Missouri Statute | Act | Code |Incorporation And Regulation Of Certain Utilities And Carriers| US Code - US Statute

The term "railroad corporation" contained in this chapter shall
be deemed and taken to mean all corporations, companies or individuals
now owning or operating, or which may hereafter own or operate, any
railroad in this state. (RSMo 1939 § 5250)

Prior revisions: 1929 § 4812; 1919 § 10001; 1909 § 3214

All existing railroad corporations within this state, and such
as may be hereafter chartered or formed, shall, respectively, have and
possess all the powers and privileges contained in this chapter; and they
shall be subject to all the duties, liabilities and provisions not
inconsistent with the provisions of their charter herein contained. (RSMo
1939 § 5249) Prior revisions: 1929 § 4811; 1919 § 10000; 1909 § 3213

1. Any number of persons, not less than five, may form a company
for the purpose of constructing, maintaining and operating a railroad for
public use in the conveyance of persons and property; and for that
purpose may make and sign articles of association, in which shall be
stated the name of the company, the number of years the same is to
continue, the places from and to which the road is to be constructed or
maintained or operated, the length of such road, as near as may be, and
the name of each county in the state through or into which it is made or
intended to be made, the amount of the capital stock of the company,
which shall not be less than ten thousand dollars for every mile of
standard or broad gauge, nor less than five thousand dollars for every
mile of narrow gauge road constructed or proposed to be constructed, and
the number of shares of which said capital stock shall consist, and the
names and places of residence of the directors of the company, not less
than five nor more than twenty-one in number, who shall manage its
affairs for the first year, and until others are chosen in their places.

2. Each subscriber to such articles of association shall subscribe
thereto his name, place of residence, and the number of shares of stock
he agrees to take in said company.

3. On compliance with the provisions of section 388.040, such articles of
association may be filed in the office of the secretary of state, who
shall endorse thereon the day they are filed, and record the same in a
book to be provided by him for that purpose; and thereupon the persons
who have so subscribed such articles of association, and all persons who
shall become stockholders in said company, shall be a corporation by the
name specified in such articles of the association, and shall possess the
powers and privileges granted to corporations, and be subject to the
provisions relating thereto contained in this chapter. (RSMo 1939 § 5126,
A.L. 1951 p. 545)

Prior revisions: 1929 § 4654; 1919 § 9849; 1909 § 3048

1. Such articles of association shall not be filed and recorded
in the office of the secretary of state, until at least one thousand
dollars of stock for every mile of standard or broad gauge railroad, nor
until at least five hundred dollars of stock for every mile of narrow
gauge railroad proposed to be made, is subscribed thereto and five
percent paid thereon, in good faith and in cash to the directors named in
said articles of association; nor until there is endorsed thereon, or
annexed thereto an affidavit, made by at least three of the directors
named in said articles, that the amount of stock required by this section
has been in good faith subscribed, and five percent paid in cash thereon,
as aforesaid, and that it is intended, in good faith, to construct or
maintain and operate the broad, standard or narrow gauge road mentioned
in such articles of association; which affidavit shall be recorded with
the articles of association, as aforesaid.

2. Provided, that such articles of association shall not be filed and
recorded until such corporation or association shall pay into the state
treasury fifty dollars for the first fifty thousand dollars or less of
the capital stock of the corporation or association, and a further sum of
five dollars for every additional ten thousand dollars of its capital
stock, as provided by law. (RSMo 1939 § 5135)

Prior revisions: 1929 § 4662; 1919 § 9852; 1909 § 3051

CROSS REFERENCE: Incorporation fees for business corporations generally,
RSMo 351.065

A copy of any articles of association filed and recorded in
pursuance of this chapter, or of the record thereof, with a copy of the
affidavit aforesaid endorsed thereon or annexed thereto, and certified to
be a copy by the secretary of state, shall be presumptive evidence of the
incorporation of such company, and of the facts therein stated. (RSMo
1939 § 5136)

Prior revisions: 1929 § 4663; 1919 § 9853; 1909 § 3052

If any corporation formed under this chapter shall not, within
two years after its articles of association are filed and recorded in the
office of the secretary of state, begin the construction of its road, and
shall not within one year thereafter expend thereon not less than ten
percent on the amount of its capital, or shall not finish its road and
put it in operation in ten years from the time of filing its articles of
association as aforesaid, its corporate existence and powers shall cease;
provided, that if a portion of its road shall be finished and in
operation, it shall continue its corporate existence, with power to hold
and manage the portion of its road so constructed, and for no other
purpose. (RSMo 1939 § 5248)

Prior revisions: 1929 § 4810; 1919 § 9999; 1909 § 3212

Any railroad corporation heretofore or hereafter organized under
the laws of this state may elect its directors for one or more years, not
to exceed three years, the time of service and mode of classifications to
be provided for by the bylaws of the corporation; provided, however, that
there shall be an annual election for such number or proportion of
directors as may be found upon dividing the entire number of directors by
the number of years composing a term. (RSMo 1939 § 5127)

The directors shall appoint one of their number president; they
may also appoint a treasurer and secretary, and such other officers and
agents as shall be prescribed by the bylaws of the company. (RSMo 1939 §
5137)

Prior revisions: 1929 § 4664; 1919 § 9854; 1909 § 3053

It shall be unlawful to elect or appoint any person to any
office of profit or trust, or for such person to hold such office or
appointment, in any railroad corporation established by any law of this
state, who is a stockholder, owner or part owner of any express,
dispatch, fast freight or transportation company, whether incorporated or
not, which has for its object, or one of its objects, the shipment of
freight or transportation of persons over said railroad, or any railroad
in direct connection therewith, or who is in any way pecuniarily
interested in any company or copartnership formed for any such or like
purpose; and all persons interested in aforesaid are hereby declared
ineligible for any such office or appointment. (RSMo 1939 § 5146)

Prior revisions: 1929 § 4673; 1919 § 9863; 1909 § 3062

If any person shall be elected to any office or appointed to any
position in violation of section 388.110, and shall hold any such office
or appointment, he shall forfeit and pay the sum of one hundred dollars
for each and every day that he shall exercise the functions of said
office, which amount may be recovered at the suit of any stockholder of
the company in which the office or appointment shall be unlawfully held.
Such suit shall be in the name of the company, and one-half of the amount
received shall go into the treasury of the company, and the other half to
the stockholder prosecuting. (RSMo 1939 § 5147)

Prior revisions: 1929 § 4674; 1919 § 9864; 1909 § 3063

1. No president, director, officer, agent or employee of any
railroad company, or other corporation operating a railroad, shall
hereafter be interested in any manner, directly or indirectly, in
furnishing materials or supplies to such company; nor shall any such
officer, agent or employee of any railroad company, or other corporation
owning, controlling or managing a railroad, be interested, directly or
indirectly, in the business of transportation as a common carrier of
freight or passengers over the works owned, leased, controlled or
operated by the corporation or association of which he is an officer,
agent or employee.

