Oregon Historical Quarterly/Volume 7/Editorial note (railroads)

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EDITORIAL NOTE.

The readers of the two preceding accounts of the beginning of extensive railroad building in Oregon no doubt wish that there had been the means and the determination to project railways down both sides of the Willamette Valley as parts of the same first system. We should then have been spared some of the accusation that representatives of the "east side" and the "west side" projects now hurl against each other. The documents given below do not settle all of the discrepancies as regards statements of fact made by Messrs. Gaston and Clarke, but to cover all the points at issue between them would require an extended examination of contemporary sources. This the editor promises to make in the near future.

The documents given and the citations made by Mr. Gaston in the body of his paper (pages 116 and 117) do, however, establish the following as facts concerning which Messrs. Gaston and Clarke are at issue:

1. No such company as The Oregon Central Railroad Company was organized or in existence on October 10 when the legislature designated a corporation of that name to receive the land grant made by Congress on the preceding July 25, 1866. As shown by Document 11 the organization of the company that was first intended to be the recipient was at that date (October 10) only partially organized.

2. The Salem corporation organized November 17, 1866 (see Document I), on which Mr. Clarke bases claims of priority never figured either as beneficiary of the land grant through designation by the legislature on October 20, 1868, or as party in the litigation that developed the decisions referred to by Mr. Gaston on pages 116 and 117. The corporate organization effected on November 17, 1866, seems to have been immediately abandoned.

3. The Salem corporation that contended with the Portland corporation for the possession of the land grant was organized on April 22, 1867 (see Document III).

State of Oregon,
Office of the Secretary of State
,
Salem, June 29, 1906.

Dear Sir: In reply to your inquiry of the 28th instant, have to advise that the records of this office do not show that any company under the name of "The Oregon Central Railroad Company" filed articles of incorporation on October 6, 1866. However, Articles of Incorporation of "Oregon Central Rail Road Company," "Oregon Central Railroad Company," and "Oregon Central Rail Road Company," were filed in this office on November 17, 1866, November 21, 1866, and April 22, 1867, respectively, and I enclose herewith copies of the same for your information.

Yours very truly,

F. I. Dunbar,
Secretary of State.
Per N. J. H.

Prof. F. G. Young,
Eugene, Oregon.

DOCUMENT I.

Articles of incorporation of the Oregon Central Rail Road Company.

Art. 1. J. S. Smith, I. R. Moores, and E. N. Cooke, and their associates, successors and assigns, do hereby incorporate themselves under and by virtue of an Act of the Legislative Assembly of the State of Oregon, entitled "An Act providing for private Incorporations" approved Oct. 14, 1862.

Art. 2. The name of the incorporation, and by which it shall be known, is the "Oregon Central Rail Road Company," and its duration shall be perpetual.

Art. 3. The objects of this Incorporation and the business in which it proposes to engage are the construction of a Rail Road and Telegraph from Portland, Oregon, to some point on the forty-second parallel of latitude on such line of route as the company may hereafter designate, and also to use said Rail Road when made for the purpose of transporting freight and passengers between the said termini, and also to keep said Rail Road in repair and to collect such tolls and fare for transportation over said road as this Incorporation shall deem expedient.

Art. 4. The principal office of this Incorporation shall be at the City of Salem in the State of Oregon.

Art. 5. The amount of the Capital Stock of this Incorporation shall be Five Hundred Thousand Dollars.

Art. 6. The amount of each share of such capital stock shall be One Hundred Dollars.

In witness whereof we have hereunto set our hands this 17th day of November, 1866.

J. S. Smith. (seal)
I. R. Moores. (seal)
E. N. Cooke. (seal)

Witness:
J. C. Cartwright.
M. N. Chapman.

State of Oregon, County of Marion. ss.

