applicable and not inconsistent with the provisions of this act.

SECT. 3. Before entering upon their duties, said trustees shall be sworn to the faithful performance of the same. They shall organize by the election of a president, who shall be one of said trustees, a clerk and such other officers as shall be necessary, and they shall prepare by-laws in accordance with which their meetings shall be held.

SECT. 4. Said board of trustees shall have sole charge, direction and control, subject to the provisions of this act, of the Troy and Greenfield Railroad and of the Hoosac Tunnel, when said tunnel shall be completed by the contractors of the Southern Vermont Railroad, and of such other railroads as may be leased or acquired under the provisions of this act. They shall appoint a treasurer, a general manager, whenever they deem such an officer necessary, one or more superintendents and such other agents as may be required for the operation of said railroads and tunnel, and they shall define the duties and fix the compensation of such officers and agents. They shall establish rates for the transportation of passengers and merchandise, and make contracts and arrangements with connecting roads in relation to joint rates and joint business, and they may do all other things, not inconsistent with the provisions of this act and the general laws in relation to rail roads, which may be necessary for the efficient and economical operation of said railroads and tunnel.

SECT. 5. Said board of trustees shall hold in trust all moneys received from the operating of said railroads and tunnel, and all moneys which may be appropriated by the Commonwealth for the completion, extension and improvement of said railroads and tunnel and for the equipment thereof, and shall faithfully apply the same. They shall annually pay into the treasury of the Common wealth the net income received from said roads and tunnel after the payment of the expenses; and the same shall be set apart, under the direction of the governor and council, and applied in such manner and at such times as they shall direct to either or all of the following purposes: the extinction of any indebtedness, or payment of interest thereon, which the Commonwealth may at any time incur to carry out the purposes of this act, or any act in addition to or amendment thereof; the extinction of the indebtedness, or payment of interest thereon, which has been or may be incurred in the construction of the Hoosac Tunnel; and the purchase of stock in any company which shall lease its franchises, railroad and property in perpetuity to the corporation herein before created.

SECT. 6. Said board of trustees shall make a semi-annual report to the governor and council of their doings during the six months next preceding, and of their receipts and expenditures, and shall make an annual report to the board of railroad commissioners in the manner and form and at the time prescribed for railroad corporations.

SECT. 7. Said trustees shall receive, in full compensation for their services as such, the sum of five thousand dollars each per annum, except the president of the board, who shall receive eight thousand dollars, which sums shall be charged to operating expenses. No trustee shall be appointed to any office in the employ of said board of trustees, except the president, but the general manager, when such officer shall be appointed, shall be ex officio a member of the said board.

SECT. 8. Said board of trustees is hereby authorized to re-locate, where necessary, the tracks of said Troy and Greenfield Railroad, taking land therefor in the method prescribed by law in case of land taken for depot or station purposes, and to complete, extend and improve the construction and equipment of said railroad and tunnel, and to prepare the same in all respects for the reception of the traffic of a through line.

SECT. 9. The sum of five million dollars is hereby appropriated, to be expended under the direction of said board of trustees in carrying out the provisions of this act, to be paid to them from time to time as the same may be required and called for, by a two-thirds vote of said board of trustees, on the warrant of the governor. And for the purpose of providing for said appropriation the treasurer of the Commonwealth is hereby authorized to issue scrip or certificates of debt in the name and on behalf of the Commonwealth to an amount not exceeding five million dollars, to be sold or disposed of in such manner, and at such times, and in such amounts, as the governor and council shall direct. Such scrip shall be redeemable in not less than twenty nor more than, forty years from the date thereof, shall bear interest not exceeding six per cent. per annum, payable semi-annually, and shall be known as the "Hoosac Tunnel Railroad Loan"; and the property of the Commonwealth in the Troy and Greenfield Railroad is hereby set apart and pledged to the redemption of said scrip.

SECT. 10. Said board of trustees is hereby authorized and directed to lease in perpetuity, or for such term of years as the governor and council may approve, the franchises and property, and thereafter to maintain, improve and, operate the railroad, with its branches, of the Vermont and Massachusetts Railroad Company, on the terms following: twenty-five per cent. of the gross earnings of said leased railroad and property shall be reserved annually by said board of trustees as a specific fund out of which they shall pay to said company, first, a sum sufficient to pay the interest on the indebtedness of said company, at the date of said lease, as said interest becomes due, and, second, a yearly rental equal to ten per cent. on the present capital stock of said company, free of all taxes upon the stockholders or said company (and on any additional stock, when the same shall be issued for existing convertible bonds), or such a proportion of said rental, not exceeding said ten per cent. and said taxes as said reserved fund shall be sufficient to pay: provided, however, that in no year shall there be paid to said company a rental of less than four per cent. on said capital stock, and said taxes together with the amount of said interest; and to the payment of such minimum rental and interest said board of trustees is authorized to pledge the faith of the Commonwealth. Said board of trustees is also authorized to assume and make provision in said lease for the payment of the principal of said indebtedness. The surplus of said reserved fund shall be annually passed by said board of trustees to the account of earnings. When said lease shall have been executed, and while the same continues in force, said Vermont and Massachusetts Railroad Company may elect, from time to time, for a term not exceeding five years, one trustee, who shall be added to said board of trustees, and, upon being sworn to the faithful performance of his duties, shall become an incorporated member of the State Board of Trustees of the Hoosac Tunnel Railroad; and said company may fill vacancies for the remainder of the term.

SECT. 11. Said board of trustees is hereby authorized and directed to lease in perpetuity, or for such term of years as the governor and council may approve, the franchises and property, and thereafter to maintain, improve and operate the railroad, with its branches, of the Fitchburg Railroad Company, on the terms following: twenty-five per cent. of the gross earnings of said leased railroad and property shall be reserved annually by said board of trustees as a specific fund, out of which they shall pay to said company a yearly rental equal to ten per cent. on the present capital stock of said company, free of all taxes upon the stockholders or said company, and also on an additional capital stock of one