II. Be it therefore enacted, That the act, intituled “An act for adjusting claims for property impressed or taken for public service," is hereby revived, and shall continue and be in force, from and after the passing of this act, until the first day of August next, and no longer.

[Chap. LVIII in original.]

company in corporated.

CHAP. XIX.

An act for clearing and improving the navigation of James river.

James River I. WHEREAS the clearing and extending the navigation of James river from tide water upwards to the highest parts practicable on the main branch thereof, will be of great public utility, and many persons are willing to subscribe large sums of money to effect so laudable and beneficial a work; and it is just and proper that they, their heirs, and assigns, should be empowered to receive reasonable tolls in satisfaction for the money advanced by them in carrying the work into execution, and for the risk they run: And whereas it may be necessary to cut canals and erect locks, or other works on the sides of the said river:

II. Be it enacted by the General Assembly, That it Books to be shall and may be lawful to open books in the city of opened for subscription. Richmond, the borough of Norfolk, at Botetourt courthouse, at the town of Lewisburg, in Greenbrier county, and at Charles Irving's store, in Albemarle, for receiving and entering subscriptions to the amount of one hundred thousand dollars, for the said undertaking, under the management of Turner Southall and James Buchanan, in the city of Richmond; of Robert Taylor, John Kearnes, and Thomas Newton, jun. in the borough of Norfolk; of William Cabell and Charles Irving, at Irving's store; Patrick Lockhart and George Skellern, at Botetourt courthouse; George Clendinen and Andrew Donnolly, at Lewisburg; which subscriptions shall be made personally, or by power of attorney, and shall be in Spanish milled dollars, but may be paid in other silver, or in gold coin of the same value. That the said books shall be opened for receiving subscriptions, on the first day of February next, and

bers.

Amount of

continue open until the tenth day of August next inclusive; and on the twentieth day of the said month of Meeting of August, there shall be a general meeting of the sub- the subscri scribers, at the city of Richmond, of which meeting notice shall be given by the said managers, or any three of them, in the Virginia Gazette, at least one month next before the said meeting. And such meeting shall and may be continued from day to day, umil the business is finished. And the acting managers at the time and place aforesaid, shall lay before such of the subscribers as shall meet according to the said notice, the books by them respectively kept, containing the state of the said subscriptions, and if one half of the capital sum aforesaid, should, upon examination, appear not to have been subscribed, then the said managers, at the said meeting, are empowered to take and receive subscriptions to make up the deficiency; and a just and true list of all the subscribers, with the sums subscribed by each, shall be made out and returned by the said managers, or any four or more of them, under their hands, into the general court, to be there recorded. And in case more than one hundred thousand capital. dollars shall be subscribed, then the same shall be reduced to that sum by the said managers, or a majority scription, of them, by beginning at and striking off from the of reducing largest subscription or subscriptions, and continuing to strike off a share from all subscriptions under the largest, and above one share, until the sum is reduced to the capital aforesaid, of one hundred thousand dollars, or until a share is taken from all the subscriptions above one share, and lots shall be drawn between subscribers of equal sums, to determine the number in which such subscribers shall stand on a list to be made for striking off as aforesaid; and if the sum subscribed still exceeds the capital as aforesaid, then to strike off by the same rule, until the sum subscribed is reduced to the capital aforesaid, or all the subscriptions are reduced to one share; and if there still be an excess, then lots to be drawn to determine the subscribers who are to be excluded, to reduce the subscriptions to the capital aforesaid, which striking off shall be certified in the list aforesaid; and the said capital sum shall be reckoned and divided into five hundred shares of two hundred dollars

each, of which every person subscribing may take and subscribe for one or more whole shares, and not other

In case of an overplus sub

it.

Gapital to be 600 shares.

divided into

Unless one wise. Provided, That unless one half of the said capi hal of capital tal shall be subscribed, all subscriptions made in conser subscribed, the whole to quence of this act, shall be void; and in case one half,

be void.

company.

Style of corporation.

and less than the whole of the said capital shall be subscribed as aforesaid, then the president and directors are hereby empowered and directed to take and receive the subscriptions which shall be first offered, in whole shares as aforesaid, until the deficiency shall be made up, a certificate of which additional subscriptions shall be made, under the hands of the president and directors, or a majority of them for the time being, and returned to and recorded in the general court as aforesaid.

III. And be it enacted, That in case one half of the To be incor- said capital, or a greater sum, shall be subscribed as porated as a aforesaid, the said subscribers, and their heirs and assigns, from the time of the said first meeting, shall be, and are hereby declared to be incorporated into a company, by the name of the "James River Company," and may sue and be sued as such; and such of the said subscribers as shall be present at the said meeting, or a majority of them, are hereby empowerd and required to elect a president and four directors, for conducting the said undertaking, and managing all the said company's business and concerns, for and during such time, nat exceeding three years, as the said subscribers, or a majority of them, shall think fit. And in counting the votes of all general meetings of the said company, each member shall be allowed one vote for every share, as far as ten shares, and one vote for every five shares above ten, by him or her held at the time in the said company; and any proprietor, by writing under his or her hand, executed before two witnesses, may depute any other member or proprietor to vote and act as proxy for him or her, at any general meeting.

