CHAPTER CCXXIII. An Act to amend an act entitled "An Act to validate and confirm certain agreements between the companies owning the railroad lines between New York and Philadelphia.' consolidate corporate 1. BE IT ENACTED by the Senate and General Assembly of the State of New Jersey, That whenever the joint board of Authorized to directors of the corporations designated in said act as con- and adopt a solidated companies, to wit, "The Delaware and Raritan aine Canal Company, The Camden and Amboy Railroad and Transportation Company, and The New Jersey Railroad and Transportation Company," shall, as provided in the said act hereby amended, have filed or caused to be filed the certificate in the second section of said act authorized or directed to be filed, the said three companies shall be and become one consolidated corporation, with the corporate name stated in such certificate, with the following named powers, in addition to Powers. those in said last mentioned act conferred, to wit: the consolidated corporation thus authorized to be formed, shall be vested with and hold all the rights, titles, powers, franchises, privileges, property, immunity and advantages heretofore conferred upon or now held by any or either of said three corporations respectively, and subject to all contracts, agreements and engagements heretofore lawfully made by said. corporations or either of them, and the same shall pass to and become merged in said consolidated corporation; subject, nevertheless, to all the duties and obligations now existing upon or made by said three corporations; and said consolidated corporation shall have like power to grant, convey, transfer or assign, under or by using the name of such consolidated corporation, all the property held by either or all of the said three corporations, as they or either of them now have; such conveyances or assignments, grants, transfers, or other instruments to be executed by the proper officers or agents of said consolidated corporation, as the board of directors thereof may, from time to time, regulate or direct; provided, that nothing in this act contained, shall release Proviçe either of the said corporations from any duty, obligation or Proviso. Capital stock. contract imposed upon and now resting upon them under any of the laws of the state of New Jersey; and provided further, that nothing in this act contained, shall in any wise affect or impair the rights of the state of New Jersey in reference to the said corporations or either of them, nor shall this state in consequence of the passage of this act be considered as waiving any right or rights which the state now has or hereafter may have in said corporations or either of them, nor be a waiver of the right of the state to take the said corporations or either of them, at the time and in the manner provided for in the charters of the said several corporations and the supplements thereto or either of them. 2. And be it enacted, That the capital stock of said three corporations shall constitute and be the capital stock of said consolidated corporation; and the certificates of stock of the present existing three corporations shall be called in and cancelled, and a like amount of the stock of the said consolidated corporation issued in lieu thereof; and each stockholder shall be entitled to as many votes at the meetings of the stockholders of the said consolidated corporation as he shall hold shares of stock; and the directors of said consolidated corporation shall be thirteen in number, one to be appointed by the legislature in joint meeting, and the other twelve as follows, to wit: four of the first directors shall be elected by the stockholders of The New Jersey Railroad and Transportation Company; four by the stockholders of The Delaware and Raritan Canal Company, and four by the stockholders of The Camden and Amboy Railroad and Transportation Company; after which the said twelve diElection of directors shall be elected annually, on the first Monday in May in each year, at a meeting of the stockholders of the consolidated corporation, to be holden at Trenton, or such other time or place within the state of New Jersey as the directors may appoint; but a failure to elect on the day named, shall not dissolve the corporation, but the directors. may order the election to be held on a subsequent day: and all directors shall hold their office until others are chosen in their stead; and the said directors shall elect from their number a president, and may elect such other officers, and make such by laws as they may deem necessary. rectors. President. Act not to take effect un 3 And be it enacted, That this act shall not go into effect tal accepted by until accepted by the stockholders of each of said companies, at stockholders' meetings to be called for that pur stockholders. pose, at which the stockholders may vote in person or by proxy, and each stockholder shall be entitled to one vote for each share of stock held by him, and a majority of votes thus cast shall be necessary for such acceptance; and after the acceptance of this act, and the organization of the said consolidated corporation under the same, the said three companies shall cease to exist as separate corporations; provided, Proviso. that nothing in this act shall in anywise affect or interfere with any suit or suits, or proceedings of any kind now pending in any of the courts of this state to test the validity of the agreement, lease or leases entered into by the said corporations or any or either of them, with any railroad company or corporations. 