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THE
EARLY HISTORY OF CANADIAN BANKING
Origin of the Canadian Banking System ^
BY
ADAM SHORTT, M.A.
Queen's University,
Kingston
TORONTO
Journal of the Canadian Bankers' Association
•: 1896. • 'i .
THE
EARLY HISTORY OF CANADIAN BANKING
Origin of the Canadian Banking System
BY
ADAM SHORTT, M.A.
Queen's University,
Kingston
3
THE EARLY HISTORY OF CANADIAN BANKING
ORIGIN OF THE CANADIAN BANKING SYSTEM
T^HE history of banking in Canada, as in other countries, is
but one phase of the general economic history of the people.
Banking operations are so wholly dependent upon the commer-
cial habits and ideas of the people, the character of their busi-
ness and the nature of their occupations, that they cannot be
studied with much certainty or profit apart from the general
economic atmosphere in which they are carried on. It will be
my purpose in these articles to set forth, as fully and as accur-
ately as the material which I have been able to gather will per-
mit, the origin of the Canadian banking system, the early
history of the first banks, particularly those of Upper Canada,
and their relations to the economic condition of the country at
the period of their introduction.
The present article deals with the origin of the Canadian
banking system.
In treating of banking in Canada Httle attention has
hitherto been given to the question of its origin. So far as it
has been looked upon as other than a native growth, Scotland
has commonly been credited with its parentage. At first sight
this conclusion seems so natural and obvious as to be hardly
worth questioning. From the very infancy of Canadian bank-
mg Scottish names have been chiefly associated with its growth
and expansion. Moreover, prominent external resemblances,
particularly in the feature of branch banks, seem to closely relate
the two systems on the one hand, while distinguishing them from
their nearer neighbors on the other. Closer inspection, how-
ever, and especially a slight acquaintance with the history of
the two systems, soon show us that the resemblance is merely
accidental, or at the best only to be attributed, in the course of
their development, to a community of national temperament in
i
2 EARLV inSTORV OF CA.WinrAN nAXKING
the persons of the most influential managers. Evidence of the
most direct kind shows that the Canadian system was derived
from quite another source. But since its origin has been attri-
buted to Scotland, it may be as well to make a few observations
on the negative side.
Though the Canadian system was established largely
through the influence, and under the direction of persons of
Scottish nationality, yet it does not follow that these persons
were prejudiced in favor of Scottish examples. The richest
national individuality is that which is capable of absorbing the
widest range of foreign experience without losing its character-
istics. It is matter of common observation that the pro-
nounced individuality of the Scotchman is almost invariably
accompanied by the widest cosmopolitanism. The Scotch-
man's capacity, in every region of the world, to adapt himself
to circumstances, or more often to induce them to meet him
half way, is proverbial, and mainly because m so doing he only
in:ensihes his national identity. The Scotchmen who were so
prominent in the early days of Canadian commerce, did not
attain to that position by any special adherence to Scottish
experience. Few of them had much occasion to be familiar
with the mechanism of exchange before leaving their native
country, otherwise Canada had never known them. Their com-
mercial experience was gained on this side of the Atlantic.
Even after they became extensive traders, there were few occa-
sions in which they had any direct intercourse with their coun-
trymen in Scotland. The Canadian trade was almost wholly
confined to New York and the New England States, and the
West Indies, on this side the Atlantic, and London, with a few
other English towns, on the other. So late as 1823 the ship-
ping Hsts show only rare arrivals from any Scottish port.
But even had the Canadians been familiar with Scottish
banking, at the time they were forming their own ideas on the
subject, they would hardly have been likely to take the Scottish
banking of that time as a model. That was the period of the
great struggle with France, from 1793 to 1 815, during which
both Enghsh and Scottish banking were in a most unstable
condition and subject to frequent crises. In 1797 the
Bank of England suspended cash payments, followed imme-
L»i lUI-'.-J JIH W i n
EARl.V HISTORY OF CAyADIAN ILWh'IXG
dence of the
was derived
s been attri-
abservations
lied largely
persons of
lese persons
The richest
'sorbing the
3 character-
t the pro-
invariably
he Scotch-
ipt himself
) meet him
ing he only
ho were so
:e, did not
o Scottish
'6 familiar
leir native
'heir com-
Atlantic.
few occa-
leir coun-
)st wholly
and the
th a few
the ship-
rt.
Scottish
3 on the
Scottish
d of the
g which
unstable
97 ^)^e
imme-
diately by the Scottish banks, and did not resume until 1821.
During this period banking in Scotland was carried on by two
chartered banks, — the Bank of Scotland and the Royal Bank,
each with a branch in Glasgow, — and a multitude of small
private banking corporations with little community of system
and no branches. It was only after 1816, and mainly through
the action and example of the National Bank of Scotland,
started in 1824, that the transition was gradually made to the
present system of a few large banks with numerous branches.
But before this experience was available the Canadian system
had been already determined.
Turning to the positive side of the subject, I may state
categorically that the Canadian banking system was derived in
a very direct and literal manner from the United States. The
more one becomes acquainted with the economic condition and
commercial relations of Canada, during the last quarter of the
eighteenth and first quarter of the nineteenth century, the more
one recognizes that this was no accident, but quite inevitable.
