Corporate pow ers. Certificates of stock. Books of subscription. Organization. Directors. Corporation not dissolved by failure to elect officers. May borrow money on mortgage. Office. Non-liability of stockholders. and parties contracting with them; and also to endorse or guarantee the payment of the bonds and the performance of the obligations of other companies, corporations and parties, and to assume, become responsible for or execute and carry out any contracts, leases or subleases made by any company, individual or firm to or with any other company or companies, individual or firms whatever. SEC. 4. That said company shall have power to purchase, use, maintain and carry on any works or improvements connecting or intended to be connected with the works and improvements of said company, and to merge and consolidate or unite with the said company or the improvements, property and franchises of any other company or companies on such terms and conditions as the said company may agree upon; and to fix and regulate all charges in maintaining and carrying on the business of their works and improvements of whatever kind and of those under their control. SEC. 5. The said company shall have power to issue certificates of stock from time to time, the par value of the shares of which to be not less than one hundred dollars each, representing the property and business of the company, which stock may be sold at the par value of the shares thereof or at such price and on such terms as the directors may deem best, and be declared fully paid and not liable to further calls. The corporators named in the first section of this act or a majority of them may, after due notice has been given, open books of subscription; and whenever twenty-five thousand dollars of the stock has been subscribed, and five per centum thereof actually paid in, organize the said company by the election of not less than three directors; and may choose out of the list of directors a president, a secretary and treasurer, and may also elect or appoint such other officers and agents as the business of the company may require, the directors and officers to hold their positions until their successors shall have been chosen in accordance with the by-laws of the company, but in no event shall the existence of the company be in anywise affected or be dissolved by reason of a failure to elect officers. SEC. 6. The said company may borrow money from time to time upon a pledge of their property or without such pledge; and may create, execute and deliver mortgage, and also bonds with or without coupons at the regular rate of interest of the state, and may sell the same at such prices and on such terms as may be deemed proper by the board of directors; and may also hypothecate the same in transactions between the company and individuals and corporations. SEC. 7. The said company shall have an office at Spray in North Carolina, and may have an office or offices elsewhere as its by-laws may from time to time provide. SEC. 8. The stockholders shall not be individually liable for the debts of the company. SEC. 9. The said company is hereby authorized to create and con- Preferred stock. vert such portion, not exceeding twenty-five per centum, of their capital stock from time to time as they may desire into preferred stock, and to issue and appropriate the same to such special purpose as may be deemed proper, which preferred stock, as well as the common stock heretofore authorized to be created, shall be subject to such rules, regulations and conditions as may be prescribed by the board of directors, and may be sold as authorized in section five of this act. SEC. 10. The said company may change its name whenever the Change of name. holders of two-thirds of the stock of the company shall so determine by a vote, certificate of which changes to be filed in the auditor's SEC. 11. That this act shall be in force from and after its ratification. CHAPTER 210. An act to declare Big Falls Cotton Mills a duly incorporated company and to amend and enlarge its charter. WHEREAS, Big Falls Cotton Mills as heretofore, to-wit, on the Preamble: fifteenth day of August, anno Domini one thousand eight hundred and eighty-seven (1887), was incorporated before the clerk of the superior court of Alamance county under the general laws of this state, and the organization perfected by the election of officers and the adoption of by-laws and the business conducted under said organization; and whereas, on the twenty-fifth day of July in the year one thousand eight hundred and eighty-eight an amendment to said charter was granted before the said clerk of the superior court of Alamance county in the state of North Carolina authorizing an increase of capital stock; and whereas, it is desired to enlarge and increase the corporate powers, franchises and privileges of said company; therefore, The General Assembly of North Carolina dọ enact: That the said incorporation before the clerk of the superior court Incorporation of Alamance county in the state of North Carolina on the fifteenth before clerk and corporate acts day of August, one thousand eight hundred and eighty-seven, and validated. the organization of the company, election of officers, adoption of bylaws, subscription for the transfer of stock and all conveyances here. tofore made by or to said Big Falls Cotton Mills, or by or to any per Charter reenacted. Body politic. Corporate name. ers. Capital stock. Corporate pow ers. son for it, and all contracts made by or with said Big Falls Cotton Mills are hereby ratified and made valid, and the charter of said Big Falls Cotton Mills granted by the clerk of the superior court of Alamance county and the amendment thereto as above set forth be and the same are hereby re-enacted and amended so as to read as follows: SECTION 1. That Mrs. C. S. D. Pomeroy, Julius H: Harden, Mrs. Sarah E. Harden and James V. Pomeroy, junior, and such others as are now or may hereafter be associated with them, and their successors and assigns, are hereby constituted a body politic and corporate by the name and title of "Big Falls Cotton Mills," and under that name and style may sue and be sued, implead and be impleaded, contract and be contracted with, adopt and use a common seal which it may alter at pleasure, and enjoy all the rights and privileges, powers and immunities, liberties and franchises pertaining to corporations. SEC. 2. That the capital stock of said company shall be as it now is, one hundred and twenty-five thousand dollars, divided into twelve hundred and fifty shares of one hundred dollars each, and said company shall have power to increase its capital stock to two thousand shares of the par value of one hundred dollars each by a vote of a majority of the stock held by the stockholders of said company. SEC. 3. That said Big Falls Cotton Mills is hereby fully empowered and authorized to conduct, transact and carry on in all its branches the business of manufacturing, making and finishing warps, yarns, cloths or any other fabric