On this 17th day of November, a. d., 1866, before me the undersigned, a County Clerk in and for said County of Marion, State of Oregon, personally appeared the above named J. S. Smith, I. R. Moores, and E. N. Cooke, who are personally known to me to be the identical persons described in and who executed the within instrument and acknowledged that they executed the same freely for the uses and purposes therein set forth.

In witness whereof I have hereunto set my hand and the seal of the County Court of said County the day and year first above written.

Geo. A. Edes,

sealClerk Marion County.

By M. N. Chapman,
- Deputy.


(ENDORSED)

Filed in the office of the Secretary of State this 17th day of November, a. d. 1866, at 6½ o'clock p. m.

Samuel E. May,
Secretary of State.

Dissolved, and these articles of incorporation revoked and repealed, in pursuance of the provisions of chapter 172, Laws of 1905, by proclamation of the Governor, filed in the office of the Secretary of State January 20, 1906.

F. I. Dunbar,
Secretary of State.

DOCUMENT II.

Know all men by these presents: that we the undersigned citizens of the State of Oregon, do hereby associate ourselves together as a private incorporation, under and by virtue of the General Incorporation law of said State.

1st. The corporation hereby created shall be known as the "Oregon Central Railroad Company;" and its duration, unlimited.

2nd. The Object and business of the Corporation shall be, to construct and operate a Railroad from the City of Portland through the Willamette Valley to the Southern boundary of the State, under the laws of Oregon, and the law of Congress recently passed granting land and aid for such purpose.

3d. The corporation shall have its principal office in the City Of Portland.

4th. The capital stock of said corporation shall be five million dollars, divided into general, and preferred interest bearing stock, in such proportions as the incorporators or Board of Directors may deem proper.

5th. The amount of each share of the Capital Stock shall be one hundred dollars.

6th. The termini of the Railroad proposed to be constructed by said Company shall be, for the Northern end, at the City of Portland, and for the Southern end, at some point on or near the Southern boundary of the State by actual survey.

In witness whereof we have here set our hands and seals this——day of September, a. d. 1866.

(I. R. Stamp.)

J. S. Smith. (SEAL)
I. R. Moores. (SEAL)
J. H. Mitchell. (SEAL)
E. D. Shattuck. (SEAL)
Jesse Applegate. (SEAL)
F. A. Chenoweth. (SEAL)
Joel Palmer. (SEAL)
H. W. Corbett. (SEAL)
M. M. Melvine. (SEAL)
Geo. L. Woods. (SEAL)
R. R. Thompson. (SEAL)
J. C. Ainsworth. (SEAL)
S. G. Reed. (SEAL)
John McCracken. (SEAL)
C. H. Lewis. (SEAL)
B. F Brown (SEAL)
T. H. Cox. (SEAL)
J. Gaston (SEAL)

State of Oregon, Marion County. ss.

Be it known that the persons whose names are attached to the foregoing Articles of Incorporation, appeared before me the undersigned, a Notary Public for and within said County and State, respectively at the times and places herein named, to-wit, J. S. Smith, I. R. Moores, J. H. Mitchell, E. D. Shattuck, Jesse Applegate, F. A. Chenoweth, Joel Palmer and H. W. Corbett at Salem in said State on or about the 29th day of September, 1866, and M. M. Melvine at Salem on or about October 23rd, 1866, and George L. Woods at Salem on or about Nov. 10th, 1866, and R. R. Thompson, J. C. Ainsworth, S. G. Reed, Jno. M. McCracken and C. H. Lewis at Portland, Oregon, on the 16th day of November, 1866, and they, the said several subscribing persons to the aforesaid Articles of Incorporation, did then and there, at the several times set forth in this Certificate, sign and seal said Articles before me and in my presence, and acknowledge the said signing and scaling to be their voluntary act and deed for the purposes set forth in said Articles.

In witness whereof I have here set my signature as said Notary Public and attached my official seal this 16th day of November, 1866.

(seal) J. Gaston,
Notary Public.