2. Any president, director, officer, agent or employee of any such
railroad company who shall violate any of the provisions of this section
shall be deemed guilty of a misdemeanor, and upon conviction thereof
shall be fined in a sum of not less than two hundred dollars nor more
than one thousand dollars, or by imprisonment in the county jail for a
term of not less than three months nor more than one year, or by both
such fine and imprisonment, and each day any such violation continues
shall be a separate offense. (RSMo 1939 § 5231)

Prior revisions: 1929 § 4774; 1919 § 9962; 1909 § 3161

Any railroad company heretofore incorporated, or which may be
hereafter organized or incorporated in this state in pursuance of law,
may receive subscriptions to the capital stock of such company or
corporation to aid in the construction or equipment of its road, to be
known as "transportation subscriptions", and the certificates of stock to
be issued thereon, as herein provided, shall be known as "transportation
certificates", each of which shall be for an amount equal to one share of
stock in such company and may be issued to one or more persons, and shall
entitle the holder or holders thereof, or their assigns or legal
representatives, to all the privileges of a stockholder in such company,
but shall not subject the holder to any liability for the debts or
obligations of such company, and shall be an irrevocable and indefeasible
first lien and charge upon and against such railroad, and the roadbed,
rolling stock and depots, engine houses and machine shops of such
company, then in possession of or thereafter acquired by such company or
its successor or successors or assigns, whether in the hands of such
company or of any other person, company or corporation whatsoever into
whose hands or possession the same may at any time come, until taken up,
paid or discharged by such company as herein provided, except the liens
provided by law in favor of the employees of a railroad company, and in
favor of parties performing labor, or furnishing materials for the
construction or the improvement of the roadbed, rolling stock, station
houses, depots, bridges or culverts, and except as to mortgages recorded
in the county or counties through which the line of such road runs or is
proposed to be run, before the date of the making of such subscription;
which mortgages shall have the preference only as to so much of such road
and the property of such company as lies or is situated in counties in
which the same are at that time recorded; and such mortgage shall not
have any preference as a lien upon any property of such company acquired
after the time of making such subscriptions. (RSMo 1939 § 5141)

Prior revisions: 1929 § 4668; 1919 § 9858; 1909 § 3057

Whenever any railroad company shall decide, by a majority vote
of the stockholders present at any regular meeting, to obtain
subscriptions as provided for in section 388.140, they shall prepare a
statement of the terms and conditions upon which they will take the same,
together with the rates at which they propose to transport passengers and
freight in exchange for such certificates, which statement shall be
signed by the president and countersigned by the secretary of said
company, and acknowledged in the manner in which conveyances of real
estate are required by law to be acknowledged, and recorded in the office
of the recorder of deeds of the county in which such subscriptions are
proposed to be taken, before taking any subscriptions, and shall open a
subscription book or books, which shall be headed with a copy of the
statement aforesaid, and be ruled in appropriate columns for the names of
subscribers, the number of shares subscribed for by each, date of the
subscription, and the time and manner of payment, whether in money,
property, material or work, which book or books shall be in duplicate,
and so signed by all subscribers before their subscriptions shall be
binding, one copy of which shall be retained by said company, and the
other deposited and kept in the office and charge of the clerk of the
county commission of the county in which the subscribers reside, who
shall keep the same as a public record of his office, but never allow it
to be taken therefrom; and upon so signing such subscription books, the
signer or signers, respectively, shall severally become liable and bound
to pay the amount, or perform the work or furnish the material by them
respectively subscribed, at the time and place, and in the manner
required by the terms of the subscription; and such company, its
successors and assigns, shall be bound on its part by all the terms and
stipulations thereof, and to issue certificates of stock as aforesaid, to
each of said subscribers, upon their fulfillment of the terms of their
several contracts and subscriptions; and any such company, its successors
or assigns, failing or refusing to issue such certificate or certificates
to any subscriber or subscribers, upon demand, after he or they shall
have complied with the terms of his or their subscription or
subscriptions, and done the work, or furnished the material, or deposited
the money called for thereby with the treasurer of such company, or with
the county treasurer of the county in which such subscriber resides, to
the credit of such company, or refusing to take or accept the
proportional part thereof in payment of freight charges or passenger
fare, as herein provided, shall, in addition to all other liabilities for
the breach of such contract, be liable to be enjoined at the suit of any
one or more of the subscribers so aggrieved, against running trains upon,
or in any wise operating or conducting such road until such certificate
shall be issued or acceptance made. (RSMo 1939 § 5142)

Prior revisions: 1929 § 4669; 1919 § 9859; 1909 § 3058

Any two or more persons may unite in their subscriptions so as
to make the same joint as well as several, and have the certificates of
stock issued thereon to them jointly; but in the absence of express
agreement to the contrary, all subscriptions shall be several and not
joint, and may be sued upon severally in any court of competent
jurisdiction, without filing the original subscription list as an exhibit
in the cause. (RSMo 1939 § 5143)

Prior revisions: 1929 § 4670; 1919 § 9860; 1909 § 3059

Every certificate of stock issued under the provisions of this
chapter shall recite that fact upon its face; shall draw interest from
date at six percent per annum, unless otherwise agreed in the articles of
subscription; and shall be assignable by endorsement, under the hand of
the holder thereof, and shall entitle the holder or his assignee to an
amount of transportation, either freight or passenger, in his own right
or at his request, over any and all parts of the road of such company,
its successors, assigns, lessees, or any company operating the same at
the time, to an amount equal to the face value thereof and accrued
interest, if any, at rates not exceeding those set forth in the recorded
statement herein provided for, provided, that such company shall have a
right to require one-half of each freight bill, or of the fare for each
trip, to be paid in cash, and that the remainder only shall be credited
thereon until the amount due and unpaid shall be less than one-eighth
thereof after which such holder shall be entitled to freight or passage
to an amount equal to the balance due thereon until the same is all paid,
when it shall be delivered up to said company, and the rights of such
holder thereunder shall cease; provided further, that no assignment of
any such certificate shall create any other or greater liability in the
assignor than is expressly created by such assignment. (RSMo 1939 § 5144)

Prior revisions: 1929 § 4671; 1919 § 9861; 1909 § 3060

Every railroad company taking subscriptions under this chapter
shall keep in its principal office in this state, open to inspection, a
correct record of all such certificates of stock issued by them or their
assignor or predecessor, showing the number, date, and to whom issued,
and when canceled; and it shall be the duty of the county clerk, upon
production by such company of any such canceled certificate, to note the
fact and date of such cancellation in his office. (RSMo 1939 § 5145)

Prior revisions: 1929 § 4672; 1919 § 9862; 1909 § 3061

Any railroad company may open and keep an interest account with
their stockholders, from the dates of their payments on their
subscription, respectively; and, in order to place all their stockholders
on an equal footing, may allow interest from the dates of such payments,
payable in stock, for such time and under such regulations as the board
of directors may prescribe. (RSMo 1939 § 5172)

Prior revisions: 1929 § 4707; 1919 § 9897; 1909 § 3092

No person holding stock in any such company, as personal
representative, conservator, or trustee, and no person holding such stock
as collateral security shall be personally subject to any liability as a
stockholder of such company; but the person pledging such stock shall be
considered as holding the same, and shall be liable as a stockholder
accordingly; and the estates and funds in the hands of such personal
representative, conservator, or trustee shall be liable in like manner,
and to the same extent, as the testator or intestate of the protectee or
person interested in such fund would have been, if he had been living and
competent to act, and held the same stock in his own name. (RSMo 1939 §
5140, A.L. 1983 S.B. 44 & 45)

Prior revisions: 1929 § 4667; 1919 § 9857; 1909 § 3056

Every corporation formed under this chapter shall, in addition
to the powers herein conferred, have power:

(1) To cause such examination and survey for its proposed railroad to be
made as may be necessary to the selection of the most advantageous route,
and for such purpose, by its officers, agents or servants, to enter upon
the lands or waters of any person; but such corporation shall be liable
and subject to responsibility for all damages which shall be done thereto;

(2) To take and hold such voluntary grants of real estate and other
property as shall be made to it to aid in the construction, maintenance
and accommodation of its railroads; but the real estate received by
voluntary grant shall be held and used for the purpose of such grant only;

(3) To lay out its road, not exceeding one hundred feet in width, and to
construct the same; and, for the purpose of cuttings and embankments, to
take as much more land as may be necessary for the proper construction
and security of the road, and to cut down any standing trees that may be
in danger of falling on the road, making compensation therefor as
provided in this chapter and chapter 523, RSMo, for lands taken for the
use of the company;

(4) To construct its road across, along or upon any stream of water,
watercourse, street, highway, plank road, turnpike or canal which the
route of its road shall intersect or touch, but the company shall restore
the stream, watercourse, street, highway, plank road and turnpike thus
intersected or touched to its former state, or to such state as not
unnecessarily to have impaired its usefulness. Nothing herein contained
shall be construed to authorize the erection of any bridge or other
obstruction across or over any stream navigated by steamboats at the
place where any bridge or other obstruction may be proposed to be placed,
so as to prevent the navigation of such stream, nor to authorize the
construction of any railroad not already located in, upon or across any
street in a city or road of any county, without the assent of the
corporate authorities of said city, or the county commission of such
county;