of cotton, wool or any other material, or to engage in any species of manufacturing and milling in any and all its various branches, and it may buy, sell and deal in goods, wares Place of business. and merchandise, either as wholesale or retail merchants. Its principal office and place of business shall be at Big Falls Post-office in Alamance county, North Carolina. Corporate pow ers. By-laws. Officers. Non-liability of stockholders. SEC. 4. That said Big Falls Cotton Mills shall have power to lease, purchase, hold, sell and convey real estate; and to borrow money and issue bonds or other evidence of indebtedness and to secure the payment of same by mortgage of its property and effects, or otherwise; and it may make such bonds or other evidence of its indebtedness convertible and provide for conversion into the capital stock of said corporation at such rate and upon such terms as to such corporation may seem best. SEC. 5. That the stockholders of said corporation shall have power to make all rules and regulations for the government of said corporation for the transaction of its business. They shall have power to elect in such manner as a majority of them may deem necessary all such officers, prescribe their duties and terms of office as they may decide necessary for the proper government and management of its business, and fix their compensation. SEC. 6. That the stockholders of said corporation shall not be individually liable for its debts. ence. SEC. 7. That said corporation shall exist and continue for a period Corporate existof thirty years from and after the fifteenth day of August, one thousand eight hundred and eighty-seven. ers. SEC. 8. That said corporation shall likewise have the right, power Corporate powand authority to lay out, build and construct and equip with rolling and other stock and to operate such roads, whether tram, plank or turnpike, and also such canals, aqueducts, water-ways, wells, watercourses, bridges or other ways for the transportation of its property or trade; and to construct such dams and obstructions in and across Haw river or Stony creek and such reservoirs as shall be needful to the supply of water for its mills, manufactories and other works, or for any purpose found necessary: Provided, that in so doing the vested rights of any other corporation or person are not interfered with in any material or unreasonable manner, and said corporation shall have the right to erect, establish and maintain such telegraph and telephone lines and apparatus as may be necessary, and shall likewise have the right, power, charter and franchise hereby to charge such tolls, fees and compensation as is reasonable for the use, service or travel over such telegraph and telephone lines, roads, turnpikes or bridges and canals as it may erect and construct; and where any land or right-of-way shall be required by said corporation for constructing any turnpike, road, tramways, cartways, canals, bridges, Condemnation of telegraph and telephone lines, or other lines or ways, watercourses or drains, aqueducts, wells, dams, obstructions and reservoirs, and for want of agreement as to the value thereof or other causes the same cannot be purchased of the owner, the same may be taken and condemned and the value thereof ascertained in the manner prescribed by law of the state in chapter forty-nine of The Code, entitled "Railroads and Telegraphs." land. SEC. 9. That said corporation shall have power to engage in any General corpoother business not prohibited by the laws of this state, including the rate powers. right to secure any debt it may owe or any loan it may make by mortgage or otherwise, and shall also have such rights as are granted to any of the savings banks of North Carolina, with all the incidents and privileges pertaining to savings banks under the laws of this state. SEC. 10. That this act shall be in force from and after its ratification. Ratified the 3d day of March, A. D. 1893. CHAPTER 211. An act to amend the charter of the town of Clinton, North Carolina. The General Assembly of North Carolina do enact: SECTION 1. That section eighteen of chapter two hundred and five Chapter 205, laws of the laws of eighteen hundred and fifty-two relating to the charter 1852, amended. of the town of Clinton be amended so as to read: County commissioners not to grant license to sell liquor except to those obtain ing license from town commissioners. Town license. License tax. License tax for sale of cider. Revocation of license. Proviso. Commissioners empowered to prevent erection ings. "That no person shall keep a store or other place for selling spirituous or malt liquors or wines in the town of Clinton in quantities of one gallon or less until such person shall have first obtained from the commissioners of said town a license to sell the above-named liquors or wines in quantities of one gallon or less, which license shall be presented to the county commissioners, and the county commissioners shall not grant license to any one to sell liquor or wine within said town who does not present such license from the town commissioners. "All license issued by the town commissioners shall be granted for the period of one year, beginning on and running from the day on which said license is granted, which license shall permit the holder thereof to sell at but one place of business in said town. "The license tax to be paid to said town for the sale of spirituous or malt liquors or wines shall be one hundred dollars. "The license tax for the sale of cider within said town shall be twenty-five dollars, but all persons who have license to sell spirituous or malt liquors or wines may sell cider at the same place without additional tax. "The town commissioners shall have power to revoke license issued to any person for sufficient cause without returning any part of the license tax: Provided, the county commissioners shall likewise revoke the license issued by them to each [such] person." SEC. 2. That section one of said charter be amended by adding thereto the words "The commissioners of said town shall have power of wooden build- to prevent the erection of wooden buildings upon the business square of said town, or so near to said square as to endanger property upon said square." SEC. 3. That this act shall be in force from and after its ratification. Commissioners empowered to issue bonds to pay CHAPTER 212. An act to amend the charter of the town of Washington, and to authorize the commissioners for the town of Washington to procure a markethouse and to issue bonds. The General Assembly of North Carolina do enact: SECTION 1. That the commissioners for the town of Washington shall have power to issue bonds for the purpose of paying for the for market house, market-house in the town of Washington as a necessary expense of not exceeding the said town, not exceeding the sum of fifty-five hundred dollars, and bearing no greater rate of interest than six per centum, payable annually, and in such sums as and payable at such times as the said $5,500. |