the said company shall be considered as formed, and this act of incorporation shall and may attach and become effectual, and the corporation may take measures to become organized. For this purpose the Commissioners in Eatonton shall appoint a fit and convenient time and place for the meeting of the stockholders, which they shall cause to be advertised in one or more of the gazettes at Milledgeville, for five weeks in succession, previously to the day; at which time and place, the subscribers may attend in person, or be represented and vote by proxy: (and no one but a subscriber shall be capable of being a proxy, and the appointment shall be in writing, signed by the appointing member, and duly authenticated by the oath of a subscribing witness, endorsed thereon, or annexed thereto by a lawful magistrate,) and the meeting being assembled, the proxies examined and admitted, and a proper registry made of all the subscribing members, by person or by proxy, who may be present, the Eatonton Commissioners, or a majority of them, attending, shall present a balloting box, in which the subscribers may vote for officers, by ballot: and the presiding Commissioners shall count the ballots, enter the same, and declare the result of the election, of which they shall make and deliver proper certificate or certificates, under their hands. The officers to be elected shall consist of a President and twelve Directors, to serve for one year, and until a new election be made.

Sec. 6. And be it further enacted, That in the said election for President and Directors, the vote shall be taken by the fallowing scale: The owner of one or two shares shall be entitled to one vote; the owner of not less than three shares nor more than four shares, shall be entitled to two votes; the owner of not less than five shares nor more than six shares, shall be entitled to three votes; the owner of not less than seven shares nor more than eight shares, shall be entitled to four votes; the owner of not less than nine shares, nor more than eleven shares, shall be entitled to five votes; the owner of not less than twelve shares nor more than fifteen shares, to six votes; the owner of not less than sixteen shares nor more than twenty shares, to seven votes; the owner of not less than twenty-one shares nor more than' twenty-six shares, to eight votes; the owner of not less than twenty-seven shares nor more than thirty-three, to nine votes; the owner of not less than thirty-four shares nor more than forty shares, to ten votes; and the owner of every ten shares over forty, shall be entitled therefor to one vote. Any person being a subscriber or stockholder, who may offer to

vote as a proxy, may be required by any subscriber or stockholder, to swear that he has no interest directly or indirectly in the stock on which he so offers to vote as proxy. A trustee of stock shall not vote on shares held by him in trust expressed or declared, where the cestui que holds other shares either in his own name or in the name of another trusted. But the cestui que trust may vote on all shares owned by him, whether legally or equitably, according to the scale aforesaid. And on all future elections of President and Directors, in making, altering, or repealing of by-laws, in determining on measures involving the general interests of the Company, at any stated or occasional corporate meeting, the votes shall be governed by the above scale, and the rules and regulations above mentioned.

Sec. 7 And be it further enacted, That the election of President and Directors shall be made annually, according to a by-law to be made for that purpose; and in case any vacancy occur in the Board, between two periods of general election, the Board of Directors or a majority of them, at any regular or stated meeting of the Eoard, may elect by ballot, from amongst the stockholders, a person to fill the vacancy so occurred, until the next general election of Directors. But if it should so happen, that the day of annual election of President and Directors should pass without an election being effected, or any of them, the corporation shall not thereby be dissolved, or be deemed to be discontinued, but it shall be lawful on any other day, to hold and make such election in such manner as may be prescribed by the by-laws of the corporation, subject always to the scale and regulations of the sixth clause of this act.

Sec. 8. And be it further enacted, That the aforesaid company, to be organised as aforesaid, shall be called "The Augusta and Eatonton Turnpike and Rail-Road Company," and have perpetual succession of members, who may make and have a common seal, and break or alter it' at pleasure; and by their corporate name aforesaid, may sue, and be sued, answer and be answered unto, in all courts of law or equity, or judicial tribunals of this State and shall at all times be capable of making and establishing, altering and revoking, all such regulations, rules and by-laws, for the government of the Company, and its direction, as they may find necessary and proper for effecting the ends and purposes intended by the association and contemplated in this act : Provided, such regulations, rules, and by-laws shall not be repugpaut to the laws or constitution of this State.

1

Sec. 9. And be it further enacted, That the said Augusta, Eatonton, and Western Turnpike and Rail Road Company, shall have power and capacity to purchase, and have and hold in fee-simple, or for years, to them and their successors, any lands, tenements, or hereditaments, that they may find necessary for the site, on and along which, to locate, run, and establish the aforesaid rail-road or rail-roads, turnpike or turpikes, or any branches thereof, or to vary or alter the plan or plans, and of such breadth and dimensions through the whole course of the road and roads, turnpike or turnpikes, as they may see fit; and also in like manner, any lands, contiguous, or in the vicinity of the rail-road and rail-roads, turnpike and turnpikes, hereby authorised, that they may find necessary for the procuring, and from time to time, readily obtaining all necessary or proper materials of what kind soever, for the constructing, repairing, and adequately guarding and sustaining the said rail-road or rail-roads, turnpike or turnpikes, and in like manner to purchase all private rights of way on land, and all necessary privileges in water or watercourses, that may lie on or across the route through which the said rail-road or rail-roads, turnpike or turnpikes, may pass, and also all lands contiguous thereto, that may be found necessary for the erecting of toll-houses, store-houses, workshops, barns, stables, residences, and accommodations for servants or agents, or mechanics, and for the stationing and sustaining all animals for labor. And the said Company shall have power, if need be, to conduct their turnpike or rail-road across any public road, and by suitable bridges, over and across all or any rivers, creeks, waters or watercourses, that may be in the route; or if they should find it more convenient and suitable, may pass carriages, using the road, by convenient boats across the same, or through canals connecting different parts of the rail-road or turnpike: Provided, the said Company shall not obstruct the navigation thereof. And provided, that the said Company shall só construct their rail-road across all public roads as not to obstruct or injure the same.

