, MO* 
 

 
 RAILROAD LAAYS 
 
 OF 
 
 NEW MEXICO. 
 
/ 
 
 
LAWS 
 
 OF 
 
 NEW MEXICO. 
 
 COMPILED BY 
 
 MESSRS. CATRON & THORNTON, 
 
 ATTORNEYS AT LAW. 
 
 SANTA FE, N. M. 
 
 SANTA FE : 
 
 NEW MEXICAN BOOK & JOB PRINTING PKPAKTMKNT. 
 1881. 
 
INDEX 
 
 A. 
 
 I'AGE. 
 
 Appraisers, how to be appointed, - 15 
 
 Appeal from report of Commissioners, 16 
 
 Act of 1867, amended, - 21 
 
 Assessments, how made, 33 
 
 B. 
 
 By-laws, by whom drawn, - - 2 
 
 Bodies corporate for mining, etc., 7 
 
 Bonds, county, in aid of railroad, amount, - 18 
 
 Bonds, how executed, 19 
 
 C. 
 
 Corporation, mining how formed, : - i 
 
 Company, certificate of, before whom acknowledged and where filed. - i 
 
 Corporate name of company, object, - i 
 
 Copy of certificate, to be received in Courts, 2 
 
 Corporate body politic powers of, - 2 
 
 Capital Stock, may be increased, etc., and how-, - 5-6 
 
 Corporation may dissolve, - 6 
 
 Company, to organize, 7 
 
 Consolidation, copy of agreement to be filed, - 9-10 
 
 Creditors, rights of, IT 
 
 Corporation may change its name, . . I2 
 
 Commissioners to appraise real estate, duties of, 15 
 
 Commissioners to report Court to make an order, - 16 
 
 Court to app ,int Commissioners in case of vacancy, 17 
 
 Counties may aid railroads, amount of, - X 8 
 
 Corporate stock of railroads. . . - 31 
 
 Corporations, foreign, a Imitted, - 57 
 
 Condemnation of laws, proceedings, - . - - 61 
 
 D. 
 
 Directors, qualifications of, how elected, - 2 
 
 Directors, vacancy, how filled, - 2 
 
 Directors, meetings of, 3 
 
 Directors, to make dividends, 4 
 
 Dividends, how made, - . . - 4 
 
 Debts, amount of, . . 4 
 
 Directors, to keep books open to inspection, - 5 
 
 Dissolution of company, . . 6 
 
 Defective title, proceeding, . I? 
 
 E. 
 
 Executors, etc., to vote, ... ^ 
 Executors, etc., not to be liable, - ..... ^ 
 
 F. 
 
 Foreign corporations admitted, - .... 4 ^j 
 
M. 
 
 Members of corporations, liabilities of, - 1 
 
 Meeting of Directors, called by notice, - . 3 
 
 Minors, how served with notice, - - - 14 
 
 N. 
 
 Non-residents, how to be served with notice, 13 
 
 Notice to be published, " X 4 
 
 O. 
 
 Organization of corporation, 7 
 
 Orders and notices, by whom made, - - J 5 
 
 Order of Court to be filed, - l6 
 
 P. 
 
 Petition to District Court, to acquire real estate, - 12-13 
 
 Petition, copy of, and notice, how served, time, - i 
 
 Proof of service, proceedings, - 15 
 
 Probate Judge, or Commissioners duties, - 18-19 
 
 R 
 
 Railroad companies, powers of, 
 
 Railroad companies may lease or purchase lines, - 9 
 
 Railroads shall merge and consolidate stock, - - 9 
 
 Real estate, title to, how acquired, 12, 13 
 
 Real estate, to be appraised, 
 
 Railroads may be aided by counties, J 8 
 
 Railroad corporations, 21, 22, 24 
 
 Railroad corporations, by-laws, - - 2 4> 2 5 
 
 Railroad Directors, election and meetings, 25, 26, 27, 28, 29, 30, 31 
 
 Railroad corporate stock, 
 
 Railroad assessments, . 33 
 
 Railroad corporate powers, - 3 
 
 Railroad eminent domain, - - 43 
 
 Railroad regulations and management, - - 45 
 
 Railroad grants, donations, exemptions, dissolutions, 
 
 Railroad limitation from taxation, - - 55 
 
 Railroad powers, privileges and exemptions, 
 
 S. 
 
 Stock, transferable, 
 
 Stock, default in payment of, penalty, 
 
 Sale of capital stock, how made, 
 
 Section 16 of mining, etc., act amended, 
 
 Stock not to be merged in and consolidate, - 9 
 
 Stock, corporate, railroad, 
 
 T, 
 
 Telegraph lines, etc., rights, etc., 
 Title to real estate, how acquired, 
 Title to land defective, proceedings, 
 Taxes for railroad purposes, how assessed and collected, 
 
 V. 
 
 Vacancy in Board of Directors, how filled, 
 
 Vacancy in Commissioners appointed to appraise real estate, how filled, 
 
RAILROAD LAWS OF NEW MEXICO. 
 
 CHAPTER III. 
 
 AN ACT to create a general incorporation law, permitting persons to 
 associate themselves together as bodies corporate for mining, manu- 
 facturing and other industrial pursuits. 
 
 Be it enacted by the Legislative Assembly of the Territory of freiv 
 Mexico : 
 
 SECTION I. Corporations for mining, manufacturing and other 
 industrial pursuits, may be formed according to the provisions of this 
 act, such corporations and members thereof being subject to all the 
 conditions and liabilities herein imposed, and to none others. 
 
 SEC. 2. Any three or more persons, who may desire to form a com- 
 pany for any one or more of the purposes specified in the preceding 
 section, may make, sign, and acknowledge before the Secretary of the 
 Territory, or some officer competent to take the acknowledgment of 
 deeds, and file in the office of the Secretary of the Territory a certifi- 
 cate in writing (for the filing of which said certificate the Secretary 
 shall receive a fee of ten dollars) in which shall be set forth the full 
 names of such persons, the corporate name of the company, the objects 
 for which the company shall be formed, the amount of its capital stock, 
 the time of its existence, not to exceed fifty years, the number of shares 
 of which the stock shall consist, the number of directors and their 
 names, who shall manage the concerns of the company for the first 
 three months, and the name of the city^or town and county in which 
 the principal place of business of the company is located. A copy 
 of said certificate, duly certified by the Secretary of the Territory, 
 shall be filed in the office of the Probate Clerk of the county where 
 the principal place of business of the corporation is Iccated. The 
 
2 RAILROAD LAWS OF NEW MEXICO. 
 
 Secretary of the Territory upon the payment of the fees authorized 
 by law shall furnish any person interested as many certified copies as 
 may be required 
 
 SEC. 3. A copy of any certificate of incorporation filed in pursu- 
 ance of this act, and certified by the Secretary of the Territory shall 
 be received in all the courts and places as presumptive evidence of the 
 facts therein. 
 
 SEC. 4. When the certificate shall have been filed, the persons who 
 shall have signed and acknowledged the same, their associates and 
 successors, shall be a body politic and corporate in fact and in name, 
 by the name stated in the certificate and by their corporate name have 
 succession for the period limited; and power: ist. To sue and be 
 sued in any court ; 3d. To make and use a common seal, and alter the 
 same at pleasure; 3d. To purchase, hold, sell, mortgage and convey 
 real and personal estate as the purposes of the corporation shall re- 
 quire ; 4th. To appoint such officers, agents and servants, as the busi- 
 ness of the corporation shall require, to define their power, prescribe 
 their duties and fix their compensation ; 5th. To require of them such 
 security as may be thought proper for the fulfilment of their duties, and 
 to remove them at will, except that no director shall be removed from 
 office unless by a vote of two-thirds of the whole number of directors ; 
 6th. To make by-laws not inconsistent with the laws of this Territory, 
 for the organization of the company, the management of its property, 
 the regulation of its affairs, the transfer of its stock, and for carrying 
 on all kinds of business within the objects and purposes of the com- 
 pany. 
 
 SEC. 5. The corporate powers of the corporation shall be exercised 
 by a board of not less than three directors, who shall be stockholders 
 in the company and a majority of them citizens of the United States 
 and residents of this Territory, and who shall, after the expiration of 
 the term of the directors first selected, be annually elected by the stock- 
 holders, at such time and place, and upon such notice, and in such 
 mode, as shall be directed by the by-laws of the company : but all elec- 
 tions shall be by ballot, and each stockholder, either in person or by 
 proxy, shall be entitled to as many votes as he owns shares of stock, 
 and the persons receiving the greatest number of votes shall be direct- 
 ors. When any vacancy shall happen among the directors by death, 
 resignation or otherwise, it shall be filled, for the remainder of the 
 year, in such manner as may be provided by the by-laws of the com- 
 pany. 
 
 SEC. 6. If it should happen, at any time, that an election of direct- 
 
RAILROAD LAWS OF NEW MEXICO. 3 
 
 ors shall not be made on the day designated by the by-laws of the com- 
 pany, the corporation shall not for that reason be dissolved, but it shall 
 be lawful on any other day to hold an election for directors in such 
 manner as shall be provided for by the by-laws of the company ; and 
 all acts of directors shall be valid and binding upon the company until 
 their successors shall be elected. 
 
 SEC. 7. A majority of the whole number of directors shall form a 
 board for the transaction of business, and every decision of a majority 
 of the persons duly assembled as a board, shall be valid as a corporate 
 act. 
 
 SEC. 8. The first meeting of the directors shall be called by a notice 
 signed by one or more of the persons named directors in the certificate, 
 setting forth the time and place of the meeting, which notice shall be 
 either delivered personally to each director, or published at least ten 
 days in some newspaper of the county in which is the principal place 
 of business of the corporation, or if no newspaper be published in the 
 county, then b} posting up legible notices in six of the most public 
 places in said county for the period before named. 
 
 SEC. 9. The stock of the company shall be deemed personal estate 
 and shall be transferable in such manner as shall be prescribed by the 
 by-laws of the company ; but no transfer shall be valid, except between 
 the parties thereto, until the same shall be so entered on the books of 
 the company, as to show the names of the parties by and to whom 
 transferred, the number and designation of the shares, and the date of 
 the transfer. 
 
 SEC. 10. The directors shall have power to call in and demand from 
 the stockholders the sums by them subscribed, at such times and in 
 such payments or instalments as they may deem proper ; notice of 
 each assessment shall be given to the stockholders personally, or shall 
 be published once a week, for at least four weeks, in some newspaper 
 published at the place designated as the principal place of business of the 
 corporation, or, if none be published there, then by posting such notice 
 for that period in at least six of the most public places in the county in 
 which said principal place of business of the corporation is located. If 
 after such notice has been given, any stockholder shall make default in 
 the payment of the assessment upon the shares held by him, so many 
 of such shares may be sold as will be necessary for the payment of the 
 assessment on all the shares held by him. The sale of said shares shall 
 be made as prescribed in the by-laws of the company ; provided, that 
 no sales shall be made except at public auction to the highest bidder 
 after a notice of thirty days published as above directed in this section ; 
 
4 RAILROAD LAWS OF NEW MEXICO. 
 
 and that at such sale the person who will agree to pay the assessment 
 so due, together with the expenses of advertisement and other expenses 
 of sale for the smallest number of whole shares, shall be deemed the 
 highest bidder. 
 
 SEC. ir. Whenever any stock is held by any person as executor, 
 administrator, or guardian or trustee, he shall represent such stock at 
 all meetings of the company, and may vote accordingly as a stock- 
 holder. 
 
 SEC. 12. Any stockholder may pledge his stock by a delivery of the 
 certificate or other evidence of his interest, but may nevertheless repre- 
 sent the same at all meetings, and vote accordingly as a stockholder. 
 
 SEC. 13. It shall not be lawful for the directors to make any divi- 
 dend except from the surplus profits arising from the business of the 
 corporation ; nor to divide, withdraw, or in any way pay to the stock- 
 holders, or any of them, any part of the capital stock of the company ; 
 nor to reduce the capital stock unless in the manner prescribed in this 
 act ; and in case of any violations of the provisions of this section, the 
 directors under whose adminisbation the same may have happened, 
 except those who may have caused their dissent therefrom to be entered 
 at large on the minutes of the board of directors at the time, or were 
 not present when the same did happen, shall in their individual and 
 private capacities be jointly and severally liable to the corporation, and 
 the creditors thereof in the event of its dissolution, to the full amount 
 so divided, withdrawn, paid out or reduced ; provided that this section 
 shall not be construed to prevent a division and distribution of the capi- 
 tal stock of the company, which shall remain after the payment of all 
 its debts, upon the dissolution of the corporation or the expiration of 
 its charter. 
 
 SEC. 14. The total amount of debts of the corporation shall not at 
 any time exceed the amount of the capital stock ; and in case of any 
 excess, the directors under whose administration the same may have 
 happened, except those who may have caused their dissent therefrom 
 to be entered at large on the minutes of the board of directors at the 
 time, and except those not present when the same did happen, shall, 
 in their individual and private capacities, be liable jointly and severally, 
 to the said corporation, and in the event of its dissolution, to any of the 
 creditors thereof, for the full amount of such excess. 
 
 SEC. 15. No person holding stock as executor, guardian or trustee, 
 or holding it as collateral security, or in pledge, shall be personally 
 subject to any liability as a stockholder of the company ; but the per- 
 son pledging the stock shall be considered s holding the same, and 
 
RAILROAD LAWS OF NEW MEXICO. 5 
 
 shall be liable as a stockholder accordingly ; and the estate and funds 
 in the hands of the executor, administrator, guardian or trustee, shall 
 be liable in like manner, and to the same extent as the testator or 
 intestate, or the ward or person interested in the trust fund would 
 have been if he had been living and competent to act and hold the 
 stock in his own name. 
 
 SEC. 1 6. It shall be the duty of the directors of every company 
 incorporated under this act, for the purpose of ditching, mining, or 
 conveying water for mining purposes, to cause a book to be kept con- 
 taining the names of all persons, alphabetically arranged, who are or 
 shall become stockholders of the corporation, and showing the number 
 of designation of shares of stock held by them respectively, and the 
 time when they respectively became the owners of such shares ; also a 
 book or books in which shall be entered at length, in a plain and simple 
 manner, all by-laws, orders and resolutions of the company and board 
 of directors, and the manner and time of their adoption, which books 
 during the business hours of the day, Sundays and fourth of July excepted, 
 shall be opened for the inspection of stockholders and the creditors of 
 the company, each individual stockholder, and their duly authorized 
 agents and attorneys, at the office or principal place of business of the 
 company ; provided, that the office and books of every such company 
 shall be kept, and the books of the company shall be open as aforesaid, 
 in the county in which their business is transacted ; and every stock- 
 holder and creditor as aforesaid, or their agents or attorneys, shall have 
 the right to make extracts from such books, or, upon payment of rea- 
 sonable clerk's fees therefor, to demand and receive from the clerk or 
 other officer having the charge of such books, a certified copy of any 
 entry made therein ; such book or certified copy of any entry shall be 
 presumptive evidence of the facts therein stated, in any action or pro- 
 ceeding against the company or any one or more stockholders. Pro- 
 vided, that such provisions concerning water made by virtue of this 
 law will not in any manner impede the rights or privileges of those 
 who are employed in agriculture. 
 
 SEC. 17. Any company incorporated under this act may, by com- 
 plying with the provisions herein contained, increase or diminish its 
 capital stock to any amount which may be deemed sufficient and proper 
 for the purposes of the corporation ; but before any incorporation shall 
 be entitled to diminish the amount of its capital stock, if the amount 
 of its debts and liabilities shall exceed the sum to which the capital is 
 proposed to be diminished, such amount shall be satisfied and reduced 
 so as not to exceed the diminished amount of capital. 
 
O RAILROAD LAWS OF NEW MEXICO- 
 
 SEC. 1 8. Whenever it is desired to increase or diminish the amount 
 of capital stock, a meeting of stockholders may be called, by a notice 
 signed by at least a majority of directors, and published for at least 
 four weeks as provided in section ten of this act, which notice shall 
 specify the object of the meeting, the time and place where it is to be 
 held, and the amount to which it is proposed to increase or diminish 
 the capital, and a vote of two-thirds of all the shares of stock shall be 
 necessary to increase or diminish the amount of capital stock. 
 
 SEC. 19. If at any meeting so called, a sufficient number of votes 
 has been given in favor of increasing or diminishing the amount of 
 capital, a certificate of the proceedings showing a compliance with 
 these provisions, the amount of capital actually paid in, the whole 
 amount of debts and liabilities of the company, and the amount to 
 which the capital stock is to be increased or diminished, shall be made 
 out, signed and verified by the affidavit of the chairman and secretary 
 of the meeting, certified by a majority of the directors, and filed as 
 required by the second section of this act, and when so filed the capital 
 stock of the corporation shall be increased or diminished to the amount 
 specified in the certificate. 
 
