The History Of Utah's Railroads, 1869-1883, Appendix II

By Clarence A. Reeder, Jr.

(Return to Reeder Manuscript Index Page)

Utah Territorial Legislative Assembly, 16th Annual Session, 1869

An ACT providing for the Incorporation of Railroad Companies and the Management of the Affairs thereof.

SEC. 1. --Be it enacted by the Governor and Legislative Assembly of the Territory of Utah: That any number of persons, not less than ten, two-thirds of whom shall be residents of this Territory, being subscribers to the stock of any contemplated railroad company, may be formed into a corporation for the purpose of constructing, owning and maintaining such railroad, by complying with the following requirements:

SEC. 2. --That whenever stock to the amount of at least one thousand dollars for each and every mile of the proposed railroad shall have been subscribed, and ten per cent in cash paid thereon, to a Treasurer appointed by said subscribers from among their number, then the said subscribers, either in person or by proxy, after having received at least five days' notice from said Treasurer of a meeting for that purpose may meet and adopt articles of association, and may elect from among their number, not less than five nor more than thirteen Directors.

SEC. 3. --The said articles of association shall set forth the name of the incorporation, the number of years the same is to continue in existence, not exceeding fifty; the amount of the capital stock of the company, which shall be divided into shares of not more than one hundred dollars each; the actual contemplated cost of constricting the road, together with the cost of the right of way, mode of power, and every other appurtenance and thing for the completion and running of said road, as nearly as can be estimated by competent engineers; the names and number of the Directors to manage the affairs of the Company, who shall hold their office until others are elected, as shall be provided by the by-laws of the company: the place from and to which the proposed road is to be constructed, and the counties into and through which it is intended to pass, and its length as near as may be.

SEC. 4. --Each stockholder shall personally subscribe to such articles of association, his name, place of residence, and the number of shares of stock taken by him in such company: Provided, that in case a person having duly paid the ten per cent required upon his subscription, may sign the same by written proxy, or power of attorney to that effect; and there shall be endorsed or attached to the said articles so subscribed, an affidavit, made by any three of the Directors named therein, setting forth in substance, that said amount of stock has been subscribed, and that ten per cent, in cash thereon has been paid in, as aforesaid; and that the subscribers to said articles are personally known to them.

SEC. 5. --Articles of association formed in pursuance of the provisions of the foregoing sections, shall be filed in the office of the Auditor of Public Accounts of this Territory; and thereupon the persons who have subscribed the same, and all persons who may from time to time become stockholders in such company shall be a body politic and corporate, by the name stated in such articles of association; and shall be capable in law to make contracts, acquire real and personal property; to purchase, hold and convey any real and personal property whatever, necessary for the construction, completion and maintenance of such railroad; and for the erection of all necessary buildings and yards, or places and appurtenances for the use of the same; and be capable of suing and being sued, and may have a common or corporate seal, and make and alter the same at pleasure, and generally to possess all the powers and privileges for the purpose of carrying on the business of the corporation, that private individuals and natural persons now enjoy. A copy of any articles of association filed in pursuance of this Act and certified to be a copy by the Auditor of Public Accounts, shall, in all courts and places, be evidence of the incorporation of such company, and of the facts stated therein.

SEC. 6. --The Directors named in said articles of association, shall meet and organize as a Board within twenty days after having received notice of their election, given by the Treasurer named and designated in the second section of this Act; and at the first meeting of the Board, after each election of Directors, they shall elect from among their number, a President and Vice President, and from the stockholders a Secretary and Treasurer, who may hold office during the pleasure of the Board, or until their successors have been elected and qualified; the Secretary and Treasurer, before entering upon their duties, shall each give a bond with such security as may be prescribed by the Board of Directors, which shall be filed with the Auditor of Public Accounts; the temporary Treasurer, required by the second section of this Act, shall pay over all moneys received by him as such Treasurer, to the Treasurer elected by the Board of Directors, as soon as the latter has been qualified.

