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An Act to inoorporato '-The Montreal Board of Trade iiiid Exchange," [Assenled to 21st March, 1881.] WHEREAS Fvederick William Henshaw, the rnvsideut Preamble ,r , ?^ li''' Montn'al Board of Trade, and Robert E.daile, the late President of the Montreal Corn Exchange Asso- ciation, and Ale^nder Mitchell, now the Presid.-nt ot the Montreal Corn Ex.hange Association, have, by their peti- tion represented that the Corporation known as the Mon- ti-eai board ot Trade and the Corporation known as the Montreal Corn Exchanoe Association are desirous ot uniting under one Corporation ; and whereas it is expedient to orant their prayer : Therefore Her Majesty, by and with the advue and consent of the Senate and House of Commons of Canada, enacts as follows : — I. Ihe said corporation known as the Mor 1 Board of Irade and th.' said corporation known as the M ^eal Corn Exchange Association shall be and they are heiv.,y const i- ^^ rJ: ^"iiy I'^^i^i^ '^nd corporate, by and under the name at ■' The Montreal Board of Trade and Exchan"-e.'- 3. The said Corporation shall have the same rio-hts powers, and privileges as are now held by and vested in the «aid Montreal Board of Trade and Montreal Corn Exchan.re Association ; which said rights, powers and privileges are hereby preserved to and vested in the said Corporation hereby created. Incorpora- lioa. Corporate name. Corporation to hare tlie rights, *o., now held by the two cor- porations a- malj^amated. fK P /'f '"^"^'y^"*^ ^"^'"'^'^ ^^ *^^ ^^^^'d -^i' Trad,', and Piratmem- the President and Committee of Management oi the Corn bers of Z lixchange Association shall be the Council of the Corpora- '°""'"- tion hereby created until a new Council shall be elected in their place ; and the Council hert>by appointed shall, until ^"^ "-H such from the pasBing of this Act. 4 Chap. 34. Mnnfreaf Boar,! of Trade and E, change. 44 ViCT. sti.-h ('h'ctioii, havo all t ho powers noc»>88nry to do all matt.'rs an. things n-qui^iU. for the full organization and workinir First gcmTRi ot the present Corporation. Within one month after the "erd'wi^hl'n'"' P"^'^";^" "^'i^'^^'^t' '^ Sreneral meeting of the said Montreal one month Board ot Trade and the said Montreal Corn Exehanire Association shall he called and held for the purj.ose of takin- into consideration and pas.sing hy-laws to b.. .submitted al such meeting ; Ibr the election of officers in accordance with ^«! ^•^':. Tl\ '^"'* '""'■ *^'' transaction of the business and attains ..t the ( orporatiou generally ; and such meeting may be adjourned li deemed necessary. I. The said Corporation shall have power to make by-laws tor Its government, and to alter, change, annul, amend or repeal such by-laws from time to time as occasion may require, in thi; manner provided bv such by-laws ; and the sai 1881. it^ *t» Ln Buutjite VHIe .Marie. CHAP. 35. Chap. .36. An A(;l rurtpt'ctinjr •• la /i„7i,/ii, VIKc Mufle" [Asspti/ed to '2Ut Mair.h, 1881.] 'lUIIKRlvVS L,i HntKiue Ville Maru: has, l>y its pt'tition. iv- Preamble. »» pivfsfiit.'d that tho great losses which it met with during the last iiiuiucial crisis have diminished its assets; that at a mre!< nrid biiv cer- tHin other shnrv^. Chiip. 85. Ln Hmnim I'ff/e Marie. 41 Virr. "''"■'" •"'■«h-;,i,;i,i'i;y,;;;yZ";;:,i;i;:; The Imnk tnny dispose oCfiliHreg of both claHei. oeriaiScm,,, " UMTctore shall have a riiiht lo .-i,.|| ■ii tl„. m. vll. • s'tf£?„ : i,'t.'r' I"'- 'h'-y <- t'l lor ih': »l, V ',;t 'iia" foTetr shLs^Tth"""^ ""''■ ^'^^ f^^^^ «'•«* ^^'^v of July, only new ferableonly f'^a'es of tht' lunv can (a stock of t'h,- «.,u1 K...I u 11 1 atiSSS=2.sas-t Time of hold «... day orMay°!h« 'ts "Tall"! 'tutned ^^t'] issued. " • iV"l^°f,^;, such shareholders may, by the vote of tho decide to issue new shares to the amount of five 4X^1 thousand £ \ e t I e 1 t ii c a; 1881. La Bn,„ifie Ville Mnrir, ,\c. Chai.s. .{5, ;{.i. Il^rtrtSlljr''''^^ Provi ^-e rn. draount ot their original nominal value. n'ijn i^n^Hul^V'*^' T^ 'a !^•' '"''^y^^''^ yearof Her Majesty's Ac 43 v., c. rugn, mtitultd An Art to ,.mm,h lor thf »/,./W/«.. ,/,/„/ «7. rep^alid. La Banque V,lle Marie;' is hereby repealed. ' ' An CHAP. 36. Aet to reclnco the cupitMl sto.k of the Kxclnin.-e liai.k of Canada, and ..theruise to amend the A°t respecting the «aid Bank. [i4.v.sT//7er/ U> 2].s7 Manh, 1881.) WHEKEAS the Exchange Uank of Canada hv its n.-ti- p,. m IH'lition : TherefoR. Hev Muiftslv by and w^h ?i .7 m lean, ea (o hve housaiid shares o one hundred dollars ''"«'' V each whereby ea.h shareholder on the Zv fh,. ,.! """""^ tr.n« er books of .he Bank shall be closed for thf p^Sle of nxedlat ttie soecial De,.ev«l meetino- of the shareholders lied to ratify the po?\ after provided. ers conferred by this Act, as h lerem- a. k f 8 'ii'w dealt witb. shares withouMivn,.? h ^T ^''"'''*'''^' '"t" ""V^^ tli«rharges|orth., sa.,,,. ^ >*'ia.vhoM..r.s of «iuta!,|.. by the sharelu.ld" olTh . i ''1, k ""Tuy "'"• ''^" ^ '^^"'^ "».' basis ol th.. n..w stoVk ^'^'^H b. compuh.,1 .>„ Nunitjer of •lirociora may th*' Bank called for th.> m,,... '• \,^'^^ hlum-holders of bylaw, whi<.h VJlutn mav hVv ^u "^'"'""'- l^^^^^l"^ standing that th^ Ss Th^n '^'"^1^ ^^^^^^^^^^ notwith- the passing of thi^ Ac/' '"''^ ^^ published botoro ?■ ^°A^"J8'|^ this Aot .shall bt HanKf r,^?''^yu°'^^'' shareholders of th IJank ol Canada to the i.reseait creditors thereof tiHhilitien of c011slmod SI) «« 1a U Hank or Cw,ad,L ,„ ,h , ^l..?,,' ^"''''■■•^ °f the Exch.nir,. t . 1 CHAP. 37. (Av,e«/^,/ /o 21.V/ iJ/,r,-c/t, 1881) Peror. W^^^I^^aa bvth^""^-^-"^ «-^-ay Company of meetings of the said fei™ w.^ ^u^J"^ *^« ^^^If yearly of March or AprU and sSembL 'n^. u^^'-"^ *^^ "^«»■" ,™-^..Kl^^M/V,''l;!;,J;^^;i:.»i■;^!:,,;^,-^i,';;;|;■ iiiK ol 8..(.tion« ,,.,Khleei, and tuvnty d' tJu- • a,a.>/ 7 , / divid..ml , 11 ';^"^'^"« '^l»"ll "Ol huv.. ivc.^iv.'d a lull andHoL.^,&ir:;;^:a;^i;rr;;r;^^^^ said Coninmv I. V ' '"' ^^"',^'- «'' '"'• oiJi»K imir «HKn_omi)anj l.\ l.y-hivv passed lor that innnov,. tn ..},..i,.r > •'"'"'>' ">««»• or the D.n..tors maj'find ^IVal. nt! " ' " '^' ^'''''"'''^' "Z'"" '" of^Jc^mi^^'tjl^r Ja'h^^r'r^ ^'r'^^^'"^ ^^-"'^-^ ^'--^^ P'^- davs nfi^r ti^ 1 ' >'»,»a(h half year, W pavuhle lil'ti', n n"*"' of 3. The meaning- ol scctioiKs eighteen and tw.'ntv nf tU . nnwn ,.w - 77, r;,.^,,,, rp. T ", '"'" '\^*'>»i} Ot the Sections 18 ine I, I and Iriinl,' Amittomiftits Art, 1873 " »■>'■ oiUtT i,mvc.il„.d hy th" sucWn^W I "'■' • *!"''' »"h.' liisl halt y,.nranvof case, at the end ol' (L , . ? .1 ei,.^,^^ j^^.^^ .^^^^ ^^^ ^ available o dividend h! Vl "' '^' '^ "'" ="""""* ^^^«^ deficient shall uh.^ ol i'^"''? °' >^' '^'^ ^^«^J^'« «o dend for the you th n endll 1 !? "^^'•^^^«'^^' ''^^V^ve full divi- so available is a n i. . f ^K ^'''*^ ^^^ ^''""^ ^* «"^h «'nouut rankfn!f a W tl^^'i't '':,'^^^^^-^^^oidivid.uas on stocks ference? '^'"'''^'^ -" -^'^'-'K-nt m their said order of pre- 10 Chaps. :]7. C8. Gra,uf Tn.uk UnilvHu, Cn •Vr 44 Vict. A ci must be 1 TV.; A 4 in special gen', mittftl to a sinvinl .-Vll. r , ' , ""'^ Until su),. ral meeting acf^M^!...! K,- I ^« '>t'l»»»»■«» to the amom?' of sixtv ,iv t., '■"':.^'"''"" "^ ^^'^s the proceeds""' heLf\r'LXTied ^""tt ''"'"* and for the niimnw^o ..f,^ j • *PP"*^<^ '» tne manner agreement ; and'^wheret fheVol' '"^^ If^^ "^u^"*^^"^^ said petition prayed for Soritv .^^^^"^ ?l''' .^^ ^^^^^ is expedient to ™f +L^ ^ }"* ^^f^^ ^"^^ ^^J^^s, and it Her Ma Sy bJ a j wUh^Th:^ 'S'^ ^^'*^*i^" ^ '^^^^^^^^^ Senate ind^' C„sT of'^Com^Sons -f p"^ T''""' °^ *^^ lollows:— " «-ommons of Canada, enacts as iHcSl. ^^orlhern Ruilir,,,, C„. Chiip 8,x. authon..a,oi«snHn>mn„,';;:r;>;,;;;r^^^ "joint workir- ami .■(luin.n „ i j • , '^ l)e itHiuiivd, not ex4lid^ ^ authorised to be 'nterest ho. twenty-first d^y 'o Feb uarv' ?n ft ''''^ 'f'A"^'''' ^^ ^^e -^^^•"«- thousand eijvht hundred T,',. ^^r^' «^ Our Lord one Company, n^xt a?te the paLlTST' ^\ ^^'^ ^y ^^e aforesaid third prefer, i.p S , *^^^ interest on the bonds shall and^may be 'oM ^^^^^^ ""^ '^' '^^^ the proceeds theS rsed il^an?Twr?^'^''*^-T'!!'^^' "^^ «-'i-a, last mentioned agreement ^ ^ Provided in the ^e^^oM 0/ by^thJDltSoYttVtlrnl'"'^ ^'^i^ "^^ be issued isaueorbond. thereof shall have Wi[^:ppC^^^^^^ of the ordinary and nreferen< o «fll-l;^/ ^ ^'^ '^ majority shareholders or represented\y pi^o^": d' fodn^tS'Zr;^* "^ ^"'^" ^"-^-'" general meetino- of the Cnrr^Z. '^ together, at a special purpose, nor unless the NorTh W^ .'^^^'■^'^"y, called for that the nec;ssary au horitv and 1) ?? '^^" ^'^'''' ^^tained that CompanVI^^ rovi^dedli? r '' '''"' ^^' ^^"^^ "^ preceding section \n?Mit?oned ^^^'^^^^^^nt in the next cX'^n^'At'Sm^' ^'' ''''^ '^^ "^''^ ^or(I,er. RatHoa, SUonu,.. 11 SCHEDULE 12 Chap. 38. Northern Ruilwof/ Go. SCHEDULE A. ii Vlf!T. Agreement miulc the sixth d-iv ^r t„ aft.-r called the Northern Coin p-,m^ nVi^^^ ^^'*''"'''"- '■111 tV,i„i,a,iy) cfthi. other p,,,!, * Woilh-W.'st- th„, ,.hai^,,,„„.c.d to ,„. gn,.n, i,, ■,„a,r,„.;fo',il>;;'i';,'^;'ThL'; now in lea.:, to he NortWC'o "'.?'' k''^'''^ Company, denture of lease dated theZxrCho-f '^n^xl^v^'^ '' ?