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^m 
 
 y^ 'j^jfki, 
 
 ^t Afcftivw of fgfiv* stmiy 
 
 E 
 
 / 
 
 BY-LA V\^S 
 
 OF 
 
 THE NOVA SCOTIA 
 
 SUGAR REFINERY 
 
 (Limited,) 
 
 WITH 
 
 ^CT OF I3SrOOK.I=OI?.-A.TI03Sr. 
 
 'V ' 
 
 Fi 
 
 i 1 e 
 
 Incorporated 10th April, 1880. 
 
 HALIFAX, NOVA SCOTIA: 
 PRINTED BY JAMES BOWES & SONS, BEDFORD ROW 
 
 I.S80. 
 
 
% 
 
 ^WWJC fl^rnftiwifs rtf Huv4 ^•►I'rtfto 
 
 BY-LA\VS 
 
 OF 
 
 THE NOVA SCOTIA 
 
 SUGAR REFINERY 
 
 (Limited,) 
 
 WITH 
 
 j^^OT OF iisrooK.i=o:E^^Tioisr. 
 
 Incorporated 10th April, 1880. 
 
 HALIFAX, NOVA SCOTIA: 
 PUINTKP BY JAMES BOWES & SONS, BEDFOUl) ROW. 
 
 1880. 
 
or 
 
 Ihe §iova|^(otia <9u$)av ^efinevy, (Pmited.) 
 
 FiKjr. — The jitt'airsH mul Imsinoss of ••Tho Novji .Mamwnuni. 
 Scotia Sugur Hcrmerv " shall bo nmn:i»i('(] by five 
 Directors, who shall elect one of their number Presi- 
 dent. In the event of a vaeancv in the Direetorv 
 either bv death, resionation. refusal to act. or other- 
 wise the other Directors shall elect a sharel.ol ler, 
 who shall be qualified as hereiuatler provided, to (ill 
 such vacancy until the n(>xt (I'Mieral Meetinji' of the 
 shareholders. 
 
 Sia'oNi). — No shareholder shall l»e (lualilled to be iHmtoiH' 
 elected or to act as a director, uidess he shall be <i"'vim..aii..n. 
 proprietor in his own right of at least twenty shares, 
 nor unless he shall be a resident ol' the City of 
 Halifax, or Town of Dnrtniouth. 
 
 Third. — The Amnud Meeting of the shareiiolders Annual Mfct- 
 shall, connnencing with the yi>ar IH.Sl, be held on [".n,.^,'*'' '" 
 the tirst Tuesday of February in each yoar, at such 
 time and place in the City of Halifax as the Directors 
 may a|)i)oint. All meetings of the Company both 
 special and general, sha'.l be called by publishing a 
 notice thereof for ten days, i.nmediately preceding 
 each <riM}eting in iwo newspapers published in the 
 City of Halifax, and by mailing a notice to each 
 stockholder at least ten davs before the dav fixed for 
 such nieeting. 
 
 I (lays 
 
 —At such Annual Meeting the share- Aiodcn/voiinf^ 
 ent or representetl by proxy, shall elect ''i'"^'^'^' 
 
 ForiiMi. 
 
 holders presei , _. , _, , 
 
 by ballot five Directors, and such Directors shall at 
 their first meeting thereafter elect froi i amongst 
 themselves a President. Such Directors shall hold 
 office until a new Directory shall have been elected, 
 but the outgoing Directors shall, provided they are 
 otherwise qualified, be eligible for re-election. 
 
rimlnnan. 
 
 ijiiiir\iin. 
 
 KiivfltMs to 
 a)>poiiit Sp<? 
 ivtiiry. &»•. 
 
 I'rt'sidcnf. 
 
 |)iiTfl(>rs' 
 .MootiiiKH. 
 
 Socivlary. 
 
 Hp'-ciul Meet- 
 
 By-Law8 of 
 
 In tho absence of the President from nny meethig 
 of the Stockholders or Directors, as tlie case ma}' he, 
 they siiail respectively choose one of tlieir own 
 number rs Chairman to preside at sucIj meeting — but 
 if present, tlie President shall preside at all meetings 
 both of the Directors and Shareholdors. 
 
 FiKTii. — Three or more of the Directors, including 
 the President or Chairman, as the case may be, siiall 
 f'onstitute a quorum for the transaction of business. 
 