SEC. 7. --The Board of Directors, when deemed necessary, shall open books of subscription to the capital stock of the company, and authorize such persons to superintend the taking of said subscription at such times and places and upon such terms as they may direct, due notice of which shall be given; but no subscription of stock shall be binding on the company or parties so subscribing, until the same shall have been accepted and approved by a resolution of the Board; in case a greater amount of acceptable stock shall be subscribed than the whole capital required by such company, the Board of Directors shall distribute the same as equally as possible among the subscribers; but no shares thereof shall be divided in making said distribution.

SEC. 8. --There shall be, after the first election. of Directors as prescribed in the foregoing, annual meetings of the stockholders, held in one of the counties in which, or through which, such road is proposed to be or may have been constructed, for the election of Directors to serve far the ensuing year, notice of which, appointing a time and place, shall be given as prescribed by the by-laws of the company, or by resolution of the Board of Directors, which notice shall be published not less than twenty days previous thereto, in some newspaper having a general circulation in the Territory; Directors shall be elected from time to time, as the by-laws designate, or as may be determined in the formation of articles of association, and shall be chosen by ballot and by a majority vote of the stockholders, being present in person or by written proxy, and every such stockholder shall be entitled to one vote for every share of stock which he may have owned for ten days next preceding such election; the Directors may hold office for one year and until their successors are elected and qualified.

SEC. 9. --Meetings of stockholders may be called at any time during the interval between the annual meetings by the Directors, or by any number of stockholders owning not less than one-third of the stock, by giving thirty days public notice of the time and place of meeting, in the manner prescribed in the next preceding section for annual meetings; when any such meeting is called by the stockholders, the object of the meeting shall be stated in such notice, and no other business shall be transacted at said meeting except such as shall be so stated in the notice; if at any such meeting thus called a majority in value of the stockholders are not represented in person or by written proxy, said meeting shall be adjourned from day to day, not exceeding three days, without transacting any business; and if within said three days stockholders having at least a majority in interest of the stock, do not attend and participate in such meeting, then the meeting shall be dissolved.

SEC. 10. --At all general meetings of the stockholders, when two-thirds of the capital stock interest is present either in person or by written proxy, they may remove any President, Vice president or Director of such company and elect others in their stead: Provided, notice of such intended removal shall have been given as required in the preceding sections.

SEC. 11. --In case it shall happen at any time, that an election of Directors shall not be made on the day designated by the by-laws of the company, said company, for that reason, shall not be dissolved, if within ninety days thereafter they shall hold an election for Directors in such manner as shall be provided by the by-laws; the Directors may appoint all subordinate officers not provided in this Act, who need not necessarily be stockholders; the said officers may be chosen at such times, and for such terms as the Directors may prescribe, who may also fix the compensation of each, and require them to give security far the faithful discharge of their respective duties as may be established by the by-laws of the company; any such officers may be removed at the pleasure of the Board of Directors and their places filled for the remainder of the term, and the said Directors shall have power to fill all vacancies in the Board, of all officers of the company occasioned by death, resignation, or otherwise.

SEC. 12. --The Directors of any railroad company organized under this Act shall, for and in behalf of such company, make and execute all contracts of whatever nature or kind; and may fully and completely carry out the objects and purposes of such corporation, in such way and manner as they may think proper, and exercise generally the corporate powers of such company; and such Directors shall also have full power to make such by-laws as they may think proper for the transfer of stock, and management of the property and business of the company, and for prescribing the duties of officers, artificers and employees, and for the appointment of all officers, and all else that by them may be deemed needful and proper, within the scope and power of said company: Provided, that such by-laws be not disapproved by the stockholders, and be not inconsistent or in conflict with the laws of this Territory, or of the United States.

SEC. 13. --The Directors shall cause a book to be kept, called Record of Corporation Debts, in which the Secretary shall record all written contracts of the Directors, and a succinct statement of the debts of the company, the amount thereof, and to whom due; which book shall, during all office hours, be open to the inspection of any stockholder or party interested.

