the same limitations and restrictions in every respect, as was granted to aid in the construction of other rail-roads under an act of Congress, entitled "An act granting public lands in alternate sections to the State of Alabama, to aid in the construction of certain rail-roads in said State," approved June three, eighteen hundred and fifty-six. APPROVED MARCH 3, 1857. INCORPORATION. AN ACT TO EXECUTE THE TRUST CREATED BY AN ACT OF CON GRESS, ENTITLED "AN ACT MAKING A GRANT OF LAND TO THE TERRITORY OF MINNESOTA IN ALTERNATE SECTIONS, TO AID Be it enacted by the Legislative Assembly of the Territory of Minnesota: CHAPTER I. and Pacific Company in SECTION 1. All such persons as shall become stockhold- Minnesota ers in the company hereby incorporated, shall be and are Rail-Road hereby created and declared a body politic and corporate, corporated. by the name and style of the Minnesota and Pacific RailRoad Company, and by that name shall have perpetual succession, and shall have and enjoy all the powers, privileges, franchises and immunities incident to a corporation; may acquire, by purchase or otherwise, and hold, convey, sell and lease property and estates, either real or personal, or mixed; may make, have and use a common seal, and alter or renew the same at pleasure; may sue and be sued, plead and be impleaded, answer and be answered, defend and be defended against, contract and be contracted with, and shall never set up the defence of usury to any contract in any court, and generally may do and perform all and singular the acts and matters which shall be necessary and conducive to the well-being of said corporation. SEC. 2. The said corporation is hereby authorized and Route of said empowered to survey, locate, construct, complete, alter, rail-road. Power to appropriate change the location of, reconstruct, maintain and operate, a rail-road with one or more tracks or lines of rails on such route, and with such alignment and graduation as said company shall think proper, from Stillwater, by way of Saint Paul and Saint Anthony, via Minneapolis, to the town of Breckenridge, on the Sioux Wood River, with a branch from St. Anthony via Anoka, St. Cloud and Crow Wing, to St. Vincent, near the mouth of the Pembina River. SEO. 3. The said corporation shall have the right to land. enter upon any lands for the purpose of making surveys and for the right of way, and may appropriate to its sole use and control, for the purposes contemplated herein, land not exceeding two hundred feet in width throughout the entire length of its said rail-roads; may enter upon and take possession of, and use all and singular any lands, streams and materials of every kind beyond the width of two hundred feet, for the location and construction of depots and stopping stages, station grounds and houses, and for the purpose of constructing bridges, dams, embankments, excavations, spoil-banks, turn-outs, engine houses, shops and other buildings, necessary for the constructing, completing, altering, maintaining, preserving, and complete operation of said rail-roads; all such lands, waters, materials and privileges belonging to the territory or future State of Minnesota are hereby granted to said corporation for said purposes, and this act shall be sufficient notice to all persons claiming any interest in the same; but lands owned or belonging to any person, company or corporation, may be taken and appropriated for the purposes aforesaid, and shall be valued and paid for in the manner hereinafter provided. ed. Capital stock SEC. 4. The capital stock of said corporation shall be -how subscribed and five millions of dollars, divided into shares of one hunhow forfeit-dred dollars each, which shall be deemed personal property, and may be issued and transferred in such manner and at such places as may be ordered and provided by the Board of Directors, who shall have power to require the payment of sums subscribed by the stockholders of such amount, in such manner, at such times and on such terms as they deem proper; and on refusal or neglect on the part of the stockholders, or any of them, to make payment agreeably to such requisitions, the share or shares of such delinquents may, after thirty days' public notice, be sold at public auction, under such rules as said Board of Directors may prescribe; the surplus money, if any remain after deducting the payments due, with interest, and the necessary costs of sale, to be paid to such delin quent stockholder. The Board of Directors hereby appointed shall cause books to be opened for the subscriptions to said stock in the City of St. Paul, upon the acceptance of this charter, of which notice shall be given by publication in two or more newspapers published in Saint Paul, and in one or more published in St. Anthony, and said books shall remain open ten days thereafter; and the said directors may thereafter also cause books to be opened in such manner and at such other places and times as they shall direct; and may, from time to time, May be inincrease the capital