 Sixth. — The Secretary, Treasurer, and all other 
 necessary ofllcers and clerks shall be apjjointed by 
 the Directors, who siudl define the respective duties 
 of each, and shall award to each of them such remun- 
 eration as they shall see fit. and they shall take such 
 security for the due performance of their respective 
 duties as the said Dire('t«)rs may deem proper. 
 
 Seventh.— The President (or chairman acting in 
 his absence, but elected by tiie Directors as herein- 
 before provided) sliall execute all documents on 
 behalf of said Company, and shall aflix the seal of 
 the Company thereto, sliall i)reside at all meetings 
 and shall sign or endorse all negotiable i)aper and all 
 orders or checks for money; and all such documents, 
 negotiable pajjcr, onlers and checks, respectively, 
 shall be countersigned by the Secretary. 
 
 Eighth. — The Directors shall meet as often as 
 the business of the Company requires, and each 
 Director, including the President, shall have one 
 vote ; and in the event of a tie, the President, or 
 chairman acting in his absence from the meeting, 
 shall have a second or casting vote. 
 
 Ninth. — ^^The Secretary shall attend all meetings 
 of Directors and shareholders, and he shall make 
 and keep a true record of all votes, acts, and pro- 
 ceedings of the Company and the Directors, respect- 
 ively. 
 
 Tenth. — The President may of his own accord, 
 and shall on the written requisition of not less than 
 ten shareholders, representing not less than one 
 thousand shares on which no calls shall then be 
 overdue and unpaid, call a general meeting of the 
 shareholders. The object of such meeting shall be 
 distinctly stated in such requisition, and the time, 
 
 placj 
 requj 
 Presl 
 the 
 
 it Hh| 
 
 iug 
 
 meet 
 
 mg 
 
 oi 
 
The X(tr<i, Sriithi Sinjar Urjiiinrij, 
 
 nny ineotrtig 
 ase nmy he, 
 tlifiir own 
 loeting — but 
 ill meetings 
 
 '8, incliidinjv 
 lay be, Himll 
 ^f business. 
 
 i(] all other 
 )l)ointecl by 
 ptive (hities 
 inch reniun- 
 11 take such 
 • respective 
 jper. 
 
 n aciin*; in 
 MS hei'ein- 
 innents on 
 the seal of 
 I meetings 
 iper and all 
 locuments. 
 spectively, 
 
 8 often as 
 and each 
 have one 
 
 esident, or 
 nieetinj^, 
 
 meetings 
 
 lall make 
 
 and pro- 
 
 respect- 
 
 n accord, 
 less than 
 than one 
 
 then be 
 ig of the 
 
 shall be 
 he time, 
 
 place and object of such meeting shall be notified as 
 required by Article Three of these Hy-laws. The 
 President shall have power to call special meetings of 
 the Directors whenever he shall see fit to do so, and 
 it shall be his duty to do so when requested in writ- 
 ing by any two of the Directors, the object of such 
 meeting being stated in such requisition. 
 
 Kr.KVKNTii. — No shareholder shall (notwithstand- raiMii>»c ijaiii 
 iiig anything in these Hy-laws contained) be i)er- '••'""'^ """>-' 
 mitted to vote either in i)erson or by proxy at any 
 meeting until he shall have paid all calls (Ine ni)on 
 his shares. 
 
 TwKLKTii — The Company shall have a lien upon Li<ii on i>i\ id- 
 dividends payable on stock, in resj)ect of which any "'"''*' 
 calls remain overdue and unpaid, and the Directors 
 may, if they think proper, retain any dividends s(» 
 payable, and api)ropriate the whole or so nmch there- 
 of as may be necessary to satisfy any calls then v^ ie 
 upon stock held by the party entitled to such divi- 
 dend ; or to satisfy any debt then outstanding in 
 anywise incurred by such shareholder to the Cotn- 
 pany ; or the Company, at the option of the Directors, 
 may, witliout prejudice to such lien, proceed at law 
 to recover such calls or indel)tedness. 
 
 Thihtkknth. — Any shareholder may appoint his pnixicH. 
 proxv in writing (the person so appointed nuist be a 
 shareholder), who may vote for him in matters 
 eonccrning the Company, such writing to be deposit- 
 ed (except as regards the meeting to organize the 
 Company) with the Secretary in the ofllce of the 
 ( 'ompany, at least twenty-four hours before the hour 
 fixed for the meeting at which- said person intends 
 to rei)re8ent his constituent. 
 
