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These too large to be entirely included in one exposure are filmed beginning in the upper left hand corner, left to right and top to bottom, as many frames aa required. The following diagrams illustrate the method: Un dee symbolec sulvants apparattra sur la darnlAre image de cheque microfiche, selon le cas: le symbols — ► signlfle "A SUiVRE". le symbols ▼ signlfle "FIN". Les cartea, planches, tableaux, etc., peuvent Atre flimAe i dee taux de r6duction difftrents. Lorsque le document est trap grand pour Atre reprodult en un seul clichA, il est filmA A partir de I'angle supArieur gauche, de gauche h drolte, et de haut en bas, en prenant le nombre d'images nAcessaire. Las diagrammes sulvants iilustrent la mAthode. arrata to pelure, )n d D 32X 1 2 3 1 2 3 4 5 6 ^er '7*? r;G ACT OF INCORPORATION AND BY-LAWS OP THE I QUEBEC MASONIC HALL ASSOCIATION. QUEBEC : PRINTED BY P. SINCLAIR, BOOKSELLER, St. John Street. 1855. ,^. 1/ •■■^. ACT OF INCORPORATION. I I AN ACT TO INCORPORATE THE QUEBEC MASONIC HALL ASSOCIATION. Whereas Weston Hunt, William Eadon, Charles Philips, William Miller, George Railton, Joseph White, James Dean, the younger, James Green, A. McKajr, J. King, W. A. Rankin, G. R. Browne, J. Lindsay, D. Gale and J. B. For- sytli, Members of the Quebec Masonic Hall Asso- ciation, have, by their Petition to the Legislature, represented that they have in contemplation the erection and maintenance of a building within the city of Quebec, to be called " The Quebec Masonic Hall," for the accommodation of public meetings, convened for useful and moral purposes, and that it would greatly tend to the advancement of the useful and philanthropic objects of the said Asso- ciation if corporate powers were conferred upon them, and have prayed for an Act of Incorpora- tion : Be it therefore enacted by the Queen's Most Excellent Majesty, by and with the advice and consent of the Legislative Council and of the Legislative Assembly of the Province of Canada, constituted and assembled by virtue of and^ under the authority of an Act passed in the Parliament of the United Kingdom of Great Britain and Ire- land, and intituled, An Act to re-unite the Provinces of Upper and Lower Canada, and for the Govern- went of Canada, and it is hereby enacted by the authority of the same. " xt o'^ '*,'" ''"d ^°'T°''''t°' »'«ler the ,mmr o 8ha ho lA", w'"'"" Hall Association," a. receivoon,? i'"^ to acquire, hold, posses's, take meSs ami ;„„? "'^'' ^''"O'ae'its or heredita- ments and real or immoveab e propertv lvinwards iuebec 5 I Masonic Hall," shall be members of the said As- I sociation, and as such entitled to and receive, af- ter the said building is completed, the entire and net distribution of the profits and advantages that ^hall and may arise and accrue by virtue of the sum and sums of money to be raised, recovered and received by tlic authority of this Act, in propor- tion to the number of shares so held ; and every person or persons having such property of one or more shares in the said undertaking and in pro- portion as aforesaid, shall bear and pay an ade- quate and proportionable sum of money towards (tarrying on the said undertaking in the manner b} this Act directed and appointed. in. And be it enacted, that upon every or iiny subject, proposition or question v^hich shall arise, be discussed or be put, relating to the affairs of the said Corporation, at any meeting of the members thereof to be held in pursuance of this Act, each member present thereat shall be enti- tled to one vote for every one or two shares he shall hold or possess in the said undertaking ; the holders of three or four shares shall be entitled to two votes, and so in proportion : provided, how- ever, that no member shall at any time be entitled to more than ten votes, although he may be a holder of more than twenty shares; and whatso- ever question, election of officers, or other matter or thing shall be proposed, discussed or considered at any such meeting, shall be finally determin- ed by the majority of votes then present, and the Chairman at every such meeting, in case of a di- vision of equal numbers, shall have the casting vote, although he may have voted before. IV. And be it enacted, That the said Corpora- tion may from time ' o time lawfully borrow, either in this Frovince or elsewhere, such sum or sums 6 of money, not oxceodin/? at one time the Hum m never. tliouHand five hundred poundn cuiTcncy, a. they may find expedient, and as they may think proper, andmay give their bonds, obligations ctod at such first General Mooting, shall remain in otlico until the General Meeting which shall take plac' ;is aforesaid. And at the Hrstof the Meetings ot tlio Directors which shall lake place in each year as soon as possible after their election, they shal ifa quorum bo present, chose a President and Vice-lVesident