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authorize the proceeds of the existing subscription made prior to the passage of this act, to the capital stock of the New York and Boston Railroad Company, under its charter from this state, to be paid out for any debts or liabilities of any kind, incurred by said railroad companies prior to their merger with said New York and Boston Railroad Company; and provided, that there shall be at least four directors of said united company or corporation, residents of this state.
This resolution shall take effect from and after its passage.
INCORPORATING THE NEW YORK AND HARTFORD RAILROAD COMPANY.
Resolved by this Assembly, Sec. 1. That Tracy Peck, Seth Thomas, Lucius Bradley, Edward Hooker, William L. Cowles, Milo Hoadley, R. H. Hotchkiss, Charles H. Webb, Elijah Cowles, Abner Bidwell, Chauncey Boardman, Orsamus Allen, George W. Bartholomew, Elisha C. Brewster, Elias Ingraham, George Mitchell, Egbert Cowles, Timothy Cowles, John T. Norton, Samuel Deming, Giles Stillman, Sidney Wadsworth, Timothy Porter and Henry Mygatt, with such other persons as shall associate with them for that purpose, are constituted a body politic and corporate, by the name of The New York and Hartford Railroad Company; by which name they are empowered to sue and may be sued, may plead and be impleaded in any court in this state; and may make and have a common seal, and the same break, alter or renew at pleasure; and the company is hereby vested with all powers, privileges and immunities which are or may be necessary to carry into effect the purposes and objects of this act, as herein after set forth. And said company is hereby authorized and empowered to locate, construct and finally complete a single, double or treble railroad or way from some suitable point in the city of Hartford, in a westerly direction, through or near the towns of Wethersfield, Farmington, Berlin to Plainville, Bristol, Plymouth, Watertown, Waterbury, Woodbury, Southbury, Middlebury, Roxbury, New Milford, Newtown, Brookfield to Danbury and Ridgefield, to the west line of this state, in such route as shall be deemed most expedient,--and to transport, take and carry property and persons upon said railroad or way, by the power and force of steam, of animals, or of any mechanical or other pow. er, or of any.combination of them which said company may choose to apply.
And for the purpose of constructing said railroad or way, the said company is hereby authorized to lay out their road, not exceeding six rods wide through the whole length; and for the purposes of cutting and embankments, and for the purpose of necessary turnouts, and for obtaining stone and gravel, may take as much more land as may be necessary for the proper construction and security of said road; with permission also to make any lawful contract with any other railroad corporation in relation to the bnsiness of said company, and particularly with any company that may be incorporated for the continuance of said road from its western terininus within the state of New York. Provided, that all daniages that may be occasioned to any person or corporation by the taking of any such land or materials aforesaid, for the purpose aforesaid, shall be paid for by said company in manner herein after provided.
SEC. 2.' That the capital stock of said company shall be two millions of dollars, with the privilege of increasing the same to three millions of dollars, and to be divided into shares of one hundred dollars each, which shares shall be deemed personal property, and be transferred in such manner and at such places as the by-laws of said company shall di
And said company may organize and commence operations under this charter whenever fifteen thousand shares shall have been subscribed by bona fide subscribers, to the acceptance of the commissioners on said railroad.
SEC. 3. That the persons named in the first section hereof, or a majority of them, shall open books to receive subscriptions to the capital stock of said company, at such times and places as they, or a majority of them, may appoint, and shall give such notice of the times and places of opening said books as they may deem reasonable, and shall receive said subscriptions under such regulations as they may adopt for the purpose. And if more than twenty thousand shares of stock shall be subscribed, they shall have the power to make the shares so subscribed the capital stock of the company; provided they shall not exceed thirty thousand shares; and in case they shall exceed thirty thousand shares, the same shall be reduced and apportioned in such manner as may be deemed most beneficial to the corporation.
Sec. 4. That the immediate government and direction of the affairs of the company shall be vested in a board of nine directors, who shall be chosen by the stockholders of said company, in the manner herein after provided, and shall hold their offices until others are duly elected and qualified to take their places as directors. And the said directors (four of whom, the president being one, shall be a quorum for the transaction of business) shall elect one of their number to be president of the board, who shall also be president of said company; they shall also choose a clerk, who shall be sworn to a faithful discharge of his duty, and a treasurer, who shall give bonds with surety to said company, in such sum as the said directors may require, for the faithful discharge of his trust.
