Right to cross or connect with May erect wharves. Capital stock. west along, adjacent or near the said bay of Pensacola, to and through, where necessary, the towns of Woolsey, Warrington and Barrancas, the termini thereof to be at such point as the company may select on the bay of Pensacola, near or below the Pensacola Navy Yard; said termini may extend into the bay of Pensacola to a depth of twenty-four (24) feet water upon such wharves as the company may erect for the business of the road, and the safety and convenience of its business and the public; said company to have the right to cross, intersect or connect by switch or otherwise with any other railroad loother railroads. cated or to be located in the county of Escambia, also to erect, construct and manage, at any and all suitable points between the point of commencement and termini of said road on said bay of Pensacola, either within or outside of the city or town limits of the city of Pensacola, such wharf or wharves, with a wharf front not exceeding two hundred (200) feet for each wharf, to a depth of water not exceeding twenty-four (24) feet, as the said company may find to be to its interest to erect. with suitable railroad connections or side-tracks connecting with the main road or track of the company. The capital stock of said company shall not exceed two million dollars. They, by the name aforesaid, may have and use a common seal, sue and be sued, plead and be impleaded, in all and every court of justice, whether of law or equity, pass such by-laws, rules and regulations, and ordinances, for the organization, management and good government of the company, as to them may seem proper, and generally to have and exercise all and every the rights, privileges and powers incident to a corporation or body politic, and they shall only be responsible for the amount of their subscription to the stock of the said company, and no more liability shall appertain or attach to any stockholder of this company. The said company may raise money to build said road, and is authorized to negotiate loans by mortgage or otherwise, by power of sale by mortgage, in accordance with the terms prescribed in the mortgage, in the event of a forfeiture of the mortgage, any laws to the contrary notwithstanding. The capital stock of the company shall be divided into shares of one hundred dollars each. The officers of said company shall consist of a president and seven directors, a secretary and treasurer, who shall be elected annually by the stockholders; all other officers, employees and servants of the company shall be appointed in accordance with the bylaws or laws of the company. The corporators in this act shall First election. hold the first election of the company within thirty days from the passage of this act, and the board of directors so chosen shall perform all the duties of the board of direction and the powers of this act, until the next annual election, and all offi. cers of the company shall hold their offices until their successors are chosen. In case of any failure to elect at the proper time, no meeting of the stockholders shall be called, except upon the order of three-fourths of the board of direction. May raise money by mortgage or otherwise. President and directors. Whenever a vacancy occurs in the board of direction the pres- Vacancies. ident shall fill said vacancy. Said company may purchase, or May purchase, lease, or rent real or personal property, and may sell, mort- sell, &c., real gage, lease or rent the same, or any part thereof, and said company may make any and all contracts for its business and operations. (a) estate. SEC. 2. Said president and directors shall have power to re- Instalments on quire the stockholders of said company to pay instalments on subscriptions. their respective subscriptions for stock, until the same are fully paid; and upon failure of any stockholder to pay any instalment within thirty days after a demand shall have been made upon him by a duly authorized agent of said company, his stock and all payments made heretofore thereon shall be deemed and taken to be forfeited to the company, at the option of the president and directors, who may, however, if they see fit, waive such forfeiture, and sue for said instalment, and obtain judgment and execution therefor. (a) vested in the cannot agree. SEC. 3. The rights of eminent domain are hereby vested in Rights of emisaid company for the purpose of executing the powers in this nent domain act conferred. And when the owner is an infant, non-resident, company. non compcs mentis, or in any wise incapable or unable to manHow to proceed age or attend to his or her or their own affairs, or is a corpora- when owner tion, an association or trustee, then it shall be lawful for the and company president of said company to apply to the Sheriff of the county of Escambia, in which the land or other property may be situated, who shall summon a jury of seven disinterested freeholders, a majority of whom shall be authorized to assess the damages, and return their award or judgment to the next