SEC. 14. --The Secretary shall keep in a book provided for that purpose, a correct copy of the proceedings at each meeting of the company, as well as of the Board of Directors; such record showing the name of each Director present at each meeting of the Board and the name of each Director voting against any proposition, whenever said Director may require the same placed on record. Prior to the adjournment of each meeting of the Company or Board of Directors, the record of such meeting shall be read, and approved. The Secretary shall also keep such other books as may be deemed necessary, or prescribed by the Directors, in which all the business transactions of the company shall be plainly and accurately kept, one of which shall be labeled Book of Stockholders containing the names of all persons, alphabetically arranged, who are, or shall have been stockholders in said company, showing their places of residence if known, the number of shares of stock held by them respectively, the time when they became owners of such shares, and amount of cash paid to the company by them respectively, as also the time when they may have ceased to be stockholders; which book, during the office hours of said Secretary, shall be open for the inspection of stockholders and creditors of the company, or their personal representatives. The Secretary shall also keep a transfer book, in which all transfers of stock shall be duly entered, and no transfer of stock of such company shall be valid, until it shall have been entered therein; by an entry showing to and by whom transferred; the numbers and designation of the shares, the date of transfer, and duly attested by said Secretary and approved by the Directors.

SEC. 15. --The stock of such company shall be deemed personal estate, and shall be transferable in the manner provided in the preceding section, upon proper assignment and delivery to the assignee the receipts for the installments paid on such stock, or the certificates of stock when fully paid; any stockholder transferring his shares of stock in the manner aforesaid, and in compliance with the by-laws of the company, and the same being approved by the Board of Directors shall, from and after the date of such approval, cease to be a stockholder in such company, and shall not be liable to any future calls from the Directors, nor for any debts that may be contracted by said company thereafter; each stockholder of such company shall be individually liable to the creditors of the company, in proportion to the amount of stock by him held, for all debts and liabilities of such company: Provided, that in no case shall judgment be rendered against an individual stockholder, or his private property be levied upon for the payment of corporate debts, while corporate property can be found with which to satisfy the same: and in no case, only to the amount of such stockholder's shares.

SEC. 16. --The Directors of such company may call in and demand from stockholders, the sums by them subscribed, in equal installments of not more than ten per cent per month, unless otherwise stipulated in the articles of subscription, at such times as they may deem proper; notice of which shall be given to the stockholders personally, or shall be published once a week, for at least four weeks, in a newspaper having a general circulation in this Territory; if, after such notice has been given any stockholder shall fail in the payment of the assessment made upon shares held by him, so many of such shares as may be necessary for the payment of the assessment on all the shares held by him, may be sold at public auction, to the highest bidder.

SEC. 17. --Certificates of stock shall be issued, signed by the President and Secretary, in such manner as may be prescribed by the by-laws of the company, for all stock fully paid up from time to time, in compliance with the requirements of such Directors; or that may have been fully paid, in advance of such requirements by the voluntary act of any stockholder of the company.

SEC. 18. --The President, Secretary, and at least a majority of the Directors, within thirty days after the payment of the last installment of the capital stock, so fixed and limited by the company, shall make a certificate, stating the amount of capital, so fixed and paid in, which certificate shall be sworn to, and subscribed by them, and filed in the office of the Auditor of Public Accounts.