/ "" sand eight hundred and s.n'en v ei 1 shXt^' T', ^^'•^''■ a term .onsistinff of so mu,.h n h,:. V' ^'''' '^""^ '^^"'"^^ Puted from the fate oJ' tZ agt i >a:"LfnT '' '" ^•'^™; at the date hereinafter fixed fn-Tv.^ ^' unexpired this agreement/be carried iinn^^^^^^^ "'*° operation of andarcordiuff o thrtenorZif ^' ^''"™' ^'^^ conditions tion and ^up ?rintende J^o^" th. \'^'''7'r '^'^ ""^^^' ^^^ dire,- for the appoin rnent o? ^-^-^ ' ' l^xeeutive Committee, and ^^'^S^^^^SZ:: '"^ ^^ein^.r made, • shalUroni time to t'me be mad! ^^1/"^ '''^}}'^^on, -^s mittee and shall be confirmed bvth^p''/''^x."?*'''^ ^«^"- both Companies, or iTot diSl W^d'ty tttard Si^ ? '^^" on relerent-e to a ^::'::^^.^S^l^:^ -"^-^^^1 ioc^nSti;^\!;sx^ ^ w s j;;s'^^'^ t ^'"^''^^ «" ^^^ plant, and all the stores tool- -^ V'''"'^'' '^^V^P^^ent and placed, and throughout the sS i.L ^l' i/'^'*^"^^'^"*' ^e elatel.nddivSrons'aLl'™f^ "'•^"^'^"^^ *« convenient aim amnions and a just appraisement and valuation shall 1881. Northern Railway Co. \os,sel,s, equipmi'iit, ph,nf, stoi ■es, tools and oth s^,:!^^tk'-^^'^^'^^>^i ment, b.' placed, as h iO(oiumgi]ito operation ol'thi Chap. 38. r rolling- stock, *'r movable on the date s ajiTi'c- two Coin 1)11] ere'in provided, at the disposition of the veniorv sUll'? ' "'"^ it ''''"'^'''^ things included m such in- and , "'•^' ^' "^**^ ^""''"^- ^J^^'^^*^^ ^"id div ions o alf othev ^Pi^^'^^fr"^'''* ^^'^d valuation shall I e made oi au other movable property then «f fV... ^; •!• vXe of LfK ^«^.l^^}»y '" '^P^^cie, shall be equal to the Adlue ol the things originally placed by such Comn-inv nt the disposition of the two ComUnies,4nTdefid?ncv bein.^ borne rateably and so that of the surplus, iT7n7 Sof th! gate value as it has become entitled lo, of the net •mmiMl elpSn of V"' -K"'' -'' '"''' ^'^^^ ^^^ ^^^^ expiration of the said term, appoint in wrilino- a valu(>r and tt%':nt;r ulSnlh:^^""'^"^ •^'^"' «" ^^'-^ occil^r'bdb.^ wr^no . iK *V ^Pl^^-'^i^f^ent and valuation, appoint in VATitingathird valuer, to whom shall be referred for f,,:. vX:o?wr' r;f ^'^^"^^^^^ ^"^ ^'^^^ or itei j'o ke mn Psl IJ"'^ *^'' two ..iuers so appointed by the Com- of eith^.f /f ^^"^ '^""°*^ ^^^'^^^^ If the Board of SLc^ors 01 either of the Companies shall not, within ten days af?er notice 13 '.■'' 14 Chap. 38. Northern Railway Co. 44 Vict. een railways of or conn vt^d w fh thV'^"'"'''""^' '"' ^^^''^ ^h., as also all .stations, 8 din' s t k 1^?"'''""'^ ''^'^P^^'ively, elevators, stationary enoim^ f x.r T'' r'^''^' ^^'^'"''^""^i ment.with tho appliances a d^mr ."''»'^"^\»?^ '"^^ <^q«il'- respectively, and .ui othe r^^n '^ belonging thereto either of tL^ Comp. nU^. nclniino. '["T^'f ^" ^^^'^^^^'^'^y «' by either of tlie Co n, .aides shf" .•^^""^■^ ^'"'''^'"^ <" o^' held or desirable for the "Sil ol {,''' 'm' "' "'^7 '>^' "^cessary term, or the then re mSf the^ol-'h^'f^''^ 'Y'''''^ '^' ^'^^^ «ition of the two Conn an es J V P'"'"':^ ^" ^^o dispo- to the control of the fil"'. ^t^ f Jv "'''^r ^•^^■^I*" ^'''^^^ vide out of the grL eLnhios n, r'^V'T' '^'''^ ■^^''" P^O" Hrranged for bv tfii.!ao.vZ .f r^ 11'"" '^-^ ^^" ^^'«'kmi^- thereoi; and iall rec^i^ /^^ ttVi '"'"'""'"^^ "^ ^-^'-^P^^^ >".ome arising therefo^ r,ovSed''^l^'''''' ^'f"">S« all whenever any ,ni.stion shall ,viT\^l''''''y'*' ^''«< ^f and said P^^rticulars ouo r b, •VJt:;;''*'/''''' ^'^'>' «'' ^'^« ^Jo^""- clause. the <,uestio,r LaH t nf^'^H "f \ X'^'T «^ '^^- tors of the Company o vhich h '^" l^f'^ ''^ ^''''^■ decsum shall be accepted, sub ect onv Z?" ^'^^^'=' ^'^'^^^ Referee hereinafter prividedlbMn.^^ ^^ a J'^'^'T'ee to the Erectors of the other Comoau ^^T'"'"^ ''•>; '^^' ^^^^'^ ol' none of the aforesaid V„Sw sh-inl l>'Y/aed also, that as not being necessar • or d h,K • .f^"^ ^'/^^'^P^^^d of raihvay.s. except in «'. .r, i •''"'" ^^t' ^^orking of the Bxecuf.sii;;u^:;^,fx,-:^^ ti. decision^f z thenoftheReleree: Provid,^ ,Isn // ? ^^''"' ^^^^^^ii-eeing er^^^tor at Hamilton kvot es h// !'' "" ^^^^ ""^^ "»«1 the AWstern Company or an^Z: ' ul ' P"^' .°^ ^^'^ ^'"^'th- Western Company a ^h'Sv? '^i' '''; '^''^' '^>' the x\orth- by the Exe.utivekmn it ee t le I V ' r '^"ff"''^' '^^' ^^^ "^« not be bound f)i,>.. 4^ i o """"i, ana am ual «„,, as may, Com lii,,.. ,„ |im.. [.."mvahl undo, any leas„ or agr,,.me„( to ,„■ h LffT ('•) All expenses of and incident to the wovkino- ^f .k "g ol ,1,,. ,,„|„„ys „Kl iraffi.. >„.■ u li, : the 4 indden! 1 wivk f ' ^''^''^^^^^^^^^tary and all other ^l^!^":^^''^''% "'^i^^"^'^^ whatsoever, and in- thousand hundred dollars per aim ma toAvards the])aymont of the 15 16 Chap. 38. Northern Raihuny Co. 44 Vifrr. the separate secretarial andestablishinenf expenses and Dirertors' fees of the North Western and loHh- em Companies respectively, (bnt without prejudice ^ the amount which either of the s.id cimmnies may expend on this account) and all other sums whatsoever which are, by anv clause of this a-re- ment. expressly authorized to be i>aid out of -ross earnings. o^^o" 7. The net earnings in each year of th." said term sh-.ll hora time o time, be divided between the ComZ ies a manner following, that is to .say :- ^^'ipanies in Up to the sum of eighty thousand nound.s sterlino- in fxtv-S'and'.""' r'^" ''^ appropriated and .Ud S o sixty-six and a quarter per cent. thtM-eof to the Northern Company and as to thirty-three and three-fourths per ce, thereof to the I^orth-Western Companv ■ Alter eighty thousand pounds shairiiave been .so annrn pnated in any one year, any additional net .^arn nos oFthe" year shall, as to the next ten thousand pounds (be wetM the sums of eighty thousand pounds and niiev thousand pounds be appropriated and paid to the Norther , (Immnv and as to the next ten thousand pounds (betxxeen th^sums 1 Tf *l ^^^"'""^ P^""d« ^»d «^^^^ hundred thousand pounds) be appropriated and i>aid as to sev.Mity nei cem to T K '}^ l''^}''''' S""^P^'^y '-^"d as to thirty^ per cen " to the North- Western Company ; and anv excess of w eariungs over one hundred Lvl;nd pounds In any yea? aSdtotheNoTwl "'^pP"^ to the Northern CoLjany F«; h P Noith- Western Company in equal shares : ^ 8. For the bette^- carrying into effect of this agi-eeraent and arrangeinen there shall be appointed a Joint Commhtee herein called and referred to as the Executive ComS tee uponthet.'"^"" "^^ ''^"^^^"" '^"^ «- hereby 3S r^l^A^ Executive Committee shall consist of eight ap- pointed members, with the addition, as chairman of tL Managing Director or General Manager of h? Northern Company, if not one of the appointed members. Four "J the appointed members shall be Directors of the Northern Company, to be appointed annually by the Directors of the Northern Company within fourteen days after the annual sS'l""??*"'! "* th-t Company, and Ihe rema^nino ?our shall be Directors of the North- Western Company" to be appointed annually by the Directors of the Nor^i^^es?ern Company withm fourteen days after the annual genS meeting t i: i: c b o <1 V tl 1881, Xnrthern Rnilwai/ Co. Chap. 88. ::^M^J'.^ i:?^^!!y' ^^ ^»- -^i- .n..mbe. .0 It his coiing- to b a ] ,' to^ o 'Tr^'r' ^"'"'"i/t-- "•• of Biivctors he Avas ai,noi itel n . ^^''- «'"P'^»y '^7 whose m^ohxt another Dii^c'to, ol he ., *^;V'"'"^^ Company, ,shall ;he remainder of Ccm.Slt,SZ\T'''''y '' '''^ ^^.^^^'"^^ but the proceedinos ol' f o v^ V ^V^^""^>' ^" occasioned, stayed ot ir^^dl^'^^'^'^^'r'^'''^'' '^'^^ '"^ ''' -. or any vacancy, so 1^^ qi^^^^KeS?; S^l;/;^- ti.nc-il-^!:r^rCSrr(^,''"^^^"^ ?^^«=- ^- ^'^<^ appointed member or not all Te^'r^'//''''''^^" ^*^^ ^' ''' .^hall, if present preside ',/ ^^-^//'^'o chairman, and Committee, Ut si? Ho n..l T'\'''S^ of the lixecutive ber, have •« 'y c^^t o" tt iT'oth' ,^'' '/^ '^^^^^'"*"^ ^^^"'• submitted to the Kx'ecuUve ^n^ .7''*^ ^') ^"^ question appointed memtr shaH* v^ e X^- 'th'"^^ /' ^'^ *^*^ «" vote and shall not h«vi . f- -^ ""^ *^*^ "^^^*''" '"embers absence of the .S V>^rch' in^"° f"^'" ^'^ ^^'^ ^^^'^^"^ of th. Committee the metbersl^™^^^ "^ ^h^ ^heir number to acUs ch rm toT '''f T^.?'"* ""^" ''' as the other members .Se'S^^/J ^-l" ^^^ ^f ,1^ ^^^ CommiiJ^ mi^' b^^dfli^f ''*^'i ^^T^t!'^ «^" *^^ ^-^"^1 ve other appoinSd^me nl^e ^ t1 e'Vl"^'' ^? ^"l^^-' '^i^^^'"* ^"^ of the same ConnTanv tn ?i ^'^^^^^tt*^*^' being a Director absence, at thrS^ni^^rtiie^Sil^.r^^ ^^'^ ^^-' - ^- visionUfthi,sa^rmnen^^ niconsistent with the pro- and business im-S no .h regulation of their meetings the fixino the c orum tl^ appointment of sub-committee°, may be necessarv or expedi^ nt fm^ "V"'***^'' '''^''^' oonductoftheirbusiness W J? , {"V"'^ convenient becoming operativrrenuiv. /. k '"'^r ^^'-'^^"'^ ^^^^"- '>«^oro of Directors ot the" f'3^ • *"' confirmed bv the IJoards rescnl l«T30iialIy or by ™™'^|'*'"'"-l>«'l>>-ol Ihc; chairinon, bt'hWa nl ), ...,l r,.: , "' ''"'•' "lonll". ami rnnv also C' * Committee, and the Mana' J Tlh''?*"'"^ n^ '^^ Executive ior the tim' bein- o f th ?%"!,}^"''^r' ^' ^*^"^'''^^ Manager, act as General &naie of t^^^^^ Company shall be and knitted to the coiroror nlvid Tt r;'^'^ properties sub- Companies as aforesaid ^ the disposition of the two respectively. ''^ *^ ^^ *he Companies, tions and resolutions to ^ frort'me fo t.^V J^^''k '!?"