Prescott journal. [volume] (Prescott, Wis.) 1861-1871, 1871-04-19

of said road and of those useing it to manu-
facture or purchase all necessary engines,
tenders cars or other converiences for run
ming said road and said company shall have
power to connect its railroads with any other
railroad in this state. and to operate the same
in connection with such other railroad, and
pernctually or for limited time, 10 lease or
To purchase from any other railroad company,
the whole or any part of any railroad owned
by anv such company. and shall also have
authority and power, and it is hereby author
lied and empowered, TO lease TO any person
or persons, company or corporation. perpetu-
ally or for a limited time, The whole or any
part of the railroad TO be constructed or own
cd nv this company, together with the rolling
stock. machinery, buildings, tencments or
fixtures. and all other property. real. personal
or mixed, of the said company, and all the
franchises, rights, privileges and immunties
of this company. or to sell the same. and IN
consideration of such lease or sale. to take or
receive such rents or payments as the din ect-
ors of this company shall think proper pro-
rided, hotcerer, that said company shall grade
and Law down the ties ready for the iron, on
that portion of said road from Prescott, by
way of River Falls, 10 the point of intersec-
ton with the West Wisconsin Railway, as
aforesaid, before any other part of the road
authorized by this act shall be built
Sec 6. All the affairs of said company
shall be managed by a board of fifteen di-
recIors who shall be stockholders. and who
are hereby invested with all the powers of
the corporation. They shall be chosen an
nually by ballot by the stockholders at the
annual meeting of the company. which shall
he held on such notice and at such time as
shall be prescribed by the bylaws, and at
such place as shall be prescribed by the
board of directors, and stated in such notice.
At all meetings of the stockholders, every
stakeholder shall be entitled 10 one vote for
each share of stock held by him or her, and
may vote in person or by proxy duly author
lied and no business shall he transacted at
any meeting of the stockholders, unless ma
iOrity of the stOrk is represented. in all
elections of directors, the persons receiving
a majority of 1.-The votes representing the
stock subscribed Shall be deemed and declar-
cd duly elected. The elections shall be con-
Quoted in such manner as shall be prescribed
by the bylaws of the company aud if from
any cause an election of directors shall not be
held at the time when, by the provisions of
this act or of the by laws it should be had,
the same may be held at any other time on
notice to be given as aforesaid. and until such
election be had, the directors of the preceding
wear shall cont nue. Ia act; ana the corpora
ton hereby created shall not forfeit or lose
any of its privileges, franchises or inmunities
by reason of the irregUlarity or want of such
elections nor by reason of any abandonment
or non user of such privileges, franchises or
immunities. for a less period than ten conse
cutIve years but in case of any abandon
ment OF IlGn- user Of such privileges, franchises
or immunities for su I'll period. the same SHALL
be forfeited The board of directors may att
any time increase oIsdiminish The number o
directors To be elected at the next annual
meeting of the stockholders, and the number
to be elected shall be specified in the notice
of election. but shall never be less than nine
nor more than fifteen.
Sec. 7. A majority OF the Loard of direct
ors shall constitute a quorum for the transac
ton of any business They shall meet 1t
such times and places aud he convcred in
such manner as they shall decide upon. They
shall elect one of their own number TO be
president and one 10 be vice-pres ident. The
presideakab all. when present, preside at all
meetings Of the board and of The stockhOld-
ers, and when absent, the vice-presidOnt shall
discharge TIE duties of the president AID
When both are absent. the directors shall APP
point Il president pro tenn The board OF di-
recto-s shall have power TO appoint an exec
utiye committee and prescribe its powers aud
duties. to appoint secretary treasurer, and
such engineers, superintendent, agents and
such other officers as they may deem neces-
saTy, and remove them at pleasure. prescribe
their duties and comp ensaton and may de-
maud a,!equ ate security for the disch arge OF
their respective duties and trusts. The di-
rectOrs shall have power to fill any vacancy
which may occur in their own board. The
directors shall issue certificate or cert ficates
to the stockholders for the number of shlyes
held 10y them respectively, signed by the
president asid secretary, which shall be trans
ierable in such manner and at such place
or places as shall be prescribed by the by
laws. and for the purpose of transfer. they
ma establish transfer agencies out of this
state; and such shares shall he deemed personal
property. The directors shall have power 10
prescribe a tariff of prices for the transporta-
liOn of freight aud passengers. and TO ales
and change the sumo, or in their discretion to
empower the superintendent or other agents
To prescribe or alter such tariff. The direct
ors shall have authority and power, and theY
are hereby authorized and empowered TO make
such covenants, contracts and agreements
with any person or persons. co-pGrtnership or
corporation whatsoever, as the construction %
their ralraod or lis management and the con-
venience and interests OF the company and
the conduct of lis affairs may in their judg-
ment require and also to make any contract
or agreement which they shsll think proper
with any person or persons. company az cor
poratiOn, leasing TO such person or persons,
company or corporation. perpetually or for a
limited time, the whole or any part of the
railroad to be constructed or owned by this
company together with the rolling stock. ma
ciinery. buildings, tenements or fixtures, and
all other property real. personal or mived Of
tins company. and all the franchises, rights
privilegesand immunities of this company,
and reserving or receiving rents there
for. or tn sell the same. The directors
shall also have power and authority
to make, prescribe and establish such
bylaws, rules. orders and regulations
not in conflict With or repugnant TO the
constitution or laws of this state or of the
United States, as they shall think best for the
well ordering of the affairs of said company,
and, in general, to superintend and direct all
the operations. receipts. disbursements and all
other affairs and proceedings of said COM
pany.
Sec. 8. At each annual meeting of the
stockholders for the election of directors, the
directors of the preceding year shall exhibit
TO the stockholders complete statement of
the affairs and proceedings of the company
for such year. Special meetings. of the
stockholders may be called by order of the
board of directors or by stockholders holding
One-Ealf in amount OF the capital stock. ON
like notice as that required for annual meet
ings, which notice shall specify the object of
the meeting
Sec. 8. The said company shall have au-
thOrity and power, and it is hereby author
lied and empowered in IFS corporate capacity,
to borrow any sums of money from any per-
son or persons, corporation or body polite of
Ii of int L.,