It was equally inevitable that the currency of Canada should
assimilate itself to that of the United States, despite the rela-
tively large sums in English currency which were continually
coming to the country, and despite also the laws, regulations,
and bonuses intended to maintain the English system and ex-
clude the American.
The father of the Canadian banking system was Alexander
Hamilton, the first Secretary of the Treasury under the present
constitution of the United States. Hamilton had given much
attention to economic, and especially to financial questions,
long before he was called upon to lay the financial foundations
of the young republic. The ability and thoroughness with
which he studied questions of banking and general finance are
shown in the radical changes which his own ideas underwent,
and the frankness with which he afterwards exposed the fallacy
of ideas which he had earnestly supported at earlier stages of
his own progress. It is quite true that several of his ideas
afterwards proved to be inadequate or erroneous, but, compar-
ing them with the best ideas then current on the subjects of
paper money, credit and banking, we have to admit that Ham-
ilton was singularly sane and practical in the principles which
4 H. I AV. ) • ///.S /v.' A" ) ■ OF i . / A . / / V. / A' />'. i .\A/A(?
he laid down. In his work on the History of P.anking in the
United States, Professor Sumner is inclined to be rather severe
in his criticism of Hamilton, but the force of his criticism falls
not so much on Hamilton as on those who achieved disastrous
results by a one-sided and often deliberately perverse develop-
ment of certain of Hamilton's ideas. It could be pointed out
also that these ideas, and others of a similar nature, in the
hands of different men, did not have the same evil consequences
in Canada or in Scotland. However, this is merely by the way.
Our present task is to show what were Hamilton's principles and
how they came to be adopted in Canada.
Politically, we find that the English traditions of the
Colonies were faithfully reflected by the founders of the Ameri-
can Republic in their federal constitution. The singular
stability of the American constitution, and its capacity to serve
with efficiency for so long a j^eriod of rapid growth and enor-
mous expansion, are undoubtedly due to the conservative reso-
lution of its framers to try no novel political experiments, but
to rely on the experience of their o\v n colonial condition, and of
their mother country. Financially the same spirit showed
itself. English precedent and English experience were closely
followed by Hamilton and his associates in laying the founda-
tions of the public credit.
During the trying and uncertain period when the colonies
were struggling for their freedom, Mr. Robert Morris, the finan-
cial agent of the colonial government, managed to obtain in the
Bank of North America a financial instrument which with the
help of silver specie supplied by France, was of the greatest
assistance to the struggling government, being a bond of union
between itself and the commerce of the country. After the
restoration of peace its position be':ame rather uncertain, espe-
cially as ii received and acted upon a new charter from the
State of Pennsylvania. With the establishment of the Republic
on a new and firmer foundation in 1789, Hamilton, who
became the first Secretary of the Treasury, desired to find a
financial agent for the government which would be more dis-
tinctly national, and on a more definite basis than the Bank of
North America. He therefore drew up and presented to Con-
gress, as part of his report on the establishment of the public
rii^iiS^ii^aaiEiiemitmm
dn^ in the
her severe
icisni falls
disastrous
e develop-
ointed out
re, in the
sequences
/ the way.
ciples and
IS of the
he Ameri-
singular
f to serve
and enor-
tive reso-
lents, but
)n, and of
showed
e closely
2 founda-
colonies
he finan-
in in the
with the
greatest
3f union
fter the
m, espe-
rom the
Republic
n, who
find a
ore dis-
3ank of
to Con-
public
ILlKLy ///STOA'y OF C.IX^IDLIX /i.l.VA'/XG 5
credit, his plan for the formation of a National Bank. The
greater part of the report consists of a statement of his views
on the nature of credit, the uses and limitations of paper
money, the functions of banks, and the relation in which the
government should stand to the national mechanism of
exchange.
Ii was obviously Hamilton's intention that the proposed
National Bank should stand to the United S*;ates Government
in practically tiie same relation as the Bank of England stood
to the Jkitish Government. It sh -ild rest largely upon the
national debt, and should be at once the channel through which
the government collects revenue and makes payments, tiie
custodian of the surplus cash of the treasury and the moi ey-
lender from whom the government might obtain temporary
advances in time of need. But, as in the case of the ' 'nk of
England, it must be essentially a free and independent corpc/r-
ation, consisting of pi u ate individuals an 1 corporate b dies
seeking by eve: . legitimate means, in connection with the trade
and commerce of the country, to further their own joint inter-
ests. Only on this basis could the bank be itself a prosperous
institution, in normal and intimate connection with the econo-
mic life and strength of the nation, and therefore capable of
being an effective aid to the government in time of need. It is
to be the medium through which the government may, when
necessary, find an immediate access to the resources of the
country in a fluid shape. Were the institution simply a depart-
ment of the government, or controlled and managed by the
government, it would be of little assistance to it when most re-
quired : for, instead of the government being able to depend
upon the bank in time of need, it would simply find the bank an
additional burden to carry.
Hamilton saw also that such an institution, froai its finan-
cial connection with the government, would, under all normal
political conditions, derive stability, and inspire confidence and
respect both at home and abi'^ad. This would enable it to
maintain stable and uniform conditions in the interstate
exchanges, as well as to carry on with confidence and dignity
the international exchanges of the country.
The latter part of the report contains the draft of a plan
6 EARLY' HiSTORV OF CANADIAN BANKING
for the constitution of a National Bank, followed by explana-
tions of its leading features. On the lines of this plan a bill
was framed by Hamilton ai.d introduced to Congress for the
incorporation of the Bank of the United States. After con-
siderable discussion the bill was passed on March 2nd, 1791.
