                                 CODE OF VIRGINIA

EFFECT OF SUCH SALE; DATE FOR MEETING OF STOCKHOLDERS (§ 56-10)

The corporation created by or in consequence of such sale and conveyance shall
succeed to all such franchises, rights, and privileges, and perform all such
duties as would have been had or should have been performed by the first company
but for such sale and conveyance, including in the case of a railroad
corporation the duty of maintaining and operating any branch or lateral road
which may have been constructed and operated before the sale, and of
transporting freight and passengers thereon; save only, that the corporation so
created shall not be entitled to the debts due to the first company, and shall
not be liable for any debts of, or claims against, the first company, which may
not be expressly assumed in the contract of purchase, and that the whole profits
of the business to be done by such corporation shall belong to the purchaser or
his assigns. The interest in the corporation of the purchaser or his assigns
shall be personal estate, and he or his assigns may create so many shares of
stock therein as he or they may think proper, not exceeding together the amount
of stock in the first company at the time of the sale, except in pursuance of an
amendment to the charter obtained according to law; and such purchaser or his
assigns may assign such shares in a book to be kept for that purpose. Such
shares shall thereupon be on the footing of shares in corporations generally,
except only that the first meeting of the stockholders shall be held on such day
and at such place as shall be fixed by the purchaser, of which notice shall be
published for two successive weeks in a newspaper.

HISTORY: Code 1919, § 3896.