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 Toronto Public Library 
 (Pamphtct Collection) 
 
 .T5© 
 
 CHARTER, AND BY-LAWS, 
 
 (»F THf] 
 
 f oroitto d^t c|aitp, 
 
 INCORPORATED BY ACT OF THE PROVINCIAL LEGISLATURE, 1854. 
 
 TORONTO, CORNER OF WELIINGTON AND BERCZY STREETS. 
 
 TORONTO: 
 
 PRINTED AT TUE GLOBE BOOK AND JOB OFFICE, 22, KING STREET WEST. 
 
 1855. 
 
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 KEPORT, 
 
 CHARTER, AND BY-UWS, 
 
 OP THE 
 
 f flrtfnttf d^rtlaiiiji;, 
 
 INCORPORATED BY ACT OP THE PROVINCIAL LEGISLATURE, 1854» 
 
 ■ I 
 
 TOSONTO, COENEE OF WEIinTGTOH AKD BEECZY STEEETS. 
 
 TORONTO: 
 
 FRmiED AT TBS GLOBE SOOK AND JOB OFFICE, 22, KING STBEBX WEST. 
 
 1855. 
 
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 JUM 1 : W35 
 
TORONTO EXCHANaE, 
 
 ^ii(iir;o[gt(ii li| Jid if i||e ^rmiiiKial pailiamtiif; 1854. 
 
 mm^,^mm^mn^ m» ■■ ■ ^»^ » ».»^^ ^^ ^ ..^^^ ,.^j.^j.^j^j^ 
 
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 Ax a General Meeting of the Shareholders of the Toronto Exchange, held 
 in nccordanco with the Act of Incorporation, at the OiVice of the Associa- 
 tion, on Saturday, the 3rd day of February, 1855, the following Members 
 being present : — 
 
 P. H. HcwARD, Esq., Predlent ; 
 
 Jameb l]Row^f, Junior, Esq., Srcretery; 
 
 E. F. Whittkmobe, Esq., TVwwwrer; 
 
 W». Gamble, Esq.; 
 
 I). ^Macdocoall, Esq.; 
 
 J. A. ToBHANCE, Esq.; 
 
 Tkos. BRtiNSKiLL, Esq.; 
 
 VV. P. IIowi.AND, Esq.; 
 
 E. Pridham, Esq.; 
 
 AnhM CnooKSf Esq.y (he Solicitor ; 
 
 James Grand, Esq., the Archifect. 
 
 F. IL IIeward, Es<i., President, i« the Chair. 
 
 ¥ 
 
 (& 
 
,1 
 
 \ 
 
The Executive Committee, appointed at a General Meeting of mer- 
 chants and others, held on the 1 4th day of March last, for the purp««e of 
 canying into ©tVcct the design then contemplate<l, of erecting in this City 
 a sratable building for the puriiosca of an Exchange, in connection with 
 an Association, having for its object the general advancement of trade, 
 beg to submit the following 
 
 REPORT. 
 
 That, impressed with the importance of the undertaking entmsted to 
 their charge, and tMnmlly sensible Jliat great exertions would be re(|uired 
 to ensure its . •success, your Comnuttec applied thenif«elves to the task with 
 all the energy whieh the enterprise demanded ; and they have now much 
 pleasure in being able to report that they have succeeded thus far, even 
 beyond their most sanguine expectations. 
 
 That as much, however, still remains to be done, your Committee 
 deem it important that the community at large be made aware of the 
 magnitude of the undertaking, and of the interest they have in its final 
 accomplishment, in order tliat their co-operation and assistance be insured 
 in carrying it into ctioct. 
 
 With this view, your Committee would respectfully dirt;ct your atten. 
 tion to the large increase, of late years, in the breadth of land brought 
 under cultivation tlironglioul the Province, and to the productive capacity 
 of the soil, which is being taxed to its full extent in the growth of wheat 
 and other cereals required for export, the result of which is being mani- 
 fested in the large annual increase of brcadstuffs seeking a market from 
 one end of the Province to the other. 
 
 That the extended character of the business thus created has l>een 
 attended witli serious disadvrmtng*^ to all parties concerned, tlic daily 
 increa^'ing extent of whieii rendtiring it daily uiore important that some 
 •eentral point of contcntratiou be established withotit delay to* a general 
 
6 
 
 market to which buyer and seller may resort for the purchase and wale ol' 
 thcoc productions. 
 
 That Toronto, from Its position and accumulated wealth, stands with- 
 out a rival as the commercial emporium c»f the I'roviuce, and the railroads 
 which are now progressing rapidly towanls complrtion, will assist most 
 materially in drawing tlie trade from the more distant portions of the 
 country to the common centre ; but it behoves the citizens to be active in 
 turning these varied advantages to account, by providing the facilities 
 which, though even now so much required, will then be indispcnsiblo for 
 .the ordinary purposes of the trade. 
 
 Your Committee being fully aware of the daily increasing importance 
 of the trade, of its urgent reqniremenis, and oi the vital n«H.es.sity which 
 exists, to provide wittioat delay, a suitable building in the City, for the 
 purposes of an Exchange, would beg to sul)uiit these facts to the consider- 
 ation of the public, in order that every necessary assistance be afFiirded 
 them in canying out the design committed to tliuir charge. 
 
 Your Committee have much pleasure in bearing testimony to the gen- 
 eral favor which lias thus far attended their npplii'.'itions for aid, both in 
 the Town and Country, and tluy have no doubt, that fjotn the gtnerul as 
 well as the individiird advanfni^e likely to accrue to those wiio may en- 
 gage in the undorltiking, tlicy will have no dilUcnty in oMaining all the 
 assistance they rcciuirc ; but, in order to insure the perfect sncccjss of the 
 design, they desire to obtain tlio general countenance and co-operation of the 
 public, in order, when completed, to make it a place of geniTal resort, and, 
 by that means, to establish it, in fact, as the Commercial Mart and Em- 
 porium of the City, as well as of the country at large. 
 
 To this end, it is intended to erect a largo and commodious building 
 in one of the most central localities in the City, and in addition to the 
 Rotunda or place of meeting «f/» V/mng-e," the public will bo furnished 
 with a capacious Reading RcM)m, supplied with all the leading PeriotU- 
 cals of the day— a refreshment room, to be conducted upon the most ap- 
 proved plan, for the comfort and convenience of those who frequent the 
 establishment, with Baths, Barber's Shop &c., a branch Post OlUcc, Tel- 
 egraph offices, and other conveniences, together with a large number 
 of offices for the use of Merchants, Millers, IJroUcrs, Shipping Agents, 
 Lawyers, and other busncss men. 
 
 That, in addition to the facilities to be alVordud by thi.« Cstablitluucuit 
 
d naU' o( 
 
 kdfi with- 
 rallroads 
 list most 
 13 of tlie 
 active in 
 facilities 
 isible for 
 
 iportance 
 ty wliicli 
 y, for the 
 c<m}«iilor- 
 atfonlud 
 
 » the gen- 
 ii, both in 
 
 » mfiy on- 
 ig all the 
 ('.>5i* of the 
 lion of th« 
 ;s(>rt, and, 
 and Em- 
 
 » building 
 inn to tlie 
 
 furnished 
 J Piriotli- 
 mosi ap- 
 ;qucnt the 
 illcc, Tel- 
 e number 
 ;;,' Agents, 
 
 >li?!->mcnit 
 
 it 18 intendid to under the Association stiU more useful as a meant of 
 UiweUng and pioinoting the general trade of Uie Province, luUer saoh 
 
 urrangements as may be decided upon hereafter, when th. prirnaTV ob* 
 ret of the Association has been attained, in the erection .1 d. H„lI,Ii„g. 
 
