LAWS OF THE STATE OF UTAH. PASSED AT THE FOURTH REGULAR SESSION OF THE LEGISLATURE, 1901. CHAPTER 1. CONTINGENT EXPENSES OF THE LEGISLATURE. AN ACT to provide for the regular and contingent expenses of the fourth session of the Legislature of the State of Utah. Be it enacted by the Legislature of the State of Utah: SECTION 1. Appropriation to defray expenses of the Legislature. That the sum of twenty-five thousand dollars, or so much thereof as may be necessary, be, and the same is hereby appropriated out of the funds of the state treasury for the purpose of defraying the regular and contingent expenses of the fourth session of the Legislature; and the State Auditor shall draw his warrant on the State Treasurer for such money, or any portion thereof, upon the request, in writing, of the president and secretary of the Senate and speaker and chief clerk of the House of Representatives. Sec. 2. This act shall take effect upon approval. CHAPTER 2. RAILROAD CORPORATIONS. AN ACT to amend section 433, chapter 7, title 11, of Revised Statutes of Utah of 1898, as amended by an act approved January 17, 1899, Chapter 1 of the Laws of the State of Utah, passed at the third regular session of the Legislature, 1899; and sections 435 and 442 of said chapter 7, title 11 of the Revised Statutes of Utah of 1898, providing for formation and powers of railroad corporations. Be it enacted by the Legislature of the State of Utah: SECTION 1. That section 433, chapter 7, title 11, of Revised Statutes of Utah, of 1898, as amended by an act approved January 17th, 1899, chapter 1 of the Laws of the State of Utah, passed at the 2 third regular session of the Legislature, 1899, be and the same is hereby amended so as to read as follows: "433. May be formed to buy other railroads. Exception. Railroad corporations may be formed pursuant to the laws of this state for the purpose of buying, owring, maintaining, operating and further extending the railroad, rights, property and franchises of any railroad corporation or corporations whose lines of railroad are situated within, or partly within and partly without this state, which shall have been or may be sold under judicial proceedings or in the enforcement of mortgage liens, or at private sale; and such purchasing corporation shall be entitled to exercise and enjoy all the powers rights, privileges, and franchises which at the time of sale belonged to or were vested in the corporation or corporations last owning the property sold, not inconsistent with the laws and zonstitution of this state, as well as all rights, privileges and franchises conferred upon it under its articles of incorporation. Railroad corporations organized under the laws of Utah shall have power to purchase or otherwise lawfully acquire the capital stock or any part of the capital stock of any other railroad corporation, whose lines are or may be within this state, or partly within and partly without the same; and railroad corporations organized under the laws of Utah, and having already constructed or acquired a line or lines of railroad in this state may purchase or otherwise lawfully acquire the railroad, property and franchises and the capital stock or any part of the capital stock and the bonds and other obligations or any part thereof, or may guarantee the stocks, bonds or obligations of any railroad corporation whose lines within this state or partly within and partly without the same or wholly without this state connect with the line of railroad of such corporation of this state either by means of actual union of track or through the medium of any bridge, ferry or line of railroad leased, operated or otherwise controlled by either of said corporations. And any railroad corporation organized under the laws of this state that shall have heretofore increased, or shall hereafter increase the amount of the capital stock specified in its original or amended articles of association may receive subscriptions for such increase of stock on such terms as the board of directors or a majority of the stockholders shall authorize, payable in shares of the capital stock or in bonds or other obligations of any other railroad corporation of this or any other state whose capital stock, bonds and other obligations are hereby authorized to be purchased or acquired by such corporations of this state; provided, that the stock, bonds or obligations of such other corporation to be received in payment and exchange for the stock so subscribed for shall be of a par value at least equal to the par amount of the stock subscribed for, or of an actual or market value equal in the opinion of the board of directors to that of the stock so subscribed for and issued, and such stock so issued shall for all purposes be deemed fully paid and non-assessable; and provided further that these privileges shall not be construed to permit any railroad corporation of this state to consolidate its stock, property or franchises with any other railroad corporation owning a competing line. Sec. 2. That section 435, chapter 7, title 11, of the Revised Statutes of Utah of 1898, be and the same is hereby amended so as to read as follows: "435. Consolidation. It shall be lawful for any railroad company organized or existing under the laws of this state to merge or to consolidate with any other railroad company or companies