said company shall not for that cause be deemed to be dissolved, but such 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 said 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 meetings of the directors, and all matters whatsoever which may appertain to the concerns of said company. Said company is also hereby empowered to purchase and hold, and use, anywhere upon the line of said road, or otherwise, materials, engines, cars and other necessary things, in the name of said corporation, for the use of said railroad, and for the transportation of persons, goods and merchandise; and 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 as may be designated by the directors; and when so surveyed, the same shall be approved by the railroad commissioners, but prior to said approval said commissioners shall give such notice as they shall deem reasonable to the persons whose lands may have been taken, to enable them to present objections which they may think proper to make to such location of such road.

SEC. 8. Said corporation shall have all the powers, and shall be subject to all the liabilities and restrictions conferred or imposed upon railroad companies, as prescribed by the general statutes of this state in the revision of 1866, in relation to railroads.

SEC. 9. Said company is hereby empowered to make any lawful contract with any other railroad or railroads now in existence, or which may hereafter be created and constructed in or out of this state, with which railroad or railroads said company's track may connect, in relation to the business and property of the same; and may take a lease or leases of any such railroad or railroads, or may lease their railroad to or make joint stock with any such connecting railroad or railroads.

SEC. 10. That whenever the land or estate of any person, or of any feme covert, infant, person non compos mentis, cestui que trust, or person out of this state, shall be required for the purposes of said railroad, the notice to be given to such persons of a proposed laying out of said railroad, or location thereof upon said land or estate, or of an application by said company for the appointment of appraisers, or of an appraisal of said land or estate, may be such reasonable notice as shall be presc. ribed and ordered by some judge of the superior court, as prescribed by section four hundred and seventy-five of the general statutes, revision of 1866, page one hundred and eighty-seven. And such notice, duly given in the manner so prescribed by such judge, shall be deemed sufficient notice to such persons. The husband of any such feme covert, the guardian of any such infant, the trustee of any such cestui que trust, and the conservator of any such person non compos mentis, respectively, may, in behalf of that person, release all damages for any lands or estate

taken as aforesaid, as effectually as they might respectively do if the same were holden in their own right respectively. Provided, that if said corporation shall locate and construct their said railroad or way over, through or upon any vein, deposit or bed of iron ore, such location and construction shall not deprive the proprietors thereof of the right to dig, excavate and take away such ore, under such restrictions and regulations as may be prescribed by the general railroad commissioners.

SEC. 11. If said corporation shall not expend the sum of one hundred thousand dollars upon said railroad within three years from the passage of this act, or if they shall not construct said railroad and put the same in operation within five years from the passage of this act, then this act shall be null and void.

SEC. 12. This act may be altered, amended, or repealed at the pleasure of the general assembly.

Approved, June 20th, 1866.

[Vol. V, 370, 498, 503, 620, 627, 655.]

Amending the Charter of the Fair Haven and Westville Railroad Company.

Resolved by this Assembly, That the charter of the Fair Haven and Westville Railroad Company be, and the same is hereby so amended, as that said corporation be, and hereby is authorized to collect and receive six cents fare, in lieu of five cents, in all cases as heretofore authorized by the charter of said company, and that no additional charge shall be made by said company in consequence of any state or federal tax that has been or may be laid.

Approved, June 20th, 1866.

Incorporating the Hydraulic Tube Drawing Company.

Resolved by this Assembly:-SEC. 1. That Nathaniel Wheeler, O. F. Winchester, James Wilson, George W. Bacon, and Henry A. Chapin, with all others who may hereafter be associated with them, and their successors and assigns, be, and they are hereby constituted a body politic and corporate, by the name of the Hydraulic Tube Drawing Company, to be located in the town of Bridgeport, in the county of Fairfield, for the purpose of drawing seamless tubes by hydraulic pressure, and manufacturing other articles and goods composed of metal or wood, or of which metal or wood is a constituent part, and to do such other things as are incidental to or necessary in the prosecution of such business, and for mercantile purposes; and by that name they and their successors and assigns shall be, and they hereby are, authorized and empowered to purchase, take, hold, occupy, possess, and enjoy to them, their successors and assigns, any letters patent or patent rights, and any goods, chattels, and effects of whatever kind they may be, the better to enable them to carry on such business to advantage; also to purchase, lease, take, hold, occupy, possess, and enjoy, to them, their successors and assigns, any

