WAS
B197

18172
Pro
SCIENTIA
ARTES
VERITAS
LIBRARY
OF THE
UNIVERSITY OF MICHIGAN
TIXHOR
SQUARIS PENINSULAM AMO NAM
CIRCUMSPICE
MUNDO
Transportation
History Collection
NUNUA
453
*****
"m
مانی را می گیری
22
GA
AN ACT
TO INCORPORATE
THE
BALTIMORE AND OHIO
RAIL ROAD COMPANY
Passed at December Session,
1826.
Maruland. Comes, 4.1.tissa
,
,
ma
Baltimore;
PRINTED BY WILLIAM WOODDY.
........
1827.
::
Q
che
13
r
$ 2, 120.93
AN ACT
TO INCORPORATE THE
BALTIMORE AND OHIO
RAIL ROAD COMPANY.
PASSED AT DECEMBER SESSION, 1826.
SECTION 1. Be it enacted by the General As-
sembly of Marylund, That Isaac M'Kim, Tho-
mas Ellicott, Joseph W. Patterson, John
M'Kim, Jr. William Steuart, Talbot Jones, Ros-
well L. Colt, George Brown and Evan Thomas,
be, and they are hereby appointed Commis-
sioners, under the direction of a majority of
whom, subscriptions may be received to the Cap-
ital Stock of the Baltimore and Ohio Rail Road
Company, hereby incorporated: and they, or a
majority of them, may cause Books to be opened Books for tak-
at such times and places as they may direct, for tions, to be
the purpose of receiving Subscriptions to the pened.
Capital Stock of said Company, after having given
such notice of the times and places of opening the
same, as they may deem proper: and that upon
the first opening of said Books, they shall be kept
open for at least ten successive days, from ten
o'clock, A. M. until two o'clock, P. M. and if
at the expiration of that period, such a subscrip-
tion to the Capital Stock of said Company, as
is necessary to its incorporation, shall not have
been obtained, the said Commissioners, or a
on
.
Sy
TIAKSTOWIATION
4
>
of Baltimore.
majority of them, may cause the said Books to
be opened, from time to time, after the expiration
of the said ten days, for the space of twelve
months thereafter, or until the sum necessary to
the incorporation of the Company sbal} be sub-
scribed if sooner subscribed: and if any of the
said Commissioners shall die, resign, or refuse
to act during the continuance of the duties de-
volved upon them, by this Act, another may be
appointed in his stead, by the remaining Com-
missioners, or a majority of them.
Sec. 2. And be it enacted, That the Capital
Capital Stock. Stock of the said Baltimore and Ohio Rail Road
Company, shall be Three Millions of Dollars, in
shares of One Hundred Dollars each, of which
Ten Thousand Shares shall be reserved for sub-
ed to the State, scription by the State of Maryland, and Five
and the the city Thousand for the City of Baltimore, for the
space of twelve months after the passage of this
Act by the Legislature of Maryland: and the re-
maining Fifteen Thousand Shares may be sub-
scribed for by any other Corporation, or by In-
dividuals; and that as soon as ten thousand shares
of the said Capital Stock shall be subscribed,
the subscribers of the said stock, their succes-
sors and assigns shall be, and they are hereby
declared to be, incorporated into a Company, by
the name of the Baltimore and Ohio Rail Road
Company, and by that name shall be capable in
law of purchasing, holding, selling, leasing and
conveying estates, real, personal and mixed, so far
as shall be necessary for the purposes herein after
mentioned and no farther, and shall have perpe-
tual succession, and by said corporate name may
sue and be sued, and may have and use a common
seal, which they shall have power to alter or
Corporate name
of the Company
5
.
renew at their pleasure, and shall have, enjoy,
and may exercise all the Powers, Rights and Pri
vileges, which other corporate bodies may law-
fully do for the purposes mentioned in this Act.
SEC 3 And be it enacted, That if more than
Fifteen Thousand Shares shall be subscribed Manner of ap.
portioning the
to the Capital Stock of said Company, not re Stock.
served to the State of Maryland or to the City
of Baltimore, the said Commissioners, or a ma-
jority of them, shall reduce the subscription to
Fifteen Thousand Shares, by striking off from
the largest number of Shares in succession, until
the subscriptions are reduced to Fifteen Thous-
and Shares, or all the subscriptions to one Share:
and if there be still an excess, then lots shall be
drawn by the Commissioners, to determine who
are to be excluded.