 SEC. 20. Upon the dissolution of any corporation formed under this 
 act, the directors at the time of dissolution shall be directors of the 
 creditors and stockholders of the corporation dissolved, and shall have 
 full power and authority to sue for and recover the debts and property 
 of the corporation by the name of directors of the corporation, collect 
 and pay the outstanding debts, settle all its affairs, and divide amongst 
 the stockholders the money and other property that shall remain after 
 the payment of the debts and necessary expenses. 
 
 SEC. 21. Any corporation formed under this act may dissolve and 
 disincorporate itself, by presenting to the probate judge of the county 
 in which the meetings of the directors are usually held, a petition to 
 that effect, accompanied by a certificate of its proper officers, and set- 
 ting forth that at a general or special meeting of the stockholders called 
 for that purpose, it was decided by a vote of two thirds of all the stock- 
 holders, to disincorporate and dissolve the corporation ; notice of the 
 application shall then be given by the clerk, which notice shall set 
 forth the nature of the application, and shall specify the time and place 
 at which it is to be heard, and shall be published as provided in section 
 ten of this act. At the time and place appointed, or at any other to 
 which it may be postponed by the judge, he shall proceed to consider 
 the application, and if satisfied that the corporation has taken the neces- 
 sary preliminary steps, and obtained the necessary vote to dissolve itself, 
 
HAILROAD LAWS OF NEW MEXICO. 7 
 
 and that all claims against the corporation are discharged, he shall enter 
 an order declaring it dissolved. 
 
 SEC. 22. If any corporation formed under this act, shall not organ- 
 ize and commence the transaction of its business within two years from 
 the date of the filing the certificate of its incorporation, its corporate 
 powers shall cease. 
 
 SEC. 23. That all corporations heretofore formed by virtue of any 
 law of this territory, shall comply with and conform to the provisions 
 of this act, so far as the same shall be applicable and shall not inter- 
 fere with any vested right. 
 
 SEC. 24. That whenever any persons shall have formed themselves 
 into an incorporation according to the provisions of this act, it shall 
 not be lawful for any other persons to become incorporated under the 
 same name or designation, nor for the same immediate purpose. This 
 last provision shall not apply to mining, mechanical or manufacturing 
 operations. 
 
 SEC. 25. That all acts and parts of acts in conflict with the provi- 
 sions of this act are hereby repealed, and this act shall be in full force 
 and effect from and after its passage and approval. 
 
 Approved December 27th, 1867. 
 
 CHAPTER XXXf. 
 
 AN ACT To amend an act entitled an act to create a general incor- 
 poration act permitting persons to associate themselves together as 
 bodies corporate for mining, manufacturing and other industrial 
 pursuits, and to repeal the sixteenth section of said act. 
 
 Be it enacted by the Legislative Assembly of the Territory of New 
 Mexico: 
 
 SECTION i. That an act entitled an act to create a general incorpo- 
 ration law permitting persons to associate themselves together as 
 bodies corporate for mining, manufacturing and other industrial pur- 
 suits, approved the 28th day of December, 1867, be repealed in its six- 
 teenth section and amended as follows : 
 
s 
 
 RAILROAD LAWS OF NEW MEXICO. 
 
 2. That any association of persons incorporated under the 
 general incorporation law of any other contiguous state or territory of 
 the United States for the purpose of constructing telegraph lines, rail- 
 roads or wagon roads, desiring to extend the construction of such lines 
 of telegraph, railroad or wagon roads into this Territory shall be re- 
 quired to register in the office of the Secretary of this Territory, and 
 in the office of the clerk of the probate court of the county in which 
 their principal business office may be established, the original or a 
 certified copy of the articles of incorporation thus obtained from such 
 contiguous state or territory. 
 
 SEC. 3. At the time of recording such articles of incorporation and 
 association in the opinion [office?] of the Secretary as required in the 
 foregoing section, such persons shall be entitled, for the purposes for 
 which they were incorporated, to all the rights, benefits and privileges 
 secured by the provisions of the act to which this is an amendment ; 
 provided, this association of persons shall be required to conform to all 
 the provisions of the said act to which this is an amendment. 
 
 SEC. 4. That the Secretary of this Territory shall be entitled to 
 receive for recording articles of association the same fees mentioned in 
 the act to which this is an amendment. 
 
 SEC. 5. This act shall be in force from and after its passage. 
 
 Approved Jauuary 30, 1868. 
 
 [Translation.] 
 
 CHAPTER XIII. 
 
 AN ACT providing for mortgaging and consolidating lines of railway 
 
 in this Territory. 
 
 
 
 e it enacted by the Legislative Assembly of the Territory of JVeu 1 
 Mexico : 
 
 SECTION i. That any railroad company heretofore or hereafter 
 organized under the laws of this Territory, shall have power to borrow 
 money and purchase property, real and personal, for the use of the cor- 
 poration, and to mortgage and pledge all or any part of its corporate 
 franchises and property in possession or subsequently to be acquired, 
 
RAILROAD LAWS OF NEW MEXICO. 9 
 
 as security for the payment of the money so borrowed and for the pay- 
 ment of the purchase money for the property so purchased. 
 
 SEC. 2. That any railroad company heretofore or hereafter organ- 
 ized under the laws of this Territory, may at any time by means of 
 subscription to the capital of any other company or otherwise aid such 
 company in the construction of its railroad within or without the Ter- 
 ritory for the purpose of forming a connection with the said last men- 
 tioned road with the road owned by the company furnishing such aid, 
 or any railroad organized in pursuance of law, either within this or 
 any other territory or state, may lease or purchase any part or all of 
 any railroad constructed, owned or leased by any other company upon 
 such terms and conditions as may be agreed on between such com- 
 panies respectively, or any two or more railroad companies may enter 
 into any arrangement for their common benefit consistent with, and 
 calculated to promote the objects for which they were created ; pro- 
 vided, that no such aid shall be furnished, nor any purchase, lease, 
 subletting or arrangements perfected until a meeting of stockholders 
 of such company of this Territory, party to such agreement, shall have 
 been called by the directors thereof, at such time and place and in such 
 manner as they shall designate, and the holders of at least two-thirds 
 of the stock of such company represented at such meeting, in person 
 or by proxy, and voting thereat, shall have assented thereto. 
 
 SEC. 3. It shall and may be lawful for any railroad company or cor- 
 poration organized under the laws of this Territory, or of this territory 
 and any other territory or state, and operating a railroad or bridge, 
 either wholly within, or partly within and partly without this Terri- 
 tory, to merge and consolidate its capital stock, franchises and prop- 
 erty with the capital stock, franchises and property of any other railroad 
 company or companies organized under the laws of this Territory, or 
 under the laws of this territory and any other territory or state, when- 
 ever the two or more railroads of the companies or corporations so to 
 be consolidated shall or may form a continuous line of railroad with 
 each other, or by means of any intervening railroad, bridge or ferry. 
 
 SEC. 4. Said consolidation shall be made under the conditions, pro- 
 visions and restrictions, and with the powers hereinafter in this act 
 mentioned and contained, that is to say : 
 
 First, the directors of the companies proposing to consolidate may 
 enter into a joint agreement under the corporate seal of each company 
 for the consolidation of said companies and railroads, and prescribing 
 the terms and conditions thereof, the mode of carrying the same into 
 effect, the name of the new corporation, the number and names of the 
 
10 RAILROAD LAWS OF NEW MEXICO. 
 
 directors and other officers thereof, and who shall be the first directors 
 and officers, and their places of residence, the number of shares of the 
 capital stock, the amount or par value of each share, and the manner 
 of converting the capital stock of each of the said companies into that 
 of the new corporation, and how and when directors arid officers shall 
 be chosen, with such other details as they shall deem necessary to per- 
 fect such new organization and the consolidation of said companies or 
 railroads. 
 
 Second, said agreement shall be submitted to the stockholders of 
 each of said companies or corporations at a meeting thereof called 
 separately for the purpose of taking the same into consideration, due 
 notice of the time and place of holding said meeting, and the object 
 thereof shall be given by each company to its stockholders by written 
 or printed notice addressed to each of the persons in whose names the 
 capital stock of such company stands on the books thereof, and deliv- 
 ered to such persons respectively, or sent to them by mail when their 
 postoffice address is known to the company, at least twenty days before 
 the time of holding such meeting, and also by a general notice pub- 
 lished daily or weekly for at least two months in some newspaper 
 printed in the city, town or county where such company has its prin- 
 cipal office or place of business ; or if no newspaper is there published, 
 then in a newspaper published nearest to such city, town or county ; 
 and at the said meeting of stockholders the agreement of the said 
 directors shall be considered, and a vote by ballot taken for the adop- 
 tion or rejection of the same, each share entitling the holder thereof to 
 one vote, and said ballots shall be cast in person or by proxy, and if 
 two-thirds of all the votes of all the stockholders shall be for the adop- 
 tion of said agreement, then that fact shall be certified thereon by the 
 secretaries of the respective companies under the seal thereof, and the 
 agreement so adopted, or a certified copy thereof, shall be filed in the 
 office of the Secretary of the Territory, and shall from thence be 
 deemed and taken to be the agreement and act of consolidation of the 
 said companies ; and a copy of the said agreement and act of consoli- 
 dation duly certified by the Secretary of the Territory under his official 
 seal, shall be evidence in all courts and places of the existence of said 
 new corporation, and that the foregoing provisions of this act have 
 been fully observed and complied with. 
 
 SEC. 5. Upon the making and perfecting such agreement and act of 
 consolidation as hereinbefore provided, and filing the same or a copy 
 thereof in the office of the Secretary of the Territory as aforesaid, the 
 said corporations, parties thereto, shall be deemed and taken to be one 
 
RAILROAD LAWS OF NEW MEXICO. II 
 
 corporation by the name provided in said agreement and act, but such 
 act of consolidation shall not release such new corporation from any of 
 the restrictions, disabilities or duties of the several corporations so con- 
 solidated. 
 
 SEC 6. Upon the consummation of said act of consolidation as 
 aforesaid, all and singular the rights, privileges, exemptions and fran- 
 chises of each of said corporations, parties to the same, and all the 
 property, real, personal and mixed, and all the debts due on whatever 
 account to either of said corporations, as well as all stock, subscrip- 
 tions, provided that subscribers to unpaid stock in either company 
 prior to consolidation shall, at their option, take stock so subscribed or 
 not, and other things on action belonging to either of said corporations, 
 shall be taken and deemed to be transferred to and vested in such new 
 corporation, without further act or deed ; and all claims, demands, 
 property, right of way and every other interest shall be as effectually 
 the property of the new corporation as they were of the former cor- 
 porations, parties to the said agreement and act, and the title to all 
 real estate, taken by deed or otherwise, under the laws of this Terri- 
 tory, vested in either of such corporations, parties to said agreement 
 and act, shall not be deemed to revert or be in any way impaired by 
 reason of this act, or anything done by virtue thereof, but shall be 
 vested in the new corporation by virtue of such act of consolidation. 
 
 SEC. 7. The rights of all creditors of, and all liens upon, the prop- 
 erty of either of said corporations, parties to said agreement and act, 
 shall be preserved unimpaired, and the respective corporations shall be 
 deemed to continue in existence to preserve the same, and all debts and 
 liabilities incurred by either of said corporations except mortgages shall 
 thenceforth attach to such new corporation and be enforced against it and 
 its property to the same extent as if said debts or liabilities had been 
 incurred or contracted by it. No suit, action, or other proceeding now 
 pending before any court or tribunal, in which either of said railroad 
 companies is a party, shall be deemed to have abated or been discon- 
 tinued by the agreement and act of consolidation as aforesaid, but the 
 same may be conducted in the name of the existing corporations to 
 final judgment, or such new corporation may be, by order of the court, 
 On motion, substituted as a party. Suits may be brought and main- 
 tained against such new corporation in the courts of this Territory, for 
 all causes of action, in the same manner as against other railroad cor- 
 porations therein. 
 
 SEC. 8. That any corporation heretofore or hereafter formed under 
 the laws of this Territory may at any time by resolution of their stock- 
 
12 RAILROAD LAWS OF NEW MEXICO. 
 
 holders, at a regular or special meeting, change its corporate name. 
 After said resolution shall have been adopted, the president of said 
 company or corporation seeking to change its name, the secretary 
 thereof shall sign a certificate, attested with the seal of said company, 
 which shall state, substantially, that said company or corporation, by 
 resolution duly adopted, agreed to change the original corporate name 
 of said corporation to (whatever name agreed on), and under such new 
 corporate name such corporation propose, from and after the date of 
 said certificate, to do, carry on and transact all business pertaining to 
 said corporation, which shall be filed in the office of the Secretary of 
 the Territory, and immediately upon the filing of said certificate in the 
 office of the secretary aforesaid, the name of the corporation shall be 
 changed to the name set forth in said certificate. 
 
 SEC. 9. This act to take effect from and after its passage. 
 
 Approved January 30, 1872. 
 
 CHAPTER XIV. 
 
 AN ACT providing for the appointment of Appraisers to assess the 
 value of Real Estate over which lines of Railways inay pass. 
 
 Be it enacted by the Legislative Assembly of the Territory of New 
 Mexico : 
 
 In case ajy company heretofore or hereafter formed and organized 
 under the laws of this Territory shall be unable to agree for the 
 purchase of any real estate required for the purposes and objects of 
 its corporation, it shall have the right to acquire title to the same in 
 the manner and by the proceedings prescribed in this act. 
 
 SECTION i. For the purpose of acquiring such title, the said com- 
 pany may present a petition praying for the appointment of Commis- 
 sioners of Appraisal, to the District Court, at any general or special 
 term thereof held in the district in which the real estate described in 
 the petition is situated, or to the Judge of said District Court in vaca- 
 tion. Such petition shall be signed and verified according to the rules 
 
RAILROAD LAWS OF NEW MEXICO. I 
 
 and practice of such court. It must contain a description of the real 
 estate which the company seeks to acquire ; and it must, in effect, state 
 that the company is duly incorporated, and that it is the intention of 
 the company in good faith, to construct and finish a railroad from and 
 to the places named for that purpose in its articles of association ; that 
 the company has surveyed the line or route of its proposed road, and 
 made a map or survey thereof, by which such route or line is desig- 
 nated, and that they have located their said road according to such 
 survey ; that the land described in the petition is required for the pur- 
 pose of constructing or operating on the proposed road ; and that the 
 company has not been able to acquire title thereto, and the reason of 
 such inability. The petition must also state the names and places of 
 residence of the parties, so far as the same can by reasonable diligence 
 be ascertained, who own or have, or claim to own or have estates or 
 interest in the said real estate ; and if any such persons are infants, 
 their ages, as near as may be, must be stated ; and if any of such per- 
 sons are idiots, or persons of unsound mind, or are unknown, the fact 
 must be stated, together with such other allegations and statements of 
 liens or incumbrances on said real estate as the company may see fit 
 to make. A copy of such petition, with a notice of the time and place 
 the same will be presented to the District Court or Judge aforesaid, 
 must be served on all persons whose interests are to be affected by the 
 proceedings, at least ten days prior to the presentation of the same to 
 the said court. 
 
 i st. If the person on whom such service is to be made, resides in 
 this Territory, and is not an infant, idiot or person of unsound mind, 
 service of a copy of such petition and notice must be made on him or 
 his agent or attorney, authorized to contract for the sale of the real 
 estate described in the petition, personally or by leaving the same at 
 the usual place of residence of the person on whom service must be 
 made aforesaid with some person of suitable age. 
 
 2d. If the person on whom such service is to be made resides out of 
 the Territory, and has an agent residing in the Territory, authorized to 
 contract for the sale of the real estate described in the petition, such 
 service may be made on such agent, or on such person personally out 
 of the Territory ; or it may be made by publishing conspicuously the 
 notice, stating briefly the object of the application, and giving a descrip- 
 tion of the land to be taken in the paper of the largest circulation 
 printed in the county in which the land to be taken is situated, and if 
 no paper is printed in the county in which such land is situated, then 
 the paper published nearest to such county, once in each week, for three 
 
14 RAILROAD LAWS OF NEW MEXICO. 
 
 months next previous to the presentation of the petition, and if the resi- 
 dence of such person residing out of this Territory, is known, or can, 
 "by reasonable diligence be ascertained, the company must, in addition 
 to such publication as aforesaid, deposit a copy of the petition and 
 notice in the postoffice, properly folded and directed to such person 
 at the postoffice nearest his place of residence, at least ninety days 
 before presenting such petition to the court, and pay the postage, 
 chargeable thereon, to the United States. 
 
 3d. If any person on whom such service is to be made is under the 
 age of twenty-one years, and resides in the Territory, such service shall 
 be made as aforesaid on his general guardian ; and if he has no such 
 guardian, then on such infant personally, if he is over the age of four- 
 teen years ; and if under that age, then on the person who has the care 
 of, or with whom such infant resides. 
 
 4th. If any person on whom such service to be made is an idiot, 
 or of unsound mind, and resides in this Territory, such service may be 
 made on the committee of his person or estate : or if he has no such 
 committee, then on the person who has the care and charge of such 
 idiot or person of unsound mind. 
 