SEC. 19. --Every company incorporated under this Act, or constructing or operating railways in this Territory, shall have power to cause such surveys for the proposed railroad to be made, as may be necessary for the selection of the most advantageous route, and for such purposes their officers, agents and employees may enter upon the lands or waters of any person; subject to responsibility for all damages that may accrue; and may receive, hold, take and convey, by deed or otherwise, such voluntary grants and donations of real estate and other property of every description, as may be made to it, to aid and encourage the construction, maintenance and accommodation of such railroad; to purchase, and by voluntary grants and donations, receive and take, and by its officers, engineers, surveyors and agents, enter upon and take possession of and hold and use in any manner they may deem proper, all such real estate and personal property as the Directors may deem necessary for the construction and maintenance of such railroad stations, depots and other accommodations; and may lay out its road or roads, not exceeding nine rods wide, and construct and maintain the same with a single or double track, with such appendages as may be deemed necessary for the convenient use of the same; and for the purposes of making embankments, excavations, ditches, drains, culverts, or for procuring timber, stone and gravel, or other materials, may take as much more land where ever they think proper, as may be necessary for the purposes aforesaid, in the manner hereinafter provided; and may construct their road along, across or upon any stream of water, water course, lake, roadstead, street, avenue, highway, or across any railway, canal, ditch or flume, which the route. oft Its roads shall intersect, in such manner as to afford security for life and property, but said company shall restore the stream, or water course, road, street, avenue, highway, railroad, canal, ditch, or flume, thus intersected, to its former state, as near as may be, or in a sufficient manner not to have necessarily impaired its usefulness, or injured its franchises; and may cross, intersect, join and unite its railroad with any other railroad either before or after construction, at any point upon its route, and upon the grounds of such other railroad company with the necessary turnouts, sidings and switches, and other conveniences in furtherance of the objects of its connections; and every company whose railroad is, or shall be hereafter intersected by any new railroad, shall unite with the owners thereof in forming such intersections and connections, and grant the facilities aforesaid; and if the two companies cannot agree upon the amount of compensation to be made therefore, or the points, or manner of such crossings, intersections and connections, the same shall be ascertained and determined by commissioners as hereinafter provided.

SEC. 20. --The said company shall have power to take, transport, carry and convey persons and property on their railroad by the force and power of steam or of animals, or of any mechanical power, or by any combination of them, and may receive tolls or compensation therefore, to erect and maintain all necessary and convenient buildings, stations, depots, fixtures and machinery for the accommodation and use of passengers, freight and business, and obtain and hold the lands and other property necessary therefore; to regulate the time and manner in which passengers and property shall be transported, and the tolls and compensation to be paid therefore, within the limits that may be prescribed by law; to regulate the force and speed of their locomotives, cars or other machinery used and employed on their road, and to establish, execute and enforce all needful rules and regulations usual and proper for railroad companies.

SEC. 21. --If any such company cannot contract far the purchase of any real estate, or any right, title or interest therein, necessary for any of the purposes aforesaid, from the person or persons owning the same, then such company may acquire a title to the same for the purposes herein expressed, by means of the special proceedings prescribed in this Act.

SEC. 22. --Said special proceedings shall be conducted substantially as follows: The said company shall file in the clerk's office of the Probate Court, of the county in which said real estate is situated, a petition verified according to law, stating therein the name of the company, the time when it was incorporated, th.1t it still continues in legal existence, the principal termini of the proposed railroad, the description by metes and bounds, or by some accurate designation of the tract or tracts of land which said company desire to appropriate for the purposes mentioned in this Act: that said tract or tracts of land are necessary for said purposes, that the line of said railroad has been surveyed, and a map thereof made (a copy of which shall be filed with said petition) that said line has been adopted as the route of said railroad; together with the names of the persons in possession of said tract or tracts of land, and of those claiming any right, title or interest therein, as far as the same can be ascertained by reasonable diligence.

SEC. 23. --The persons in occupation of said tract or tracts of land, and those having any right, title or interest therein, whether named in the petition or not, shall be defendants thereto, and may appear and show cause against the same, and may appear and be heard before the commissioners herein provided for, and in proceedings subsequent thereto, in the same manner as if they had appeared and answered said petition.

SEC. 24. --The said court shall, by order, appoint a time for the hearing of said petition; and the said company shall cause all the occupants and owners of said tract or tracts of land, as far as the same can be ascertained by reasonable diligence to be personally notified of the pending of said petition, at least ten days before the hearing thereof; and if any of said owners are unknown, or do not reside in this Territory, the company shall cause a notice, stating the filing of said petition, the object thereof, the tract or tracts of land sought to be appropriated, and the time and place of the hearing of said petition, to be published for four successive weeks previous to the time of hearing, in a newspaper having a general circulation in this Territory.

