Powers of directors. Stock personal estate. Books of acTM count to be kept. appoint, an election shall be held, at which election every stockholder shall be entitled to one vote, either in person or by proxy, for every share of stock he may own. 4. And be it enacted, That the directors of said corporation shall have power to make by-laws for its government, not inconsistent with the laws of this state or of the United States, and may appoint such subordinate officers as the business of the corporation may require. 5. And be it enacted, That the stock of the said corporation shall be deemed personal estate and shall be transferred in such manner as the by-laws may prescribe. 6. And be it enacted, That regular books of account shall be kept in the office of said company, to which books every stockholder shall have free access at all reasonable times for the purpose of inspection. 7. And be it enacted, That the corporation hereby created shall possess the general powers and be subject to the general restrictions and liabilities set forth in "An Act concerning corporations," approved February fourteenth, eighteen and forty-six, as far as the same are applicable; and the legislature may at any time hereafter modify or repeal the same. 8. And be it enacted, That this act shall take effect immediately. Approved March 27, 1868. Name. CHAPTER CCXLV. An Act to incorporate the Manalapanville and Englishtown 1. BE IT ENACTED by the Senate and General Assembly of the State of New Jersey, That all such persons as shall become subscribers to the capital stock hereinafter mentioned, their successors and assigns, shall be and hereby are ordained, constituted, and made a body corporate and politic, in fact and in law, by the name of "The Manalapanville and Englishtown Turnpike Company," and that the following named persons, to wit: Nathaniel W. Morris, Josiah Wood ers to open scription. ward, Harvey S. Cope, Vincent W. Mount, John H. Davis, CommissionJames Danly and James Marks, or a majority of them, are books of subhereby appointed commissioners to open subscription books and receive subscriptions to the capital stock, at such times and places as they or a majority of them may direct, giving notice thereof, at least twenty days prior to the opening of said books, by publishing the same in the newspapers printed and published in Freehold, in the county of Monmouth. 2. And be it enacted, That the capital stock of the said Capital, how company shall be twelve thousand dollars, and shall be divided forfeited for into shares of fifty dollars each; that at the time of subscri- non-payment. bing to the said stock three dollars shall be paid in cash upon each share subscribed for to the said commissioners, or any of them, which money shall be paid over to the treasurer of said company, so soon as one shall be appointed; that the residue of said stock shall be paid to the treasurer in such installments, and at such times and places, as the board of directors of said company shall from time to time direct; that upon the failure of the payment thereof, as so directed, the said board shall have power to forfeit the shares of each and every person so failing to pay said installments, or any of them, to and for the use of said company. 3. And be it enacted, That the affairs of said company Directors how shall be managed by a board of five directors, a majority of elected. whom shall be a quorum for the transaction of business, but any less number may adjourn from time to time; that when one hundred shares of said stock shall be subscribed for the said commissioners, or a majority of them, shall call a meeting of the said stockholders, giving at least ten days' notice of the time and place of said meeting in the newspapers aforesaid, at which meeting the subscription books shall be laid before the stockholders, who shall thereupon proceed to elect by ballot seven directors, for the term of one year, who shall be citizens of this state, of which election the said commissioners, or a majority of them, shall be the judges; and that at the expiration of the said term, and annually thereafter, upon like notice being given by the existing board of directors, the stockholders shall elect by ballot five directors, who shall be citizens of this state, and the judges of such election shall be appointed by the president; and at every such election, and in all other cases in which the stockholders shall be entitled to vote, a vote may be given for each share of stock by the holder thereof, in person or by proxy; and in case it shall for failure to Not dissolved happen that any election of directors shall not be made on elect directors the day when pursuant to this act it ought to be made, said corporation shall not for that cause be deemed to be dissolved, but such election may be held at any other time, and the directors for the time being shall continue to hold their office until others shall have been chosen in their places. Officers. Annual statement. Power to construct and make a turnpike. Proviso. 4. And be it enacted, That so soon as conveniently may be after the first and subsequent annual election of directors, they shall elect from their number a president of said company for the term of one year and until another shall be elected, who shall receive such compensation for his services as the board of directors may direct; he shall keep the seal of said company, and preside at all meetings of said board, and in case of his absence, the said board shall appoint one of their number, who, for the time being, shall possess the same power and authority, and perform the like duties; and the board of directors may fill any vacancy that may occur therein until the next annual election, and may exact from the president, treasurer, and other officers and agents of said company, such security for the due performance of their respective trusts as they may deem expedient; and special meetings of said stockholders may be called by the said board, or by the stockholders owning one-fourth of the whole stock of the company, by giving notice of the time and place of holding the same, and the object for which the meeting is called. 