(5) To cross, intersect, join and unite its railroad with any other
railroad before constructed, at any point on its route, and upon the
grounds of such other railroad company, with the necessary turnouts,
sidings and switches and other conveniences, in furtherance of the
objects of its connections; and every company whose railroad is or shall
be hereafter intersected by any new railroad shall unite with the owners
of such new railroad in forming such intersections and connections, and
grant the facilities aforesaid; and if the two corporations cannot agree
upon the amount of compensation to be made therefor, or the points and
manner of such crossings and connections, the same shall be ascertained
and determined by commissioners to be appointed by the court, as is
provided in this chapter and chapter 523, RSMo, for the condemnation of
lands for railroad purposes;

(6) To take and convey persons and property on their railroad by the
power or force of steam or of animals, or by any mechanical power, and to
receive compensation therefor;

(7) To erect and maintain all necessary and convenient buildings,
stations, fixtures and machinery for the accommodation and use of their
passengers, freights and business;

(8) From time to time to borrow such sums of money as may be necessary
for the completion, equipment or repair of their railroad, or for the
funding of any floating debt, or for the making of any addition or
extension thereto authorized by their charter, or for the making
connection with any bridge by tunnel or otherwise; and for any or all of
the purposes above named may issue and dispose of their bonds for any
amount so borrowed, and may mortgage their corporate property and
franchise, or any part thereof, to secure the payment of any debt
contracted by the company for the purposes aforesaid, or any one of them;
provided, such corporation shall not increase its bonded indebtedness
unless it complies with the provisions of section 351.160, RSMo;

(9) To construct, maintain and operate in connection with any railroad
bridge across any watercourse or navigable stream of water within this
state a toll bridge for the passage of wagons, vehicles, foot passengers
and animals, and to charge reasonable rates of toll therefor; provided,
however, that any such toll bridge shall not be so constructed as to
prevent the navigation of such watercourse or stream of water. (RSMo 1939
§§ 5128, 5139, A. 1949 H.B. 2101, A.L. 1969 p. 528)

Prior revisions: 1929 §§ 4655, 4666; 1919 §§ 9850, 9856; 1909 §§ 3049,
3055

CROSS REFERENCES: Stock or bond, issue to be approved by public service
commission, RSMo 387.270, 387.280

(1951) Conveyance to railroad corporation of land in excess of that
required for right-of-way by warranty deed for substantial consideration
vests fee simple title in such corporation. Clay v. Mo. Highway Comm.,
362 Mo. 60, 239 S.W.2d 505.

(1981) Power of eminent domain includes right to survey in anticipation
of and preparation for condemnation. State ex rel. Rhodes v. Crouch
(Mo.), 621 S.W.2d 47.

(1995) "Voluntary grant" means a conveyance without valuable
consideration. Jordan v. Stallings, 911 S.W.2d 653 (Mo.App. S.D.)

1. A railroad corporation may amend its articles of
incorporation from time to time in any and as many respects as may be
desired; provided, that its articles of incorporation as amended contain
only such provisions as might be lawfully contained in original articles
of incorporation if made at the time of making such amendment, and, if a
change in shares or an exchange or reclassification of shares is to be
made, such provisions as may be necessary to effect such change, exchange
or reclassification as may be desired and as is permitted by this
section. In particular, and without limitation upon such general power of
amendment, a railroad corporation may amend its articles of incorporation
from time to time so as:

(1) To change its corporate name;

(2) To change its period of duration;

(3) To change, enlarge or diminish its corporate purposes;

(4) To increase or decrease the number of its directors to not more than
twenty-one, nor less than three;

(5) To increase or decrease the aggregate number of shares of any class
which the corporation has authority to issue;

(6) To increase or decrease the par value of the authorized shares of any
class having a par value, whether issued or unissued; provided, that if
the par value of issued shares is increased there shall be transferred to
stated capital at the time of such increase an amount of surplus equal to
the aggregate amount by which the par value is increased;

(7) To exchange, classify, reclassify or cancel all or any part of its
shares, whether issued or unissued. The creation, alteration or
abolition, in whole or in part, of designation, preferences, privileges
or voting powers of any shares previously authorized, or the restrictions
or qualifications thereof (including the creation, alteration or
abolition of any provisions or rights in respect of the redemption of any
shares; or any cumulative or noncumulative dividends, whether or not
accrued, which shall not have been declared; or any accumulated but
unexpended installment of any sinking fund whether or not set aside for
the redemption or purchase of any shares; or any preemption right to
subscribe for shares or other securities of the corporation whether
existing at law or contained in the articles of incorporation or other
certificate filed pursuant to law), shall be deemed to be a
classification or reclassification of such shares for the purpose of this
section;

(8) To change the designation of all or any part of its shares, whether
issued or unissued, and to change the preferences, qualifications,
limitations, restrictions and special or relative rights including
convertible rights in respect of all or any part of its shares, whether
issued or unissued;

(9) To change shares having a par value, whether issued or unissued, into
the same or a different number of shares without par value, and to change
shares without par value, whether issued or unissued, into the same or
different number of shares having a par value;

(10) To create a new class or classes of stock and to define the
preferences, qualifications, limitations, restrictions, and the special
or relative rights of the shares of such new class or classes.

2. Amendments to the articles of incorporation shall be made in the
following manner:

(1) The board of directors shall adopt a resolution setting forth the
proposed amendment and directing that it be submitted to a vote at a
meeting of shareholders, which may be either an annual or a special
meeting;

(2) Written or printed notice setting forth the proposed amendment or a
summary of the changes to be effected thereby shall be given to each
shareholder of record entitled to vote at such meeting within the time
and in the manner and upon the conditions provided in section 351.230,
RSMo, for the giving of notice of meetings of shareholders;

(3) At such meeting a vote of the shareholders entitled to vote thereat
shall be taken on the proposed amendment. The proposed amendment shall be
adopted upon receiving the affirmative vote of a majority of the
outstanding shares entitled to vote, provided, however,

(a) That if any amendment provides for an increase of shares, then such
amendment shall be adopted only upon receiving the affirmative vote of
persons holding a larger amount in value of the outstanding shares;

(b) That if any amendment provides for the creation or increase of
preferential shares, then such amendment shall be adopted only upon
receiving the affirmative vote of a majority of all outstanding shares,
including shares not entitled to vote by the articles of incorporation;
and

(c) That if any amendment would alter or change the preferences,
priorities, special rights or powers given to any one or more classes of
shares by the articles of incorporation so as to affect such class or
classes adversely, or if any amendment classifies or reclassifies
outstanding shares of any class, or authorizes shares having preferences
which are in any respect superior to the preferences of the outstanding
shares of any class having preferences, or provides that shares of any
class may be converted into shares of any other class or into shares of
any other series of the same class, or alters the term or conditions of
shares of any class which are either convertible or issuable upon
conversion, then the shareholders of each such class of shares so
affected by any such amendment shall vote thereon, whether by the terms
of the articles of incorporation such class be entitled to vote or not,
and the following vote of each such class of shares so affected by the
amendment shall be necessary to the adoption thereof, in addition to the
affirmative vote of other shares as in this subdivision (3) required,
namely:

a. In the case of corporations, the articles of incorporation of which do
provide for any such change or alteration on a specified vote, the vote
of each such class as specified in the articles of incorporation; and

b. In the case of corporations, the articles of incorporation of which do
not provide for any such change or alteration upon a specified vote, the
vote of holders of seventy-five percent of the outstanding shares of each
such class. (L. 1945 p. 686 § 5149)

(1958) In interpleader proceeding by railroad company held that under
this section as it was in 1891 when railroad company was reorganized and
preferred stock issued and under corporate contract, preferred
stockholders were not entitled to participate in dividends after they had
received the stated five percent preferential dividend and common stock
had received like dividend in any given year as section was limitation
and not affirmative grant of participating rights and as under common
laws there was no implied or presumed intent that preferred stock should
participate. St. Louis Southwestern Ry. Co. v. Loeb (Mo.), 318 S.W.2d 246.