Sec. 4. Ind be it enacted, That upon every
such subscription, there shall be paid at the time
of subscribing, to the said Commissioners, or to
their agents, appointed to receive such subscrip-
tions, the sum of One Dollar on every Share sub-
Sum to be paid
scribed, and the residue thereof shall be paid in on subscribing,
such instalments, and at such times as it may be the directors to
required by the Presivent and Directors of said instalments.
Company; provided, that not more than one third
of the subscription be demanded in any one year,
from the commencement of the Work; nor any
payment demanded until at least sixty days' pub-
lic notice of such demand shall have been given
by the said President and Directors: and if any
subscriber shall fail or neglect to pay any instal-
ment, or part of said subscription thus demand.
ed, for the space of sixty days next after the time
the same shall be due and payable; the Stock on stock for non-
which it is demanded, shall be forfeited to the payment of in-
and powers of
call for further
Forfeiture of
stalments.
6
Company, and may be sold by the said President
and Directors, for the benefit of the Company;
but the President and Directors may remit any
such forfeiture, on such terms as they shall
deem proper
Charter to be-
1000
ken in twelve
months.
ing to be called
Sec. 5. And be it enacted, That if the sub-
come forfeit if scription, herein made necessary to the incorpor-
Stock be not ta- ation of the said Company, shall not be obtained
within twelve months after the first opening of
the Subscription Books, by the said Commission-
ers; this act and all the subscriptions under it,
shall be null and void; and the said Commission-
ers, after discharging the expenses of opening
the Books, shall return the residue of the money
paid in upon such subscriptions, to the several
subscribers in proper proportions to the sums
respectively paid in by them.
Sec. 6. ind be it enacted, That, at the expi-
General meet-ration of the ten days for which the books are
when one thous: first opened, if ten thousand shares of said capi-
Stock is taken tal stock shall have been subscribed, or if not, as
soon thereafter as the same shall be subscribed,
if within one year after the first opening of the
books, the said commissioners, or a majority of
them, shall call a general meeting of the subscri-
bers, at such time and place as they may appoint,
and shall give at least twenty days' public notice
thereof, and at such meeting the said commission-
ers shall lay the subscription books before the sub-
scribers then and there present, and thereupon the
said subscribers, or a majority of them, shail elect
twelve directors, by ballot, to manage the affairs
of said company, and these twelve directors, or a
choosing Presi! majority of them, shall have the power of electing
ors. It the first a president of said company, either from amongst
per rezation of the directors or others, and of allowing him such
an:
the Company
7
and the proxy.
Manner of con-
and
܀ ;
Directors.
Marv
compensation for his services as they may deem
proper; and that in said election, and on all other
occasions wherrin a vote of the stockholders of
said company is to be taken, each stockholder
shall be allowed one vote for every share owned
by it, him, or her, and every stockholder may
depute any other person to vote and act for it, mayo vote by
him, or her, as it's, his, or her proxy;
Commissioners aforesaid, or any three or more
of them, shall be judges of the said first election
of Directors.
Sec. 7. And be it enacted, That to continue
the succession of the president and directors of tinuing the suc-
said company, twelve directúrs shall be chosen President
annually, on the second Monday of October in
every year, in the City of Baltimore, by the stock-
holders of said company, and that the state of The State of
Maryland and the city of Baltimore may each the Corporation
appoint one additional director of said company wire
for every twenty five hundred shares of stock of
said company by them respectively owned at the
time of such election, but shall not be permitted
to vote upon their stock in the election of the di-
rectors by the stockholders in general meeting;
and that the directors of said company, or a
majority of them, shall have power to appoint Directors to
judges of all elections and to elect a president appoint Judges
of said company, either from amongst the di to fill vacancies
rectors or others, and to allow him such com-
pensation for his services as they may deem pro-
per; and if any vacancy shall occur, by death,
resignation, or refusal to act, of any president or
director, before the year for which he was elect-
ed has expired, a person to fill such vacant place
for the residue of the year may be appointed by
the president and directors of said company, or
Baltimore
appoint
Directors.
)
, and
Board
8
.
bolders to
be
of
a majority of them, and that the president and
directors of the company shall hold and exercise
their offices until a new election of president and
directors; and that all elections which are by this
act, or the By Laws of said company, to be made
on a particular day, or at a particular time, if not
made on such day or at such time, may be made
at any time within thirty days thereafter.