Sec. 10. And be it further enacted, That the said turnpike and rail-road company, shall at all times have the exclusive right of transportation or conveyance of persons, merchandise, and produce, over the turnpike and turnpikes, rail road and rail-roads, to be by them constructed, while they see fit to exercise the exclusive right: Provided, that the charge of transportation or conveyance shall not exceed fifty cents per hundred pounds, and twenty-five cents per cubic foot on articles of measurement, for every one hundred miles, and six cents per mile for every passenger: Provided always, That

the said Company may, when they see fit, rent or farm out all or any part of their said exclusive right of transportation or conveyance of persons, merchandise, or produce, on the rail-road or rail roads, turnpike or turnpikes, with their privileges, to any individual or individuals, or other Company, and for such term as may be agreed upon, subject to the rates above mentioned: and the said Company, in the exercise of their right of carriage or transportation, of persons or property, or the persons so taking from the Company the right of transportation or conveyance, shall, so far as they act in the same, be regarded as common carriers.

Sec 11. And be it further enacted, That it shall be lawful for said Company to use or employ any sections of their intended rail-road or rail-roads, turnpike or turnpikes, subject to the rates before mentioned, before the whole shall be completed, and in any part thereof, which may afford public accommodation, for the conveyance of persons, merchandise, or produce and also, to lay off and construct, and put in operation and use, any branches of the said rail-road or turnpike, so as to communicate with any of the navigable water-courses of the State, subject to the aforesaid rates of transportation: and the said company shall have power to take, at the store-houses they may establish, on, or annexed to their rail-road, all goods, wares, merchandises, and produce, intended for transportation or conveyance, prescribe the rules of priority, and charge such just and reasonable terms and compensation for storage and labor, as they may by rules establish, (which they shall cause to be published,) or as may be fixed by agreement with the owners: which compensation shall and may be distinct from the aforesaid rates of transportation.

Sec. 12. And be it further enacted, That if any person or persons, shall intrude upon the said rail-road or rail-roads, turnpike or turnpikes, or any part thereof, by any manner of use thereof, or of the rights and rivileges connected therewith, without the permission, or trary to the will of said Company, he or they shall forthwith forfeit to the Company, all the vehicles, articles, and ani which may be so intrusively introduced and used thereon, and the same may be seized by the Company or its agents, or recovered by suit at law and moreover the person or persons so intruding, shall and may be indicted as for a misdemeanor, and upon. conviction, fined and imprisoned by the sentence of the Superior Court of the county. And if any person shall wilfully and maliciously destroy, or in any manner hurt, damage, injure or obstruct, or shall wilfully and maliciously, [Laws of 1831.]

13

cause, or aid and assist, or counsel and advise any other person or persons, to destroy, or in any manner to hurt, damage, or injure, or obstruct the said rail-road, or turnpike, or any branch thereof, or any bridge, boat, or canal, connected therewith, or any vehicle, edifice, right or privilege granted by this act, and constructed for use under the authority thereof, such person so offending, shall be liable to be indicted, and on conviction thereof, shall be imprisoned not more than six nor less than one month, and pay a fine not exceeding five hundred dollars, nor less than twenty dollars, at the discretion of the Court, before which such conviction shall take place, and shall be further liable to pay all the expenses of repairing the same. The one half of all such fines to go to the informer and the other half to the Company.

Sec. 13. And be it further enacted, That whenever the company aforesaid, shall see fit te farm out as aforesaid, to any other person or persons, or body corporate, any part of their exclusive right of conveyance and transportation, or shall deem it expedient to open the said rail road or turnpike or any part thereof, to public use, they shall and may adopt and enforce all recessary rules and regulations, and have power to prescribe the construction and size or burthen of all carriages and vehicles, and the materials of which such shall be made, that shall be permitted to be used or to pass on the said rail road, and the locomotion [locomotive] power that

shall be used with them.

Sec. 14. And be it further enacted, That the right to make, use and keep up the rail-roads or turnpikes, and transportations thereby authorised by this act, shall be vested in said company, its representatives and assigns forever, and that during the first period of ten years, the stock of said company, and the real estate which may be purchased by them, and connected with, and be subservient to the works herein authorised, shall be exempted from taxation.

Sec. 15. And be it further enacted by the authority aforesaid, That after the President and Directors, shall be elected as aforesaid, it shall always be in the power of said Directors. and President, at a meeting of the board, or a majority being present, to nominate and appoint a Secretary, Treasurer and all other officers, agents and servants, that they may deem. necessary, as may be prescribed in the by-laws of the said company, removable at the pleasure of the board of direc tors; and also require and take from all the officers, agents and servants, such bond or bonds, and security, as the board or by-laws may prescribe, for securing the fidelity, obedience

1