lands, tenements, and hereditaments which shall be necessary for the views and purposes of the said corporation, and the same or any part thereof to sell, lease and dispose of at pleasure; also to sue and be sued, plead and be impleaded, defend and be defended, answer and be answered unto, in any court of record or elsewhere; also to make and establish such by-laws, rules, and regulations as they shall deem expedient for the better management of the concerns of said corporation, and the same to alter and repeal: provided always, that such by-laws, rules, and regulations be not inconsistent with the laws of this state or the United States. And said corporation may adopt and use a common seal, and may alter the same at their pleasure.

Sec: 2. The capital stock of said corporation shall be two hundred thousand dollars, with liberty to increase the same from time to time, to ån amount not exceeding in the whole the sum of six hundred thousand dollars; and such increase or addition shall not be made, unless ordered or approved by a vote of the stockholders, at an annual meeting, or at a meeting specially warned for that purpose. The shares of said capital stock shall be twenty-five dollars each, and shall be deemed personal property, and be transferable only on the books of said corporation, in such form as the by-laws thereof shall prescribe; and said corporation shall, at all times, have a lien on all the stock and property of its members invested therein, for all debts due from them to said corporation. And said corporation may organize, go into operation and commence business whenever and as soon as two hundred thousand dollars of said stock shall be subscribed for.

SEC. 3. The stock, property, affairs, and business of said corporation shall be under the care of, and managed by, not less than three nor more than seven directors, one of whom shall, by said directors, be appointed president, who shall hold their offices for one year, and until others are chosen in their stead; said directors shall be stockholders, and shall be choosen annually by the stockholders at such time and place as shall be provided by the by-laws of said corporation. A majority of said directors shall, in all cases, when met in conformity with the by-laws, constitute a quorum for the transaction of business; and a majority of the stockholders present at any legal meeting, shall be capable of transacting the business of such meeting, and at all meetings of the stockholders each share of stock shall entitle the holder thereof to one vote, which vote may be given by said stockholder in person or by lawful proxy. The first meeting of the corporation hereby formed may be called by any two of the corporators named in the first section of this act, at such time and place, and upon giving such notice of such meeting as they shall deem reasonable and proper.

.

SEC. 4. The directors, for the time being, or a majority of them, shall have power to fill any vacancy in their board which may happen by death, resignation or otherwise, for the then current year; and a majority of the directors, when met in conformity with the by-laws, shall have power to appoint and employ from time to time a secretary, treasurer, and such other officers as the by-laws of the corporation shall prescribe, who shall hold their offices until others shall be chosen in their stead; and said directors may employ all such agents, mechanics, and laborers, as they may think proper for the transaction and management of the business

and affairs of said corporation; and may require said secretary, treasurer, and other officers and agents to give such security, by bond or otherwise, for the faithful discharge of their trusts and duties, as said directors shall deem proper. And said directors shall and may, as often as the interests of the stockholders shall require, and the affairs of the corporation will permit, declare a dividend or dividends of the profits on each share, which shall be paid by the treasurer of said corporation.

SEC. 5. If it shall so happen that any annual meeting which may be required by the by-laws of said corporation, shall not be held at the time fixed for the same, or that an election of directors shall not be made on any day provided by the by-laws for such election, said corporation shall not for such cause be deemed to be dissolved; but such annual meeting, and such election of directors, may be held on any day thereafter, which the directors may appoint in conformity with the by-laws.

SEC. 6. The books of said corporation containing their accounts shall, at all reasonable times, be open for the inspection of the stockholders of said corporation. And as often as once in each year a statement of the accounts of said company shall be made, by order of the president or directors; and such statement shall, at all reasonable times, be exhibited to any creditor of said corporation, who shall apply to see the

same.