5. And be it enacted, That at the annual meeting of the stockholders the board of directors for the preceding year shall exhibit to them a full and complete statement of the affairs of the company during their said term; and the said company shall have the privilege of erecting toll-houses, and collecting toll as soon as one mile or more of said road is completed. 6. And be it enacted, That it shall and may be lawful for the said company to construct and make a turnpike road from the village of Manalapanville to Englishtown station, on the Freehold and Jamesburgh Agricultural Railroad; and the said company may, by their officers, agents, or other persons in their employ, enter from time to time, and at all times, upon all lands necessary to make said road, and also to search for stone, gravel, sand or clay for constructing and keeping up said road, doing no unnecessary damage to said lands; provided, that before said company shall construct the said turnpike road aforesaid, they shall pay to the respective own ers of the land selected for constructing the said turnpike road, all damages which the said owners will sustain by reason of the construction of the said turnpike road; and in case the said company and any of the said owners cannot agree upon the amount of the said damages, then the said damages shall be ascertained and determined as nearly as may be in the manner hereinafter provided for ascertaining and determining the damage which any land owner or owners shall sustain by the taking of stone, gravel, sand or clay from his or her lands for the constructing or maintaining of said turnpike road. &c. 7. And be it enacted, That the said turnpike road shall be width of road, constructed at least thirty-six feet in breadth, and shall be sufficiently arched and drained to make and keep the same dry, and at least sixteen feet thereof shall be sufficiently bedded and faced with stone, plank, clay or gravel to make a good and firm road, and it shall be so graded that in its progress no part of said road shall rise above an angle of six degrees with the plane of the horizon; and said company shall make good and sufficient bridges along said road, not less than eighteen feet in breadth; and whenever said road in passing over low ground shall be raised so much at the margin or side as to render carriages passing thereon liable to overset, the said company shall cause good and sufficient railings to be erected on the sides, so as to prevent horses and carriages from running off. lands, &c. 8. And be it enacted, That it shall be lawful for said com- May enter on pany, their agents, superintendents, engineers, and all persons employed by them, with carts, wagons and other carriages, and with beasts of burthen and draught, and all necessary materials, tools and implements, to enter upon all lands contiguous or near to the said road, doing as little damage thereto as possible, repairing any breach they may make in the enclosure thereof, and make all ditches and underdrains across and through said lands as are necessary for the proper drainage of said road, and to take and carry away stone, gravel, clay or sand, or other material therefrom, suitable for making or repairing said road; and if the said company or their agents and the owner or owners of such required land Proceedings or materials cannot agree as to the price of the same, it shall ny and ownbe the duty of any justice of the supreme court of this state, cannot agree. or a judge of the court of common pleas of the county of Monmouth, upon application of either party, and after six days' notice in writing to the opposite party of such applica when compa ers of land May demand and receive to'ls. tion, and after hearing the parties, to appoint three disinterested, impartial and judicious freeholders, residents of the state, commissioners to assess the price or value of such lands or materials as may be required by said company, and all damages that may be sustained by reason of the appropriation of the same to the use of said company, who shall, before they enter upon the duties of their appointment, be duly qualified according to law, faithfully and impartially to execute the duties thereof, and after six days' notice in writing to both parties of the time and place, shall meet, view the premises, hear the parties, and evidence if desired, and thereupon make such decision and award as to them may appear just and equitable, and transmit such award and decision in writing, under their hands and seals, or the hands and seals of a majority of them, to the clerk of the county of Monmouth, to be by him filed as a public record, and certified copies taken if desired by either party; and upon payment or tender of the sum so awarded by the commissioners, the said company, or their agents, may enter upon said lands or remove all such materials as have been appraised as aforesaid, and when by reason of any legal incapacity, or the absence of the owner or owners of said land or materials, no agreement can be made with said company, then it shall be the duty of said company to pay the amount of any awards made in behalf of any such persons by commissioners appointed as aforesaid, into the court of chancery, to the clerk thereof, subject to the order of the said court, for the use of said owner or owners. 9. And be it enacted, That as soon as the said company shall have constructed said road according to the directions of this act, and the true meaning and intent thereof, it shall and may be lawful for them to erect toll-houses upon, and gates or turnpikes across the same, and to demand and receive toll for traveling each mile and all fractions over half a mile of the said road, at the following rates, to wit: For every carriage, sleigh or sled drawn by one beast, For every additional beast, one cent; one cent; one cent; one cent; two cents; For every horse and rider, or led horse or mule, |