 Your Cominittuc, in prosecution of the design, made an early nnplicR. 
 Uon to tlic Provincial Legislature for an Act of Incorporation, and. r a 
 Charter paparod with great caro by their Solieiior, atul conferring many 
 important privilegcH upon the Association ; and they have the satisfaction 
 to ri'port th:.i, will, the valuabh; as«i«tanee of John liiUyar- Cameron. 
 Joseph C. Morrison, J. W. (}a,„blc, George Brown, and W. B. Robinson, 
 tsquircs, to whom many ol)ligations are due, it has boronip law ; and 
 your Committee beg to submit a copy of tlie BUI for youx eoiisiUcratiun, 
 
 Your Committee beg to report, that on behalf of the Merchants who 
 origmaicd ifie design, tliey were instructed to invite the co-operation of 
 the Wilicrs, and to offer them such accommodation in tliu huildin.^ as 
 might be re.|uired for the purposes of their Association; and that iImso 
 proposals were received by them in the most friendly spirit, un.l a rrs,>. 
 . Iun»»n passed by their Board to transfer tht-ir rooms to the Exclia,..-v as 
 soon as completed. "" 
 
 That in addition to that of the Millers, your Committee have secured 
 the active co-operalion of many of the most respectable and indu.atial 
 linns of the city, and among other names, that of Charles B(3rczy, Esq., 
 «o long and so favourably known amongst you, who came forward in the 
 most liberal manner and furnished us with the ground upon which to 
 ercct^lhe building, in one of the most central and convenient localities in 
 
 . the city, the value of which, at the low estimate of £2,700, he has iundLd 
 in the Stock of the Association. The Subscription List so far reaches in 
 
 , addition the sum of £3,300, upon which CO per cent, has been already 
 paid, and the balance is subject to call when required. It is estiiualed 
 that additional subscriptions to /le extent of £1,200 is all that will be 
 needed to carry out the undertaking on tlio plan of llnancc proposed by 
 the Committee. i i j 
 
 i The full cost of the building ready for occui-auon is 
 
 estimatedat £9 500 o 
 
 The amount required from subscriptions » 4,*50O (^ 
 
 Leaving a balance of ,.,....,,, ,.»..£5000 
 
 To be obtained on mortgage, which it is catimatJd Vau be kudilv xiin- 
 
ft 
 
 S I 
 
 8 
 
 guishcd in a few yeaw from the suqilus revenues of the establishment^ 
 after providing a fair annuul aividond on the paid-up Stock, and thus 
 adding to its value for the benefit of the Shareholders. 
 
 Or it may be considcrad more advantageous to the Association to 
 effect the retiuired loan by tljc issue of bonds, witli ampons attached, 
 payable half yearly, and redeemable at the expire on of the term. 
 
 * 
 
 According to our estimate, we set down the whole cost of 
 
 the building and site at £12,200 
 
 And the yearly revenue likely to be derived therefrom, ac- 
 coiding to the jicconipanying lleport of the Architect, 
 willbe • M85 
 
 To which may be added the revenue of the " Exchange 
 and ollices in r'- x.Jction tlierewith, and for tlie occa- 
 sional lease of -^ Rotunda and large rooms for public 
 meetings, sales of land and other puri)oscs, an ai)proxi- 
 male estimate, per annum, of 400 
 
 Inall ^»>885 0* 
 
 From which may be deducted, cost t.f superintendence, 
 insurance, and other incidental expenises, about, per 
 
 . 150 
 
 annum, • 
 
 Leaving a clear annual rental of ^ ^ j*^^ ** ^* 
 
 Or, in other words, 14 per cent, per annum on tlie cost. 
 
 The proposed Sinking Fund, it is intended, f^hall be created by a 
 reserve of 6 per cent, from the eslltiiated annual return of M per cent, on 
 the total investment; thus producing an annual reserve ofi;7;3l',to be 
 apnlied to the liquidalion of the debt, and leaving 8 per cent, per annum 
 to 'be paid to the Shareholders and to the proposed Bondholders or 
 Mortgagee. 
 
 Inasmuch as the Charter confers upon the Association tlie privilege of 
 borrowing money upon any terms tlicy may consider expedient, the 
 Executive Committee are only limited by their own discretion m the rate 
 of interest to be proposed for the comemplatcd loan, which, under the 
 security of a first mortgage upon the fee simple of the property, they have 
 no doubt can be cfleeted at a rate not exceeding S per cent, per annum 
 for the rciiuircd period of eight or_ten veiu:?, icdecmublc, if necessary. 
 
)Ushmentj 
 and thus 
 
 elation to 
 attached, 
 nn. 
 
 300 
 
 485 
 
 400 
 
 885 
 
 150 U 
 
 ,735 
 *t. 
 
 'atod by a 
 icr cent, on 
 :73iJ, to be 
 \}i'T annum 
 [holders or 
 
 privilege of 
 edicnt, the 
 in the rate 
 , under the 
 f, they have 
 per annum 
 ■ uotessaiy ^ 
 
 
 
 by yearly instalments to be provided from the contemplated Sinking 
 Fund. 
 
 Application has been made by the Montreal Tele^irraph Company for 
 afir«tclass ofllce on the ground floor; several applications have been 
 made for the saloon and oinces in the basement, and many fjrma and 
 millers are anxiously waiting the completion of the building to peoure 
 offices both on the first and second floors ; and there can \ye no do«!>t 
 that the whole wilUe occupied within one month after its comph>tion. 
 
 That your Committee made an application to the Common Council 
 for the opening of an avenue into King Street, in continuation of Borczy 
 Street, in order to procure, by this means, an uninterrupted thorouglifare, 
 beside the Exchange, from King to Wellington Streets, and that an 
 appropriation of £600 was made by them for that purpose. 
 
 That several contracts have been entered into for the construction of 
 the building upon very favoural)le terms ; and they beg to refer the Share- 
 holders to the details set forth in the Architect 'a Report^ now laid before 
 you. 
 
 The contractors, in consequence of the unusual mildness of the 
 season, bave been enabled to achieve greater progress with the work 
 than was contemplated by the Committee,' and they have, therefore, been 
 called upon for larger payments than was anticipated. This accounts 
 for the frequent calls upon your Stock, which, although promptly re- 
 sponded to, were yet inadequate to meet these demands. Vour Com- 
 mittee, found it necessary, therefore, to effect a temporary loan from the 
 Commercial Bank, upon their individual responsibility, to the extent of 
 X750, towards the repayment oi which they have since collected from the 
 Shareholders, in settlement of their instalments, a sufficient amount in 
 notes, bearing interest, which have been depo;?ited with the Bank 
 to provide for the loan, leaving the cash collections in hand to meet 
 the demands from the contractors for advances on materials, which it is 
 considered necessary to provide during the winter months, in order to 
 insure the rapid and uninterrupted pK^gress of the work as soon as the 
 Hcason opens. 
 
 Yonr Committee have taken due precautions to obtain legal possrs- 
 slon, by bill of sal.^ duly registered, of all materials upon which they 
 have advan«'tfd, in addltivu to the security accompanying the ron- 
 liacli. 
 
 1:!;1 
 
«tf»"»tt^ 
 
 II 
 
 
 10 
 
 Your Committer ho» to impress, however, npon the notice of Uje 
 
 Shareholders, that il will bo necessary to call in Iho remaining 40 per 
 cent, unpaid upon their Stock at as early a date as possible, in order to 
 provide the requisite means of prosecuting the work from the beginning 
 of March ; and they would recommend that the following calU be made 
 for that purpose : — 
 
 Say 20 per cent, payable 26th February; 
 And 20 per cent, payable 2bth March. 
 
 Your Committeo have secured the valuable services of Mr. Adam 
 Crooks as Solicitor of the Association, and all the more imiK)rtant trans- 
 actions of the Board have been conducted under his advice and with his 
 assistance, which will doubtless contribute materially to the safe and 
 aatisfactory management of the aflairs of the Association. 
 
 They have likewise secured the no less important services of Mr. 
 James Grand, as Architect of the building, whose plans and specifica. 
 tions, as now laid before you, will speak for themselves. To this gentle- 
 man's indefatigable exertions the Committee are indebted, m a great 
 measure, for the present favourable prospects of the undertaking ; and, 
 under his able superintendence, they hope to see a work executed which 
 will, reflect great credit on his taste in its design, and on his skill m its 
 interior arrangements. * 
 
 Your Committee have much pleasure in bearing testimony to the 
 active exertions of Mr. H. B. Small in furthering the interests of the 
 Association as Assistant to our Secretary. They have placed the sum of 
 £15 at his disposal as a remuneration for his services, and they recom- 
 mend that he fce continued in your employ until the completion of the 
 building. 
 