 FouuTEENTH. — Every shareholder who shall not VotinK, 
 be in arrears for calls, and who shall be present in 
 person or represented by proxy as provided by the 
 next preceding article, shall have one vote for every 
 share he or she shall hold in said Compan}' : The 
 voting in general and special meetings of the share- 
 holders shall alwavs be conducted bj' ballot. (See 
 Acts.) 
 
 Fifteenth. — The Directors shall, amongst other caiis on stock. 
 things, have power to make all calls upon stock, and 
 
!i 
 
 Ulii'clors" 
 
 A The Noni Scotia Siufor Hcfinrri/. 
 
 hIiuU tVuni ti:iu> to time iimki' all niicIi fulh uh in tlu'ir 
 JiKl^iiieiit iniiy bv mri'HHar} or l)<>iu>ticial for tliu Huid 
 L'oiii[)uiiy. 'riiuy hIiuII iiroHC'rilx' tlio uinount of niu'Ii 
 cuIIm and tlir time and plac*- ibr pHvniont thereof, 
 and otherwise determine and rej^nlate ull other 
 matters eoimected tiierewitli. 
 
 TiiiiiHfii K. SixTKBvrii. — No transfer of any shuiv or shares 
 
 shall Ite deenunl or held valid, nnlesH entered and 
 snliscrihed l»y the parties in the ('onn)any'H IJookH. 
 or i>v their agents or attorneys dnlv authorised in 
 writing? — Itnt no transfer of any share (»r shares which 
 have not heen fully paid np shall In- valid unless, nor 
 until the same he approved of l»y tiie Directors of the 
 Company by a formal v<»tc in that behalf. 
 
 TmiiHiViH. SKVKNrKENTii.— The transfer books of the Com- 
 
 pany shall be closcil for a period of at least fourteen 
 days next, before the day aiiiKiintcd for the payment 
 of a dividend. 
 
 KniMTKKNTii. — The Directors shall have j)ower to 
 negotiate for, select, anil purchase all lands and pro- 
 perties both real and personal necessary for the 
 [)urpo8es of said Com[)any. anil to niake and execute 
 in the manner indicated by Article Seven of the 
 By-laws, all necessary contracts and other en»i;a*^i'- 
 mcnta connected therewith, and they shall attend to 
 the construction, equii)ment, and jieneral mana»*i'- 
 nients of all buildinjis and erections, and do and 
 transact all other business of said (^'ompany. They 
 shall also prescril)e the forms of stock certillcates 
 and transfers thereof, and shall also determine how 
 and by whom such certificates shall be si}i;ned ; and 
 they shall likewise attend to and perform all such 
 other business as may froni time to time arise, and 
 •which they may deem necessary in the interests of 
 the Company to be done. 
 
 NiNKTKKXTH. — The Corporation Seal shall consist 
 of the words, '• The Nova Scotia Sugar Kefmery," 
 engraved upon a circle enclosing the words, " Ilali- 
 iax, September 187'J." 
 
 Aitcniii.tn TwKNTiKTH. — The Bv-laws of the Comi)any may 
 
 of By-Laws. [jf» revoked, altered, or amended, or new ones 
 adopted, with the concurrence of two-thirds in inter- 
 est of the stockholders present, or duly represented 
 
 S.-iil. 
 
 I.y 
 C( 
 all 
 ml 
 nil 
 
 thl 
 <'hl 
 
\h aH in tlu'ii- 
 for thu Huid 
 cHint of Niioli 
 loiit thereof, 
 ' all other 
 
 IV or shares 
 entered mid 
 nv'w IloolvH. 
 nthoriMed in 
 '^linres wliicli 
 
 I unless, nor 
 I'etors of'tlu' 
 I'. 
 
 of the C'oni- 
 iist fourteen 
 llie payment 
 
 i\e |)owor to 
 ids and pro- 
 !>rv for tlu' 
 and execute 
 even of tile 
 lier enjfage- 
 
