Trans.
His.Coll.
HE
151
.A15
no.206
Fayetteville and Western Plank Road
Company.
Charter and bye-laws of the Fayetteville &
Western Plank Road Company :
incorporated by the General Assembly of
North Carolina, 1848-9. Fayetteville [N.C.] :
printed by Edward J. Hale, 1849.
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or THE
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Intorporated by the General Assembly of North Carolina, 1848–9,
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PUBLISHED BY ORDER OF THE DIRECTORS.
FAYETTEVILLE:
PRINTED BY EDWARD J. HALE.
TRANSPORTATION LIBRARY |
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FAYETTEVILLE & WESTERN PLANK ROAD COMPANY.,










A N A G TF .
TO IN CO R P O R A TE T H E
FAYETTEWILLE AND WESTERN PLANK R0AD COMPANY.
1. Be it enacted by the General Assembly of the State
of North Carolina, and it is hereby enacted by the au-
thority of the same, That it shall be lawful to open
Books in the Town of Fayetteville, under the direc-
tion of George McNeill, James Kyle, A. A. McKe-
than, John H. Cook, E. J. Hale, Wm. H. Bayne,
Charles Montague, Duncan G. MacRae, Daniel Mc-
Diarmid, Henry Elliot, Charles T. Haigh, John T.
Gilmore, Benjamin W. Robinson, Thos. N. Came-
ron, Duncan Murchison, and John Waddill: And in
the town of Salisbury, under the direction of D. A.
Davis, John I. Shaver, Joseph F. Chambers, and
Calvin S. Brown; and at such other places, and under
the direction of such other persons, as the Commis-
sioners hereinbefore named to superintend the re-
ceiving of subscriptions in the town of Fayetteville
shall direct, for the purpose of receiving subscrip-
tions to an amount not exceeding two hundred thou-
sand dollars, in shares of fifty dollars each, for the
purpose of effecting a communication by means of
a Plank Road, from the town of Fayetteville to the
town of Salisbury, by the most practicable route, to
be determined by the said Company after the same
shall have been formed.
2. Be it further enacted, That the times and places .
for receiving subscriptions shall be advertised in one
or more newspapers printed in the towns of Fayette-
ville and Salisbury, and the Books for receiving the

4
same shall not be closed in less than thirty days.
And the said Commissioners shall have power to
open the Books from time to time, as they may think
proper, until the whole number of shares be sub-
scribed. - . . . . . ;
3. Be it further enacted, That when the sum of
twenty-five thousand dollars shall be subscribed for
in manner aforesaid, the subscribers, their executors,
administrators, or assigns, shall be, and they are
hereby declared to be, incorporated into a Compa-
ny, by the name and style of “The Fayetteville and
Western Plank Road Company,” and by that name
shall be capable in law of purchasing, holding, sell-
ing, leasing and conveying estates, real and personal
and mixed, so far as shall be necessary for the pur-
poses of said Company, and shall have perpetual
succession, and by said corporate name may sue
and be sued, and may have a common seal, which
they shall have power to alter and renew at plea-
sure; and shall have and enjoy, and may exercise,
all the powers, rights and privileges which other cor-
porate bodies may lawfully do, for the purposes men-
tioned in this Act, and may make all such bye-laws,
rules and regulations, not inconsistent with the laws
of this State or of the United States, as shall be ne-
cessary for the well ordering and conducting the
affairs of said Company.
4. Be it further enacted, Upon any subscription of
stock as aforesaid, there shall be paid at the time of
subscribing, to the said Commissioners or their agents
appointed to receive such subscription, the sum of
one dollar on every share subscribed, and the resi-
due thereof shall be paid in such instalments and at
such times as may be required by the President and
Birectors of said Company.