 Your Commitiec respectfully submit for your consideration and ap- 
 proval the accompanying draft of a code of Bye-Laws, intended to define 
 the powers and duties of your Executive Committee, and for their general 
 guidance. 
 
 Your Committee have likewise to submit the Accounts and Vouchers 
 of the Treasurer of the Association, who, in consequence of the extreme 
 stringency of the times, has had to contend with many difRcuhies ; but 
 he has the satisfaction of reporting, that, at the present juncture, he is 
 blessed witii a full exchequer, and with continued perseverance and the 
 
^ 
 
 ice of llje 
 ing 40 per 
 n order to 
 beginning 
 9 be made 
 
 Mr. Adam 
 
 rtant Irans- 
 id with his 
 e safe and 
 
 ices of Mr. 
 I spccifica- 
 this gentle- 
 in a great 
 king; and, 
 uted which 
 siiill in its 
 
 lony to the 
 rests of the 
 1 the sum o{ 
 they recom- 
 3tioii of the 
 
 11 
 
 indulgence of the Shareholders, he has no donbt that the credit of the 
 Association can be successfully sustained, and that the building can be 
 • continued without interruption until ready for occupation. 
 
 That it will be necessary, however, for the Sliareholders generally to 
 take an active interest in the progress of the work, and to co-operate with 
 your Executive Committee in carrying it on. With your united cJlbrts 
 there can be no doubt of a successful accomplishment of the under- 
 taking. 
 
 Your attention is respectfully invited to the inspection of the design 
 of the building (prepared by Mr. Grand for y<mr approval), which, when 
 completed, will doubtless prove one of the principal ornaments of the 
 City. 
 
 In conclusion, the following Reports of the Architect, together with 
 the Treasurer's Account, Charter, and Bye-Laws, are all most respect- 
 fully submitted, 
 
 By your obedient Servants, 
 
 F. 11. HEWARD, President, T, E, 
 
 JAMES BROWN, Junr., Secretary. 
 
 ion and ap- 
 ed to define 
 heir general 
 
 
 id Vouchers 
 the extreme 
 cuitics; but 
 icture, he is 
 tnce and the 
 
ARCniTECT'S REPORT. 
 
 The Architect of tlic Association, in compliance with the instructions 
 of the Executive Committee, submits the following report : — 
 
 At a Meeting of the Executive Commiltcc on the 18th September 
 last, it was resolved to accept the tenders of Mr. Walton for the excavation, 
 masonry, stone cuU'ig, and brickwork, — of iMesjsr.s. IMcBean & VVitherow, 
 for the carpenters* and joiners* work — and of Mr. Vale for the sraitha* 
 work, at the following amounts, viz. : — 
 
 Mr. Walton...... je4,330 
 
 McBcan & Witherow 3,150 
 
 C. Vale 113 
 
 Making a total amount of 7,GU 
 
 At the same time it was deemed advisable to 
 defer the acceptance of the tenders for j)las- 
 teiing, painting and glazing, plutnmcrs and 
 gasfitting, and tinsmith's, until the work 
 was further advanced, or the Act of Incorpo- 
 ration was obtained, the total amount of 
 whichis 1,886 
 
 £9,498 
 The building was eommenccd on tlie 20th day of September last, and 
 in consequence of the favorable state of the weather, a much greater quan- 
 tity of work was executed before the winter set in, than could have been 
 anticipated, necessarily causing the expenditure for the first three 
 months to be proportionably larger. 
 
 As far as the building has proceeded, nothing can be more satisfuc- 
 tor> than the manner in which thu work has been executed, and the ex- 
 
 1 
 
14 
 
 
 b"l 
 
 cellcnt quality of the material used, and there can be no doubt that by 
 proper attention bcinj^ paid to the workmanship, and allowing none but 
 the very best materials to be supplied, tliat the building, when completed, 
 will not only be an ornament to tlu; City, but will be a souree of revenue 
 to the Association, beyond what their most sani;nine cxj^ectations led 
 them to imagine, and which, I think, will be fully borne out by a com- 
 parison with the income derived from similar sources in other parts of the 
 City, which are entirely destitute of the facilities and accommodations 
 which this buildjng will have, and, I can have no hesitation in asserting, 
 that the following statement of cost and revenue will be fully borne out, 
 and will be acquiesced in by the Executive Committee : — 
 
 Cost of Building £0,500 
 
 CostofLand 2,700 
 
 £12,200 
 
 AMOUNT OP REVENUE. 
 
 Basement : 
 
 Refreshment Saloon, Bath rooms, Barber's Shop ..£400 
 
 Ground Floor : 
 
 Two front oflices at £50 each 100 
 
 Four offices adjoining at £10 each 1 GO 
 
 Seven other offices at £35 each 245 
 
 Fii^t Floor : 
 
 Four principal offices at £35 each 1 40 
 
 Four in the Exchange at £25 each 100 
 
 Reading Room worth 35 
 
 Millers' Room, Committee Room, Brokers' Room & 
 
 Rotunda Indefinite 
 
 Second Floor : 
 
 Seven principal offices at £25 each 175 
 
 Five leading from the Gallery at £20 each 100 
 
 Board of Trade Room at £30 SO 
 
 Total ..£1,485 O 
 
 Or, in round numbers, a rental for thirty-three offices, Reading Room, and 
 Board of Trade Room of £1,500 per annum, being an interest on outlay 
 of 13 per cent., irrespective of other sources of revenue connected with 
 the Association, and, provided ail the building' h occupied, of which there 
 
oubt that by 
 ng none but 
 I completed, 
 (3 of revenue 
 ctations led 
 it by a com- 
 r parts of the 
 mmodations 
 in asserting, 
 y bomc out. 
 
 ) 
 ) 
 
 ) 
 
 ) 
 
 ) 
 ) 
 > 
 
 } 
 i 
 ^00 
 
 [ndciinite 
 
 5 
 3 
 ) 
 
 !> O 
 
 g Room, and 
 L'st on outlay 
 incctcd witli 
 [which there 
 
 16 
 
 is every probability, as tho aftcommodation to bo supplied to rach oITicc is 
 far superior to anything in the City, in addition to thi^cntral situation of 
 the Eslablishinent. 
 
 As many of the Stockholders may not bo aware of the particular ac- 
 umodation which will be available in 
 ing brief description may be acceptable. 
 
 commodation which will be available in this building, I think the follow* 
 
 The Ruilding will have two frontages: that on Wellington Street of 
 54 feet; and that on Hcrczy Street of 110 feet; and will consist of base- 
 ment, ground, fir.sl and second floors. 
 
 It will be entered from Wellington Street by a flight of steps under a 
 receding portico of the Grecian Doric Order, leading to a spacious land- 
 ing, communicating directly on either side with rooms intended for 
 Telegraph oHices, being accessible at all hours without entering the main 
 building. In the centre of the landing is the principal entrance, eight 
 feet wide, leading to a corridor, 130 feet long, U feet wide, by 15 feel in 
 height, communicating on either side with a range of first-class offices. 
 At the distance of 12 feet from tlie entrance are two grand staircases, 
 one on each side, which lead directly to the upper corridor and reading- 
 room — a spacious apartment 50 feet long by 20 feet wide, well lighted 
 by seven large windows on Weliington and IJerczy Streets. At the dis- 
 tance of 70 feet from the main entrance on Wellington Street, is an 
 attached portico of two stories — the lower of which is of tlie Doric order, 
 and the upper of the lonio. The centre of this portico will have a prin- 
 cipal entrance, 12 feet wide, into the corridor, and on cither side inferior 
 entrances to the basement and refreshment rooms. From this principal 
 entrance there will be two flights of steps of 24 feet wide, leading direct 
 to the upper corridor before mentioned, merchants' exchange room, 
 millers' association rooms, brokers' ofllces, committee room, and eight 
 private ofiices. The" Exchange » will be 50 feet by 30, of an oval form, 
 by a height of about 40 feet, and lighted by a circular ornamental glass 
 dome. From this floor there will be three staircases leading to the cor- 
 f idor on the second floor. The arrangement of private oilices on this 
 iloor being similar to that of the first floor. At the north end of the cor- 
 ridor will be the entrance to a handsome gallery surrounding the inner 
 wall of the " Exchange," and communicating therefrom with private 
 offices, committee rooms, and a suite of rooms set apart for the meetings 
 of tlie Board of Trade. The basement is approaclied by four entrances, 
 —two on Wellington Street, and two on Berczy Street,— and will be 
 occupied as a refreshment saloon, with bath-rooms, barber's shop, private 
 

 hi 
 
 
 16 
 
 officps, and housokcopcr's rooms. Enrh floor will have two watfir-closcts 
 and other conveniences, always thoroughly supplied with water 
 from cisterns holding in the aggregato three tliousand gallons of 
 water. The public portions of the building will be healed by 
 furnaces; and each corridor will have two hydrants and hose, which 
 in case of fire, can be attached, and brought to bear upon any 
 part of the building. Eac^h olliee will have a iire-proof vault ; water 
 laid on to supply a wash-hand l)asin in each room, with wat(T pipes to 
 carry foul water away ; and will also l)e furnished with gas pipes. The 
 building will cover an area of nearly 8000 superficial feet, will be com- 
 posed of a rusticated basement, 20 feet high, on each side of the 
 portico, supporting the cornice, which is surmounted by Ionic pilastfirs 
 and entablature, finished on the top by ballustrading the piers at each 
 end, and ornamented with vases, and the centre with the royal arms. 
 
