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The daily comet. [volume] (Baton Rouge, La.) 1850-1856, September 25, 1852, Image 4

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Persistent link: https://chroniclingamerica.loc.gov/lccn/sn83016548/1852-09-25/ed-1/seq-4/

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Baton Roitke , Sept. 'Ith, 1832.
A meeting of the lriend* of the Baton
Rouge and Clinton Flank Road Company,
•was held this day—at the office of Wm. 8.
Pike, present :
T. G. Morgan, B F Harney J. M. Bru
not, A. S. Herron, H. T. Waildill. Eugene
l^aNoue, W H. Crenshaw, J. W. Seymour,
F. .1 B Romer. Jordan Holl, Philip Win
free. jr . S M. Hart, Win. Markhuinand W.
S. Pike Judge <> Morgan was called
to the chair, and W. S. Pike appointed Se
cretary
W S. Pike staled the object of the meet
ing to I« —that of adopting a charter lor the
Road, and for tlie purpose of appointing
commissioners to open the subscription
books. A draft of a charter was read, and
•adopted, and it was upon motion
Resolred, That the charter, together with
the act of the legislature, under which the
same is formed, be published in the papers
ol Baton Rouge and Clinton, and that the
papers of East and West Baton Rouge and
East Feliciana be requested to published the
.same.
The following named gentlemen, were
appointed commissioners to re-open sub
.-< npl ion ,j»>oks : At Baton Rouge, T. G.
Morgan, ™M. Hart. Il V. Waddill, A. S.
lleiron, E. LaNoje J. Holt and W. S. Pike.
\t Clinton, J. H. Muse, H. H. Haynes,
Henry Marslon.G. W. Monday, J. B Smith
Wm Patterson and M (i. Mills.
Tin meeting adjourned nm die.
THOS. (;. MORGAN, Prê t
Wm . S. Pike , Secretar).
Aa Act for the organization of Corpor
ations for works of public improve
ment and utility.
Si ( hon 1. He it emir ted iy the Semite and
flaute of Ilepresentatives of the State of Jjmi
nina. in Central Assembly convened , That
from and after the promulgation of this act,
it shall be lawful for any number of per
sons, not less than six, on compliance with
' he provisions nl'this act. to form themselves
into and constitute a corporation for the fol
low inn purposes, to wit for the construc
tion, woi king and maintenance ot any rail
loads, canals, plank roads, bridges, ferries,
a id other works of public improvement,
whether within or without the limits of
tins State; for manufactories ol all kinds,
opening ami working of mines, construction
;md maintenance of docks, foundries, steam
ships or other vehicles lor the transportation
oi height or passengers, anil generally all
■works of public utility and advantage ; pro
vided that no corporation shall engage in
mercantile or agricultural business in gen
eral, nor in commission, brokerage, stock
jobbing, exchange, or banking business of
any kind.
S kc. 'J. Be U further enacted, Sfc., That
every corporation, which m»y be establish
ed under and by virtue of the provisions of
Ihisact shall have power and authority,
first , to have and to enjoy succession by its
corporate name, for the period expressed in
its act of incorporation, not exceeding twen
ty-live years ; second, to contract, sue and
be filed, ill the corporate name ; third, to
make and use a corporate seal ; fourth, to
hold, receive, purchase and convey under its
cor|K>rate name, property both real and per
sonal ; fifth, to name ami appoint such man
agers. directors and officers as their inter
ests and conveniences may require ; sixth,
to make and establish such by-laws for the
proper management and regulation of the
iffairs oi the corporation as may be neces
sary and projier, and not inconsistant with
the provisions of this act.
Si:c. :t. He it further enacted, irr., That
every charter of iiicor|>oratioii made under
the authority of this act, shall contain -, first,
the name ami title of the corporation, and
the place chosen for its dornicil ; seront, a
description of the purposes for which it is
established, the nature of the business to be
carried on, ant! the designation of the officer
on whom citation may be served in suits
against the company ; third, the amount ol
the capital stock, the number of shares, a
liiount of each share and the time when and
llie manner in which payment on stock
subscribed shall be called or made; fourth,
the mode in which the elections of directors
or managers shall be conducted ; fifth, the
mode of liquidation at the termination of
the charter.
