company are hereby invested with all power and privileges. which may be necessary to carry into effect the purposes and objects of this act.

SEC. 3. Said company are hereby authorized to construct, build, hold, improve, complete, alter and maintain a wagon road, commencing at a point on Left Hand Creek, in Boulder county, in this territory, about one-half mile south of a point on said Left Hand Creek, where township line number two (2), range: seventy, west, crosses said stream, thence westerly, entering Left Hand Creek Canon, at the base of the mountains, thence in a westerly direction, on the most practicable route, to a point on Left+ Hand Creek, known as Lee's Saw-mill Site, thence up and along said Left Hand Creek to the mouth of Indiana Gulch, in Ward District, county and territory aforesaid, thence on the most practi cable route to Black Hawk, Gilpin county, Colorado territory.. SEC. 4. Said company are authorized to erect toll-houses and toll-gates, and to employ toll-gatherers, who shall demand and collect toll at three separate toll-gates, when said road is in good condition and repair, at the following rates, at each gate, viz.: For each wagon or vehicle drawn by one span of horses, mules, or one yoke of oxen, one dollar; for each additional span of horses, mules or yoke of oxen, twenty-five cents; for each head of loose stock, ten cents; for each horseman, twenty cents; for each head of sheep or swine, two cents.

SEC. 5. Said company are authorized to maintain said road. for the term of twenty years; to collect toll on the same, or any part thereof that may be used, at the rates in proportion to the whole. Any person, after such toll at the before mentioned rates, shall have been demanded by the regular authorized tollgatherer for passing over said road, refusing to pay said toll, shall be subject to a fine of not less than five dollars, nor more than ten dollars for every such offense, the same to be collected before any justice of the peace in the county wherein said road is located.

SEC. 6. Any person who may travel said road and find it in bad condition, after having paid toll on the same, shall have the right within five days thereafter, to make complaint before any justice of the peace in the county in which said road is located, and it shall be the duty of the justice of the peace to summon the said company, or their agent, to appear before him to answer said complaint, within not over five days from the date of said complaint, and if it be found that said road is in bad con- ; dition or unfit for travel, it shall be the duty of said justice to impose a fine of not less than five dollars, nor more than ten dollars, to be collected from said company; and said justice shall issue his order that no toll shall be gathered upon said road, or that part thereof, until it is put in good repair..

SEC. 7. If any person shall willfully do or cause to be done, any act or acts whatever, whereby any building, bridge, gate or any other matter or thing appertaining to said road, by which the same shall be obstructed, weakened or destroyed, the person or persons so offending shall be guilty of a misdemeanor, and shall forfeit and pay to said company treble the amount of damages thus sustained, such offender being found guilty, upon his trial, before any justice of the peace of the county wherein said road is located.

SEC. 8. The said company are hereby authorized to collect tolls on the said road, where one-half of said road shall be completed, at the rates mentioned in section four of this act, and when three-fourths of said road shall be completed, in good order for travel, said company may collect tolls thereon at the rates mentioned in said section four.

SEC. 9. That if the said company shall not commence the construction of said road within one month, and complete the same within three years from the passage of this act, this charter shall be null and void, and confer no power on said company to build said road, or to collect toll thereon.

SEC. 10. Nothing in this act contained shall be held to give the corporators mentioned in this act the right to collect toll or erect toll-gates on, or in any way control any road built by any other person or persons, or which has been built by the public.

SEC. 11. This act shall take effect and be in force from and after its passage.

Approved February 6th, A. D. 1866.

AN ACT

To AMEND "AN ACT TO INCORPORATE THE GOLD RUN TUNNEL COMPANY," APPROVED NOVEMBER 8TH, A. D. 1861.

Be it enacted by the Council and House of Representatives of Colorado Territory:

SECTION 1. That section six of said act be amended by striking out the words "one year," and inserting in lieu thereof the words "five years."

SEC. 2. This act shall take effect and be in force from and after its passage.

Approved February 7th, A. D. 1866.

TO INCORPORATE THE PROSPECTING, MINING AND EXCHANGE Company OF COLORADO.

Be it enacted by the Council and House of Representatives of Colorado Territory, as follows:

SECTION 1. That Dwight F. Cameron, W. O. Ruggles, Isaac C. Day, George H. Norris and I. D. Ward, their associates, successors and assigns, be and are hereby declared to be a body corporate and politic, by the name of The Prospecting, Mining and Exchange Company of Colorado, and by said name shall have perpetual succession, with power to sue and be sued, plead and be impleaded, complain and defend in any court of law or equity, to adopt and use a common seal, and change the same; to purchase, hold, mortgage and convey any estate or property, real or personal, for the use and benefit of said corporation; to take, to hold and dispose of any mortgage on personal or real estate; to purchase, hold, develop and work any mine or mines; to erect or hire and maintain mills, machinery and furnaces, ware-houses and other structures for the transaction of business; and for the purpose of facilitating exchanges between different parts of the country where they may desire to operate, or transact their business, the said corporation shall have power to draw drafts, endorse, guarantee, buy, sell and negotiate drafts and bills of exchange, inland or foreign, to receive coin, money, silver, gold or other precious metals, or ores or other valuables in deposit at its offices, and make orders for the payment or delivery of the same or an equivalent, at any other place whatsoever; to buy, sell and dispose of gold, silver, bullion or ore from which the same is extracted, money and securities for money, and to do a general exchange and collection business, and mining and milling and smelting business; and to invest surplus or unemployed funds in bonds or notes secured by mortgage or real estate, mining property of mining or other companies, or otherwise, as the board of directors may designate.