Sec. 8. And be it enacted, That a general
meeting of the stockholders of said company
ing of the stock-shall be held annually, at the time and place ap-
held annually, pointed for the election of the president and
to choose Di directors of said company; that they may be call,
ed at any time during the interval between said
annual meetings, by the president and directors,
or a majority of them, or by the stockholders
the stockhold- owning at least one-fourth of the whole stock
era may be call- subscribed, upon giving thirty days' public no-
tice of the time and place of holding the same,
and when any such meetings are called by the
stockholders, such notice shall specify the parti-
cular object of the call; and if, at any such call-
ed meetings, a najority (in value) of the stock-
holders of said company are not present, in per-
son or by proxy, such meetings shall be adjourn-
ed, from day to day, without transacting any bu-
siness for any time not exceeding three days,
and if within said three days, stockholders hay-
ing a majority (in value) of the stock subscribed,
do not thus attend, such meeting shall be dis-
solied.
Sec. 9. And be it enacted, That at the regu-
lar annual meetings of the stockholders of said
company, it shall be the duty of the president
and directors in office for the preceding year,
ed
9
the affairs of
be laid before
general
meeting
may remove di.
.
The President
and directors to
to exhibit a clear and distinct statement of the Statement of
affairs of the company; that at any called meet the Company to
ings of the stockholders, a majority of those the
present may require similar statements from the
president and directors, whose duty it shall be to
furnish them when thus required; and that at
all general meetings of the stockholders, a ma-
jority (in value) of all the stockholders. in said Stockholders
company may remove from oflice any president rectors.
or any of the directors of said company, and may
appoint others in their stead.
Sec. 10. Ind be it enacted, That eve Pre-
sident and Director of said Company, before he qualify.
acts as such, shall swear or affirm, as the case
may be, that he will well and truly discharge
the duties of his said office to the best of his skill
and judgment.
Sec. il. And be it enacted, That if any of
the said Fifteen Thousand Shares of the Capital posing of the
Stock of said Company, not reserved to the City
of Baltimore or to the State of Maryland, shall re Baltimore.
main unsubscribed until the organization of the
said Company; or, if the Shares of said Capital
Stock, herein before reserved to the said State
or City, or any part of them, shall not be sub-
scribed by said State or City respectively, during
the time for which such Stock is reserved for
them: In either case, the President and Directors
of the said Company, or a majority of them,
shall have power to open Books, and to receive
subscriptions to any of the Capital Stock of said
Company, which may thus remain unsubscrib-
ed for, or to sell or dispose of such unsubscribed
Stock, for the benefit of the Company, for any
sum not under its par value; and the purchasers
2
Stock reserved
to the State and
to the City of
10
and
Directors.
or subscribers of such Stock, shall have all the
rights, powers and privileges of original subscri.
bers, and shall be subject to the same regula-
tions.
Sec. 12. And be it enacted, That the said
Powers of the President and Directors, or a majority of them,
may appoint all such officers, Engineers, Agents
or Servants whatsoever, as they may deem neces-
sary
for the transaction of the business of the
company, and may remove any of them at their
pleasure: that they, or a majority of them, shall
have power to determine by contract, the com-
pensation of all the Engineers, Officers, Agents
or Servants, in the employ of said Company,
and to determine by their By Laws, the manner
of adjusting and settling all accounts against the
Company, and also the manner and evidence
of transfers of Stock in said Company: and that
they, or a majority of them, shall have power to
President and pass all By-Laws, which they may deem neces-
mako By-Laws. sary or proper for exercising all the powers vest-
ed in the company hereby Incorporated and for
carrying the objects of this Act into effect; Pro-
vided, only, that such By-Laws shall not be con-
trary to the Laws of the United States, or the
Laws of any of the States, assenting to this act,
or any of the provisions of this Act
Sec. 13. And be it enacted, That if the Capi-
President and tal Stock of said Company, shall be deemed in-
the sufficient for the purposes of this Act, it shall
of the Compaa and may be lawful for the President and Direct-
ors of said Company, or a majority of them,
from time to time, to increase the said Capital
Stock by the addition of as many shares as they
may deem necessary, for which they may, at
their option, cause subscriptions to be received
Directors may
Power of the
Directors to
augment
Capital Stock
ny
11
gotiate loans.
sident
.
in the manner prescribed by them, or may sell
the same for the benefit of the Company, for
any sum not under their par value; and that they,
or a majority of them, shall have power to borrow Power to ne
money for the objects of this Act, to issue certi-
ficates or other evidence of such loans, and to
pledge the property of the Company for the pay-
ment of the same, and its interest.
