Chap. 359.—An ACT to Incorporate the Boston Wharf and Warehouse
Company of Norfolk.

In force April 2, 1873.

1. Be it enacted by the general assembly of Virginia, That 5
George J. Appold, D. H. Miller, A. F. Crane, Richard H. Cham- ¢
berlain, C. W. Grandy, S. R. Spaulding, Henry Austin Whit- >
ney and George Chamberlain, and all persons who may here-
after be associated with them, and their successors, are hereby
created and declared a body politic and corporate, under the
name and style of the Boston Wharf and Warehouse Company
of Norfolk, Virginia, with all the rights and powers and sub- c
ject to all the restrictions conferred or imposed on corpora-
tions generally by the laws of Virginia, save so far as the same
may conflict with the provisions of this act.

2. The capital stock of the said company shall be not less ©
than one hundred thousand dollars, which may be increased by
said company to a sum not exceeding two hundred thousand *
dollars. So soonas the capital stocl/ shall be subscribed and ten ¢
per centum thereof paid in cash, it shall be lawful for said ™
company to organize and commence business. The said capi- F
tal stock shall be divided into shares of one hundred dollars °
each, and each share shall be entitled to one vote in all meet-
ings ‘of the stockholders. The real estate acquired and owned F
by said company in the city of Norfolk shall be deemed per- p
sonal property, shall be transferable as may be prescribed by b
the by-laws of the company, and shall be taxed as real estate E
or as capital, the one or the other, as the revenue officers of the
city may elect.

3. The said company shall have power and authority to carry 3
on a general warehouse, storage, dock, wharf and lighterage
business, and may lease, purchase, hold, convey and assign all
such real and personal estate as they may deem necessary and
convenient for their business; and may construct warehouses
and other edifices, docks and wharves, and build or purchase
lighters, boats and other vessels, and such other appliances as
they may deem proper for the purposes of this business. They s
may receive on storage or deposit all kinds of merchandise and °
personal property for safe keeping or shipment, and make ad-
vances in money thereon, and may transact and carry on all
kinds of business usually transacted by warehousemen, wharf-
ingers and lightermen, and may collect and receive compensa. ¢
tion for storage, dockage, wharfage and lighterage, and for all 5
labor and expenses incident thereto, including the expenses of
receipt and delivery, insurance and custody on all property re-
ceived on storage or deposit, at such rates and on such terms
as may be agreed on between the company and the owners of
the property or their agents, and all advances made by the
company on property received on storage or deposit and com-
pensation for all charges and expenses ‘thereon, shall be a pre- I
ferred lien on said property which shall be satisfied and paid '
before the company can be called on for the delivery of the
property.
4. For property received by the company on storage or de-
, posit, other than that deposited with them for shipment or
transportation, the receipt or certificate of the company shall
be given, binding the company to deliver the same to the party
in whose favor the receipt or certificate is giver, or his assignee,
on payment of all dues to the company for which the property
is hable; which receipt or certificate shall be negotiable, and
by endorsement or assignment and delivery thereof, shall trans-
fer the title to the property therein mentioned and described
to the holder of the receipt or certificate. The holder of the
receipt or certificate shall be entitled to receive the property
from the company on delivery of the receipt or certificate pro-
perly endorsed, and paying the company whatever may be due
on the property for advances, charges, storage, labor and ex-
penses, with interest and cost thereon if any have accrued;
all advances made by the company shall be endorsed or stated
on the receipt or certificate given for the property on storage
or deposit, and after a receipt or certificate is given or issued,
no advances on the property for which it is given shall be made
by the company. In the event of the loss or destruction of a
receipt or certificate given by the company for property on
storage or deposit, the bona fide holder of such receipt or cer-
tificate at the time of its loss or destruction, his representa-
tives or assigns, shall have the same right to receive the pro-
perty from the company that he would have had on the delivery
of the receipt or certificate, on proof of the loss or destruc-
tion of the receipt or certificate and on delivery to the com-
pany of a proper bond of indemnity, with security to thecompany.
5. When from any cause the property on storage or deposit
with the company, other than that deposited with them for
shipment or transportation, shall so decrease in value as in the
opinion of the company to render the preferred liens on said:
property a doubtful security for advances, charges, storage, la-
bor and expenses due the company; or when any property has
been left on storage or deposit, and the charges and expenses
attending it have not been satisfied and paid at such time or
times as may be required by the regulations established by the
company for the conduct of its business, it shall be lawful for
the company to give notice to the party entitled to said pro-
perty, personally or by mailing the notice, prepaid, to him or
his agent's usual or last known residence or place of business,
requiring the party within ten days after the receipt of the
notice to pay to the company all such advances, charges and
expenses, with any interest which may have accrued; and if
within thirty days after the personal service or mailing the
notice, the same be not paid, it shall be lawful for the company
to sell such property at public sale, as to the company may
seem best for the interest of all concerned, and after reserving
the amount due the company, and paying the costs of sale, pay
over the balance of the proceeds of sale to the party entitled
thereto, on his surrender of the receipt or certificate given for
the property. If the holder of the receipt or certificate be
unknown, the notice may be given to the party to whom it was
issued, or his personal representative, if deceased: provided,
however, that nothing in this section contained shall be con-
strued to prevent the said company from making any such sale
at such earlier time and in such manner as may be provided in
any contract or agreement made by any person or persons
with said company.

6. It shall be lawful for the company, from time to time, to

borrow such sums of money as may be necessary to carry out
the provisions of this act, and to issue and dispose of their
promissory notes or bonds for the amounts so borrowed; and
they may mortgage, pledge or hypothecate by deed of trust,
any part of their corporate property and franchises to secure
the payment of such notes or bonds.
_ 4. The stockholders in general meeting shall make and es:
tablish such by-laws, rules and regulations, not inconsistent
with the laws of the state of Virginia or of the United States,
as they may deem proper for the management and control of
their affairs and business and government of their officers,
agonts, clerks and other employees, which shall be binding on
themselves and all persons in their employment.

8. The first annual meeting of the company shall be held at
such place and time as the board of directors may determine,
and at the first and every subsequent meeting, the stockholders
shall elect five of their number to constitute a board of direc-
tors to remain in office until their next annual meeting or until
their successors are elected.

9. Subject to the by-laws, rules and regulations of the stock-
holders, the board of directors shall have the management and
control of the affairs and business of the company. From
their own body they shall elect a president, who shall preside
at all meetings of the board and perform such other duties as
may be prescribed for him by the stockholders or board of di-
rectors; and the board of directors shall fix the amount of
compensation, if any, the president is to receive. They may
also appoint from their own body a vice-president and an ex-
ecutive committee, and prescribe the duties of each. They
shall appoint such officers, agents and clerks as they may find
necessary for the management of the business of the company,
and shall provide for receiving subscriptions to the capital
stock, which they shall make payable at such times and in such
instalments as they or the stockholders may direct. Any three
members of the board shall constitute a quorum for the trans-
action of business. The five persons first named in the first
section of this act shall constitute the board of directors, to
serve until the first annual meeting and until their successors
are elected. So soon as the capital stock shall have been sub-
scribed they shall call a meeting of the stockholders.

10. The offices of the company, and the warehouses, docks,
wharves, &c. of the company, may be located at such place or
places in the city of Norfolk as the board of directors or stock-
holders may determine.
11. It shall be lawful for railroad, steamboat and navigation
companies of this state, and for the Merchants and Miners
transportation company of the state of Maryland, to subscribe -
to the capital stock of this company.

12. This act shall be in force from its passage, and shall be
subject to amendment, modification or repeal at the pleasure of
the general assembly.