SEC. 2. The capital stock of said company shall be one million dollars, and shall be divided into shares of one hundred dollars each, and in case the said company shall desire to increase the same to two millions, they may do so from time to time, as they may deem necessary to their business; such increase must be sanctioned by a vote in person or by proxy, of two-thirds in interest of all the stockholders of the company present or represented, at a meeting of such stockholders, called by the directors as aforesaid for that purpose, by a notice in

writing to each stockholder whose name appears as such stockholder on the books of said company, thirty days prior to such meeting, such notice to be served on him personally, or by depositing the same, postage paid, in the proper post-office, directed to such stockholder, at the post-office nearest his usual or reputed place of abode, at least thirty days prior to such meeting, such notice also to state the time and place of the meeting, its object, and the amount to which it is proposed to increase the capital stock. The proceedings of such meeting shall be entered in the usual record book of the proceedings of the board of directors. No informality or defect in respect to the call of such meeting, or the notice given thereof to stockholders, or the proceedings thereat, shall be deemed invalid, if concurred in by stockholders representing two-thirds of all the stock of said company.

SEC. 3. The capital stock of said company shall be deemed personal estate, may be called in, collected and transferred in such manner as the said company may, by its by-laws direct. Nothing in this act shall be construed so as to confer any banking powers of any nature whatsoever, nor issue, make or circu late, or cause the same to be issued, made or circulated, any certificate of loan, deposit or bonds, or other promises to pay, of any sort, to circulate as money in this territory or elsewhere.

SEC. 4. The said company may commence business as soon as its capital stock shall be fully subscribed for, and the persons named in the first section of this act be and they are hereby ap pointed directors of the same for the first year from the date of this act, or until others are chosen in their stead, at the annual meeting of stockholders, and qualified as their successors.

SEC.. At the first meeting of the said first mentioned board of directors, (and so with each succeeding board,) they shall choose one of their number as president of said company, elect a vice-president, secretary and treasurer, with such other officers as they deem proper, and regulate their term of service. The president, vice-president and other officers of said company, so chosen as aforesaid, may be removed by a majority vote of all the directors of said company. and successors chosen by the same authority in the same manner.

SEC. 6. An election for directors to succeed the first board above named, shall be held at an annual meeting of the stockholders, to be held one year after the date of this act, and from time to time in each year thereafter, when there shall be elected by a majority of votes then present, of said stockholders, or represented, not less than five persons, stockholders of said company, to act as directors for the year following. In the cloetion of directors, and the transaction of all business by the stockholders, each shall be entitled to one vote personally or by

proxy, on every share of stock, appearing by the records of said company to have been held by him ten days previous to any election then to be held, or to the transaction of any business then requiring a vote of said stockholders. Vacancies, in the board of directors, shall be filled in such manner as shall be provided by the by-laws of the company, the person chosen to fill any vacancy, holding office only for the unexpired term of his predecessor.

SEC. 7. Annual meetings shall be held of the stockholders, at such time as the by-laws of said company may appoint, and at such place as may be designated thereby; and if an election of directors be not had at the time designated, it shall be lawful to hold an election for said directors on any other day, at any other place that may be chosen for that purpose by a majority of the board of directors then in office; and if any annual meeting of. stockholders shall not be held by reason of any neglect of the directors, or otherwise, it shall be lawful for stockholders holding one hundred shares of the capital stock, to call such meeting for the purpose of electing directors, and other purposes, by giving the notice hereinafter provided, and for that purpose they shall have access to the list of stockholders, transfer books or other records of said company, and all the information necessary to the giving of such notice.

SEC. 8. The directors of said company shall hold office until their successors are elected and qualified, and shall have power to make all needful by-laws, rules and regulations respecting the disposition and management of the property, business and affairs of said company, and the duties of the officers, agents and servants. They shall have power to regulate the manner of the employment of all agents and servants of said company, and prescribe their duties and fix their wages, as well as the salary of all the officers of said company, to locate offices for said company at such places as they may select, and generally, all power necessary to promote the welfare of said company, the proper transaction of its business, and preserve and protect its property.

SEC. 9. The meetings of the board of directors of said company, and the annual meetings of the stockholders shall be held at the place designated by said board of directors or the bylaws of said company, and the business of said company; and when the business of said company may demand it, in the judgment of the board of directors, meetings of its stockholders or directors may be held at any place in the United States, chosen by said board of directors, or a majority of them.

SE. 10. This act shall take effect and be in force from and after its passage.

Approved February 9th, A. D. 1866.