 5th. If the person on whom such service is to be made is unknown 
 or his residence is unknown and cannot by reasonable diligence be 
 ascertained, then such service may be made under the direction of the 
 court, by publishing a notice stating the time and place the petition 
 will be presented, the object thereof, with a description of the land to 
 be affected by the proceedings, in a paper printed in the county where 
 the land is situated, and if no paper is printed in the county in which 
 such land is situated, then in the paper of the largest circulation pub- 
 lished nearest to such county, once in each week for three months pre- 
 vious to the presentation of such petition. 
 
 6th. In case any party to be affected by the proceedings is an infant, 
 idiot or of unsound mind, and has no general guardian or committee, 
 the Court shall appoint a special guardian or committee to attend to 
 the interest of such person in the proceedings, but if a general guardian 
 or committee has been appointed for such person in the Territory, it 
 shall be the duty of such general guardian or committee to attend to 
 the interests of such infant, idiot or person of unsound mind ; and the 
 Court shall require such security to be given by such general or spe- 
 cial guardian or committee, as it may deem necessary to protect the 
 rights of such infant, idiot or person of unsound mind ; and all notices 
 required to be served in the progress of the proceedings, may be served 
 on such general or special guardian or committee. 
 
RAILROAD LAWS OF NEW MEXICO. 15 
 
 7th. In all cases not herein otherwise provided for, services of 
 orders, notices, and other papers in the proceedings by this act, may 
 *be made as the District Court or Judge thereof shall direct. 
 
 SEC. 2. On presenting such petition to the District Court or Judge 
 thereof, as aforesaid, with proof of service of a copy thereof and notice 
 as aforesaid, all or any of the persons whose estates and interests are 
 to be affected by the proceedings, may show cause against granting 
 the prayer of the petition, and may disprove any of the facts alleged in 
 it. The Court or Judge thereof shall hear the proofs and allegations of 
 the parties, and if no sufficient cause is shown against granting the 
 prayer of the petition, it shall make an order for the appointment of 
 three disinterested and competent freeholders, each one of whom shall 
 have resided in the county for at least three years, where the premises 
 *to be appraised are situated, three commissioners to ascertain and ap- 
 praise the compensation to be made to the owners or persons interested 
 in the real estate proposed to be taken in such county for the purposes 
 of the company, and to fix the time and place for the first meeting of 
 the commissioners. 
 
 SEC. 3. The commissioners shall take and subscribe an oath (Sec- 
 tion 1 6) to faithfully discharge the duties required of them in the fore- 
 going section any one of them may issue subposnas and administer 
 oaths to witnesses ; a majority of them may adjourn the proceedings 
 before them from time to time, in their discretion. Whenever they 
 meet, except by the appointment of the Court or pursuant to adjourn- 
 ment, they shall cause reasonable notice of such meetings to be given 
 to the parties interested, or their agent or attorney. They shall view 
 the premises described in the petition, and hear the proofs and allega- 
 tions of the parties, and reduce the testimony taken by them, if any, 
 to writing, and after the testimony in each case is closed, they, or a 
 majority of them, all being present, shall, without any unnecessary 
 delay, and before proceeding to the examination of any other claim, 
 ascertain and determine the compensation which ought justly to be 
 made by the company to the owners or persons interested in the real 
 estate appraised by them ; and in fixing the amount of such compensa- 
 tion, said commissioners shall not make any allowance or deduction 
 on account of any real or supposed benefits which the parties interested 
 may derive troni the construction of the proposed railroad, or the con- 
 struction of the proposed improvement connected with such road, for 
 which such real estate may be taken. They, or a majority of them, 
 shall also determine what sum ought to be paid to the general or spe- 
 cial guardian or committee of an infant, idiot or person of unsound 
 
1 6 RAILROAD LAWS OF NEW MEXICO. 
 
 mind, or to any attorney appointed by the Court to attend to the inter- 
 ests of any unknown owner or party in interest, not personally served 
 with notice of the proceedings, and who has not appeared for costs, 
 expenses and counsel fees. The said commissioners shall make a 
 report of their proceedings to the District Court at any general or spe- 
 cial term, with the minutes of the testimony taken by them, if any ; 
 and they shall each be entitled to five dollars for services and expenses 
 for every day they are actually engaged in the performance of their 
 duties ; to be paid by the company ; except where the owners or per- 
 sons interested in the real estate fail to have awarded them more than 
 the amount of compensation offered them by the company before the 
 appointment of commissioners, then to be paid by the said owners or 
 persons interested, or if not paid by them to be paid by the company 
 and deducted from the amount awarded. 
 
 SEC. 4. On such report being made by said commissioners the com- 
 pany shall give notice to the parties or their attorneys to be affected by 
 the proceedings, according to the rules and practice of said Court at 
 the next general or special term thereof, for the confirmation of such 
 report ; and the Court shall thereupon confirm such report, and shall 
 make an order, containing a recital of the substance of the proceedings 
 in the matter of the appraisal, and a description of th^ real estate ap- 
 praised for which compensation is to be made ; and shall also direct to 
 whom money is to be paid or in what place and in what manner it shall 
 be deposited by the company. 
 
 SEC. 5. A certified copy of the order so to be made as aforesaid, 
 shall be recorded at full length in the office of the Probate Clerk of the 
 county in which the land described in it is situated; and thereupon, 
 and on the payment or deposit by the company of the sums to be paid 
 as compensation for the land, and for costs, expenses and counsel fees 
 as aforesaid, and as directed by said order, the company shall be 
 entitled to enter upon, take possession of, and use the land for the pur- 
 poses of the corporation, during the continuance of its corporate exist- 
 ence, by virtue of this or any other act ; and all persons who have been 
 made parties to the proceedings shall be divested and barred of all 
 right, estate and interest in such real estate, during the corporate exist- 
 ence of the company as aforesaid. All real estate required by the 
 company under and pursusnt to the provisions of this act, for the pur- 
 poses of its incorporation, shall be deemed to be acquired for the public 
 use. Within twenty days after the confirmation of the report of the 
 commissioners, such appeal shall be heard by the District Court at the 
 next special or general term thereof on such notice thereof being given 
 
RAILROAD LAWS OF NEW MEXICO. 1 7 
 
 according to the rules and practices of said court. On the hearing of 
 such appeal, the Court may direct a new appraisal before new com- 
 missioners in its discretion ; the second report shall be final and con- 
 clusive on all the parties interested. If the amount of the compensation 
 to be made by the company is increased by the second report, the dif- 
 ference shall be a lien on the land appraised and shall be paid by the 
 company to the parties entitled to the same, or shall be deposited in 
 such place as the Court shall direct ; and if the amount is diminished, 
 the difference shall be refunded to the company by the party to whom 
 the same may have been paid; and judgment therefor, may be ren- 
 dered by the Court on the filing of a second report against the party 
 liable to pay the same. Such appeal shall not affect the possession by 
 such company of the land appraised, and when the same is made by 
 others than the company, it shall not be heard, except on a stipulation 
 of the party appealing not to disturb such possession. 
 
 SEC. 6. If there are adverse and conflicting claimants to the money, 
 or any part of it, to be paid as compensation for the real estate taken, 
 the Court may direct the money to be paid into the said Court by the 
 company, and may determine who is entitled to the same, and direct 
 to whom the same shall be paid ; and may, in its discretion, order a 
 reference to ascertain the facts on which such determination and order 
 are to be made. 
 
 SEC. 7. The Court shall appoint some competent attorney to appear 
 for and protect the rights of any party in interest who is unknown, and 
 who has not appeared in the proceedings by attorney or agent. The 
 Court shall also have power at any time to amend any defect or in- 
 formality in any of the proceedings authorized by this act, as may be 
 necessary; or to cause new parties to be added, and to direct such 
 further notices to be given to any party interested, as it deems proper ;. 
 and the Court, or the Judge thereof, shall have power to appoint other 
 commissioners in place of any who shall die, or refuse or neglect to 
 serve, or be incapable of serving. 
 
 SEC. 8. If at any time after an attempt to acquire title by the ap- 
 praisal of damages or otherwise, it shall be found that the title thereby 
 attempted to be acquired is defective, the company may proceed anew 
 to acquire or perfect such title, in the same manner as if no appraisal 
 had been made ; and at any stage of such new proceeding, the Court 
 may authorize the corporation, if in possession, to continue in posses, 
 sion, and if not in possession, to take possession, and use such real 
 estate during the pendency and until the final conclusion of such new 
 proceedings ; and may stay all actions or proceedings against the com. 
 
1 8 RAILROAD LAWS OF NEW MEXICO. 
 
 pany on account thereof, on such company paying into Court a suffi- 
 cient sum, or giving security as the Court may direct, to pay the 
 compensation therefor when finally ascertained ; and in every such 
 case, the party interested in such real estate may conduct the pro- 
 ceedings to a conclusion, if the company delays or omits to prosecute 
 the same. 
 
 SEC 9. This act to take effect from and after its passage and ap- 
 proval. 
 
 Approved January 30, 1872. 
 
 CHAPTER XXX. 
 
 AN ACT authorizing counties to aid in the construction of Railroads. 
 
 Be it enacted by the Legislative Assembly of the Territory of New 
 Mexico : 
 
 SECTION i. That it shall be lawful for the people of any county in 
 this Territory to pledge the credit of such county to borrow money, to 
 issue bonds or other evidences of debt, to assist in the construction of 
 any railroad passing through all or a portion of said county, for such 
 amount or amounts of money not exceeding for any such road five per 
 centum of the assessed value of the real and personal property of such 
 county as the electors of said county may determine in meetings or 
 elections that may be held in the various precincts of such county for 
 that purpose, and at said meetings or elections the terms and conditions 
 of such pledge of credit may also be determined as hereinafter provided 
 in this act. The amount of bonds or other evidences [of debt] that 
 may become due in any year shall not exceed two per centum of the 
 assessed value of the property of such county at the time of issuing 
 such bonds or other evidences of debt. Nor shall J:he rate of interest 
 
 upon such bonds or other evidence of debt be more than per 
 
 centum per annum. 
 
 SEC. 2. It shall be the duty of the probate judge or commissioner 
 who may be hereafter provided by law, as the case may be, to call a 
 meeting or election of the electors of the various precincts of said 
 
RAILROAD LAWS OF NEW MEXICO. 19 
 
 county who own taxable property, upon the written or printed, or in 
 part written or printed request of fifteen owners of property elector s 
 and tax payers of such county, which request shall specify the amount 
 which has to be raised or pledged, and the manner of raising and 
 pledging the same by bonds or otherwise the rate of interest which has 
 to be paid, the time or times of the payment and such other matters as 
 they may consider for the welfare and security of the people of the 
 county, and in publishing notices of the meetings or elections to be 
 held in such county there shall also be published with such notice a 
 copy of the request and names upon the same for which they call the 
 meetings or elections. The questions submitted to the electors shall 
 be those contained in the call for the meetings or elections, and those 
 who vote upon the question of aid shall vote a ticket upon which is 
 written or printed, or part written and part printed, the words "Aid 
 for railroads, yes," and those who vote in the negative shall vote a 
 ticket on which is written or printed, or part written or printed, the 
 words "Aid for railroads, no." The elections or meetings to deter- 
 mine the question of aid shall be held at the usual places of voting in 
 the precincts of the county to be called in the same manner, at the same 
 hours of the day the polls shall be opened and shall be closed at the 
 same time and manner, and the tickets shall be counted by the same 
 inspectors and persons and they shall make returns of the same, certi- 
 fied, delivered or returned in the same manner to all intents and purposes 
 as correct as is possible as in the case of annual elections heretofore 
 held for the election of officers, except that four notices of elections 
 printed in both languages Spanish and English shall be published at 
 least fifteen days beforg the day of the election in some conspicuous 
 place in every and each precinct in the county, and shall be published 
 in some periodical published in the county. 
 
 SEC. 3. Should it be determined in such meetings or elections to 
 aid in the construction of any railroad, and should it so appear from 
 the proper returns of such meetings or elections held in such precincts 
 as aforesaid, which returns shall be made, certified and delivered by 
 the proper inspectors, to the same person or persons and in the same 
 manner that ordinary returns of election of county officers are certified, 
 made and delivered, within ten days afterwards, that such meetings or 
 elections are held, it shall be the duty of the probate judge of such 
 county or of any commissioner or commissioners who may by law be 
 provided for, elected or appointed for that purpose to execute bonds or 
 other evidences of debt, under their seal of office attested by the clerk 
 of the Probate Court in conformity with the vote given at such elec- 
 
20 RAILROAD LAWS OF NEW MEXICO. 
 
 tions or meetings of said county, and to require of the railroad com- 
 pany for whose benefit the aid has been voted such stock or other 
 security for the same as can by such vote be required as a condition 
 precedent for the delivery of such bonds or other evidences of debt and 
 to do all other acts necessary to comply with the vote of the electors of 
 such county, and all moneys, certificates, securities or other things 
 inuring to said county under this act, and by virtue of the conditions 
 of such vote of said electors shall be deposited with said probate judge 
 or commissioners as the case may be, and by him or them shall be 
 kept in safety until delivered in conformity with the law to the proper 
 person at any time entitled thereto or to the successor in office of said 
 probate judge or commissioners as aforesaid. 
 
 SEC. 4. It shall be the duty of the proper officer levying the usual 
 taxes for territorial and county purposes under the general law of tax- 
 ation, to raise by taxation such sums of money annually and from year 
 to year as may be sufficient from time to time, to pay the principal and 
 interest of such bonds or evidences of debt as regularly as the same 
 shall become due, and in time to meet promptly the debt and interest: 
 provided that no bonds or other evidences'of debt created under this 
 act shall be sold for less than their par value, nor such bonds or other 
 evidences of debt shall be paid or delivered to any railroad company, 
 nor to any person or persons for the use of such company, nor shall 
 they fce permitted to leave the hands of said judge or commissioners, 
 except upon the certificate of the governor that the railroad to which 
 such aid has been conceded has been completed in the county where 
 such aid was voted, whether it shall be entirely for such part of the 
 county as the road has to pass, or in such proportion to all the distance 
 agreeably as the amount of bonds or other evidences of debt delivered 
 shall show to the whole sum voted. 
 
 SEC. 5. This act shall take effect from and after its passage. 
 
 Approved February i, 1872. 
 
 [Translation.] 
 
 CHAPTER XXXVII. 
 
 AN ACT to amend an act entitled ar. act, to create a general incor- 
 
RAILROAD LAWS OF NEW MEXICO. 21 
 
 poration act, permitting persons to associate themselves together 
 as bodies corporate for mining, manufacturing and other industrial 
 pursuits. 
 
 CONTENTS. 
 
 Sec. i. Objects additional, for which incorporate associations are per- 
 mitted. 
 
 Be it enacted by the Legislative Assembly of the Territory of New 
 Mexico : 
 
 SECTION i. That the first section of an act approved December 
 twenty-seventh, eighteen hundred and sixty-seven, entitled "An act to 
 create a general incorporation act permitting persons to associate them- 
 selves together as bodies corporate, for mining, manufacturing and 
 other industrial pursuits," shall be and hereby is amended to read as 
 follows : corporations for mining, manufacturing or other industrial 
 pursuits, or the construction or operation of railroads, wagon roads, 
 irrigating ditches, and the colonization and improvement of lands in 
 connection therewith, or for colleges, seminaries, churches, libraries, 
 -or any benevolent, charitable or scientific associations ; may be formed 
 according to the provisions of this act. Such corporation and the 
 members thereof, being subject to all the conditions and liabilities 
 herein imposed and to none others. 
 
 SEC. 2. This act shall take effect and be in force from and after its 
 passage. 
 
 Approved January 5, 1876. 
 
 CHAPTER I. 
 
 AN ACT to provide for the incorporation of Railroad Companies, and 
 the management of the affairs thereof, and other matters relating 
 thereto. 
 
 TITLES. 
 
 Title I. Formation of Railroad Corporations, Page 17 
 
 " II. By-Laws, " 19 
 
22 RAILROAD LAWS OF NEW MEXICO. 
 
 Title III. Directors, Elections and Meeting, Page 21 
 
 " IV. Corporate Stock, " 27 
 
 " V. Assessments, u 28 
 
 " VI. Corporate powers, " 31 
 
 " VII. Eminent Domain, " 39 
 
 " VIII. Regulation and Management, " 41 
 
 " IX. Grants, Donations, Exemptions, Dissolution, " 48. 
 
 [TITLE.] Chapter I. 
 
 FORMATION OF RAILROAD CORPORATIONS. 
 
 Section i. Articles of incorporation, who may enter into. 
 " 2. What must be set forth. 
 
 3. How executed. 
 " 4. Corporators must be subscribers to Capital Stock, and have 
 
 paid in ten per cent. 
 " 5. Treasurer affidavit of subscriptions and per cent paid in 
 
 must be attached to articles. 
 " 6. Articles of incorporation must be filed with Secretary of 
 
 the Territory. 
 
 " 7. Owners of Capital Stock shall be called Stockholders. 
 " 8. Copy certified by the Secretary of the Territory received in 
 
 evidence. 
 