^^- the railways and properties siXVh.V T ' T"^*" ^^ *^^^' of this agreement,rtC con?roT S foTtt', '^' ^'^^'^T "^ said shall be entitled 1,,^'^^^^^ ^It^^.'^'^P''^^^ ^^''^'^^ agents lor and in the name of fh! r^ authorized, to act as Companies, or unless and until, with refSce to eaoh nf ^ betore directed, and given or forwarded as herein- seven days shall have elapsed from the 1881. all yoi/hern Rai/im,/ Co. Chap. 38. ^^^rJ^^^:ti:^Z7'r\^''7 '^ iorwardod without J}oardolJJin"Co ' IP) rn"^'"" ^'"'''^' 'li^allowed »,y Z ^"•m.'d hy .such Ik.ar oi J .H. o I*'""*'' '*? ^"^'^^ ^^'^'^ ««»■ cas.'ol\li.valIowan.^.bvf|J; r l-?' ''"'•'"■' «» workino- oV 1 s .i^ " '^ ' <^^'"""^^"'« with- Avhich shall not )„. dis flou- . . , ''^'l^^-'^y^ »'Hl prop,.rti..,s. ^ith.r Company, or wi X '"^ "^« i^'-vd of JJhvctons of i^oardof UnvcLs c^X^',^,;''^;:;;^ Osallowance bv th. ■-•onlinned by th.. U.iJ^e\Z\\^l T ^«'V1'«>""^'^ ^hall b,^ '•;. - nil., regulation o rlo u ,u "• t " f ^r^ ^"^^ ^"^^'^^ oleachofthe(V,mpa.,ios ]w,l t ' ^^T''^ «' Directors ^•ates and toll.s to be clm-^ed "o • M''''°; ^^"^' ''' ^'xino- the "^ittee shall so aclju.st ° 1.^ h [f h'/^"; ^^'^r''^ ''^^ charged to and inna l>oi ts eor„tr n f''^''f"^^ ^""'^ ^« ^^^^ occupied by the li.ios of bo h '?'"'"'". *» anJ now actually Hamilton and ToroUo shall be 7^''""-"' '"^' '^^"^ <'^"*'^'« of or preference to eithei V ty i,u? loihTi:'"^'''' ^'''^'^^^'^ io be charged between the dties oi H ^^t ''^'' '-^"^ *«"« respectively, and all points beyond 'i?]""'^^^" f"^ '^^^''^^'o- water carriage therefrom .mliifu^'"""'^^^^ reached by quoted or charged tKgrthcciK^^f i^^^^^, '' '^^'^ lovonto, to or from the points ast 2' ""^ ^ amihon and parts thereof oharir,Hl fo^ transnot ''^''"''^l'-^' '^h«", as to the whatever the route m^y be ,m -'i'"' '"^^ '"'^''"•'y'' transfer charges, ii any A rr.'- w *^^^'"?'\-*^ of terminal oi^ -ithout prejudice or l^^^lb "^e tl -^^J^'^^^^' '^ ^^^' -r^ in- or';I;:L;:^:;i' {!;''l£' ES^;-»!^;-I ^iabili.ie. entered ormance of the^wers uul „ , , ""'"V^'''*' '" the pei- to them, or by reason of?he ork ,^""»^ u'''^'^' ^'"'•"'f^^J Northern Company and the Nor h if ' f "'^^ ^^^^^'«^» the without prejudice"^ to their W.- il'!^^^^^^^ Vompany, and gross earnings, be deemed ad HknK ^^•' -""^ «^ ^^^ ments and liabilities of both Com n 'i^*' J«"'^ ^"S'-^ge- a«ce and satisfiiction of which K"r ^'' '^'' i^^'-''^m- •^qually answerable ; but sive nl ,f ^^^^panies shall be agreement shall .^xtend to n'alVe^r''^ "'!:^^"'^' "^ ^his responsible or liable for any ot fhl *"' °* ^^^ Companies or liabilities of the ^the r o f ^b ^''''''^^ ^^ fu'ure 'debts that the Executive Commi ee shainn' /'''''^''^ ^^^^''^^'^^ powers, have regard to all .vL- ' *^^^ ^^xereise of their -a;Ie by eithel- Com^ .V "547^^^^^^^^^ matters coming under the he.d ' \ f i ■ '"^'^^ "' ^^^ "ther shall not cause or do anythin'- inoonr/;^?'.'^^^" •■'^^' ^^^^ VOL 11—21 * '"consistent therewith. 20. 10 »:<.: f 20 Chap, 38. Northeni lUihna,, C. 44 v,^.^. books of account to 1).. k-..'nf rr I ' •''hall nius.> projn.r owntol hoofhrehoing vacant, from tim. therealior iii th< the appointment T' : ^J^::''^VT'^^ '''' ^^"f^ •ippointod after the dot.. fivt/lT? iu ''■. ^''^ ^^^condly of this agroemenf and whh n f ^"''"f """ '"'l^^''''^^'^^'^ tvveen such auditors in the evlM^rn^^^ """I'""*' ^^- able ,eg«:„ii„;. ;'i,[rs " ;^c:„r iCtw^^^ to hrae, prescribe, hme free acces. tn .11 i . ',''°'"'"'"» of the Executive C'o.t,miH^,f„r.l ' '°°^'' "'"^ oo'e'mts therelrom al.roopkrtCofVor tt'r"r*:'h''"'?." '■'■''''V-''' wspectirelv. Jii tlie ,™,t If {."■" Companies appointed in accordwewihth t"" •'""'"°'' ""'y b'ing Directors of hrCornnanv «li '"'■fgomg provisions, th? mfuire the other crZ^bvS'''''' ""^t- '"""•"' '""y aiiother auditor on ;i;S"leh 1° , | ' ,rev":f:,f," Tfl"'?' appointed slnOl act or b„ I Co„r''"'-"- "'?,<'"» auditor so that the nireoto,r!iThe C'on^,rndefa.m n"vl "''^'^l ;:r=it^=tS^.-£S;SS the b'usiness l^^^&^,^ 'CSt::'"""^' '° 23. n a ICT. 1891. iyort/ic,,t Riiilway Co. C'hnp. 88. n'liMMvdhv ih.. I^ri . •,]!(?; . ? >". J<'c-icle(l any matters »^w;,.>,.J!;;:;i:'l---;i-:t;- provided .K-piaoed alt,-i- nut ;,s l„.,oi„„,u.,. 27. The Kxcrutive Commit teo shall in tho ..v.M.f r caney occurrino- in the office of Referee o,o^ .v ''^ '"'.V.'^- appointed, pro "l to a^po'n^bv the ^'' ' "^'^^ ^^^^'^^^•^^' ''*' the members votin- r ers 1 I !. "»'""^'»<>"s vote of all Chairman, in c^xse he be no i„^ or ^,y proxy (except the Hieetinjj summoned for he n .?^'^°"/'n^ '""^'^''^^^^' ^"^ ^^^ a week's notice rXhe^.,^l^^Tru ^''J^^'^'" "^^ ^^''^^ ^^^^^ one to fill the vacam^ nr'i^t % ""^ ^t Committee) a Referee year; and uc^fc^e 4 IThold '11"%'°^ ^''' ^^ nntil he sh.ll die or resi.^ or It ''^^'^ ^'T >''^^ ^^ y*^^*' repla.ed at the Jnd of a v ve«, T' ^"^'ii^P^ble to act, o.- be provided, ^ ^^''' ''^^*''" "o*'*^*^ «'s hereinbefore. -3. In the event nf thp momK ,. r i -r. mittee voting- for the cL^'. .f ^U^^'' Executive Com- a..ee in .hei? »e.u:!o;:;LTi,l:.^:!;:Lt,r,'S„^ theru SI ^^ai S9, S'Ntorn('()iii- ' pany in pri'MMicc oi' \ A. IJiircF, (.r Ilauiilton. Solicitor, iS:c. SCHEDULER T1118 A(U{KEMENT, niado the twenty-first day of Fehruary, A.JJ., I80I, Between the Northern Tiailway Companv of Canada (hereinafter cal ed the Northern Companv). of {he lir«t part and the Hamilton and North Western" Itail way Companv (here.nalter called the North Western Company), of the second part. Whereas the said two Companies entered into an ajrree- Tnent, bearing date the sixth day of Jane, A.D. 187!t. for the joint working of their railways, including any and eyerv railway in connection therewith, and such railways hayj heen worked under such agreement since the lirst day of July, A.I). 1879: ^ And whereas, for the more efficient and economical work- ing ot the said railways, it has become necessary to chansre the gauge of the Northern from five feet six inches (o ft G in ) to the standard gauge of four feet eight and a-half inches (4 It. 8J in.), to provide further rolling stocK and eiiuipment to meet the requirements of the increased traffic of the said tworailways, as wellas that likely to result from connec tions with the Oiiiario and I'acifie Junction Railway, to im- prove and extend certain stations, sidings, and junction lines and to acquire certain leased lands and properties w^ith a view to the better inter.^hange and operation of the joint trattic, and to provide working capital necessary to the economical operation of th.- said joint workin^r agreement • And whereas the Directors of the said two"ronipanie« have ag-reed that additional capital is necessary, and should Jromtime to time, be raised for the purposes aforesaid by the issue ill 24 Chap. 38. Northern RnUwnij Co. 44 Vicr. Si-^S i^^^^^!;;^''!"?^"-"* bonds of the .e.p.e- particula s'aul subWf ff ^'^"''' "'"°";?'^' according to\h. CommittH^ appointed umT.r«ni *^''^ *^''' -^^-^''^utive power ^t7of h^^^^^^ ^"^ ^^^ ^'^^l to the claim mdchalZZrZ^,^^^''^.^'}'^^^^^ R3,-J r-v - ™ ''"^^^On of the existinp- hnnfl- /-Pi' 18S1 Xortheni Railwaij Co. Chap 38. 25 77///./.-Lpon the nect'.sary authority being ohtained for .he issue by the respective Companies oV such "joint workin/r and equipment bonds, it shall be the duty of the Director^ ol each Company to execute the said bonds to the amoun s aboye respect.ye y set forth, and to deposit the same, subie • to the order of he said Executiye Committee, in and ^yith such chartered bank ^yithin the Proyince of Ontaric, s the said hxeeutiye Committee may nominate and direct. And th.> said Executive Committee shall have po^ver to raise money, from time to time, by the sale, , led-e or hypothecation of such bonds, or of any part or par s ther'eof ^nnlic tin? F^?!; '^ -TV"' sale pledge or hypothecation \r St^o 1. \f ^' '^'^ ^'"'V^' ^^ ^^'^ ^-^'^ Executive Com- mittee to the purposes aforesaid, such partial issue, sale pledge hypo hex^ation or application shall be in a r;table proportion of the bonds of each Company as aforenamed No'vUL*' ''-' "' T ^^'"'"^'''^ ^"^ thirtV-four pounds of the Northern issue IS to sixty-six pounds of the North Western issue : and provided also, that the exercise of the po^yers and aut^horities hereby conferred upon the said Executiye Com mittee shall be subject to confirmation by the Directors of ^eVf W .rfi'r' ''^^'^^^'\^h^ or in case of their disagree- ment, by the Referee, as provided for in the said agreement of none o ' fS ""^T'^' ^"^i ''I' ■ ^'^^^ ^^'^^'^^^^ ^"^t^^^- tha none of the said bonds hereby authorized, shall be sold pledged, or hypothecated, unless and until the same shall have been first countersigned by the Chairman and Secretary mX! A^/?['^'^ time being of the said Executive S ^ i,v,; ,r I'^'^'^^^T/"'"'"^"^^^^"^ «"chsale, pledge, or hypothecation shall be received by the said Executive Committee and shall be used and applied by them for he purposes aforesaid, and in the mannei- and to the extent as iollows thatisto say .out of the proceeds of the sale, p led"? iltlXnrl^T "'t^' aggregate issue of one hundl-ed and thirty-loui thousand pounds sterling, to be made by the mSee'lLS?"'