SEC. 25. --The defendants to said petition may appear and show cause against the same, on or before the time set for the hearing thereof, or such other time as the hearing may be continued to;- and upon satisfactory proof being made that the defendants have been duly notified of the pending of said petition as herein prescribed, the said court, if it shall be satisfied that the lands or any part thereof are necessary for any of the purposes mentioned ,in said petition, shall appoint three competent and disinterested persons as commissioners, to ascertain and assess the compensation to be paid to the person or persons having or holding any right, title or interest in, or to each of said tracts of land, for and in consideration of the appropriations of such lands to the use of said company.

SEC. 26. --The said court shall appoint the time and place for the first meeting of said commissioners and the time for filing of their reports, and may give such further time as may be necessary far that purpose, if they shall not then have completed their duties.

SEC. 27. --The said commissioners shall meet at the time and place ordered, and before entering upon their duties shall be duly sworn by any person authorized to administer oaths, to honestly, faithfully and impartially perform the duties imposed upon them; said commissioners may issue subpoenas for witnesses for either party; may administer oaths and may adjourn from place to place, and from time to time, as may be necessary for the proper discharge of their duties.

SEC. 28. --The said commissioners shall proceed to view the several tracts of land as ordered by said court, and shall hear the allegations and proofs of said parties, and shall ascertain and assess the compensation for such land, to be paid by the said company to the person or persons having, or holding any right, title or interest in, or to the same; and in ascertaining and assessing such compensation they shall take into consideration and make allowance for any benefit or advantage that in their opinion will accrue to such person or persons, by reason of the construction of the railroad as proposed by said company; and they shall, on or before the time as ordered by said court, file in the said clerk's office, their report, signed by them, setting forth their proceedings in the premises.

SEC. 29. --The said company, or any of the said defendants being dissatisfied with the decision of the commissioners may, within twenty days after the filing of said report, and after ten days notice to the parties interested, move the court to set aside the report, and to order a new trial, as to any of the tracts of land; and upon good cause shown therefore, the said court may set aside the report as to such tract of land, and may recommit the matter to the same, or to other commissioners, who shall be ordered to proceed in like manner as those first appointed, but such matter shall not be more than twice committed to commissioners.

SEC. 30. --Upon the expiration of twenty days after the filing of said report, or at such further time as may be appointed therefore, if the report has not been set aside as provided in the preceding section, and if the proceedings of said commissioners appear to have been correctly done, the said court shall confirm said reports and certify the same thereon.

SEC. 31. --Upon the compensation therein named being paid up, said company shall cause the said reports and certificates thereon, to be recorded in the recorder's office of said county, and the real estate, or the right, title or interest therein described such report, shall be and become the property of said company for the purposes of incorporation, and shall be deemed acquired for, and appropriated to public use.

SEC. 32. --Such company shall, within thirty days after the final confirmation of the report aforesaid, pay or tender the sum of money assessed by said commissioners for the compensation of each tract of land described in said report, and said payment of tender, may be made to the person or persons interested therein, according to the amount or extent of the right, title or interest owned or held by them; or the payment may be made to the said Probate clerk for said persons, and the same shall be deemed valid for all purposes whatsoever, as if the said sum of money had been personally paid to each and all the persons entitled thereto.

SEC. 33. --The said court shall, at the time of the payment of the said sum of money to the clerk, direct and order the same to be paid over to the persons who shall, upon satisfactory proof, be entitled thereto.

SEC. 34. --In all proceedings in relation to the sale or appropriation of real estate, and ascertaining and renewing compensation therefore for railroad purposes, as prescribed in this Act, the term "person" shall be deemed to include Municipal or other incorporations.