 Be it enacted by the Legislative Assembly of the Territory of New- 
 Mexico : 
 
 SECTION i. Railroad corporations may be formed by the voluntary 
 association of any five or more persons, in the manner prescribed in 
 this chapter. Such persons must be citizens of the United States. 
 
 SEC. 2. Articles of incorporation must be prepared, setting forth : 
 
 i st. The name of the corporation. 
 
 2d. The purpose for which it is formed. 
 
 3d. The place where its principal business is to be transacted. 
 
 4th. The term for which it is to exist, not exceeding fifty years. 
 
 5th. The number of its directors, which shall not be less than five 
 nor more than eleven ; and the names and residences of the persons 
 who are appointed to act as such until their successors are elected and 
 qualified. 
 
 6th. The amount of its capital stock which (shall not exceed the 
 
RAILROAD LAWS OF NEW MEXICO. 2 
 
 amount actually required for the purposes of the corporation as esti- 
 mated by competent engineers) and the number of shares into which 
 it is divided. 
 
 yth. The amount of capital stock actually subscribed, and by whom. 
 
 8th. The termini of its road and intermediate branches. 
 
 9th. The estimated length of its road and of each of its branches. 
 
 loth. That at least ten per cent, of its capital stock subscribed has 
 been paid to the treasurer of the intended corporation, giving his name 
 and residence. 
 
 SEC. 3. The articles of incorporation must be subscribed by five or 
 more persons, who must be citizens of the United States, and acknowl- 
 edged by each of them before some officer authorized by the laws of 
 this Territory to take and certify acknowledgments of conveyances of 
 real property situated within this Territory. Each subscriber may sub- 
 scribe said articles personally or by an attorney in fact, thereunto duly 
 authorized in writing signed by said subscriber and acknowledged be- 
 fore some officer authorized by the laws of this Territory to take and 
 certify acknowledgments of conveyances of real property situated with- 
 in this Territory. Ail such powers of attorney must be securely 
 attached to said articles of incorporation, and be filed therewith, as 
 hereinafter provided. 
 
 SEC. 4. The corporators of each intended corporation before filing 
 articles of incorporation must have actually subscribed to the capital 
 stock of the corporation at least one thousand dollars for each mile of 
 its road and branches, and at least ten per cent, thereof must have been 
 paid for the benefit of the corporation, to a treasurer appointed by the 
 subscribers to its articles of incorporation, or their attorneys in fact as 
 aforesaid. 
 
 SEC. 5. There must be securely attached to said articles of incor- 
 poration an affidavit of the treasurer named therein, that the requisite 
 amount of the capital stock of the intended corporation has been actu- 
 ally subscribed, and that ten per cent, thereof has been actually paid 
 to him for the benefit of said corporation, stating the amount of stock 
 subscribed, and the amount actually paid in. 
 
 SEC. 6. Said articles of incorporation, with the powers of attorney 
 mentioned in the third section of this chapter, if any such there be, and 
 the affidavit mentioned in the fifth section of this chapter, must be filed 
 in the office of the Secretary of this Territory, and thereupon, the per- 
 sons who have signed articles, and their associates and successors, shall 
 be a body politic and corporate, by the name stated in said articles foi 
 the term of years therein specified. 
 
24 RAILROAD LAWS OF NEW MEXICO. 
 
 SEC. 7. The owners of shares of the capital stock of corporations 
 formed under this act shall be called stockholders. 
 
 SEC. 8. A copy of any articles of incorporation filed in pursuance 
 of the provisions of this chapter, certified by the Secretary of this Ter- 
 ritory, must be received in all courts and other places as prima facie 
 e idence of the facts therein stated. 
 
 [TITLE.] Chapter. II. 
 
 BY-LAWS. 
 
 Section i. How adopted. 
 
 " 2. What to provide for. 
 
 " 3. Certified, Amendment and Repeal. Recorded. 
 
 SECTION i. Every corporation formed under this act must, within 
 three months after filing articles of incorporation, adopt a code of by- 
 laws for its government, not inconsistent with the laws of this Terri- 
 tory. By-laws may be adopted by stockholders representing a majority 
 of all the subscribed capital stock, at a meeting of stockholders called 
 for that purpose by order of the acting president, served upon them- 
 personally in writing, or by advertisement in some newspaper pub 
 lished in the county in which the principal place of business of the 
 -corporation is located, if there be one published therein, but if not, 
 then in some paper published in some adjoining county. The time 
 specified in said order for such meeting shall not be less than two weeks 
 from the date thereof: Provided, that the written assent of the holders 
 of two-thirds of the subscribed capital stock shall be effectual to adopt 
 a code of by-laws without a meeting of the stockholders for that pur- 
 pose. 
 
 SEC. 2. Where no other provision is especially made by this act, a 
 corporation formed under it, may, by its by-laws provide for : 
 
 ist. The time, place and manner of calling and conducting the meet- 
 ings of its directors and stockholders. 
 
 2d. The number of stockholders constituting a quorum at meetings 
 of stockholders. 
 
RAILROAD LAWS OF NEW MEXICO. 25 
 
 3d. The mode of voting by proxy at meetings of stockholders. 
 
 4th. The time for holding annual elections for directors and the 
 mode and manner of giving notice thereof. 
 
 5th. The compensation and duties of officers. 
 
 6th. The manner of election and the tenure of office of all officers 
 other than the directors. 
 
 yth. Suitable fines for violation of by-laws, not exceeding in any case 
 one hundred dollars for any one offence ; and 
 
 8th. The mode and manner of collecting assessments, except as 
 otherwise provided in this act. 
 
 SEC. 3. All by-laws must be certified by a majority of the directors 
 and the secretary of the corporation, and copied in a legible hand in a 
 book to be kept in the office of the secretary of the corporation to be 
 known as the " Book of By-Laws," which shall be open to public 
 inspection during office hours of each day except holidays. When 
 recorded as aforesaid, the by-laws shall take effect, unless otherwise 
 therein provided. By-laws may be amended or repealed, or new by- 
 laws may be adopted at an annual meeting, or any other meeting of 
 the stockholders called by the directors for that purpose, by a vote 
 representing two-thirds of the subscribed capital stock, or the power to 
 amend or repeal or adopt new by-laws, may, by a similar vote, at any 
 such meeting, be delegated to the Board of Directors. Such power, 
 when delegated, may be revoked by a similar vote at any regular meet- 
 ing of the stockholders. Whenever any amendment or new by-law is 
 adopted, it shall be copied in the "Book of By-Laws" immediately 
 .after the previous by-laws and shall not take effect until so recorded. 
 If any by-law be repealed, the fact and date of repeal shall be noted in 
 the " Book of By-Laws," and until so noted, the repeal shall not take 
 .effect. 
 
 [TITLE.] Chapter III. 
 
 DIRECTORS, ELECTIONS AND MEETINGS. 
 
 'Section i. Members and Election of Directors. 
 a 2. Term of office, when elected. 
 
26 RAILROAD LAWS OF NEW MEXICO. 
 
 Section 3. Conduct and what constitutes an election. 
 
 " 4. Business meetings, Quorums. 
 
 " 5. Dividends and Liabilities of Directors. 
 
 " 6. Removal of Directors from office. 
 
 " 7. When a justice of the peace may call a meeting of the stock- 
 holders. 
 
 " 8. Stockholders meetings must represent a majority of stock 
 subscribed. Adjournments. 
 
 " 9. Stock belonging to insane persons or minors, how repre- 
 sented. 
 
 " 10. Provisions when failing to elect. 
 
 " ii. Recourse of persons aggrieved by an election. 
 
 " 12. Liability for false reports, certificates, etc. 
 
 " 13. Stockholders signing written consent to a meeting, makes 
 it valid. 
 
 " 14. The same may elect officers to vacancies and transact busi- 
 ness. 
 
 " 15. Must meet at principal place of business. 
 
 " 16. Calling of meetings, general and special. 
 
 " 17. Change of principal place of meeting. 
 
 " 1 8. Record of corporate debts. Book of Stockholders. Trans- 
 fer books. 
 
 SECTION i. The corporate powers, business and property of all cor- 
 porations formed under this act must be exercised, conducted, controlled 
 and managed by a board of not less than five nor more than eleven direct- 
 ors, to be elected from among the stockholders who are citizens of the 
 United States. Unless a quorum be present and acting, no business 
 performed or act done shall be valid or binding as against the corpora- 
 tion. Vacancies in the board of directors shall be filled by appoint- 
 ment by the board, unless otherwise provided by the by-laws of the 
 corporation. Within the limits above specified, the number of direct- 
 ors may be increased or diminished by a vote of stockholders represent- 
 ing two-thirds of the subscribed capital stock, at any annual meeting 
 of the stockholders. 
 
 SEC. 2. The directors named in the articles of incorporation shall 
 hold their offices for one year from and after the date of the filing of 
 said articles in the office of the Secretary of this Territory, as herein- 
 before provided, or until their successors are elected and qualified. 
 Thereafter, directors must be elected annually by the stockholders at 
 such time as may be provided in the by-laws of the corporation. Pro- 
 
RAILROAD LAWS OF NEW MEXICO. 2j 
 
 vided, that if no time be fixed in the by-laws, such elections shall be 
 had on the first Wednesday in July of each year. 
 
 SEC. 3. All elections of directors must be by ballot, and a vote of 
 stockholders representing a majority of the subscribed capital stock 
 shall be necessar3 r to a choice. At all such elections, and at all other 
 elections, and at all meetings of stockholders, each stockholder shall 
 be entitled to one vote for each share of the capital sto:k owned by 
 him. 
 
 SEC. 4. The directors named in the articles of incorporation must 
 meet within one week after the filing of said articles at the principal 
 place of business of the corporation, and organize by the election of a 
 president who shall be one of their number, a secretary and treasurer ; 
 and their successors must so meet and organize immediately after their 
 election. Directors must perform the duties enjoined upon them by 
 law and the by-laws of the corporation. A majority of the directors 
 shall constitute a board for the transaction of business, and every 
 decision of a majority of the directors forming such board, made 
 when duly assembled and in session as such board, shall be valid as a 
 corporate act. 
 
 SEC. 5. The directors must not make or declare dividends, except 
 from the surplus profits arising from the business of the corporation ; 
 nor must they withdraw, divide or pay to the stockholders, or any of 
 them, any part of the capital stock ; nor must they create debts beyond 
 their subscribed capital stock, or reduce or increase the capital stock, 
 except as hereinafter specially provided. For a violation of the provi- 
 sions of this section, the directors under whose administration the same 
 may have happened (except those who may have caused their dissent 
 therefrom to be entered at large on the minutes of the proceedings of 
 the directors at the time, or were not present when the same did hap- 
 pen) shall be, in their individual and private capacity, jointly and sev- 
 erally liable to the corporation, and to the creditors thereof, in the event 
 of its dissolution, to the full amount of the capital stock so divided, with- 
 drawn, paid out or reduced, or debt contracted ; and no statute of limit- 
 ations shall be a bar to any suit against such directors for any sums for 
 which they are made liable by this section. There may, however, be 
 a division and distribution of the capital stock and property of the cor- 
 poration which may remain after the payment of all its debts, upon 
 the dissolution of the corporation or the expiration of its term of ex- 
 istence. 
 
 SEC. 6. Directors may be removed from office by a vote of stock- 
 holders holding two-thirds of the subscribed capital stock, at a general 
 
28 
 
 RAILROAD LAWS OF NEW MEXICO. 
 
 meeting held after previous notice of the time and place and of the 
 intention to propose such removal. Meetings of stockholders for this 
 purpose may be called by the president or by a majority of the direct- 
 ors, or by stockholders holding at least one-half of the subscribed capital 
 stock. Such calls must be in writing and addressed to the secretary 
 who must thereupon give notice of the time, place and object of the 
 meeting, and by' whose order it is called. If the secretary refuse to 
 give such notice, or if there be no secretary, the call may be addressed 
 directly to the stockholders, and be served as a notice, in which case it 
 must specify the time and place of meeting. The notice must be given 
 in the manner prescribed in the by-laws. If, however, no provision 
 has been made in the by-laws, then it shall be served in the manner 
 prescribed in section i, chapter 2 of this act. In case of removal, the 
 vacancy may be immediately filled by election at the same meeting. 
 
 SEC. 7- Whenever, from any cause, there is no person authorized to 
 call or preside at a meeting of the stockholders, any justice of the peace 
 of the county where the principal place of business of the corporation 
 is established, may, on written application of three or more of the 
 stockholders, issue a warrant to one of the stockholders directing him 
 to call a meeting of the stockholders, by giving the notice required in 
 other cases ; and said justice may in the same warrant direct such 
 stockholder to preside at such meeting until a clerk is chosen an'd 
 qualified, if there is no other officer present legally authorized to pre- 
 side thereat. 
 
 SEC. 8. At all meetings of the stockholders for any purpose, a ma- 
 jority of the subscribed capital stock must be represented by the holders 
 thereof, in person or by proxy, in writing. Every person acting there- 
 at, in person, or by proxy, or by representative, must be a bona Jide 
 stockholder, having stock in his own name on the stock books of the 
 corporation, at least ten days prior to the meeting. Any election or 
 vote had other than in accordance with the provisions of this chapter 
 shall be voidable at the instance of absent stockholders, and may be 
 set aside upon petition to the District Court for the county where the 
 same was had. Any regular or called meeting of the stockholders 
 may be adjourned from day to day, or from time to time, if for any 
 cause there are not present stockholders representing a majority of the 
 subscribed stock, or no election or majority vote had. Such adjourn- 
 ments, and the reasons therefor shall be noted in the minutes of the 
 proceedings of the meeting, which shall be recorded in the journal of 
 proceedings of the board of directors. 
 
 SEC. 9. Shares of stock belonging to the estate of a minor or insane 
 
RAILROAD LAWS OF NEW MEXICO. 2C> 
 
 person, may be represented at all meetings of the stockholders by his 
 guardian ; and of a deceased person, by his executor or administrator. 
 
 SEC. 10. If from any cause an election does not take place on the 
 day appointed in the by-laws, or if no day be appointed in the by-laws, 
 then on the day appointed in section two of this chapter, it may be 
 held on any day thereafter as is provided for in such by laws, or to 
 which such election may be adjourned or ordered by the directors. If 
 an election has not been held at the appointed time, and no adjourned 
 or other meeting for the purpose has been ordered by the directors a 
 meeting may be called by the stockholders, as provided in section six 
 of this chapter. 
 
 SEC. ii. Upon the application of any person or body corporate 
 aggrieved by any election held by any corporation formed under this 
 act, or any proceedings thereof, the District Judge of the district in 
 which such election has been held must proceed forthwith summarily 
 to hear the allegations and proofs of the parties, or otherwise, inquire 
 into the matters complained of; and thereupon confirm the election, 
 order a new one, or direct such other relief in the premises as accords 
 with right and justice. Before any proceedings are had under this 
 section, five days' notice thereof must be given to the adverse party, or 
 those to be affected thereby. 
 
 SEC. 12. Any officer of a corporation formed under this act who 
 wilfully gives a certificate, or wilfully makes an official report, or gives 
 public notice, or makes an entry in any of the records or books of the 
 corporation concerning the corporation or its business, which is false 
 in any material representation, shall be liable for all the damages re- 
 sulting therefrom to any person injured thereby ; and if two or more 
 officers unite or participate in the commission of any of the acts 
 herein designated, they shall be jointly and severally liable for such 
 damages. 
 
 SEC. 13. When all the stockholders are present at any meeting, how- 
 ever called or notified, and sign a written consent thereto on the record 
 of such meeting, the doings of such meeting shall be as valid as if had 
 at a meeting otherwise legally called and noticed. 
 
 SEC. 14. The stockholders, when assembled, as provided in the last 
 section, may elect officers to fill all vacancies then existing, and may 
 act upon such other business as may lawfully be transacted at regular 
 meetings of the stockholders. 
 
 SEC. 15. The meetings of stockholders and board of directors 
 must be held at the office or principal place of business of the corpo- 
 ration. 
 
30 RAILROAD LAWS OF NEW MEXICO. 
 
 SEC. 16. When no provision is made in the by-laws for regular 
 meetings of the directors and the mode of calling special meetings, all 
 meetings of the directors must be called by special notice in writing, to 
 be given to each director by the secretary, on the order of the presi- 
 dent, or if there be no president, on the order of any two directors. 
 Such orders and notice shall be recorded in the journal of the proceed- 
 ings of the board of directors. 
 
 SEC. 17. Every corporation formed under this act, may change its 
 principal place of business from one place to another in the same county, 
 or from one city or county to another city or county within this Territ- 
 ory. Before such change is made, the assent, in writing, of the holders 
 of two-thirds of the subscribed capital stock must be obtained and filed 
 in the office of the secretary of the corporation. When such consent is 
 obtained and filed, notice of the intended removal or change must be 
 published at least once a week for three successive weeks, in some 
 newspaper published in the county wherein said principal place of 
 business is situated, if there is one published therein ; if not, in a news- 
 paper published in an adjoining county, giving the name of the county 
 or city, or town where it is situated, and that to which it is intended 
 to remove it. 
 
