1825.

in which meeting, as well as at all future meetings or elections, each shareholder shall be entitled to one vote for every share he may hold, to the number of Manner of vot twenty, and one vote for every ten shares over twenty; permitted to ing, and who but after the first general meeting and election, no per- vote, &c. son who is not a citizen of the United States, shall vote on any shares in said company, either in person or by proxy. At all subsequent elections, no shares shall be voted on, that have not stood in the name of the person claiming to vote, at least three months previous to the day of election. Shares may be voted on by proxy duly recorded and conforming to the foregoing qualifi

cations.

Elections to be thereafter held annually.

Sec. 5. That the President and Directors first chosen President and shall hold their offices until the first Monday of January Directors first 1826, or until others shall be chosen in their places. their offices unelected, to hold On the first Monday of January in each year, the stock- til the first of holders of said company shall meet at their office, or January 1826. some place to be designated by the President and Directors, in Louisville, and there proceed to choose a President and four Directors, who shall be shareholders in said company, and residents, citizens of the United States, and who shall hold their offices for one year, Public notice and until others shall be elected in their places; public to be given of notice of such meetings and elections to be given by ing. the Clerk or Secretary of the company, in some public newspaper printed in Louisville, Frankfort and Cin- A statement of cinnati, at least fifteen days previous to any such meet- the affairs of ing or election. At the annual meetings, a statement to be submitof the affairs of the company shall be made out and ted, and profits presented to the meeting by the President and Direc- declared, at tors, and such dividend of the profits declared, as they each annual may deem advisable.

annual meet

the company

meeting.

business.

Sec. 6. That the concerns of said corporation shall be How many under the control, superintendence and management of shall constitute the said board of President and Directors; a quorum of a quorum to do which, to do business, shall consist of the President and two Directors, or, in the temporary absence of the The President President, of three Directors, who may appoint one of and Directors their number as President pro tem. The President and may make asDirectors may, after they shall have been duly elected shares, and imas aforesaid, make such assessments on the shares sub- pose a forfeit scribed, and payable at such periods as they may deem ure for nonproper, with such conditions of forfeiture for non-com- compliance. pliance, not exceeding the amount of the stock delin- May open sub scriptions for quent, as they may deem advisable. They may open stock not subor renew the subscription for the shares not already scribed.

W

sessments on

1825.

Proviso.

May make

contracts.

subscribed, or dispose of them in any manner that they may think for the interest of the company: Provided, however, that they shall not sell any stock or share in said company at less than the par value thereof; and also, that proper notice of the time and place of said subscription or sale is given in one or more public newspapers printed in Louisville, Frankfort and Cincinnati.

Sec. 7. That it shall be the duty of the said Presi May appoint a dent and Directors to appoint a Clerk or Secretary, a cle k, treasuTreasurer, and such other officers or agents as they rer, &c. may think needful for prosecuting the said undertaking, and to allow them such pay or compensation as they may agree on; to make contracts, and do all things necessary for carrying the same into immediate effect, and to require and take such bonds or other security, in their corporate name, from any person or persons they may so appoint or contract with. In case Vacancies in of the death, resignation, or vacancy from any other cause, in the said board of President and Directors, the remaining members may proceed to appoint a stockholder or stockholders to supply the place or places of the President, Director or Directors so vacated, for the unexpired time for which he or they were elected.

the board, how filled.

Sec. 8. That the President and Directors of said May lay off & company, by themselves or their agents or workmen, appropriate shall have full power to enter into and upon any lands land for a cain the vicinity of the proposed canal, and to survey. nal, &c. and lay out such route or track as shall be deemed by them most practicable, for effecting a safe and easy navigation, and also for suitable locks to it, and dry docks, suitable for such objects as are within the contemplation of this act and the organization of this company, doing as little injury to the adjoining grounds and enclosures as is possible, in the prosecution of the proposed undertaking; and it shall and may be lawful for the owners of the lands and tenements, to contract and agree with the said President and Directors for the conveyance of so much of said lands as will be necessary and requisite for the purposes aforesaid, if the said President and Directors can agree with said owners; but in In case of disa- case of disagreement, said company may proceed to lay greement with out and open their works on such ground as they may may proceed to deem best adapted to the purposes of navigation, waterhave the same works, wet and dry docks, and basins, connected with condemned. the same; and on application of either party to the cir

the owners,

1825.

Guit court of Jefferson county, the said court shall appoint twelve persons, who shall be freeholders and disinterested, to view and assess the damages and advantages arising to the said owners by the location of the said works, and make report thereof to said court; which report, when duly received and admitted to record, shall be final, and on the payment of the money, if any is awarded, shall vest in the said company the fee simple to the land. The President and Directors May lease or shall likewise have power to sell or lease for a term of sell the priviyears, the privilege of erecting docks or other locations lege of erect, ing docks, &c. on the said canal or its appendages.