The bank was soon in operation, and from the first achieved a
marked success; its stock soon passed to a premium, which
amounted at one time to fifty per cent.
In order to bring out the connection of the more essential
banking features of the Act with the Canadian system, I shall
give some of these sections in full, together with the correspond-
ing sections of the Canadian bill. A skeleton of the other
interesting features of the Act may be given as follows : The
capital stock is placed at $10,000,000 in 25,000 shares of $400
each. Any person, corporation, or body politic may subscribe,
under certain hmitations as to the number of shares to be taken
by each. The government of the United States is permitted
to take stock in the bank to the extent of §2,000,000. The
government subscribed for the whole of this amount. The
instalments on the stock are to be paid, one fourth in gold and
silver and three fourths in the public debt of the United States.
The corporation was given the customary legal powers and was
chartered for twenty years.
The very success of this bank was the chief cause of its
downfall, through its failure to obtain a renewal of its charter.
Its stability and credit became so great, both at home and
abroad, that its power and precedence in the American commer-
cial world were very marked, giving rise to much jealousy, and
causing it to be attacked on the ground of its aristocratic and
un-American tendencies. These attacks received justification,
in the eyes of many, from the very respect which he bank com-
manded abroad. Its shares were readily bought up in Europe,
and especially in England ; yet no stockholder residing abroad
was permitttd to vote, and none but citizens of the United
States were eligible as directors. Finally about 18,000 shares
were held abroad and only 7,000 in the United States : still
these 7,000 shares elected the directors and controlled the whole
institution. When, in 181 1, the period of the charter came to
an end, the friction between the United States and England
1
J explana-
)lan a bill
ss for the
After con-
2nd, 1791.
Lchieved a
im, which
! essential
m, I shall
rrespond-
:he other
■ws: The
of .^400
ubscribe,
' be taken
•ermitted
'O. The
t. The
rold and
1 States,
and was
se of its
charter.
me and
ommer-
sy, and
tic and
ication,
ik com-
:i^urope,
abroad
United
shares
!s : still
whole
ime to
ngland
i-
EA KL i ' H/S TOR \ ' OF CA XA DfAX liA XKLXG 7
afforded the opponents of the bank an excellent basis for attack.
The bank was represented as an engine of the British Govern-
ment planted in their midst, capable at any time of working, in
some mysterious way, untold destruction. The demagogues
prevailed and the bank was forced to wind up its affairs. Had
England any desire to be revenged on the United States^ it
should surely be satisfied by the injuries wrought to the country
through its Anglophobic element, in the name of frustrating
English designs.
During the existence of the first Bank of the United States,
the principles embodied in its charter naturally shared in the
respect and credit of the institution itself; hence its charter was
taken as a model for very many of the new banks which came
into existence during that period.
As already noted, the commerce of Canada at this time,
which was mainly in the hands of the English element, was
closely connected with the United States. Quite a number of
the merchants in the lower province had come from the Ameri-
can colonies before the separation from England ; many others
came after that separation. However their views as to British
connection might differ from those of their brethren in the
United States, there was little change in the social, economic
and municipal ideas in which they had been trained. These
ideas were not affected by their political allegiance, and were as
well suited to the natural conditions of Canada as they were to
those of the United States. Those who came directly from
Britain found their circumstances so completely altered that
they naturally laid aside most of their old ideas and adopted
others better suited to the customs and conditions of a new
country. For a considerable time, following the independence
cf the American colonies, trade was practically free between
the two countries, and even after restrictions were prescribed
they were but very laxly enforced. The physical condition of
the interior of the country made it necessary that certain por-
tions of the United States should find an outlet through Canada,
and some parts of Canada an outlet through the United States.
Thus Montreal became the natural port of entry and outlet for
Vermont and north-eastern New York ; and before the opening
of the Erie Canal, much of the trade of the western portion of
8
EARLY niSrOKV OF CANADIAN nANk'ING
'{■■
New York State, and of all the trading posts in the territory
bordering on the lakes and as far west as the Mississippi River,
found its natural outlet through the Detroit, Niagara and
Kingston route, finally centering at Montreal. Montreal was
thus the Canadian city which had most constant and intimate
relations with the American Republic. It was here that the
first definite ideas on banking in Canada found expression, here
the first effort was made to establish a bank in Canada, and
here the first bank was afterward established.
In 1792, just after the successful launching of the Bank of
the United States, we find the leading Montreal firms connected
with the export and import trade of the country, attempting to
establish a bank in Montreal with prospective branches in other
parts of the country, as in the case of the Bank of the United
States. As the constitution of this proposed bank does not
seem to have survived in any form, we are unable to say defi-
nitely how closely it was related to Hamilton's plan. But in
1808, while the same firms were still the leading trading houses
of Montreal, we find the renewal of the attempt to form a bank,
this time with the co-operation of Quebec merchants. A bill to
give effect to their petition was introduced in the Legislature of
Lower Canada. The bill failed to pass, but it had been printed
by order of the Legislature. Doubtless several copies are still
in existence ; one, at least, survives in the collection of Mr.