 II attend ti> 
 al inanayi'- 
 nd d(» and 
 my. Tiiey 
 certificates 
 
 hrniine liow 
 
 ji^^nicd ; and 
 
 ni all sucli 
 
 arise, and 
 
 iterests of 
 
 hy proxy, at any Mpeciiil or jj;oneral nieetinj? of the 
 Company, l)nt no iddition to or otiier change or 
 alteration in thesi; Hy-luwH Himll be made nt anv 
 meeting, nnlesH distinct notice of sucli pi-oiwisod 
 ndditions, «'hnngcM or alterations sjiall have liecn 
 given by notice mailed to each shareljoltler at least 
 thirty days before the meetingnt which such additions, 
 <'hangeR or alterations are intended to ))e >nade. 
 
 |iall consist 
 Kelinery," 
 K "Ilali- 
 
 Ipany may 
 ■new ones 
 Is in inter- 
 I'prcsented 
 
Halifax, Oct. Ist., 1879. 
 
 I lu'ivby certity Ihut the above and foregoing By-Laws were 
 duly passed at a regularly called meeting of the Shartholdera of 
 said Company, held on the 'M)t\\ day of September last past. 
 
 rilOS. A. HITCHIE, 
 
 I' resident. 
 (Ccuntersigned) 
 
 \. U MEA(J1IKR. 
 
 ISeci'titorif. 
 
 Connrmed by Council 
 
 ADAMS O. ARCIirnALI), 
 
 Licitt.-(t(ireninr 
 
 \y.^ 
 
 _jE_ — !-^ '- 
 
t. Ist., 1879. 
 
 B^-Laws wero 
 SliarfclioIclei8 of 
 • last past. 
 
 ITCH IE, 
 
 I'resiflent. 
 
 IIJALI), 
 
 ■i(t,-(rmcnior. 
 
 AN ACT 
 
 TO I3SrCOIlI>OnA.TE 
 
 SHe §[ova<f rotia ^ugar frfinnjj, (Pmitd.) 
 
 Passed lo April, 1880, 
 
 
 WiiKRKAS certain persons have associated them- PmmihU'. 
 selves in this Province, into a Company desiif^iiated 
 as " The Nova Scotia Sugar Kefinery," under the 
 provisions of an Act of this Province entitled '' An 
 Act of certain Joint Stock Comi)anies." anl the 
 said Company having- complied witli the i)rov.sions 
 of said Act have continued in operation from their 
 association thereunder in the year of our I^ord, one 
 thousand eight hundred and seventh-nine to the 
 present time. 
 
 And vvhereas the Capital Stock of sai<l Company, 
 represented b}- lands held by them in fee simi)le. 
 erections thereon, cash in hand, and other things, is 
 of the value of at least seventy-five thousand dollars. 
 
 And whereas at least tl.ree hundred thousand 
 dollars stock has been subscribed for in said Com- 
 pany, and at least twenty-five per cent, thereof has 
 been actually paid in cash, and the siiareholders are 
 desirous of being incor[)0!ated under an Act of this 
 Province. 15e it therefore enacted by the Governor, 
 Council and Assembly as follows : 
 
 First. — The said "'The Nova Scotia Sugar Kefm- Niuik-, &c, 
 cry," and the shareholders in that Company, their 
 successors and assigns shall be and are hereby declar- 
 ed to be a body politic, and corporate by the name of 
 "The Nova Scotia Sugar Kefmery.( limited)," for the 
 purpose of purchasing and holding such lands and 
 other property, of erecting and constructing such 
 buildings, wharves and machinery, as may be neces- 
 sar}' or useful for refining sugar from raw or Jinrefiued 
 sugar, molasses, beet root or other substances capable 
 of being manufactured into merchantable refined 
 sugar, and of dealing in and vending such refined 
 
10 
 
 ('a])ital. 
 
 IxsUf of Stock 
 
 Kir-^t Call. 
 
 i{cal K»tat' 
 
 Directors. 
 
 An Act to Incorporate 
 
 sugar, and all articles of merchandise or other com- 
 modities connected therewith, and also for the further 
 purposes — in addition to the matters and things 
 above referred to — of doing and transacting all such 
 other business and things as may be incident or 
 necessary to the successful carrying on of the business 
 of refining sugar and disposing of the same. 
 
 Second. — The Capital Stock of the Company shall 
 be Five Hundred Thousand Dollars, to be divided 
 into Five Thousand Shares of One Hundred Dollars 
 each, which sliall be personal property, transmissible 
 and assignable as such. 
 