 As the plans can be inspected, any further reference will be unne- 
 ccssary. 
 
 The date for completion of the building, fit for occupation, will be the 
 first day of December next, and, from the progress made by Mr. Walton 
 in the execution of the work up to tlie present time, in addition to the 
 stock of material in hand, as also the great quantity of the interior work 
 already prepared by Messrs. MclJean & Witherow, I see no reason to sup- 
 pose that the completion of the building will be delayed beyond that date; 
 but to assist in securing that result, I beg to recommend that the contracts 
 for the painting and glazing, as also tlie tinsmith's work should be enter- 
 ed into as early as possible, so that all the glaring of sashes, painting of 
 frames, and other work may be put in hand at the earliest moment, as it 
 will be of great service to the building that before the sashes are required 
 the putty may become thoroughly hard. 
 
 With respect to the tender for plastering, I have to remark, that the 
 party whose tender was lowest, and to whom it was intended to give 
 the work, has left Toronto, which will render it necessary to awiepl the 
 next lowest tender ; or obtain new tenders from all parties. The latter 
 plan I would recommend should be adopted. 
 
 There is one only more subject that it is necessary for me to advert 
 to, and that is, the laying of the Comer-Stone. 
 
 It was suggested to mo some months bark by the hnildlngrommiifro, 
 that the nocessary arrangements shouhl b»« ninde in the prrpamlinn oi 
 
r-clo.sel« 
 I water 
 lions of 
 ilcd by 
 ', which 
 ion any 
 
 ; water 
 pipes to 
 s. Tho 
 1)0 com- 
 ! of the 
 pilasters 
 
 at each 
 rms. 
 
 17 
 
 the utone-work for laying the corner-stone in a public manner. Such 
 arrangements I have caused to be prepared ; and it now rests with the 
 Association to name a day for tlie celebration of the same ; and alsu to 
 decide in what manner it is to be done. 
 
 The whole, nevertheless, is roost lespeclfully submitted. 
 
 JAMES GRAND, 
 
 ArchiUet. 
 
 le unne- 
 
 U be tho 
 Walton 
 )n to tho 
 ior work 
 n to siip- 
 lat date ; 
 •onlracts 
 30 cntcr- 
 inting of 
 ^nt, as it 
 required 
 
 that the 
 1 Xo give 
 ^;epl the 
 he latter 
 
 o advert 
 
 mmiftrc, 
 ration of 
 
18 
 
 • > • « • ; 
 
 ! • , ! '. 
 
 !i: 
 
 ■■It 
 
 DR. 
 
 THE TORONTO EXCHANGE IN ACCOUNT 
 
 May 31.— To paltl tjcponsca of Committee to Buffalo to examine the 
 
 Exchougc there, by order ol'tbe Asaociation • 
 
 Oct. 18.— To paid Mr. Grand, Architect, - - - • ^75 
 
 luturest on Noto . - - - I 2 o 
 
 Nor. 3 — T 
 
 'op 
 
 " 30. 
 
 u 
 
 Dec. 22. 
 
 M 
 
 « 30. 
 
 « 
 
 1855. 
 
 
 Jau. a. 
 
 N 
 
 " A. 
 
 U 
 
 " 6. 
 
 U 
 
 » 16. 
 
 U 
 
 " 16. 
 
 U 
 
 Feb. 1. 
 
 U 
 
 u 2. 
 
 U 
 
 •• 2. 
 
 U 
 
 •• 2. 
 
 « 
 
 * 2. 
 
 « 
 
 " 2. 
 
 II 
 
 « 2. 
 
 M 
 
 « 9 
 
 M 
 
 To paid Walton on 1st Certificate - 
 
 " ou 2nd " - ■ 
 
 expenses in obtaining; the Charter 
 Taylor's bill for Coal for Office • 
 
 Stationery Aocomit • _ - 
 
 Jaciiues tt Hay Cor Cliairs • • - -^ " 
 
 Walton on Account Urd Certificate - £371 15 6 
 
 With Interest ou Note . - - 1 10 2 
 
 City Taxes on l^uildin? Lot 
 
 Charles Berczy, li'sq., ibr Half Yearly lotercat on Vat- 
 
 chase Money _ - 
 
 Walton on Account Duildinir Materials 
 H. B. {small (l)y order) tor Services 
 CcorRO IJrown'ji Accouut for TriutiDg - 
 "lirili-;!) Canadian" •• " 
 
 Janic!!! Beatv « a 
 
 liobert Middleton « •• 
 
 OfrleR.Cowaii " « 
 
 Tliouipsou & Co. •♦ " 
 
 To Balance of Cash in band 
 
 £18 15 
 
 76 2 6 
 
 219 13 
 
 472 12 
 
 22 2 6 
 
 16 7 
 
 13 
 
 7 2 6 
 
 373 5 7 
 15 3 9 
 
 
 
 
 
 8 
 
 81 
 
 100 
 
 15 I) 
 
 7 7 
 
 4 14 9 
 
 1 16 3 
 
 12 
 
 1 15 3 
 1 8 !» 
 
 £1421 U 1 
 
 £'irt 11 5 
 
 Toronto, .3nl Febraary, 1835. 
 
 Jtl818 11 6 
 
 r: 
 t 'i 
 
I 
 
 19 
 
 IVCCOUNT 
 
 WITH E. P. WHITTEMORE, TREASURER. 
 
 CR. 
 
 
 zrct 
 
 £18 15 
 
 
 
 76 2 
 
 6 
 
 21» 13 
 
 
 
 47'i 12 
 
 
 
 22 2 
 
 6 
 
 I 6 
 
 7 
 
 1 3 
 
 
 
 7 2 
 
 6 
 
 373 5 
 
 7 
 
 15 3 
 
 9 
 
 81 
 
 
 
 100 
 
 
 
 15 » 
 
 
 
 7 7 
 
 8 
 
 4 14 
 
 9 
 
 1 16 
 
 3 
 
 12 
 
 
 
 1 15 
 
 3 
 
 1 8 
 
 J» 
 
 £1421 U 1 
 
 £'irt 11 5 
 
 A1818 11 6 
 
 1854. 
 
 Oct 19.. 
 
 " 19. 
 
 " 19. 
 
 - 19. 
 
 " 19. 
 
 " 19. 
 
 Nov. So. 
 
 . " 30. 
 
 " 30. 
 
 the. 1. 
 
 •* 2. 
 
 " 5. 
 
 " 5. 
 
 " 21. 
 
 - 22. 
 1855. 
 
 Jao.13. 
 " 13. 
 •• 13. 
 
 13. 
 
 13. 
 " 13. 
 « 13. 
 «» 13. 
 
 - 13. 
 
 N 
 
 U 
 tt 
 
 13. 
 
 22. 
 
 22. 
 
 22.- 
 
 22. 
 
 22. 
 
 21 
 
 21 
 
 M 
 M 
 
 W 
 •I 
 M 
 
 a 
 
 M 
 
 'm 
 u. 
 
 N 
 
 *i 
 •<• 
 u 
 
 u 
 
 tf 
 u 
 « 
 
 •By Cosh from James Brown, Janr, . 
 