Any railroad company incorporated by the laws of this state may
at any time reduce the amount of its capital or common stock by a vote of
three-fifths in interest of all the stock of such company to be affected
thereby, at a stockholders' meeting, called in conformity to the bylaws
of such company; and if so voted for, said capital stock may be reduced
upon the plan in detail thus submitted to the stockholders; provided,
that such reduction shall be so made as to affect the interest of all
stockholders alike; provided, that nothing in this section shall be so
construed as to permit the reduction of the capital stock of any company
below the minimum amount prescribed by law. (RSMo 1939 § 5148)

Prior revisions: 1929 § 4675; 1919 § 9865; 1909 § 3064

1. Notwithstanding the provisions of any other statutes of this
state applicable to amendments of charters or articles of association of
railroad companies incorporated under its laws, where a plan of
reorganization of any such railroad company pursuant to the act of
Congress of July 1, 1898, entitled "An Act to Establish a Uniform System
of Bankruptcy Throughout the United States", as amended (herein called
"The National Bankruptcy Act"), has been confirmed by decree or order of
a court of competent jurisdiction, the reorganization managers or
committee designated in the plan of reorganization to consummate the
same, or such other person so authorized by the court or judge in such
reorganization proceedings, shall have full power and authority to adopt
such amendments of its charter or articles of association as may be
necessary and proper to put into effect and carry out such plan of
reorganization and the decrees and orders of the court relative thereto
without action by the directors or stockholders of any such railroad
company.

2. After the adoption of such amendments of the charter or articles of
association a certificate of amendment executed, acknowledged and sworn
to by such reorganization managers or committee or such other person so
authorized by the court or judge to adopt such amendments, shall be filed
with the secretary of state. Such certificate of amendment shall show

(1) The name of the corporation and, if it has been changed, the name
under which it theretofore existed;

(2) The amendment or amendments adopted;

(3) The new capitalization of such corporation; and

(4) That such amendments and new capitalization were authorized by the
plan of reorganization or in a decree or order of the court relative
thereto, and that the plan has been confirmed under The National
Bankruptcy Act, with the title and venue of the proceeding and the date
when the decree or order confirming the plan was made.

3. Any such reorganized railroad company shall not be precluded from
thereafter further amending its charter or articles of association in the
manner otherwise provided by law. For the amendment of a charter or
articles of association pursuant to a plan of reorganization as in this
section provided, there shall be paid to the state of Missouri such fees
as are or shall be prescribed by law on any increase in the capital stock
of such reorganized company over its aggregate authorized capital stock
upon which incorporation fees were previously paid. (L. 1945 p. 684 §
5289C)

Trustees or receivers of railroad companies and corporations and
their estates appointed by any court whatsoever owning, holding,
operating, controlling or managing any such corporation or company or its
estate shall have all the rights and powers possessed by railroad
corporations and companies under the laws of Missouri. (L. 1941 p. 329 §
5289A)

Any steam railroad company operating in this state may acquire,
own and operate equipment designed for aerial transportation of persons
and/or property in the same manner as individuals are now or may
hereafter be lawfully permitted so to do. (RSMo 1939 § 5132)

Prior revision: 1929 § 4659

Any steam railroad company operating a railroad in this state
may acquire, own and operate motor vehicles for the purpose of carrying
passengers or property, or both persons and property, for hire upon the
highways of this state in the same manner as individuals are now or may
hereafter be permitted so to do. (RSMo 1939 § 5133)

Prior revision: 1929 § 4660

(1956) Railroad, having authority to transport freight by truck from
depot to depot, was not entitled to authority to pick up and deliver
freight to shippers' docks in absence of showing of public convenience
and necessity. State ex rel. Missouri Pac. Freight Trans. Co. v. Pub.
Serv. Comm. (A.), 288 S.W.2d 679.

All railroad corporations may contract with each other, or with
other corporations, in any manner not inconsistent with the scope, object
and purpose of their creation and management. (RSMo 1939 § 5183)

Prior revisions: 1929 § 4721; 1919 § 9911; 1909 § 3106

1. Any two or more railroad companies in this state, existing
under either general or special laws, and owning railroads constructed
wholly or in part, which, when completed and connected, will form in the
whole or in the main one continuous line of railroad, are hereby
authorized to consolidate in the whole or in the main, and form one
company owning and controlling such continuous line of road, with all the
powers, rights, privileges and immunities, and subject to all the
obligations and liabilities to the state, or otherwise, which belonged to
or rested upon either of the companies making such consolidation. In
order to accomplish such consolidation, the companies interested may
enter into contract fixing the terms and conditions thereof, which shall
first be ratified and approved by a majority in interest of all the stock
held in each company or road proposing to consolidate, at a meeting of
the stockholders regularly called for the purpose, or by the approval, in
writing, of the persons or parties holding and representing a majority of
such stock.

2. A certified copy of such articles of agreement, with the corporate
name to be assumed by the new company, shall be filed with the secretary
of state, when the consolidation shall be considered duly consummated,
and a certified copy from the office of the secretary of state shall be
deemed conclusive evidence thereof.

3. The board of directors of the several companies may then proceed to
carry out such contract according to its provisions, calling in the
certificates of stock then outstanding in the several companies or roads,
and issuing certificates of stock in the new consolidated company, under
such corporate name as may have been adopted; provided, however, that the
foregoing provisions of this section shall not be construed to authorize
the consolidation of any railroad companies or roads, except when by such
consolidation a continuous line of roads is secured, running in the whole
or in the main in the same general direction; and provided, it shall not
be lawful for said roads to consolidate in the whole or in part, when by
so doing it will deprive the public of the benefit of competition between
said roads.

4. And in case any such railroad companies shall consolidate or attempt
to consolidate their roads contrary to the provisions of this section,
such consolidation shall be void, and any person or party aggrieved,
whether stockholder or not, may bring action against them in the circuit
court of any county through which such road may pass, which court shall
have jurisdiction in the case and power to restrain by injunction or
otherwise.

5. And in case any railroad in this state shall hereafter intersect any
such consolidated road, said road or roads shall have the right to run
their freight cars without breaking bulk upon said consolidated road, and
such consolidated road shall transact the business of said intersecting
or connecting road or roads on fair and reasonable terms.

6. Before any railroad companies shall consolidate their roads, under the
provisions of this section, they shall each file with the secretary of
state a resolution accepting the provisions thereof, to be signed by
their respective presidents and attested by their respective secretaries,
under the seal of their respective companies, which resolution shall have
been passed by a majority vote of the stock of each, at a meeting of the
stockholders to be called for the purpose of considering the same, sixty
days' public notice of the time, place and purpose of such meeting having
been given by advertisement in some newspaper printed in the county where
the general offices of said company or companies of this state are
situated. (RSMo 1939 § 5161)

Prior revisions: 1929 § 4688; 1919 § 9878; 1909 § 3077

1. Any railroad company heretofore incorporated or hereafter
organized in pursuance of law, may, at any time, by means of subscription
to the capital stock of any other railroad company, or otherwise, aid
such company in the construction of its railroad within or without the
state, for the purposes of forming a connection of the last mentioned
road with the road owned by the company furnishing such aid, or any such
railroad company which may have built its road to the boundary lines of
the state may extend into the adjoining state, and for that purpose may
build, buy, lease or consolidate, in the manner provided in section
388.290, with any railroads in such adjoining state, and operate the
same, and may own such real estate and other property in such adjoining
state as may be convenient in operating such road; or any railroad
company organized in pursuance of the laws of this or any other state, or
of the United States, may lease or purchase all or any part of a
railroad, with all its privileges, rights, franchises, real estate and
other property, the whole or a part of which is in this state, and
constructed, owned or leased by any other company, if the lines of the
road or roads of such companies are continuous or connected at a point
either within or without this state, upon such terms as may be agreed
upon between said companies respectively; or any railroad company duly
incorporated and existing under the laws of any state of the United
States may extend, construct, maintain and operate its railroad into and
through this state, and for that purpose shall possess and exercise all
the rights, powers and privileges conferred by the general laws of this
state upon railroad corporations organized thereunder, and shall be
subject to all the duties, liabilities and provisions of the laws of this
state concerning railroad corporations, as fully as if incorporated in
this state.