Neilson, at that time proprietor of the Quebec Gazette. Through
the kindness of its present owner, Surgeon-Major Neilson, I
have been able to examine it and compare it with the charter
of the Bank of the United States. Allowing for the necessary
changes required to adapt the American charter to Canadian
conditions, the bill reproduces in a very literal manner every
essential feature of the American Act. It contains several ad-
ditional clauses, only one of which is of any special importance.
The bank provided for in the bill was naturally on a smaller
scale than that of the United States. The stock, outside of the
contribution of the Provincial Government, was limited to
;^25o,ooo, or $1,000,000, in shares of £2^, or ijiioo each. Fol-
lowing the example of the Bank of the United States, provision
Avas made for a Government subscription to the stock of the
bank, not to exceed ^50,000. This feature, though necessarily
EARLV HISTORY OF CAXADIAN FAXKING
he territory
;ippi River,
agara and
ntreal was
d intimate
re that the
ssion, here
nada, and
e Bank of
connected
impting to
is in other
he United
does not
say defi-
. But in
ig houses
11 a banlv,
A bill to
slature of
n printed
are still
1 of Mr.
Through
eilson, I
2 charter
ecessary
"anadian
er every
^eral ad-
ortance.
smaller
e of the
lited to
1. Fol-
"ovision
: of the
2ssarily
dropped in the articles of association of the private banks,
\v4iich were the first to go into actual operation in Canada, was
revived and included in the first charter granted in Upper
Canada, that of the Bank of Upper Canada. Following
the American model, again, the bill provided for sub-
scriptions to the stock, not only by the Provincial Gov-
ernment, but by any corporation or body politic. As Lower
Canada, unlike the United States, was not an independent
nation, and had no regular national debt, freely selling on the
market, in which subscriptions might be made, the instalments
on the stock were to be paid in gold and silver only. Never-
theless the Provincial Government itself was privileged to
create and contribute provincial debt, by paying its subscrip-
tions to the stock in its own notes, bearing interest at six per
cent., the interest to be paid half-yearly. Even the name of the
bank was obtained by substituting thewoids ' Lower Canada '
for the words ' the United States.' The bank might elect directors
and commence operations after ^io,ooo in gold and silver had
been actually paid in. Offices were to be opened in both Mon-
treal and Quebec, and there were to be twenty-four directors,
twelve for Montreal and twelve for Quebec. In connection with
the directorate the Canadians made a slight innovation. The
American Act makes no special provision for government
representation on the board of directors, but the Canadian bill
provides that if the Government shall subscribe not less than
;^25,ooo to the stock of the bank, then instead of this stock
being employed in the usual way in voting for the election of
directors, the Government should appoint two directors, one for
Montreal, and one for Quebec. This feature also re-appears,
slightly modified, in the first bank charter in Upper Canada.
The only other new feature of importance appearing in the
Canadian bill is the clause which provides "that no stockholder
or stockholders shall be answerable in his, her or tiieir private
capacity or capacities, for the debts of the said corporation,"
with the exception of the directors who should overstep the
limits of the debt which the corporation is permitted to con-
tract. This clause, when reproduced in the articles of the
private banks, gave rise to much hostile criticism.
I shall now give some of the corresponding sections of the
10
EARLY HISTORY OF CANADIAN BANKING
American Act and of the Canadian Bill in which some of the
more important details of Hamilton's banking regulations are
expressed. Incidentally these sections will show how completely
the Canadian Bill absorbs the American Act, and also what
changes and additions were thought to be necessary in adapting
it to Canada.
The numbers attached to the different clauses follow the
order of the sub-sections of section 7 of the American Act.
The same numbers are given to the corresponding Canadian
clauses, although in the Canadian Bill there are a few variations
from this order.
Charter of the Bank of the United
States
I. The number of votes to which
each stockholder shall be entitled,
shall be according to the number of
shares he shall hold, in the propor-
tions following, that is to say : For
one share and not more than two
shares, one vote ; for every two shares
above two, and not exceeding ten,
one vote ; for every four shares above
ten, and not exceeding thirty, one
vote ; for every six shares above
thirty, and not exceeding sixty, one
vote ; for every eight shares above
sixty, and not exceeding one hundred,
one vote : and for every ten shares
above one hundred, one vote. But
no person, co-partnership, or body
politic, shall be entitled to a greater
number than thirty votes. And after
the first election, no share or shares
shall confer a right of suffrage, which
shall not have been hoklen three cal-
endar months previous to the day of
election. Stockholders actually resi-
dent within the United States, and
none other, may vote in elections by
proxy.
Proposed Charter of the Bank of
Lower Canada.
I. The number of votes to which
each stockholder or stockholders,
body politic or corporate, holding
stock in the said corporation, shall be
entitled on every occasion when in
conformity to the provisions and re-
quirements of this Act, the votes
thereof are to be given shall be in
proportion following, that is to say :
For one share and not more than
two, one vote ; for every two shares
above two, and not exceeding ten,
one vole, making five votes for ten
shares ; for every four shares above
ten and not exceeding thirty, one
vote, making ten votes for thirty
shares ; for every six shares above
thirty and not exceeding sixty, one
vote, making fifteen votes for sixty
shares ; for every eight shares above
sixty and not exceeding one hundred,
one vote, making twenty votes for one
hundred shares ; and for every ten
shares above one hundred, one vote,
making thirty votes for two hundred
shares ; but no person or persons,
body politic or corporate, shall be en-
titled to a greater number than thirty
votes. And all stockholders resident
within this province or elsewhere,
may vote by proxy, if he, she or they
shall see fit, provided always, that
such proxy shall be one of His
Majesty's subjects, as hereafter desig-
nated, and do produce a sufficient
authority from his constituent or con-
stituents for so representing and vot-
ing for him, her or them. Provided
a
-:-.>l
EAKLV HISTORY OF CAXADIAX BA.XKLXG
II
some of the
ilations are
completely
also what
in adapting
follow the
srican Act.