S kc. 4. Br il further enacted, ffc.. That the
charters of all corporations organized under
the terms of this act, and the original sub
scriptions made for the purpose of organizing
it snail be recorded in the office of the re
corder of moitgages or other officer exercis
ing the functions of recorder of mortgages
at the place selected for the domicil of the
corporation ; and said charter shall be pub
lished in a newspaper of said place of dom
icil, once a week at least, for thirty days,
but it shall not be necessary to publish the
names of the subscribers, and any subscriber
may present, the said charter and subscrip
tions for record with a recorder of mort
gages as aforesaid.
S kc. . r >. Dr it further enarted, fyc., That it
shall be lawful for the stockholders of any
corporation, at the general meeting conven
ed for that purpose, to make any modifica
tions, additions or changes in their act of
incorporation, or to dissolve the corporation,
provided such modification, addition, change
or dissolution, shall receive the assent of
three fourths of the stock represented at
such meeting and provided further that any
such modification, addition, change or dis
solution shall be recorded as is required by
the fourth section of this act.
S ec. 6. Be it further enacted, life., That
any corporation established under this act
shall forfeit its charter for insolvency, evi
denced by a return of no property found on
execution against, such corporation and that
ill such case it shall be the duty of the dis
trict court, ot the district of such corpora
tion, at the instance of any creditor, to de
cree such forfeiture and to appoint a com
missioner for effecting the liquidation,
whose duty it shall be to convert all the as
sets of the company, including any unpaid
balances due by stockriders, on their
shares, into cash, and to distribute the same
under the direction of the court amongst
the parties entitled thereto in the same
manner, as near as may be, as is done in
cases of insolvency of individuals
Sec. 7. Br it further enacted, (ft That no
rail road plank road, nor canal shall be con
structed through the street of any incorpo
rated city rtr town without the consent of
the Municipal council thereof and such con
sent once obtained shall not be withdrawn
during the term of the character.
Sec. S. Be it further enacted Ate., That no
stockholder in any corporation organized
under this act shall ever be held liable or
resjiorisibie in any manner for the contracts
or faults of such corporation in any further
sum than the amount of any unpaid balance
due to the company on the shares owned
by such stockholder, nor shall any mere in
formality in organization have the effect of
rendering a character null or of exposing a
stockholder to any liability beyound the
amount of his stock provided the provisions
of this act have been substantially completed
with.
Sec. f». Be it further enacted &c That in
all cases when rail roads plank roads or
canals shall cross any high way the corpo
ration shall so construct said works as not
to hinder im|iede or obstruct the safe and
convenient use of such highway and in all
cases where rail roads plank roads or canals
shall be constructed or dug across any plan
tation or land in cultivation or that may
be cultivated the corporation shall so con
struct said work as not to hinder impede or
obstruct the drainage of said land nor shu'l
any privilege herein granted be so con
structed as to authorize or empower any
corporation to hinder or impede or olfer
any obstruction to the drainage of any lands
through which any rail road plank road or
canal may be constructed after the con
struction of said work and il any tail load
or plunk road shall in its course cross any
tide waters or navigable rivers or streams
the company may erect for the sole and
exclusive use of such rail road or plank
road the bridges required lor crossing : but
such bridges shall be so constructd as not to
obstruct or necessarily impede the naviga
tion of said waters or streams.
Sec. 10. Be it farther enacted 6r< That the
provisions ol the act entitled "An act to
provide for the organization of corporations
in this State "approved sixteenth of March
eighteen hundred and forty eight shall not
be so construed as to apply to any corpora
tions established under this act.
JOHN E. KING.
Speaker of the House ol Representatives
J. B.PLAÜCHE,
Lieut, Govenor and President of the Senate
Approved March 12th, 1 852.
JOSEPH WALKER
Governor of the State of Louisiana.
CHARTE 11.
of TUE
Baton Rouge &. Clinton Flank Road Co.
\Vi: the undersigned agree to form our
selves into a corporation, under the laws of
the State of Louisiana, as particularly set
forth in an act entitled an ".let. for the organ
ization nf corporation* for works of public
improvement und utility 1 ' —a copy of which
is hereinto annexed, for the purpose of con
structing.! Plank Road from the city of
Baton Rouge, in the Parish of East Baton
Rouge, to the town of Clinton, in the Parish
of East Feliciana, and from thence along
the most eligable rout to a point that will
connect the town of Liberty in Amite Co.,-:
State of Mississippi, and for ttiat purpose
we have formed the annexed charter, and
have signed the same, and have added to
our signature a statement of the number of
shares and the amount of our subscriptions
to said Company.