from among their number, who shall preside at any Meeting of the Directors, an( he entitled to a casting vote, incase of an equal division of members, although they may have res- pectively voted before; and the Directors shall also choose annually from among the Stockholders ofthe said Association, a Treasurer and a Secre- tary, who shall be permanent or be appointed tor one year only, as the majority of any Quorum of the said Directors may see lit to determine; and the said directors are hereby authorized to take such security from the said Treasurer and Secre- tary for the due execution of their respective of- licos as the said Directors shall think proper : Provided always, that any two thirds of the I'ro- prietora assembled at any General Meeting nuiy remove such Secretary or Treasurer, and m such case the Directors shall appoint another in his stead. VIII. And be it enacted, that it shall be lawful for a majority of the Directors or any number of Proprietors," having together not less than one liundred votes, to call a Special General Meeting of the Subscribers at any time, by public notice in an English and in a French newspaper, pub- lished in the said City, such notice to be given at least ten days before the day fixed for such Special Meetint^. « . :- 4 8 for^LHnl'';''-''°'"f n' r""^"^° saw Directors wTrt! fnl '"^'"g'/Ji"'l i'"ve and be invested with full power and authority to niarao-e order over.ee and tr.nsact all anc^ singula ?ge' affaL^ Tt^T^'V'^ *'r f^''^ " ^"«^^« Masonic HaU Association," and all matters and things whatsc ev^r relating to, or concerning the samf; Tnd the Ilfn It , T"^'"^ of the said " Quebec Masonic Hail Association," produce and give a full iust recIw»\^"T""* '" T**''S °*'^11 their transactions, receipts mid paj-nieats respectively, so that the true state^ of the said Quebec Masonic Hall Asst ciatwnana its aff .irs may manifestly appear ; ami shall also make and declare a Dlviiend of t e clear profit and revenue, all contingent costs \ud charges being first deducted, amonl all the Pro: prietors aforesaid. ° X. And be it enacted, that when the term of office of the Directors elected at the first General this Act shall expire that is to say in the mSnth of February, oiie thousand eight hr.ndred and fifty SIX, seven Directors shall be chosen at the General Meeting of Proprietors to be held in the SMd month in every year thereafter. Provided Sfd TO* !7 ^Tl?"" ™*y ^'^ re-elected, and ikce n ^e n-r fn^ T''* '" ''^^'''' ""^ at such place in the City of Quebec to be bv them ap- v^M^ { as occasion may require, but if any Di- rector shall die, or be pemanently removid to another District before his term of office shall have expired, the Proprietor who shall have at .fte 'llf'''*'°\^'>' °^^* f •«''*«'• "'^^."^'-o/vote .itter ihe seven Directors shall fill his p!a".e. XI. A 1 be it eniiuced, that the Proprietors nf ^> . 9 the said undertaking shall pay the amount of their respective Shares in such instalments as the Di- rectors shall see fit to determir.e, to the Treasurer of the said Association, at such times as the By- laws to be made shall state ; provided always, that no such instalment ahall exceed five shillings and there be at least one month's notice between each call. XII And be it enacted, that all Subscribers of Shares, or Stockholders in the said undertaking, shall be held and bound, and they are hereby re- quired, to pay the sums of money subscribed tor by them, as the same shall be called for under the provisions of the By-laws to be hereafter made, and in the case any person or persons neglect or refuse to pay the same at the times appointed by the said By-laws, it shall be lawful for the said Corporation to sue for, and recover the same and interest upon the amount due and costs, m any Court of Law having competent jurisdiction. Xin. And be it enacted, that the said Direc- tors or a Quorum thereof, as aforesaid, being as- s ibled at such places and times as aforesaid, t 11 have full power and authority to make, or- daai and constitute such and so many By-laws, Rules and orders not repugnant to the Statutes, Customs, or Laws of the Province, or the express re'->-nlations of this act as by the said Directors sliall be judged expedient and necessaiy tor the direction, conduct and government of the said Association, and of the property, real and person- al, moveable and immoveable, by them held, and as in their opinion will most efl:ectually promote tVie purposes of this Act ; and by such By-laws, liules and Orders, they shall decide what person or persons may acquire and hold Share or Shares in th said Association, and none but those al- ill 10 lowed by the said By-laws shflll 1,. v, , quire any right or titlp nw ® enabled to ac- any Share of Shares ormr^^^f"";**^'^ ^ ^^oW Association and ih^tJ-' hereof m the said fines and forfS^ot^.^PT ""'' '"«'«* «"oh currency, as to then; hallTen^^ .