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may be dispersed with; and said public lights shall be furnished to the city and to private consumers at a cost not to exceed that paid by public and private consumers in the cities of New Orleans, Louisiana, Mobile, Alabama, and Memphis, Tennessee ; and ten per cent. of the profit may be drawn by the stockholders semi-annually ; the remaining per centage shall be laid out in extension or capitalized as the company may determine.

Sec. 8. That if any person or persons shall wilfully, by any means whatever, injure or destroy any part of the gas pipes, or conductors, lamps, lamp posts, burners, or any part of their gas works, or fixtures, or machinery, all such persons shall be bound to the company for any or all damages sustained thereby, and may, furthermore, be liable within two years after the commitment of the offense, and, upon conviction, shall be fined in any sum, at the discretion of the jury, not exceeding one thousand dollars, or by imprisonment in the county jail or at bard labor in the State prison not exceeding five years, but this section shall no: be held to change the law as to arson or wilfully burning the house of the company; provided, that so much of this section as imposes imprisonment shall not apply to infants.

Sec. 9." That the stockholders of the compary shall clect a president, vice president, treasurer, secretary, and five directors ; and to said officers and directors shall be entrusted the real and personal estate, business, funds and property, and financial concerns of said company, and the administration of its affairs. All the directors and officers shall be stockholders in the company, to the amount of at least ten shares in their own right, and after their first election, sball bave been stockholders in the company not less than three months before the election at which they are chosen; they sball serve for one year, or until their successors are regularly elected and chosen ; and after the first election, there ehall be an annual election held on the first Monday of January of each and every year, of which due notice shall be given for ten days previous in a newspaper printed in the city of Jefferson. The president, officers and directors shall fill all vacancies that may occur in their body from death, resignation, removal from the city, or the failure to meet their engagements to the company with promptness; and it shall be the duty of the other directors to declare the seat of director vacant for that cause, or for removal from the city. Each share of stock in the company shall entitle the owner, by himself, herself, or by proxy properly authorized, to one vote for each share up to and inclusive of ten shares, and for his or her excess of shares over and beyond the ten shares specified, the owner shall be entitled to vote at the rate of one vote for every five sliares in full, and no one individual, company or corporation, other than the city of Jefferson, which, by purchase, may own and hold the entire stock, shall bold or own more than two hundred shares of stock, directly or indirectly; and if any one shall purchase and hold more, except the city, he shall forfeit his dividend on such excess of stock, to the said gas company.

SEC. 10. That certificates of stock shall be issued to the holders thereof whenever the same shall be paid for; and stock in this company shall be considered and pass as personal estate, and shall be transferrable on the books of the company in such manner as the stockholders or the president and directors, by their by-laws, shall prescribe; but no stock shall be transferrable until all the debts and demands of the company are discharged, and for all the debts ard demands the company shall have a lien on the stock. That on the second Monday in January and July in each and every year, the company shall make a statement of the affairs of the company, and furnish the same to the stockholders, at which times the semi-annual dividends shall be declared. The president and board of directors shall keep a record of their proceedings, which they shall produce to the stockholders at the regular or called meetings, or at any time during the business of the day, for examination or inspection.

SEC. 11. That if any officer of this company shall, without the authority of the president and directors, appropriate any of the funds of the company to his own use or that of any other person, shall wilfully fail to make correct returns, or shall knowingly make false returns on the books of the company with intent to cheat or defraud the corporation or any person, or to hide or conceal any improper appropriation of the funds of the corporation, the officer so offending shall be deemed guilty of felony, and upon conviction thereof shall be sentenced to confinement in the jail and penitentiary of the State for not less than two, nor more than twenty years.

Sec. 12. That the company shall allow the president, secretary and treasurer a reasonable compensation for their services; but no compensation shall be allowed to a director except by order of the stockholders; and if the president or any of the directors shall knowingly diminish the capital stock by dividends or otherwise, they shall be responsible to the stockholders for the deficiency thus created.

Sec. 13. That the Legislature may require the reports of the finances and affairs of the company, and such reports as may be required shall be rendered; and the Legislature shall have the right, by its committees, to investigate the condition of the company; and any violation of any of the essential provisions of this charter shall may be dispensed with; and said public lights shall be furnished to the city and to private consumers at a cost not to exceed that paid by public and private consumers in the cities of New Orleans, Louisiana, Mobile, Alabama, and Memphis, Tennessee ; and ten per cent. of the profit may be drawn by the stockholders semi-annually; the remaining per centage shall be laid out in extension or capitalized as the company may determine.

SEC. 8. That if any person or persons shall wilfully, by any means whatever, injure or destroy any part of the gas pipes, or conductors, lamps, lamp posts, burners, or any part of their gas works, or fixtures, or machinery, all such persons shall be bound to the company for any or all damages sustained thereby, and may, furthermore, be liable within two years after the commitment of the offense, and, upon conviction, shall be fined in any sum, at the discretion of the jury, not exceeding one thousand dollars, or by inprisonment in the county jail or at hard labor in the State prison not exceeding five years, but this section shall no: be held to change the law as to arson or wilfully burning the bouse of the company; provided, that so much of this section as imposes imprisonment shall not apply to infants.