CHARTER OF THE COMPANY.
1st. The said corporation shall be called
the "Baton Kouge and Clinton Plank Riad
Company." and its domicile is fixed in the
the city of Baton Rouge.
2nd. The said corporation is established
for the purpose ol constructing, working,
and niantaining a plank road from Baton
Rouge to Clinton Louisiana.and from thence
hereafter to be continued to Liberty in
Amite County, State of Mississippi, should
a company be formed in Amite County to
connect at the State line.
3rd. The capital stock of the Company
is fixed atOne Hundred Thousand Dollars,
divided into four thousand shares at twenty
five dollars each. A payment of five per
cent on the amount of each share shall be
made, within thirty days after the election
of the first Board of Directors. The subse
quent payment shall he made in such sums
and at such periods as shall be fixed by the
Board of Directors. Provided "That no
call shall be made, for a greater amount than
ten per cent, at one lime, and that sixty
days notice of each call shall be given, by
publication in one newspaper published iu
Baton Rouge which shall be known to the
stockholders as the official paper of the
Cornjiany, and in one newspaper published
at Clinton.
4th. The said corporation, shall go into
operation and be organized, so soon as
shares of stock to the amount of Thirty
Thousand Dollars shall have been suh
scrbed.
5th. The business of the corporation shall
be conducted at its domicil, in the city of
Baton Rouge by a Board composed of seven
Directors, who shall be stockholders. The
Directors shall elect one of their body as
President of the Company, at their first
meeting after their election. A quroum to
transact business shall consist of at least
three members and the President, or any
four members of the Board. At all elections
by the stockholders, and at all their meet
ings each share shall be entitled to one vote.
Votes may be given in person or by proxy.
The President of the Company is the officer
designated as the one on whom legal service
of all process or citation against the Com
pany may be made, and the company agree
to be bound, by service of process or cita
tion, whether made on the President in
person, or to his address, at the office of the
company in the hands of any of its officers.
6th. The first Board of Directors si all
be chosen as soon as the list of subscription
shall be closed. This election shall be held
al Baton Rouge under the supreintendence
of the commissioners hereafter designated
and appointed to receive subscription» —
All subsequent elections shall be held at
Baton Rouge under the supreintendance of
three commissioners appointed from am
ongst the stockholders by the Board of Di
rectors for the time being. Notice of the
first election of Directors, shall be given
fifteen d«vs in advance, in at least one news
paper published in Baton Rouge, and one
published at Clinton. The first Board of
Directors shall hold office until the third
Monday of January, 1804. The election
shall be annual, and each subsequent Board
shall be elected on the third Monday of Dec
ember. A failure to elect Directors, shall
nut dissolve the corporation, but the Board
in office shall continue the exercise of its
functions until a new board can be elected.
All notice of elections and ' of meetings of
stockholders after the first election above
provided for, shall be given by publication
thirty days in advance, in ihe official paper
of the company, and in one paper published
at Clinton.
7th. The following persons are hereby
appointed commissoners for the purpose of
receiving subscriptions to the stock of rnid
corporation. Viz : Commissoners at Baton
Rouge, T. (.©Morgan. S. M. Hart, H. T.
Waddill. A. S. Herron. Eugene Lanoue and
W.S.Pike. At Clinton. J. H. Muse. 11.
II. Haynes, Henry Marston. G.W. Munday,
J. B Smith, Wm. Patterson and M. G.
Mills. The said commissioners shall have
power to appoint députées or ag-nts in
other places to receive subscriptions.—
Three shall form a quorum to do business.
The subscriptions shall be closed an soon as
the amount of Thirty Thousand Dollars
shall have been subscribed, and the com
missoners shall immediately thereatter
cause this charter, with trie names of the
subscribers to be registered in the office of
the Recorder of Mortgages as required by
law. and shall cause notice to be given
and an election for Directors held as provid
ed for in the 0th Article of the char'er.