5
5. Be it further enacted, That the said Commis-
sioners, or their agents, shall forthwith, after the first
election of President and Directors of the Compa-
ny, pay over to the said President and Directors,
all moneys received by them; and on failure thereof,
the said President and Directors may recover the
amount due from them, or from any or more of them,
by legal process in the Court of Pleas and Quarter
Sessions, or in the Superior Court of Law, in any
county wherein such Commissioner or Commission-
ers, their executors or administrators, may reside,
or by warrant before a Justice of the Peace for said
county. 4 *
6. Be it further enacted, That when twenty-five
thousand dollars shall have been subscribed, public
notice of that event shall be given by the said Com-
missioners at Fayetteville, who shall have power at
the same time to call a general meeting of the stock-
holders, at such convenient place and time as they
shall name in said notice. - *
7. Be it further enacted, That to constitute any
such meeting, a number of persons, entitled to a ma-
jority of all the votes which could be given upon all
the shares subscribed, shall be present either in per-
son or by proxy; and if a sufficient number to con-
stitute a meeting do not attend on that day, those
who attend shall have the power to adjourn from
time to time until a meeting shall be formed.
8. Be it further enacted, That the subscribers, at
their general meeting before directed, and the pro-
prietors of stock at every annual meeting thereafter,
shall elect a President and nine Directors, who shall
continue in office, unless sooner removed, until the
next annual meeting after their election, and until
their successors shall be elected; but the said Pre-

6.
sident and Directors, or any of thana, may at any
time be removed, and the, vacancy thereby occa-
sioned be filled by a majority of the votes given at
any general meeting. . . . . . . . . . . . . . . .
The President, with any three or more of the Di-
rectors, or in the event of the sickness and absence
or disability of the President, any five or more of
the Directors, may appoint one of their own body
President pro tem., shall constitute a Board for the
transaction of business. In cases of vacancy in the
office of President or any Director, happening from
death, resignation, or otherwise, such vacancy may
be supplied by the appointment of the Board until
the next annual meeting. -
9. Be it further enacted, That the President and
Directors of said Company shall be, and they are
hereby invested, with all the rights and powers ne-
cessary for the construction, repairs, and maintain-
ing of a Plank Road to be located as aforesaid, with
as many branches diverging from the main stem as
they, or a majority of them, may deem necessary,
and may cause to be made, and also to make and
construct all works whatsoever, which may be ne-
cessary and expedient, in order to the proper com-
pletion of the said Road and all its branches. . . .
10. Be it further enacted, That the said President
and Directors shall have power to make contracts
with any person or persons, on behalf of the Com-
pany, for making the said Plank Road, together with
any branches of the same, and performing all other
things respecting the same which they shall judge
necessary and proper, and to require from the sub-
scribers, from time to time, such advances of money
on their respective shares as the wants of the Com-
\ pany may demand, until the whole of their subscrip-
\,... *.
7
tions shall be advanced; to call, on any emergency,
a general meeting of the Stockholders, giving one
month's notice thereof, in one of the newspapers
printed in each of the towns of Fayetteville and Sa-
lisbury; to appoint a Treasurer from among the
Stockholders, (but not of their own body,) who shall
give bond and security for the faithful discharge of
his duty, and duly accounting for all the money which
may come into his hands as Treasurer; to appoint
a Clerk and such managers and toll gatherers as they
may deem necessary, and to transact all the busi-
ness of the Company during the intervals between
the general meetings of the Stockholders.
11. Be it further enacted, That if any Stockhold-
er shall fail to pay the sum required of him by the
President and Directors, or by a majority of them,
within one month after the same shall have been ad-
vertised in one of the newspapers printed in each of
the towns of Fayetteville and Salisbury, it shall and
may be lawful for the President and Directors, or a
majority of them, to sell at public auction and to
convey to the purchaser the share or shares of such
Stockholder so failing or refusing, giving one month
previous notice of the time and place of sale, in
manner aforesaid; and after retaining the sum due,
and all the charges of the sale, out of the proceeds
thereof, to pay the surplus over to the former own-
er or to his legal representatives; and if the said sale
shall not produce the sum required to be advanced,
with all the incidental charges attending the sale,
then the President and Directors may recover the
balance of the original proprietor or his assignee, or
the executor or administrator, or either of them, by
suit in any Court of Record having jurisdiction there-
of, or by warrant before any Justice of the Peace of
8
the County of which he is a resident; and any pur-
chaser of the Stock of the Company, under the sale
by the President and Directors, shall be subject to
the same rules and regulations as the original pro-
prietors. . . .