Sxc. 9. That the stockholders of the company shall elect a president, vice president, treasurer, secretary, and five directors; and to said officers and directors shall be entrusted the real and personal estate, business, funds and property, and financial concerns of said company, and the administration of its affairs. All the directors and officers shall be stockholders in the company, to the amount of at least ten shares in their own right, and after their first election, shall bave been stockholders in the company not less than three months before the election at which they are chosen; they shall serve for one year, or until their successors are regnlarly elected and chosen; and after the first election, there shall be an annual election held on the first Monday of January of each and every year, of which due notice shall be given for ten days previous in a newspaper printed in the city of Jefferson. The president, officers and directors shall fill all vacancies that may occur in their body from death, resignation, removal from the city, or the failure to meet their engagements to the company with promptness; and it shall be the duty of the other directors to declare the seat of director vacant for that cause, or for removal from the city. Each share of stock in the company shall entitle the owner, by himself, herself, or by proxy properly authorized, to one vote for each share up to and inclusive of ten shares, and for his or her excess of shares over and beyond the ten shares specified, the owner shall be entitled to vote at the rate of one vote for every five shares in full, and no que

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individual, company or corporation, other than the city of Jefferson, which, by purchase, may own and hold the entire stock, shall bold or own more than two hundred shares of stock, directly or indirectly; and if any one shall purchase and hold more, except the city, he shall forfeit his dividend on such excess of stock, to the said gas company.

Sec. 10. That certificates of stock shall be issued to the holders thereof whenever the same shall be paid for; and stock in this company shall be considered and pass as personal estate, and shall be transferrable on the books of the company in such manner as the stockholders or the president and directors, by their by-laws, shall prescribe; but no stock shall be transferrable until all the debts and demands of the company are discharged, and for all the debts ard demands the company shall have a lien on the stock. That on the second Monday in January and July in cach and every year, the company shall make a statement of the affairs of the company, and furnish the same to the stockholders, at which times the semi-annual dividends shall be declared. The president and board of directors shall keep a record of their proceedings, which they shall produce to the stockholders at the regular or called meetings, or at any time during the business of the day, for examination or inspection.

Sec. 11. That if any officer of this company shall, without the authority of the president and directors, appropriate any of the funds of the company to his own use or that of any other person, shall wilfully fail to make correct returns, or shall knowingly make false returns on the books of the company with intent to cheat or defraud the corporation or any person, or to hide or conceal any improper appropriation of the funds of the corporation, the officer so offending shall be deemed guilty of felony, and upon conviction thereof shall be sentenced to confinement in the jail and penitentiary of the State for not less than two, nor more than twenty Fears.

Sec. 12. That the company shall allow the president, secretary and treasurer a reasonable compensation for their services; but no compensation shall be allowed to a director except by order of the stock holders; and if the president or any of the directors shall kevingly diminish the capital stock by dividends or otherwise, they shall be responsible to the stockholders for the deficiency thus created.

Sec. 13. That the Legislature may require the reports of the finances and affairs of the company, and such reports as may be required shall be rendered; and the Legislature shall have the right, by its committees, to investigate the condition of the company; and any violation of any of the essential provisions of this charter shall

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cause forfeiture thereof, but no forfeiture shall prevent the corporation from collecting its debts, enforcing its contracts, and disposing of its effects; and the District Court of Marion county shall have jurisdiction to hear and determine any alleged forfeiture of charter, on complaint of stockholders or of the State of Texas.

Sec. 14. The city of Jefferson, if it so elect, may purchase the gas works of the “ Jefferson Gas Light Company," at the termination of this charter, at a fair estimate of what the gas works, fixtures, etc., are worth at that time; provided, that the city sball notify said gas company of said election, on its part, at least one year before the termination of this charter, the value of the works to be agreed upon by the officers and board of directors of the company and the mayor and the board of aldermen of the city; and in case of disagreement between the said officers of the company and the said officers of the city, the value of the works may be ascertained by two competent gas engineers, selected, one by each of the parties, and in case of their disagreeing, by an umpire whom they may select. The proceeds of the sale shall be divided, pro rata, among the stockholders.

SEC. 15. That said gas company shall bave the exclusive right and privilege of erecting and establishing gas works in the city of Jefferson, during the continuance of this charter, and of furnishing and vending gas light, and supplying the city and citizens with gas, by means of their works; provided, however, this shall not in terfere with the right of any one to erect or cause to be erected gas works on his or her own premises, for supplying his or her own premises exclusively with light.

Sec. 16. That this charter, when accepted by those who hold a majority of the shares of the subscribed stock of this company, and from and after the passing of this act of incorporation, shall be valid and of full force, and no alteration or amendment shall be made thereto, without the concurrence of two-thirds of the shareholders and the officers and board of directors of said gas company,

Approved March 4, 1871.

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