X Canadian
^variations
le Bank of
a.
■iies to which
stockholders,
ate, holding
tion, shall be
on when in
lions and re-
, the votes
shall be in
It is to say :
more than
two shares
ceding ten,
3tes for ten
lares above
thirty, one
for thirty
lares above
sixty, one
s for sixty
ares above
e hundred,
otesforone
every ten
one vote,
lo hundred
r persons,
hall be en-
:han thirty
rs resident
elsewhere,
he or they
>vays, that
e of His
fter desig-
sufficient
Jnt or con-
l and vot-
Provided
I!
2. Not more than three-fourths
of the directors in ofiice, exclusive of
the President, shall be eligible for the
next succeeding year. But the direc-
tor who shall be president at the
time of an election may always be
re-elected.
3. None but a stockholder,
being a citizen of the United States,
shall be eligible as a director.
4. No director shall be entitled
to any emolument, unless the same
shall have been allowed by the stock-
holders, at a general meeting. The
stockholders shall make such com-
pensation to the President, for his
extraordinary attendance at the bank,
as shall appear to them reasonable.
5, Not less than seven direc-
tors shall constitute a ooard for the
transaction of business, of whom the
president shall always be one, except
in case of sickness, or necessary
absence : in which case his place
may be supplied by any other di-
rector whom he, by writing under his
hand, shall nominate for the purpose.
also that after the first election of
directors, no share or shares of the
capital stock of the corporation shall
confer a right of voting, either in per-
son or by proxy, which shall not have
been holden during three calendar
months, at the least, prior to the day
of election or of the general meeting
where the votes of the stockholders
are to be given.
2. Not more than nine (exclu-
sive of the president or vice-presi-
dent) of the directors in office, at
each of the cities of Quebec and
Montreal, shall be eligible for the
next succeeding twelve months : but
the directors who are president and
vice-president at the time of an
election, may always be re-elected.
3. None but a stockholder ac-
tually resident in this province and
holding at least twenty shares in the
capital stock, and being a natural
born subject of His Majesty, or a
subject of His Majesty naturalized
by Act of the British Parliament, or
a subject of His Majesty's having
become such by the conquest and
cession of this province, shall be
capable of being elected or chosen a
director of the said corporation, or
shall serve as such.
4. No director shall be entitled
to any salary or emolument unless
the same shall have been allowed to
him by a general meeting of the
stockholders ; but the stockholders
shall make such compensation to the
president and vice-president for their
extraordinary attendance at the bank
as shall appear to them reasonable
and proper.
5. Not less than five directors
shall constitute a Board for the
transaction of business at each of the
branches of the Bank at Quebec and
Montreal, whereof the I'resident or
Vice-President shall always be one,
except in case of sickness and neces-
sary absence, in which case their
places may be supplied by any other
directors whom the President or
Vice- President so absent, shall re-
spectively by writing under their
hands, appoint for that purpose, The
President and Vice-President shall
vote at their respective Boards as
12
EARLY inSTORV OF CANADIAN BANK/NG
6. Any number of stockholders,
not less than sixty, who together,
shall be proprietors of two hundred
shares or upwards, shall have power,
at any time, to call a general meeting
of the stockholders, for purposes
relative to the institution, giving at
least ten weeks notice, in two public
gazettes of the place where the bank
is kept, and specifying, in such
notice, the object, or objects, of such
meeting.
7. Every cashier or treasurer,
before he enters upon the duties of
his otiice, shall be required to give
bond, with two or more sureties, to
the satisfaction of the directors, in a
sum not less than fifty thousand dol-
lars, with condition for his good be-
havior.
S. The lands, tenements and
hereditaments, which it shall belawful
for the said corporation to hold, shall
be only such as shall be requisite for
directors, and in case of there being
an equal number of votes for and
against any question before them,
they respectively shall have a casting
vote.
6. Any .mmber of stockholders
not less than , who together
shall be proprietors of shares,
or upwards, shall have power at any
time, by themselves or their proxies,
to call a general meeting of the
stockholders for purposes relative to
the corporation, giving at least six
weeks notice thereof in at least one
of the newspapers published at Que-
bec and at Montreal respectively, and
specifying in such notice the time
and place of such meeting, with the
object or objects thereof: and the said
directors or any seven of them shall
have the like power at any time
(upon observing the like formalities)
to call a general meeting as above
said, and if the object for which any
general meeting called either by
stockholders or directors as above-
said, shall be to consider of a pro-
posal for the removal of the Presi-
dent, Vice-President or other director
or directors for maladministration,
then and in such case the person or
persons so proposed to be removed
shall from the day on which such
notice shall first be published, be
suspended from the execution of the
duties of his or their office : and if
he be the President or Vice-Presi-
dent, his place shall be filled up by
the remaining directors, to serve
during the time of such suspension.
