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privileges and franchises of the several corporations mentioned in section one, shall have authority to issue an amount of capital stock equal at par to the aggregate of the par value of the existing stock of the corporations mentioned in section one and the face value of the outstanding bonds, notes and certificates of indebtedness as of October thirty-one, nineteen hundred and four, to wit: Stock to the aggregate par value of fifteen million, one hundred and twenty-four thousand six hundred dollars, but no more.

The corporations mentioned in section one shall pay and Payment of discharge the outstanding bonds, notes and certificates of of corporaindebtedness from the proceeds of the purchase price of the sale of their property, and said Boston Consolidated Gas Company shall assume and pay all other debts and liabilities of said corporations, except that any indebtedness of any of the corporations mentioned in section one to another of said corporations shall be extinguished when the consolidation authorized by this act shall have been effected.

Said Boston Consolidated Gas Company shall, as far as Boston Con. possible, acquire all the stock of the corporations whose company to properties are purchased, as provided in section three, and of corporathe purchase price of the properties of each corporation and to contiese of such portion of its stock as may be acquired shall be such purchased, sum as the respective corporations may agree to, but the aggregate of the purchase prices paid therefor, after deducting therefrom the debts to be assumed by the Boston Consolidated Gas Company, shall not exceed the proceeds of the stock herein authorized, including any premiums which may be paid in thereon. No stock or bonds shall ever be issued for the indebtedness assumed as above provided.

Said Boston Consolidated Gas Company may also, from May issue time to time, for any lawful purpose but subject to the stock, etc. general laws applicable thereto, issue additional stock, and the limitation as to the amount of the capital stock of gas companies organized under chapter one hundred and ten of the Revised Laws shall not apply to said Boston Consolidated Gas Company.

SECTION 5. Any stockholder of any corporation selling Value of under authority of section three who does not assent to the dissenting purchase authorized by this act may within thirty days how deterafter the day of the meeting of the selling corporation at mined, etc.


which such sale is voted, file with the clerk of said corporation a writing declaring his dissent therefrom and stating the number of shares held by him and the number or numbers of the certificate or certificates evidencing the same. The shares of any stockholder dissenting, as above specified, may be valued as hereinafter provided, and the value thereof shall in such case be paid, tendered or deposited to or for account of such stockholder in the manner following: - Within thirty days after the filing of any stockholder's dissent, as above provided, such stockholder may file a petition in the supreme judicial court sitting within and for the county of Suffolk, setting forth the material facts and praying that the value of his shares may be determined. Thereupon, and upon such notice to all parties concerned as it may deem proper, said court shall pass an order requiring such dissenting stockholder's certificate or certificates of stock, duly endorsed, to be deposited with the clerk of said court, and shall appoint three commissioners to ascertain and report the value of such dissenting stockholder's shares. Such report shall be made to the court as soon as practicable, and after due notice to the parties in interest, shall be confirmed by the court, unless some error of law be made to appear upon the face of the report, in which event it shall be recommitted to the commissioners with such order as the court may make, or unless either of the parties to said proceedings shall claim a trial by jury, in which latter event the court shall order the question of the value of the shares to be tried and determined by a jury in the same manner as other civil cases are tried in that court. Upon the payment, or tender, or deposit of the value of said shares, fixed as aforesaid, the shares of such dissenting stockholder and the certificate or certificates thereof shall be transferred to and become the property of the selling corporation, whose right and title thereto and possession thereof may be enforced by the court by any appropriate order or process. Exceptions may be taken to any ruling or order by said court, to be heard and determined by the full court as in other civil cases. The court may make all such orders for the enforcement of the rights of any party to the proceedings, for the consolidation of two or more petitions and their reference to the same commissioners, for the consolidation of claims for a trial by jury, for the deposit of money in court, and for the pay

Exceptions may be taken.

ment of interest upon the value of the stockholders' shares as determined, and the payment of costs by one party to the other, as justice and the speedy settlement of the matters in controversy may require.

SECTION 6. Said Boston Consolidated Gas Company Contracts for shall not purchase any gas until the board of gas and elec- pus ab se af. tric light commissioners have found after public hearing and decorreas that the price to be paid for the gas to be purchased is less light commisthan it would cost said Boston Consolidated Gas Company to make its gas in gas works of standard type properly equipped, suitably situated and of sufficient capacity to make all the gas required by the whole district supplied by said company. Said board may from time to time determine the period or periods during which said company may so purchase its gas at the price aforesaid; and no contract for the purchase of gas for more than thirty days shall be made without the approval of said board. No contract which the Boston Consolidated Gas Company shall make for the purchase of any portion of its gas shall in any respect affect any authority conferred on said board by this act or by section thirty-four of chapter one hundred and twenty-one of the Revised Laws or by any general laws which may hereafter be in force to fix the price to be charged by said company for gas.