 SEC. 1 8. The directors must cause a book to be kept by the secre- 
 tary to be called " Record of Corporation Debts," in which the secre- 
 tary shall record all written contracts of the directors, and a succinct 
 statement of the debts of the corporation, the amount thereof and to 
 whom contracted, which book shall at all times be open to inspection 
 by any stockholder or other party in interest. When any contract or 
 debt shall be paid or discharged, the secretary shall make a memoran- 
 dum thereof in the margin, or in some other convenient place in the 
 record where the same is recorded. They must also cause a complete 
 record to be kept by the secretary of the proceedings of all meetings of 
 the board of directors and of the stockholders, in a book provided spe- 
 cially for that purpose. Such record must show the name of each 
 director present at the opening of each meeting of the board, and at 
 what stage of the proceedings any director not present at the opening 
 appeared, and also at what stage of the proceedings any director may 
 absent himself on leave or otherwise. The record must also show the 
 name of each director voting against any proposition, whenever any 
 director may require the same to be placed upon the record. Prior to 
 the adjournment of each meeting of the board or of the stockholders, 
 as the case may be, the record of the proceedings of such meeting 
 must be read and approved. The directors must also cause such other 
 
RAILROAD LAWS OF NEW MEXICO. 3! 
 
 books to be kept by the secretary as may be deemed necessary, or 
 prescribed by the directors, in which all the business transactions of 
 the corporation must be plainly and accurately entered and kept ; also 
 a book to be labeled " Book of Stockholders," which shall contain the 
 names of all persons, alphabetically arranged, who are, or shall have 
 been, stockholders of the corporation, showing their places of resi- 
 dence, if known, the number of shares of stock held by them respect- 
 ively, the time when they, respectively, became the owners of such 
 shares, the amount of cash actually paid to the company by them re- 
 spectively for their stock ; and also the time when they may have 
 ceased to be stockholders. Said " Book of Stockholders," during the 
 office hours of the secretary, shall be open to the inspection of stock- 
 holders and creditors of the corporation and their personal representa- 
 tives. The directors must also cause to be kept by the secretary a 
 book to be labeled " Transfer Book," in which all transfers of stock 
 must be entered. Said " Transfer Book" shall be received in all courts 
 and places as prima facie evidence of the facts therein stated. 
 
 [TITLE.] Chapter IV. 
 
 CORPORATE STOCK. 
 
 Section i. Shares of stock, personal property, and how and when may 
 
 be transferred. 
 
 " 2. Issues of certificates of stock. 
 " 3. Shares held by married women. 
 u 4. Shares of stock held by non-residents. 
 
 SECTION i. Shares of the capital stock of any corporation formed 
 under this act shall be personal property, and may be transferred by 
 endorsement, by the signature of the proprietor, or his attorney or 
 legal representative and delivery of the certificate ; but such transfer 
 shall not be valid, except between the parties thereto, until the same 
 shall have been entered upon the " Transfer Book" of the corporation 
 so as to show the names of the parties by and to whom transferred, the 
 number or designation of the shares and the date of transfer. Provided 
 
32 RAILROAD LAWS OF NEW MEXICO. 
 
 no stock shall be transferred upon the " Transfer Book" of the corpo- 
 ration until all previous assessments thereon shall have been fully paid 
 in, nor shall any such transfer be valid except as between the parties 
 thereto, unless at least twenty per cent, shall have been paid thereon, 
 and certificates issued therefor, and the transfer approved by the Board 
 of Directors, except by consent of the Board of Directors. 
 
 SEC. 2. Certificates for stock, when fully paid up, signed by the 
 president and secretary, shall be issued to the owners thereof, and pro- 
 vision may be made in the by-laws for issuing certificates prior to full 
 payment, under such restrictions, and for such purposes, as the by- 
 laws may provide. 
 
 SEC. 3. Shares of stock held or owned by a married woman may 
 be transferred by her, her agent, or attorney, without the signature of 
 her husbaand, in the same manner as if such married woman were a 
 femme sole. All dividends payable upon any shares of stock held by 
 a married woman may be paid to such married woman, her agent or 
 attorney, in the same manner as if she were unmarried, and it shall 
 not be necessary for her husband to join in any receipt therefor, and 
 any proxy or power given by a married woman touching any stock 
 owned by her, shall be valid and binding without the signature of her 
 husband, the same as if she were unmarried. 
 
 SEC. 4. When shares of stock are owned by persons residing out of 
 the Territory, the president, secretaay or directors of the corporation,, 
 before entering any transfer thereof on the books, or issuing a certifi- 
 cate therefor to the transferee, may require from the attorney or agent 
 of the non-resident owner, or from the person claiming under the trans- 
 fer, an affidavit or other evidence that the non-resident owner was alive 
 at the date of the transfer,' and that his signature to the transfer is genu- 
 ine ; and if such affidavit or other satisfactory evidence be not fur- 
 nished, may require from the attorney, agent or claimant, a bond of 
 indemnity with two sureties, satisfactory to the board of directors ; or 
 if not so satisfactory, then one approved by a district or county judge, 
 of the county in which the principal office of the corporation is situated, 
 conditioned to protect and indemnify the corporation against any liabil- 
 ity to the non-resident owner or his or her legal representatives, in case 
 of his or her death before the transfer, and if such affidavit or other 
 evidence, or bond, be not furnished when required as herein provided, 
 neither the corporation, nor any officer thereof, shall be liable for re- 
 fusing to enter the transfer on the books of the corporation. 
 
RAILROAD LAWS OF NEW MEXICO. 33 
 
 [TITLE.] Chapter V. 
 
 ASSESSMENTS. 
 
 Section i. When and how made, notices, default in payment, sale. 
 " 2. Retrictions. 
 
 " 3. Sale on default, to be entered in transfer book. 
 u 4-5. No purchaser, corporation to buy. How held. 
 
 6. Extension of notice of sale. 
 
 7. Re publication of notice in event of irregularity. 
 
 8. Action to recover. Defective assessments, not good un- 
 
 less, etc., etc. 
 
 9. Publication of notice and proof of publication. 
 
 SECTION i. 'The directors may call in and demand from the stock- 
 holders the sums by them subscribed, in installments of not more than 
 ten per cent per month : Provided, that if the whole capital stock 
 has not been paid in, and the corporation is unable to meet its liabili- 
 ties, or to satisfy the claims of its creditors, the assessment may be for 
 the full amount unpaid ; or if a less amount is sufficient, then it may 
 be for such a per centage as will raise that amount. Notice of each 
 assessment shall be given to the stockholders personally or shall be 
 published once a week for at least four weeks in a newspaper pub- 
 lished at the place designated as the principal place of business of the 
 corporation, or if none be published there in some newspaper nearest 
 to such place, which notice shall be substantially in the following 
 form : 
 
 " Notice is hereby given that an assessment of dollars per 
 
 share on the capital stock of corporation is due and payable 
 
 at the office of the corporation in (and at such other places 
 
 as the directors may designate, naming them,) within thirty days from 
 date. All stockholders are requested to make payment on or before 
 that time, or such assessments will be promptly collected in the man- 
 ner prescribed by law, and the by-laws of said corporation. 
 
 (Signed) , Secretary." 
 
 If after such notice shall have been given, any stockholder shall make 
 default in the payment of the assessment upon the shares held by him, 
 the same may be collected by suit in any court of competent jurisdic- 
 tion, in the name of the corporation ; or so many of such shares may 
 be sold as may be necessary for the payment of the assessment on all 
 
34 RAILROAD LAWS OF NEW MEXICO. 
 
 the shares held by him. The sale of said shares shall be made as pre- 
 scribed in the by-laws of the corporation : Provided, that no sale shall 
 be made except at public auction, to the highest bidder ; and, at such 
 sale, the person who will agree to pay the assessment so due, together 
 with the expenses of advertisement and all other expenses of the sale 
 for the smallest number of whole shares, shall be deemed to be the 
 highest bidder. All stock shall be liable to such sale, and all stock- 
 holders, shall be liable to recovery by action at law, as aforesaid. 
 
 SEC. 2. No assessment shall be levied while any portion of a pre- 
 vious one remains unpaid, unless 
 
 i st. The power of the corporation has been exercised in accordance 
 -with the provisions of this chapter, for the purpose of collecting such 
 previous assessment. 
 
 sd. The collection of the previous assessment has been enjoined ; 
 Or 
 
 3d. The assessment falls within the first proviso contained in sec- 
 tion i of this chapter. 
 
 SEC. 3. All shares sold for assessments as provided in section i of 
 this chapter, shall be transferred to the purchaser on the " Transfer 
 Book" of the corporation on payment of the assessment and costs. 
 
 SEC. 4. If, at a sale, no bidder offers the amount of the assessments, 
 costs and charges due, the stock may be bid in and purchased by the 
 corporation, through the secretary, president or any director thereof, at 
 the amount of the ass3ssments. costs and changes due ; and the amount 
 of the assessments, costs and charges shall be credited as paid in full 
 on the books of the corporation and an entry of the transfer of the stock 
 to the corporation must be made on the " Transfer Book" thereof. 
 While the stock remains the property of the corporation, it shall not 
 be assessable nor shall any dividends be declared thereon ; but all as- 
 sessments and dividends shall be apportioned upon the stock held by 
 the stockholders of the corporation. 
 
 SEC. 5. All purchases of its own stock made by any corporation as 
 provided in the last section shall vest the legal title to the same in the 
 corporation ; and the stock so purchased shall be held subject to the 
 control of the stockholders, who may make such disposition of the 
 same as they may deem proper, in accordance with the by-laws of the 
 corporation, or by vote of the stockholders representing a majority of 
 all the remaining shares. Whenever any portion of the capital stock 
 of a corporation is held by the corporation by purchase as aforesaid, a 
 majority of the remaining shares shall be a majority of the stock for 
 
RAILROAD LAWS OF NEW MEXICO. 35 
 
 all purposes of election, or voting on any question at the meeting of 
 the stockholders. 
 
 SEC. 6. The dates fixed in any notice of assessment, or notice of 
 delinquent sale may be extended from time to time for not more than 
 thirty days, by order of the directors entered in the journal of their pro- 
 v ceedings ; but no order extending the time for the performance of any 
 act specified in any notice shall be effectual unless notice of such exten- 
 sion or postponement is appended to and published with the notice to 
 which the order relates. 
 
 SEC. 7. No assessment shall be invalidated by a failure to make 
 publication of the notice thereof hereinbefore provided for, or jfa any 
 notice required by the by-laws of the corporation, nor by the non-per- 
 formance of any act required in order to enforce the payment of the 
 same; but in case of any substantial error or omission in the course 
 of proceedings for collection, all previous proceedings except the levy- 
 ing of the assessment shall be void and publication shall be begun 
 anew. 
 
 SEC. 8. No action shall be sustained to recover stock sold for delin- 
 quent assessments, upon the ground of irregularity in the assessments, 
 irregularity or defect in the notice of sale, or in the sale, unless the 
 party seeking to maintain such action first pays or tenders to the cor- 
 poration or the party holding the stock sold, as the case may be, the 
 sum for which the same was' sold, together with all subsequent assess- 
 ments which may have been paid thereon, and interest on such sums 
 from the time they were paid ; and no such action shall be sustained 
 unless the same shall be commenced by the filing of a complaint and 
 the issuing of a summons thereon within six months after such sale 
 shall have been made. 
 
 SEC. 9. The publication of notices required by this chapter or by 
 the by-laws of the corporation may be proved by the affidavit of the 
 printer, foreman or principal clerk of the newspaper in which the same 
 shall have been published ; and the affidavit of the secretary or auc- 
 tioneer shall be prima facie evidence of the time and place of sale, of 
 the quantity and particular description of the stock sold, and to whom 
 and for what price, and of the fact of the purchase money being paid. 
 The affidavits must be filed in the office of the corporation, and copies 
 of the same, certified by the secretary under the corporate seal, shall 
 be prima facie evidence of the facts therein stated in all courts and 
 other places. 
 
36 RAILROAD LAWS OF NEW MEXICO. 
 
 [TITLE.] Chapter VI. 
 
 CORPORATE POWERS. 
 
 Section i. Defined. 
 
 " 2. Additional powers. ist. Routes and Surveys. 2-3. To- 
 take, hold and convey donations for use in business. 4th. 
 May occupy land and take material, 5th. May construct 
 railway along streams, highways, etc., etc. 6th. Cross, 
 intersect and join other railroads. y tn - Take private 
 property necessary. 8th. Transport persons and prop- 
 erty, erect necessary buildings and other acccessaries. 9th. 
 Take and possess water. loth. Regulate time and rates 
 of transportation. Limitation, extra hazardous goods, 
 nth. Speed, and rules governing employees. I2th. Vio- 
 lation of rules and expulsion from cars. I3th. Negotiate 
 loans and give bonds and mortgages. 14-15. To lease 
 and grant leases of railways. Telegraph lines. i6th. 
 To change line of road. lyth. To increase or diminish 
 capital stock. iSth. To consolidate with other lines, and 
 what articles of incorporation and consolidation, shall set 
 forth. 19th. Additional and general. 
 
 3. Property of infants, idiots or insane necessary, How ac- 
 quired. 
 
 SECTION i. Every corporation formed under this act as such shall 
 have power : 
 
 1. Of succession by its corporate name for the period limited in its 
 articles of incorporation. 
 
 2. To sue and be sued in any court. 
 
 3. To make and use a common seal, and alter the same at pleasure. 
 
 4. To acquire, purchase, hold and convey such real and personal 
 estate as the purposes of the corporation may require. 
 
 5. To appoint such subordinate officers or agents as the business 
 of the corporation may require, and to allow them suitable compen- 
 sation. 
 
 6. To make by-laws not inconsistent with any existing law, for the 
 management of its business and property, the regulation of its affairs, 
 and for the transfer of its stock. 
 
 7. To admit stockholders and to sell their stock or shares for the pay- 
 ment of assessments or instalments. 
 
RAILROAD LAWS OF NEW MEXICO. 37 
 
 8. To construct, maintain and operate telegraph lines in connection 
 with its railroad branches. 
 
 9. To enter into any obligations or contracts necessary or convenient 
 to the transaction of its ordinary affairs, or for carrying out the purposes 
 of the corporation ; and generally, such corporation shall have, and 
 possess, for the purpose of constructing, maintaining and operating its 
 railroads and telegraph lines, and carrying on its business, all the rights, 
 powers and privileges which are enjoyed by natural persons. 
 
 SEC. 2. In addition to the foregoing, every corporation formed under 
 this act shall have the following powers : 
 
 1. To cause such examinations and surveys to be made as may be 
 necessary to the selection of the most suitable routes for its railroad 
 and telegraph lines, and for that purpose, by its officers and agents, to 
 enter upon the lands and waters of the Territory, of private persons, 
 and of private and public corporations, subject, however, to responsi- 
 bility for all damages which it may do thereto. 
 
 2. To take, hold and convey, by deed or otherwise, the same as a 
 natural person, such voluntary grants and donations of real and per- 
 sonal property as may be made to aid the construction and mainten- 
 ance, and to provide for the accommodation of its railroad and telegraph 
 .lines, or either thereof. 
 
 3. To purchase, and, by voluntary grants and donations, to receive 
 and take, and by its officers, engineers, surveyors and agents, to enter 
 upon, possess, hold and use in any manner it may deem proper, all 
 such lands and other property as its directors may deem necessary, 
 proper and convenient, for the construction, maintenance and opera- 
 tion of its railroad and telegraph lines, or either thereof, and for the 
 erection of stations, depots, water tanks, side tracks, turnouts, turn- 
 tables, yards, workshops, warehouses, and for all other purposes 
 necessary or convenient to said corporation in the transaction of its 
 business. 
 
 4. To lay out its railroad and branches, not exceeding two hundred 
 feet wide, and to construct and maintain the same, with a single or 
 double track, with such appendages as its directors may deem neces- 
 sary for the convenient use thereof. For the purposes of making em- 
 bankments, excavations, ditches, drains, culverts and the like, and of 
 procuring timber, stone, gravel and other materials for the proper con- 
 struction and security of its railroad and branches, such corporation 
 may take and occupy as much more land as its directors may deem 
 necessary or convenient for the purposes aforesaid. 
 
 5. To construct its railroads and telegraphs across, along or upon 
 
3$ RAILROAD LAWS OF NEW MEXICO. 
 
 any stream of water, water-course, street, avenue or highway, or across 
 any railway, canal, ditch or flume which its railway and telegraph, or 
 either thereof, shall intersect, cross or run along ; but such corporation 
 shall restore such stream, water-courses, streets, avenues, highways, 
 railways, canals, ditches and flumes, so intersected, to their former 
 State, as near as may be, so as not to unnecessarily impair their use or 
 injure their franchises : and wherever its road shall cross a navigable 
 stream or body of water, the bridge shall be constructed with a draw v 
 if a draw be necessary to avoid obstructing the navigation of such 
 stream or body of water. 
 