7. Every cashier and every
agent and clerk of the bank, before
he enters upon the duties of his
office, shall give bond, with two or
more sureties, to the satisfaction of
the directors, that is to say, every
cashier in a sum not less than
thousand pounds, with conditions for
his good and faithful behavior, and
every agent and clerk with the likvii
condition and sureties in such sum as
the directors shall consider adequate
to the tru3t to be reposed in him.
8. The lands and tenements
wl.ch it snail be lawful for the cor-
poration to hold shall be such only
as are hereinbefore prescribed and
EARrA' HISTORV OF CANADLLV /iA.VA'/.XG
13
! of there being
votes for and
1 before them,
1 have a casting
of stockholders
-, who tof;ether
of sliares,
e power at any
)r their proxies,
leeting of the
->ses relative to
ig at least six
in at least one
Dlished at Que-
ispectively, and
otice the time
eting, with the
oi: and the said
1 of them shall
at any time
ke formalities)
ning as above
for which any
ed either by
ors as above-
ider of a pro-
of the Presi-
■ other director
.dministration,
the person or
be removed
n which such
Dublished, be
cution of the
office : and if
Vice-Presi-
e filled up by
rs, to serve
suspension.
and every
bank, before
iuties of his
with two or
satisfaction of
say, every
>s than
:onditions for
ehavior, and
A-ith the liko
1 such sum as
Jer adequate
1 in him,
1 tenements
for the cor-
)e such only
scribed and
its immediate accommodation, in re-
lation to the convenient transacting
of its business, and such as shall
have been bona fide mortgaged to it
by way of security, or conveyed to it
in satisfaction of debts, previously
contracted in the course of its deal-
ings, or purchased at sales upon judg-
ments which shall have been ob-
tained for such debts.
9. The total amount of the
debts which the said Corporation
shall, at any time, owe, whether by
bond, bill, note, or other contract,
shall not f-xceed the sum of ten mil-
lions of dollars, over and above the
moneys then actually deposited in
the bank for safe keeping, unless the
contracting of any greater debt shall
have been previously authorized by a
law of the United States. In case
of excess, the directors, under whose
administration it shall happen, shall
be liable fgr the same in their
natural and private capacities; and
an action of debt may, in such cases,
be brought against them, or any of
them, their, (.r any of their heirs,
executors or administrators, in any
court of record of the United States,
or eithsr of them, by any creditor or
creditors, of the said Corporation,
and may be prosecuted to judgment
and execution ; any condition, cove-
nant or agreement to the contrary
notwithstanding. But this shall not
be construed to exempt the said Cor-
poration, or the lands, tenements,
goods or chattels of the same, from
being also liable for and, charge-
able with, the said excess. Such of
the said directors who may have been
absent when the said excess was con-
limited. Provided always that the
corporation may hold mortgages or
l.'ypothecations on all kinds of pro-
perty which can by law be mortgaged
or hypothecated, by way of security
for debts contracted with the corpor-
atioi; in the course of its dealings,
and also may hold such lands and
tenements as shall be purchased at
sales made upon judgments and exe-
cutions, which shall have been ob-
tained at the suit of the corporation
for debts so contracted ; or w here the
corporation, for debts so contracted,
shall be an mtervening party in any
suit brought by any other person or
persons ; or where for such debts the
corporation shall lodge an opposition
with the sheriff afin de conserver ;
but in all such cases of purchase, the
corporation shall be bound to sell the
lands and tenements witliin
years after the date of the purchase
respectively so made by the corpor-
ation.
9. The total amount of the
debts which the said Corporation
shall at any time owe, whether by
obligation, bond, bill or note, or
other contract whatsoever, shall not
exceed treble the amount of gold and
silver actually in the bank arising
from their capital stock (but exclu-
sive of a sum equal in amount to that
of the gold and silver actually in the
bank arising from other sources than
the said stock, as also exclusive of a
sum equal in amount to the notes of
the Government of this provin-^e,
held by the Corporation as part of
the general stock), unless thereunto
authorized by an Act of the Legis-
lature of this province; and in case
of excess the directors under whose
adiuinistration it shall happen, shall
be liable for the same in their private
capacities (unless such excess shall
have arisen in consequence of any of
the agents hereafter mentioned hav-
ing acted contrary to the regulations
and instructions of the directors), and
an action of debt in every such case
may be brought against them, or any
of them, their heirs, executors,
administrators, and curators, and be
prosecuted to judgment and execu-
tion, according to the laws of this
province. But this shall not exempt
.^1
t I '
14
EARLV HISrORV OF CAiYADIAX liAXh'lXG
tracted, or created, or who may have
dissented from the resohition or act,
whereby the same was so contracted
or created, may, respectively, exon-
erate themselves from bein^so liable,
by forthwith giving notice of the
fact, and of their absence or dissent,
to the President of the l.'nited
States, and to the stockholders at a
general meeting which they shall
have power to call for that purpose.
10. The said Corporation may
sell any part of the public debt
whereof its stock shall be composed,
but shall not be at liberty to pur-
chase any public debt whatsoever ;
nor shall, directly or indirectly, deal
or trade in anything, exce-.U bills of
exchange, gold or silver bullion, or in
the sale of goods, really and truly
pledged for money lent, and not
redeemed in due time : or of goods
which shall be the produce of its
lands. Neither shall the said cor-
poration take more than at the rate
of six per centum per annum, for or
upon its loans or discounts.