 " F, Jl.ilcward, 
 
 • • ■• • E. F. Whitternorc. - " ' 
 Ross, Mitchell <t Co<, • 
 Jo3. Holliwell & ^qD9^ ^ 
 ' Wm. Gamble, ' • 
 
 • IX Macdonnell, < • • • . 
 E. Pridham, • r . , 
 tjfooderham, Ilowland ic 
 
 ■ i. A. Torrance, • t • ■ 
 J. lirunskill, - 
 Moffatt, Murray tc Co., 
 
 • J; B. Warren, 
 D. Macdonnell, . • 
 D. Macdougall, 
 
 « 
 
 M 
 « 
 I*. 
 
 « 
 
 let Inatalmcot, 
 
 let 
 
 Ist 
 let 
 
 Ist 
 1st 
 1st 
 1st 
 
 0., 1st 
 
 1st 
 
 1st 
 
 Ist 
 
 • 1st 
 
 . 2x1(1 
 
 1st 
 
 <l 
 u 
 
 M 
 It 
 W 
 M 
 M 
 U 
 
 W 
 
 ,*• 
 
 Oooderham, Howland k Ca, -2Dd 
 F. H. Heward, - • and 
 James Brown, Junr., ' '• 2n(l 
 J. B. WarrcD, •• - - . 2nd 
 Moffatt, Murray k Co., • 2nd 
 J. B. Warren, .■.■■". 3rd " " 
 
 R Pridham, - ■ ■ -* • -2od • •» 
 
 JI. Rossin Brothers, . , -, . Ifjt - 
 
 proceeds of Nolo of £500 due 13-16 April, 
 
 " • •;e259-dtte-l'9-22 » 
 
 James Brown, Junr., ...... .3/d lustaltnent* 
 
 Gooderham, Howland k Co., 3rd 
 Moffatt, Murray & CO.; • / Srd " 
 E. Pridham, ' •...-.'. .3rd . . 
 M. Kossin Brotbere, - 2nd & 3rd 
 J. A. Torrance, - • 2nd & 3rd 
 D.Macdonnell, " '• ' '. 3rd ' 
 
 «i 
 
 a 
 w 
 « 
 
 tt 
 
 £40 
 
 40 
 40 
 
 40 
 40 
 
 40 
 40 
 40 
 20 
 
 40 
 
 40 
 40 
 
 492 
 247 
 
 
 
 
 
 
 40 
 
 40 
 
 
 
 
 
 
 40 
 20 
 
 
 
 
 
 
 20 
 
 40 
 
 20 
 
 20 
 
 20 
 
 7 
 4 
 
 
 
 
 
 • 
 
 
 
 
 20 
 
 40 
 
 
 
 
 
 
 0. 
 
 
 
 
 
 
 
 
 
 
 1 
 
 5 
 
 
 
 
 
 40 
 
 40 
 
 40 
 
 20 
 
 40 
 
 80 
 
 40 
 
 £1818 11 6 
 
 %ii 
 
 E. F. WHITTEMORE, 
 
 <.,:.! . Trtmturer. 
 
( 
 
 LIST OF SHAREHOLBEBS. 
 
 ^1' 
 
 IMMVWWWWMMWWM«M#>r^'VIM««MM««A«kMMMm 
 
 Charlea Bcrczy, Esq.,, 
 F. H. Hewart!, Esq., . 
 
 £, F. Whittemorc, Ksq 16 
 
 James Brown, Junr., Esq., ••••• 16 
 
 Gooderham, Howland & Co., 16 
 
 Moffatt, Murray & Co., 16 
 
 Ross, Mitchell & Co., 16 
 
 D. Macdonncll, Esq., • 16 
 
 J. A. Torrance, Esq., 16 
 
 Thomas Brunskill, Esq., . • • • 16 
 
 William Gamble, Esq., 16 
 
 Joseph HelhweU & Sons, 16 
 
 E. Pridham, Esq., 
 
 J. W. Gamble, Esq., 
 
 Jno. Brunskill, Esq., 
 
 P. Macdougall, Esq...... 
 
 William Helliwell, Esq.,. 
 George Wright, Esq.,. 
 
 216 Shaict. 
 16 «• . 
 
 8 
 
 8 
 
 16 
 
 8 
 
 8 
 
 8 
 
 Rossin Brothers, • •.«.• 8 
 
 A. & S. Nordhcimer,*.... •• ••• 8 
 
 J. B. Wanen, Etq., 16 
 
 u 
 <( 
 It 
 tt 
 u 
 i( 
 II 
 li 
 II 
 
 M 
 
 U 
 
 u 
 u 
 II 
 II 
 II 
 II 
 II 
 11 
 
 • «l 
 
 Total,, 
 
 .480 Sharef. 
 
 £2700 
 
 200 
 
 200 
 
 200 
 
 200 
 
 200 
 
 200 
 
 200 
 
 200 
 
 200 
 
 200 
 
 200 
 
 100 
 
 100 
 
 200 
 
 / 100 
 
 . 100 
 
 . lOO 
 
 100 
 
 ,. 100 
 
 „ 200 
 
 £6000 
 
 ToROKTO, »rd Febrmyy, 1 :55. 
 
 JAMES BROWN, JimB., 
 
 Secretary* 
 
; 1 
 
 
 £3700 
 200 
 
 too 
 too 
 
 SOO 
 200 
 SOO 
 200 
 200 
 200 
 200 
 200 
 
 : 100 
 
 .;• 100 
 
 20O 
 
 100 
 
 . 100 
 
 . 100 
 
 100 
 
 . 100 
 
 ► 200 
 
 £6000 
 
 ACT 
 
 ®f ll)e Uroitinnol |)arlJontent, 3nforporatfn0 \\}t Cnrnnta (tu^fmat. 
 
 ' * ****■■■**■ ■ >■-■-.--. , - --,- i -n. tnjLTjxr. , _rj_,. 
 
 Whereas Francis M. Ileward, Charles Albert Berczy, Lewis Moffat, 
 Ezekiel Francis Wliittemore, James Brown the younger, William P. 
 Howland, James Mitchell, Duncan NcDonnell, John Andrew Torrance, 
 Thomas lirunskill, William Gamble, and Joseph Helliwell, Esquires, 
 have by their petition represented that they have agreed to establish an 
 Exchange in the City of Toronto, in order to afiord facilities for the trans- 
 action of the mercantile business of the said City and of the surrounding 
 country, and that tliey have become subscribers of stock and have organ- 
 ized an Association for that purpose, and are desirous of obtaing corpo- 
 rate powers for the said Association ; and for the more complete and 
 perfect attainment of its object have prayed for an Act of incoqioration : 
 Be it therefore enacted by the Queen's Most Excellent Majesty, by and 
 with the advice and consent of the Legislative Council and the Legisla- 
 tive 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 Ireland and intituled, An Act to 
 re-unite the Provinces of Upper and Lower Canada and for the Government 
 of Canada, and it is hereby enacted by the authority of the same, as follows : 
 
 I. The above named, Francis H. Heward, Charles Albert Berczy, 
 Lewis Moffat, Ezekiel Francis Whittemore, James Brown the younger, 
 William P. Howland, James Mitchell, Duncan McDonnell, John Andrew 
 Torrance, Thomas Brunskill, William Gamble, and Joseph Helliwell, 
 Esquires, and all such other persons as now are or shall hereafter become 
 members of the said Association, their heirs, executors, administrators, and 
 assigns, shall be and they are hereby declared to be a body politic and 
 corporate by the name of "The Toronto Exchange," and by the Pamc 
 name, they and their sucecssofs, shuli have perpetual succession, with 
 
U 1 
 
 If 
 
 22 
 
 F'l 
 
 i' 
 
 I' 
 
 I; 
 
 power to sue and bo snod, i)l(;ad and b»* ijiipleadcil, aiiswfir and bo 
 answered unto, in all Courts and places whatsoever, !)nd tlioy may have 
 a common seal with power to alter and cjiangc the same at pleasure, and 
 by the same name tliey may lawfully acciuire and hold real and person- 
 al estate and property for tlie use of the said Corporation, and may lease, 
 contract for, erect or build a convenient buildiniif or erection, messuage 
 and premises for tlie proper attainment of tiieir object, and may sell, as- 
 sign, alienate and lease the same real and personal pro))crty, building, 
 messuage and premises, as they may deem expedient and advantageous 
 but the said real and personal estate sliall not exceed in value the sum of 
 seventy-five thousand pomids of lawful money of Canada. 
 