 Third. — The Directors are herebv authorised, 
 when and so soon after the passing of this Act as 
 they may deem it necessary in the inteiests of the 
 Company to do so, to issue shares from time to time, 
 .ind in such quantities, and to j»uch extent as they 
 may think proper, b»it not so as to exceed in the 
 whole the difference between the amount or stock 
 her'^inbefore declared to have been subi^eribed for in 
 said lirst Company, and the sum of Five Hundred 
 Thousand Dollars mentioned in the Second Section of 
 this Act. 
 
 The Three Hundred Thousand Dollars Stock 
 which have been subscribed for in said Company, for 
 the purpose of its going into o[)eration under said 
 Joint Stock Companies Act, and the payment of 
 upwards of Seventy-five Thousand J)ollars made on 
 account thereof, shall be and be taken and deemed 
 to be a sufficient subscription and payment to entitle 
 the said Company to go into operation under this Act 
 luMnediately after the passage thereof. , 
 
 Fourth. — The Company may pui'chase, take hold, 
 and enjoy real estate, including that now held by 
 -said Compau}', not exceeding Three Hundred Thou- 
 sand Dollars : and the Directors shall have power to 
 sell, mortgage, lease, convey or otherwise dispose of 
 the same whenever they shall deem it expedient in 
 the interests of the Company to do so. 
 
 Fifth. — Thomas A. Ritchie, Michael Dwver, 
 Robert Boak, James Hutler and Pidward P. Archbold, 
 the present Directors of said Company shall continue 
 to be the Directors of said Company until the Annual 
 Meeting, to be held in the year of our Lord, One 
 
 Tl 
 
 the 
 
 tinl 
 
 DiJ 
 
 sha 
 
 ger 
 
 On] 
 
 prol 
 
 ishal 
 
 HyT 
 
 Tlk 
 
 atti 
 
 A. 
 
 by 
 
 exei 
 
 hen 
 
 orgs 
 
 ^..m^xswm fr?^. 
 
se or other corn- 
 so for the further 
 ters and things 
 isacting all such 
 be incident or 
 >n of the business 
 i same. 
 
 le Company shall 
 S to be divided 
 Hundred Dollars 
 ty, transmissible 
 
 eby authorised, 
 : of this Act as 
 inteiests of the 
 )m time to time, 
 extent as they 
 ) exceed in the 
 nount of stock 
 nbscribed for in 
 ' Five Hundred 
 cond {Section of 
 
 Dollars Stock 
 Company, for 
 |tion under said 
 le payment of 
 |jllars made on 
 n and deemed 
 nent to entitle 
 under this Act 
 
 xse, take hold, 
 now held by 
 [undred Thou- 
 [lave power to 
 |ise dispose of 
 expedient in 
 
 Jiael Dwver, 
 (p. Archbold, 
 [hall continue 
 the Annual 
 Lord, One 
 
 The Nova Scotia Sugar Rejinevi). 11 
 
 Thousand Plight Hundred and Eighty-one, and in 
 the event of a vacancj' occurring therein in the mean- 
 time by death, r'jsignation, or otherwise, the other 
 Directors shall elect a person from amongst the 
 shareholders to fill such vacancy until the said annual 
 1 general meeting to be held in the year of our Lord, 
 One Thousand Eight Hundred and Eighty-one, 
 provided, however, that such person so to le elected, 
 shall be eligible therefore under the provisions of any 
 By-laws which ma}' be in force for the time being. 
 The said Directors shall, until the election of officers 
 at the Annual General Meeting to be held in February. 
 A. D. 1881, have all the rights and powers conferred 
 by this Act, and which they might or could have 
 exercised had they been elected under the provisions 
 hereof. 
 
 Sixth. — Immediately upon the [)a8sing of this Act, 
 all lands, wharves and other property, both real and 
 personal, belonging to said Company, under its first 
 organization, shall vest in and become the property 
 of the Company, hereb\' created to the same extent 
 as the same is now held by said Company. And 
 the Company hereby created, shall, as to all contracts, 
 agreements and rights of action, I'emedies and defence, 
 stand in the same position as the said first Company 
 would have done if this Act had not been passed, 
 and the organization, made imder said Joint Stock 
 Companies Act, shall be etFective and valid for all 
 purposes under this Act. 
 