^""^ '' f'^^^*^'^' *^^^ '^^^ Executive I'om! L/r ^^^V.i-^s^'-^'^and apportion one hundred thousand ffwrr^^'''"^*' t« th^ «tP*rate use and benefit of the to tl^^ NolTr^^' '"^ ^h^" .transfer and pay over the same +,JJ. ?r i^?"'^''">'^"^t'^^''^^^»d and from time to time, as the said Executive Committee may deem meet and hypothecation of the aggi-egate issue of sixty-six thousand araforesaS^Vif ' ^^^^-^^^by ^he North WeLern Compa ly as aforesaid the said Executive Committee shall reserve and apportion sixty thousand dollars, part thereof, to the separate use and benefit of the North Wostorn Company, andTa! ransfer and pay over the same to the North Wester Company on its demand, and from time to time, as the said Executive Committee may deem meet and convenient • pro vided |, 26 Chap. 33. I^Wl/iern Rnilwai/ Co. 44 Vict. Western Companv •^^I^^u^^'''^'''ri ^"^ ^^'' ^^'^'^^ I't'rred -ind .v r W.,- '^^o^''^^a»'' ^he «iime shall not h.- traus- «h al Ih" -^^ Cn couh"d r ""ST^'' theHa,nilton Ele " 'or North Weston, cSoa V , V't ^^T ' \'^^' 1^^°^'^'^^' «f the stock of the Northern T? .X . ' tl ^'^""l^?''^' and rolling iocomotive eni e ^; i .i' ' "' \^' Purcha.se of ..u.h nevv equipment 01 rhr,-ailwa!T' ? r= ''?'^'' ""'^ ^^^'^^ the town of Co lnCoo,rI 1? t^'.'=^tion line of railway In ment of the liabH ties n,f T.^^'^^'^y "^ progress.-in the pay incurred, hUl^tprovisim.ovr"'' '"^''/^'^ '^'^"^"^^" ^^^^^^V the railway .by order o-tI/aiTU''''\' '^"^,^^^"^"^^^"^8 of properlvoharo-pLiiT/. •, , ^^^^ Executive Committee, and already purchased !nd»!? ^ ^ agreement, as well as that Account "aforenamed shT^^ ''' '^ ''Suspense Capital movable prSv of the 1aav Act, 1877/' pauy Preamble. 40 v., c. 57. [Assented to 21.s/ 3Iarch, 1881.] TI/' HERE AS doubts have arisen as to the constniPfim r.f Rail '^''''^'^^'^ «T"^" «*' '^' A^t known as '' rt i^« 2o U ' ^ ^"7?^ "^'A ^^^^'" "^ relation to the ri4t of cer t am preferential stockho ders to vote iointlv wif 1, ?l!i ■ T shareholders of the said Comply hireh^S^^^^^^ ^T^f^S^'Z l'^'^ f T ^"^'^ P^-ivairstl^ehoMe SSd! as the AcVnas^sed*7n 'lt'1 ^/^^.^"^^^"^^S of section twelve of to choice of i"<- .fit-i passea m the fortieth vear of TTor \r.,i«oj^„' Director i.y chaptered fiftv-seven and intitiK ^^ 4 I f ^^^^^J' « ^^'S^i, private Nnrih^.-^ Tf •; ^ ' mtituled '' An Aci respeclintr t/ie U,.r. .f f^'l/'f'l ««'/»^«5' Compan^j of Canafi,-,r that the one I)ii"eck,r iltinttZiZ"""'^'^^ *^ r^'^^« shareholder: \:s merunsctfoith, was and is to be chosen by the exclusive vote private holders of ordinary shares. ^^'^l- Northern Railwuij Co. ,\c. Chaps. 3!i, ^0. 29 A-otc of tho holders of the original ordinary share capital of the s^ud Company, without the vote of" any prelerentiiil stockholders or other persons whomsoever. 3. Notwithstanding- anything in this or any previous Proforentiai Actoi the Parliament ot Canada contained, the holders of ^tookhoi.ie.-a the prelerential stork of th.; Northern Kailwav Company n:';?'" shall, by their exclusive vote, elect one Director of the said ' " Company, and the Board of Directors of su.h Company shall hereafter consist of .deven instead of ten members ii"i v- ,„„ , additiou to the two chosen by the two corporations of the u.recton. City ol loronto and County of Simcoe. 3. Nothing done, permitted, or suffered by the Board of Certain act, JMmtors ot the said Company since the eighteenth day of "^ Dir^ctora Ivbruary, one thousand eight hundn?d and eighty, shall be °"' '''■'•''"'*^- aflected or prejudiced by anything herein contain'ed. 1 The CHAP. 40. An Act further to amend the Act incorporatin. International Railway Corapanj." [Aih amalffamatior^iad taken place; and the Company, after amalgfmaS shall an f;'';^'"'^ 'I'-'t'' "" '^' ^^«^^t«' privileges, po ers and franchises which any or either of the amalgimated companies could or might have and exercise uud^rthe^r respective Acts ot incorporation : and such amal"-amatiou may be effected in each case by a deed of agn-eS ,S with the sanction and approval of the sharelfoldeTof both companies by resolntion passed at special meetings the eof respectively <.alled for the purpose, accoi ding to Ihei, res- ment shall only have full force and effect after a duplTca e uTof Sh' ^Tc^'^'l ^l"l-r'!"^ "^ '^' «^««'^ «^' the Seer : taryof fetate of Canada, and from and after the date at which a notice of such deposit shall l>e published by the Secretary of J^tate in th.> Canada Gazelle- md the CoiZ'ii iv SecTof 'T^ Tr^ 'J "'^>' ""' ^"^"^ - othen'S^i, lespect of the stock, bonds or property of any such railway m connection with such purchase o/ amalg^xmation, o • fo^- the purpose of facilitating the same. 3. The said Company shall have power to sell or lease their railway to any other company or companies or co o rations having power to acquire the same, now incorpora ed or formed either in Canada or elsewhere, or to make runnino: arrangements with any other railway company ;bu,' no case shall such sale, lease or an-angement with any other company or companies be valid and effectual until after such sale, lease or arrangement has been sanctioi ed and approved by the shareholders of the said Company th^a[ purp^^^^^^^ ^ '^ ' 'P'"'^ "^''^'"'^ ^''""^ '^^^"^^d for sharehoidcr.. ^"^'^^d or contracts made by or with any other railway com- pany or corporation or corporations mentioned in the first and second sections hereof. Powers thereafter. Deed of agreement, coiidition3 aad effect. Deposit. As to stock, bond?, Ac. CotnpaQy niaystll or lease their railway. CHAP. 3881. Ontario nnd Pncifir Jmi'tUm Rnilwai/ Co. Cha p. 41. 31 both CHAP. 41. An Act rc>spcctin.r The Ontario and Pacific Junction Kaihvay Company. [Assented to 2h7 March, 1881 ] the Ottawa ]{iver, south of Lak.- Teniisramino-ue n„d it is .^J t^o n^^"' I'r "/ V^'- '''-'^''' ''' '^^' ^'^^^^ Petulon nd oTh V ": ■or." h' A^ \'^ incorporating the .aid Company : The v- iore Her Maiesty, by and with the advice and consent of the bonateand Honse of Commons ofCanada, enacts as follows!- 1. The Ontario and Tacific Juiution Eaihvav Com.v.nv „■ herenialter ca ed the Comnanv sri.,11 l.. V-ii ^"^'"I''^")' P'-^'er tocx- extPiul tK^iv v., • 1- V'"I''^'iy' '^""ll bave lull power to 'end line Nip i,l to TJ' " '"• '\"«^*.h'^^-ly direction from Lake °-'''-^- fouthnPllt 7 -convenient point on the Ottawa River feoutn 01 Lake leiniscammo-ue. 2. The Company shall make runninrr arrano-ements with and give running powers to any railway com pTnv or com panics in the Dominion of Canada (whether incorporated W the Dominion or any of the Provincial Legislatures) vvhich are now or may hereafter be situate on the lin^or Hues herebv authorized or which touch or cross the same! or any hne or aredunon-rr*r^^"^y of such lines, upon terms ob «El7 ' ^"".Hl^^ runningpowers shall indude all proper and necessary facilities in sidings for obtaining fuel and wX and generally for the passing and working of^the trains of he oToTli>enTan"r ^"""?":= ^^^. ''^' ' -^ th'/acilitie so to rje gn en shall be equal to a companies exereisiiio- such powers, so that no unfair advantage shS L tiven ? S «lTthr^'"^ "^'•^^ ^'''''^'' "^ the use of the said IhL and all the powers mentioned in this Act shall be so "i ven upon the payment of a reasonable compensat'oi therX mavdJi^n and(JeTh'"^^ or companies ^as aforesaid wS tTelin^rb^lfi .'""'""= ^'^'^''^'^ and fadlities over ffran im lar ru^^ ^ ''"^''">' '' ^'''^'^ authorized shall line or Hp, T ^ arrangements and powers over any caL^\ T I 'f ^'''""y '''^'^^ «"ch company may own or compensation th^X Pov de 'thnfTlf"' '^ ^.^^^««»^ble ^enUoned in this Act ^^'^ l!::^::^^i:^ZrZ company to engage or participate in. or operate u^on or over the Company to give to and receive from other com- panies run- ning powers and facilities. Equal facili- ties to all companies ; On reason- able compen- eation. Facilities to be mutual. Proviso : es to certain traffic. ^i I 32 ProTiso : as to inter- chan^fa of Ibrough traffic. Provijo : ns to certain companie?. Facilities (o be afforded fcy the com- I>any to in- clude receiv- ing and for- warding traffic by one company for the other. And all need ful accomo- dation. Chap. 41. 0„Umo and Pacific Junclion Railway Co. 44 ViCT or <:ompau,.s ^vh^« 1 . ov n ^ ^ ^ifj""^ '""'T''^ •ij' ■^v.^l^.ul 01 untario to any point to wliiph fho r v.v, may construct the line as atuhori.cnl >v rVc or bv^Z Act incorporating the same ' ^^ ^^"^ wh.4 W^ . ^ ' ^"'Z^','' l^"n^o=^^'s of all traffic whatsoever r cene, ticket, b. 1, mvoicu and forward the traffic unmi « ,,1 over Its raihvay from such coi.„ecti„g point t„ or C», I oAo .;i;^'X far'^ljl-tZtTr" ^^.^ll^^^ ^'S t.nalion accordiiis to the ticket, bill, or iuvotce and in Hk-J manner shall receive, ticket, bill, iin-oice a S fonva M ,he toltdefr, tl '° " ''5' "'"y "f «"■'' connecting ra Uvav and .S,?:l'^C;rd^tT.-^^^^ s =riss;!'-™l->^«^^S^f;; and by their trains and itherwi^ranrry (Iri^^h atir i Company not _., no. 2 A,Kl the Company shall not give or allow directly or ;&:ie,o ;; aiy'XV'r^nwr' "■ '^^;""^^S;e to. or to the triffi^ y, any other railway or portion of a railway or other carriers 1881. Ontario and Pacific Junction Rnilwa,j Co. Chap. 41. 