at least ten shares of stock, and they shall constitute the board of managers, and have the direction and control of the business and affairs of the corporation; they shall adopt a common Powers and duseal, and have authority to appoint such subordinate officers and ties of board of agents as may be necessary for the business of the company, managers. allowing them such compensation as they may think reasonable, and may require any of them to give security for the faithful performance of their respective duties; they shall have autho rity to fix the rates of tolls on the canal, from time to time, not Rates of toll. exceeding the rates adopted by the canal commissioners, in the year one thousand eight hundred and fifty-six; and if they adopt special rates, no preference shall be given to any operator, or vendor, but said rates shall be uniform; and they may declare Dividends. dividends out of net profits actually realized, and establish such rules, regulations and by-laws, as they may think proper, for the By-laws. maintenance and management of the concerns of the corporation. SECTION 4. That the president and managers of the said com- Election of presipany shall be annually chosen, by ballot, by a plurality of the dent and manvotes of the stockholders present, in person, or by proxy, at an agers. election to be held in the borough of Wilkesbarre, on the third Wednesday in April, in each year; ten days' notice of the time Notice. and place of such meeting shall be given, by the president, or secretary, in at least two of the public papers printed in the borough of Wilkesbarre and city of Philadelphia; and the managers, for the time being, shall appoint two of the stockholders, not being members of the board, to be judges of the said election, How election to and to conduct the same; and the said judges shall decide upon be conducted. the qualification of voters, and when the election is closed, shall count the votes, and declare who has been elected; and the persons so elected, being first severally sworn, or affirmed, to perform their duties with fidelity, shall hold their office until their successors are chosen, and until the next election; the persons Present officers who, at the time of the passage of this act, shall fill the office of to act until president and managers of the Wyoming Canal Company, shall election. be invested with the powers, and exercise the duties, belonging to the board of managers of the new company authorized by this act; in case of the death, resignation, or removal from the state, Vacancies. borrow money. SECTION 5. That the said company shall have power to in- May increase crease their capital stock, by new issues and subscriptions, not capital stock or exceeding, in amount, eight hundred and fifty thousand dollars, in such manner and form as the board of managers may think proper, for the purpose of improving, repairing and enlarging their canal, the river dam at Nanticoke not to be raised higher Purposes of. than when in the use of the state authorities, or reducing the amount of their debt, or they may borrow money, not exceeding the said amount of eight hundred and fifty thousand dollars, for the said purposes, and may issue their bonds therefor, and Bonds and mortexecute a mortgage of their property and franchises, to secure gages. the payment of the same, with interest, and in such form and manner, and with such covenants, as the board of managers Authorized to may approve; they may loan money to operators, to be used in loan money for building boats to be used on said canal; but the said company certain objects. Prohibition. vileges. Proviso. Canal and bridges to be kept in good order. Authorized to shall not become transporters on the said canal, or on any railroad, and shall not own or work any mines, or buy and sell any mineral productions; they shall have power to loan money to Additional pri- individuals, or companies, to be used in constructing or purchasing branch canals and railroads to connect mines or quarries with the line of their canal: Provided, That such mines or quarries are not more than five miles distant therefrom; they shall maintain and keep the said canal, and all public and private bridges crossing the same, in good order and condition, and the said canal shall be and remain a public highway forever, for the use and enjoyment of all persons desiring to use the same, subject to the laws of the commonwealth, and to such rules and regulations as the board of managers are authorized to adopt. SECTION 6. That the said Wyoming Valley Canal Comissue bonds and pany shall have power, and are hereby authorized, to execute execute a mort- and issue, under their corporate seal, seven hundred and fifty gage therefor. bonds, for one thousand dollars each, payable on the fifteenth day of July, one thousand eight hundred and seventy-eight, and bearing interest at the rate of six per centum per annum, from the fifteenth day of