12. Be it further enacted, That if the capital stock
of the Company hereby incorporated shall be found
insufficient for the purposes of this act, it shall and
may be lawful for the President and Directors of the
said Company, or a majority of them, from time to
time, to increase the said capital stock to an amount
not exceeding three hundred thousand dollars, by the
addition of as many shares as they may deem ne-
cessary, first giving the individual stockholders for
the time being, or their legal representatives, the op-
tion of taking such additional shares, in proportion
to the amount of stock respectively held by them;
and opening Books in the towns of Fayetteville and
Salisbury, and such other places as the President
and Directors may think proper, for any balance of
the capital stock created which may not be taken
by the stockholders for the time being, or in their
behalf; and the subscribers for such additional shares
of the capital stock in the said Company, are hereby
declared to be thenceforward incorporated into the
said Company, with all the privileges and advantages,
and subject to the liabilities of the original stock-
holders. -
.13. Be it further enacted, That the President and
Directors, their officers or agents, may agree with
the owners of any land over which the said Road or
any of its branches is intended to pass, for the pur-
chase thereof; and in case of disagreement, or if the
owners shall be femme covert, under age, or non com-
pos, or out of the State, on application to any two
9
Justices, of the Peace of the County where the lands
lie, the Justices shall issue their warrant to the She-
riff of said County to summon eighteen freeholders
to meet on the land to be valued, on a day expressed
in the said warrant, not less than ten nor more than
twenty days thereafter; and the Sheriff, on receipt
of the warrant, shall summon the freeholders accord-
ingly, and when met shall draw twelve of them, who,
after being duly sworn, will impartially value the land
in question, and consider the damages the owners
thereof may sustain; and the inquisition, so taken,
shall be signed by the Sheriff and the Jury, and re-
turned to the Clerk of the County Court to be re-
corded. And in all cases, the Jury is hereby direct-
ed to describe the land valued, and such valuation
shall be conclusive; and the President and Directors
shall pay the sum to the owner of the land valued,
or his legal representatives; and if neither can be
found in this State, or if they should refuse to receive
the money, then to the Clerk of the County Court;
and on payment thereof, the said Corporation shall
be seised in fee of the land, as fully and absolutely
as if it had been conveyed to them by the owners.
14. Be it further enacted, That the President and
Directors may agree with the proprietor or proprie-
tors for any quantity of land not exceeding five acres,
at or near each place or station intended for collect-
ing tolls, for the purpose of erecting the necessary
buildings, gates, &c.; and in case of disagreement,
or of any disabilities aforesaid, or the owner or own-
ers being out of the State, the same proceedings may
be had, and the same conveyances shall follow, as
are described in the preceding section.
S. 15. Be it further enacted, That it shall and may be
lawful for the said President and Directors to demand
Q
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10
and receive, at some convenient toll gates to be by
them erected, a reasonable toll from all persons using
said Plank Road or any of its branehes, which toll
so to be collected shall be so regulated that the pro-
fits shall not exceed twenty per cent, on the capital
of said Company in any one year. X
16. Be it further enacted, That the same Road
hereby authorized to be made by the President and
Directors, shall not be less than ten feet nor more
than thirty feet wide. And that so soon as ten miles
in extent shall have been constructed, it shall and
may be lawful for the President and Directors of said
Company to erect a toll gate, and collect such toll
from persons using said Road as may be determined
by the President and Directors in accordance with
the rates imposed by the fifteenth section of this
Act, and in like proportion for a greater extent of
road; and if any person or persons shall refuse to
pay the toll at the time of offering to pass the place
or places designated for their collection, and pre-
vious to passing the same, the toll gatherers re-
spectively may refuse a passage to the person or
persons so refusing to pay; and if any person or per-
sons shall pass, or drive through any wheeled car-
riage or animal liable to toll, without paying the
same, he or they shall be liable to a fine of five dol-
lars, which fine may be recovered by a warrant be-
fore any Justice of the Peace of the County wherein
such toll gate may be situated.
17. Be it further enacted, That if any person or
persons shall wilfully or maliciously injure, or in any
manner hurt, damage or obstruct, or shall wilfully
or maliciously cause, or aid, or assist, or counsel
and advise any other person or persons to injure,
hurt, damage, or obstruct the said Plank Road, toll
| 1
gates, or toll houses, such person or persons so of.
fending shall be hable to be indicted therefor; and on
conviction shall be imprisoned or fined at the dis-
cretion of the Court before which said conviction
shall take place.