^^^ P''"'"^^ person being a Member of tho« J."J'V"P°" ^"J' who shall bl guilty of a breae^ -^ <^orporation Eules or ordeFs : ProvideT!) {■, ^"""^ %-law8, shall be in force untUt shall b-.°' ^* ""^ ^y^^^' by a vote of at least two li^T H«" sanctioned etore present at a GenejS V« 'I^' "^ *^^ P^'opri" together by the K^Ss^d'.*^ "*' "^^^-^ tokmg such By-laws into Ton«?l .? Purpose of any amendment, repeal or «Itl !-'°"' »°'' ^^all law be valid, unless a^rL/fr''*'°" ofanyBy- -id Proprietor;X:K Ifflr '""""^ '""'^^ eoSy^o^i'dt;*!:^^^^^^^^^^^ -dividual, or hundred Shares in the ^d tSfatTor *''" *"° be1ift;tte:jrrdtvt;^1ii*^^^ -^ ^nay the time being of the sair) ^ ° **""• ""embers foV tors, administfatoillnd a,s?°n^?;;"^'°". ^"^^ e^ecu- devise or dispose of h s ortS *^'''''-' '^"' "^'i^". shares and interest oXto'drj"' '^''"' °^ as may by the said Bv-laws '^f Person or persons quire,_ and hold anylharror^^P"™'."'''' ^ ««- Association, and the saW np.i "' '" *^'e «aid be memb^nvs of the 4iTri' °'!-°''Pe''sons shall entitled to ail and eve, v ?r,lV'^"'\^'''^ shall be eges, and to the m"^tf an^/'^''^ '*"'* P"^i- trom arising, and in the sol^ P^''''"*?^es there- members in^this Art named i^^'^P.-.?*]""' «« ^e tuo of this Act • Pr' f,™f ''."'^e entitled to by vir- a Share or Sl4esSSiS' t,'"*^ P''^ ^^ or owner thereof to ^ny'^^^Z^^'^' 11 3d to ac- to hold the said flict such pounds pon any poration By-laws, By-law ictioned Propri- ' called pose of 5r shall iny By- is of the lual an two , or d may >rs for execu- alien, are or Brsons to ac- J said shall all be privi- here- 8 the ^^ vir- rt of ietor XVI. And be it enacted, that any purchaser or purchasers shall for his or their security, as well as that of the said Corporation, have a Duphcate or Duplicates of the deed or Act of transfer made unto him or them, and executed by both parties, one whereof so executed shall be delivered to the said Directors, or to the Secretary for the time beinff, to be filed and kept of record for the pub^ licuseof the said Corporation, and iipon the filine: thereof an entry thereof shall forthwith be made in the Book or Books to be kept by the said Secretary for that purpose, for which no more than two shillings and six pence currency shall be paid, and until such Duplicate of such Deed or Act -of Transfer shall be so delivered unto the said Directors or Secretary of the said Corporation, and filed and entered as above directed, such Diirchaser or purchasers shall not be held to be a 'Proprietor or Proprietors of such Share or Shares, and shall have no part of the profit of the said undertaking paid unto him or them, nor any vote as Members of the said Corporation, and such sale or transfer shall not be valid until ap- proved of by the Directors. XVn. And be it enacted, that this Act shall be a public Act. I I III QU 1.- oftb Hali provi porti and 1 and < whai 2.- hold aftei fide 3. by) bee hav< • OF THE QUEBEC MASONIC HALL ASSOCIATION. 1 —In the erection and subsequent management of the Building to be called The Quebec Masonic Hall -under the Act of Incorporation,-suitable provision shall be made at all times for ensuring a portion of it for the use aind convenience of the -Ancient FraternUy of Free and Accepted Masor^, and the portion so set apart shall be devoted solely and exclusively thereto, and to no other purpose whatsoever. 2 —No person shall be a Proprietor or Stock- holder in this Association (otherwise than as here- after set forth in Sectmi IT.) or he deemed a bona fide member thereof, miless he belong to the ^'■Ancient Fraternity of Free and Accepted Masons. 3 —The Election of Directors shall take place by ballot ; but no Prop/;>tor or Stockholder shall be eligible to be elected a Director, miless he shall have held the requisite number of SharcB m the 4.— Any Director absenting hi7n«oi^ *• meetings of the Board for th^eeeo^^^^^^^^^^ ' *'' after having been reo-nl^vl ^^^«^«^tive months ed m the manner defined in the teTth ^"" the Act of Incorporation. * '^'*"«^ ^^ 5 — The Rbgi/lar Meeting op thi. -n shall take place on the Z Tuesday ofT"' month ; but the President r., ; i!- T ^''^'^ Vice-President, orbS J' '» '^'^ ^^sence, the . three of the Di^ to« Z c^Te M m'' *"^ of the Board, of which dTenoticS f' ^^' by the Secretary at le«t T , ''* «'^®'' thereto. ^ "'' ^'^^^ ^^^^ Pi'eyious any meeting of "rBoardt^n T "'^ ^''''''' ^' point a ChaLan for r tit ii""' ^T' *° "P" competent to tn.ns^t 5^1 ^11 2 f'" '' tion at such meeting. "^^^^ '^'^<'«^ 7 — Two Auditors shall be annointo^ u >ng year, and in the eyent of a "' ^«g, 15 tlieBoavd of Directors bIuiU appoint Bomc other Stockholder to till it. 8 -It shall be the duty of the Auditors to ex- uuiine all the hooks and accounts of the Associa- tion and prepare a certified statement of its affairs to he laid before the Stockholders at the General Annual Meeting in February, and such statement shall be sent to the Secretary, for the information of the Directors, at least fourteen days before such General Annual Meeting. 