Sth. Immediately after the election
of the first Board of Directors the sub
scription list shall be opened for a term
of three months at such places as may be
deemed advisable by the P .nrd of Direct; rs
and public notice shall be given thereof in
a newspaper published at the place where
said subscription books are opened ; aH the
board shall have power to appoint agent*
for receiving subscriptions. At the end of
said three months, if the amount of sub
script' 'its shall exceed the amount of capi
tal required, a meeting of stockholders
and snbsciibers shall be held to determine
whether the capital shall be increased to
the whole amount of subscription ; and if
the capital be not so increased, then the
number of shares subscribed shall be re
duced from the largest subscription so as
not to dimish the number of shares of any
subscriber, while another remains with a
larger number of shares. If there be any
deficiency in the amount of capital subscrib
ed, the said subscription books may be re
opened and closed from time to time, until
the whole capital bhall bave been subscrib
ed.
fcth. In case of failure on the part of any
subscriber to pay the installments on his
stock, as required, the Board of Directors,
shall have the option, after thirty days
written notice to the defaulter, of forfeiting
the stock, and selling it lor the benefit of
saiil stockholder, or of compelling by suit
the payment of such enstallment : and no
stockholder shall be premitted to vote while
in default.
10th. AH meetings of Stockholders called
for the purpose of increasing or diminish
ing the capital stock of the company or for
any of the purposes enumerated in the fifth
section of the act of the Legislature of
Louisiana entitled " An act for the organiza
tion of corporations for works of public im
provementand utility ," shall be composed of
persons holding in their own right, or as
agents for others at least three-fourths of
the stock of the company, in order to take
valid and binding action in the premises,
at all other meetings of stockholders, and
At all elections, a majority of stock shall be
represented, and in this latter case, if such
majority be not present nor represented the
meeting shall be adjourned for one week,
and the vote of the majority of the stock
piesent and represented at such adjourned
meeting shall bind Ihe company in the same
manner, as if a majority of all the stock
were present and represented.
11th. Any vacancy in the Board of Dir
ectors, occuring during the year may be
filled by a vote of the Board of Directors.
12th. The President and Directors of said
corporation shall have power to make and
use a common seal—to elect a newspaper,
which shall lie known to the Stockholders
as the official paper of the Company, and
in which all advertisements shall appear,
and to do every Ihing necessary for the
construction, repair, and inaintairianee of
the plank road herein before described, with
as many tracks as they may deem necess
ary ; to determine the line ol the road, and
the depots that may be necessary ; to make
and construct all works whatever for the
proper and complete working of the road :
to construct all bridges over navagable and
other streams, ami whether the crossing
shall be by bridge or ferry ; to contract
specially for work, labor or materials to be
furnished to the company, and to agree
whether the whole or any part thereof shall
be payable in the capital stock of the Com
pany: to appoint a Secretary, Treasurer,
Supreintendents, Engineers, and other
officers ot servants necessary or proper, for
the faithlul performance, of any duty nec
essary to the construction or proper main
tainance of the said plank road; to make all
contracts for the furnishing of material or
equipments for the road on such credits as
they may deem proper ; to borrow money
for and on account of said road in any tum
not to exceed ten thousand dollars, unless
authorized byavoteof two thirds of the
stockholders, not to exceed that sum, and to
mortgage the said road and its appurtenan
ces to secure the payment of the same ; to
make all contracts for the purpose ofspeed
ly and properly constructing said road, and
when said road or any part thereof is finish
ed. to fix the late vf tolls lot sauie to make
all rules and miltfium or by-kws neces
sary for the pray«, safe and rigriar trans
action of the basine« of the company; but*
such rule* sod regulations shall fit anUeet
to repeal, changé, amendment, or modifica
tion, by the stockholders at their meetings,
or by the President and Directors in thein
tervals; they may accept donations in land
or money, or such materials ot labor as may
be useful to the company ; they shall de
clare semi-annually the dividends anising
from the road after the payment of all ex
penses. Said dividends snail be declared
and made payable to the stockholders dur
ing the first nften days of December and
June of each year ; they shall make at least
once in each year a report in full detail to
the stockholders, exhibiting the expences
and profits or revenue of the road as well as
the cost during the process of constructing
the same as well as the re|tairs that may be
made thereof ; they shall keep or cause to
be kept, a regular set of books, on which
shall be entered in regular order all business
or other transactions of the company, which
said book stall be opened to the inspection
of the stock holders at the office of the com
pany. A stock book shall be kept and cer
tificates of stock shall be issued to the
stockholders, and no transfer of stock shall
be binding on the company until made on
its stockbook.