SEC. 5. That the persons authorized by the third section of this act to open the books for subscriptions to the capital stock, are hereby authorized, after the books of subscription to the capital stock of said company are closed, to call the first meeting of the stockholders of said company in such way and at such time and place as they may appoint, for the choice of directors of said company. And in all meetings of the stockholders of said company, each share shall entitle the holder thereof to one vote; which vote may be given by said stockholder in person or by law. ful proxy. And the annual meeting of the stockholders of said company, for the choice of directors, shall be holden at such time and place and upon such notice as the said company in their by-laws may prescribe.
Sec. 6. That in case it shall so happen that an election of directors shall not be made on the day appointed by the by-laws of said company,
said company shall not for that canse be deemed to be dissolved, but snch election may be holden on any day, which shall be appointed by the directors of said company. And said directors shall have power to fill any vacancy which may occur by death, resignation or otherwise.
Sec. 7. That the directors shall have full power to make and prescribe such by-laws, rules and regulations as they shall deem needful and proper, touching the disposition and management of the stock, property, estate and effects of the company, (not contrary to this charter, or the laws of this state or of the United States,) the transfer of shares, the duties and conduct of their officers and their servants; touching the election and meeting of the directors, and all matters whatsoever which may appertain to the concerns of said company. Said company is also hereby empowered to purchase, receive and hold such real estate as may be necessary and convenient in accomplishing the object for which this incorporation is granted; and may by their agents, surveyors, engineers and servants, enter upon such route or places, (to be designated by the directors and approved by three commissioners, to be appointed by the general assembly for that purpose, who shall have no interest in said railroad) after such notice given as the commissioners shall deem reasonable, to the persons whose lands may have been taken, and after hearing all objections which may by such persons be made to the location proposed by said directors as to the location, line or course whereon to construct said road. And it shall be lawful for said company to enter upon and use all such lands and real estate as may be necessary for them, in the manner and for the purposes set forth in the first section hereof: and said company shall be holden to pay all damages that may arise to any person or persons : and if the person or persons to whom damage may so arise and said company cannot agree as to the amount of such damages, it shall be the duty of said company to apply to the superior court of the county in which the real estate damaged may be situated, and to cause notice to be given to the adverse party of such application, and therenpon said superior court shall appoint three disinterested and judicious freeholders to assess the amount of such damages; and said freeholders, after being sworn, shall give notice to the parties of the time and place of their meeting on the business of their appointment, at which time and place they shall proceed to hear the parties and to inquire into the extent of the damages, and shall assess just damages to the person or persons whose real estate may be taken or injured, which assessment shall be in writing, under the hands of said freeholders, and the same shall be returned to the clerk of said superior court, who shall record it; and when so returned and recorded, such assessment shall have the effect of a judgment, and execution may issue at the end of sixty days from the time when such assessment shall be so returned in favor of the persons respectively to whom damages may be assessed for the amount so to them assessed. Provided, that said railroad shall not be worked upon or opened across the lands of any person until the damages assessed to such person shall have been paid or secured to be paid to his satisfaction, and that the said damages shall be so paid or deposited with the treasurer of the county within sixty days after the same shall have been finally determined; provided also, that it shall not be necessary in order to the location of said road by the directors, and the approval thereof by the commissioners, that the width thereof shall be definitely established by said directors or commissioners previous to said location; but before the damages shall be assessed to any landholder by the said appraisers, the width of said road shall be definitely fixed and established by said directors, over and across the land so taken, upon one or both sides of the line of the road so located. And said company may at any time before the completion of said road, alter and change any part of the location thereof, or discontinue such part thereof as in their opinion convenience or necessity may require to be changed or discontinued, subject to the approval of the commissioners on said road and the other requirements of said charter. Provided further, that in case the persons required by this section to be notified, shall have no place of residence in this state known to the occupant of the land over which said road passes, or to any of the directors or commissioners of said company, then a notice published for six weeks successively in two newspapers printed in Hartford, stating what proceedings are intended by said company to be instituted, shalĩ be sufficient notice to such non-resident landholder.