 Seventh. — The Annual INIeccing of the Company Aninmi Miii- 
 for the year A. D. 1881, shall be held on the first "'«• 
 Tuesday in February, at such place in the Cit}' of 
 ILalifax as the Directors shall determine. Notice 
 of the time and place of holding such meeting shall 
 lie given in two newspapers, published in the City of 
 Halifax, sucii notice to be inse ted daily for at least 
 ten days next before tli« day fixed for such Annual 
 (jleneral Meeting. Subseciuent Annual General Meet- 
 I ings shall be called and held under the authorit}" of, 
 f and in accordance with the provisions of the By- 
 Laws in force for the time being. 
 
 i Eighth. — The By-Laws passed by said Company ^'o|,(|,•|llin^r 
 
 under its said organization, and which have been 'i^i'^^s. 
 approved by the Governor in Council, and filed in the 
 Registry of Deeds at Halifax and in the Provincial 
 
 I 
 
12 
 
 An Act to Incorporate 
 
 SlmrclioldiTs' 
 Liiibility. 
 
 'rriiusfor> 
 
 'rransfci's. 
 
 Lien on l)i\i() 
 ends. 
 
 Scorotni'.v's Otiice, in accordance with tlie require- 
 ments of the law, shall, except so far as the same 
 mav be modified or affected by this Act, continue in 
 full force until the Company hereby created shall 
 have made and passed B^'-Laws. 
 
 Ninth. — No member of the Corporation shall be 
 liable in his person or separate estate for the debts 
 of the Company to a greater amount in the whole 
 than the amount of stock held by him, deducting 
 therefrom the amoimt actualh' paid on account of 
 nich stock, unless he shall have rendered himself 
 liable for a greater sum by becoming surety for the 
 dol»ts of the Company ; but no shareholder who may 
 have transferred his Interest in the stock of the Com- 
 |)any shall ceast; to be liable for any contracts of the. 
 Conn)any entered into before the date of such transfer, 
 so as any action in respect of sucii liability shall 
 be brought within six months after siidi transfer. 
 
 Tenth. — 'I'he transfer of shares in the C'ompany 
 shall be valid and etfectua) for all pur[)oses from the 
 time such transfer is nnule and entered upon the 
 books of the Company ; bnt no triinsfer of shares 
 shall be entered upon the books of the Com[)aiiy. 
 nor shall any transfer thereof be of any force or 
 effect, unless, nor ur^til, the same shall have been 
 approved of by a resolution of the Directors, passed 
 at a regular meeting of the Hoard ; but no such 
 approval shall be necessary in the case of shares 
 which have been fully paid up. 
 
 Eleventh. — The Directors may, amongst other 
 grounds, whether such stock is fully i)aid up or not. 
 decline to receive, approve of, or register, any transfer 
 of shares belonging to any member who, or the firm 
 of whom he is a member, is indebted to the Com- 
 pany 
 
 Twelfth. — The Company shall have a lien upon 
 dividends, payable on stock, in respect of which any 
 calls remain overdue and unpaid, and the Directors 
 may, if they think proper, retain any dividends so 
 payable and appropriate the whole, if necessar}', or 
 KO much thereof as may be necessar}*, to satisfy any 
 calls, then un;>aid, upon the stock held by the party 
 entiilctl to such dividend. The Company shall also 
 have a lien for any overdue debt on the shares and 
 
 unpaid di 
 Directors 
 shares of 
 if such d» 
 through 1 
 not until 
 thereof, o 
 same, by 
 the last k 
 days prio 
 made the 
 shall exec 
 thereof, 
 which trr 
 rights in < 
 the holdc 
 warranty 
 liut witlio 
 olticers e 
 by pubhc 
 for, at le 
 lished in 
 
 Thirte 
 make sue 
 moneys i 
 shall thill 
 payment! 
 necessar 
 
 Fouri 
 made at 
 nuthorizi 
 
 Fiftei 
 
 calls, it 
 
 matter, 
 
 defenda 
 
 the nam 
 
 of mon 
 
 respect 
 
 (stating 
 
 whereb; 
 
 under t' 
 
 l)urport 
 
 pany, t 
 
 that su 
 
 that sc 
 
The Xom Scofin ^ugar Rcjhifry. 
 