2. Provided, that no such aid shall be furnished, nor any purchase,
lease, subletting or arrangements perfected until a meeting of the
stockholders of said company or companies of this state, party or parties
to such agreement, whereby a railroad in this state may be aided,
purchased, leased, sublet, consolidated or affected by such arrangements,
shall have been called by the directors thereof, at such times and places
and in such manner as they shall designate, sixty days' public notice
thereof having been previously given and the holders of a majority of the
stock of such company, in person or by proxy, shall have assented
thereto, or until the holders of a majority of the stock of such company
shall have assented thereto, in writing, and a certificate thereof,
signed by the president and secretary of said company or companies, shall
have been filed in the office of the secretary of state.

3. And provided further, that if a railroad company of another state
shall lease a railroad, the whole or a part of which is in this state, or
make arrangement for operating the same as provided in sections 388.290
and 388.300, or shall extend its railroad into this state, or through
this state, such part of said railroad as is within this state shall be
subject to taxation, and shall be subject to all regulations and
provisions of law governing railroads in this state; and a corporation in
this state leasing its road to a corporation of another state, or
licensing or permitting a corporation of another state, under any running
arrangement, to run engines and cars upon its road in this state, shall
remain liable as if it operated the road itself; and a corporation of
another state, being a lessee of a railroad in this state, or running its
engines and cars upon a railroad in this state under a license, permit or
running arrangement, shall likewise be held liable for the violation of
any of the laws of this state, and may sue and be sued in all cases and
for the same causes and in the same manner as a corporation of this state
might sue or be sued if operating its own road; but a satisfaction of any
claim or judgment by either of said corporations shall discharge the
other; and a corporation of another state, being the lessee as aforesaid,
or extending its railroad as aforesaid into or through this state, shall
establish and maintain an office or offices in this state, at some point
or points on the line of the road so leased or constructed and operated,
at which legal process and notice may be served as upon railroad
corporations of this state. (RSMo 1939 § 5162)

Prior revisions: 1929 § 4689; 1919 § 9879; 1909 § 3078

(1955) Suit may not be maintained in this state against foreign railroad
company for personal injuries to resident workmen where it was not
licensed in this state and did not operate here except to maintain two
offices for the solicitation of business. Hayman v. Southern Pac. Co.
(Mo.), 278 S.W.2d 749.

1. Whenever any railroad, street railway, terminal or other
railway corporation owning, operating, maintaining, managing or running
any railway or railroad, of any kind whatsoever, in this state, shall
sell, transfer, consolidate, lease or assign any such railroad, or
railway, or any part thereof or interest therein, to or with any other
railroad, railway, corporation, person or persons, such railroad,
railway, corporation, person or persons, and its or their successors and
assigns, shall take and hold the same subject to the payment of all
judgments, claims, debts, liens and liabilities existing against such
railroad, street railway, terminal or other railway corporation, at the
time of the sale, transfer, consolidation, lease or assignment thereof.
And whenever any such railroad, street railway or other railway company
or corporation, or any receiver thereof, shall lease its road or tracks
or any part thereof to any other company or corporation, or shall license
or permit any other company or corporation, under any running agreement,
to run cars, engines or rolling stock upon its road or track, in this
state, the company or corporation so leasing its road, or such part
thereof, to such other company or corporation, or so licensing or
permitting the use of its road or track by such other company or
corporation, shall remain liable for all acts, debts, claims, demands,
judgments and liabilities of the lessee or licensee, or any sublessee or
sublicensee, company or corporation, the same as if it (the lessor or
licensor) operated the road, or such part thereof, itself; and such
lessee or licensee shall likewise be held liable and may sue and be sued
in all cases and for the same causes, and in the same manner, as if
operating its own road; provided, however, that a satisfaction in full of
any claim or judgment by either of such corporation or company shall
discharge the other.

2. And suit may be brought upon any such claim, debt, lien or liability
against either the corporation to whom any such sale, transfer, lease, or
assignment has been made, or with which such consolidation has been had,
or against the corporation so selling, transferring, leasing,
consolidating or assigning, or against both such corporations, jointly,
at the option of such claimant, and if any suit shall be pending against
the corporation so selling, transferring, leasing, assigning, at the time
of any such sale, transfer, consolidation, lease or assignment, the
plaintiff therein may, at his option, and upon motion, have the
corporation or person so purchasing, receiving, acquiring or taking, made
a party defendant jointly with the other defendant, but such plaintiff's
failure to have such corporation made a defendant in the case shall not
in any manner prevent or bar such plaintiff from enforcing any judgment
obtained in such suit against the corporation so acquiring, purchasing or
taking such railroad, or railway, or part thereof, as above provided. And
for the purposes of jurisdiction and service of process, the servants,
agents, employees, officers and offices of either of such corporations or
person shall be held to be the agents, servants, employees, officers and
offices of both, and service upon the agent, officer or employee of
either corporation shall be held and deemed sufficient and valid service
upon both of such corporations. (RSMo 1939 § 5163)

Prior revisions: 1929 § 4690; 1919 § 9880; 1909 § 3079

Any railroad corporation or association, organized for the
purpose, shall have the right to construct and operate a railroad between
any points within this state, and to connect at the state line with
railroads of other states; and shall have the right, with its road, to
intersect, connect with or cross any other railroad, and shall receive
and transport each other's passengers, tonnage and cars, loaded or empty,
without delay or discrimination. (RSMo 1939 § 5232)

Prior revisions: 1929 § 4775; 1919 § 9963; 1909 § 3162

Every railroad company shall, before constructing any part of
its road into or through any county named in its articles of association,
and every company heretofore formed and now operating roads in any county
in this state, shall make a profile map or maps of the route intended to
be or already adopted by such company in such county, which map or maps
shall show the actual survey, location and distance of the roadbed
through the congressional sections through which such road runs, and also
the location and number of miles of main and sidetracks of such road in
such county, and which map or maps shall be certified by the president
and engineer of the company or a majority of the directors, and filed in
the office of the clerk of the county commission of the county in which
the road is to be or has been made. The company shall give written notice
to all actual occupants of the land over which the route of the road is
so designated, and which has not been purchased by or given to the
company. (RSMo 1939 § 5158)

Prior revisions: 1929 § 4685; 1919 § 9875; 1909 § 3074

Any railroad company heretofore organized, or which may
hereafter be organized under the laws of this state, may extend its line
of railroad beyond this state into or through any other state or
territory, and may acquire any line of railroad within or without this
state which shall form a continuous line with the road operated by such
company, by direct connection or by bridge, ferry or otherwise, or over
any other line or lines constructed, or to be constructed, and which
bridge, ferry, line or lines, such company shall have the right, by
contract or otherwise, when completed, to use or operate, and may acquire
and may hold the obligations and stock of other companies owning or
operating any such lines of road, bridge or ferry; provided, that no line
of railroad shall be so purchased until a meeting of the stockholders of
such company or companies of this state, party or parties to such an
agreement, whereby a railroad in this state may be purchased, shall have
been called by the directors thereof, at such times and places and in
such manner as they shall designate, sixty days' due notice thereof
having been previously given, and the holders of a majority of such
stock, by person or proxy, shall have assented thereto, or until a
majority of the holders of the stock of such company shall have consented
thereto, in writing, and a certificate thereof signed by the president
and secretary of said company or companies shall have been filed in the
office of the secretary of state. (RSMo 1939 § 5164)

Prior revisions: 1929 § 4691; 1919 § 9881; 1909 § 3080

Any railroad company organized under the laws of this state, or
under the laws of any other state, a portion of whose line of railroad is
constructed within this state, shall have the right to build extensions
and branches of its line of railroad within this state of such length and
in such direction as may be authorized by resolution adopted by its board
of directors at any regular or special meeting of said board, which
resolution shall show the county or counties into or through which said
extension or branch railroad shall be constructed, and shall set forth
the length of said extension or branch railroad and the proposed cost
thereof and the intention of said railroad company to build the same. A
certified copy of such resolution of the board of directors shall be
filed in the office of the secretary of state, and when so filed shall be
held and deemed to be an amendment to the charter of said corporation;
provided, that before any railroad company shall extend its line or
branches under the provisions of sections 388.350 to 388.370, it shall
pay the same fees to the state as is now or may hereafter be provided for
an original charter. (RSMo 1939 § 5151)

