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Early Issues of Capital Stock

Being some notes on stock subscriptions and stockholders of the Company prior to its reorganization in April, 1879.

With a supplement listing all the stock issued prior to the Trustee's sale.

Elinore McDonough

Galveston, Texas

May 25, 1927



Gulf, Colorado and Santa Fe Railway Company was incorporated by an act of the Legislature of the State of Texas, passed May 28, 1873, and which became a law without the signature of the Governor. Section 19 of the Act provided that it should take effect from and after its passage. The following sections of the Act have special reference to the capital stock:

"Section 1 - Be it enacted by the Legislature of the State of Texas, that J. P. Palmer, Albert Somerville, P. J. Willis, I. C. Higgins, W. H. Ledbetter, J. L. Darragh, 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, I. S. Catlin, M. A. Bryan, Wm. Wagner, B. H. Bassett, J. W. Carroll, J. L. D. Morrison, George Lawrence, Wm. R. Smith, N. B. Yard, 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 Capitol Stock of a corporation hereby created, to be styled the 'Gulf, Colorado and Santa Fe Railway Company'."

"Section 2 - That a majority of the Commissioners shall constitute a Board for the transaction of busiiness, and shall hold meetings from time to time, until Directors shall be elected as provided hereinafter."

"Section 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."

"Section 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 & Santa Fe Railway Company; with capacity to contract; to sue & 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."

"Section 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 election of Stockholders, and a majority of the stock shall govern, except in cases otherwise specially provided. The shares of stock shall be deemed personal property, transferable only on the books of the Company."

"Section 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, & 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."

"Section 9 - Any agreement in writing to subscribe for stock may be enforced according to the terms of the subscription, and unless payment be made, the Directors, after thirty days due notice, may sell said delinquent stock, and transfer the shares of said delinquent to the purchasers."

"Section 13 - That the first meeting of this Company shall be called in the City of Galveston, whenever Two Hundred Thousand Dollars of the Capital Stock 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 each year.-----------"

"Section 18 - The Commissioners appointed in the first section of this Act may acquire, by gift or purchase any real estate or other property notes & bonds either from indidviduals, 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."


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