 6. To cross, intersect, join and unite its railroad with any other rail- 
 roads that have been heretofore constructed, or that may be hereafter 
 constructed, at any point or points on the routes thereof, and upon 
 the grounds of such other railroad companies, with the necessary turn- 
 outs, sidings and switches and such other conveniences and appliances 
 as may be necessary to make and complete said crossings, intersections 
 and connections ; and such other railroad companies shall unite with 
 the directors of such corporation in making said crossings, intersections 
 and connections, and shall grant the facilities therefor upon snch terms 
 and conditions as may be agreed upon between them ; but if they are 
 unable to agree upon the compensation to be made therefor, or the 
 points at which, or the manner in which such crossings, intersections 
 and connections shall be made, the same shall be ascertained, deter- 
 mined and declared in the manner and by the proceedings hereinafter 
 provided, for the taking of private propeity for the use of such corpo- 
 ration. 
 
 7. To purchase or take by donation or otherwise, lands, timber, 
 Stone, gravel and other materials to be used in the construction and 
 maintenance of its railroads and telegraphs, or either thereof; and if 
 the same cannot be obtained by agreement with the owners thereof, to 
 take the same by the proceedings and in the manner hereinafter pro- 
 vided for the taking of private property for the use of such corpora- 
 tion. 
 
 8. To take, transport, carry and convey persons and property on its 
 railroads, by the force and power of steam, of animals, or any other 
 mechanical power, or by any combination thereof, and to collect and 
 receive tolls as compensation therefor. 
 
 9. To erect and maintain all necessary and convenient buildings* 
 stations, depots, watering-places, Fixtures and machinery for the accom- 
 modation of its passengers, freight and business, and to obtain and hold,. 
 
RAILROAD LAWS OF NEW MEXICO. 39 
 
 by purchase, donation or condemnation, as hereinafter provided, lands 
 and other property necessary therefor. 
 
 10. To take, possess, and enjoy, by purchase, donation or condemna- 
 tion, as hereinafter provided, such natural springs and streams of water, 
 or so much thereof as may be necessary for its uses and purposes in 
 operating its railroads, together with the right of way thereto for pipes, 
 ditches, canals or aqueducts for the conveyance thereof. 
 
 1 1. To regulate the time and manner in which passengers and prop- 
 erty shall be transported over its roads, and the tolls or compensation 
 to be paid therefor : Provided, that it shall be unlawful for such cor- 
 poration to charge more than ten cents per mile for each passenger, 
 and fifteen cents per mile for each ton of 2,000 pounds, or forty cubic 
 feet, of freight transported on its roads : Provided further, that in no 
 case shall such corporation be required to receive less than twenty-five 
 cents for any one lot of freight for any distance : Provided further, 
 that such corporation shall not be required to transport domestic ani- 
 mals, nitro-gl}cerine compounds, gunpowder, acids, phosphorus and 
 other explosive or destructive or combustihle materials, except upon 
 such terms, conditions and rates of freightage as its board of directors 
 may from time to time prescribe and establish. 
 
 12. To regulate the force and speed of its locomotives, cars, trains 
 or other machinery used on its roads, and to establish, execute and 
 enforce all needful and proper rules and regulations for the manage- 
 ment of its trains, the conduct of its business, and to secure the safety, 
 comfort and good behavior of its passengers and employees and agents. 
 And for the prevention and suppression of gambling of every kind and 
 description on its cars, or within its depots or station grounds. 
 
 13. To expel from its cars at any stopping place, using no more 
 force than may be necessary, any passenger who, upon demand, shall 
 refuse to pay his fare ; or shall behave in a rude, riotous or disorderly 
 manner toward other passengers, or the employees of such corporation 
 in charge of such cars, or, upon his attention being called thereto, shall 
 persist in violating the rules of the corporation against gambling upon 
 its cars. 
 
 14. To borrow, on the credit of the corporation, and under such 
 regulations and restrictions as the directors thereof, by unanimous con- 
 currence may impose, such sums of money as may be necessary for 
 constructing and equipping its railroad and telegraph lines, and to issue 
 and dispose of its bonds or promissory notes therefor in denominations 
 of not less than five hundred dollars, an 1 at a rate of interest not ex- 
 ceeding ten per cent, per annum. And also to issue its bonds or 
 
4 RAILROAD LAWS OF NEW MEXICO. 
 
 promissory notes of the same denomination and rate of interest in pay- 
 ment of any debts or contracts for constructing, equipping and com- 
 pleting its railroad and telegraph lines, and all else relating thereto. 
 The amount of bonds or promissory notes issued for such purposes 
 shall not exceed in all the amount of its capital stock ; and to secure 
 the payment of such bonds or notes, it may mortgage its corporate 
 propertj and franchises. 
 
 15. To lease the whole or any portion of its railroad and telegraph 
 lines to any other corporation formed under this act, or to any corpora- 
 tion formed under the laws of any other state or territory, with the road 
 of which, its road may connect and form a continuous line of travel 
 and transportation ; or to grant to any such corporations the right to 
 use in common with it, its railroad and telegraph lines, or any part 
 thereof. In making such leases and grants, and in agreeing upon, and 
 prescribing the terms and conditions thereof, and the amount and nature 
 of the considerations therefor, such corporation shall have all the rights, 
 powers, capacities, and abilities which are enjoyed by natural persons. 
 
 1 6. To take leases of such other railroad and telegraph lines as are 
 mentioned in the last preceding subdivision of this section, and grants 
 of right to use the same in common, and, in taking and receiving such 
 leases and grants, to have and enjoy the same rights, powers, capaci- 
 ties and abilities which are granted in said last preceding subdivision 
 of this section. 
 
 17. To change the line of its road, in whole or in part, whenever a 
 majority of its directors may so determine, provided, no such change 
 shall vary the general route of such road, as described in its articles of 
 incorporation. The land required for such new line may be acquired 
 by contract with the owners thereof, or by condemnation, as provided 
 in this act, as in the case of the original line. 
 
 18. To increase or diminish its capital stock, if at anv time it shall 
 appear that the amount thereof as fixed in its articles of incorporation 
 is either more or less than is actually required for constructing, equip- 
 ping, operating and maintaining its road and telegraph lines. Such 
 increase or decrease shall not be made except by a vote of stock- 
 holders representing at least two-thirds of the subscribed capital stock. 
 A certified copy of the proceedings of the meeting, and its action in the 
 premises, under the seal of the corporation, must be filed in the office 
 of the Secretary of this Territory, and be by him attached to the arti- 
 cles of incorporation on file in his office. 
 
 19. To consolidate with one or more corporations formed under this 
 act, or under the laws of any other state or territory, its capital stock, 
 
RAILROAD LAWS OF NEW MEXICO. 41 
 
 properties, roads, equipments, adjuncts, franchises, claims, demands, 
 contracts, agreements, obligations, debts, liabilities and assets of every 
 kind and description upon such terms and in such manner as may be 
 agreed upon by their respective boards of directors ; provided, no such 
 consolidation shall take effect until the same shall have been ratified 
 and confirmed in writing by stockholders of the respective corporations 
 representing three fourths of the subscribed capital stock of tfcieir re- 
 spective corporations. In case of such consolidation "Articles of Incor- 
 poration and Consolidation" must be prepared setting forth 
 
 ist. The name of the new corporation. 
 
 3d. The purpose for which it is formed. 
 
 3d. The place where its principal business is to be transacted. 
 
 4th. -The term for which it is to exist, which shall not exceed fifty 
 years. 
 
 5th. The number of its directors (which shall not be less than five 
 mor more than eleven) and the names and residences of the persons 
 appointed to act as such until their successors are elected and quali- 
 fied. 
 
 6th. The amount of its capital stock (which shall not exceed the 
 amount actually required for the purposes of the new corporation, as 
 estimated by competent engineers,) and the number of shares into 
 which it is divided. 
 
 yth. The amount of stock actually subscribed, and by whom. 
 
 8th. The termini of its road or roads and branches. 
 
 9th. The estimated length of its road or roads and branches. 
 
 loth. That at least ten per cent, of its subscribed capital stock has 
 been paid in. 
 
 nth. The names of the constituent corporations and the terms and 
 conditions of consolidation in full. Said articles of incorporation and 
 consolidation must be signed and countersigned by the presidents and 
 secretaries of the several constituent corporations and sealed with their 
 corporate seals. There must be annexed thereto memoranda of the 
 ratification and confirmation thereof by the stockholders of each con- 
 stituent corporation, which must be respectively signed by stockholders 
 representing at least three-fourths of the capital stock of their respect- 
 ive corporations. When c jmpleted as aforesaid, saul articles must be 
 filed in the office of the Secretary of this Territory, and thereupon the 
 constituent corporations named therein must be deemed and held to 
 have become extinct in all courts and places, and said new corporation 
 must be deemed and held in all courts and places to have succeeded to 
 all their several capital stocks, properties, roads, equipments, adjuncts, 
 
42 RAILROAD LAWS OF NEW MEXICO. 
 
 franchises, claims, demands, contracts, agreements, assets, choses and< 
 rights in action of every kind and description, both at law and in 
 equity, and to be entitled to possess, enjoy and enforce the same and 
 every thereof, as fully and completely as either and every of its con- 
 stituents might have done had no consolidation taken place. Said 
 consolidated or new corporation must also, in all courts and places, be 
 deemed and held to have become subrogated to its several constituents 
 and each thereof, in respect to all their contracts and agreements with 
 other parties, and all their debts, obligations and liabilities of every 
 kind and nature, to any persons, corporations or bodies politic, whom- 
 soever, or whatsoever, and said new corporation must sue and be sued 
 in its own name in any and every case in which any or either of its 
 constituents might have sued or might have been sued, at law or in 
 equity, had no such consolidation been made. Such consolidated or 
 new corporation shall possess, enjoy and exercise all its franchises, 
 properties, powers, privileges, abilities, rights and immunities under 
 the provisions of this act, and shall conduct its business according to 
 its provisions, and be subject to all its pains and penalties. Nothing 
 in this subdivision contained shall be construed to impair the obliga- 
 tions of any contract to which any of such constituents were parties at 
 the date of such consolidation. All such contracts may be enforced by 
 action or suit, as the case may be, against the consolidated corporation 
 and satisfaction obtained out of the property which, at the date of the 
 consolidation, belonged to the constituent which was a party to the 
 contract in action or suit, as well as out of any other property belong- 
 ing to the consolidated corporation. 
 
 2oth. Every corporation formed under this act, in addition to the 
 foregoing, shall have such further powers as may be necessary or con- 
 venient to enable it to exercise and enjoy, fully and completely, all the 
 powers granted by this act ; and, generally all such powers as are 
 usually conferred upon, required and exercised by railroad corpora- 
 tions ; and in the exercise of its powers and tvery thereof, shall have 
 and enjoy all the rights, privileges, abilities and capacities which are 
 enjoyed by natural peisons. 
 
 SEC. 3. If it shall become necessary for any of the aforesaid pur- 
 poses of such corporation, to acquire any land, or any right, title, 
 interest or estate therein, which is the property of an infant, idiot or 
 insane person, the guardian, executor or administrator, as the case 
 may be, may sell and convey the same to such corporation ; but such- 
 sale and conveyance shall not be valid, unless approved by the Probate 
 Court, or the judge thereof, within whose jurisdiction such land shall 
 
RAILROAD LAWS OF NEW MEXICO. 4$ 
 
 be situated ; and the judge of such court is hereby authorized to ex- 
 amine into the terms and conditions of such sales and conveyances,, 
 and if he finds them to be just, fair and proper, he shall enter his ap- 
 proval upon the records of said court, and indorse the same upon such 
 conveyances, and, thereupon, such conveyances shall have the same 
 force and effect as conveyances made by persons competent to convey 
 in their own names. Should there be no guardian, executor or ad- 
 ministrator competent to make such sale and conveyance, it shall be 
 the duty of such judge, upon the petition of any relative or friend act- 
 ing for the benefit and in the interest of such infant, idiot or insane 
 person to appoint a guardian for the purpose of making such sale and 
 conveyance, who shall be required to give a bond, with sureties to be 
 approved by said judge, for the faithful performance of his trust. For 
 the purpose of transacting the business provided for in this section, 
 said court shall be deemed to be always open, and a complete record 
 of its proceedings therein shall be kept as in other cases. 
 
 [TITLE.] Chapter VII. 
 
 EMINENT DOMAIV. 
 
 Section i. Taking private property. Appraisal by commissioners.. 
 Award. 
 
 SECTION i. In all cases where, by this act, any corporation formed 
 under it is empowered to take for its use land, water, timber, stone, 
 gravel or other materials, and the owner or claimant thereof and such 
 corporation shall be unable to agree as to the compensation to be paid 
 therefor, the amount shall be ascertained and determined by the ap- 
 praisal of three disinterested commissioners, who shall be appointed 
 upon the application of either party, and upon five days' notice to the 
 other party, by the judge of the District Court in and for the district in 
 which &uch land, water, timber, stone, gravel or other materials shall 
 be situated ; and said commissioners, in their assessment of compen- 
 sation, shall appraise such premises or property at what would have 
 been the value thereof, if the road for which the same shall be required 
 
44 RAILROAD LAWS OF NEW MEXICO. 
 
 had not been built ; and upon return into court of such appraisement, 
 and upon payment to the clerk thereof of the amount so awarded by 
 the commissioners for the use and benefit of the owner thereof, the 
 land, water, timber, stone, gravel or other materials so appraised shall 
 be deemed to be taken by such corporation, which shall thereby ac- 
 quire full title to the same for the uses and purposes aforesaid ; and 
 either party feeling aggrieved by said assessment may, within ten days 
 after notice of the return thereof, file an appeal therefrom to said court, 
 and demand a jury of twelve men to estimate the compensation to be 
 paid ; but such appeal shall not interfere with the right of such corpo- 
 ration to take possession of such property, and proceed with the con- 
 struction of its road or other improvements. The party so appealing 
 shall give bonds with sufficient surety or sureties, to be approved by 
 said judge, for the payment of all costs which may arise upon such 
 appeal. In case the party appealing does not obtain a more favorable 
 verdict, such party shall pay the whole cost incurred by the other 
 party as well as his own. The payment into court for the use of the 
 owner or claimant, of a sum equal to that finally awarded shall be 
 held to vest in such corporation title to the land, water or other prop- 
 erty in question, and the right to occupy, take and use the same for 
 any of the purposes aforesaid. In case any of the lands or other prop- 
 erty to be taken, as aforesaid, shall be held by any person residing 
 without the Territory, or subject to any legal disability, the court may 
 appoint a proper person, who shall give bonds, with sufficient surety 
 or sureties, to be approved by the judge, for the faithful execution of 
 his trust, and such person may represent in court the person so absent 
 or under legal disability, as aforesaid, when the same proceeding as 
 aforesaid, shall be had in reference to the appraisement of the lands or 
 other property in question, and with the same effect. The title of such 
 corporation to the lands or other property taken by virtue of this act, 
 shall not be affected or impaired by reason of the failure of the person 
 so appointed to faithfully discharge his trust. In case it shall be neces- 
 sary for such corporation to take lands or other property which are 
 unoccupied, and of which there is no apparent owner or claimant, it 
 may proceed to take and use the same for any of the purposes afore- 
 said, and may institute proceedings in the manner above described for 
 the purpose of acquiring title thereto, and determining the compensa- 
 tion to be paid therefor ; and said court shall prescribe and direct the 
 kind of notice to be served on such owner or owners, and may, in its 
 discretion, appoint an agent or guardian to represent such owner or 
 owners, in case of his or their incapacity or non-appearance. Such 
 
RAILROAD LAWS OF NEW MEXICO. 45 
 
 owner or claimant shall be entitled to receive from such corporation 
 the compensation so awarded upon demand made at any time within 
 six years thereafter, and may have his action to recover the same ; but 
 after the lapse of six years, all claim for such compensation shall be 
 barred. Said court shall be always open for the transaction of the 
 business provided for in this section, and shall transact the same with 
 all reasonable dispatch. 
 
 [TITLE.] Chapter VIN. 
 
 REGULATION AND MANAGEMENT. 
 
 Section i. Bell on locorrotive ; alarms at street crossings. 
 
 2. Checking baggage. Liens. Damages. 
 
 3. Unclaimed baggage. Sale. 
 
 4. Publication ; time-table ; obligation to transport ; excep- 
 
 tion. 
 
 5. Liability lor refusal or neglect to transport. 
 
 6. Mail, express, baggage and freight cars in rear of passen- 
 
 ger coaches, an offence ; penalty. 
 
 7. When not liable for damage to the person of passenger. 
 
 8. Burglary of cars defined. 
 
 9. Obstructions ; felony ; penalty. 
 
 " 10. To tunnel, drift or excavate land of company unlawful ; 
 damages. 
 
 " ii. Obstructions on road-bed, or track ; nuisance; penalty. 
 
 " 12. Employees to wear a badge to indicate their office or sta- 
 tion. 
 
 " 13. Engineer and conductor; intoxication; misdemeanor; fine. 
 
 " 14. Passenger tickets must be furnished. 
 
