IN RELATION TO BANKS.

Farmers' 2 Bánk and

sa me into

of the whole capital of said bank, the whole capital thereof
amounting to the sum of six hundred and eighty thousand dol-
lars; AND WHEREAS the stock owned by this State, added to the
stock owned by individuals who have voted in favor of the con-
version of said bank into a national banking association, under
the general banking law of the United States, will amount to
more than two-thirds of the whole capital stock of said bank;
AND WHEREAS the principal bank is located and doing business
at the Town of Dover, in Kent county, and has branches doing
business and located, one at the City of Wilmington, in New
Castle county; one at the Town of New Castle in New Castle
county, and one at Georgetown, in Sussex county; now therefore,

SECTION 1. Be it enacted by the Senate and House of Represen-
tatives of the State of Delaware in General Assembly met, That
the directors of the Farmers' Bank of the State of Delaware and Directors of
of the several branches thereof be, and they are hereby author-
ized and empowered to change and convert the Farmers' Bank branches au-
of the State of Delaware, and the several branches thereof, into a convert tha
national banking association, with branches under the general National
banking law of the United States and according to the provisions Bank
of the act of Congress entitled, “An act to provide a national
currency secured by a pledge of United States Bonds, and to
provide for the circulation and redemption thereof,” approved
June 3, 1864, and the amendments thereto; and the said directors
are hereby further authorized and empowered to execute all
papers and certificates, and to do and perform all acts, matters
and things that may be necessary and proper fully to effect and
complete such change and conversion.

SECTION 2. And be it further enacted, That the name of the bank Name of when so changed and converted shall be the “Farmers' National bank when Bank of the State of Delaware."

SECTION 3. And be it further enacted, That the present directors Who shall of the Farmers' Bank of the State of Delaware, and of the several branches thereof, shall be the directors of the Farmers' National bank Bank of the State of Delaware and of the several branches thereof until their successors in office shall be duly chosen.

Passed at Dover, January 10, 1866.

66

be officers of said new

12 Vol. 337. An Act to amend Chapter 309 of the 12th Volume of the Laws of Delaware.

Sec. 3 of

Chap. 309,
Del. Laws,

12th Vol.

amended.

SECTION 1. Be it enacted by the Senate and House of Representatives of the State of Delaware in General Assembly met, That Chapter 309 of the 12th Volume of the Laws of Delaware, entitled, "An additional supplement to the act entitled, An act to incorporate a Bank in Smyrna under the name of the Citizens' Term of Di- Bank of Smyrna,'" be and the same is hereby amended by strikchosen ex- ing out the word "sixty-four," in line 5 of Section 3 of said act, and inserting the word "sixty-six " in lieu thereof. Passed at Dover, February 17, 1866.

rectors first

tended.

7. Certificates assignable, Rights of As-
signee.

SEC. 9. Dividends, when declared.

Notice, statement of affairs.

10 Location of road, may unite, what roads,
conditions.

11. When lands, &c., refused by owner, ap-
plication to Superior Court, Freehol-
ders, Notice, Report, Ad quod dam-
num, Final, Title absolute when
damages paid, Fees.

12. Crossings.

13. Damages or obstructions, Civil Action,
Indictment.

14. Non-election of officers, effect, Notice of
Election, Vacancies.

CONCERNING RAILROADS.

ers.

other person

SUC

Incorporated

Name.

William T. Elliott, James H. Tyer, Clement C. Hearn, Joseph G.
White, Benton II. Gordy, William E. Cannon, George W. Cary
and James W. Smith be and they are hereby appointed commis Commission-
sioners to do and perform the several things hereinafter men.
tioned, that is to say: They or a majority of them shall procure
and cause to be opened at such times and places, and on such Duties.
notice as they may deem proper, suitable books for subscriptions
to the stock of the Gumborough and Berlin Railroad Company,
and they shall permit all persons of lawful age to subscribe in
said books in their own names, or in the name of

any
or company who may authorize the same, for any number of
shares in said stock. The capital stock of said company shall not Capital stock
exceed five hundred thousand dollars, divided into twenty thou-
sand shares of twenty-five dollars each.

SECTION 2. And be it further enacted as aforesaid, That when and as soon as one thousand shares of capital stock in said company shall be subscribed as aforesaid, the subscribers, their cessors and assigns, shall be and they are hereby declared to be when. incorporated by the name and title of the Gumborough and Berlin Railroad Company, and by the same name the subscribers shall have perpetual succession and be able to sue and be sued, Powers. plead and be impleaded, in ali courts of record and elsewhere, and to purchase, receive, have, hold, and enjoy, to them and their successors, real and personal estate of every kind whatsoever, and the same to grant, mortgage, sell, alien, and dispose of, and to declare dividends of such portions of the profits of the company as they may deem proper, also to make and have a common seal, and the same to alter and renew at pleasure, and also to make and ordain by-laws and regulations for the government of the said corporation not inconsistent with the constitution and laws of the United States or of this State, and generally to do all and singular the matters and things which to them it shall lawfully appertain to do for the well being and ordering of the same: Provided, Proviso. That nothing herein contained shall confer any banking privileges on the said company, or any other liberties, franchises or privileges but those which are properly incident to such a corporation.