And when the place of residence of any such landholder is not thus unknown, but is out of this state, then a duplicate original notice, or a true and attested copy of the original notice, deposited in the post office, post paid, directed to such person eight weeks before the hearing is to be had, shall be sufficient notice according to said charter; or any judge may give an order of notice, as in case of a bill in equity, in any of the cases aforesaid.
SEO. 8. That when the lands or other property or estate of any femecovert, infant or person non compos mentis, shall be needed for the construction of said railroad, said lands may be taken, notice being given to the husband of snch feme-covert and the guardian of such infant or person non compos mentis, and the said husband and said guardian may respectively, after payment of the damages assessed as aforesaid, release all such damages for any lands or estate taken and appropriated as aforesaid, as they inight do if the same were holden in their own right respectively.
Sec. 9. That said company is hereby authorized to construct, erect, build, make and use a single, double or treble railway or road of suitable width and dimensions, to be determined by the directors of said company, on the line or course by them designated, and shall have power to regulate the time and manner in which goods and passengers shall be transported, taken and carried on the same, and shall have power to erect and maintain toll houses and other buildings for the accommodation of their concerns, as they may deem suitable for their interests. Provided, that the commissioners on said railroad, within three days after approving the route thereof within the city of Hartford, shall lodge with the clerk of the city a written description of the route so approved by them within the limits of said city, which shall be and remain the ronte of said railroad, unless within thirty days after said description is so lodged with such clerk, said city, at a city meeting legally warned for that purpose, shall appeal from the doings of said commissioners to a judge of the superior court, who, npon a hearing of said city and railroad company shall have power to set aside the aforesaid doings of said commissioners, in case said city is aggrieved thereby. And in case said judge upon such hearing shall not set aside said doings of said commissioners, the route so approved by them shall be and remain the route of said railroad; and in case said judge shall set aside said doings of said commissioners, the route of said railroad within said city shall be designated and approved anew, in the manner prescribed in said charter, with the same right of appeal. Provided further, that after said route of said railroad shall have been finally established as aforesaid, said corporation shall construct that part of said road within the limits of said city, under the direction of the court of common council of said city. And steam power shall not be used on any part of said road within said city without the permission of, and upon such terms and conditions, and under such regulations as the mayor, aldermen, common conncil and freemen of said city shall prescribe.
Sec. 10. That whenever it shall be necessary for the construction of their single, double or treble railroad or way to intersect or cross any stream of water or water-course, or any road, highway, railroad or canal, it shall be lawful for said company to construct said railroad across or upon the same; but the said company shall restore the said stream or water-course, or road, highway, railroad or canal thus intersected to its former state or in sufficient manner not to impair its usefulness. And in all cases where any road or public highway is so located that such railroad cannot be judiciously laid out and constructed across or upon the same without interfering there with, in such case or cases said corporation may, by their engineer, cause such road or roads to be changed or altered in such manner that said railroad may be made on the best site of ground for that purpose ; provided said corporation shall put said road in as good repair as at the time of changing or altering the same. And said corporation may apply to any judge of the superior court, who may by law judge between the parties, who, after notice given may appoint three disinterested persons to determine whether said corporation have complied with the provisions aforesaid; and if approved by them, their decision shall be final. Provided, that where the owner or owners of any stream of water, watercourse, road, highway or canal, shall sustain essential damage from such interference, the person or persons sustaining such damage shall have the benefit of the provisions of the seventh section of this act, for the assessment and recovery of such damages. And whenever any road, street or way shall hereafter be laid out across said railroad, said company shall build and maintain a good and substantial bridge, viaduct or crossing, over, under or upon said railroad, (as the grade may require,) for the accommodation of travel on such road, street or way, to the approval, if within a city, of its common council, or if withont a city, of three disinterested persons appointed as above. Provided further, that said Hartford and New York Railroad Company in constructing their said railroad across or upon any other railroad or canal, shall not change or in anywise alter either the grade or line of the same, nor in any way enter upon, use or cross such railroad or canal, without first paying to said railroad or canal company such portion of the expense of constructing so nich of said road or canal as shall be required by said Hartford and New York Company, and also such damage as said railroad or canal company may sustain by reason of the construction of said Hartford and New York railroad in manner aforesaid, to be ascertained in all respects in the same manner as is provided by the seventh section of this act.
Sec. 11. That it shall be lawful for the company hereby incorporated, from time to time, to fix, regulate and receive the tolls and charges by