organized or existing under the laws of this or any other state or territory or of the United States; provided, that the lines of such companies shall not be competing but shall be substantially continuous, or connective either by means of actual union of track or through the medium of any bridge, ferry or line of railroad leased, operated or otherwise controlled by any or either of said corporations or which any such corporation shall have the right by contract or otherwise to use or operate. The agreement of merger or consolidation as the case may be, shall specify whether there shall be a merger of one or more such companies into another without the creation of a new corporation, or a consolidation forming a new consolidated corporation. The agreement shall be ratified by the stockholders of any such corporation of this state at any annual or general meeting or at any special meeting called for that purpose. It shall also be ratified by the stockholders of any such foreign corporation in the manner prescribed by the laws, if any there be, of the jurisdiction where such corporation was organized. The affidavit of the president and secretary of any such domestic or foreign corporation showing that such agreement has been ratified by stockholders or that such foreign laws have been fully complied with shall be filed with the Secretary of State. In case of consolidation such filing must be made with the Secretary of State before his certificate of incorporation shall issue to the new consolidated corporation." Sec. 3. That section 442, chapter 7, title 11, of the Revised Statutes of Utah of 1898, be and the same is hereby amended so as to read as follows: "442. Railroad companies may lease lines not competitive. Any railroad company organized or existing under the laws of this state may lease and operate any part or all of a railroad owned by any other company within or without this state; and any railroad company organized under the laws of the United States, or of any other state or territory, may lease and operate any part or all of the railroad owned by a company of this state; provided, that this section shall not be construed to permit any railroad company to lease or operate, in whole or in part, any parallel or competitive line situated within this state." Sec. 4. This act shall take effect upon approval. CHAPTER 3. RAILROAD CORPORATIONS. AN ACT to amend An Act entitled "An Act to provide for the formation of railroad corporations for the purpose of purchasing, owning, maintaining, operating and extending railroad lines, franchises, properties and appurtenances; authorizing the issue of bonds, making deeds of trust and mortgages, and defining the rights and powers of such corporations," approved January 22nd, 1897, to re-enact the same as so amended, and to confirm all acts and things done and performed as under said act. Be it enacted by the Legislature of the State of Utah: SECTION 1. That chapter 1 of the Laws of Utah of 1897, entitled, "An Act to provide for the formation of railroad corporations for the purpose of purchasing, owning, maintaining, operating and extending railroad lines, franchises, properties and appurtenances; authorizing the issue of bonds, making deeds of trust and mortgages, and defining the rights and powers of such corporations," approved January 22nd, 1897, be amended to read as follows, to-wit: Sec. 1. May be formed to buy other railroads. Powers of. Railroad corporations may be formed for the purpose of buying, owning, maintaining, operating and further extending the railroad, rights, property and franchises of any railroad corporation or corporations whose lines of railroad are situated within this state or partly within and partly without this state which shall have been or may be sold under judicial proceedings or in the enforcement of mortgage liens, or at private sale, and the purchaser or purchasers at such sale or sales of such railroad, rights, property and franchises, or any part thereof, together with his or their associates or any number of persons not less than ten, may become a railroad corporation for the purpose aforesaid by filing articles of association in the office of the Secretary of State, which articles shall contain the name of the proposed corporation, the number of years which it is to continue, not exceeding fifty, the amount of capital stock, the termini of the road so purchased or to be purchased, and its length, and the states, territories and counties through which it passes, the number of directors, not less than five nor more than fifteen, and the names of those who shall serve as directors of the corporation for the first year and until their successors are chosen and qualified; and upon such filing of such articles of association, said corporation shall, without further act, be deemed and held to have been fully formed and created with the powers specified in such articles of association, provided they are not inconsistent with the terms of this act or of the constitution of this state. Sec. 2. Additional powers. Such corporation shall have power to purchase, hold, enjoy, maintain and operate railroads, property, rights and franchises, or any part thereof, which shall have been or may be sold as aforesaid upon such terms as the directors may deem expedient, and to extend the said railroads with |