Rules for electing offi.

cers.

make con

tracts.

Authority of IV. And be enacted, That the said president and dipresident and rectors so elected, and their successors, or a majority directors, to of them assembled, shall have full power and authority, to agree with any person or persons, on behalf of the said company, to cut such canals, and erect such locks, and perform such other works as they shall judge necessary for opening, improving, and extending the na vigation of the said river above tide water, to the highest part thereof, to which navigation can be extended, and carrying on the same from place to place, and from

pensation.

time to time, and upon such terms, and in such manner, as they shall think fit; and out of the money arising from the subscriptions and the tolls, and other aids herein after given, to pay for the same, and to repair and keep in order the said canals, locks, and other works necessary thereto, and to defray all incidental To appoint charges; and also to appoint a treasurer, clerk, and such officers and other officers, toll gatherers, managers, and servants, fix their com as they shall judge requisite, and to agree for and settle their respective wages or allowances, and to settle and sign their accounts; and also to make and establish rules of proceeding, and to transact all the other business and concerns of the said company, in and during the intervals between the general meetings of the same; and they shall be allowed as a satisfaction for their trouble therein, such sum of money as shall, by a general meeting of the subscribers, be determined. Pro- Bond and se vided always, That the treasurer shall give bond, in curity, by such penalty, and with such security, as the said presi- treasurer. dent and directors, or a majority of them, shall direct, for the true and faithful discharge of the trust reposed in him, and that the allowance to be made to him for his services, shall not exceed three pounds in the hun- tion. dred, for the disbursements by him made; and that no officer in the said company shall have any vote in the passing or settlement of his own account.

Limitation of

compensa

shares, sub

scribed for.

V. And be it enacted, That the said president and Mode of coldirectors, and their successors, or a majority of them, lecting a shall have full power and authority, from time to time, mount of as money shall be wanted, to make and sign orders for that purpose, and direct at what time, and in what proportion the proprietors shali advance and pay off the suins subscribed, which orders shall be advertised at least one month in the Virginia Gazettes; and they are hereby authorized and empowered to demand and receive of the several proprietors, from time to time, the sums of money so ordered to be advanced for carrying on and executing, or repairing and keeping in order the said works, until the sums subscribed shall be fully paid, and to order the said sums to be deposited into the hands of the treasurer, to be by him disbursed and paid out as the said president and directors, or a majority of them, shall order and direct. And if any of the said proprietors shall refuse or neglect to pay said proportions, within one month after the same shall

their

May sell shares of delinquent subscribers.

be so ordered and advertised, as aforesaid, the said president and directors, or a majority of them, may sell at auction, and convey to the purchaser, the share or shares of such proprietor so refusing or neglecting payment, giving at least one month's notice of the sale in the VirginiaGazette; and after retaining the sum due, and charges of sale out of the money produced thereby, they shall refund and pay the overplus, if any, to the former owner; and if such sale shall not produce the full sum ordered and directed to be advanced, as aforesaid, with the incidental charges, the said president and directors, or a majority of them, may, in the uame of the company, sue for and recover the balance deficiencies by action of debt, or on the case; and the said purchaser or purchasers, shall be subject to the same rules and regulations, as if the said sale and conveyance had been made by the original proprietor. And to continue the succession of the said president and directors, and to keep up the same number;

May sue for

arising on sales.

Election of officers.

VI. Be it enacted, That from time to time, upon the expiration of the said term, for which the said president and directors were appointed, the proprietors of the said company, at the next general meeting, shall either continue the said president and directors, or any of them, Vacancies or choose others in their stead; and in case of the death, supplied. removal, resignation, or incapacity of the president, or any of the said directors, may and shall, in the manner aforesaid, elect any other person or persons, to be president and directors, in the room of him or them so dying, Officers how removing, or resigning; and may at any of their general meetings, remove the president or any of the directors, and appoint others for and during the remainder of the term, for which such person or persons were at first to have acted.

removed.

Oath of office

Meetings of

VII. And be it enacted, That every president and director, before he acts as such, shall take an oath or affirmation, for the due execution of his office.

VIII. And be it enacted, That the presence of prothe company. prietors, having one hundred shares at the least, shall be necessary to constitute a general meeting; and that there be a general meeting of proprieters on the first Monday of October, in every year, at such convenient town as shall be, from time to time, appointed by the said general meeting; but if a sufficient number should not attend on that day, the proprietors who do attend