SECTION
1. Be it enacted by the General Assembly of Maryland, That John
Webster, Major S. Fletcher, Samuel L. Webster, John W. Fletcher,
Elbridge S. Johnson, L. P. Judson, W. E. Johnson, A. Ingram, George
A. Thompson, Henry W. Houston, F. Dean and George P. Jones, be, and
they are hereby appointed Commissioners, under the direction of
whom subscriptions may be received to the capital stock of the East
New Market Navigation and Wharf Company, hereby incorporated, and
they, or any five of them, may cause books to be opened at such
times and places as they may direct, for the purpose of receiving
subscriptions to the capital stock of said company, after having
given such notice of the times and places of opening the same as
they may deem proper, and the said commissioners, or any of them,
may continue from time to time to open said books, and receive
subscriptions to said capital stock until fifty
shares shall have been subscribed. If any of the said commissioners
shall die, or refuse to act, the remaining commissioners, or a
majority of them, may appoint others in their stead
SECTION 2. And be it enacted, That as soon as fifty shares of said capital stock shall have been subscribed, the said commissioners, or a majority of them, shall give thirty days' public notice by setting up the same at two prominent public places in the town of East New Market, in Dorchester county, of the time and place of holding an election for president and six directors of the said company, and that in said election the subscribers to stock may vote in person or by written proxy, according to the number of shares taken, but at all subsequent elections, or proceedings, according to the amount paid for, and the commissioners aforesaid, or any three or more of whom, shall be judges of the first election of president and directors, and any stockholder may be elected president or director, and the said commissioners, after said election, shall deliver over the original subscriptions to the president and directors.
SECTION 3. And be it enacted, That the capital stock of the East New Market Navigation and Wharf Company shall be five thousand dollars in shares, of twenty-five dollars each, which capital stock may be increased at the discretion of the directors hereinafter provided to be appointed, to any amount not exceeding ten thousand dollars; and as soon as fifty shares of the capital stock shall be subscribed, the subscribers of said stock, their successors and as- signs, shall be and they are hereby declared to be incorporated into a company, by the name of the East New Market Navigation and Wharf Company, and by that name may have perpetual succession, and may sue and be sued, plead and be impleaded, answer and defend in any court of this State, and shall be capable in law of purchasing, holding, selling, leasing and conveying estates both real and personal, so far as shall be necessary for the purpose hereinafter mentioned, and may have and use a common seal, which they shall have power to alter or renew at their pleasure, and shall have, enjoy and may exercise all the rights and privileges which are necessary for the purposes mentioned in this act.
SECTION 4. And be it enacted, That upon every such subscription there shall be paid to the said commissioners at the time of subscribing, one dollar per share, and to the president and directors such installments as they shall require ; provided, no payment shall be demanded until at least two weeks notice shall have been previously given by being set up at two prominent public places in the town of East New Market ; and should any subscriber fail or refuse to pay any installments or any part of said subscription thus demanded after the lapse of thirty days from the expiration of said notice, the said company may be entitled to receive, sue for and recover the amount of said installment so demanded, and interest on from the day of demand in such manner as other debts and claims are now recoverable by law ; provided, the installments so demanded shall not exceed one-fifth of the value of the shares subscribed.
SECTION 5. And be it enacted, That if fifty shares shall not be subscribed within the period of two years from the passage of this act, all subscriptions under it shall be null and void, and the said commissioners, after discharging the expenses of opening the books, shall return the residue of the money to the several subscribers in due proportion to the sums respectively paid in by them.
SECTION 6. And be it enacted, That to continue the succession of the president and directors of said company, seven directors shall be annually chosen, after notice given as aforesaid, by the stockholders of the said company, on the first Monday in May in every year, and the directors, or a majority of them, shall have power to appoint judges of elections, and may elect a president of said company from among the directors, and allow him such compensation for his services as they may deem proper, and if any vacancy shall occur by death, resignation or refusal to act of the president or any of the directors of the said company, the president and directors, or a majority of them, being a stockholder, shall elect some person being a stockholder, to serve until the next annual election, and the said president and directors of the said company, shall hold and exercise their office until a new election shall be held, and their successors are duly qualified; and all elections directed by this act, or any law or provision of said company provided to be held on any particular day, may be held or made legal on any other day within sixty days thereafter, with notice as aforesaid.
SECTION 7. And be it enacted, That the president and directors, or a majority of them, may appoint all such officers, engineers, agents and servants whatsoever as they may deem necessary for the transaction of the business of said company, and may remove them at their pleasure, and they, or a majority of them, shall have power to determine, by contract, the compensation of all such officers in the employ of said company, and determine the manner of adjusting and settling all accounts against said company, and also the manner and evidence of the transfer of stock in said company, and they, or a majority of them, shall have power to pass all by-laws which they may deem necessary for exercising all the powers vested in said company hereby incorporated, and for carrying the objects of this act into effect, provided only, that such by-laws shall not be contrary to the laws of this State, or the provisions of this act.
SECTION 8. And be it enacted, That at the regular annual meeting of stockholders, the president and directors in office for the preceding year shall exhibit a clear and distinct statement of the affairs of the company, and at any called meeting of the said stockholders, a majority of those present may require statements from the president and directors, whose duty it shall be to furnish them when thus required; and at all general meetings of the stockholders a majority in value of stockholders in said company may remove from office any president or any of the directors of said company, and may appoint others in their stead.
SECTION 9. And be it enacted, That a general meeting of the stockholders may be called at any time by the president or a majority of the directors, after having given thirty days notice as hereinbefore provided, but a majority of the stockholders holding a majority of the capital stock of said company shall be required to transact any business in such meetings of stockholders.