18. Be it further enacted, That the President and
Directors shall render distinct accounts of their pro-
ceedings and disbursements of money to the annual
meetings of the Stockholders, and to the Governor
of the State.
19. Whenever, in the construction of said Plank
Road, it shall be necessary to cross or intersect any
established Road or way, it shall be the duty of the
President and Directors so to construct the said
Plank Road across such established roads or ways
as not to impede the passage or transportation of
persons or property along the same. And if, in the
construction of said Plank Road, it may become
necessary or expedient to occupy or use any por-
tion of any established public road or way, it may
be lawful for the President and Directors to change
the said roads at points where they may deem it
necessary so to do; and that for entering upon or
taking any land that may be necessary therefor,
they shall be, and are hereby authorized to proceed
under the provisions of this Act, as in the case of
land necessary for the Plank Road: Provided fur-
ther, that previous to the making of any such change,
the said Company shall make and prepare a road
equally good with the portion of the road proposed
to be substituted; but nothing herein contained shall
be so construed as to make it incumbent on the
Company to keep in repair the portion of any road
which they may have changed as aforesaid.
20. Whenever one-fifth of the capital stock of
12
said Company shall be subscribed by individuals or
corporations, as herein before provided, the Treasu-
rer of the State for the time being shall be, and he
is hereby authorized and directed to subscribe one-
fifth of said capital stock of said Company for and
on behalf of the State; and whenever another fifth
of said capital stock shall be subscribed by individ-
uals or corporations, as herein before provided, the
Treasurer of the State for the time being shall sub-
scribe two-fifths more of the said capital stock, for
and on behalf of the State; so that the State shall
hold an interest of three-fifths of the proposed capi-
tal stock of said Company: provided, however, that
the State shall not be called on to pay any instal-
ments of such subscriptions but as follows: When-
ever three-fourths of the first subscription of one-
fifth by individuals or corporations shall have been
paid or secured, then the State shall pay its first
subscription of one-fifth; and whenever three-fourths
of the other one-fifth subscribed by individuals or
corporations shall have been paid or secured, then
the State shall pay its last subscription of two-fifths:
the payments, or the fact that the said proportion
of the subscription by individuals or corporations is
secured, to be first certified by the President and
Treasurer of said Company. And provided further,
that nothing herein contained shall render the State
liable for any additional subscription whatever,
should the capital stock of said Company be in-
creased.
21. In all general meetings of the Stockholders,
the Board of Internal Improvements, or such person
or persons as they shall appoint, shall be entitled to
represent the stock held by the State, and shall be
entitled to give three-fifths of the whole number of
13
votes, which may be present at such meeting, either
in person or by proxy. ... "
22. To enable the State to pay her subscription
to said stock, whenever the same shall be required
as herein before provided, the Treasurer of the
State for the time being shall from time to time is-
sue bonds or certificates of debt under the great
seal of the State, signed by the Governor, counter-
signed by the Treasurer, and guaranteed by a pledge
of the faith of the State, in sums not less than five
hundred dollars, payable in currency of the United
States or Great Britain, with interest at a rate not
exceeding six per cent, payable semi-annually; the
principal of which bonds shall be redeemable at the
end of twenty years from the time the same shall be
issued; but no greater amount of such bonds shall
be issued at any one time, than may be sufficient to
meet the instalment required to be made by the State
at that time. º
23. Whenever it shall be necessary to issue said
bonds or certificates of debt, the Treasurer shall
advertise in one or more public newspapers, and in-
vite sealed proposals for said loan; and it shall be
his duty to accept those terms which may be most
advantageous to the State; and any premium which
may be obtained on said loan, shall be paid into the
public Treasury of the State, and invested by the
Treasurer, by and with the advice and consent of
the Governor, in stocks or other evidences of debt,
as a savings fund, to meet the payment of the in-
terest on said loan, as the same may accrue.