11. No loan shall be made by
the said Corporation for the use, or
on account, of the government of the
United States, to an amount exceed-
ing one hundred thousand dollars, or
of any particular State, to an amcuii;
exceeding fifty thousand dollars, or of
any foreign prince or state, unless
previously authorized by a law of
the United States.
12. The stock of the said Cor-
poration shall be assignable and
transferable, according to such rules
as shall be instituted in that behalf,
by the laws and ordinances of the
same.
the said corporation, or the lands,
tenements, goods or chattels thereof,
from being also liable for such
excess. Such directors, however, as
shall have been absent when the said
excess was contracted, or shall have
entered their protest against it upon
the records of the Corporation, may
respectively exonerate and discharge
themselves therefrom, by pleading
and proving such absence or showing
such record.
10. The said Corporation shall
not directly or indirectly deal in any-
thing excepting bills of exchange,
gold or silver bullion, or in the sale
of goods really and truly pledged for
money lent, and not redeemed in
due time, or m the sale of stock
pledged for money lent, and n^t so
redeemed : which said goods and
stock so pledged and not so redeemed
may be sold by the said Corporation
at any time not less than ten days
after tlie period for redemption with-
out judgment first obtained, any law
or usage to the contrary notwith-
standing; and if upon such sale of
goods or stock there shall be a
surplus (after deducting the expenses
of sale) over the payment of the
money, such surplus shall be paid to
the proprietors thereof respectively.
Neither shall the said Corporation
take at the rate of more than six
per centum per annum for or upon
its loans or discounts.
11. The corporation is hereby
empowered to make any loan or loans
for the use or on account of this pro-
vince that shall be previously author-
ized by a law or laws of the Provin-
cial Parliament.
12. The stock of the said Cor-
poration shall be assignable and
transferrable according to such rules
and forms as shall be established in
that behalf by the by-laws, ordin-
ances and regulations of the same,
but no assignment or transfer shall
be valid or effectual unless such
assignment or transfer shall be en-
tered or registered in a book or books
■.3
4
EARLV IlISTORy OF CANADIAN HANKING
15
, or the lands,
battels thereof,
,ble for such
rs, however, as
when the said
, or shall have
igainst it upon
rporation, may
and discharge
, by pleading
nee or showing
rporation shall
tly deal in any-
of exchange,
or in the sale
ily pledged for
t redeemed in
sale of stock
It, and nut so
.id goods and
ot so redeemed
id Corporation
than ten days
lemption with-
ained, any law
rary notwith-
1 such sale of
•e shall be a
g the expenses
yment of the
lall be paid to
respectively.
Corporation
ore than six
for or upon
ion is hereby
y loan or loans
nt of this pro-
iously author-
f the Provin-
the said Cor-
ignable and
to such rules
established in
aws, ordin-
of the same,
transfer shall
unless such
shall be en-
ook or books
13. The bills obligatory, and of
credit, under the seal of the said
Corporation, which shall be made to
any person, or persons, shall be
assignable, by endorsement there-
upon, under the hand or hands of
such person or persons, and of his,
her, or their assignee, or assignees,
and so as absolutely to transfer and
vest the property thereof in each
and every assignee, or assignees,
successively, and to enable such
assignee, or assignees, to bring and
maintain an action thereupon, in his,
her, or their own name, or names.
And bills or notes which may be
issued by order of the said Corpora-
tion, signed by the President, and
countersigned by the principal
cashier, or treasurer, thereof, prom-
ising the payment of money to any
person, or persons, his, her or their
order, or to bearer, though not under
the seal of the said Corporation,
shall be binding and obligatory upon
the same, in the like manner and with
the like force and effect, as upon any
private person or persons, if issued
by him or them in his, her or their
private or natural capacity, or capa-
cities ; md shall be assignable or
negotiable, in like manner, as if they
were so issued by such private per-
son or persons ; that is to say, those
which shall be payable to any
person or persons, his, her, or their
order, shall be assignable by endorse-
ment in like manner, and with the
like effect, as foreign bills of ex-
change now are ; and those which
are payable to bearer shall be nego-
tiable and assignable by delivery
only.
to be kept by the directors for that
purpose, nor until the person or per-
sons making the same shall previously
discharge all debts due by him, her
or them to the said Corporation,
which may exceed in amount the
remaining stock belonging to such
person or persons, and in no case
shall any fractional part of a share
or other than a complete share or
shares be assignable or transferable.
13. Bank obligations, bank
bonds, bank bills, obligatory and of
credit under the commcn seal of the
said Corporation, signed by the Pre-
sident or Vice-President, and coun-
tersigned by a cashier which shall be
made to any person or persons, shall
be assignable by indorsements there-
upon without signification thereof,
any law or usage to the contrary
notwithstanding. And bank bills or
bank notes which shall be issued by
order of the said Corporation, signed
and countersigi ?d aj above said,
promising the payment of money to
any person or persons, his, her or
their order, or to bearer, although
not under the seal of the Corporation,
shall be binding and obligatory upon
the same, and shall be assignable and
negotiable in like manner as if they
were issued by private persons ; that
is to say those which shall be pay-
able to any person or persons, his,
her or their order shall be assignable
by indorsement in like manner and
with the like effect as foreign bills of
exchange now are ; and those which
shall be payable to bearer shall he
negotiable by delivery only.
tr,
i6
/;JA'A)- JIISTOKV or CA.\.U)IA\ n.whixa
14. Half-yearly dividends shall
be made of so much of the {irofits of
the bank as shall appear to the direc-
tors advisable ; and once in every
three vears the directors shall lay
before the stockholders, at a general
meeting, for their information, an
exact and particular statement of the
debts which shall have remained
upaid after the expiration of the orig-
inal credit, for a period of treble the
term oi that credit ; and of the sur-
plus of profit, if any, after deducting
losses and dividends. If there shall
be a failure in the payment of any
part of any sum subscribed by any
person, co-partnership, or body poli-
tic, the party failing shall lose the
benefit of any dividend which may
have accrued prior to the time for
making such payment, and during
the delay of the same.
