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SEC. 6. This act to take effect and be in force frain and after the first day of June next.
C. W. BABCOCK,
President of the Council.
Fire or more form a company.
AN ACT providing for the Incorporation of Turnpike Road Companies. Be it enacted by the Governor and Legislative Assembly of
the Territory of Kansas :
Section 1. Any number of persons, not less than five, may be formed into a corporation, for the purpose of constructing and. owning a turnpike road, by complying with the following requirements : Notice shall be given in at least one newspaper, printed in each county through which said road is intended to be constructed, of the time and place or places where books for subscribing to the stock of such road will be opened ; if there be no newspaper printed in the county, then such notice shall be printed in a newspaper at the seat of government; and, when stock to the amount of at least five hundred dollars for every mile of the road so intended to be built shall be, in good faith, subscribed, and five per cent. paid thereon, as hereinafter required, then the
said subscribers may, upon due and proper notice, elect directors Arttoles of 2499. for the said corporation; and, thereupon, they shall severally
subscribe articles of association, in which shall be set forth the name of the company, the number of years that the same is to continue, (which shall not exceed fifty years from the date of said articles,) the amount of the capital stock of the company, the number of shares of which the said stock shall consist, the number of the directors and their names, who shall manage the concerns of the company for the first year, and shall hold their offices until others are elected; the place from and to which the proposed road is to be constructed, and each town, city and village into or through which it is intended to pass, and its length, as near as practicable.
ciation sigacd; wontenta.
by mem. and filed
be paid before
a fidavit of fact.
SEC. 2. Each subscriber to such articles of association shall Articles saba subscribe thereto his name and place of residence, and the num- with secretary of ber of shares of stock taken by him in such company. The said articles of association may, after the provisions of the succeeding
, section have been complied with, be filed in the office of the secretary of the Territory, and, thereupon, the persons who have so subscribed, and all persons who shall, from time to time, become stockholders in such company, shall be a body corporate, by the name specified in such articles, and shall possess the powers and privileges, and be subject to the provisions contained in the chapter entitled, “ General provisions relating to corporations.”
Sec. 3. Such articles of association shall not be filed in the Five per cent, to office of the secretary of the Territory, until five per cent. on the articles ded, and amount of the stock subscribed thereto shall have been actually and in good faith paid, in cash, to the directors named in such articles, nor until there is indorsed thereon or annexed thereto an affidavit, made by at least three of the directors named in such articles, that the amount of the capital stock required by the first section of this chapter has been subscribed, and that five per
cent. on the amount has actually been paid in; and no stockholder shall be entitled to a vote for director of any company of which he may be a member, or for any other purpose, unless all assess
, ments due on his stock shall be paid before such election.
SEC. 4. A copy of any articles of association, filed in pursu- Fridence of copance of this chapter, with a copy of the affidavit aforesaid indorsed thereon or annexed thereto, and certified by the secretary of the Territory, shall, in all courts and places, be presumptive evidence of the incorporation of such company, and of the facts therein stated.
SEC. 5. The business and property of such company shall be under controle managed and conducted by a board of not less than five directors, who, after the first year, shall be elected annually, at such time Election. and place as shall be directed by the by-laws of such corporation, and public notice shall be given of the time and place of holding such election, not less than twenty days previous thereto, in such manner as shall be prescribed by the by-laws of the company. The election shall be made by such of the stockholders as shall attend for that purpose, either in person or by proxy. All elections shall be by ballot, and each stockholder shall be entitled to as many votes as he shall own shares of stock, and the persons having the greatest number of votes shall be directors. ever any vacancy shall happen in the board of directors, such va
directors, be annually chosen.
Directors must be stockholders.
Failure to elect.
Three directors & board.
Election of president.
cancy may be filled, for the remainder of their term, by the remaining directors. The directors shall hold their office for one year, and until others are elected in their places, and no person shall be a director unless he is a stockholder in the company.
Sec. 6. In case it shall happen that an election for directors shall not be held on the day fixed for such election by the by-laws of such company, such corporation for that reason shall not be dissolved; but it shall be lawful, on any other day, to hold an election for directors, as shall be provided in the said by-laws, or, if there be no such provision, then on some early day, to be appointed by the directors then in office; and, in all such cases, the same notice of the time and place of holding the election
shall be given, as is provided in the preceding section, and all Acts of directors acts of the directors shall be binding as against such corporation,
until their successors shall be elected.
Sec. 7. Not less than three directors shall be a board for the Majority govern. transaction of business, and the acts of a majority of the board
shall bind the corporation.
SEC. 8. The directors, at their first meeting after their election, shall choose, by ballot, one of their pumber as president, and they shall supply a vacancy in the office of president, whenever the saine shall occur.