 II. The capital of the said Toronto ICxchange, shall be twelve thou- 
 sand five hundred pounds of hiwful money aforesaid, divided into one 
 thousand shares of twelve pounds ten shillings of like money, each, with 
 power from time to time to increase the said Capital Stock to fifty thousand 
 pounds or four thousand sharesof twelve pounds ten shillings each : such 
 shares as aforesaid shall be, and the same are here uy vested in the Share- 
 holders and their respective heirs, executors, administrators and assigns 
 to their proper use and behoof, proportionately to the sums subscribed and 
 paid by each of the said Siiarcholders respectively ; according to the same 
 proportion each of the said Shareholders respectively shall be entitled to 
 have, receive and take their proportions respectively, in the net profits 
 and income that may arise or accrue therefrom ; and the said Shareholders 
 respectively, may sell, transfer, lease, give or alienate the shares held by 
 them respectively whensoever they respectively consider fit ; subject 
 however to the By-laws of the said corporation, to be made by the Exec- 
 utive Committee hereinafter mentioned, and ashereinaffer provided ; and 
 the said shares shall be deemed j)ersonal estate, notwithstanding the con- 
 version of any portion of the said Capital Stock into land ; and no Share- 
 holder shall be liable for the payment of any debt or obligation due by the 
 said Corporation, beyond the amount of the unpaid shares held by him in 
 the same. 
 
 III. At all meetings of the said corporation each shareholder may vote 
 by proxy duly appointed in writing, or in pt!rson, and shall be entitled to 
 one vote for each share held by him, in his own name or in the name or 
 names of the person or persons of whom he may be the heir at law, or the 
 proper legal executor, administrator or legatee, for at least one calendar 
 month previous to the day of election ; and all questions proposed or sub- 
 mitted for the consideration of the said meetings shall be finally dctcrmm- 
 ed by the majorily of such voles. 
 
iWiiiiwii!>»ii>»iWiiiir 
 
 I'T and bf 
 f may have 
 !asure, and! 
 md person- 
 may lease, 
 , messuage 
 my sell, as- 
 f, building, 
 V ant age ou 8 
 ! the sum of 
 
 .vclve tliou- 
 ed into one 
 
 eaeh, with 
 ly thousand 
 aach : such 
 . the Shaie- 
 md assigns 
 scribed and 
 to the same 
 
 entitled to 
 ! net profits 
 liareholders 
 res held by 
 it ; subject 
 r the Exec- 
 vided ; and 
 ng the con- 
 1 no Share- 
 i due by the 
 I by him in 
 
 iT may vote 
 entitled to 
 iic name or 
 : law, OT the 
 le calendar 
 sed or sub- 
 f detcrmm- 
 
 IV. The first annual general meeting 'jf the shareholders of the eald 
 <!orporation shall b(; held in siich place in the said City of Toroto, at such 
 hour as the said Committee may apjjoint, on the first Saturday in the 
 month of February next after the passing of this Act, and a like annual 
 general meeting shall be held at such place and hour aforesaid, at the 
 said City of Toronto, on the first Saturday in the month of February in 
 every year afterwards ; And it shall be the duty of the said Committee to 
 cause pi olic notice to be given of such said meeting, and of the said 
 place and hour, by notice inserted twice or oftener, at least eight days 
 previous to each said meeting, in some two or more newspapers published 
 iw the said City of Toronto, 
 
 » 
 
 V. At the first and at every subsequent annual general meet- 
 ing of the said shareholders hereinbefore directed, the said share- 
 holders, or the majoiity of them then present either by proxy or in 
 person, by vote according to the said number of shares, shall 
 choose five persons then being shareholders in the said corpora- 
 tion, which persons so chosen shall be an Executive Committee to 
 manage, direct, and carry on the afi'airs and business of the said corpora- 
 tion, for one year next ibllowing such annual meeting or until another 
 Committee shall be appointed, and particularly such matters and things 
 as are by this Act hereinafter directed and authorised to be done by such 
 Executive Committee, and as shall from time to time be ordered by such 
 annual or other general meetings of the said shareholders, and shall have 
 power to name and appoint from the members of the said Committee a 
 President, Tn^asurer, and Secretary, and at any meetings of the said Com- 
 mittee duly iield, any three members of such Committee shall be a quorum, 
 and may exercise the powers of the said Committee ; Provided always 
 that such President lo be chosen as aforesaid, in addition to his own 
 vole shall have a cisfin;,' vote, in case of an equal division of 
 votes, at the meetings of the aforesaid committee ; Provided always, 
 that such Committee shall from time to time make reports of their pro- 
 ceeding's to and be subject to examination and control of tiie said gener- 
 al meetings of the shareholders, and shall pay obedience to all such orders 
 and directions in and about the premises as shall from time to time be 
 ordered and directed by the said shareholders at any such general meet- 
 ings, such orders and directions not being contrary to tlie provisions of 
 this Act, or to the laws of this Province ; provided also that the Executive 
 Committee which was ciioscn provisionally at tlie first meeting of the 
 henunbcibre mentioned ))crsons, subscribers to the said association shall 
 be a Conunittcc lor ihc jxirposc aforesaid, until the said first annual 'gen- 
 eral riiceting, and slialj have the like [)o\vcrs, and cxcerclsc all or anv of 
 
 m 
 

 24 
 
 the powers vested by thia Act ta the said Committee to be choseh at such 
 first or other general annnal meeting ; Provided also farther, that the mem- 
 bers of the said Committee at any time going out of oifice may be re- 
 elected. ' 
 
 VI, The failure to hold the first general meeting or any other meeting, 
 or to elect such Executive Committee, shall not dissolve the said corpo- 
 ration, but such failure or omission shall and may be supplied by and 
 at any special meeting to be called as the said Committee may, upon the 
 requisition hereinafter mentioned, appoint for that pur])ose : and until 
 such election of a new Committee, those who may be in ofBco for the 
 time being, shall be and continue in office and exercise all the rights and 
 powers thereof tuitil such new election be made as hereinbefore pro- 
 vlded* 
 
 if 
 
 ' VII. The said Executive Committee shall have and be invested with 
 full power and authority to conduct, manage and oversee, and transact all 
 and singular the concerns, afl'airs, and business of the said Coqioration, 
 and all matters and things whatever in anywise relating to or concerning 
 the same, and amongst other things : 
 
 Firstly, "^Ilo appoint and employ and remove all such agent or agents, 
 servant or servants of the said Corporation, as they may find from time lo 
 time expedient or necessary, and to regulate the duties and fix the salaries 
 and wages of such agents and servants, and all the necessary expenditure 
 for the management and working of the said Association. 
 
 Secondly, — ^To regulate the formofcertificatesofsharcs and all matters 
 relating to their transfer. 
 
 Thirdly. — To choose and acquire, for and in the name of the said 
 Corporation, the requisite site for the construction of an Exchange and its 
 dependeneies, and to enter into the necessary arrangements and agrcC" 
 ments for the construction of the same, and during, upon, and after the 
 construction of tlie same, lo lease or let any of the rooms, oiKccs, apart- 
 ments, or parts thereof, and generally to have the entire management and ' 
 disposition thereof. 
 
 Fourthly, — To order the payment of any sumof money they may deem 
 necessary for the puq)osc8 of this Act. 
 
