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GULF, COLORADO AND SANTA FE RAILWAY COMPANY

EARLY ISSUES OF CAPITAL STOCK (continued)

Elinore McDonough

Galveston, Texas

May 25, 1927

The first meeting for organization purposes was held in the office of the Mayor of the City of Galveston on June 13, 1873. As a majority of the commissioners named in the act of incorporation were not present, no action was taken. An adjourned meeting of the commissioners was held on June 19, 1873, in the office of the Mayor of the City of Galveston, with A. Somerville temporary chairman and B. H. Bassett temporary secretary. A quorum being present at this meeting, organization was effected, and A. Somerville was elected permanent chairman of the Board of Commissioners, and N. B. Yard permanent secretary. It was reported that Mr. W. R. Smith, one of the commissioners named in the act of incorporation, had since died; and Mr. J. C. Higgins, another commissioner named in the act, tendered his resignation at this meeting. The Board then elected the following gentlemen as associate commissioners: Jas. M. Brown, H. Rosenburg, J. D. Rogers, H. Miller, John Adriance, J. T. Harcourt, W. L. Moody and Guy M. Bryan! .

A resolution was adopted that books of subscription to the capital stock of the Company be opened, and the following gentlemen were appointed a committee to solicit and receive such subscriptions: M. Kopperl, I. H. Catlin, A. Somerville, John Adriance, J. W. Carroll, B. H. Bassett, N. B. Yard, W. K. Little, Leon Blum, J. S. Sellers, H. Miller, M. A. Bryan, Guy M. Bryan, W. L. Moody, J. D. Rogers, and P. J. Willis. "The Chairman was instructed to procure subscription books for the use of the Committee, and that the Charter of the Company be embodied in the Caption thereof, so as to form a part of the Contract with the Subscribers".

A meeting of the commissioners and stockholders was held in the Mayor's office in the City of Galveston, pursuant to notice, on Sept. 13, 1873. No quorum was present, and the following resolution was adopted:

"Resolved - That this meeting do now adjourn to meet again on the 13th day of October next, for the purpose of organizing and electing permanent officers, in accordance with the Charter; the $200,000 of required stock subscriptions having been made, and five per cent of the same paid in".

The meeting of the commiissioners and stockholders held on Oct. 13, 1873, adjourned without transacting any business, "owing to the continued blockade of railroad communication, by quarantine restrictions, and the impossibility of stockholders residing in the interior to be present". This quarantine was against yellow fever, the existence--------or the reputed existence---of which in the City of Galveston was being used to the City's detriment by rival commercial interests up the state. It was this condition that had determined the citizens of Galveston to build a railroad of their own, and which resulted in the construction of the Gulf, Colorado and Santa Fe Railway Company's line.

At an adjourned meeting of the commissioners and stockholders, held on Nov. 14, 1873, the following were elected the first Board of Directors of the new company: M. Kopperl, R. S. Willis, W. L. Moody, A. Somerville, A. C. Crawford, James Sorley, Henry Rosenburg, D. The. Ayers, B. H. Bassett, John Sealy, I. H. Catlin, Thos. F. Hudson, and J. Condiet Smith.

At a meeting of the Board of Directors held on Nov. 26, 1873, the following were elected the first officers of the new company:

Albert Somerville President
M. Kopperl Vice-President
C. R. Hughes Secretary
George Sealy Treasurer

The minutes of the meeting of the Board of Directors held on Feb. 18, 1874, contain the following entry:

"A proposition of D. C. Henderson & Co. to subscribe One Million Dollars to the Capital Stock of this Company, and the construction of the road, upon conditions therein stated, was submitted to the Board, and after discussion thereon was declined & the proposition ordered to be returned".

There is nothing in the minutes to show what the proposition was, nor why it was considered objectionable.

At that same meeting, the President was empowered to appoint a committee "to confer with the corporate authorities of the City and County of Galveston, and also with the City Company, in relation to obtaining subscription of Five Hundred Thousand Dollars ($500,000) to the Capital Stock of this Company".

At a meeting of the Directors held on April 11, 1874, the following resolution was adopted:

"Resolved, That the President be authorized to have prepared, the necessary petition to the County Court, asking a subscription by Galveston County, of Five Hundred Thousand Dollars ($500,000) to the Capital Stock of this Company, payable in cash, or in bonds of the County of Galveston at their face value, to procure signatures of property holders to said petition, and cause it to be presented to the said County Court for its action thereon".

The sum of One Thousand Dollars ($1,000.00) was appropriated to defray the expense of the election to be held on the proposition. On May 18, 1874, a further appropriation of Three Thousand Dollars ($3,000.00) was made, to be used for election purposes.

There is pasted in the minute book a clipping from the Galveston Civilian (date not shown), containing the election notice of the County Court of Galveston County, dated April 18, 1874, ordering an election on Wednesday, May 20, 1874, to decide if Galvestion County should subscribe the sum of Five Hundred Thousand Dollars ($500,000.00) to the Capital Stock of the Gulf, Colorado and Santa Fe Railway Company. The notice includes the proposition of the Railway Company and the petition for the election, signed by a large number of freeholders of the county, many of whom----though not all----afterwards became stockholders in the Railway Company.

The amount of the County's subscription was to be applied to the construction of the first fifty miles of road, beginning at Galveston. Payments to the Railway Company were to be made in ten installments of Fifty Thousand dollars ($50,000.00) each, on the completion of each five miles of this first fifty miles of road. Upon completion of the first fify miles of road, and the payment of the County's total subscription, a stock certificate for the total amount of the subscription was to be issued to the County. There was some deviation from this plan---probably through a misunderstanding of the wording of the proposition----as a stock certificate in favor of Galveston County, No. 123, was issued Dec. 1, 1875, for 500 shares. This, apparently, was issued on the completion of the first five miles of road. There was only one other stock certificate issued to Galveston County, No. 223, dated Dec. 28, 1878, for 4,500 shares, which completed the County's total subscription of $500,000.00.

At the meeting of July 25, 1874, the Executive Committee authorized the President to call for the second installment of five per cent on capital stock subscriptions, especially to cover the expense of the survey of the proposed line to Brenham, to be undertaken by General Braxton Bragg, Chief Engineer. The Executive Committee also decided to employ an agent, or agents, to procure subscriptions of stock and donations of right of way.

At the annual meeting of the Board of Directors held on Oct. 8, 1874, the President appointed Messrs. Henry Rosenberg, John Sealy, A. C. Crawford, Jas. Sorley, and D. the Ayres, a committee to solicit additional subscriptions to the capital stock.

At an adjourned annual meeting of the Board of Directors, held Oct. 8, 1874, it was voted to call for immediate payment of the third installment of five per cent on subscriptions to the capital stock.


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