January, one thousand eight hundred and sixty-three, payable semi-annually, and as security for the payment of the principal and interest of the said bonds, the said company shall execute and deliver, in trust, under its corporate seal, a mortgage of the same canal and property now embraced in the said mortgage, executed by the Wyoming Canal Company, and dated the twenty-fourth of June, Anno Domini one thousand eight hundred and fifty-eight, together with all other property, rights, liberties, privileges and franchises of the said the Wyoming Canal Company; which said mortgage shall be recorded in the counties in and through which the said canal is located and passes. To be used in payment of bonds of the Wyoming canal company, &c. Effect of. Consenting stockholders and bondholders not to be prejudiced by their acceptance of this act. SECTION 7. That the said bonds, authorized by the sixth seetion of this act, shall be delivered to the holders of the bonds of the Wyoming Canal Company, in lieu and payment thereof, and of the interest certificates attached thereto, falling due after the fifteenth of January, Anno Domini one thousand eight hundred and sixty-three; and upon the surrender and cancellation of two-thirds, in amount, of the bonds of the said last mentioned company, the trustees, named in the said mortgage, dated the twenty-fourth of June, Anno Domini one thousand eight hundred and fifty-eight, executed to secure the payment thereof, or the survivor of them, shall enter satisfaction on the record of the said mortgage, and the lien thereof shall thereupon be discharged, and forever extinguished, and the mortgage authorized by, and executed under, this act, shall be and remain the first lien on the premises therein mentioned and described. SECTION 8. That in case this act shall be accepted by twothirds of the stockholders, and the requisite number of the bondholders of the Wyoming Canal Company, as provided in the first section, and shall be carried into effect, if any stockholder, or bondholder, of the said the Wyoming Canal Company, shall thereafter refuse to consent to, and abide by, its provisions, and shall refuse to surrender his certificate of stock, or bonds, to be cancelled, according to the true intent and meaning of this act, the consenting stockholders and bondholders shall in no wise be prejudiced by their acceptance of this act, or by the cancellation of their said certificates of stock, or bonds, but the new certificates and bonds issued under the provisions of this act, New certificates shall be deemed and taken to represent their respective original and bonds to be rights, claims and demands, as against such dissenting stock- taken to repreholders and bondholders, so that in any judicial proceeding sent original against the said the Wyoming Canal Company, and in any dis- rights as against dissenting tribution of its effects, and settlement of its liabilities, the said stockholders. consenting stockholders and bondholders shall be considered as restored to their original rights and priorities as against such dissenting stockholders and bondholders, to whom no advantage Persons holding stock or bonds shall be given, or allowed, by reason of their said dissent, or in a fiduciary refusal to surrender their said certificates and bonds for cancelcapacity may lation, under this act; and all persons holding the stock, or consent. bonds, of the said the Wyoming Canal Company, in a fiduciary capacity, are hereby authorized to consent to, and abide by, the Claim of comprovisions of this act: Provided, That nothing herein shall re- creditors to lease the claim of the commonwealth, or the claims of other money in hands creditors, to any funds, or moneys, that may be in the hands of of receiver not the receiver of the Wyoming Canal Company. JOHN CESSNA, Speaker of the House of Representatives. Speaker of the Senate. APPROVED The third day of April, Anno Domini one thousand eight hundred and sixty-three. monwealth or of to be released. A. G. CURTIN. No. 276. An Act Relative to the house and grounds of the Sisters of Saint Joseph, at Chestnut Hill, in the Twenty-second ward of the city of Philadelphia. SECTION 1. Be it enacted by the Senate and House of Represen tatives of the Commonwealth of Pennsylvania in General Assembly met, and it is hereby enacted by the authority of the same. That the house and grounds of the Sisters of Saint Joseph, situated at Chestnut Hill, in the Twenty-second ward in the city of Philadelphia, be and the same are hereby exempted from all taxation, except taxes for state purposes. JOHN CESSNA, Speaker of the House of Representatives. Speaker of the Senate. APPROVED-The third day of April, Anno Domini one thou sand eight hundred and sixty-three. A. G. CURTIN. Number of No. 277. A Further Supplement To an act to incorporate the Germantown Passenger Railway Company, approved the twenty-first day of April, one thousand eight hundred and