 Fi/M/j/.— To contract a loan or loans for or in the name of the said 
 
 li 
 
»iBfi at such 
 at the mem- 
 may be le- 
 
 ler meeting, 
 said corpo- 
 ied by and 
 ly, upon the 
 : and until 
 ^ce for the 
 I rights and 
 ibefore pro* 
 
 ivcsted with 
 transact all 
 [7or{)oration, 
 ' concerning 
 
 It or agents, 
 
 Vom time to 
 
 the 8alarie» 
 
 expenditure 
 
 1 all matters 
 
 of the said 
 iingc and its 
 and agree-' 
 nd after the 
 Yiccsy apart- 
 igcmuntand' 
 
 y may deem 
 
 of the said 
 
 «5 
 
 Coiporatlon, not exeeeding in the whole at any one time the sum of twenty 
 thousand pounds, upon such terms or at such rate of interest less than, 
 equal to, or greater than eight per centum, as may be agreed upon, and to 
 pledge and mortgage the real and personal property of the said Corpo- 
 ttlion for the payment of any such loan and interest. 
 
 a'arrt/y.— To make such calls of money from the several Shareholders 
 for the time being, upon the shares subscribed for by them respectively 
 as the said Committee find necessary, and in the name of the said Cor! 
 poration to sue for, recover, and get in all such calls, and to cause and 
 declare such shares to be forfeited to the said Corporation in case of non- 
 payment of any such call, and in such way as they shall see fit to pre- 
 Bcnbe by any By-law; and an action of debt may be brought to recover 
 any money due on any such call, and it shall not be necessary to set 
 forth the special matter in the declaration, but it shall be sufficient to 
 allege that the defendant is the holder of one share or more, as the ca.e 
 may be, in the Capital Stock of the said Corporation, and is indebted to 
 the said Corporation, in the sum to which the call or calls amount (as the 
 case may be, stating the number and amount of such calls,) whereby an 
 action hath accrued to the said Corporation to recover the same from such 
 defendant, by virtue of this Act; and it shall be sufficient to maintain 
 such action, to prove by any one witness, that the defendant at the time 
 of making any such call, was a Shareholder in the number of shares al- 
 leged, and that any call sued for was made, and notice thereof given in 
 conformity with any such By-law prescribing such call, and it shall not 
 be necessary to prove the appointment of the said Committee in any 
 other matter whatsoever, 
 
 Sevenmp.~rro make the necessary By-laws in reference to the powers and 
 duties imposed and conferred upon the said Committee by this Act, and gen- 
 erally for the government and management of the said corporation ; sub- 
 ject always to the provisions of this Act and of the laws of this Province, 
 with power to the said Committee to vary, alter, repeal or revise any of 
 the said By-laws ; Provided always nevertheless that no such By-laws 
 rules or orders, nor any such variation, alteration or repeal thereof, shall 
 have any force or effect, until the same respectively shall have been' sanc- 
 tioned and confirmed by a general or special meeting of the shareholders 
 held in manner hereinbefore directed. 
 
 VIII. The said Executive Committee shall and may call and convene 
 special and general meetings of the shareholders whenever it shall be 
 accessary and sooftcn as shali be required upon the fequisitit)n of at least 
 
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 five shareholdoisi and shall give the publki notice heieinbcforo mentioned 
 of the holding of any such special general meeting, and shall, at each an- 
 nual general meeting, or at any special meeting to be called for the piMF* 
 pose, submit to the shareholders a clear and detailed statement of the 
 aflairs and accounts of the said corporation, whereupon at such meeting 
 the same shall be examined and audited, and if any dividend upon the 
 capital Stock is thereupon to he made, the same shall at such meeting 
 thereby be declared. i , . . . 
 
 • , . ' , ■ ,: J .-.. •• ... ...■..:•....:.■•:: • ■ : 
 
 IX. In the absence of the President of the Executive Committee at 
 any meeting thereof, it shall be in the power of the members present to 
 elect from among themselves a chairman, for the time being, yrho, iQ 
 addition to his own vote, shall also, in case trfan eqvial division of votee, 
 have a casting vote at such meeting; and in the event of the death, resig- 
 nation, continued absence, incapacity or disqualification, of any raembef 
 of the said Committee, the shareholders shall, at a meeting to be called 
 for that purpose as hereinbefore provided, choose a shareholder instead 
 and in place of such member, and such shareholder so chosen shall fono 
 part of the said Committee unUl the then next annual election. 
 
 X. The Inteipietatio« Act shall apply to this. Act, fuid this Act shsU 
 
 be a public Act. .':...'.• . •,•■•• • .i-- •v': •: ■• !•■•'• .■: ■ 
 
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 mittee at 
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 : BY-LAWS 
 
 ADOPTED IK ACOORDANOE WITH THE ACT OP INOORPORATION. 
 
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 1. At each annual general meeting of the Shareholders, held in accord- 
 , ahce with the Act oi Incorporation, the Executive Committee for the past 
 
 year shall submit a Report of their proceedings generally, with an account 
 of their Receipts and Disbursements, accompanied by voucherB tiicrefor 
 ^ vrhich shall be placed on file for the purposes of the Corporation. 
 
 2. That the Secretary and Treasurer shall furnish a List of the Share- 
 holders, excluding such as may be in default, who shall not be entitled 
 to vote. 
 
 S. Tliat the election of tlie Executive Committee, for the succeeding 
 year, shall be determined by ballot—two scrutineers being nominated 
 from among the shareholders for that purpose, whose duty it shall 
 
 be to receive the voles, and to report thereon. 
 
 ■'■''''■'' ' ■ ■ . « 
 
 4. The Executive Committee of the past year shall continue in office 
 tmtil after the Annual General Meeting of the Shareholders ; and their 
 trusts shall be transferred to the Committee then appointed, at the close 
 of the nieeting. . 
 
 ■ 5. A Minute of the transactions of the Association, at all meetings of 
 the Shareholders and of the Executive Committee shall be duly recorded 
 by the Secretary in a book provided for that purpose. 
 
 e. The Secretary at the opening of each meeting shall read over the 
 'minutes of the previous meeting, and have the same approved, and 
 signed by the President, and subscribed by himself. 
 
 7. That Wednesday in each week shall be established as a re-ulur 
 Board day. for the meeting of the Executive Committee, at the hour of 
 
 • I 
 
S8 
 
 three o'clock, P.M.; the President shall be empoweied to call extra 
 meetings, on giving two days* notice. 
 
 8. That a regular Stock Book be opened by the Committee, in which 
 the Shares of the Association shall be allotted in proportion to the amount 
 subscribed ; and a Transfer Book shall be kept open to the Shareholders^ 
 in the office of the Company for the usual Banking hours, during each 
 business day, throughout the year for the transfer of Stock, excepting only 
 during the thirty days prior to the date of the Annual General Meeting ; 
 and no Stock shall be transferrable on the Books except after full pay- 
 ment of the Shares to be transferred. 
 
 ;-,i i 
 
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 9. That it shall be optional with the Executive Committee to forfeit any 
 Stock of such shareholders who may be in default upon any instalments 
 duly called, after giving the holder of such stock at least thirty days* 
 notice of such intention. 
 
 |0. The Association shall be privileged to hold a prior lien upon the 
 Stock for all or any debts or dues which may be owing to the Assocta* 
 tion by any of the Shareholders. 
 
 11. That no Instalments shall be vailed in exceeding twenty per cent, 
 upon the amount of Stock subscribed, and at intervals of not less than 
 thirty days. 
 
 13. That all payments made or to be made on Stock be entitled to 
 Interest from the date of payment of each instalment up to the 1st De- 
 cember, 1855; &nd that the said interest, including that payable to Mr. 
 Berczy, on the sum of jC2700, bearing interest from the date of tlie Deed 
 of Conveyance up to the same period, be chargt^d against the Building 
 Fund. 
 
 18. That all Deeds, Contracts, Bonds, Scrip, and other instruments of 
 what nature soever which may require the signature of the Corporation, 
 shall be signed by the President, countersigned by the Secretary and 
 and Treasurer, sealed with the seal of the Corporation. 
 
 14. That all moneys collected by the Treasurer, shall be deposited in 
 Bank, to the credit of the Corporation ; and no moneys withdrawn except 
 by order of the Executive Committee, and entered upon their minutes : 
 the checks to be signed ly the Piesideat, and countersigned by the 
 Secretary and Trea8lue^ . - 
 
> call exttft 
 
 «, in wliicb 
 
 the amount 
 hareholderSy 
 luring each 
 jepting only 
 al Meeting ; 
 er full pay- 
 
 5 forfeit any 
 instalments 
 thirty days* 
 
 sn upon the 
 the Associa" 
 
 ify per cent, 
 tot less than 
 
 t< III. I Itl ■ 
 
 OJS 
 
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 GMERiL BlSOLimOM . 
 
 ikDOFTED AT THE FIRST ANNUAL MEETINO OP THE 8HABEH0LDERS» HELD HT 
 ACCOBDANCE WITH THE ACT OP INCORPORATION, ON THE TBHID 
 
 DAT OF FEBRUARY, 1864. 
 
