Wheeling Hospital: Act of Incorporation
- from Acts of the General Assembly of Virginia, Chap. 265., 1849 and 1850
An ACT to incorporate the Wheeling hospital.
1. Be it enacted by the general assembly, That the holders of the stock hereinafter authorized to be subscribed for shall be and they are hereby constituted and made a body politic and corporate by the name of "The Wheeling Hospital," for the purpose of establishing and carrying on a hospital in or near the city of Wheeling, and also a pest house (or hospital for persons having contagious or infectious diseases) without the said city and in the county of Ohio; and by that name shall have perpetual succession, and may sue and be sued, contract and be contracted with, have and use a common seal, and acquire, own, use, manage and dispose of lands, tenements and other property: Provided, That the said body politic shall not own at any one time more than two acres of land in said city, nor any land elsewhere: And provided, That it shall not keep or maintain within said city any person having a contagious or infectious disease.
2. The capital stock of said body politic shall be not more than fifty thousand dollars, and shall be in shares of one thousand dollars each; which shares shall be deemed personal estate to all intents, and shall be transferable on the books of the corporation as the by-laws shall prescribe.
3. Subscriptions for said stock may be made or received by Simon P. Hullihen, Matthew H. Houston, Henry Moore, Jacob S. Shriver and Charles W. Russell, or any three or more of them, until shares amounting at least to two thousand dollars shall be subscribed for, and then they, or any three or more of them, shall call a meeting of the subscribers at some place in said city for the election of a board of trustees, and give notice thereof to the subscribers. After the election of the board of trustees, the whole or any portion of the residue of the stock may be subscribed as the board may from time to time direct, and by such persons as the board may agree to admit. The amount of the shares subscribed for may be called in and collected at the discretion of the board, and if default be made in the payment of any sum or sums so called in, the same may be collected by judgment of any court of record of Ohio county, on motion, after at least ten days' notice.
4. The affairs of said body politic shall be managed and transacted by a board of trustees consisting of three persons; but in case of a vacancy or vacancies the remaining trustees or trustee may do such acts as shall be proper to cause the vacancy or vacancies to be filled, and may conduct the affairs of the corporation according to the then existing by-laws, rules and regulations, until the vacancy or vacancies shall be filled. The trustees shall be elected by the stockholders, and shall hold their offices during good behaviour. They may be removed from office by a judgment of the circuit superior court of law and chancery for Ohio county (or any court which shall be established with like common law jurisdiction) for gross misconduct in their offices; which judgment may be rendered on motion of any trustee or stockholder, after at least twenty days' notice of such motion, and the particular grounds thereof, given in writing to the persons to be removed. Any trustee may resign his office, and may file such resignation in writing, in such court or the clerk's office thereof.
5. The board of trustees may make all by-laws, rules, orders, regulations and contracts which they shall deem necessary or proper, so that the same be not contrary to law, or to any by-law made by the stockholders; and may appoint, employ, compensate, control or remove all such officers, physicians, surgeons, agents and servants as they shall deem proper for the purposes of the corporation.
6. Meetings of the stockholders may be called by the board of trustees or any stockholder, by giving notice of the same to all the stockholders in person, or by publishing notice thereof at least three days previous thereto in some newspaper printed in Wheeling. The stockholders at such meetings may make or alter by-laws of the corporation. In all questions and elections every share of stock shall entitle the holder to one vote. Votes may be given in person or by proxy. Two-thirds, at least, of the stock subscribed for being represented in person or by proxy shall be a quorum; two, at least, of the trustees shall be a quorum of the board.
7. The general assembly reserves the power to alter or repeal this act, saving to all persons their rights of property. The location of the hospital within said city shall be subject to the control of the council of the said city of Wheeling.