GULF, COLORADO AND SANTA FE RAILWAY

COMPANY

CHARTER

SECRETARY'S NO. 1233

CHAPTER CCXIV

AN ACT to incorporate the Gulf, Colorado and Santa Fe Railway Company, and to grant land in aid of the construction of the same.

Section 1. BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS, That J. P. Palmer, Albert Somerville, P. J. Willis, J. C. Higgins, W. H. Ledbetter, J. L. Darrah, Leon Blum, A. C. McKeen, W. K. Little, E. Sterling, C. Robertson, Frank W. Latham, Thomas Allen, B. O'Connor, W. E. Scott, E. Pelot, J. S. Catlin, M. A. Bryan, Wm. Wagner, B. H. Bassett, J. W. Carroll, and J. L. D. Morrison, George Lawrence, Wm. R. Smith, N. B. Yard, and C. E. Broussard, M. Kopperl and John S. Sellers, and their associates, be and they are hereby appointed commissioners to open books and receive subscriptions to the capital stock of a corporation hereby created, to be styled the GULF, COLORADO & SANTA FE RAILWAY COMPANY.

Sec. 2. That a majority of the commissioners shall constitute a board for the transaction of business, and shall hold meetings from time to time until directors shall be elected as provided hereinafter.

Sec. 3. That at the time of subscribing to the capital stock of this company, not less than five per centum of the amount subscribed shall be paid in.

Sec. 4. That the subscribers to the capital stock of this company are hereby created and established a body corporate and politic, under the name and style of the Gulf, Colorado and Santa Fe Railway Company; with capacity to contract; to sue and be sued; to plead and be impleaded; to have succession, a common seal; to grant and receive; to make and enforce by-laws, and perform all things necessary to maintain their rights under this Act.

Sec. 5. The capital stock of this company shall be two millions of dollars, to be increased by a vote of two-thirds of the stockholders, representing two-thirds of the stock, to such an amount, not exceeding seven millions of dollars, as may be requisite to carry out the object of this company, divided into shares of one hundred dollars, each share to entitle its holder and owner to one vote in all meetings or elections of the stockholders, and a majority of the stock shall govern, except in cases otherwise specially provided. The said shares of shock shall be deemed personal property, transferable only on the books of the company.

Sec. 6. The direction and control of said corporation and its affairs shall be vested in a board of not less than seven nor more than thirteen directors, to be chosen by the stockholders at an annual meeting, the first of which shall be held in the city of Galveston whenever two hundred thousand dollars shall have been subscribed and five per cent thereof paid in. The principal office shall be in the city of Galveston, with the right to establish branch offices for the transfer of stock, and for assistant treasurer to pay interest on bonds and other purposes, in any city out of this State.

Sec. 7. A majority of the directors shall constitute a quorum to do business, and at their first meeting they shall elect a president and one vice-president. The board shall appoint a secretary and treasurer, and all other officers requisite to carry on the business of the company.

Sec. 8. That said company, when duly organized, shall be and is hereby invested with the right of locating, constructing, owning, operating and maintaining a railway and telegraph line, commencing at the city of Galveston, running westward, crossing the Brazos river a(at) Columbia, thence following the divide between the San Bernard river and the Brazos river, keeping an air line as near as practicable to the town of Caldwell, in Burleson county; thence to the town of Cameron, in Milam county; thence to the town of Belton, in Bell county; and in event that the citizens of each of said towns shall donate to said company the necessary right of way for road, switches and turnouts, to and through said towns, and sufficient grounds for depot purposes, the depot shall be located within half a mile of the courthouse in each of said towns; thence up the Leon Valley through Coryell, Hamilton and Comanche counties to Eastland county, forming a junction with the Texas Pacific Railway;From thence through the border counties to Young territory; from thence in a northwesterly direction over the most practicable route to the Canadian river, at some point on said river between the eastern boundary of the Panhandle and the one hundred and second degree of west longitude; thence up the valley of said river to the State line; from thence to Santa Fe, making connection with the Denver and Rio Grande Railway; together, with such turnouts, branches, sidings and extension as the company may deem it their interest to construct, with authority to construct, own, equip, and maintain a branch road from Mill Creek to the towns of La Grange and Bastrop provided, that when the direct route of said railway shall run within five miles of any county seat, and maintain a freight and passenger depot at such town, provided, said town shall donate to said road the right of way for a single track, with all the necessary switches, turnouts, side-tracks, etc. together with sufficient grounds for depot purposes, not to exceed ten acres.

Sec. 10. It shall be lawful for said company to enter upon, purchase, or otherwise receive, take, hold, or obtain, in the manner provided by the laws of this State, any lands necessary for the purpose of locating, constructing, and maintaining said railway, with all needed depots, turnouts, sidings, extensions and buildings connected with said railway. When lands cannot be obtained by agreement, the land taken for this railway shall not exceed two hundred feet in width, unless for depots and buildings. Whenever said railway shall be constructed over any part of the public domain of this State, the right of way not exceeding two hundred feet along such portion of said line, and all necessary grounds for depots, buildings, turntables, turnouts and sidetracks, is hereby granted to said company, and also the right to take from said public domain and use all rock, timber, earth, or other material thereon, necessary in the construction and maintenance of such portion of said railway.