SEC.35.--It shall be the duty of any company operating lines of railroad in this Territory to make and maintain a good and sufficient fence on either or both sides of their entire railroad, where the lines run through lands which are now or may hereafter be enclosed or improved; and in case they do not make and maintain such fence, along their entire line, if their engines or cars shall kill, maim or destroy any cattle or other domestic animals, they shall pay the owner thereof, a fair market price for the same, unless said owners shall be proven negligent or at fault.

SEC. 36. --A bell of at least twenty pounds weight shall be placed on each locomotive engine, and be rung at a distance of at least one hundred rods from the place where the railroad shall cross any street, road or highway, and be kept ringing until it shall have crossed, under penalty of one hundred dollars fine for each and every such neglect, one half of which shall go to the informer, and the other to the Territorial Treasury; said company shall also be liable for all damages which shall be sustained by any person by reason of such neglect.

SEC. 37. --Every such company shall start, and run their cars for the transportation of persons and property, at such regular time as they shall fix by public notice; and shall furnish sufficient accommodation for the transportation of all such passengers said property as shall within a reasonable time previous thereto, offer for transportation at the place of starting, at the junction of other railroads, and at sidings or stopping places established for receiving and discharging way passengers and freight; and shall take, transport and discharge such passengers and property at, from and to such places, on the due payment of tolls, freight or fare therefore; if the company or their agents refuse to take and transport any passengers or property, or to deliver the same at the regular appointed places, they shall be liable to the aggrieved party for all damages that may accrue.

SEC. 38. --It shall not be lawful to place baggage, freight, merchandise or lumber cars, in rear of passenger cars, and for any violation of this section the company shall be liable to the party complaining, in the sum of five hundred dollars, and the person, agent, directors, or officer so causing the cars to be placed shall be guilty of a misdemeanor, and upon conviction, may be fined in any sum not exceeding five hundred dollars, or imprisonment not exceeding twelve months, or both, and should any accident happen to life or limb, by such unlawful arrangement of cars, the person, agent or officer who so directed, or suffered such arrangement shall be guilty of felony; and upon conviction, shall be imprisoned in the Penitentiary for any term not less than one, nor more than ten years.

SEC. 39. --In case any passenger shall be injured on the platform of any car, or on any baggage, wood, gravel or freight cars, in violating the printed regulations of the company, posted up at the time in a conspicuous place inside of its passenger cars then in the train; or in violation of verbal instruction given by any officer of the train, such company shall not be liable for the said injury.

SEC. 40. --Any passenger refusing to prepay his fare, or toll on demand, may be put off the cars at any stopping place the conductor may elect.

SEC. 41. --Every conductor, baggage-master, engineer, brakeman or other employee of said railroad company employed in a passenger train, or at stations for passengers; shall wear upon his hat or cap, or in some conspicuous place on the breast of his coat, a badge indicating his office or station, and the initial letters of the name of the company by which he is employed, and no collector or conductor, without such badge, shall demand or be entitled to receive from any passenger, any fare, or ticket, or exercise any of the powers of his office or station, or interfere with any passenger or property.

SEC. 42. --If any person shall, while in charge of a locomotive engine, running upon any railroad for such company, or while acting as a conductor, be intoxicated, he shall be guilty of a misdemeanor, and on conviction thereof shall be fined in any sum not exceeding one thousand dollars, or imprisonment in the Penitentiary not exceeding three years, or both, at the discretion of the court.

SEC. 43. --If any person or persons shall willfully do, or cause to be done, any acts whatsoever, whereby any building, structure or work of any kind, belonging to any railroad company shall be stopped, weakened, injured or destroyed, or place any obstruction on the rails, such person so offending shall be guilty of a misdemeanor, and shall forfeit and pay to said company treble the amount of damage sustained by means of such offences, besides a fine of not exceeding five hundred dollars or be imprisoned not exceeding twelve months, or both, at the discretion of the court; and if by any such unlawful acts any accident should happen to life or limb, of any person riding in the cars, then the person or persons causing the same shall be guilty of felony, and upon conviction thereof; shall be imprisoned in the Penitentiary for any term not less than one nor more than ten years.