 " 15. Bills of ladingjmust be furnished. 
 
 " 1 6. Liability for freight ceases with delivery to person holding 
 bill of lading. 
 
 " 17. May require the surrender of the bill of lading or demand 
 indemnity. 
 
4 RAILROAD LAWS OF NEW MEXICO. 
 
 Section 18. May demand the payment ot fares and property in advance ; 
 
 liability. 
 " 19. Map and profile of land acquired, etc., to be filed with the 
 
 Secretary of the Territory. 
 " 20. Fences. 
 
 " 21. No fence required on public lands. 
 " 22. Annual report to be filed with Secretary of the Territory ; 
 
 what it shall state. 
 " 2 3- Quality of rails. Gauge. 
 " 24. Construction to commence within two years. 
 
 SECTEON i. Every corporation formed under this act shall cause a 
 bell of at least twenty pounds weight to be attached to each of its loco- 
 motives, and shall cause the same to be rung at a distance of not less 
 than eighty rods from the crossing of any public street, road or high- 
 way, under a penalty of one hundred dollars, to be recovered by action 
 in the name of the Territory, in any court of competent jurisdiction, 
 one-half of which shall go to the informer and the other half of which 
 shall go to the Territory ; and such corporation shall also be liable for 
 all damages which may be sustained by any person by reason of a non- 
 compliance with the provisions of this section. 
 
 SEC. 2. A check shall be affixed to every package or parcel of 
 baggage when taken for transportation by such corporation, and a 
 duplicate thereof shall be given to the passenger delivering the same 
 for transportation, and, if such check be refused on demand, such cor- 
 poration shall pay to such passenger the sum of twenty dollars, to be 
 recovered by action in any court of competent jurisdiction ; and, in 
 addition to the foregoing, no fare or toll shall be collected from such 
 passenger ; and if such passenger shall have paid his or her fare, he 
 or she shall be entitled, upon demand, to a return thereof. Upon the 
 production of such check at his or her place of destination, such pas- 
 senger shall be entitled to receive his or her said baggage, and if the 
 same be not delivered within a reasonable time, he or she may be a 
 witness in any action brought on account of such non-delivery, to 
 prove the contents and value thereof; provided^ that all action to re- 
 cover such baggage, or the value thereof, shall be barred at the expira- 
 tion of three months after the same shall have accrued. 
 
 SEC. 3. Every corporation formed under this act shall safely and 
 securely keep, as warehouseman, all unclaimed baggage for the space 
 of three months, at the expiration of which time it may sell the same, 
 if not previously called for, at public auction, after ten days' public 
 
RAILROAD LAWS OF NEW MEXICO. 47 
 
 notice by publication in some newspaper ot general circulation ; or if 
 there be no such paper in the vicinity, then by posting written or 
 printed notices in three conspicuous places in the neighborhood in 
 which such sale is to be made. For the purpose of making such sale, 
 it shall be lawful to open each trunk, package or parcel, and make 
 known the contents thereof. A true account of the sale shall be kept, 
 showing the price at which each parcel was sold, and the number 
 thereof, which shall be the same as the number stamped upon the 
 check thereto attached ; and if there be any name, initial letters, or 
 other marks upon such parcel, the same shall also be noted in said 
 account. The proceeds of such sale shall be paid, less the expenses 
 of the sale, to the owner, upon demand, and proof of ownership, at 
 any time within sixty days after the sale, after which date all right of 
 action therefor shall be barred. 
 
 SEC. 4. Every corporation formed under this act shall start and run 
 its cars for the transportation of persons and property at such regular 
 times as it shall fix by public notice, and shall furnish sufficient accom- 
 modations for all such persons and property as shall, within a reason- 
 able time previous thereto, offer or be offered for transportation at the 
 place of starting and the junction of other railroads and stopping-places 
 established for taking and leaving persons and property, and shall 
 transport between such places all such persons and property on the 
 payment of its lawful charges therefor ; provided, such corporation 
 may decline to receive any person afflicted with any contagious dis- 
 ease, or otherwise unfit to be admitted into its cars. 
 
 SEC. 5. In case any corporation formed under this act shall refuse 
 to transport persons or property as provided in section four of this 
 chapter, or to leave the same at place of destination, it shall pay to the 
 party aggrieved all damages he or she shall sustain thereby. 
 
 SEC. 6. It shall be unlawful for any corporation formed under this 
 act, in making up its trains, to place mail, express, baggage or freight 
 cars in the rear of passenger cars ; and for every violation of this pro- 
 vision, the officer or agent by whom the same was done, or suffered to 
 be done, shall be deemed guilty of a misdemeanor, and, upon convic- 
 tion thereof, shall be fined in any sum not exceeding five hundred dol 
 lars, or imprisoned not exceeding three months, or both ; and, should 
 any accident happen to life or limb by reason of such unlawful arrange- 
 ment of cars, he shall be deemed guilty of felony, and upon conviction 
 thereof, shall be imprisoned in the penitentiary for any term not less 
 than one nor more than five years. 
 
 SEC. 7. If a passenger be injured while on the platform of any car, 
 
4 RAILROAD LAWS OF NEW MEXICO. 
 
 or while in any mail, express, baggage or freight car, or on the loco- 
 motive, or while his or her head, limbs or body is projected outside 
 the window or door of any passenger car, in violation of the printed 
 regulations of said corporation posted up at the time in a conspicuous 
 place inside of the passenger cars then in the train, or in violation of 
 any verbal instructions given by any officer of the train, such passen- 
 ger shall be deemed guilty of contributory negligence, and such corpo- 
 ration shall not be liable for such injury ; provided ^X\o.\ there was, at 
 the time, inside of its passenger cars, room sufficient for the accommo- 
 dation of such passenger. 
 
 SEC. 8. Any person who shall in the day or night-time, enter, by 
 force or otherwise, any car of any corporation formed under this act, 
 with intent to steal any valuable thing then and there being, shall be 
 deemed guilty of burglary, and upon conviction thereof shall be pun- 
 ished as in other cases of burglary. 
 
 SEC. 9. Any person who shall place any obstruction upon any rail- 
 road track of any corporation formed under this act, or displace any 
 switch, or break or remove any r.iil or tie, or spike, or other thing, or 
 excavate the road-bed or otherwise injure or weaken the same, or cut, 
 or in any other manner interfere with any bridge, or trestle, or culvert r 
 so as to weaken or impair the same, or shall do any other act with 
 intent to throw the cars of such corporation off the track, or to cause a 
 collision between such cars and other cars, or other obstacles or things, 
 shall be deemed guilty of felony ; and upon conviction thereof shall be 
 punished by imprisonment in the state prison for a term not less than 
 five, nor more than ten years ; and, in case such act or acts shall result 
 in injury to the person of another, or shall,.cause the death of another,, 
 such person shall be deemed guilty of an assault with intent to commit 
 murder, or guilty of murder, as the case may be, and upon conviction 
 thereof shall be punished as in other cases of assault with intent to com- 
 mit murder, and murder. 
 
 SEC. 10. It shall be unlawful for any person or persons engaged in 
 mining or other pursuits to tunnel, drift or in any manner excavate 
 under or upon any land belonging to any corporation formed under 
 this act, without the consent of such corporation ; and any person so 
 offending shall be deemed guilty of a misdemeanor ; and on conviction 
 thereof shall forfeit and pay to such corporation treble the amount of 
 damages sustained by reason of such act or acts, and shall be fined not 
 exceeding five hundred dollars, or imprisoned in the county jail not 
 exceeding six months, or shall suffer, both such fine and imprisonment 
 in the discretion of the court.' 
 
RAILROAD LAWS OF NEW MEXICO. 49 
 
 SEC. ii. Any person or persons who shall wilfully do, or cause to 
 be done, any act or acts whatever, whereby any building, construction 
 or work of any kind, or any engine, machine, or structure, or thing, or 
 road-bed, or track, or anything appertaining to such track, or any 
 property belonging to or appertaining to any raifroad constructed 
 under this act, or to any corporation formed under this act, shall be 
 weakened, injured, impaired, obstructed, stopped or destroyed, shall 
 be deemed guilty of a misdemeanor, and on conviction thereof shall be 
 fined and imprisoned as provided in the last preceding section of this 
 act, and shall be liable to such corporation for treble the amount of 
 damages which it shall have sustained by reason of such act or acts. 
 
 SEC. 12. Every conductor, baggage-master, engineer, brakeman or 
 other employe of any corporation formed under this act, employed on 
 any passenger train, or at stations for passengers, must wear upon his 
 hat or cap, or in some conspicuous place upon the breast of his coat, a 
 badge indicating his office or station, and the initial letters of the name 
 of the corporation by which he is employed. No collector or con- 
 ductor without such badge shall be authorized to demand or to receive 
 from any passenger any fare, toll or ticket, or exercise, any of the 
 powers of his office or station ; and no other officer or employe, with- 
 out such badge, shall have any authority to meddle or interfere with 
 any passenger or property. 
 
 SEC. 13. If any person shall, while in charge of a locomotive engine 
 running upon any railroad of any corporation formed under this act, 
 or while acting as conductor of a car or train of cars on any such rail- 
 road, be intoxicated, he shall be deemed guilty of a misdemeanor, and 
 on conviction thereof, shall be fined in any sum not exceeding one 
 thousand dollars, or imprisoned in the county jail not exceeding six 
 months. 
 
 SEC. 14. Every corporation formed under this act must provide, 
 and on being tendered the fare therefor, furnish to every person desir- 
 ing a passage on its cars a ticket which shall entitle the purchaser to a 
 continuous ride and to the accommodations provided on its cars from 
 the station where the same shall be purchased to any other station on 
 the line of its road which the purchaser may designate. The station 
 of departure and the station of destination shall be designated on the 
 face of the ticket. 
 
 SEC. 15. Every corporation formed under this act must provide 
 forms of bills of lading in writing, or print and issue any reasonable 
 number thereof to every consignor of freight asking therefor. Said 
 bills of lading must be signed by the agent of such corporation receiv- 
 
 
5O RAILROAD LAWS OF NEW MEXICO. 
 
 ing such freight, and must describe the freight so as to identify it and 
 state the name of the consignor and the terms of the contract for car- 
 riage. It must also contain an agreement or promise that the freight 
 shall be delivered at the place of destination therein designated to the 
 order or assigns of a particular person orcorporation therein desig- 
 nated. 
 
 SEG. 1 6. Any corporation formed under this act shall be exonerated 
 from liability for freight by delivery thereof in good faith to any 
 holder of a bill of lading therefor, properly endorsed or made in favor 
 of the bearer. 
 
 SEC. 17. Whenever any corporation has issued a bill of lading for 
 freight, or other instrument substantially equivalent thereto, it may 
 require the surrender thereof, or a reasonable indemnity against claims 
 thereon before delivering the freight therein mentioned. 
 
 SEC. 1 8. Every corporation formed under this act may lawfully de- 
 mand the payment of fares and freightages in advance ; and if they be 
 not paid in advance, such corporation shall have a lien upon the lug- 
 gage of the passenger for his fare, and upon the freight for freightage 
 due thereon, and may retain possession of such luggage and freight 
 until such fare or freightage shall have been paid. If such fare or 
 freightage be not paid within ten days after the same is due, such lug- 
 gage or freight may be sold by such corporation in the same manner 
 and with the same consequences as are provided for the sale of un- 
 claimed baggage, in section three of this chapter ; provided, that if 
 such freight be perishable, it may be sold forthwith at public auction 
 without notice to the owner. 
 
 SEC 19. Every corporation formed under this act, within a reasonable 
 time after its road shall have been finally located, must cause a map and 
 profile thereof, and of the land acquired and taken for the use thereof, 
 and the boundaries of the several counties through which the same 
 may run, to be made and file the same in the office of the Secretary of 
 this Territory ; and also similar maps of the parts thereof located in 
 different counties, and file the same in the office of the clerk of the 
 county in which such parts of the road shall be situated, there to re r 
 main of record forever. In case the line of the road be changed at any 
 time, as in this act provided, similar maps of the new line must be 
 made and filed as aforesaid. Said maps and profiles must be certified 
 by the chief engineer of the corporation, and copies of the same, so 
 filed and certified, must be kept in the office of the secretary of the 
 corporation, subject to examination, by all persons interested, . Copies 
 of such maps and profiles, certified by the Secretary of this Territory, 
 
RAILROAD LAWS OF NEW MEXICO. 51 
 
 shall be received as prima facie evidence of what they contain, in all 
 courts and places within this territory. 
 
 SEC. 20. Where the railroad of any corporation formed under this 
 act passes through lands held in private ownership it shall be the duty 
 of such corporation to make and maintain a good and sufficient fence 
 upon each side thereof. In case it does not make and maintain such 
 fence, if its engine or cars shall kill or maim any cattle or other domes- 
 tic animals belonging to the owner of such land, it shall be liable to 
 such owner for the fair market value of such animal or animals, unless 
 the killing or maiming occurred through the contributory neglect or 
 fault of such owner. If such corporation shall pay to such owner an 
 agreed price for making and maintaining such fence or fences or pay 
 the cost of such fence or fences as part of the damages allowed for 
 right of way through such lands, it shall be relieved and exonerated 
 from all claims for damages arising out of the killing or maiming of 
 any such animals, due, in whole or in part, to the failure of such owner 
 to make and maintain such fences. It shall not be required of such cor- 
 poration to build such fences until the owner of such land shall have 
 built fences abutting on its road. 
 
 SEC. 21. Where the road of any corporation formed under this act 
 passes through lands which, at the time of its construction, were public 
 lands, if shall not he the duty of such corporation to build fences upon 
 either side thereof until after such lands shall have come into private 
 ownership ; in which case one-half of such fence or fences shall be 
 built and maintained by such corporation, and the other half by the 
 owner of such lands, unless the latter shall agree for a price to make 
 and maintain the whole. In all other respects, the rights, duties and 
 liabilities of such corporation and owner shall be the same, respect- 
 ively, as specified in the last preceding section. 
 
 SEC. 22. Every corporation formed under this act must make an 
 annual report to the Secretary of this Territory of the operations of the 
 year ending on the 3ist of December, which report shall be verified by 
 the president or general superintendent, and the secretary and treasurer 
 of corporation. Such report must be filed in the office of the Secre- 
 tary of this Territory on or before the first day of March next ensuing, 
 and shall state : 
 
 i st. The capital stock, and the amount thereof actually paid in. 
 
 2d. The amount paid for the purchase of lands for the construction 
 of the road, for buildings, engines and cars respectively. 
 
 3d. The amount and nature of the indebtedness of the corporation, 
 and the amount due to it. 
 
52 RAILROAD LAWS OF NEW MEXICO. 
 
 4th. The amount received for the transportation of passengers, prop- 
 erty, mails, express matter, respectively, and the amount received from 
 any other sources. 
 
 5th. The amount of freight transported, specifying the quantity in 
 tons. 
 
 6th. The amount paid for the repair of engines, cars, buildings and 
 other expenses in gross, showing the current expenses of running its 
 road. 
 
 yth. The number and amount of dividends, and when paid. 
 
 8th. The number of engine-houses and shops, of engines and cars, 
 and their character. 
 
 SEC. 23. All railroads constructed under this act may be of such 
 gauge as the board of directors may determine. They must be con- 
 structed of the best quality of iron or steel rail, known as " T" or " H " 
 rail, or other pattern of equal utility, until otherwise permitted by law ; 
 provided, the provisions of this section shall not apply to railroad 
 tracks used exclusively for carrying freight, or for mining purposes. 
 
 SEC. 24. Every corporation formed under this act must commence 
 the construction of its road within two years after the date of the filing 
 of its articles of incorporation in the office of the Secretary of this Ter- 
 ritory, and must finish and put the same in full operation within six 
 years thereafter, or its right to further complete the same, in the dis- 
 cretion of the legislative assembly of this Territory, may be forfeited. 
 
 [TITLE.] Chapter IX. 
 
 GRANTS, DONATIONS, EXEMPTIONS, DISSOLUTION. 
 
 Section i. Right of way; water. 
 
 " 2. Power to grant use of streets, etc., to reach depot. 
 
 " 3. Exemption from taxation. 
 
 " 4. May dissolve by judgment of District Court. 
 
 u 5. On appeal. 
 
 44 6. Notice on dissolution. 
 
 " 7. Objections may be filed. 
 
 u 8. Decree of dissolution. 
 
 *' 9. Judgment roll. 
 
 " 10. Final settlement. 
 