SEC. 7. The directors may call in the subscriptions to the capital stock, by installments, in such proportions and at such times and places as they shall deem proper, giving such notice thereof as the by-laws and regulations of said corporation shall prescribe. And in case any stockholder shall neglect or refuse payment of such installment or installments for the period of sixty days after he, she or they have been notified thereof, the stock of such negligent stockholder or stockholders, or so much thereof as shall be necessary, shall be sold by the directors at public auction, giving at least thirty days notice thereof, in some newspaper published in the town of Bridgeport, and the proceeds of such sale shall be first applied in payment of the installments called for, and the expenses attending the call and sale, and the residue shall be refunded to the owner thereof. And such sale shall entitle the purchaser to all the rights of a stockholder, to the extent of the shares so bought. And nothing in this act shall be construed to authorize or empower said corporation to use their funds for banking purposes.

SEC. 8. The said corporation shall, within the period of three months next after the same shall become organized, make and lodge with the secretary of this state, a certificate, setting forth the whole amount of capital stock subscribed for, and the amount of the same actually paid in, the names of the stockholders, and the number of shares held by each; which certificate shall be signed by the president and secretary, of said corporation, and verified by their oaths; and within three months after any subsequent installment of said capital stock, or of any increase thereof, shall have been paid in, a like certificate shall be made and lodged as aforesaid. And no part of the capital stock, thus paid in and certified, shall be withdrawn so as to reduce the same below the amount stated in said certificates; and if, without the consent of the general assembly, any part of the capital stock paid in and certified as aforesaid, shall be withdrawn before the payment of all the debts of the corpora

tion, for which such stock would have been liable, the directors who shall order, cause, or allow such withdrawal or reduction of capital, in the event of the insolvency of the corporation in consequence thereof, shall be liable, jointly and severally, as traders in company, for all debts owing by said corporation at the time of or subsequently to the reduction or diminution of the capital as aforesaid.

SEC. 9. This act shall be subject to be altered, amended, or repealed, at the pleasure of the general assembly. Approved, June 20th, 1866.

[Vol. V, 188, 398, 436, 620, 760.]

Amending the Charter of the Borough of Winsted.

Resolved by this Assembly, That the resolution passed by the general assembly at its May session in 1861, approved June nineteenth, 1861, authorizing the warden and burgesses of the borough of Winsted to elect a street commissioner for said borough, be and the same is hereby altered and amended by erasing the words "the first Monday in May last," after the word "from," in the fourth line of said resolution, and by inserting in lieu thereof the words, " and after his election."

Approved, June 20th, 1866.

Amending the Charter of the Borough of Winsted.

Resolved by this Assembly, That the fourteenth section of the charter of the borough of Winsted be so altered and amended as to read as follows, to wit:

"SEC. 14. The warden and burgesses shall have power within said borough to lay out, establish, build and construct, in such manner and of such materials, as they may deem proper, sidewalks and cross-walks upon any highway, turnpike or public street, as they shall deem the public convenience to require; and to repair, alter and discontinue any sidewalk or cross-walk, or any part or portion of any sidewalk or crosswalk, so laid out and established by them; and the expense of building, constructing, altering and repairing the same, shall be paid by the borough, or by the assessment of benefits on those persons especially benefited thereby, which benefits shall be assessed, collected and paid in the manner contemplated in section thirteenth of said charter, as the warden and burgesses may deem just and reasonable, which assessments the persons so assessed shall be bound to pay; but any person aggrieved by any assessment, made as aforesaid, shall, nevertheless, have the right of appeal, and to apply to a judge of the superior court, for a reassessment, as is provided in the sixteenth section of said charter, and proceed in the same manner; and the judge to whom the application shall be made, shall have the same powers as are specified in said sixteenth section; notice to be given [to] non-residents of said borough in the manner provided in said fifteenth section. Provided, however, that nothing herein shall be so construed as to prevent any adjoining pro