Prior revisions: 1929 § 4678; 1919 § 9868; 1909 § 3067

Every railroad company, as aforesaid, before proceeding to
construct any such extension of its railroad or branch railroad into or
through any county mentioned in said resolution of its board of
directors, shall make a map or maps of the route intended to be or
already adopted for such extension or branch railroad by such company in
such county or counties, which map or maps shall show all details as
required by section 388.330, and shall be certified by the president or
vice president and engineer of said company, or by a majority of the
directors, and filed in the office of the clerk of the county commission
of each county into or through which the extension of said railroad or
said branch railroad is intended to be constructed. The company shall
give written notice to all actual occupants of the land over which the
route of said extension or branch railroad is so designated, and which
has not been purchased by or given to said company. (RSMo 1939 § 5152)

Prior revisions: 1929 § 4679; 1919 § 9869; 1909 § 3068

Any railroad company in this state shall have the right to take
and hold all necessary ground for right-of-way for the extensions and
branch railroads authorized to be constructed as aforesaid and for depots
and sidetracks and other necessary purposes, and if the title thereof
cannot be secured by agreement with the owners thereof, or if from any
other cause the title cannot be secured, such company may proceed to
condemn the same in the same manner and with the same effect as is now
provided by law for the condemnation of other lands. (RSMo 1939 § 5153)

Prior revisions: 1929 § 4680; 1919 § 9870; 1909 § 3069

The right-of-way is hereby granted to any railroad company
through any unimproved land belonging to this state, through which their
railroad may pass; and in case any more land belonging to this state
shall be required for the purpose of any railroad corporation than is
needed for the track of the road, and in case any improved land belonging
to the state shall be necessary for the purpose of any railroad
corporation, the secretary of state shall have power to grant to any
railroad company any land belonging to this state which may be required
for the purposes of their road, on such terms as may be agreed on between
said secretary of state and said company; or such company may acquire
title thereto by appraisal, as in the case of land owned by individuals;
and if any land belonging to a county, city or town is required by any
company for the purposes of their road, the county or city or town
officers having charge of such land may grant to such company, on such
terms as may be agreed upon, or the land may be appraised in the manner
aforesaid. (RSMo 1939 § 5154)

Prior revisions: 1929 § 4681; 1919 § 9871; 1909 § 3070

In case any title or interest in real estate required by any
company formed under this chapter for the purpose of its incorporation
shall be vested in any trustee not authorized to sell, release and convey
the same, or in any infant or mentally or physically disabled person, the
probate division of the circuit court shall have power by a summary
proceeding on petition to authorize and empower such trustee or the
conservator of such infant or mentally or physically disabled person, to
sell and convey the same to such company, for the purposes of its
incorporation, on such terms as may be just; and in case any such infant
or disabled person is not in charge of such court or conservator, the
court may appoint a guardian ad litem for the purpose of making such
sale, release or conveyance, and may require such security from such
guardian ad litem as the court may deem proper. But before any conveyance
or release, authorized by this section, shall be executed, the terms on
which the same is to be executed shall be reported to the court on oath;
and if the court is satisfied that such terms are just to the parties
interested in such real estate, the court shall confirm the report and
direct the proper conveyance or release to be executed, which shall have
the same effect as if executed by an owner of the land, having legal
power to sell and convey the same. (RSMo 1939 § 5155, A.L. 1983 S.B. 44 &
45)

Prior revisions: 1929 § 4682; 1919 § 9872; 1909 § 3071

In all cases when it becomes necessary for any railroad company
to acquire title to any unsold sixteenth section, or other school lands,
required for the purposes of the incorporation, it shall be lawful in
proceedings instituted by such railroad company to acquire title thereto,
to notify the county school superintendent of the county in which such
land, or the greater part thereof, is situate; or, if there be no such
superintendent qualified to act, then such notice may be served upon the
presiding commissioner of the county commission of the county in which
such land, or the greater part thereof, is situate; and like proceedings
shall be had as in other cases. (RSMo 1939 § 5156)

Prior revisions: 1929 § 4683; 1919 § 9873; 1909 § 3072

In case lands sought to be appropriated by any railroad company
in this state for depot purposes belong to private persons, and such
company and the owner cannot agree on the compensation to be paid, or in
case the owner is incapable of contracting, be unknown or a nonresident
of the state, such company may have such lands condemned in the manner
that is provided in chapter 523, RSMo, for assessing damages which the
owners of lands may severally sustain in consequence of the erection,
establishment and maintenance of railroads over such lands; provided,
that in no case shall more than ten acres of land in the country or more
than six blocks in a town, village or city, be condemned under chapter
523, RSMo, at any one place, or for any one depot; and provided further,
that any other railroad company shall have the right to use said depot
grounds for depot purposes with the necessary buildings, turnouts,
sidings, switches and other conveniences in furtherance of said purpose;
and if the said two companies cannot agree upon the amount of
compensation to be made therefor, or the points or manner of such use,
the same shall be ascertained and determined by commissioners, as
provided by law for the condemnation of land for railroad purposes. (RSMo
1939 § 1513)

Prior revisions: 1929 § 1349; 1919 § 1800; 1909 § 2369

1. Any company shall have power, by themselves or agents, to
enter and take from any land in the neighborhood of the line of their
railroad, earth, gravel, stone, wood, water, or other material necessary
for the construction and operation of said road and also for the purpose
of depositing thereon earth, stone, gravel, or other materials and for
the purpose of procuring water for their uses, may lay pipes, erect
pumps, dams and reservoirs, and maintain and keep the same in repair,
paying, if the owner of such lands and the company can agree, the damages
they shall do to such land or its appurtenances; or, if they cannot
agree, then the company, before entering upon the land, shall apply to an
associate circuit judge of the county for the appointment of three
commissioners, who shall be residents of the county and disinterested, to
ascertain the amount of the damages, who, being duly sworn by the
associate circuit judge impartially and faithfully to discharge the
duties devolving on them, shall then ascertain the compensation, upon
their own view of the grounds, and of the wood, earth, stone or gravel
which may be taken therefrom, or the earth, stone, gravel, or other
materials that may be deposited thereon, and the injury done in taking
them or depositing thereon, except that it shall be the duty of the party
making the application to show to the associate circuit judge that ten
days' previous notice of the time of making the same has been given to
the other party, or to some one of them; and no award which may be given
under any appointment, without such notice, shall be obligatory or
binding on the other party; and either party not satisfied with the award
may appeal to the circuit court of the county in which the land may be,
which may, at its discretion, confirm the award and enter it of record,
or, as often as may be deemed necessary, may supersede the viewers, or
any of them, appoint others in their stead, and direct another view and
award to be made in the manner provided in this section.

2. If any associate circuit judge, or any resident of the county, shall
refuse or neglect to perform the duties assigned to him, respectively, or
prescribed in this section, upon being thereto required by either party,
such associate circuit judge or other person shall forfeit and pay to the
party making the application a sum not exceeding twenty-five dollars, to
be recovered before any associate circuit judge of the county of which he
is an inhabitant, and shall, moreover, be liable to the party aggrieved,
except that no property shall be entered upon or disturbed, or the title
divested under the provisions of this section, until the amount assessed
by the commissioners or the circuit court shall be paid to such
landowner, or deposited with the associate circuit judge, or in court or
with the clerk thereof, for such owners. (RSMo 1939 § 5160, A.L. 1990
H.B. 1070)

Prior revisions: 1929 § 4687; 1919 § 9877; 1909 § 3076

1. The directors of any railroad company heretofore incorporated
under any general or special law, or that may hereafter be organized
under the provisions of this chapter, may, by a vote of two-thirds of
their whole number, at any time change their roadbed, or roadline, or any
part thereof, for the purpose of shortening the line or to overcome
natural objections thereto, or to secure economy in its construction; and
when the capital stock of such company subscribed, and the amount paid
thereon, shall be equal to or exceed the amount per mile, including the
proposed extension, which, by section 388.040, is required to be
subscribed and paid before filing the original articles of association,
then such company may, by a like vote of its directors, at any time
extend its line or roadbed from either terminus named in its original
charter to such other point as shall be named in such proceedings of such
company.