Sec. 9. The president and directors shall have power to make and prescribe such by-laws, rules and regulations respecting the transfer of the stock, and the management and control of the property, business and affairs of such corporation, as they may deem proper, not inconsistent with the constitution and laws of the United States or of this Territory, and shall have power to appoint and employ officers, clerks, agents and servants, for conducting and carrying on the business of such corporation, and determine their duties and the salaries and wages to be paid them.
Sec. 10. It shall be lawful for such company, their officers, engineers and agents, to enter upon any lands, for the purpose of exploring, surveying and locating the route of such road, doing thereto no unnecessary damage, nor locating any such road through any orchard or garden, without the consent of the owner thereof, nor through any buildings or any fixtures or erections for the purposes of trade or manufactures, or any yard or inclosures necessary to the use and enjoyment thereof, without permission from the owners ; and, when the said route shall be determined by the said company, it shall be lawful for them, their officers, agents, engineers, contractors and servants, to enter upon,
By-laws made by directors
May enter upon land.
Cannot locate road through orchards or buildings, &c.
Cannot hold lands
take possession of and use such lands, to the width of five rods, upon their first making payment, at the time and in the manner hereinafter specified, of such compensation as the company may have agreed to pay therefor, or as shall be ascertained in the manner hereinafter directed : Provided, That the said corpora- fan other puta tion shall not, in their corporate capacity, hold, purchase or deal poses. in any lands within this Territory, other than the land on which said road shall run, or which may be actually necessary for the construction or maintenance thereof, and of the gates, toll houses and other fixtures connected therewith.
Sec. 11. Such company, so formed, may procure, by purchase May procure the or gift from the owners thereof, any lands necessary for the construction of such road, or for the erection of gates, toll houses and other fixtures, and may, also, procure, by agreement with the supervisors of any township, the right to take and use any part of any public highway in such township, for the construction of such proposed road, and agree with such supervisors upon the amount of compensation and damages, to be paid by such company to such supervisors, therefor. Every such agreement with the supervisors shall be in writing, and shall be filed in the township clerk's office of the township; and such compensation and damages, when paid to the supervisors, shall be expended by them in improving the highways of such township.
Seo. 12. When any such company shall have procured all the Survey. lands necessary to be used for the construction of its road in any township, and the right to take and use such parts of the public highways in such township as shall be necessary for that purpose, it shall cause an accurate survey of such road to be signed by its · president and secretary, and acknowledged by them as conveyances of real estate are required to be acknowledged, and record- Recorded in reged in the office of the register of deeds of such county; and, whenever such company shall have so procured the lands, and the right to take and use the parts of public highways necessary to construct its road in any such township, and shall have caused such survey thereof to be made and recorded, said company may construct so much of its road as shall be intended to be constructed in any such township; and so much of any such road as shall be situate in any county may be embraced in one survey and recorded as aforesaid.
Sec. 13. Whenever it shall be necessary for such company to enter upon and occupy for the purpose of making said road, any lands, the owner of which shall refuse to permit such entry or oc
Appraisement by aglooinent,
To apply to prebate judge for commissioners to appraise.
cupation, and such company cannot agree with such owner upon the compensation and damages to be paid for the use of such lands, it shall be lawful for the parties to appoint three disinterested persons, residents of the county, to estimate and appraise such compensation and damages. Every such appraisement shall be reduced to writing, and signed by the appraisers or a majority of them, and a duplicate copy thereof shall be furnished to each of the parties. The expense of such appraisement shall be paid by said company.
Sec. 14. In case such company and the owner of such lands cannot agree upon the persons to make such appraisement, or if the persons agreed upon shall not decide upon the matter, or if the owner of such land shall refuse or neglect, within twenty days after being notified thereof, to join in such appointment, or if such owner shall be a married woman, under age, an idiot, nonresident of the Territory, or unknown, then the said company shall make application to the judge of the probate court of the county in which such lands are situated, specifying the route of the proposed road, and asking for the appointment of three commissioners to appraise the damages which any person or corporation may sustain by reason of the construction of such road, and such application shail be signed by a majority of the directors of such company.
Sec. 15. Upon such application being presented to such judge, he shall fix a time and place when and where he will appoint such commissioners, and shall order a notice thereof to be given to the persons interested in such lands, in such manner as he shall deem · proper; and, upon satisfactory proof, by affidavit, that such no
tice has been duly given, he shall appoint three disinterested persons, who are residents of the county where such lands are situated, and not owners of real estatein any township through which said road is proposed to be constructed, to act as commissioners for thic appraisal of all such damages in their county.
Sec. 16. Such commissioners shall, before proceeding to make such appraisal, be furnished with a map and a description of the lands to be appraised, together with the names and residence of the persons or corporations owning or having any interest therein, so far as the same can be ascertained ; and such commissioners shall, by an order under their hands, appoint a time and place for the ascertaining and determining the amount of damages to which any owner of the land may be justly entitled, notice whereof shall be served, not less than twelve days previously, on the party
Judge to appoint three; notics kiven.
Hanner of apfraiseunt.