Sec. 14. And be it enacted, That the Presi-ers of the pro-
dent and Directors of said Company shall be, and rectors and Di-
they are hereby invested with all the rights and
powers necessary to the construction and repair
of a Rail Road from the City of Baltimore to
some suitable point on the Ohio River, to be by
them determined, not exceeding sixty six feet
wide, with as many sets of Tracks as the said
President and Directors, or a majority of them,
may deem necessary, and they, or a majority of
them, may cause to be made, or contract with
others for making, said Rail Road, or any part of
it: and they, their agents, or those with whom
they may contract for making any part of the
same, or their agents, may enter upon and use, ,
and excavate, any Land which may be wanted
for the scite of said Road, or the erection of
Ware Houses or other works necessary to said
Road, or for any other purpose necessary or use-
ful in the construction or repair of said Road,
or its works, and that they may build Bridges,
may fix Scales and Weights, may lay Rails, may
take and use any Earth, Timber, Gravel, Stone,
or other materials which may be wanted for the
construction or repair of any part of said Road,
or any of its works; and may make and con-
struct all Works whatsoever which may be ne-
cessary and expedieni, in order to the proper com-
12
Lateral
May take and
pletion of said Road, and that they, or a majority
Power to make of them, may make or cause to be made, lateral
Rail Roads, in any direction whatsoever, in con-
nexion with said Rail Road from the City of
Baltimore to the Ohio River, and in the con-
struction of the same, or their works, shall have,
possess, and may exercise, all the rights and pow-
ers hereby given to them in order to the construc-
tion or repair of the said Rail Road from the City
of Baltimore to the Ohio River.
Sec. 15. And be it enacted, That the Presi,
uso materiálo. dent and Directors of said Company, or a ma-
jority of them, or any person or persons authoriz-
ed by a majority of them, may agree with the
owner or owners of any Land. Earth, Timber,
Gravel, Stone, or other materials, or any im
provements which may be wanted for the con-
struction or repair of any of said Roads, or any
of their works, for the purchase or use and
Manner of occupation of the same; and if they cannot agree,
Land and ma- or if the owner or owners, or any of them, be a
terials for the Feme Covert, under age, non compos mentis, or
out of the county in which the property wanted
may lie, when such land and materials shall be
wanted, application may be made to any Justice
of the Peace of such county, who shall thereup-
on issue his warrant under hand and seal, direct-
ed to the Sheriff of said county, requiring him to
summon a Jury of twenty inhabitants of said
county, not related, nor in any wise interested, to
meet on the land, or near to the other property or
materials to be valued on a day named in said
warrant, not less than ten, nor more than twenty
days after the issuing of the same, and if at said
time and place any of said Jurors summoned, do
not attend, the said Sheriff shall immediately
13
of
summon as many Jurors as may be necessary Manner
with the Jurors in attendance, to furnish a Pannel choosing a Jury"
a
of twenty Jurors in attendance and from them
cach party, or its, his, her or their agent, if either
be not present in person or by agent, the Sheriff,
for him, her, it or them, may strike off four Ju-
rors, and the remaining twelve shall act as the
Jury of Inquest of Damages: and before they
act as such, the said Sheriff shall administer to
each of them an oath or affirmation, as the case
may be—That he will justly and impartially va
lue the damages which the owner or owners will
sustain by the use or occupation of the same, re-
quired by the Company: and the Jury in estimat-
ing such damages, shall take into the estimate,
the benefits resulting to the said owner or owners,
froin conducting such Rail Road through, along
or near to the property of said owner or owners,
but only in extinguishment of the claim for dama-
ges; and the said Jury shall reduce their Inqui-
sition to writing, and shall sign and seal the
same, and it shall then be returned by said Sheriff
to the Clerk or Prothonotary of his county, as
the case may be, and by such Clerk or Prothono-
tary, filed in his court, and shall be confirmed by
said Court at its next session, if no sufficient
cause to the contrary be shewn; and when con-
firmed, shall be recorded by said Clerk or Pro-
thonotary, at the expense of said Company; but
if set aside, the said Court may direct another
Inquisition to be taken in the manner above pre-
scribed; and such Inquisition shall describe the
property taken, or the bounds of the land con-
demned, and the quantity of duration of the in-
terest in the same, valued for the Company, and
such valuation, when paid or tendered to the
14
Roads.
owner or owners of said property, or his, her, or
their legal representatives, shall entitle the said
Company to the estate and interest in the same
thus valued, as fully as if it had been conveyed
by the owner or owners of the same; and the
valuation, if not received when tendered may at
any time thereafter be received from the com-
pany, without costs, by the said owner or owners,
or his, her or their, legal representative, or re-
presentatives.