2. And whenever the business of any railroad company which may have
heretofore organized or which may hereafter organize to construct a
railroad of any gauge may demand a change of the gauge thereof, or
whenever for other causes such change of gauge may become necessary or
desirable, such company may, by a like vote of its directors, change its
gauge, if a narrow, to a broad or standard, and if a broad or standard,
to a narrow gauge railroad; provided, that if such railroad desiring such
change of gauge be a narrow gauge railroad, such change of gauge shall
not be made unless the capital stock of said company shall be at least
ten thousand dollars per mile of such road constructed, or shall be
increased in the manner provided in this chapter to such sum, nor unless
there shall be subscribed in good faith at least one thousand dollars per
mile of such road constructed or proposed to be constructed, and five
percent thereon paid in cash, nor until such company shall pay into the
state treasury the sum of five dollars for every ten thousand dollars of
increased capital stock made necessary by such change of gauge. Such
proceedings in relation to the extension of their road shall be entered
on the record of the company, and a copy of such proceedings, with an
affidavit as required by section 388.040 endorsed thereon, shall be filed
in the office of the secretary of state, and by him recorded and
certified as the original articles of association. But nothing contained
in this chapter shall be so construed as to authorize such company to
change the general route of their line or roadbed, or to avoid running
their road through any point named in the original articles of
association, or either terminus named therein, or to change the last
established terminus except by extension of their road as aforesaid.
(RSMo 1939 § 5150)

Prior revisions: 1929 § 4677; 1919 § 9867; 1909 § 3066

Trustees or receivers of railroad companies and corporations and
their estates appointed by any court whatsoever, owning, holding,
operating, controlling or managing any such corporation or company or its
estate shall have the right and power at any time to change the roadbed
or roadline of the corporation or company or estate for which they were
appointed trustees or receivers and which they are owning, holding,
operating, controlling or managing, or any part of such roadbed or
roadline, for the purpose of shortening the line or to overcome natural
objections thereto or to secure economy in its construction or
maintenance, and shall have the right and power to take and hold all
necessary ground for right-of-way for such changes, and if the title
thereof cannot be secured by agreement with the owners thereof, or if for
any other cause the title cannot be secured, such trustees or receivers
may proceed to condemn the same in the same manner and with the same
effect as is now provided by law for the condemnation of lands by
railroad corporations. (L. 1941 p. 329 § 5289B)

Bridges may be built by railroad companies owning lines of road
in the state of Missouri on the lines of their routes, across rivers and
other waterways, the navigable portions of which lie wholly within the
limits of the state of Missouri; provided, the location and plans thereof
are submitted to and approved by the chief engineers and the Secretary of
the Army of the United States, and filed in the office of the secretary
of state of the state of Missouri, before construction is commenced; and
provided further, that when plans for any such bridge or other structures
have been approved by the chief of engineers and by the Secretary of the
Army, it shall not be lawful to deviate from such plans either before or
after completion of the structure unless the modification of said plans
has previously been submitted to and received the approval of the chief
engineer and of the Secretary of the Army. (RSMo 1939 § 5134)

Prior revisions: 1929 § 4661; 1919 § 9851; 1909 § 3050

1. In order to facilitate the public convenience and safety in
the transmission of goods and passengers in, and in the neighborhood of,
large cities, from one railroad to another, and to prevent the
unnecessary expense, inconvenience and loss attending the accumulation of
a number of stations, any number of persons not less than five, or any
such number of persons, not less than five, and any railroad company or
companies are hereby authorized to form themselves into a corporation
under the general laws of this state, relating to private corporations
for the purpose of constructing, establishing and maintaining a union
station for passengers or freight depots, or for both, in or in the
neighborhood of any city of this state, with the necessary offices and
rooms convenient therefor, and the appurtenances thereto, and, for that
purpose, may make and sign articles in which shall be stated the number
of years the same is to continue, the city in which the same is to be
located, the amount of the capital stock of said company, which shall not
exceed ten millions of dollars, the amount of each share of stock, the
names and places of residence of its directors who shall manage its
affairs for the first year and until others are chosen in their place,
the number of its directors, which shall not be less than five nor more
than twenty, and shall also state the amount of stock taken by each
subscriber.

2. And any railroad company may construct, build, operate and maintain a
union station in, or in the neighborhood of any city of this state, for
passengers or freight depots, or for both, with the necessary offices and
rooms convenient therefor and the appurtenances thereto, and shall have
like powers in connection with any such union station or depots, or both,
as are possessed by union depot companies formed under this section.
(RSMo 1939 § 5251)

Prior revisions: 1929 § 4813; 1919 § 10002; 1909 § 3215

Every corporation formed under section 388.460, and every
railroad company which may build and operate a union station or depot
under said section, shall, in addition to the general powers conferred by
the laws of this state, in relation to corporations, have power

(1) To take and hold for the purposes mentioned in section 388.460 such
real estate and railroad and other property as it may acquire by
conveyance to said corporation, and such real estate as it may acquire
under the provisions of said previous section, by condemnation;

(2) To take, occupy and condemn any lands and real estate needed for the
establishment of such union station or depot, or the terminal facilities
in connection therewith, and the same proceedings shall be had therefor
as provided by law relating to the appropriation and valuation of land
taken for telegraph, macadamized, graded, plank or railroad purposes, so
far as applicable thereto, and, when so condemned the said land and any
interest therein shall belong to such corporation or owner thereof;

(3) To hold and acquire, by purchase or condemnation, any such real
estate as may be requisite or necessary for the purpose of constructing,
erecting, maintaining and operating terminal facilities for the use of
the railroads occupying or having access to such union station or depot,
and also to build, maintain and operate terminal railroads and terminal
facilities to be used in connection with such union station or depot, and
to build, maintain and operate railroads, ferries and bridges over
navigable streams, or otherwise, and to construct tunnels as and for
approaches to said union station or depot, and to such extent as may be
deemed necessary by the corporation operating and maintaining such union
station or depot, and for such purposes to acquire property and extend
its terminal facilities beyond the limits of this state, and also to
transport, or permit to be transported, persons and property over such
railroads, ferries and bridges as may be built or operated by any
corporation operating thereunder and to charge compensation therefor, and
such depot or railroad company may acquire and hold the stock and
obligations of any company operated in connection with or forming part of
the terminal facilities of such union depot or railroad company, and may
guarantee the principal and interest of such obligations and dividends
upon such stock;

(4) To have the right to lay the necessary tracks across, over, upon or
under such streets of the city in which said station or depot is to be
constructed, and across, over, upon or under such roads of the county or
counties into which such terminal facilities are to be extended, as may
be necessary in order to make the necessary connections with all such
railroads as are to have access to said station or depot, and also to
construct such station or depot across, under, over or upon any such
streets or roads; provided, that nothing herein contained shall be
construed to authorize the construction of such tracks, or station or
depot, not already located, across, under, over or upon any street in a
city or a road of any county, without the consent of the corporate
authorities of such city or the county commission of such county;

(5) From time to time, to borrow such sums of money as may be necessary
for the construction, completion, equipment, maintenance, finishing,
operating or repairing of such station or depot, and the terminal
facilities connected therewith, or for the purpose of funding its
floating debt, or refunding its bonded debt, or for the purpose of making
additions, alterations or betterments to its property, authorized by its
charter, or for making any connection with any railroad which is to have
access to such union station or depot, or with any bridge or tunnel
connected with or forming a part of such terminal facilities, or for the
construction, alteration or repair of any such bridge or tunnel connected
with or forming a part of such terminal facilities, and for any or all of
the above named purposes, may issue, sell, hypothecate and dispose of its
corporate bonds for such amounts and at such prices as may by such
corporation be deemed proper for obtaining any amount so borrowed, and
may mortgage its corporate property and franchise or franchises, or any
part or parts thereof, to secure the payment of such bonds or of any debt
so contracted by such corporation for any of the purposes aforesaid;

