Exhibit 3.1
KIRBY CORPORATION BYLAWS
Offices
Meetings of Stockholders
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The date and time of the opening and the closing of the polls for each matter upon which the stockholders will vote at a meeting shall be determined by the person presiding over the meeting. The Board of Directors of the corporation may adopt by resolution such rules and regulations for the conduct of meetings of stockholders as it shall deem appropriate. Except to the extent inconsistent with any such rules and regulations adopted by the Board of Directors, the chairman of any meeting of stockholders shall have the right and authority to prescribe such rules,
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regulations and procedures and take all such actions as, in the judgment of such chairman, are appropriate for the proper conduct of the meeting. Such rules, regulations or procedures, whether adopted by the Board of Directors or prescribed by the chairman of the meeting, may include, without limitation, the following: (a) the establishment of an agenda or order of business for the meeting; (b) rules and procedures for maintaining order at the meeting and the safety of those present; (c) limitations on attendance at or participation in the meeting to stockholders of record of the corporation, their duly authorized proxies or such other persons as the chairman of the meeting shall determine; (d) restrictions on entry to the meeting after the time fixed for the commencement thereof; (e) limitations on the time allotted to questions or comments by participants; and (f) rules and procedures on the participation by means of remote communication of stockholders of record and their duly authorized proxies not physically present at the meeting, and whether such meeting is to be held at a designated place or solely by means of remote communication. Unless and to the extent determined by the Board of Directors or the chairman of the meeting, meetings of stockholders shall not be required to be held in accordance with the rules of parliamentary procedure.
Directors
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Meetings of the Board of Directors
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Committees of Directors
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Compensation of Directors
Advisory Directors
Nomination of Directors
Notices
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Officers
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Chairman of the Board of Directors
The President
The Vice President
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The Secretary and Assistant Secretaries
The Treasurer and Assistant Treasurers
Operating Divisions
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Certificates of Stock
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Transfer of Stock
Closing of Transfer Books
Registered Stockholders
General Provisions Dividends
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Checks
Fiscal Year
Amendments
Indemnification of Directors and Officers
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As amended through October 25, 2022.
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