term of the Circuit Court of Escambia county, which award shall be entered by the clerk as the judgment of the court, and execution shall issue thereon as upon any other judgment: Provided, always, That if either party shall, upon the return thereof, be dissatisfied, they may, upon filing bond with good and sufficient security, to be approved by the Judge of the Circuit Court for such sum as said judge may order, be allowed an appeal to the next term of the Circuit Court, when said case shall stand for trial de novo: Provided, also, Thirty days' notice shall have been given to the opposite party, issued by the clerk of the court, and served by the sheriff; and in no case shall proceedings under this section so operate as to delay the progress of the work on said railroad, or the operations of the company, or its business. (a) SEC. 4. The persons summoned as aforesaid shall, before pro- Jurors to be ceeding to discharge of the duties herein required, take an oath sworn. or affirmation, which the sheriff is hereby authorized to administer, to the effect that they will well and truly inquire into and to the best of their judgment assess the damages accruing to the owners or owner of the property, and the property so condemned and estimated as aforesaid shall become the prop (a) Sec. 1, 2 and 3, Chap. 1773, Act of 1870. Persons willfully injuring or ble to forfeiture, fine and erty of said company, upon payment of the damages assessed under this act. That in case any person shall wilfully injure or obstruct in any degree the road or other property of said obstructing lia- company, he or they shall forfeit and pay to said company, as damages, five times the value of the injury or trespass sustained imprisonment. by the company, to be recovered by suit at law, and moreover be liable to indictment therefor, and upon conviction shall be punished by fine or imprisonment, or both, at the discretion of the court, with or without hard labor, and according to the enormity and magnitude of the offence or act committed. (b) Fares. SEC. 5. Said company may levy and collect such sums of money, toll or charges as they may determine for transporting persons and property, wharfage and transacting business, and Sale of property may sell any and all property which has been received or for freight. earned by said company, for the freight and charges thereon, after thirty days, upon posting notice of said sale at the office. of the company, and by publishing the same once a week for four weeks in some newspaper published in the city of Pensacola. May connect (b) SEC. 6. Said company may extend their railroad to any point with any road in Escambia county, or connect with any railroad in West in West Florida Florida. (b) This a public act. Repeal. SEC. 7. This act shall be held and deemed to be a public act, and shall be taken judicial cognizance of and treated as all public laws; and that all laws and parts of laws conflicting with this act be and they are hereby repealed. (b) Commissioners PENSACOLA AND GEORGIA, JACKSONVILLE AND PENSACOLA AND SECTION 1. Owen M. Avery, H. F. Ingraham, Henry Hyer, W. H. Chase, B. D. Wright, Walker Anderson and Joseph Sierra, of Pensacola; Joseph Forsyth, L. N. Amos, William to open books. J. Keyser, L. M. Attaway, James M. Landrum and John Chain, of Santa Rosa county; D. G. McLane, John Morrison, James McLane, Giles Bowers and J. W. Bowers, of Walton county; A. Gillis, T. Jones, C. Broxson and D. Fennell, of Holmes county; Nicholas A. Long, Thomas M. White, George F. Baltzell, James J. Pittman, Benjamin Wynn, John Roulhac, William McNeally and James L. G. Baker, of Jackson county, be and they are hereby constituted commissioners to open books and receive subscriptions for stock in a railroad to be constructed from the city of Pensacola, or any other point or points on the waters of the Pensacola bay, in Florida, and running thence in an eastwardly direction to the western or south (b) Secs. 4, 5, 6 and 7, Chap. 1773, Act of 1870. ern boundary line of the State of Georgia, any three of whom may open books at such times and places as they may think proper, upon giving not less than twenty days' notice thereof, and shall keep the same open until the whole capital stock is subscribed. (a) SEC. 2. The capital stock of said company may be one mil- Capital stock. lion five hundred thousand dollars, with the privilege of increasing it, if necessary, to three million five hundred thousand dollars, divided into such number of shares as a majority of the board of directors may determine. (a) SEC. 3. Said railroad shall extend from the city of Pensacola, Termini. or any other point or points on the waters of the Pensacola bay, running eastwardly, to some point on the boundary line between the States of Florida and Georgia, to be determined by a majority of the board of directors of said company. (a) SEC. 4. As soon as five hundred thousand dollars shall have Name of combeen subscribed to the capital stock of said company, the sub-pany and corporate powers. scribers of said stock, their successors and assigns, shall