33 owtTor'lt'atd^r' '^ '" r^"^r« route, whether a., o..e. W ,?»,. n ^^''^'^^''^ ^Y /J>' HI interest directly or indirectlv f^^P*ny: or vthich h '''■'■' f """'"' ''''^ ^'""'^ "^' ^t'^ «^^'" ^^'il^vav, or unich feliaJl be made over any part of -i vnl»..i,- ,,-^..i 'i by or in interest witl, it, nor malj tl::. a y \u c n n' chan^dllih SrS±!l r"^' ^'/ "'^^ ^'-^'^"^ inter- T.afficia.. mileto-erfltpLfL"^u "'''■* "S' railway at the lowest ^'^ged w.th mueage rate lor the tune beiny char-red or receiv.xl Uxr if »v.. other railway the carriage of like nv «nnil.^v 1 ^"^ .' "' ,V.^^'^ • <^ '>>' it lor coa. to bo part of its°r.,nult 1 ''^^''"^^ °^ ^^'^^'h'' ^^'^'^ ^^*-' same cbarged at IMU 01 us lailuay,— which lowest mi eaoe rate sh-ill in „^ 1?«'^" ratei 4. I'l'ovided that nolhino- herein «;1iall nl.l,r„wu rt to acceDt for tho n.jvr;,J .' "^"-'" ^ o'J^igethe Company Proviso: as Znl. the carriage ot any such traffic less than its nm »« f*'« o*" *. In case the said companies shall fail (o noren unon iIip . v , mivi i°„'„rr"f ■: of working or carrying into elfect an'vo" o .^*» «?" rroMsioi s contami'd ni sections two and three of tliis Ant ■>"•'"" such matters rn difference shall be settled by hrei arW: "'" "■ ' S'of7r s',n' "T """^ '° "■"•*• »"-' '° b- Woi ted by comn-n vi ?, ^^^•' '^^'^^ '''^'P^"'* ""^^'^^ arbitrator for the SdoftL 'fn' ;"? T ''*"'"^8"= ^"^ ^'^« ^l^^i^i*^'^ >'»^l auaru 01 tJie said arhitrators nr i i>iai^v,"f-r en 1 n 1 final and bindino- on fhr'«.U n '^ ^ them, shall be A^ard and enforcPfHn «»; .i? ? W ^^^ companie-s, and may be ii^ effect Ihrpremises ^ ""' ^' '^^'"'>' having jurisdiction in VOL. II— 3 5. 34 Chap8.4I, 42. Ontario Sc Pacijic Junction Ry Co.^Sfc. 4lVlCT. mrcemer- , ''!, '^'^.'^ I'o^^'''''^. ^''antt'd by this Act to the Com,)anv shall Preamble. CHAP. 42. An Act to a.iKM.a the Acts relutin^ to the New Buuv- \vick Kiiilwjiy Coinpiiiiy. [vi.s.«e»/e^/ to 2Ut Mfirch, 1881.] W^^hv l^^"^ *^'' !\-''' ^'•'""s^vi^k Ka.Iu-nv Company have Declaratory. ^ K|trittr-^rt^«-f^-c IS of Ejtension of line author- ized to the River St, Lawrence. Power to erect works at any terminus on navigable water, and to bold vessels, Ac. (X,?; 7^/^ 9<*mpany may extend their railway of a irauffe of our feet eight and a half inches from its present teSu. 'n the ^^ci;i?tv n/'^M^^^'^'ri" ^^"? ^"^ I^i^i^^« Ouelle or k!! ?• 1 ^*^^ either of those places, provided the line be entirely constructed on Canadian terri ory • and shall hav^ wav and „f „ J ^? "* •''" "V'" «<^"n«ction with the ra 1- ^^ ay, and at any terminus thereof on iiavio-abie water for BubBtituted" ^f '?u Jp"" ^^^^ ^^""t'^i'} ol' ^l^e Act passed by the Leo-islature vamAL VrT'^"''''\^\' ^'"' ^^^^^^^^'^i^^l^ Railway Gom- Sfor .-^ ^ ''^''^^^'^' '^"^^ *^« ^oWov^r-m^ substituted New section . New Hniftsirir/,- R i/uMit/ C'n. Chap. 42. 85 Tht> oiipitnl stock fif million ,^,. h;,„„n.a .h„f ilia tH^^Cl^l.^t '^,^^ S£' - into thirty-hv.' thousuKl sliir,.s of '\'i'i t'iioh." Oil.' hmised oi „o, 1..SS than sev... nor more tha.l (ilWn r..^ Sl^^ll laws h'vethe .|a:.lilicatioM provid-.l l,y ih.' hy- a. ^^f><\vithstandiniiaiivthins'('ontaiiied ill th.' A.K v..I..( n haAe i^ouer to make by-laws (,„•( in.onsisleni wi h the laws '"^''« ''>-■*"« t^^i"^ '7 t '• ''Tr'''''' ""^ disposition ol'tl e s 'l^ ll^.t:''" hH /h "?/] ""■%"' *h'\<'r'"P>my, d..termiHiim-.npoi,^- od, the mode<. voting of the Direct<.rs, and'whether by o^'/ "Vr^ '^'' ^?''l '^ ^''''^'''' ''^'^^^^'^ <'f stock, ami ^'L"l r'^'"' T^ '^' reiiistration of stock and bonds, he declaration and payment of dividends and the closin.r o f the transfer books, and for the appointment of all offi v,s servants and artihcers, and prescribing their respective Hl'^ih^'"''^^"^' '^'' «"yMaw passed by , he Dhe tors hxing the remuneration of the President, Vice-President or Directors, or committees of them, or of a Managing Director hall only have force and effect until the nex't moetiiVof shareholders unless ,t shall ))e confirmed at such meetin- Provijo. *• aI^'S'T''''^!""^ Railway Act, 1879," and any Act in 42 v., ' and at • J ., meDts to m railway uppiy to session of *°"» amend- amendment th.;reof passed during the present larliament shall apply to the extension of the sai hereby authorized, so far as it is applicable to the same " an^ -te^^ioa. the_ provisions of the said ^^ Cum.lidated Raihoay ^ J 1870^ such repeal shall not affect any Validly done under and hereby repealed . rights acquired or thiiius )y virtue of the said enactments 10 const! net maintain, work, manage and use a railway <'°''''f"'=»<="- bndge over the Jiiver t^t. John at or"iear the City of Fred/ '"'^ ""^'^'^ ncton, and also a railway bridge across tl.' .Ji.ic Kuer sTrJot" — J ". * i>.t»v- over Ki7ei said Kiver St. St. John. John I I (ii;./on''" ".'.'d' t "?" ''' JV'^-l'^'o'^i^-- i'i the County of ^Imll so lar us ne.msnry a,,ply to tiu- power lu-ivby giv.;, '^r!"^ ,,.^;,;^-;;'ttf(l to th»' (rovcrnor (i.-ni-ra in Council i)lans of u > o s d? ;r;" « •'PjHM-taining. nor nntil tho pla.u im Mit oi such l)rid, ' "'''" ''">' '^'^viation therefrom Conm.il V ^ " ?*^ pmnission of th.' Governor in liririKenear „i ,„ . ' 'V ... ' ^"^^^ ^^^ the oroc lon o the hrid.ro Power to issue mort- gage bonds to a certain amount, secured by conveyance of tolls, 4c., in trust. Exception as to working expenses. On wint aulhorit.v to bs issued. Form end execution of bonds. in Cc 1881. I . A>«" Brunswick Railway Co. Chap. 42. 87 in sivh maiui.T as th,. sh,„vhol,l,.r,s nl such m.-otiiii.- shall Uinvt ; and <.;,. h ol th.' said bonds .shall \w ,vrtili..d bv Ih.' r t .. rusto..H m..nt,on,.d in tho .onv.yan..' ex.>,.nt..d t.. N^.ur.> .o'tn-nffi n.' pavm.-nt of tlu' same, us boinj? one of th.- b(.iid,s soiuml *• '"' ny MU'h (•onvcyaiico. .h !n ■» "^'i* *.''"'^"' ■'',• /'^ ^\'^"^'V '"'■'' ''""vyann. shall bo ma do A,,pcintn,..nt shall bt' (b'smnatod by th- shan-hohh-rs at tho .said niwtin-' "' in-Ufs and tho said roof, and how '" ''"^'• ho same shall be applied and disposed of, while such l.ond.s shall be outstanding, as woll before as aft.-r default shall bo made in the payment thereof, or of any of the cou- pons thereto attarho"insmade in the payment of Eflect of iiu said bonds, or any of tho coupons thereto attached, and "i*'"'''^"- ni>on the performance of all things iu the said conveyance stipulated and set forth, as being necessary to divest the Company of all interest, right of redemption, claim or title HI or to the said railway and other property therein convoyed, the Company shall be aksolutely divested of all intei-est right of redemption, claim or title in or to the said property! I.T And whoroas the New Brunswick Land and Lumber Company (limited), incorporated under " The Canada Joint Stock Umpanw, Art \mr was formed in order to acquire .he land grants o the said Now lirunswiok Railway Com- .ake and hold shares or slock in the said New Brunsw-ick nut ""i! i:"n^' VT^''"^ (limited) ; and the resolution of the shareholders of the .said railway Company, passed at a special meeting on the twentyeighth day of October last, o guarantee to the. holders thereof the principal of and interest on any bonds executed by the said New Brunswick Land and Lumber Company (limited) as part of the con- sideration of the lands so acquired and purchased, and tho guarantee of the said railway Company endorsed on the fciam bonds in pursuance thert " ' "■ ■ - Oompanr may hold bhiires in a certain Land and IjunibiT Company. Resohiiion for tliat pur- pose con- tirtncd. are hereby confirmed. Co'mn Jv'o?"r'''!'^ '''*^'*V', "\ ^^"^ ^^'-^ '•^^^^"'g *« the Repeal of Company are here))y repealed, that is to say /-section two """in enact- •' .raenteofN.B. of as in Act of 1873. In Act of 1874. Saving clau c. Chaps. 42, 43. New Brunstvick Railway Co., Sfc. 44 Vicr Preamble. CHAP. 43. An Act h, umcml the Act« incoriH.ratii.o- the Mo; tre-il Portland and Boston Kuihvay t^onipanj ' [Assented (a 'list Manh, 1881.] WHEREAS the Mo.itrea], Portland and I'csto.i Railwav ty Company, a corporatiou whoso lailvvav }. .1 l ^ near the city and construct -i hr«i. h r.ii authority to lay out fite- .rack,, o. „s,;; is^^sir^,, ;"t^°t'i5w:'i. '"'-" pdwe'ra^f'^he .r,f^ ^J^ ^h^ Hght.^powors, pnviIego.s and franchis^^KivJi.Vh company a3 ^^^^ «a>«l Montrea , Tortland fliifl Tin.f^., ', V/*"^"i'^^ which 3881. Montreal, Portland and Boston Ry Co., Sfc. Chaps.4:3,44. 39 3. The second section of the Act fortieth Victoria, chapti-r Section 2 of litty-eight, IS hereby amended bv substituting .he word ""^ V•^<=^ «« 'five lor the word "three" in the second lino ol the ''°""'^''*- said section : Provided however, that nothino- in this Act Proviso. shall have the eifect of reviving the power of the .said Com- pany to construct a railway between the towns of St. John« and Sorel. 