fifty-eight. SECTION 1. Be it enacted by the Senate and House of Represen tatives of the Commonwealth of Pennsylvania in General Assembly met, and it is hereby enacted by the authority of the same, That it shall and may be lawful for a majority of the stockholdboard of mana- ers of the Germantown Passenger Railway Company, and they gers may be reare hereby empowered, to reduce the number of their board of duced. managers, of said company, from nine to three, including the president; and if, at any future period, the stockholders desire to add to their number of managers, they may increase the same to any number, not exceeding twelve, including the president: Provided however, That such diminution, or increase, shall be made at a meeting of the stockholders, specially convened for such purpose, to be held at their usual place of business, after two weeks' notice, in one or more of the daily papers of the city of Philadelphia: And also provided, That such meeting shall be held at least one month before the second Monday in June, being the annual period for electing managers for said company. Proviso. Proviso. Managers authorized to sell a portion of their real estate. SECTION 2. That the managers of the said company are hereby authorized and empowered to sell and convey, either upon ground rent or in fee simple, or taking a mortgage for the whole or part of the consideration money, any portion of the real estate now owned by them, as the board of managers may deem it unnecessary for the said company to hold, for the use of the said railway; such sales to be made, either at public or private sale, and for such price, and upon such terms, as the board of managers may think fit. JOHN CESSNA, Speaker of the House of Representatives. GEORGE V. LAWRENCE, Speaker of the Senate. APPROVED-The third day of April, Anno Domini one thou sand eight hundred and sixty-three. No. 278. An Act To incorporate the Cooper Fire-Arms Manufacturing Company. SECTION 1. Be it enacted by the Senate and House of Represen tatives of the Commonwealth of Pennsylvania in General Assembly met, and it is hereby enacted by the authority of the same, That George W. Cass, Thomas M. Howe and James M. Cooper, Commissioners. of Allegheny county, or a majority of them, be and they are hereby appointed commissioners to open books, after having given not less than ten days' notice thereof, in at least one newspaper published in the city of Pittsburg, to receive subscriptions, and organize a company, under the name, style and title Style. of the Cooper Fire-Arms Manufacturing Company, and as such shall have power to take and hold lands, and real estate, in the Authorized to county of Allegheny, not exceeding, in quantity, at any one hold real estate time, five acres, and to erect thereupon such building, et cetera, and erect buildings. as may be necessary to carry out the objects of the corporation to manufacture Cooper's patent revolving pistols, and such Objects. other fire-arms, and implements connected therewith, as may be deemed necessary, and to vend the same. SECTION 2. That the capital stock of said company shall Capital stock. be two hundred and fifty thousand dollars, divided into ten thousand shares, of twenty-five dollars each; and the said company is hereby declared and made capable in law to sue and be sue, implead and be impleaded; to have a common seal, and Seal. the same to alter at pleasure; to sell and convey their real estate, and to purchase, hold and sell such personal property as Privileges. may be necessary to promote the objects of the corporation. SECTION 3. That the affairs of said company shall be man- Management. aged by a board of not less than five, nor more than nine, directors, one of whom shall be president, who shall be chosen by the stockholders; the first election shall be held within sixty Election of didays after this act shall take effect, of which election public rectors. notice shall be given, at least two weeks, in one newspaper, published in the city of Pittsburg, and subsequent elections at such time and place, annually, as the directors shall determine, of which the same notice shall be given; all elections shall be by ballot, and every share of stock, and the required Votes. instalments paid in, shall entitle the holder to one vote, in person or by proxy: Provided, That in case of failure to hold an Former direcelection, under this act, the former directors shall continue in tors to act in office until their successors be duly elected; and in case of re- case of failure signation, or death, of the president, or any director, the remaining directors shall elect a person to serve until the next annual election to elect. SECTION 4. That the stock of said company shall be trans- Stock transferferable, agreeably to the by-laws which may be adopted by able. the directors, and that dividends may be declared, and paid, whenever the directors deem it advisable, but said dividends Dividends. |