 unpaid dividends of tiie debtor tliereof; and the 
 Directors may decline to allow any transfer of the 
 shares of sucl', debtor until such debt is paid, and 
 if such debt is not paid when due, the Company, 
 through their Directors, may sell such shares, but 
 not until after notice has been given to the holders 
 thereof, of the intention of the Company to sell the 
 >same, by mailing such notice in the Post Office to 
 the last known address of such holder, at least thirty 
 days prior to sucli sale ; and ui)on such sale being 
 made the President or Secretary of the Company 
 -shall execute a transfer of such shares to the |)urchaser 
 thereof, in the usual transfer-book of the Conipany, 
 which transfer shall vest in such purchaser all the 
 rights in or to such shares which \\ere possessed by 
 the holder thereof, with the same obligation of 
 warranty on his part as if lie were the vendor thereof, 
 but v^ithout any warianty from the Company or its 
 tUticers executing such transfer. Such sale shall be 
 by public auction, and the same shall be advertised 
 for, at least five days, in two daily newsj)apers i)ub- 
 lished in the City of Halifax. 
 
 Thirteenth. — The Directors may from time t'otimecails. 
 make such calls upon the members in respect of all 
 moneys unpaid upon their res[)ective shares as they 
 shall think fit, at such times and places, and in such 
 payments and instalments as they may deem 
 necessary. 
 
 Fourteenth. — A call shall be deemed to have beeucaiis, 
 made at the time when the resolution of the Directors 
 authorizing such call was passed. 
 
 Fifteenth. — In any action to recover a call, orcaiix. 
 calls, it shall not be necessary to set forth tiie special 
 matter, but it shall be sufficient to declare that the 4- 
 (lefendant is a holder of one or more shares (stating 
 the number of shares), and is indebted in the sum 
 «)f money to which the calls in arrear amount, in 
 respect of one call or more, upon one share or more 
 (stating the number of calls and amount of each,) 
 whereby an action hath accrued to the Company 
 under this Act ; and a certificate under the seal, and 
 l)urporting to be signed by any officer of the Coni- 
 l)any, to the effect that defendant is a shareholder, 
 that such call, or calls, has, or have been ir.ade, and 
 that so much is due by him, and inipaid, thereon. 
 
 in 
 
14 An Act to Incorporate 
 
 shall be leceived as against the defendant in all 
 courts as prima facie evidence to that effect. The 
 provision of this Section shall appl^' as well to calls 
 to be made on the stock hereinbefore declared to 
 have been subscribed as to stock subscribed for under 
 this Act. 
 
 scui not news- Sixteenth. — The C^onipanv shall liave power to 
 •*"■•*• become parties to drafts, bills of exchange, and pro- 
 
 missory notes, and ixny such draft, bill of exchange, 
 or promissory note made, drawn, accepted, or en- 
 dorsed by the President, and counter-signed by the 
 Secretary or Treasurer of the Company, shall be 
 binding on the Company ; and every such draft, bill 
 of exchange, or promissory not(; made, drawn, 
 accepted, or endorsed in the manner and by the 
 parties above indicated, shall be i)ve8umed to have 
 been properly made, tlrawn, accepted, or endorsed, 
 until the contrary be show ' ; and in no case shall it 
 be necessary to have the seal of the Company affixed 
 to any such draft, bill of exchange, or promissory 
 note ; nor shall the President or other officer of the 
 Company so making, drawing, accei)ting, or en- 
 dorsing, any such promissory note or bill of ex- 
 change for said Company be thereby subjected, 
 individuallj', to any liability beyond his liability as a 
 member of such Company. 
 
 '','otiiiK'. 
 
 Seventeenth. — At all meetings of the Company 
 each shareholder shall be entitled to one vote for 
 each share then litld b}' him — such votes may be 
 given in i^erson or by proxy — the holder of such 
 prox3' being himself a shareholder : but no share- 
 liolder shall be entitled either in person or by |)roxy 
 to vote at any meeting unless he shall have paid 
 r.U the calls upon all the shares held by him. All 
 questions proposed for the consideration of the 
 shareholders shall be determined by the majority of 
 votes, the chairman presiding at such meeting having 
 the casting vote, in case of an equality of votes. 
 The DirectOi s shall always be elected by ballot, but 
 all other questions ma}' be decided by open voting. 
 
 Eighteenth. — This Act shall cease and determine, 
 if effective works shall not be begun and continued 
 
 under it, 
 passing. 
 
 within two vears from the date of its 
 
 I 
 
 V 
 
 'S s 
 
 2^iiiete 
 by th . 
 reduced b 
 tors shal 
 to take in 
 Such mee 
 lished in 
 publisiied 
 thirty da 
 Secretary 
 by mail t 
 tiie day f 
 the objec 
 be comi 
 sharehoU 
 Act and 
 <leclare 
 and it si 
 interest 
 amongst 
 winding 
 bolder 
 tors for 
 oether i 
 Comi)an 
 nieetlngi 
 governei 
 Act. 
 