4. And be it enacted, That any provision in any act here- Repeater. tofore passed relative to said corporations, or either of them, inconsistent herewith, is hereby repealed, so far as the same is so inconsistent. 5. And be it enacted, That this act shall take effect immediately. Approved March 14, 1872. CHAPTER CCXXV. A Further Supplement to an act entitled "An Act to facilitate the collection of taxes in the township of Washington, in the county of Burlington," approved March seventeenth, one thousand eight hundred and seventy. 1. BE IT ENACTED by the Senate and General Assembly of the State of New Jersey, That the provisions of said act be Act extended. and are hereby extended to the townships of Woodland and Randolph, in the said county of Burlington. 2. And be it enacted, That this act shall take effect immediately. Approved March 15, 1872. Name and powers. CHAPTER CCXXVI. An Act to incorporate the Continental Transit Company. 1. BE IT ENACTED by the Senate and General Assembly of Corporators. the State of New Jersey, That James Bishop, James A. Williamson, John P. Hardenbergh, Charles Lord, John D. Maxwell, James Bryce and William S. Banta, together with such persons as shall subscribe to the stock hereby authorized, and their successors, be and are hereby constituted a body corporate and politic, in law and in fact, by the name of "The Continental Transit Company," and by that name shall and may have perpetual succession, and shall have power to use a common seal, to sue and be sued, to defend and be defended, in all courts of law and equity, for the receiving and transferring and general forwarding and express business, of all kinds of goods, chattels, merchandise, money, and all and any, and every description of property, from, to and between, and at various parts and places in this state and beyond the limits thereof, and to do such things as are incident to a corporation and necessary for the purpose of this Capital stock. Commission ers to receive act. 2. And be it enacted, That the capital stock of said corporation shall be one hundred thousand dollars, with liberty to increase the same whenever a majority of the directors of said corporation shall so determine, and shall be divided into shares of one hundred dollars each, and the said stock shall be deemed personal property, transferable only on the books of said corporation, and shall be paid at such times, and in such manner, and upon such notice as the directors of the corporation may appoint. 3. And be it enacted, That the above named persons, or a subscriptions. majority of them, may receive subscriptions, from time to time, to the capital stock of said company, in shares of one hundred dollars each, and for the purpose of offering such subscriptions, they shall give at least ten days' notice, by advertisement in one or more newspapers of this state, of the time and place of subscribing; and every person who shall become a holder or entitled to one or more shares of said stock, shall thereupon become a member of "The Continental Transit Company," hereby incorporated. and hold real 4. And be it enacted, That for carrying out the purposes May purchase mentioned in the first section, the said company may, from estate. time to time, acquire, hold, use, receive and transfer all and any and every description of personal property as may be needed by them for carrying on their business as aforesaid, and may also purchase, hold, mortgage and convey so much real estate as may be necessary in and for the prosecution and transaction of their business; and for the purpose of carrying on its business its principal office shall be at Jersey City. mence busi. 5. And be it enacted, That whenever five hundred shares When to comof said stock shall be subscribed, and twenty-five per cent. mess. thereof paid, the said company shall have power to organize by the election of directors and officers, and to transact business contemplated by this act. 6. And be it enacted, That the business of the said cor- Election of di• poration shall be conducted by seven directors, who shall hold rectors. their office until others are elected in their stead, who, during their term of service, shall have the sole management and direction of the stock, property and affairs of said company, and a majority of whom shall, at all times, constitute a quorum competent to transact business; the election for directors shall be held at such time and place as the by-laws of the said corporation shall provide, at which each stockholder shall be entitled to one vote, in person or by proxy, for every share he may hold of full paid stock, as shall appear on the books of said company; and the said directors shall have power, by ballot, to select such officers as they may need, and to fill any vacancy that may occur either in the board of directors Vacancy, how or officers. 7. And be it enacted, That this act shall take effect immediately. Approved March 19, 1872. filled. |