13. .If any subscriber for stock shall be
taxed by virtue ot any law or ordinance for
the payment of subscription to the company
he shall have the right of reducing the
number of his shares by an amount equal
to that of the tax so imposed, but this
right must be exercised witnin thirty days
from the date of the law or ordinance after
which term it shall not lie allowed.
Mlh An annual meeting of the stockhol
ders shall be held on the first Monday in
December to receive an annual report of
the past year's operation and business of the
company at which a full statement of the
financial affairs arid other business of the
company shall be submitted by the Presi
dent and Directors for examination by the
stockholders and their agents.
15th. At the expiration of the charter, or
whenever the dissolution of the corporation
shall render necessary its liquidation, three
commissioners shall be elected by the stock
holders whose duty it shall be to take pos
session of the property of the company and
conduct its business to a final liquidation on
such terms and in such manner as shall be
determined by a meeting of the stockholders
regularly convened for that purpose, and if
at the expiration of the present charter a
majority of the stockholders in number or
amount shall desire to renew the same for
a further term, the stockholder descenting
from said renewal shall be bound to trans
fer their stock to those during the renewal
at its fair value, to be fixed by appraisers
mutually chosen for that purpose.
H. T. WADDILL.
AT IIIS DltUG STORE NEAR
The Harney House,
Offers for sale, a very large and complete
assortment of Drugs, Mepicines, Subgi
cal Instruments, Cupping-Glasses, Oils,
Soaps ; Tooth und White-Wash ; Hair,
Tooth, Flesh, Nail, Shayino, Paint and
Shoe blushes; together with all the most
popular patent medicines of the day.
PENS, INK and PAPfiR.
Fish-hooks, Lines, Floats, and Baskets,
Low for cash.
Teas! Teas! Tea»!!'.
Having been appointed agent for the sale
of Teas for the PEKIN TEA COMPANY
of Kent York, f am enabled to ofTer to the
Latin s, n splendid assortment of Green and
B ..ack Tea's, warranted pure. They are
put up in quarter, half and pound packages,
and sold at trom 50 cents to $1 50 per
pound.
Patent Medicines.
This class of remedies, improperly called
Patent, are simply secret remedies, found
by Practical Physicians, after long experi
ence, to be admirably adapted to the cure
of certain diseases; put up and offered for
sale for the benefit of Mankind.
Many persons here will tell you, that,
Smith's Tonic. Rowan's Tonic, Speed's
Tonic, Indian Colagogue, Champion's Pills,
Jaynes', Louden's, Sapington's Hull's or
the Giaffenbourg Pills, will cure you of any
case of Chills and Fever, or Ague and Fe
ver that may occur, and that too, at a cost
of from 75 cents to SI 50 ; whereas it
would ordinarily cost you $5 00—They
would further inform you, that these reme
dies, warranted genuine, are for sale by
11. T. WADDILL
Druggist, near the Harney House Baton
Rouge Louisiana. may28y.
S M. HART & OCX
WHOLESALE DEALERS IN GRO
ceries Provisions, Western Produce *
and plantation supplies generally—Receiv
ing art'I Forwarding Commission Merchants
Baton Rouge La.
In resuming business it is oui purpose to
purchase supplies of Provisions and Produce
in the Western Markets, and to make our
sales exclusively for Cash, or satisfactory
paper, at prices as low or lower than the
same goods can be purchased for in New
Orleans, with cost of transportation.
From the Planters we solicit a call, and -
assure them that any article they may desire
iu our line, we will make it to their interest
to purchase here.
1X7" We will purchase or sell Sugar, Mo
lasses, Cotton tec, or will make Cash ad
vances on consignments to our correspond
ents in New Vork, Philadelphia, Pittsburg,
Cincinnati, Louisville, Nashville, Memphis,.
St. Louis or New Orleans. June Uy.
PIANO TUNING
HCOATES most respectfully inform
• the public of Baton Rouge and vi
ity that he will tune and repair Paino Forts
Violins, Guitars, and all other musicial in
struments on reasonable terms.
Orders left at the Comet office or Jacob
Pipers on Church Street will meet with
prompt attention mai 27 Ijr

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