stock to an aggregate amount, not ex-creased from ceeding twenty millions of dollars, whenever they may $20,000,000. deem it expedient for the operations of said corporation to make such increase. $5,000,000 to Directors of SEC. 5. All the affairs of said corporation shall be man-Board aged by a board of fifteen directors, who shall be stock- how chosen. holders, and a majority of whom shall be citizens of the territory, and who are hereby invested with all the powers of said corporation; they shall be chosen annually by ballot by the stockholders, at the annual meeting of the company, which shall be held on such notice and at such time as shall be prescribed by the by-laws, and at such place as shall be prescribed by the Board of Directors, and stated in such notice. The votes shall be delivered in person or by proxy, duly authorized; and in all cases in which stockholders shall vote, each share of stock shall be entitled to one vote, and in all elections for directors, those stockholders equal to the number to be elected, having the greatest number of votes, shall be deemed and declared duly elected. The elections shall be conducted in such manner as shall be prescribed by the by-laws of the company; and if from any cause an election of directors shall not be had at the time when, by the provisions of this act, or by the by-laws of said corporation, it should be had, the same may be held at any other time, on notice to be given, as aforesaid; and until such election be had, the directors of the preceding year shall continue to act, and the corporation hereby created shall not forfeit nor lose any of its privileges, franchises or immunities by reason of the irregularity or want of such election. Members of first Board SEC. 6. The following named persons are hereby appointed, and shall constitute the first Board of Directors, of Directors. whose term of office shall continue until an election shall be held and their successors duly elected, as herein provided, viz.: F. R. Delano, Willian Willim, Alex. Ramsey, Edmund Rice, R. R. Nelson, William L. Ames, Richard Chute, Henry T. Wells, Abraham M. Fridley, Dwight Woodbury, Franklin Steele, S. B. Lowry, J. D. Critten 2 ny. Width of den, Charles H. Oakes, Daniel Basset, whose duties and powers shall commence and be in force from and after the passage of this act. By-laws of SEC. 7. The said company shall have power to make, the compa-ordain and establish all such by-laws, rules and regulations as may be deemed expedient and necessary to fulfil the purposes and carry into effect the provisions of this act, and for the well ordering, regulating and securing the affairs, business and interests of the company; Provided, that the same be not repugnant to the constitution and laws of the United States, or the laws of this territory; Bates of toll. and the Board of Directors shall have power to establish such rates of toll and charges for the conveyance of persons and property upon its said rail-roads as they shall from time to time direct and determine, and to change the same, and to levy and collect the same for the use of the said company. The width of tract shall be four feet track, etc. eight and a half inches, and the iron used in the track shall be of approved quality and pattern, and the railroad shall be completed, furnished and equipped in a style and of a quality equal to the average of other firstclass western rail-roads. The construction of wheels, the form and size of cars, the weight of loads, the rate of speed, terms of running, connections with other rail-roads, and all other matters and things respecting the use of said rail-roads, shall be in conformity to such rules and regulations as said Board of Directors shall, from time to Rail-road time, determine and establish; Provided, That at all crossings. crossings of the track of said rail-road, or branch, with the track of any other rail-road, the engine or cars arriving at such crossing shall come to a dead halt or stop before crossing the same. The said company shall have the right and authority to construct their said rail-road and branches upon and along, across, under or over any public or private highway, road, street, plank-road, or rail-road, if the same shall be necessary; but the said company shall put such highway, road, street, plank-road or railroad in such condition and state of repair, as not to impair or interfere with its free and proper use; and the said Bridges. company shall have the right and authority to erect and maintain all the necessary bridges for the use of their said rail-road, over any stream of water or water-course, at such points of crossing the same as they may locate the said road or branches, with all necessary abutments, With the piers or other foundations; and said company shall have power to connect the said rail-road or branches with any other rail-road or branch thereof in this territory or State, or in the State of Wisconsin, and to operate the same in connection with such other rail-road or branches, Connections roads. 1 |