9 —The books of the Association shall be made up to the thirty-first day of December in eye|y year, and the statement of the Auditors shall be open for inspection by members of the Associa- tion from ten A. M. to three o'clock P. M., tor seven days previous to the General Annual Meeting. 10.— The Directors shall choose by ballot a ^Preamrer and Secretary, at the first meeting of the Board held after the General Annual Election in February. 11.— It shall be the duty of the Secretary to issue all notices, record the minutes of proceedings of the Board of Directors, and of meetings of Stock- holders, which minutes shall be signed by the Chairman for the time being. He shall receive all monies for and on behalf of the Association for which his receipt shall bear a sufficient discharge, ,, ,11 ^^^^ a„^i. 1^-5 o'vo^io+h*^ Treasurer and lie «nall pay uvcr sucn moxiA .. i^ 16 from day to day, taking the lattcr'n receipt for tlie same. He yball keep books, and a correct cash account of monies so received and paid over to l)e produced at all meetings of the Board of Directors and of the Association, and perform all such du- ties as generally appertain to his office. The Di- rectors may assign such salary for the performance of his duties, as they may deem fit. 12.— The Treasurer shall deposit in one of the Chartered Banks in this City, in the name of the Association, all monies he may receive from day to day from the Secretaiy. He shall pay all accounts.for and on behalf of the Association by check, signed by himself and countersigned by the President. No money shall be withdrawn from the Bank in any other way— neither shall any check be so countersigned unless accompanied by a voucher, signed by the Secretary, and such voucher shall also be countersigned by the Presi- dent or Vice-President. Provided always that the Treasurer may at all times retain in his hands a sum not exceeding ten pounds. 13.___No payment of money shall be made out of the funds of the Association exceeding in amount the sum of twenty-five pounds, unless previously sanctioned at a meeting of the Board of Directors. 14._-The Proprietors shall pay the Instalments on the amount of their respective shares at such times and in such manner ^i tiie Directors shall IT or tlie : eanli ' to be 'cctori^ li (Ill- lie Di- inauce )ne of ime of from pay all on by Led by drawn ? shall panied d sucli Presi- iiat the inds a de out ing in unless Board lalmenis bt such 'S Blmll from tinie to time appoint, and the non-payment of tlie same within ten days after they have become due shall subject the Stockholder liable therefor, to a fine of one shilling for each share, and, if un- paid for a period of three months after falling due, such share shall be declared forfeited, and all pre- vious instalments shall become the property of the Association. A Proprietor in arrear shall also be disqualified from voting until all Instalments and fines due by him are paid up. 15. — Any Stockholder, who shall make an im- mediate deposit of money, of not less than ten pounds, shall be allowed interest at the rate of six per cent per annum upon the amount remaining at his credit, until the whole amount of such deposit shall have been taken up in the payment of the periodical calls of Instalments on the Shares sub- scribed for by him. 16. — For every transfer of Stock, a fee of two shillings and six pence shall be paid at the time of such transfer to the funds of the Association. The transfer Book shall be closed for one month pre- vious to the General Annual Meeting in Febru- ary. 17. — Any person, other than a Freemason, ac- quiring Stock by death or otherwise, shall as the holder thereof for the time being, be entitled to participate in the profits and advantages accruing to the Association ; but he shall not be allowed to be present at its meetings, or have a vote thereat, reference beins: had to clanse No. 2. 18 18.— Every Company of Individuals, l»cini< FrfteniaKon^, or Masonic Lodges holdiiiii; Htoek, Bluill 1)0 ropveBcnted by a Tnistee, who hVuiH be re- jrnlarly accredited by a written instrument to bo submitted to the Board of Directors, and he shall as such Trustee, be entitled to vote on behalf of the Company or Lodge he may represent, at all meetings of the Association, in proportion to the number of Shares subscribed for by the said Company or Lodge, but no such Trustee shall at the same time be a Director. 19.— A copy of the Act of Incoi-poration and the By-laws shall be fairly transcribed by the Se- cretary, and the latter shall be signed by every Stockholder in a Book to be kept for that pui-pose. If printed, a copy shall be supplied to any Propri- etor wishing for the same on payment of one shil- ling and three pence to the funds of the Asso- ciation.