the votes of all the stockholders in general meeting, might make such portion of the capital stock before authorized, or of any additions to the same, as they might deem advisable, a guaranteed or preferred stock, upon which such interest or dividends might be guaran- teed as the directors might deem advisable ; and the directors might, with the consent of a majority of all the stockholders in general meeting, secure such guaranteed interest or dividends, by lien or mortgage upon all the property and franchises and income of the company, or upon any portion thereof; and the directors might in their discretion authorize subscriptions to be made for such additional stock, (either common or guaranteed, or both,) at such prices and in such manner as might be prescribed by them, or might sell the same, or any part thereof, for the benefit of the company, provided that the entire capital stock so created should not exceed five mil- lions of dollars, and by the fourth section of said act authority was given to the Raleigh & Gaston Railroad Company, or any other railroad company connecting therewith, to subscribe to or purchase stock of any kind of said Raleigh & Augusta Air Line Railroad Company, and it was made lawful for any such company to pur- chase or endorse the mortgage bonds of the Raleigh & Augusta Air Line Railroad Compan}* ; And whereas, At an adjourned meeting of the stock- (69) holders of the Raleigh & Augusta Air Line Railroad Company, held on the 19th of July, 1872, it was Resolved, 1. That the President and directors of the company receive subscriptions from time to time to the capital stock of the company to an amount which, with that already subscribed, shall not exceed thirty-two thou- sand shares. Resolved, 2. That of the issue of said stock* twelve thousand shares be a guaranteed stock, entitled under an}' circumstances to receive eight per cent, per annum, and the President and directors are instructed to pay semi-annual dividends on said shares on the first days of July and January in each year, of not less than four per cent., any holder of said guaranteed shares being privi- leged to receive any excess of semi-annual dividends be- yond four per cent, which may be at any time paid on the common stock of the company without imparing the guaranty of eight per cent* per annum given by this res- olution. Resolved, 3. That for the purpose of securing, beyond any contingency, the payment of eight per cent, per an- num on the guaranteed shares so created, the stockhold- ers pledge themselves, in the event of its being at any time thereafter deemed requisite or advisable for the company to give a deed of trust or mortgage on any of its property or privileges, to embrace said shares in the first deed of trust or mortgage given by the company and to protect the guarantee given in the preceding reso- lution by making the principal of the whole guaranteed stock created by said resolution and eight per cent divi- dend on the same part, of the first lien on all the property, rights, privileges and franchises of the company, and a debt of the company immediately payable in the event of any default in the punctual payment of the dividend so guaranteed. And vihereas, After the capital stock of the company before authorized had thus been deemed insufficient for the purposes of the act of December 13th, 1871, and (70) after the company had thus in general meeting increased the same, the Board of Directors, with the consent of a majority of the votes of all the stockholders so given in general meeting, did make a portion of the capital stock or of additions to the same, a guaranteed or preferred stock upon which such interest or dividends are guaran- teed as are mentioned in said resolutions of the stock- holders, the directors deeming the same advisable, and the Raleigh & Gaston Railroad Company has subscribed -to,- ami thereby purchased such guaranteed or preferred stock to the amount of one million of dollars, and further portions of such guaranteed or preferred stock may be subscribed for or purchased by other companies, or per- sons if. such guaranteed interests or dividends be effectu- ally secured. , - -;.; ■. ' THEREFORE,in this general meeting of the stockholders oi\ the Raleigh & Augusta Air Line Railroad; Company it is now i: ; < .; Resolved, Tiiat the directors may, with the consent, wjhich is. hereby given, of a majority of the votes of all the stockholders, secure all such guaranteed interests or dividends as are hereinbefore mentioned by a deed of trust, mortgage or other lien upon the/whole of the said company's railroad rights, privileges, and franchises, and -#11 its works and property of every description. ■, ■> ■ :■■ 7,i On motion of Maj. John: W. Scott the foregoing! pre ^nble and resolutions were, adopted by a stock. vote of '15,454 .shares in the affirmative; and 153. shares in the negative. ■.■■;■ ■ •-•--- ■/-,] >V. : Resolution of the Board of Directors, April 7l,'l877. ' ..■ ■■=-.hr;y.i =;, ,. -o Jr.*-; ab. [.-r»i; >:- \ Probate Court. Be it remembered that on the seventeenth clay of April, A. D. 1875, the execution of the foregoing trust deed on the part of John M. Robinson, Joseph B. Batch- elor, Walter Clark and John "W". Graham, together with the corporate seal of the Raleigh and Augusta Air Line Railroad Company affixed hereto was proven by the oath and examination of Thomas Badger, the subscribing witness thorto, and the due acknowledgement to the foregoing trust deed by Charles M. Robinson, one of the grantors thereto before Charles Nettleton, a commissioner for North Carolina in New York, the certificate and seal of which is hereto annexed and adjudged to be in due form and according to law and the due execution of the same on the part of Charles C. Savage, being duly acknowledged before Charles Chauncy,.a Commissioner of North Carolina for Pennsylvania, his certificate of the same and seal attesting is exhibited before me, which is adjudged to be in due form and according to law. Let the said trust deed and these certificates be registered. In witness whereof, I have hereunto set my hand [l. s.] and official seal, this the day and date above written. (Signed) J. N. Bunting C. S. C. and Probate Judge- % i '77) Filed for registration April 19th 1877, at \ before nine o'clock a. in. and registered in the Register's office of Wake county in book No. 47, pages 338 to 345, inclusive the 19th day of April, 1877. (Signed) W. W. White, Register of Deeds. The deed was immediately thereafter also proven and recorded in Moore, Chatham and Richmond counties. THE END. Microfilmed SOLINET/ASERL PROJEC