• § 46-8-40 - Grant of Corporate Powers and Privileges to Railroad Companies by Secretary of State; Procedure in Case of Disqualification of Secretary of State
  All corporate powers and privileges of railroad companies shall be issued and granted by the Secretary of State upon the terms, liabilities, and restrictions...
• § 46-8-41 - Procedures Regarding Preparation of Petition for Incorporation; Filing of Petition and Affidavit With Secretary of State; Endorsement by Secretary of State; Allowance for Public Inspection of Petition and Affidavit
  (a) Any group of ten or more persons who desire to be incorporated as a railroad company shall prepare a petition in writing, addressed...
• § 46-8-42 - Certificate of Incorporation; Duration of Corporate Existence; Fee for Issuance of Certificate
  (a) When the petition has been filed with the Secretary of State, he shall issue to the company under the great seal of the...
• § 46-8-43 - Duties of Secretary of State Prior to Issuance of Certificate of Incorporation; Certificate or Duplicate Thereof As Evidence of Existence of Corporation and Compliance With Chapter
  Before the Secretary of State issues a certificate of incorporation pursuant to Code Section 46-8-42, he shall satisfy himself that all of the requirements...
• § 46-8-44 - Subscription to Capital Stock; Par Value of Stock; Subscription to All Capital Stock As Prerequisite to Beginning Railroad Construction
  (a) When the certificate of incorporation has been issued, the persons named therein, in case they have not subscribed to the entire capital stock,...
• § 46-8-45 - Payment of Subscriptions; Procedure by Directors in Case of Default by Subscriber
  (a) The directors may require the subscribers to the capital stock to pay the amounts variously subscribed by them, in such installments as they...
• § 46-8-46 - Procedures Regarding Organizational Meeting; Qualifications of Directors; Selection of Officers and Agents; Annual Election of Directors; Filling of Vacancies on Board
  (a) When all of the capital stock has been subscribed to, the persons named in the certificate of incorporation or a majority of them...
• § 46-8-47 - Determination of Directors' Compensation; Appointment of Chairman and Vice-Presidents; Time and Place of Board Meetings; Procedures Regarding Board Meetings
  (a) The board of directors shall have the authority to fix the compensation of directors for services in any capacity unless otherwise provided in...
• § 46-8-48 - Creation of Executive Committee and Other Committees; Powers of Committees; Designation of Alternate Members of Committees; Committee Action by Majority Vote
  (a) If the charter or the bylaws of a railroad company incorporated under the laws of this state so provide, the board of directors,...
• § 46-8-49 - Action by Board or Committee Thereof or by Shareholder or Committee Thereof by Written Consent of Members Without Meeting
  (a) Unless otherwise provided by the charter or bylaws, any action required by this title to be taken by a railroad company at a...
• § 46-8-50 - Combination of Offices of Corporation; Election of Officers by Shareholders; Terms of Office; Powers and Duties of Officers; Authority of Chairman or President As to Legal Proceedings
  (a) Any two or more offices provided for by Code Section 46-8-46 may be held by the same person, except the offices of president...
• § 46-8-51 - Indemnification of Persons by Railroad Corporation; Advance of Expenses; Insuring Against Liabilities; Reports of Payments to Shareholders; Provisions Eliminating or Limiting Liability of Director
  (a) A railroad corporation shall have power to indemnify persons, to advance expenses prior to final disposition, and to insure against liabilities and expenses...
• § 46-8-52 - Exemption of Property of Stockholders From Debts or Liabilities of Corporation
  All property, whether real or personal, of any stockholder in this state shall be exempt from the debts or liabilities of a railroad corporation,...
• § 46-8-53 - Procedure for Issuing Bonds or Increasing Capital Stock
  In no case shall a railroad corporation issue bonds or increase its capital stock except by a vote of two-thirds of the capital stock...
• § 46-8-54 - Adoption of Title by Railroad Companies Incorporated, or by Persons Owning or Operating a Railroad, Prior to December 17, 1892
  (a) Any railroad company incorporated before December 17, 1892, whether by Act of the General Assembly incorporating the same by name or under the...
• § 46-8-55 - Standard of Care for Directors and Officers in Discharge of Duties; Reliance Upon Financial Information
  (a) (1) A director shall discharge his duties as a director, including his duties as a member of a committee: (A) In good faith;...

Last modified: October 14, 2016