 Mored by Thos. Bmnskill, Esq., eeconcied by WUliam Gamble, Esq., 
 and 
 
 Metolved, That the proceedings of the Executive Committee, as exhi- 
 bited in the Minutes of the Association, and so fully set forth in their 
 General Report, be, and are hereby approved, and the Report adopted; 
 that the thanks of this meeting be respectfully tendered to the President, 
 Treasurer Secretary, and other members of the Committee for their veiy 
 valuable and important services during the year, in the prosecution of an 
 undertaking happily conceived, and thus far most successfully carried 
 out. 
 
 s entitled to 
 the Ist De- 
 rable to Mr. 
 of t)ie Deed 
 le Building 
 
 itrumentu of 
 ^Corporation, 
 cretary and 
 
 leposited in 
 rawn except 
 iir minutes : 
 ned by the 
 
 Moved by WiUiam Gamble, Esq., seconded by E. P. Whitteraore, Esq., 
 and 
 
 Eesolvedf That the Charter, together with the By-laws prepared by the 
 Executive Committee, and now submitted, be, and are hereby adopted. 
 
 Moved by J. A. Torrance, Esq., seconded by E. Pridham, Esq., and 
 
 Jtesolvedf That so much of the Report as it may he expedient to pub- 
 
 lish, be inserted in the Gtobe^ Leader^ and Colonist ; and that the Charter 
 
 By-laws, and said Report in full, be printed in pamphlet form for distri' 
 
 btttion among the Shareholders and others interested in the undertaking. 
 
 Moved by D. Macdougall, Esq;, seconded by Thomas Bronskill, Esq., 
 and 
 
 Resolved, That so soon as the sum of £4500 shall have been expended 
 upon the work from the subscriptions of the Shareholders, the Executive 
 Committee shall be, and are hereby empowered to effect a loan of £5000, 
 more or less, for a term of years, and upon as favourable temit as possi' 
 
ffl 
 
 30 
 
 C 
 
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 Vit< 
 
 ble — the said loan to be secured to the Lender by a first mortgage on the 
 property, and the interest to be made payable half-yearly at the Commer- 
 cial Bank or elsewhere ; the principal redeemable yearly, or at the expi- 
 ration of the term, as may be agreed upon ; or by the issue of Bonds 
 with coujtons attached, payable half-yearly at the Commercial Bank or 
 elsewhere — the bonds to be redeemable at the expiration of the term. 
 n-/-j-.?'f" » !'>' ' ■ . •• • 
 
 Moved by W. P. Howland, Esq., seconded by William Gamble, Esq., 
 and 
 
 Resolvedy That this meeting notices with pleasure the desire manifested 
 by the merchants connected with the Associatidn to cultivate a more in- 
 timate connection with the millers of the city, and of the surrounding 
 country; and they are pleased to observe that the millers evince an 
 equally friendly spirit, and a desire to co-operate with them in carrying 
 
 , out the designs of the Association ; that the appropriation of a large 
 room with adjoining offices, for the Millers' Association, and of similar 
 
 - •ccommodation for the Board of Trade and Commercial Reading-Room, 
 
 • wiU tend to cement the connection^ and will contribute inattrially to 
 .'fteirmutual advantage, ' 
 
 ,i.-,' ; ■ .: ., ; -. ,, -■ . ■'■• •"..,': 
 
 y Moved by E. Pridham, Esq.^ seconded by J. A Torrance, Esq., end 
 <:• Resolved^ That in consequence of the liberal manner in which the 
 'ic»IQired loan was made by the Cashier of the Commercial Bank, the 
 Bank account of the Corporation be opened with that Institution. . ^' 
 
 ,.- Moved by W^ P; Howlaad, Esq , seconded by D. McDougalt, Esq., 
 and 
 
 • ' Resolved^ That the Executive Committee, now to be appointed, be 
 requested to solicit additional subscriptions to the extent of £1200, or 
 such other sum as may be subgcribed from the present time until the 
 first day of April next.— the balance not then taken up, to bt reserved for 
 
 ■account of the Association, but not to exceed £5000. . . ■ v; 
 
 Moved by Wm. Gamble, Esq., seconded by D, McDougall, Esq., and 
 
 . Resolvedy That the appointment of Mr, Adam Crooks, as Solicitor of 
 
 the Association, and of Mr. James Grand, as Architect of the Building, 
 
 are also, in both instances, fully approved, and their services appreciated ; 
 
 that the Plans of the Building are greatly admired, and the details likely 
 
 'to result most satisfactorily. 
 
 .«>. Moved by D. McDougail, Esq., seconded by Thomas BrunsktU, Esq., 
 '.and. f .r ^. ••*■.'! ••■ t» ■ . ; ■, . 
 
"-iS^-i 
 
 L^age on the 
 e Commer- 
 at the expi- 
 5 of Bonds 
 il Bank or 
 e term. 
 
 mble, Esq., 
 
 manifested 
 a more in- 
 urrounding 
 evince an 
 in carrying 
 of a large 
 I of similar 
 ling-Room, 
 attrialiy (o 
 
 isq., and 
 which the 
 Bank, the 
 
 on, . j<f 
 
 ^It, Esq., 
 
 ointed, be 
 
 C1200, or 
 
 ; until the 
 
 ^served for 
 
 il 
 
 Besohedf That scrip be issued to the various Shareholders, upon the 
 full payment of their respective shares. 
 
 Moved by Thomas Brunskill, Esq., seconded by Wm, Gamble, Esq., 
 and 
 
 Resolved^ That all the work not yet contracted for, be advertized by 
 the Architect ; and the Tenders submitted to the Executive Committee 
 for their consideration and approval. • .: . 
 
 Moved by W. P. Howland, seconded by P. H. Heward, Esq., and 
 
 Resolved^ That this meeting learns with regret that the illness of Mr. 
 Berczy, one of the members of the Executive Committee, has prevented 
 his presence to-tlay ; and cannot adjourn without exprestsing their appre- 
 elation of the public spirit manifested by Mr. Berczy in the large interest 
 which he has embarked in the Toronto Exchange. . . ...■.; 
 
 Moved by D. McDougall, Esq., seconded by Jas. Brown, Jr., Esq., 
 and *' 
 
 Rcftolvedy That the Comcr-Stone be laid on the 6th day of March, being 
 the twenty-first anniversary of the day on which the city ac<piired the 
 title of Toronto, in place of that of York; or on such other day a» 
 may be decided upon by the Executive Committee. 
 
 Mcjved by E. F. Whittemore, Esq.; seconded by Jas. Brown, Jr.. Esq^ 
 and ^ > » « 
 
 Resolved, That Messrs. W. P. Howland and Wm. Gamble be nomi- 
 nated Scrutineers to receive the votes of the Shareholders present, in the 
 appointment of the Executive Committee, and to report thereon. 
 
 Bsq., and 
 lolicitor of 
 Building, 
 predated ; 
 ails likely 
 
 kill, Esq., 
 
 I .3 
 
 ■*u.,i ■v'"-r^',-ft- pv^ap(«f^^»»»(p«.rt|-. 
 
• . 
 
 i'H 
 
 i 
 
 REPORT OP THE SCRUTINEERS. 
 
 We, th« undersigned Scratineers, declare the following parties elected 
 by majority of Yotea, for the year 1855 :— 
 
 E. P. Whittemore, Charles Bercsy, James Brown, Jr., P. H, Heward. 
 W. P. Rowland. 
 
 Signed, 
 
 Wm. Gamblb. 
 W. P. HowLABa. 
 
 ■^*^*^i^M^MM^»N«W«^M«^MMMnMmWWW«nMAMWB 
 
 On Wednesday following, the 7lh February, the Executive Committee, 
 at their first meeting, nominated F. H. Heward, Esq., President, afid 
 James Brown, Jr., Secretary and Treasurer. 
 
—■»•"»«- III I m •"•iij 
 
 ties elected 
 
 I. Heward, 
 
 MBLB. 
 
 1 
 
 Jommittee, 
 ideat, attd 
 
 I 
 
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