SECTION 10. And be it enacted, That the president and directors of said company shall have power to open, enlarge and deepen a channel or canal across the bar or obstructions in the Choptank river, off against the mouth of Secretary creek, in said Dorchester county, and into said Secretary creek to the head thereof; to clear out said creek and channel to any width and breadth that may be deemed necessary or expedient for a safe and convenient harbor for steamers or any other vessels, and to erect such wharves thereon as to them may seem proper, after wharves. the purchase or condemnation of such land as may be necessary for the purpose as hereinafter provided for.
SECTION 11. And be it enacted, That for the purpose of cutting said channel or canal, deepening said harbor, and other purposes provided by this act, the said company is hereby authorized to borrow money to any amount not exceeding five thousand dollars, to borrow the interest thereon to be paid semi-annually, and to issue their bonds therefore in sums not less than one hundred dollars, and to secure the payment of said bonds and their interest by executing and delivering to such trustee or trustees as they may select, a mortgage of all or any part of the canal harbor, property rights, liberties and franchises of said company.
SECTION 12. And be it enacted, That the president and directors of said company shall have power to purchase and hold real estate, or any other kind of property, and to sell the same, and may agree with the owner or owners of any real estate in the bed of said creek or at its mouth, or on its borders, for either the purchase or the use and occupation of the same in the making of said channel, canal or harbor, or material for the wharves thereon, and protection of the same from injury by storms or otherwise, and in case they cannot agree upon terms for such purchase of land or material, or use and occupation, or where such owner may be an infant, "feme covert " or non compos mentis, or out of the county at the time the property may be needed, on application to a justice of the peace of Dorchester county, he shall issue his warrant under his hand and seal, directed to the sheriff of said county, requiring him to summon twenty citizens of said county, above the age of twenty-five years, as jurors, not interested in the matter or related to any of the parties, to meet on the land to be valued or condemned, on a day to be specified in said warrant, not less than ten nor more than twenty days from the date of the warrant, of which day so appointed the owner or owners of said land if resident in said county, shall have at least ten days' notice, to be given by the president of said company, and if the owner be a non-resident, such notice shall be given to his tenant, and if no tenant, then to be set up on the land, and if the owner be an infant, or non compos mentis, such notice shall be given to the guardian or committee, if there be one; and on the day at the place so appointed, the said sheriff shall attend, and in case any of the jurors do not attend, the sheriff shall instanter summon as many more jurors as shall be necessary, with the jurors in attendance, to make a panel of twenty ; and from the panel thus completed either party may strike off four, and in case they neglect or refuse the sheriff shall strike off all names but twelve, who shall constitute the jury of condemnation, and hear and determine the cause. The sheriff shall qualify such of said twelve jurors so selected by an oath, which he shall administer to them, or their affirmation, as the case may be, justly, truly and impartially to try the cause and value the dam- ages which may be sustained by the owner or owners of the land or materials required as aforesaid. Either party may summon witnesses and examine them under oath, to be administered by the sheriff, and after the evidence, if any shall be offered, and the parties heard, if they desire to be, the jury shall proceed to render their verdict and reduce the same to writing " in the shape of an inquisition," and sign and seal the same and deliver it to the said sheriff, who shall return the same to the Clerk of the Circuit Court for Dorchester county ; and unless good and sufficient cause shall be shown against such inquisition it shall be confirmed by said court at the term next succeeding the time of the return of said inquisition, but if it shall be set aside by said court it shall direct another jury to be summoned, and another inquisition to be taken in the manner before described, and when any inquisition is confirmed by the court aforesaid and the amount of damages therein awarded is paid or tendered to the owner or owners, or guardian, or committee, or paid into court, the said company shall be entitled to the estate and interest of such owner in said land and materials so far as may be necessary to vest in said company the right of way over said land for the purposes of said company, or to the use of the material required and a fee simple interest in such lands as may be condemned for the erection of wharves thereon ; pro- vided no wharf already in existence shall be the subject of inquisition, and provided all costs of such condemnation shall be defrayed by said company, except the costs of such witnesses as may be summoned by the owners, and except the cost of con- firming said inquisition in said Circuit Court when the same shall be contested by the owner or owners, guardian or committee, in which case such costs of confirmation shall abide the decision of the court.
SECTION 13. And be it enacted, That the channel or canal and harbor made under the provisions of this act, shall be deemed and is hereby declared a public highway, subject to the impositions of tolls or charges to be hereafter regulated by this act.
SECTION 14. And be it enacted, That said company may and shall be authorized to charge and levy on every steamer, schooner or other kind of vessel or craft above twenty tons burthen, crossing the bar off against said Secretary creek, or entering the canal, channel or harbor aforesaid, toll or port dues not exceeding five cents per ton, which charge shall be a lien upon such steamer, schooner or other kind of vessel or craft, and enforced summarily by distress or recovered as other debts against the owner or owners before any justice of the peace or any Circuit Court of the State that may have jurisdiction of the amount claimed in addition to other legal remedies.
SECTION 15. And be it enacted, That the said president and directors shall annually or semi-annually declare and make such dividends as they may deem proper of the net profits arising from the resources of said company, after deducting the necessary current and probable contingent expenses, and they shall divide the same amongst the stockholders of said company in proportion to their respective shares.
SECTION 16. And be it enacted, That nothing in this act shall be construed to authorize said company to issue any note, token or script to be used as currency, and the legislature hereby reserves the right to amend or repeal this act at pleasure.
SECTION 17. And be it enacted, That this act shall take effect from the date of its passage.
Approved March 27, 1878.