 Tivei 
 
 such re? 
 
 holders 
 
 resolutii 
 
 such re 
 
 Royal 
 
 pany s 
 
 shall c< 
 
 require 
 
 the Co 
 
 and re 
 
 the wlv 
 
 five sh 
 are he 
 and et 
 closing 
 
ill all 
 
 Tho 
 
 calls 
 
 ed to 
 
 under 
 
 '^ 
 
 The Novo. Scotia Sugar Refinenj. 
 
 15 
 
 nineteenth. — Upon the happening of losses whe!*?- wimlinK »)> 
 by the paid-up capital of the Company shall be •^'■'• 
 reduced by two-tliirds the amount thereof, the Direc- 
 tors shall call a special meeting of the shareholders 
 to take into consideration the ati'airs of the Company. 
 Such meeting shall be called by advertisement, pub- 
 lished in ever}' issue of at least two dail}* newspapers 
 publisiied in the City of Halifax for a period of 
 thirty days next, before the iiolding thereof, and the 
 Secretary shall also semi a notice of such meeting 
 by mail to ever} sliareholder, at least ten days before 
 the day fixed lor such uioeting, such notice to state 
 the object of such meeting. At such meeting it shall 
 be competent for a majority in interest of all the 
 shareholders who are under the provisions of this 
 Act and the Hy-laws entitled to vote, *o resolve or 
 <leclare that the said Company shall be dissolved ; 
 und it shall also be competent lor such majority in 
 interest at such meeting to appoint five persons from 
 ••imongst the sharehohlers to assist the directors in 
 winding up said Comi)any. The said five share- 
 holders so to i)e chosen as aforesaid, and the Direc- 
 tors for the time being of said Companv shall to- 
 gether constitute a connnittee to wiiid np said 
 Com|)an3- ; and such committee shall. :.j regards its 
 meetings, prof^odure thereat, anti mode of voting, be 
 governed by the provisions of the By-laws and this 
 Act. 
 
 Twentieth. — "Within ten days after the passage of\viii<iiii«>i|i 
 such resolutions, and the appointment of five share- •^*''' 
 holders as aforesaid, the Directors shall pass a 
 resolution declaring the Comi)any dissolved, and 
 such resolution shall be forthwith published in the 
 Jinyal Gazette newspaper, and thereupon the Com- 
 pany shall cease and determine, but the Directors 
 shall continue in office during such time as shall be 
 required for winding up the affairs and business of 
 the Comnany, and all corijorate powers necessary 
 and requisite shall subsist and remain in force until 
 the whole of its affairs shall be finally settled. 
 
 Twenty-first. — The committee composed of said \viniliii>,' mi 
 five shareholders and the Directors shall, and they '^^^• 
 are hereby required, to adopt the most immediate 
 and effectual measiu'es for settling, winding up, and 
 closing all the accounts, affairs, and business of the 
 
 wmmmmm 
 
l(i 
 
 N'liiiitv 
 
 An Ad fo Iifnirponitc 
 
 Coinpnny, ascertaining, adjusting,, aid paying de- 
 mands against the Ham >, eoUeeting the debts and 
 unpaid balance on stoclv, if any, and converting the 
 capital and property of the Company into money ; 
 and for dividing and paying to and among tlie share- 
 holders and proi)rietors entitled thereto, the whole 
 nett proceeds of the same, acconling to their respec- 
 tive shares and interest in the Company. 
 
 Twenty-&econd. — The Company shall paint or aftix, 
 and keep |)ainted or aflixed, their name on the 
 outside of every office or place in which the business 
 of the Company is carried on, and in a conspicu- 
 ous position in letters easily legible, and shall have 
 tiicir name mentioned in legilile characters, in all 
 notices, advertisements and other publications of 
 such Company, and all other writings used in the 
 transaction of the business of the Company : and 
 each of the Directors shall be liable to a penalty of 
 twenty dollars for every neglect oi* ouiission of the 
 name of the Comi)any in any of the above casus. 
 
 ' • 
 
1 I 
 
 *