Sec. 16. And be it enacled, That wherever,
Crossing other in the construction of said road or roads, it shall
be necessary to cross or intersect any established
road or way, it shall be the duty of the president
and directors of said company, so to construct
the said road across such established road or
way, as not to impede the passage or transpor-
tation of person, or property along the same; or
where it shall be necessary to pass through the
land of any individual, it shall also be their duty
to provide for such individual proper wagon-
ways across said road or roads, from one part
of his land to the other.
Sec. 17. And be it enacted, That whensoever
ansaterini so it shall be necessary for said Company to have,
shall be viewed use or occupy, any lands, materials, or other
property, in order to the construction or repair
of any part of said road or roads, or their works,
or necessary buildings, the president and direct
ors of said Company, or their agents, or those
contracting with them for making or repairing
the same, may immediately take and use the same,
they having first caused the property wanted to
be viewed by a jury, (formed in the manner
herein before prescribed in those cases where
the property is to be changed or altered by
Power to use
,
boon same
15
to put
admixture with other substances, before such
alteration is made,) and that it shall not be
necessary, after such view, in order to the use
or occupation of the same, to wait the issue of
the proceedings upon such view; and the inquest
of the jury, after confirmation, and after pay-
ment, or tender of the valuation, shall be a bar
to all actions for taking or using such property,
whether commenced before or after such con-
firmation, or the payment of said valuation.
Sec. 18. And be it enacted, That the said
president and directors, or a majority of them,
shall have power to purchase, with the funds of
said company, and place on any rail road con-the machinery
structed by them under this act, all machines, upon the road
wagons, vehicles, or carriages of any description
whatsoever, which they may deem necessary or
proper for the purposes of transportation on said
road, and that they shall have power to charge
for tolls upon, (and the transportation of persons)
goods, produce, merchandise, or property
of any
kind whatsoever, transported by them along said
rail way, from the city of Baltimore to the Ohio
river, any sum not exceeding the following
,
rates, viz: On all goods, produce, merchandise, Rates
or property of any description whatsoever, trans transportation! .
ported by them from west to east, not exceeding
one cent a tun per mile for toll, and three cents
a tun per mile for transportation: on all goods,
produce, merchandise, or property of any de-
scription whatsoever transported by them from
east to west, not exceeding three cents a tun per
mile for tolls, and three cents a tun per mile for
transportion: and for the transportation of pas-
sengers, not exceeding three cents per mile for
each, passenger: And it shall not be lawful for
of
16
travel uport the
Road
under license
pany.
vest-
.
taxation
No person to any other company, or any person or persons
except whatsoever, to travel upon or use any of the
from the Com- roads of said company, or to transport persons,
merchandise, produce, or property of any de-
scription whatsoever along said roads, or any
of them, without the license or permission of the
president and directors of said company; and
that the said road or roads, with all their works,
improvements and profits, and all the machinery
of transportation used on said road, are hereby
Road and all vested in the said company incorporated by this
ed in the Com- act, and their successors forever; and the shares
of the capital stock of the said company, shall
be deemed and considered personal estate and
Exempt from shall be exempt from the imposition of any tax
or burthen by the states assenting to this law.
Sec. 19. und be it enacted, That the said
Divideuds to President and Directors, shall annually or semi-
annually, declare and make such dividend as
they may deem proper, of the net profits arising
from the resources of the said Company, after
deducting the necessary current and probable
contingent expenses; and that they shall divide
the saine amongst the Proprietors of the Stock
of said Company, in proper proportions to their
respective Shares.
Sec. 20. And be it enacted, That if any per-
Penaltieme for son or persons shall wilfully, by any neans
ile Bradt or to whatsoever, injure, impair or destroy any part
of any Rail Road, constructed by said Company
under this Act or any of their necessary Works, :
Buildings, Carriages, Vehicles or Machines of
said Company; such person or persons, so of-
fending, shall each of them, for every such of-
fence, forfcit and pay to the said Company the
sum of Five Flundred Dollars, which ntay be
be declared
.
impair, done to
.
its works.

Lithomount
Pamphlet
Binders
Gaylord Bros. Inc.
Makers
Syracuse, N. Y.
Pat. Jan. 21, 1908