(I. R. Stamp)

State of Oregon, County of Marion. ss.

On this the 20th day of November, a. d. 1866, before me a Notary Public in and for said County, personally came the within named B. F. Brown, Thos. H. Cox, and J. Gaston, who are personally known to me to be the identical persons whose names are subscribed to the Within instrument, and acknowledged to me that they signed the same for the purposes therein set forth.

Witness my hand and seal of office this, the 20th day of November, a. d. 1866.

(seal) Seth R. Hammer,
Notary Public.

(ENDORSED)

Filed in the office of the Secretary of State this 2lst day of November, a. d. 1866, at 10½ o'clock a. m.

Samuel E. May,
Secy. of State.

Dissolved, and these articles of incorporation repealed, in pursuance of the provisions of Chapter 172, Laws of 1905, by proclamation of the Governor, filed in the office of the Secretary of State January 20, 1906.

F. I. Dunbar,
Secretary of State.

DOCUMENT III.

(I. R. Stamps)

Know all men by these presents: that we, J. H. Moores, Geo. L. Woods, S. Elsworth by Geo. L. Woods his attorney, I. R. Moores, E. N. Cooke, and J. S. Smith by I. R. Moores their attorney, and Samuel A. Clarke, have this day incorporated ourselves under and in accordance with the laws of Oregon, and we adopt the following as our Articles of Incorporation:

Article First. This Corporation shall be known as and do business under the name of the Oregon Central Rail Road Company.

Article Second. The enterprise, occupation, and business for which this company incorporates is to construct a rail road with all the necessary branches, fixtures, buildings, and appurtenances from Portland in Oregon, Southerly, about three hundred miles to the California line; to maintain and repair, and to employ the same in the transportation of freight and passengers and freight.

Article Third. The principal office for the transaction of the business of the Company shall be kept at the City of Salem, Marion County, Oregon.

Article Fourth. The Capital Stock of the Oregon Central Railroad Company shall be fixed at Seven Millions two hundred and fifty thousand dollars ($7,250,000.00).

Article Fifth. The number of shares of the Capital Stock shall be Seventy-two thousand five hundred (72,500), and the amount of each share of the stock shall be one hundred dollars ($100.00).

Article Sixth. The period of time during which the company shall remain in operation is not limited as to duration.

In testimony of our adoption of the foregoing Articles of Incorporation, witness our hands and seals this the twenty-second day of April, a. d. 1867.

John H. Moores. (seal)
Geo. L. Woods. (seal)
S. Elsworth. (seal)

By Geo. L. Woods, Atty.

I. R. Moores. (seal)
J. S. Smith, (seal)

Per I. R. Moores, Atty.

E. N. Cooke, (seal)

Per I. R. Moores, Atty.

Sam'l A. Clarke. (seal)

State of Oregon, Marion County. ss.

Be it remembered that on this twenty-second day of April, a. d. 1867, personally came before me, a Notary Public in and for said County and State. the within named I. R. Moores, Geo. L. Woods, I. R. Moores for himself and also as attorney in fact for each of the following named persons, J. S. Smith & E. N. Cooke, and S. Elsworth by Geo. L. Woods his atty., and S. A. Clarke, who several acknowledged that they signed the within and foregoing instrument in person, or as attorney, for the uses and purposes therein named.

In witness whereof I have hereunto set my hand and Notarial Seal this the day and year above written.

(seal) C. S. Woodworth,

(I. R. Stamp) Notary Public.

(ENDORSED)

Articles of Incorporation of Oregon Central R. R. Co. Filed in the office of the Secretary of State this 22nd day of April, A. D. 1867.

I. R. Moores,
Acting Secy. of State.

Dissolved, and these articles of incorporation revoked and repealed, in pursuance of the provisions of Chapter 172, Laws of 1905, by proclamation of the Governor, filed in the office of the Secretary of State January 20, 1906.

F. I. Dunbar,
Secretary of State.