15. It shall be lawful for the
directors aforesaid to establish offices
wheresoever they shall think fit,
within the United States, for the
purposes of discount and deposit
only, and upon the same terms, and
in the same manner, as shall be
practised at the bank ; and to com-
mit the management, of the said
offices, and the making of the said
discounts, to such persons, under
such agreements, and subject to such
regulations, as they shall deem pro-
per ; not being contrary to law, or to
the constitution of the bank.
14. Half yearly dividends shall
be made of so much of the profits of
the bank as shall appear to the
directors advisable, and shall be pay-
able at such place or places as the
directors shall appoint, of which they
shall give public notice in a Ouebec
and Montreal newspaper at least four
weeks before ; and the directors shall
every year at the general meeting for
election thereof lay before the stock-
holders for their information, an
exact and particular statement of the
debts due to and by the bank, speci-
fying the amount of bank notes then
in circulation, and such debts as in
their opinion are bad or doubtful, as
also stating the surplus of profit if
any remaining after deduction of
losses and provision for dividends:
If there shall be a failure in pay-
ment of any part of the sum or shares
subscribed by any person or persons,
body politic or corporate, the party
or parties failing in paying the first
instalment of ten per centum suc-
ceeding the deposit of ten per centum
hereinbefore required to be made at
the time of subscribing, shall respect-
ively forfeit the said deposit, to and
for the use of the said corporation,
and on failure of paying the other
instalments or any of them, the party
or parties failing therein shall lose
the benefit of dividends (as well on
the deposit as on the instalments
paid by him, her or them) which
shall have accrued prior to the time
for making such payment and during
the delay of the same, but shall not
forfeit the principal sum of the said
deposit excepting in the instance
above said.
15. It shall be lawful for the
directors of the bank to establish
offices, for the purpose of deposit
and discount only, in such places in
the provinces of Lower and Upper
Canada as they shall think advis-
able, upon the same terms and in the
same manner as shall be practised at
the bank, and to commit the manage-
ment thereof to such agents under
such agreements and subject to such
regulations as the directors shall
deem proper, the same not being
contrary to the constitution or laws
of this province, or to this Act.
i 5
llARI.y IIISIORY OF CAXADIAN liASh'ISG
dividends shall
3f the profits of
appear to the
nd shall be pay-
^V-'Wi!,^
i8
EAK/.V /IISTORV OF CAXADLiy ILiyKLXG
of that time. However, we know as accurately as need be for
our purpose, what these articles were. The foUowin;^' year,
1818, three other unchartered banks were started, following
closely the example of the Bank of Montreal. These were the
Quebec Bank at Quebec, the Bank of Canada at Montreal,
and the Bank of Upper Canada at Kingston. These likewise
published their articles of association in the newspapers, and I
have been fortunate enough to obtain a copy of each of
them. On comparing them we find that, allowing for a few
necessary verbal variations, they are almost identical.
From what we know of the substance of the articles of
association of the Bank of Montreal from contemporary
references to them, we recof^nize that the articles of the
other banks were simply copied from them. On compar-
ing the articles of these private banks with the bill for
establishing the Bank of Lower Canada, we find that these
articles closely reproduce that bill, allowing for the omission
of all that was specially required in a government charter,
and the insertion of what was needed to give them the form
of private corporations. This proves that the adoption of
the principles embodied in that bill was not a temporary
expedient, but undertaken with mature deliberation and recog-
nized as expressing the intelligent convictions of the Canadian
merchants on the subject. When, after several ineffectual
attempts, the Bank of Montreal was at length successful in
obtaining a charter, it was in accordance with their petition that it
should be as nearly as possible in harmony with their .irticlesof
association. Here we have the beginning of that series of Acts
which renewed from time, with such modifications and additions
as were deemed necessary, the charters of the various banks,
at first individually, and now collectively under the general
Bank Act. In oui present Bank Act we may still recognize
many features of Hamilton's first charter of the Bank of the
United States. Indeed we may say that the present Canadian
banking system is a much more direct and legitimate descendant
from the plan drawn up by Hamilton than is the present
banking system of the United States.
Adam Shortt
Queen's University, Kingston
V
,s need be for
lowinj:,'- year,
ed, following
lese were the
at Montreal,
tiese likewise
apers, and I
of each of
ng for a few
it identical.
articles of
ontcmporary
icles of the
On compar-
the bill for
1 that these
he omission
ent charter,
em the form
adoption of
L temporary
I and recog-
e Canadian
ineffectual
uccessful in
itition that it
ir Articles of
ries of Acts
nd additions
ious banks,
the general
II recognize
3ank of the
It Canadian
descendant
the present
HORTT