SECTION 7. If in the conduct of its business said Boston Disposition of Consolidated Gas Company shall deem it advisable to sell sale, etc., of and convey any real estate conveyed to it for the purposes estate. of this act, or if any part of such real estate shall hereafter be taken in the exercise of the right of eminent domain, the proceeds of such sale or sales or condemnation or taking shall be applied, with the approval of the board of gas and electric light commissioners, to the payment and cancellation of obligations of the company, or, with like approval, to any of the purposes for which said board might approve the issue of new capital stock, and, if not thereby exhausted, to the reduction of the capital stock of the company upon such terms as the board may approve.

SECTION 8. If in the judgment of the board of gas and Gas and elecelectric light commissioners such action is demanded in the missioners public interest, said board shall have authority to require suitable works said Boston Consolidated Gas Company to provide, either structed, etc. by the repair or reconstruction of existing works, or by the construction of new works, works for the manufacture of

1896, 537,
§ 5, amended.

certain rights in cities and towns, etc.

gas of such capacity as in the judgment of the board may

be suited to the needs of the whole district supplied by said company.

SECTION 9. Section five of chapter five hundred and 198 Mass. 359. thirty-seven of the acts of the year eighteen hundred and

ninety-six, entitled “ An Act to incorporate the Massachusetts Pipe Line Gas Company”, is hereby amended by striking out the word “ shall”, in the ninth and sixteenth

lines, and inserting in place thereof, in each instance, the To petition for word:


so as to read as follows: Section 5. If the company shall desire for its pipe lines the right to construct, maintain and operate the same in the streets, lanes and highways of any city or town, it shall petition the aldermen or selectmen therefor, stating the termini of such pipe line in such city or town with as much particularity and certainty as practicable, and stating the streets, highways and lanes in which the company desires to locate such pipe line; and the aldermen or selectmen may grant that location, or such other location in such streets, lanes and highways as they shall deem proper. In the event that said aldermen or selectmen shall for a period of thirty days refuse or neglect to grant a location, or if the company is dissatisfied with the location granted, it may within sixty days thereafter appeal to the board, who, after such hearing and notice as they shall deem proper, may grant to the company reasonable locations between said termini for such pipe line in the streets, lanes and highways of said city or town. Upon the granting of such locations by said aldermen, selectmen or board, the company may lay, construct, maintain and operate such pipe line in the location granted. Similar rights as to additional pipe lines in the same city or town shall be obtained only by permission of the board. The company may, upon obtaining such locations, and subject to such regulations and restrictions in respect to the manner and time of conducting the work as said aldermen or selectmen shall prescribe, dig up and open the ground in any of the streets, lanes and highways of said city or town so far as is necessary to accomplish the object of the corporation; but such grant shall not affect the right or remedy to recover damages for an injury caused to persons or property by the doings of the company. It shall put all such streets, lanes and highways which are opened by it in as

good repair as they were when opened, and to the satisfaction of the local authorities of the city or town in which such streets, lanes or highways are located, and upon failure so to do within a reasonable time shall be deemed guilty of a nuisance. In constructing, maintaining, repairing or extending its distributing system in any city or town the company shall be subject to all the restrictions, regulations and liabilities set forth in section seventy-five of chapter one hundred and six of the public Statutes, except as in this act provided ; and in the construction, maintaining, repairing and extending of its pipe lines and distributing systems it shall in all cases be subject to the restrictions, regulations and liabilities set forth in sections seventy-six and seventy-seven of said chapter one hundred and six. If in making such excavations any water or gas pipes, sewers, drains, conduits or other subterranean works are disturbed or interfered with, the same shall, at the expense of the company, be restored to as good condition as they were in before such excavation. All locations granted under this Locations section shall be subject to revocation by said aldermen or ject to revoselectmen respectively, subject to the approval of said cation, board. SECTION 10. Section six of said chapter five hundred 1896, 537,

§ 6, amended. and thirty-seven is hereby amended by inserting after the word “board", in the second line, the words : - and with the consent of the mayor and aldermen of any city or the selectmen of any town in which the works, distributing system and other property hereinafter mentioned are situated, so as to read as follows: Section 6. The com- May purchase, pany may, subject to approval of the board, and with the other systems. consent of the mayor and aldermen of any city or the selectmen of any town in which the works, distributing system and other property hereinafter mentioned are situated, and upon such terms and conditions as may be mutually agreed upon, and as may be approved by the board, purchase, lease or operate the works, distributing system and other property of any person, firm, corporation, town or city engaged in the business of selling or distributing gas, or any portion of such works, distributing system or other property in any city or town in which the company has laid a pipe line: provided, however, that nothing in this act shall authorize Proviso. the company to issue new capital stock or bonds for the

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