24. As a security for the redemption of said bonds,
the stock held by the State in the Fayetteville and
Western Plank Road Company, shall be, and the
same is hereby pledged for that purpose, and any
14
dividends of profit, which may, from time to time,
be declared on the stock so held by the State in
said Company, shall be applied to the payment of
the interest on said loan, but until such dividends of
profit may be declared, it shall be the duty of the
Treasurer, and he is hereby authorized and directed
to pay all such interest as the same may accrue, out
of any moneys in the Treasury not otherwise ap-
propriated.
25. Be it further enacted, That this Act shall be
in force from and after the ratification thereof, and
shall be regarded as a public Act, and be continued
in force for twenty-five years. .
Read three times, and ratified in General Assembly, this 27th
day of January, 1849.
RoR. B. GILLIAM,
Speaker House of Commons.
CALVIN GRAWEs,
Speaker of the Senate.
lº Y E = L. A. W. So
ARTICLE I.
The Annual Meetings of this Company shall be held in the
Town of Fayetteville, on the Second Thursday of April in each
and every year.
ARTICLE II.
The Stockholders, at each Annual Meeting, shall elect by ballot
a President and nine Directors; and a majority of all the votes
given shall be requisite for the election of said President and Di-
15
rectors. And every Stockholder shall be entitled to one ; for
each share of Stock he, she or they may respectively ho r re.
present. - -
ARTICLE III.
The President and Directors shall have power to engage the
services of a competent Engineer or Engineers. They shall cause
the requisite Surveys to be made: secure the right of way: let out
the contracts, &c. They shall mark out the various duties of the
officers, overseers; surveyors, and other servants of the Company:
appoint or remove them or any of them, and appoint others in their
places: establish rules of proceedings, and in general to direct all
the business of the Company. They shall procure and adopt a
Seal for the Corporation, and the President shall, with the appro-
bation of the Board, affix the seal to conveyances and other instru-
ments, (as the case may require,) and sign the same in behalf of
the Corporation. They shall audit or direct the manner of audit-
ing the accounts. The Board may adjourn their meetings from
time to time; and all questions shall be decided by a majority of
the members present, the President giving the casting vote in
cases of a tie.
ARTICLE IV.
The President shall keep his office in the Town of Fayetteville.
He shall at his pleasure have power to convene the Board, and it
shall be his duty to do so whenever required by any three of the
Directors in writing. He shall approve and countersign all orders
or checks on the Treasurer. It shall be his special duty to look
after and take charge of the varied interests and property of the
Company: to see that the different officers and servants of the Com-
pany faithfully do their duty. As stock is paid up, he shall, on a
surrender of the scrip or receipts, issue certificates of stock to the
stockholders; and he shall then take charge of the transfer Books.
He shall have a salary of Five Hundred Dollars per annum, and
travelling expenses to be paid at the discretion of the Board of Di-
rectors, -
ARTICLE V.
The Board shall appoint a Treasurer, define his duties, fix his
salary, and take bonds with good and sufficient security for the
faithful performance of his duties, and to account faithfully for all
moneys that may come into his hands. And he shall make a full
report of the receipts and disbursements during the year, to the
16
St iders at each Annual Meeting, and to the President and
L . [ s as often as they may require the same.
ARTICLE VI.
T Board shall appoint a Clerk, who shall keep a record of the
-- ARTICLE VII.
a sachuesting of the Stockholders, a Chairman shall be ap.
poin d, whose duty it shall be to preserve order; and a Secretary
shall also be appointed, to record the proceedings of the meeting.
ARTICLE VIII.
No Stockholder shall address the Chair unless standing in his
place, nor shall any one speak more than twice on the same sub-
ject w”hout leave.
º ARTICLE IX.
s *** t
T minutes of each meeting shall be read previous to its ad.
journ and if approved, be signed by the Chairman and Se-
cret, ry.
ARTICLE X.
I, all meetings of the Stockholders, the vote on every subject
affecting the interest of the Company, (except in the election of
Officers, already provided for,) when required by any Stockholder,
shall be regulated according to the following scale, that is to say:
For every one share and not more than Two shares, one vote: for
every two shares above two and not exceeding TEN, one vote: for
every four shares above ten and not exceeding THIRTY, one vote:
for every six shares above thirty and not exceeding sixty, one vote:
for every eight shares above sixty and not exceeding one Hundred,
one vote; and for every ten shares above oNE HUNDRED, one vote.