(6) To open, from time to time, books of subscription to the remainder of
the capital stock not taken by the subscribers to the articles of
association; provided, however, that any company organized under section
388.460 shall not have the power by condemnation to acquire the property
now owned by any other union depot company or railroad company and used
or needed for its corporate purposes, but any company formed hereunder
shall have the same right and power to intersect, connect with and cross
other railroads with its tracks, and to join and unite its tracks with
those of similar companies or railroad companies as is by the
constitution and laws of this state conferred upon railroad companies,
and the same method of ascertaining the compensation to be made therefor
shall apply as is provided in the case of railroad companies under
similar circumstances. (RSMo 1939 § 5252)

Prior revisions: 1929 § 4814; 1919 § 10003; 1909 § 3216

For the sole purpose of connecting county seats in the state of
Missouri with railroads, or with the Missouri or Mississippi rivers,
where such connection does not already exist, it shall be lawful for any
number of citizens of such county, not less than five in number, to form
a corporation, with whatever amount of capital stock may be deemed
necessary by such citizens, for the purpose of building an electric
railroad from such county seat to some other railroad, or to the Missouri
or Mississippi rivers, as before stated. (RSMo 1939 § 5259)

Prior revisions: 1929 § 4821; 1919 § 10010; 1909 § 3226

Such incorporation shall possess all the rights, privileges and
powers given to any railroad corporation by the laws of this state, and
in addition thereto, shall not be required to have any greater amount of
stock than to the incorporators thereof may seem necessary; and provided
further, that said corporation shall have power to create whatever amount
of bonded indebtedness such corporation may deem necessary. (RSMo 1939 §
5260)

Prior revisions: 1929 § 4822; 1919 § 10011; 1909 § 3227

Any corporation now existing, or that may hereafter be
incorporated, for the purpose of constructing, building, owning,
operating and maintaining an interurban electric railroad, shall have and
possess the same rights and be subject to the same liabilities and shall
be governed by the same powers, laws, limitations, restrictions and
proceedings now governing railroads in this chapter for the condemnation
of lands for right-of-way, and the fencing thereof. (RSMo 1939 § 5261)

Prior revisions: 1929 § 4823; 1919 § 10012; 1909 § 3228

If any foreign or nonresident railway corporation of whatever
kind, incorporated, created and existing under the laws of any other
state, territory or country, and doing business as a carrier of freight
or passengers shall carry, or attempt to carry, or hold itself out to
carry passengers or freight of any kind from one point in this state to
another point in this state, without a license, permit or certificate of
authority therefor, first had and obtained from the state of Missouri, to
be issued by the secretary of state, it shall forfeit and pay to the
state of Missouri for each offense a penalty of not less than two
thousand dollars nor more than ten thousand dollars, suit to be brought
therefor in any court of competent jurisdiction by the attorney general
or the prosecuting attorney of any county in the state in which such
offense shall have been committed. Such offense shall be deemed to have
been committed either in the county where such transportation originated
or in the county where it terminated. The governor may, whenever he shall
deem it necessary, appoint special counsel to assist the attorney general
or any prosecuting attorney to enforce and carry out the provisions of
this section. (RSMo 1939 § 5262, A. 1949 H.B. 2101)

Prior revisions: 1929 § 4824; 1919 § 10013; 1909 § 3230

Any railroad company may apply to the superintendent of the
Missouri state highway patrol for appointment of one or more of its
employees of the age twenty-one or over, who regularly work in this state
and who are residents of this state, or of an adjoining state, as
railroad policemen for the purpose of protecting the property of the
railroad, or property for which it is responsible, and for the purpose of
protecting the persons and property of its passengers and employees. (L.
1971 H.B. 232 § 1, A.L. 1983 H.B. 432)

The application for the appointment of railroad policemen shall
be in such form as the superintendent of the Missouri state highway
patrol may prescribe and shall include a statement in such detail as the
superintendent of the Missouri state highway patrol may require as to the
age, education, training in law enforcement and experience of each
employee for whom appointment is requested. Each application shall be
signed by an officer of the railroad company and by each employee for
whom appointment is requested. Each application shall be accompanied by
the statements of three reputable citizens of the state of Missouri
attesting to the moral character of each employee for whom appointment is
requested. A fee of fifteen dollars for each employee for whom
appointment is requested shall be filed with the application to defray
the expenses of processing the application. (L. 1971 H.B. 232 § 2)

The director of the department of public safety shall approve
applications and appoint such railroad policemen as he deems proper,
taking into consideration, among other things, the education, training
and experience of each person so appointed concerning the powers of peace
officers and the limitations on powers of peace officers in regard to the
constitutional rights of citizens to be secure in their persons and
property. Those approved, appointed, and commissioned by the director of
the department of public safety shall be issued commissions by the
director of the department of public safety, and each of them, before
entering into the performance of his duties, shall subscribe before the
clerk of a circuit court of this state, an oath in the form prescribed by
section 11, article VII, of the constitution of this state, to support
the constitution and laws of the United States and the state of Missouri,
to faithfully demean himself in the office and to faithfully perform the
duties of the office, and each of them shall enter into a surety bond in
the sum of ten thousand dollars payable to the state of Missouri,
conditioned upon the faithful performance of his duties. The executed
oath of office, together with a copy of the commission and the bond,
shall be filed with the director of the department of public safety until
the commission is terminated or revoked as provided in this section. As
used in this section relating to railroad policemen, the word
"commission" means a grant of authority to act as a peace officer. (L.
1971 H.B. 232 § 3, A.L. 2002 S.B. 1213)

Each railroad policeman shall file with the superintendent of
the state highway patrol his photograph, fingerprints and signature. (L.
1971 H.B. 232 § 4)

Every railroad policeman shall have in his possession, while on
duty, a badge and identification card with photograph identifying him as
a member of the police department of his railroad. Such badge shall be
openly displayed except when an officer is conducting investigations and
such badge or identification card shall at all times be exhibited upon
demand and upon making an arrest. (L. 1971 H.B. 232 § 5)

Railroad policemen, while engaged in the pursuit of their
purposes in regard to violations of the law which occurred on railroad
property, shall have in every county and city in this state all law
enforcement powers which county and city peace officers have except for
the serving and execution of civil process, provided, however, that a
railroad policeman shall not apply for or serve search warrants. (L. 1971
H.B. 232 § 6)

The rights of persons arrested by railroad policemen shall be
carefully respected and such persons shall be taken before the court
having jurisdiction of the crime whereof the person arrested is charged,
there to be dealt with according to law. (L. 1971 H.B. 232 § 7)

The compensation for railroad policemen shall be paid by their
respective railroads. (L. 1971 H.B. 232 § 8)

All railroad policemen who become employed after September 28,
1971, shall, before appointment, be a licensed peace officer in
accordance with the provisions of chapter 590, RSMo. (L. 1971 H.B. 232 §
9, A.L. 2002 S.B. 1213)

When a railroad no longer requires the services of a policeman
so appointed, it shall file a notice of termination of employment with
the superintendent of the Missouri state highway patrol, or at any time
the superintendent of the Missouri state highway patrol may revoke the
appointment by giving notice to the railroad and to the railroad
policeman. Thereupon, the powers of such policeman shall cease. (L. 1971
H.B. 232 § 10)

Nothing in sections 388.600 to 388.660 shall be construed to
repeal or modify the provisions of section 562.190, RSMo. (L. 1971 H.B.
232 § 11)

All law enforcement powers granted to railroad police shall
apply only on railroad rights-of-way or the immediate vicinity thereof,
except that railroad police may investigate in any location incidents
occurring on railroad property, and except such railroad police may
pursue a person violating the law on railroad property off railroad
property while in fresh pursuit of such person. (L. 1971 H.B. 232 § 12,
A.L. 1995 S.B. 387 & 289)

No railroad policeman may participate in any accident
investigation which resulted from personal injury to, or property damage
of, a third person, if such investigation is conducted away from railroad
property. (L. 1971 H.B. 232 § 13)

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