be and they are hereby declared to be a body corporate by the name and style of the "Pensacola and Georgia Railroad Company," and by said corporate name shall be capable in law of purchasing, holding, leasing, selling and conveying real, personal and mixed property as may be necessary for the purpose of this incorporation; may sue and be sued, make contracts, pass by-laws and do all [lawful] acts properly incident to a corporation or necessary and proper for the transaction of the business for which it is incorporated, and to have and use a common seal, and the same to alter and destroy at pleasure: Provided, That this shall not confer upon said company the Banking pro privilege of banking. (a) hibited. SEC. 5. As soon as five hundred thousand dollars shall have Directors, how been subscribed, any three of the Commissioners hereby ap-term of office. elected and pointed shall call a meeting of the subscribers at such times and places as they may appoint, and at such meeting the said subscribers, or a majority of them in value, shall elect by ballot nine directors to manage the affairs of said company; and at such and all future elections, each stockholder shall be entitled to one vote for each share [which] he or she may hold, and may vote in person or by proxy, in writing; and the directors thus chosen shall continue in office for one year, and until others are duly elected in their place; and an annual election of directors shall thereafter be held by the said company at such times and places as may be provided for by the by-laws of the company. (a) SEC. 6. The said directors shall elect one of their number to To elect President and ap. be president of said company, and may appoint all such officers, point officers. engineers, agents, or servants whatsoever, as they may deem necessary, dismiss them at pleasure, may fill any vacancies Vacancies. that may occur in the office of director before the expiration (a) Secs. 1, 2, 3, 4 and 5, Chap. 484, Act of Jan. 8, 1853. Power of removal. May borrow money. Board of Directors. may be made. of the year for which they are elected, and all other vacancies in office in like manner, may determine the compensation of all persons in the employ of said company, and a majority of them shall have power to call meetings of stockholders at any time, or any number of stockholders having a majority of shares may call meetings, and shall have the power to remove the president or any directors, to fill all vacancies occasioned by removals, at pleasure; and said directors are further empowered to pass all by-laws which they may deem necessary and proper for exercising all the powers vested in this company, for carrying into effect the object of this act: Provided, only, That such by-laws shall not be contrary to the laws of this State or of the United States; and said directors, or a majority of them, are empowered to borrow money to carry into effect the object of this act, to issue certificates or other evidences of such loan, and to pledge the property of said company for the payment of the same, with the interest. (b) SEC. 7. A majority of the directors shall constitute a board for the transaction of business, of whom the president shall be one, save in case of sickness, or other unavoidable cause of absence, when his place may be filled pro tempore by the board from one or its own members. The board of directors may call for instalments on each share of stock in such amount and at such time as they may deem necessary for the interest of the company; and any and all stockholders failing to pay any instalment so called for within thirty days after the time designated in such call for payment, shall forever forfeit his stock in said company, and all instalments paid thereon; and the stock so forfeited shall vest in and become the property of said company, to be disposed of as the board of directors thereof shall determine. (b) SEC. 8. Payment of the subscription to the stock in said How payments railroad may be made in materials, labor, provisions, and all and everything necessary for the construction of said road, which the board of directors may, at their discretion, deem expedient to accept, and that certificates of stock shall be issued to the stockholders, according as it is paid in, which certificates shall be transferable on the books of the company only, and by personal entry of the stockholder or his legal attorney or agent, duly authorized in writing for that purpose. (b) Company may SEC. 9. The president and directors of said company are hereby authorized to contract for and receive conveyances of lands, stone, lumber and wood which may be necessary or required in the construction of said railroad; and when the owner and company cannot agree upon the price, or when the Damages how assessed when owner is an infant, non-resident, or non compos mentis, then it price cannot be shall be lawful for the president and directors of said company to apply to the sheriff of the county in which said land or agreed on. (b) Secs. 6, 7 and 8, Chap. 484, Act of Jan. 8, 1853. |