4 This Act may be cited as " The Montreal, Portland and Short tiUe. Boston Railway Act, 1881.'" CHAP. 44. An vVct to incorporate the Ontario and Quebec Railway Com pan}'. {Assented to 2\st March, 1881.] irrHEllEAS the persons hereinafter named and others Preimbie TT have petitioned for incorporation as a Company to construct and operate a railway from Toronto to Ottawa, passing through or near Carleton Place, with power to unite, amalgamate, or make running aiTangements with railway lines m the Provinces of Ontario and Quebec, and whereas the construction of such a railway would be of great public advantage by affording facilities for the settlement of the back country, bringing to market the productions thereof. and forming, through the Capital of the Dominion, a most Valuable lino of communication for national defence, and is a work for the general advantage of Canada ; and it is for the reasons aforesaid expedient to grant the prayer of the petitioners: Therefore Her Ma,jesty, by and with the advice and consent of the Senate "and House of Commons of Canada, enacts as follows : — 1. The Ontario and Quebec Railway is hereby declared Dcc'aratorT to be a work for the general advantage of Canada. T *"?■ il ^; ^lowland, Honorable L. R. Church, Honorable certain per- .1. A. Chapleau, C. J. Campbell, Honorable J. Rosaire Thi- sons incor- bandeau, Alphonse Desjardins, W. H. Lockhart Gordon, P"***^ Ji-. B. Osier, Pierre Garneau, Duncan Mclntyre, A. B. Chaflee. E. O. Pickford, Adam Brown, F. X. Archambault, and J. Al- deri(> Ouimet, with all such other persons and corporations as shall become shareholders in the Company to be hereby incorporated, shall be, and are hereby constituted a body corporate and politic by the name of the " Ontario and Corporate Quebec Railway Comjiany, " (hereinafter colled the Com- "«"-• pany) and shall have all the powers and privileges conferred on such corporations by " The Consolidated Railway ilr^,1879," subject, however, to the provisions hereinafter contained. Chap. 44. Ordarin and Quebec Railway Co. 40 44 ViOT. Line of rail- •• T).,i rv i , X'""'- railway, Irom^h" Citv i( S".!! t-.y^^"' «!".?l« ""^ of Branches Carital stock acd shares. railway. Irom the City of To" uto ]n , h ' P ' '"'^^'^ ^i"^ ^^ ano through the cLvntiro ' YoV OnlTri "' v"^. ^•"- Durham, IV'terborough, Ha.stinoN /rl?H„ ,1^'''^ Victoria. Laiiark to a point at or neai S>f^ i i ^*''"' ^'"^'^^'^'lac and Pelorborouo-h and Perth w Hi f '"'' ^''^ ^^''"'^'"'^ °*" line to tne Town ol W^^ Power to constrnct a branch the Connty oiCaX on ?o th r r'^.wu'"^^" ^^^^«^^ ^^^'•^"ff'^ Ottawa l/ivev at o e^r ] e i L'ln^^^ '"^ ^^ ^^^^ vinoe or Quebec, (o eflec a innnV/ ^ > tawa into (he IVo- Province, ''^ 'i junction wiUi railways in that iu"*tlx!^"vS!^' l^:t.m ^|-^-"P->y.«'-H "ot exceed, divided into twenty thox,s,n'^ dollars each, which amo^^ be "led b^ t, '""''"^ hereinbefore named and snnh n/i, . ^ "> the personsi as may become sWhold^^'' "';£!"?"' "'^^ ^-I^°-'»tio..s money .so raised shall brapn id b, fh ."I-'^'r^^ '"^ ^^'^^ payment of all fees exne i« ' '"/^^V"* ^'^'^^*^' ♦^ ^. '^^^^^ '- «aid railway, and otherJur^Z oj tii:fet"""''"""= ^^^^ bA-Lr^JJl^i;^^^ ^^^--P-y to receiye, either or corporations, as aid in the con tmcZ '7.? '^ ^l^lividuals any lands in the vicinity tluSrf or 4^.^^^' '^'^ either as gifts, or in r)avm 'nV !p\ i ^ '',^'?^'' ^^'^^ Property, of the sai^e, and to\^S"tfthe S oTon^^^^'"^^^ ""'^^^ lor the purposes of the Comninv n ■^^'''' ""'^'^ Proi>erty, sions of this Act. ^^^pany, m .'arrying out the proyl- Kttra'nd ,f-?r^«iP-S.Howland, Honorable L R Thn. ^. n their power., able J. A. Chap eau. C. J CamS tt Vj"^^^'^^^^"^^- Thil>audeau. Alphonse j'esS^ W H^^^^^^^ J- Kosaire E.B. Osier. Pierre Garnenn Th,, i ' \\' ,^^1 -^ockhart Gordon, M O. Bickford. Adam bTowi? F Y f^^^^'^^?^ ^- ^- Chaffee deric Ouimet, shall be and are hp,/'"'^^"'^^^^^^' ^"^ J. A^ sional Board of DirectooltLp^'^^ the proyi- olfice as sucn un il thTDiLc^nv^ r^'^' ^"^ ^^^" h«lrs present in person or represented by proxy, shall elect Directors in the manner and qualified as hereinafter provided to constitute the hnT.rifti ^^'if *f.^'« ' ?»^ J,he said Directors so elected shall ^nni ^^^''^\!^1. ^\^ "-'^t Tuesday in February in the year lolJowing their election. " ^ Tut;d?v l^Vlf" ^"'^ •'^''"''^u^' '" February and on the first Annual 1 1 J;«hruary in each year thereafter, at the prin- «''""'»' cipal office ot the Company, at some place within the Pro- '"''""^• vince of Ontario to be established by by-law, there shall be held a general meetingof the shareholders of the Company, at which meeting the said shareholders shall elect the n^'ii?/? 1,^'" ^r'" '"'"'"^' y^^'"' "^ the manner and ann .1 i a.s hereinafter provided ; and public notice of such Notice. annual meeting and election shall be published for four weeks before the day of election, one day in each week, in one new paper in Ottawa in one in Toronto, and in one in Montreal and also m the Canada Gazette ; and the election sb.11 r !K^'\'i h '^>;^^''«t' '-^'^^1 the persons so elected shall form the Board of Directors. The number of the v , . Directors to be so elected shall l>e settled by the by-laws '^f iUnnhiT^^''^ ""^"'^ ^'^ """^ ^*''' than five nor more 9. A majority of the Directors shall form a (.uorum for n the transaction of business, and the said Board of Directors ^"""• may employ one or more of their number as paid Director or Directors : Provided however, that no person shall be n ,r .• elected as Director unless he shall be the holder and c;^vner '"""^"°"- of at leas hfty shares of the stock of the Company and shall ha^ e paid up all calls upon the said shares. l.nU?;'^!''' ^''f *^''' ^"^y- »t "»y time, call upon the share- cdis ho ders lor nis;ta ments upon each share, which they, or any atS ofthem, may hold in the capital stock of the Company, in such proportion as they may see lit, no such instalment exceeding ten per cent. ; and the Directors shall give one a"Tohit "''*''''' "''^' call, in sxxch manner as they may 11. The Directors of the Company elected hy the share- s on holders may make and ; . -, , ,^ 0-Ttain pay- issue as paid-up stock shares in the m^ntsmBy bi Company, 42 made Chap. 44. Onlm io and Quebec Raitwny Co. 44 V rCT. Special Keneral meetings, Notice. ^Al'XZl wTn?' ^'^I^^'" ^'^^'^"'^'^d f«^- ^>'- "Of. and may allot -uul ron^7 took oTraai!:?^^""^-^^,^^ «*' "^^y- PJ^"^ shall be uuaSaW^fce'XTr^^^^^ '" ^^^^^""^ '^^-^' Coi*a,VSavlfcanel'r'"1' "^ V^*^ ^har.holder.s of the after refusrby h^D n^l^,^s ;'^'1^ ^'^ ^^^^^ ^^^"P'^"^ thereof, .statin/thnhvlr V^'^i^ V^*' ''^^"^*^ = but notice signed by h! Lro m ir;.r'^ r^ '^' "^^^''"^S" is called, holders calling tL same L,^/k' Gomx^^nj or by the .share- to each shareholder Zrwe'k^h.r^ '^I ^^°i^ "^" ^^^^^^wise the said meeting is f'ohTLn ,1^^'''''' l^^ ^^^J' ^^^ ^^'hich newspai)ers published ^ ' r "' l"" ^^^^J'^^^ meeting, in some promissory note made L a. !f , u^^'V """^ any such Vice-Preside t of he rn^ ^"^°''''*«? ^y the President or Secretary and Treaur^"^^^^^ countersigned by the authority, gene aUr sne^,.! nf "^'"P^^^J^' ^^"^ under' the such prom ssorv note or Kilf^f i '-ompany, and every presumed to ^have been made'" ''n'' '" "^"^^' ^^^" '^^ and in no case sh«l] if J ''''^^' P^'^P^^ authority ; ofexchange^iOTsha th/ro iP^ promissory note or bill or the Secr'etxrv ««i T "^ ^ ^f 'dent, or Vice-President, sible for the tme "^e^ff'T'' ^' i" ownership or pos- FuriLor powers as to bonds. No repistra- lion ofmort- KKge deed, • Deposit with Secreta- , of Stale. ■ Arranpc- ments with other com- panies. Ctria'n other 'ailways may be acquired deposit notice shall be given in the C«L,/i rw) ""^ T^l""^ Slatf otS Un,, ;. 1'?, ,'"-' " '™« "^oPy by the Secretarv o .ho%Jvi:i„S''^f?i1;f.!l'''. Company, i„ acco.lanoe vi.h with 1881. Ontario and Qmhec Raihoinj Co. Chan. 4t 45 rIIw'^v ^V^^ V^"^y Railway Company, the Groat Western or an,«;... Kailway Comimny, the Canada Central Kaihvav Com- "'^-^ «^^i'' pany and the Quebec, Montreal, Ottawa and Occidental Kailway, or any o them, lor anaalganiatiou with the said companies or any of them, or for the acqui.itio.t or leasi, . ofthe lines thereof, or sixch parts of the Canada Central Kaif- way as may, in the opinion ol the Directors of the Companv hereby incorporate ., be made available to establish early an I udvantageons through connection between Toronto and O tawa ; and may also make traffic or runnino- arranovment. t v ^vlth any of the said companies ; and (also fol a pS not '^^^^^^ exceeding-four years from the date of the passing of this Act) ""^ *" '"^'^''• tTe tVrmsS/r^l*'" ''"^"'^^ ''""^*"^^' ■ 1'--^^^ thJ/t PVo.iao. tne terms ot such amalgamation, acquisition or leaso are an- ""P'ov-i of proved ot by two-thirds of the shareholders, present in lerroi fT'?''^"' or represented by proxy, at a special genei-llXli'l^to be ^t held lor that purpose, in accordance with this Act. 20. After the purchase of, or amalgamation with anv p such railway or part thereof, the Companrn^a '\wtR '- o?,:^a1. ine consent oi a majority of the shaivholdpr* ..»,l ftfter arraaRe. aiso with the consent of\ niajority of%hrrJrdtid;rro1 b-Jr^^/e,. he companies entering into such arrangement, issue bonds ""^' to the extent oi twenty-five thousand dollars per mile ac- cording to the actual mileage of the railways of the com- panies entering mto such arrangement ; and such bonds shall, withotit registration or conveyance, be a first and preferential lien and charge upon the whole joint un- dertaking of the railways of the companies enterino- into the said arrangement, and the tolls, revenues and property real and personal thereof, and may be secured by a deed or deeds ol mortgage containing the same provisions and in the same manner as the bonds mentioned in the fifteenth section of tnis Act : Ti-ovided however, that all bonds of the several Provi-o^to companies entering into the said arrangement, outstandi i^ l^^.