§ 37-9-102 — Consolidation; mode of effecting

Whenever a line of railroad or any railroad company in this
state, or any portion of said line, has been constructed so as
to connect with any two (2) or more of such roads, said
companies are hereby authorized to consolidate themselves into a
single corporation in the manner following: the trustees of the
said two (2) or more corporations may enter into an agreement
under the corporate seal of each, for the consolidation of said
two (2) or more corporations, prescribing the terms or
conditions thereof; the mode of carrying the same into effect;
the name of the new corporation; the number of the trustees
thereof, which shall not be less than seven (7); the time and
place of holding the first election of trustees; the number of
shares of stock in the new corporation; the amount of each
share; the manner of converting the shares of capital stock in
each of said two (2) or more corporations, into shares in such
new corporation; the manner of compensating stockholders in each
of said two (2) or more corporations who refuse to convert their
stock into the stock of such new corporation, with such other
details as they shall deem necessary to perfect such
consolidation of said corporations; and such new corporation
shall possess all the powers, rights and franchises conferred
upon such said two (2) or more corporations, and shall be
subject to all the restrictions, and perform all the duties
imposed by the provisions of the corporation laws of this state;
provided, that all stockholders in either of such corporations
who shall refuse to convert their stock into the stock of such
new corporation, shall be paid an appraised value of said stock
at the date of such consolidation.