RAILROAD LAWS OF NEW MEXICO. 53 
 
 SECTION i. There is hereby granted to every corporation formed 
 under this act a right of way for its railroads and telegraphs to the 
 width of one hundred feet on each side of the center line of the track 
 over and through any of the swamp or overflowed lands or other lands, 
 which now belong to this Territory or may hereafter become the prop- 
 erty of this Territory ; and in cases where deep excavations, or heavy 
 embankments, or other cuttings, ditches, drains, canals, culverts or 
 other structures to protect the road-beds and to facilitate the use and 
 enjoyment of the same, is, or may be, required for the grade or other 
 uses of said' roads, then, at such places, a greater width of such lands 
 may be taken by such corporation, and the same is hereby further 
 granted to such corporation, not exceeding, in addition, five hundred 
 feet wide. And the right is hereby further granted to such corpora- 
 tion to locate, occupy and hold so much of said lands as may be neces- 
 sary, for sites and grounds for watering-places, depots, stations or other 
 buildings or structures, along the line of said railroads necessary for the 
 accommodation of the public, the operating of said roads and the trans- 
 action of the business of such corporation. And the further right is 
 hereby granted to such corporation to appropriate to its use, by means 
 of pipes, ditches, aqueducts or other conduits so much of the waters of 
 any springs or streams on said lands as may be necessary to the oper- 
 ating of the roads and the transaction of the business of such corpora^ 
 tion, together with the right of way over said lands to such springs or 
 streams for such pipes, ditches, aqueducts or other conduits. 
 
 SEC. 2. Any county, city or town in this Territory is hereby em- 
 powered, by vote of its governing body, to give, grant or donate to any 
 corporation formed under this act the use of any of the streets or high- 
 ways which may be necessary or convenient to enable such corporation 
 to reach an accessible point for a depot or station in such county, city 
 or town, or to pass through the same on as direct a route as possible 
 so as to accommodate the traveling and commercial interests of such 
 county, city or town. 
 
 SEC. 3. To aid and encourage the construction of railroads in this 
 Territory, all the property of every kind and description of every cor- 
 poration formed under this act shall be exempt from taxation of every 
 kind and description until the expiration of six years from and after the 
 completion of its road or roads ; and the maximum charges for fares 
 and freightages, as fixed by this act shall not be reduced so as to affect 
 any such corporation until the surplus earnings of its roads and tele- 
 graphs shall exceed ten per cent, upon the cost of the construction and 
 
54 RAILROAD LAWS OF NEW MEXICO. 
 
 equipment of its roads and telegraphs including the cost of right of 
 way, depots, shops, water rights and stations. 
 
 SEC. 4. Any corporation formed under this act may be dissolved 
 by judgment of the District Court for the county in which its princi- 
 pal place of business is situated, upon its voluntary application for that 
 purpose. 
 
 SEC. 5. The application mjflst be in writing, and must set forth : 
 
 i st. That at a meeting ^stockholders called for that purpose, the 
 dissolution of the corporation was resolved upon by a vote represent- 
 two-thirds of the subscribed capital stock. 
 
 2d. That all claims and demands against the corporation have been 
 satisfied and discharged. The application must be signed by the presi- 
 dent and countersigned by the secretary, pursuant to an order of the 
 board of directors entered upon the journal of its proceedings, and sealed 
 with the corporate seal. It must also be verified by the affidavits of 
 the president, secretary and treasurer. 
 
 SEC. 6. If the judge be satisfied that the application is in conformity 
 with the provisions of the next preceding section, he must order it to 
 be filed with the clerk of his court, and that such clerk give not less 
 than thirty, nor more than fifty days' notice of the hearing of the appli- 
 cation, by publication in some newspaper published in the county, or, 
 if there be no such paper, then by posting such notice in three of the 
 principal public places of the county. 
 
 SEC. 7. At any time before the day appointed for hearing the appli- 
 cation, any person may file objections, in writing, verified by his oath, 
 to the dissolution of the corporation. 
 
 SEC. 8. On the day appointed for the hearing, or on any other day 
 to which the hearing, for any cause, may have been adjourned, the 
 court must proceed to hear and determine the application : and if it 
 shall appear to the satisfaction of the court that all the statements con- 
 tained in the application are true, it must make a decree declaring such 
 corporation dissolved. 
 
 SEC. 9. The application, notice and proof of publication or posting 
 thereof, objections (if any) and the decree of the court shall constitute 
 the judgment roll. An appeal from the judgment may be taken as in 
 other cases. 
 
 SEC. 10. Upon the dissolution of the corporation the then directors 
 thereof shall be trustees of the property and assets thereof, for the 
 benefit of creditors and stockholders, and shall have full power to wind 
 tip and settle the affairs of the corporation to sell and convey its prop- 
 erty, and convert the same into money, and to distribute the same 
 
RAILROAD LAWS OF NEW MEXICO. 55 
 
 among the stockholders in proportion to the amount of stock held by 
 them, and to that end may use the name of the corporation in all actions 
 and suits, if any such be necessary, to recover and reduce to possession 
 the property, claims, assets and demands of the corporation. 
 Approved February 2d, 1878. 
 
 CHAPTER II . 
 
 AN ACT explanatory of an act providing for the incorporation of Rail- 
 road Companies in this Territory. 
 
 CONTENTS. 
 
 Section I. Defines the limitation from taxation. 
 
 " 2. Shall be construed to be part of General Incorporation Act. 
 
 Be it enacted by the Legislative Assembly of the Territory of New 
 Mexico : 
 
 SECTION i. That for the purposes of taxation any railroad or rail- 
 roads constructed under the provisions of an act entitled u An act to 
 provide for the incorporation of railroad companies, and the manage- 
 ment of the affairs thereof, and other matters relating thereto," ap- 
 proved February 2d, 1878, shall be deemed and are hereby declared 
 to have reached completion, whether at the end of six years from the 
 time of the commencement of the construction thereof, the points to 
 which construction has progressed, and to which said road or roads 
 have been put in operation, is the place of destination of said road or 
 roads as named in the articles of incorporation of the company building 
 or who built the same, or some point intermediate between the termini 
 of said road or roads as named in said articles of incorporation ; and 
 that the exemption from taxation for six years from and after the com 
 pletion of said road or roads, provided for in the above-mentioned act, 
 shall be understood and intended to be exemption from taxation for 
 six years from and after the completion of said road or roads, as such 
 completion is defined and expressed in this act and not otherwise. 
 
56 RAILROAD LAWS OF NEW MEXICO. 
 
 And it is hereby expressly provided that in no event shall any line of 
 railway or part of a line railway, or any part or portion of its property r 
 real or personal, privileges, rights or franchises be exempt from taxa- 
 tion for a longer period than twelve years, from and after the date of 
 the commencement of the construction of such railway or railways. 
 
 SEC. 2. This act shall be construed to go along with and as a part 
 of the above-mentioned act, and shall take effect and be in force from 
 and after its passage. 
 
 Approved February 15, 1878. 
 
 CHAPTER III. 
 
 AN ACT in reference to certain Incorporated Companies, in the Ter- 
 ritory of New Mexico, 
 
 CONTENTS. 
 
 Section I. Powers, privileges and exemptions of act of February 2d r 
 1878 conferred upon prior corporations for railroad pur- 
 poses. 
 " 2. One-fourth of directors, residents of Territory. 
 
 Be it enacted by the Legislative Assembly of the Territory of New- 
 Mexico : 
 
 SECTION i. That all the powers, privileges and exemptions con- 
 ferred upon corporations organised under an act entitled an act to pro- 
 vide for the incorporation of railroad companies and the management 
 of the affairs thereof and other matters relating thereto, approved Feb- 
 ruary 2d, A. D. 1878, are hereby conferred upon all corporations 
 incorporated under the laws of this Territory, for the purpose of con- 
 structing railroads, and also upon all corporations organized for rail- 
 road purposes that have registered in the office of the Secretary of this 
 Territory the original or a certified copy or their articles of incorpora- 
 tion, in accordance with an act entitled an act to amend an act entitled 
 an act to create a general incorporation law, permitting persons to 
 
RAlLfcOAD LAWS OF NEW MEXICO. 57 
 
 associate themselves together as bodies corporate, for mining, manu- 
 facturing and other industrial pursuits, and to repeal the sixteenth sec- 
 tion of said act, approved January 3oth, 1868. 
 
 SEC. 2. That at least one-fourth of the directors of railroad corpora- 
 tions organized under the laws of this Territory shall be residents of 
 this Territory. 
 
 SEC. 3. This act shall be in full force and effect from and after its 
 passage and approval. 
 
 Approved February 12, 1878. 
 
 CHAPTER III. 
 [AN ACT to amend the General Incorporation Law. 
 
 CONTENTS. 
 
 Section i. Foreign corporations admitted upon equal terms with local 
 
 corporations. Conditions. Local creditors preferred as 
 
 against foreign mortgagees. 
 " 2. Failure to comply with provisions of section one renders all 
 
 officers personally liable for indebtedness. 
 " 3. Certificates, etc., filed with the Secretary of the Territory. 
 
 Fees. Copies certified, evidence. 
 " 4. Suits may be instituted. 
 
 u 5. Certified copies prim a facie evidence of facts stated. 
 " 6. Commencement of suits. Process, how and where served. 
 " 7. Record of stockholders shall be kept, except as to railroad 
 
 and telegraph corporations. Penalty. 
 " 8. Dissolution, not to impair liabilities. 
 " 9. Corporations may be organized to acquire and develop 
 
 mineral springs, town sites and lands. 
 
 Be it enacted by the Legislative Assembly of the Territory of New- 
 Mexico : 
 
 SECTION i. Every company or corporation incorporated under the 
 
58 RAILROAD LAWS OF NEW MEXICO. 
 
 laws of any foreign State or kingdom, or of any State or Territory of the 
 United States, beyond the limits of this Territory, and now or hereafter 
 doing business in this Territory, shall file in the office of the Secretary 
 of this Territory and in the office of the Recorder of Deeds of the county 
 in which the principal place of business of such corporation shall be, a 
 copy of its charter of incorporation, or in case such company is incor- 
 porated under any general incorporation law, a copy of its articles of 
 incorporation and of such general incorporation law, all duly certified 
 and authenticated by the proper authority of such foreign State, king- 
 dom or Territory. Such company shall, also, betore it is authorized 
 or permitted to do business in this Territory, make and file with the 
 Secretary of the Territory and in the office of the Recorder of Deeds 
 of the county in which its principal place of business shall be, a certifi- 
 cate signed by the president and secretary of such company duly ac- 
 knowledged, designating the principal place where the business of such 
 company shall be carried on in this Territory, and an authorized agent 
 or agents residing at such principnl place of business upon whom pro- 
 cess may be served, and such corporations shall have the same powers 
 and shall be subject to all the liabilities and duties as corporations of a 
 like character organized under the general laws of this Territory. But 
 they shall have no other or greater powers, and no foreign or domestic 
 corporation established or maintained in any way for pecuniary profit 
 of its stockholders or members, shall purchase or hold real estate in 
 this Territory except as provided for in this act and the laws of the 
 Territory now existing, and no corporation doing business in this Ter- 
 ritory, incorporated under the laws of any other State, shall be per- 
 mitted to mortgage, pledge or otherwise encumber its real or personal 
 property, situated in this Territory, to the injury or exclusion of any 
 citizen, citizens or corporations of this Territory who are creditors of 
 such foriegn corporation, and no mortgage by any foreign corporation, 
 except railroad and telegraph companies, given to secure any debt 
 created in any other State, shall take effect as against any citizen or 
 corporation of this Territory until all its liabilities due to any person 
 or corporation in this Territory at the time of recording such mortgage 
 have been paid and extinguished. 
 
 SEC. 2. A failure to comply with the provisions of the foregoing 
 section shall render each and every officer, agent and stockholder of 
 any such corporation so failing, jointly, severally and personally liable 
 on any and all contracts of such company made within this Territory 
 during the time that such company is so in default. 
 
 SEC. 3. The several certificates, charters and statutes mentioned in 
 
RAILROAD LAWS OF NEW MEXICO. 59 
 
 section one of this act shall be by the Secretary of the Territory, filed 
 and preserved in his office, and he shall be entitled therefor to the same 
 fees as are allowed him by law for filing articles of incorporation. 
 Copies of such charters, statutes and certificates, duly certified by the 
 Secretary of the Territory under his seal of office, shall be competent 
 evidence in all courts of this Territory of the corporate character of 
 such companies and of their powers, duties and liabilities, and the 
 originals thereof may be used in like manner, be used in evidence of 
 these matters with like effect. 
 
 SEC. 4. Suits may be instituted and prosecuted by and against any 
 corporation formed or recognized (organized) under this act in the same 
 manner and in like cases as natural persons. 
 
 SEC. 5. The certified copy of any articles of incorporation and 
 changes thereof, together with all endorsements therein (thereon,) 
 under the great seal of the Territory of New Mexico, shall be taken 
 and received in all courts and places as prima facie evidence of the 
 facts therein stated. 
 
 SEC. 6. In suits against any corporation summons shall be served 
 in that county where the principal office of the corporation is kept or 
 its principal business carried on, by delivering a copy to the president 
 thereof, it he may be found in said county, but if he is absent there- 
 from, then the summons shall be served in like manner in [the] county 
 on either the vice-president, secretary, treasurer, cashier, general agent, 
 general superintendent or stockholder, or any agent of said corpora- 
 tion, within such time and under such rules as are provided by law for 
 the service of such process in suits against real persons, and if no such 
 person can be found in the county where the principal office of the cor- 
 poration is kept, or in the county where its principal business is carried 
 on, to serve such process upon, a summons may issue from either one 
 of such counties, directed to the sheriff of any county in this Territory 
 where any such person may be found and served with process. If 
 such corporation keeps no principal office in any county, and there is 
 no county in which the principal business of such corporation is car- 
 ried on, then suit may be brought against it in any county where the 
 above-mentioned officers, or any or either of them may be found ; pro- 
 vided, that the plaintiff may, in all cases, bring his action in the county 
 where the cause of action accrued. 
 
 SEC. 7. It shall be the duty of the directors or trustees of every such 
 corporation, except railroad or telegraph corporations, to cause a book 
 to be kept by the secretary or clerk thereof containing the names o all 
 persons, alphabetically arranged, who are or shall, within one year, 
 
60 RAILROAD LAWS OF NEW MEXICO. 
 
 have been stockholders of such corporation, and showing their places 
 of residence, the number of shares of stock held by them respectively, 
 and the time when they respectively became the owners of such shares, 
 and the time when they ceased to be such stockholders, and the amount 
 of stock actually paid in, and what proportion has been paid in cash ; 
 which book shall, during the usual business hours of the day be open 
 for the inspection of the stockholders and creditors of the company and 
 their personal representatives, at the office or principal place of busi- 
 ness of such company in the county where its business operations shall 
 be located ; and any and every such stockholders, creditors or repre- 
 sentative shall have a right to make extracts from such books, and no 
 transfer of stock shall be valid for any purpose whatever, except to. 
 render the person to whom it shall be transferred liable for the debts 
 of the company, according to the provisions of this act. unless it shall 
 have [been] entered therein as required by this section, within sixty 
 days from the date of such transfer, by an entry showing to and from 
 whom transferred. Such books shall be presumptive evidence of the 
 facts therein stated in any suit or proceedings of such corporation, or 
 against any one or more stockholders. Every officer or agent of any 
 such company who shall neglect to make any proper entry in such 
 book, or shall refuse or neglect to exhibit the same or allow the same 
 to be inspected and extracts taken therefrom, shall be, as provided by 
 this section, deemed guilty of a misdemeanor, and the corporation 
 shall forfeit and pay to the party injured a penalty of fifty dollars for 
 every such neglect or refusal and all the damages resulting there- 
 from. 
 
 SEC. 8. The dissolution for any cause whatever of corporations 
 created as aforesaid, shall not take away or impair any remedy given 
 against such corporations, its stockholders or officers for any liabilities 
 incurred previous to its dissolution. 
 
 SEC. 9. Corporations may be formed and may do business in this 
 Territory under the laws of the Territory now existing, and subject to 
 the provisions of this act, to acquire, hold, improve, develop and 
 manage any hot, mineral or other sanitary spring, or to lay ofF land 
 into town sites, blocks, lots, streets, alleys, avenues, commons and 
 parks, and to acquire, hold, colonize, improve and sell lands in con- 
 nection with any or all of said objects. 
 
 SEC. 10. This act shall be in force from and after its passage, and 
 all laws in conflict herewith are repealed. 
 
 Approved February 12, 1880. 
 

 RAILROAD LAWS OF NEW MEXICO. 6l 
 
 CHAPTER IV. 
 
 AN ACT in Relation to Railroad Corporations. 
 CONTENTS. 
 
 Section i. Must elect, under which law, proceedings in condemnation 
 of property shall be had. 
 
 Be it enacted by the Legislative Assembly of the Territory of J\few 
 Mexico : 
 
 SECTION i. That in all proceedings for the condemnation of lands, 
 timber, stone, gravel, water or other materials for the uses and purposes of 
 any railroad corporations, organized and existing under the laws of this 
 Territory, such railroad corporation shall be and hereby is required to 
 elect under which of the several acts now in force it desires to effect 
 such condemnation, which election shall be set out in the application 
 for condemnation, and when such election is made proceedings shall 
 be had under and according to the provisions of the act such corpora- 
 tion may elect to proceed under. 
 
 SEC. 2. That all acts and parts of acts in conflict with this act are 
 hereby repealed, and this act shall take effect and be in force from and 
 after its passage. 
 
 Approved February 13, 1880.