Sec. 11. That said railway company shall have the right to cross all public highways, and all railroads that it may be necessary to cross, to establish said railway.

Sec. 12. That said company shall have power to borrow money, issue bonds, with or without mortgage; provided, it is done in conformity to a vote of two-thirds of the directors, sanctioned by a majority of the stockholders at a regular meeting, of which thirty days public notice has been given; and generally this company shall have all power requisite to carry into successful effect the object of this company.

Sec. 13. That the first meeting of this company shall be called in the city of Galveston whenever two hundred thousand dollars of the capital shall have been subscribed, by giving sixty days public notice in two or more newspapers published in the counties through which this railway is to pass, and the stockholders shall then proceed to elect directors, who may be residents or nonresidents of the State of Texas, who shall hold office until the annual election, which shall take place at the company's principal office, in the city of Galveston, on the first Tuesday of October in each year. Should a majority of the stock be represented, the election shall proceed; if not, the directors shall appoint another day within thirty days thereafter, by giving like due notice, and an election on that day shall be valid. Directors elected under the provisions hereof shall hold their office for the term of one year, or until their successors be chosen and qualified. No person shall be a director who is not the subscriber of ten or more shares of the capital stock of the company.

Sec. 14. That this charter shall remain in force for the period of sixty years from the date of this act; and the State of Texas hereby grants and donates to the said Gulf, Colorado and Santa Fe Railway Company sixteen sections of land for each and every mile of said road completed; and whenever the Governor shall be informed that ten miles of said railroad shall have been completed, he shall at once appoint some competent person to inspect the same; and if the report of the inspector, made under oath, be favorable, the Governor shall immediately notify the Commissioner of the General Land Office, whose duty it shall be immediately to issue to said company sixteen land certificates, of six hundred and forty acres each, for each and every mile of road completed, and so on for every additional ten miles of road completed; which said certificates shall be located, surveyed and patented according to the provisions of the general railroad law, on the principle of alternate sections; provided, that each succeeding section of ten miles after the first shall be inspected in like manner as provided in this section for the first ten miles; provided further, that in no case shall the State be in any way liable for deficiency of vacant domain; and provided further, that this company shall not have the right to sell, rent, lease to or consolidate with any parallel or competing railroad in this State; and provided further, that said company shall alienate the lands hereby granted and donated, except so far as may be necessary for the ordinary uses and operating said road, as follows, viz.: one-fourth in eight years, one-fourth in twelve years; one-fourth in sixteen years, and the remaining fourth twenty years from the date of issuance of the certificates, in such manner that the whole of such lands shall pass out of the hands of said company within twenty years from the date of the certificates; provided, that said lands shall not be alienated to any other railroad, or other corporation, except so far as may be necessary for ! the proper use and conducting of the business of such corporation; nor shall said lands be conveyed to any person, firm or company in trust for said railroad company, or to any firm or company of which any officer or stockholder of said railroad company is a member; and on failure to comply with, or a violation of the provisions of this section, and the general laws of the State on this subject, the said company shall forfeit all right to lands secured by this act, not alienated as required by law.

Sec. 15. That said railway shall be constructed of such width of gauge as the directors may establish, not less than four feet eight and a half inches. That said railway shall be substantially built and fully equipped for passenger travel, and for the transportation of freight, and be operated by steam in like manner as other first class roads.

Sec. 16. That this company shall have the power to charge and collect such rates of freight and such rates of passage as may be just and proper; provided, however, such charges do not exceed those that may be established by law; and the right is expressly reserved to the Legislature to fix the rate of charges for freight and passage on said railroad by any general laws.

Sec. 17. That the organization of this company shall be perfected within six months from the date of the passage of this act, and thirty miles of their said railroad shall be completed within two years thereafter, and fifty miles each year thereafter, or this charter shall be forfeited as to that portion not built.

Sec. 18. The commissioners appointed in the first section of this act may acquire, by gift or purchase, any real estate or other property, notes and bonds, either from individuals, corporations, towns, counties or cities, and may appoint an agent to receive subscriptions of stock and conveyances until the election of a board of directors, after which such powers may be exercised by said board of directors.

Sec. 19. That this act shall take effect and be in force from and after its passage.

Passed May 28th, 1873.

(NOTE -- The foregoing act was presented to the Governor for his approval on the thirtieth of May, A. D. 1873, and was not signed by him, or returned to the house in which it originated, with his objections thereto, within the time prescribed by the Constitution, and thereupon became a law without his signature. -- James P. Newcomb, Secretary of State.)