^t at the time o the said issue, shall be reckoned Ls part of the '^" ^^ said issue ot twenty-live thousand dollars per mile, and the said amalgamating company shall only have power to i^«ue the difference bet^^een the amount of bonds of the said companies then outstanding and the amount required to make up twenty-Hve thousand dollars per mile. ^-utomaKe 21. Subject to the provisions in this Act contained, the Ce-taia amalgamating company shall be vested with all the riohts r"^hT^^,i tranchises, i)owers, privileges and property that the^ai^l l'*''"i''®^ companies entering into th^ arrangelnei\t fo\- amalgaila fon --XV;. ha^e, at the lime ol th. sdd arrangement being made, by A irtue of .he several Acts lelatingto the said companies ; and the amalgamating company shall be liable for all the debts duties^ and obligations of the respective companies enterino- into the said arrangement ; and no proceeding of any nature either by or against the said companies or any of them, shall be 46 Vibhi tbe deed of amal- eamation may contaic. Proviso. Efinal rights of sbarc- boldei'j. Powers as to telegraph lices. Bonds may be pledged. Chap. 44. Ontnrio and Quebec Railway Co. 44 Vkt. he abated or discoiitiiiuod by reason ol' the said amalgama- tion, but Khali be continued to their natural and ordinary- termination as if this Act had never been pasHsod ; and if any judgment be rendered therein, such judgment shall l)e binding upon and executory against the amalgamating com- paiiy, or shall enure to the Ix-nciit thereof and may 1)6 cnl'orccd thereby, as the case may be. The name of the com- panies. \vhen amalgamtitcd, the place ibr the head ollice of the Company within the Dominion of Canada, the amount of the capital stock of the amalgamating company after the amalgamation has taken place, not exceeding the aggreqate capital stock of the amalgamating companies, the division of such stock among the shareholders of the respective companies, parties to the amalgamation, the number of directors which the amalgamated company sh>'il irive, and all other matters affectnig either the respectiv.* i on ,^anies ibrming the amal- gamation or affecting the ai- ilgam, :iiig company, may be settled by the deed of amf'-unutioi) Provided however, that the jnovLsions of sucha td shall oe in accordance with the powers vested in the saiu cci'. ,ny by the several Acts atiecting the same or by this Act. 23. All shareholders in the Company, whether British subjects or aliens, or residents of Canada or elsewhere, shall haA-e equal rights to hold stock in the Company, and to vote on the same and to be eligible to office in the Company. as. The Company shall have full power and authority to construct, work pnd operate such line or lines of telegraph 111 connection with and along the line of their railway and t)ranche6 as may be necessary or useful for the purposes of their undertaking; and for the purpose of constructing, working or protecting the telegraph lines to be constriicted by the Company on their line of railway, the powers conferred on telegraph companies by the Act chapter sixty- se^;en of the Consolidated C?tatutes of the late IVovince of Canada, intituled ''An Act respeclinu; Electric Tele- graph Companies " are hereby conferred on the Company ; and the other provisions of the said Act for the wot king and protection of telegraph lines shall apply to such telegraph lines constructed by the Company. 2J. The Company may, from time to time, for advances of money to be made thereon, mortgage or pledge any bonds which they can, under the provisions of this Act, issue for the construction of the railway or otherwise. fSnSsS^ .Jzt ?u' ^i?'*T «*'^,he Company may appoint an agent which raay be ;" ^"^ ^"7 ^^ J^ondou, England, and also in the City of New JhS'"^ yo'"'^''. ^^ t^^? State of New York, one of the United States of Ame'ica, with such powers and to perform such duties as the lioard 1881. I Ontario and (Quebec liai/wai/ Co. Chap. 44. 4t Board ot Directors may thinV ^ to impose iipon them ; and the haul aj?eiits may open and keep books of transfer for the j^hares ol the Company and for the issue of share certificates • and thereupon shares tlu.t have been transferred from the register ol shares in Canada to London or New York or rice versa m^y be transferred by th.; liolders at the London or New York olhces, and rtre vers,), in the same manner as shares may be transferred at the Canada office; and shares Shares m«,- originally taken and subseribed lor in Great ]!ritain, and \>^' I^'^l^'^^f shares onymally taken and subsciibed for in the United a"' oSe?' states, or in Canada, may after they have bei'ii recorded in the register ol shares as aforesaid, b'e entered upon the books at the London or at the New York or Canada olfire, irrespect- ive ot the place where they were originallv subscribed for, and certificates b«' issued for them ; and such agents shall transmit an accurate list of all the transfers made at their olfioes re- spectively, together with certificates that may be surren- dered to them, to th(> Serretary or other proper officer of the Company m Canada, who shall th.-reupon make the requisite entries respecting such transfer and share eertilicat.-s in tiie register kept in Canada, and thereupon ihe same shall be binding on the Company, as to all the rights and privileges ot shareholders, as though the share certificates had been issued by the fciecretary of the Company in Canada. 3C. Shares in the capital stock of the Company may be Transfer of traiLslerred in such manner and by such form of instrument «^'"«- as the by-huys of the Company may provide, but no transfi.r shall become eft'ectual unless the share certilicates issued in respect of shares intended to be trans- ferred are surrendered to the Company, or the surrender thereof dispensed with by the Company. 27. The Directors may, from time to time, make Transfers in , ji '■^^E.iM. iiinxr, lu nine, maK« such regulations as they shall think fit respecting the transfer and registration of shares of stock, and the forms in respect thereoi, as well in Canada as elsewhere, and as to the closing of the register of transfer for the purpose of dividends as they may find expedient ; and all such regulations not beino- inconsistent with the provisions of this Act and of the liail- way Act as altered or modified by this Act, shall be valid and binding. Canada and elsewhere. ^H. ^y^K^^'^'^I ^^'.'*^^ ^'V'^ ^^"^ '■^-*^'' ^»" and after the Power to " -- 1 erect SI fences. JiKst Uay oi November in each year, to enter into and upon ^'•«<=tsnow any lands of Her Majesty, or into or upon any lands of anv corporation or any person whatever, lying along the route or line of the railway, and to erect and maintain snow lences thereon, subject to the payment of such damares (if any as may be thereafter established in the manner provided by law 111 respect to such railway, to have been actually suffered : Provided always, that any such snow fences sb erected Proviso as (o Form of ron- Tejrance of IhucI tu the Company. Land f(ir warehcu3eti, 49 Chap. 4 1. Ontario and Quebec Railway Co. 44VlCT. S Apdr""*' erected shall he removed on or before the first dav of April ' ■ next following. 29. C'onveyances of land to the Company for the purpowen of and exercise of the powers aiven l)y this Act. made in the form set out in the schedule hereunder written, or to the lik« eflect, shall be sufUcient conveyance to the Companv, their successors and assigns, of the estate and interest, and sufficient bar of dower respectively, of all persons executing the same; and such conveyances shall be registered in the same manner and upon such proof of execution as is required under the registry laws of Ontario. 