or have the same con

demned,

Sec. 9. That it shall and may be lawful for the said May take maPresident and Directors, by themselves, their agents or terials from the workmen, to enter, with such force as they may employ adjacent lands, for that purpose, upon the lands contiguous or near to the proposed canal, and from thence to take and carry away any earth, stone, timber, gravel, &c. being most convenient for making or repairing the said canal and appendages, making proper compensation therefor to the owners of said land, if they can agree therein; but in case of disagreement, then it shall be settled by valuation, in the manner before recited. And when the said canal shall be completed, suitable for the passage of boats drawing four feet of water in low stages of water, the said President and Directors, by themselves, their agents or servants, shall have power and authority to demand and receive from the owner or owners, master or agents of all vessels, boats, barges or other craft entering the said canal, the following rates of toll, to be paid before the said vessel, boat, barge or craft shall be suffered to pass through the same, to wit: For steam boats, sea vessels, barges or keel boats, Rates of toll. twenty cents per ton, United States measurement; for each flat boat, four dollars; for each raft of timber, plank or other lumber, four dollars for every sixty feet in length, not exceeding twenty feet in width. The said tolls to be paid in gold or silver coin, current in the United States; and in no event shall any law be passed, requiring or compelling the said company to receive any other currency in discharge of toll. The The President said President and Directors shall fix and establish such sums as they may deem advisable, for the use of rates for the the docks, basins and other appendages to the said ca- use of docks, basins, &c. nal; which rates, with the foregoing rates of toll, shall be posted up in son conspicuous place on the said ca- Rates to be nal, and no other or greater rates shall be demanded, posted up. than those so posted up.

and Directors.

may fix the

1825.

Penalty for trespass.

Mode of recovery.

Sec. 10. That if any person or persons shall wilfully and knowingly do any act or thing whatever, whereby the said navigation, or any lock, gate, dam, engine, macnine or other thing thereto belonging, shall be injured, or damaged, or impeded, or shall commit any wil ful trespass, or take, carry away or conceal any material, instrument, tool or other thing belonging to, or used in or about the said works, or shall open or cause the locks to be opened, or attempt so to do, or to pass or repass without the knowledge of the agent or manager to said canal, he, she or they so offending shall forfeit and pay to the said canal company, their tenant or agent, three times the amount of the cost or damage sustained by means of, or through such wilful act, together with costs of suit, to be recovered before any court of competent jurisdiction; and in case of clandestinely taking and carrying away, be liable to a prosecution for theft, as in other cases.

Sec. 11. That the said President and Directors shall An account of keep a true account of the cost and expenditure of the expenditures & said canal and appendages, and on the first Monday of profits to be annually made to January in each year, have the same made up, and the the legislature. balance of profits struck and divided among the stockholders, and report the same to the General Assembly of this Commonwealth; and if it shall appear by the The tolls may said return so made under the oath of the President and be raised, so as Directors, that the profits so divided do not amount to per cent. on the twelve and a half per cent. on the capital expended, stock, but shall the said corporation shall be authorised to add to the not exceed 18 tolls for the sacceeding years, until the net profits, af per cent.

to nct 12 1-2

stock in said

ter deducting for all expences, repairs and necessary improvements, shall amount to twelve and a half per cent. per year. But should it appear by the said ro turns, that the net profits as aforesaid exceed eighteen per cent. per year, after the expences, repairs and necessary improvements are made, the Legislature reserve to themselves the right so to reduce the amount of tolls, as that the profits to be divided shall not exceed eighteen per cent. per annum.

Sec. 12. That the trustees of the town of Louisville The trustees of shall have a right to subscribe for, and take any amount Louisville au of stock in this company or corporation not exceeding thorised totake one thousand shares, and that whatever sum which company, &c. may be so subscribed for and taken by the trustees aforesaid, not exceeding one hundred thousand dollars, shall not be reduced by any thing in the third section of this act contained; and that said trustees and their

Successors shall be entitled to the same votes as other subscribers or stockholders, and not otherwise; which stock may be subscribed for by the President or Chairman of the board of trustees for the time being, and the votes to which they may be entitled, may be either given by the President or Chairman of said board for the time being, or such other person as they may ap point: Provided, that such subscription by such trustees be made within thirty days from the time of opening the books for subscription of stock. And to enable said May contract trustees to raise and borrow the necessary funds to for a loan of meet and pay up their subscription of stock, the said money, &c. trustees and their successors may pledge the amount of `their stock so subscribed and taken, as well as their interest or profits arising from the proposed canal and dry and wet docks and other appendages, as well as any other funds or property they may possess as trustees aforesaid,

Sec. 13. That the stock in said canal company shall Mode of transand may be transferable, in whatever manner the ferring stock. President and Directors of said canal may, by their by

Jaws, ordain and appoint.

Corporate

Sec. 14. That unless the said company shall, within eighteen months from the passage of this act, bona fide powers repeatcommence the cutting of said canal, or shall fail, with- ed, unless the in three years from the passage of this act, to have the canal is begun main object of their charter, to wit, the canal itself, within certain and completed completed, the corporate powers hereby granted shall periods. cease and determine; Provided, that if the said stock shall not be subscribed, and notice given by the com- Proviso. pany to the Governor of the Commonwealth, on or before the first day of November next, that then this charter shall cease and be void, and all rights and privileges become null and void, to all intents and purposes, as if this act had not passed.

[Approved, January 12, 1825.]

CHAP. 176.-An ACT for the benefit of the heirs of Isaac Flannery. BE it enacted by the General Assembly of the CommonState price one wealth of Kentucky, That the whole of the State price, a tract of land (or the balance, in case of partial payment,) due on a remitted. tract of land containing one hundred and eight acres, lying in Livingston county, granted by county court certificate No. 728, in November 1805, to Elijah Flannery, and by him assigned to Francis Liddell, and by said Liddell to Isaac Flannery, which has descended to