SEC. 44. --A check shall be fixed to every package or parcel of baggage when taken for transportation, by the agent or employee of such company, and duplicate thereof given to the passenger or person delivering the same; and if such check be refused on demand, the company shall pay to such person the sum of twenty dollars, to be recovered as in action of debt; and further, no fare or toll shall be collected or received from such passenger; and if such person shall have paid said fare, the same shall be returned by the conductor in charge of the train, and on the passenger producing said check, if said baggage or parcel shall not be delivered by the agent or employee of said company, the passenger may be a witness in any suit to prove the contents of value of said baggage, and for the recovery of damages, in any court having jurisdiction.

SEC. 45. --Every company organizing under this act or constructing or operating any railroad in this Territory shall, within a reasonable time, after their road shall be finally located, cause a map to be made of the land taken and obtained for the use thereof, and so far as necessary the boundaries of the several counties through which the road may run, and file the same in the office of the Auditor of Public Accounts; and also like maps of the parts thereof located in the different counties, and file the same in the office of the Recorder for the county in which said parts of such road shall be, there to remain as a record; maps and profiles shall be certified by the chief engineer, the President and Secretary of the company. shall be kept in the office of the Secretary of the company, subject to examination by all parties interested.

SEC. 46. --If such railroad company shall not within two years after the filing of its original articles of association begin the construction of its road, and expend thereon at least five percent of the amount of its capital stock, and finish the road and put the same in full operation within six years, its act of incorporation shall be void.

SEC. 47. --Any company constructing or operating lines of railroad in this Territory, shall be liable for all damage which may be sustained through neglect on their part to make good and sufficient crossings as points where lines of travel cross the railways, the damage so sustained to be determined before the nearest court having Jurisdiction, and to be collected, in case payment is refused, by attachment and sale of any property which can be found.

SEC. 48. --This act shall be in force from and after its passage, and may be altered or amended at the discretion of the Legislative assembly.

Approved February 19, 1869.

Utah Territorial Legislative Assembly, 21st Session, 1874

An ACT to amend An Act providing for the Incorporation of Railroad Companies and the Management of the Affairs thereof.

Be it enacted by the Governor and Legislative Assembly of the Territory of Utah, That Section forty-seven of said act be amended by inserting between the words "through" and "neglect" second line the following: "destruction of property caused by fire communicated from their locomotive engines, or."

Approved February 20, 1874.

Utah Territorial Legislative Assembly, 23rd Session, 1876

An ACT to amend An Act providing for the Incorporation of Railroad Companies and the Management of the Affairs thereof.

SEC. 1.--Be it enacted by the Governor and Legislative Assembly of the Territory of Utah: That the act entitled "An Act providing for the incorporation of railroad companies and the management of the affairs thereof," approved February 19, 1869, be and the same is hereby amended and supplemented as follows:

It shall be lawful for two or more railroad companies to consolidate their capital stock, debts, property, assets, and franchises, in any such manner, and on such terms as the boards of directors of such companies may agree upon; but no such consolidation shall take place without the written consent of every shareholder in such companies; and no such consolidation shall in any way relieve such companies or the stockholders thereof from any and all liabilities; and in case of such consolidation, due notice of the same shall be given by advertising for, at least, one month in two daily newspapers published in this Territory, and when such consolidation is completed, such company shall file new articles of association in the office of the auditor of public accounts. Said articles of association shall set forth: the name of the consolidated company; the number of years the same is to continue in existence, not exceeding fifty; the amount of the capital stock of the company, which shall be divided into shares of one hundred dollars; the names and number of directors to manage the affairs of the company, who shall hold their office until others are elected, as shall be provided by the by-laws of the company; the termini of such road, the counties into and through which it passes or is intended to pass, and the length, as near as may be. Such articles shall be signed by the presidents of the respective companies and their corporate seals shall be attached thereto, which shall be attested by the secretaries of the companies.

Approved February 19, 1869.