SECTION 3. And be it further enacted as aforesaid, That as soon as one thousand shares shall be subscribed, as aforesaid, the said commissioners, after giving at least ten days notice thereof in Meeting or two or more newspapers, published in this State, shall call a meet. When. ing of the said subscribers in Gumborough, to organize the said Company by the choice and appointment of officers as hereinafter mentioned.

SECTION 4. And be it further enacted as aforesaid, That there Aretin! shall be an annual meeting of stockholders, on the second Mon. When. day in January, in every year, in the village of Gumborough, for

.

Amuual meeting

CONCERNING RAILROADS.

For what purpose.

Ballot.

Proxy.

Directors,

Blections.

Term.

the purpose of electing Directors, and for the transacting of other business; in all meetings of the stockholders, regularly convened, those present may proceed to business, and all questions shall be determined by a majority of the votes given. All elections by stockholders shall be by ballot, and all votes shall be given in

person or by proxy, and each share of stock shall entitle the Occasional owner to one vote. Occasional meetings of the stockholders meetings.

may be called, and at such places as the President and Directors may deem expedient.

SECTION 5. And be it further enacted as aforesaid, That at the first meeting of the stockholders to be held under the call of the said commissioners, and at every annual meeting of the stockholders to be held thereafter, as aforesaid, they shall elect seven directors, a majority of whom shall be citizens of this State, and all of them stockholders in the said company. The first election. of directors shall be conducted by two of the said commissioners as the judges thereof, and all subsequent elections of said officers shall be conducted by two of the stockholders not in the board, to be appointed by the directors, for the time being, as judges

for that purpose. The directors, immediately after their election, President. shall proceed to choose one of their number to be the President

of their company, and of the said board; and their term of office shall be until the annual meeting of the stockholders succeeding

their election, and until their successors shall be duly chosen. and the su. The directors shall also appoint, immediately after their election.

a Secretary and Treasurer of the said company, who shall continue in office for the term as aforesaid, and until their successors shall be duly appointed, unless sooner removed, for a sufficient cause, by the directors. They shall require of the Treasurer, on his appointment, a bond, with sufficient security, for the proper performance of the duties of his office and the faithful discharge of the trust reposed in him by the said company. A majority of the whole number of directors shall constitute a quorum for the transacting of business, and in the absence of the

President may appoint a chairman of the board pro tempore. Vacancies. Vacancies in the board of directors, and in the offices of Presi

dent, Secretary and Treasurer, may be filled by the remaining directors, to continue as aforesaid.

SECTION 6. And be it further enacted as aforesaid, That the said President and Directors shall hold their meetings in the vil

lage of Gumborough, and in such other places as they may deem Powers of expedient, on the line of the said road; and the said directors shall

have the general direction, conduct and management of the property, business and operations of the said company, and for that purpose shall have power to appoint, engage and employ all such officers, and agents, engineers, contractors, workmen and

Treasu

rer.

Term.

Bond of Treasurer.

Quorum.

Meetings, where held.

Directors.

CONCERNING RAILROADS.

!

of stock.

laborers, as they shall deem necessary, and to fix salaries of all
officers in the corporation, and the compensation and wages of
all persons employed by them as aforesaid, and to take bond
from them or any of them, with security, for the faithful per-
formance of their duties or contracts; to procure such materials,
erect such structures and buildings, and to purchase or employ
such engines, cars, and other equipments and supplies for the
road, and for that purpose to make and enter into such contracts
and agreements with other persons and companies as they may
consider expedient and proper, and best adapted to promote the
objects and subserve the interests of the said company; they
shall have full power to do all acts that may be necessary to
effect the purposes for which the said company is hereby incor-
porated, and to this end raise the capital stock and funds of the
said company, and to bind by their contracts, under the seal of
their corporation and the hand of the President, all the property
and estate of the said company. They shall also have the power
to make and prescribe the by-laws and regulations for the gov- By-laws.
ernment of the company; to provide certificates of stock under Certificates
the seal of the company and the signature of the President, and
countersigned by the Secretary, for all the shares subscribed;
and to prescribe the mode of assigning and transferring the assignmont
same, and generally to do all such other matters and things as
by this act and the by-laws and regulations of the company they
shall be authorized to do.

SECTION 7. And be it further enacted as aforesaid, That it shall
be the duty of the President and Directors to procure certificates Certificates
of stock for all the shares subscribed in said company, and cause
the same, signed, sealed, and countersigned, as aforesaid, to be
issued to the subscribers therefor, which shall be assignable, at Assignable.
the will of the holder, in the method prescribed in the by-laws
of the company, and the assignee of any such certificate, so Rights of
transferred, shall be a stockholder in said company, and shall be assignee.
entitled to all the rights and emoluments incident thereto, and be
subject to all the installments, forfeitures and penalties, due or to
become due thereon, as the original subscriber would have been.

SECTION 8. And be it further enacted as aforesaid, That the subscribers to the said capital stock shall pay to the Treasurer of the said company the installments on each share by them subscribed, as the same shall be respectively called in, pursuant to the public notice and call of the Directors; and if any subscriber Failure to shall omit for thirty days after any such call to pay any such install. pay.

, ment at the time and place appointed in said notice, he shall pay, in addition to the installment, at the rate of two per cent. a month for the delay of such payment, or the shares so held by him, with all the previous installments paid thereon, may be declared for- Forfeiture.

of stock.

a

Installments