30. The Company shall have full power to purchase land for and erect warehouses, elevators, docks, stations, work- shop.s and offices, and to sell and convey such land as may be found superfluous for any such purpose ; and the Company shall have power to at^quire and hold as part of the property of the Company as many steam or other vessels as the Directors of the Company may deem requisite, from time to time, to facilitate the carriage of pa sengers, freight and other traffic, in connection wi*h the railway. SM. In order to afford reasonable facilities to the Great Western liailway Company, the Qiiebec, Montreal, Ottawa and Occidental Railway, the Credit Valby Railway Company, and to all other compoaies whose lines of railway may at any point or points be connected mediately or immediately with the railway of the Com- pany hereby incorporated, for the receiving, forwarding, delivering, interchange and working of traffic upon awl by way of the several railways belonging to or worked by such companies respectively, the Company hereby incorporated shall, for the purposes of all traffic whatsoever, whether passengers and their baggage, including the usual accom- modation for express matter, or freight of any description, including live stock and minerals, and whether such traffic shall originate or terminate upon the railway systems of such companies or either of them, or come from or be destined 1o some other railway or railways or other carriers connecting mediately or immediately with them, at all times receive, ticket, bill, invoice and forward the traffic upon and over its railway from such connecting point to or towards its destination, and deliver any and all such traffic as consigned either in final delivery upon or from its own railway, or to some other carrier for "further transmission to its destination according to the ticket, bill or invoice ; and in like manner shall receive, ticket, bill, invoice and forward the traffic destined to or by way of such connecting railway and duly deliver the same at such connecting p-.uiit to snch con- necting railway; and the Company hereby incorporated shall ReBaonablu facilities to t)e afforded to other companies as to traffic. h t ti S] 18S1. (hitarh and Quebec Rnilwau Co. Chap. 44. ^hall aliord to (he (Invvt W^.storu I?ailwav Companv he '»*'?;^c Montmil Oltawa and Ocrid.ntal Kaiway' tho (redit Valloy JJaihvay Companv, and all such o h,^; co,npanu..s having- .onn^ctino- riihvays as aforos i,l ] n^odlul accommodation. Ihcilitv and Jonvcnicnco ^ jh •stations a un,yth..,r trains an(( otherwise and hy thro .. •atn.g. Inlln.o. and tickctinj. for tho promoti.m o M >>usnu>.ss and the uitcrchanov ol «udi traf ic • 49 } 2 And the Company hereby incorporated shall" not ".jvo v , o^o^'o'lh: i;?m"t'""^"'>^ r'^^^''--'^ - advannli X^^ aiuJ\l ll'"" ^'>''. ''"y "^^«'' '-'^'l^vay or portion '-^'^^ R''^^"- ot a railway or other carriers' line formino- part „f a cont i|nous route, ^vhether owned or operated" b or in inte e directly or indirectly with the Company hen-hy i como rated or o herwise, oyer the ttreat ^\^^stern ^.ilw • y he SrV.d e^l'l^lw'^''""" '"•'^ '^^'^'"''^ ^^^ 'h^ Avavt7f!^m ;'"?;: ""i «»y ^uch other connecting; rail- L^fh. r thereby: and it shall be unlawlul Restriction « lor the Comi)any hereby incorporated to mike i 1 '" ^''^^ '^f' It shall not make any greater oJ higher har^e or the ''"'"• carnage ol tralHc or any service connected ^yifh the raffic Onfr° M ? ^r^" '^''' ^'''■^'' Western Kaiwtyt^^e C edit V.^M 1?' • ^''''''"' '-^"^ O'^cidental RaiSy he n^v tS tL In '^;' "i!" ""^-'"^^ ''^^'' connecting rail- .*S>, • ^"''''* '■^'''"e It 8hall make for a like or Mm ar service over ar.y part of its own railway, or which shalj be made over any part of a railway work^l byori prfrt"'^ ?\«^^-^ -y discrimiLuon: nXays: ^'^'^"^^^-^ ''« between any such connecting su.^h ^r.,m ^^•';^'°?^'''"y,^'*'''^^y incorporated shall carry all liueforin- su.h tralhc interchanged vvith the Great Western liailwiv teJcLnged wav aJhi 7 ^^=^!^^^^T' °»- ^''y otIi«r such conne.ting rail- way at the lowest mileage rate for the time beino- charge] "affic";;:^^ Yh^.' '"■ *^^ ^"7^T ^^' ^^^^'^ -■ -nl^^lar=clas fo tralhc o^e the same part of its railway, vvhich lowest mileage rate shall m no case exceed the prorata milea-e m e oltsS VhX"''^ '"' ^^^ ^^^^=e o/ the lik^oi slmi tnUl ^- ''''^' ""''y P'^''^ "^ t^'-^ ^vhole line of railway Totjoraty. ''' ''''''''' ''-'''' '""^ -^^^ ^-P-y 1-eW 4. Provided that nothing herein shall oblio-e the Comnanv p • t "ffic'les^r^^^ '' ''"''V''- *^^ -"-^=- of anvS -p-a^n.^not ti^^Su;tei:^;a^^r^^?^i° r^r^^. -^siess shall be carrierl }w v if ^ ' ^"^ ^^""^ ^* ^^'^"^^ the same ^i^fQ it^ /-'o oiirtu ue caiiiea by railway : rata share. VOL II— 4 ■ 5. 60 Chap. 41. (hitario ami (^itcbec Ruitirat/ Co. 44 YlcT. Praviio : ritciliti«e to be m>UiiHl. 5. And provided I'urtht'r, that the Company hoivby incor- porated Nhall })(• obliged to I'liruish the facilities and to work thronph traffic with the said (}reat Western Railway Com- lumy, the (^uehe.-, Montreal, Ottawa and Occidental Railway, the Credit Valley liailway Company, or any sue'h other connectin<>- company, only so lon-r as the said Great Western Railway Company, the (iuehec, Montreal, Ottawa and Occidental Itailwav, the Credit Valley Kailw!iy Company, or such other company, shall afford t"o the Company hereby incori)orated the 'like lacilities in Appointment retum. In Cdse the said companies shall fail to agree upon in «8eTdi"'J|^^'^''''.'^o'''»«ii»er or working or carrying into etfect of agreement, the provisions contained in this section, such matters and diflerence shall be settled by three arbitrators, appointed from time to time, one to be appointed by each of the said railway companies, parties to such difference, and the third by one of the Judges of the Exchequer Court of Canada ; and in the event of either of the said com- panies refusing or neglecting to appoint such arbitrator lor the space of ten days after being requested or notified so to do by the other company, then the said Judge shall appoint such arbitrator for the company so ne"- Award to be lecting or refusing ; and the decision and award of the safd arbitrators, or a majority of them, shall be final and binding on the said companies, and may be enforced in any court of law or equity having jurisdiction in the premises. Limitation of time for commence- ment and completion. 32. The powers given by this Act shall be exercised by the comniencement of the said railway within one year, and its completion within three years, from the passing- of this Act. SCHEDULE. Know all men by these presents, that I {or we) {insert the natiies of the vendors) in consideration of dollars paid to me {ar us) by the Ontario and Quebec Railway Company, the receipt whereof is hereby acknowledged, do grant and convey, and I {or we) 'Jnsert the names of any other party or par tits) in consideration of dollars paid to me {or us) by the said Company, the receipt whereof is hereby acknowledged, do grant and release all that certain parcel (or those certain parcels, as (he case may be) of land situated {describe the lands), the same having been selected and laid out by the said Company for the purposes of their raihvay, to hold with the appurtenances unto the said Ontario and Quebec Railway Company their successors and assigns {here insert any other dauses, coDenants or conditions regutrcd) rad 1 {or we) the wife {or \\i\ es) of the said do hereb) bar my {or our) dower in the said lands ; As 1881. Ontario and Qmbcc Itailiffai/ Co., ffc. Chars. 44, 45. As witness rny (o^-onr) hand and soal {or hands a.ul soals) J^jj^J ''">' o» one thousand ^^i^hl hu.idrod Signed, s.'al.'d and ddiwred m tht' l)re^t'n'.•.' ol A. U. [L.S.] 51 year, CHAP. 45. An Act t.. inr-orpurate the Ncrthcni. N'oith-Wt'.-t.'rn anil Siult.Sto. Mario Railway (y)nii)anv. [Asse/il';f lo 2Ut March, 18SI.J w ^HEREAS (he construction of an independent lino orPr.»„,>i„ ♦>, !.• y«'^^-"y ™»»i"ff from the village of Graveiihurst in PacmfRSlv ' M^^^^ to Callander Station on the Canadi line of ril ^-1^ \^^^ Nipissing, and from a point on the Wt. v%'*'^ Canad-u, Pacific Railway at or near WharnajMt Kiver on ihe aid Canadian racific Railway to the town oi Sault Ste. Marie, with power to the SaiTfil^ "jeorp-nat d to construct the same to bridge the bault Bte. Mane Ru er, and to connect the railway system lnL^''4^'/'''?A'^*"*-°*' '^'- North-western StatJs of th™ United States ol America, open to all the railways that could connect th.-.-with, and affording equal traffic fad] fies to all Canadian I'acihc Railway to the waters of the Upper Ottai". would be of general benefit to the Dominicm and whereaJ a petition has been presented for that purp o. and it is expedie, t to grant the prayer of such petition : ' Therefore Her Majosty by and with the advice and consent of the ^enate and House of Commons of Canada, enacts as fol- As I. The Honorable Frank Smith, of the city ofToronfn n mercha)it, Senator of the Dominion oV('.,nri., "1 1 ^^'^"'«' Certain nffliorsf.w^rrr u ^"iimiion oi i anatla .Adam Brown, persons in- ot tlie Cit> of Hamilton, merchant ; Noali liarnhart, merchant ' «"^f«™t<«J. the Honorable Alexander Morris, M.I>,P • ])'Alton McfwLv M.P.. and Frederick VV. Cumberland; lUrral of fh^^ City of Toronto; .Tobn Stuart, merchant ^oh Proctor raifway contractor- A T "\v--i i """'i i locioi, Turner in^v.^!, f-'i.' n ^^ ""^^' '"^rcl^'inL ; Alexander iurner, me chant; E Gurney, manufa-turer • William eiidric, railway contractor ;" M. Lcggatt. niei^hant ' 1 . D. Dayfort, merchant ; Tliomas Robertson, M.P Q C. ;' ^ Francis ►!'. ')!l Corporate name. 52 Chap. 45. .V, N.-IV. and Sn/>!f Sie. Marie R,/ Co. 44 VlCT. Francis Edwin Kilvert, M.P. ; Brittou B. Osier OC- James Turner merchant, and Alexander Mrlnnes, mer-'- chant, all oi the City of Hamilton ; C. W. Buntinn- M P newspaper publisher ; Samuel Piatt, M.P., Esquire fjaraes' Beaty, J umor, MP, Q.C. ; O^ FArcy Boulton,' barriste " t- huv . FrcKleriek W. Strange, M P., physician ; John Fisken merchaiit ; WilUam B. Hamilton, President of the Board of Irade of the City of Toronto, meivhant ; William F McMaster, merchant; AVilliam Thompson, merchant; A V;:Jrxv ir'''^'"!'„.^^'^'^'f"^ I'^^*^' "I'^vchunt ; Alderman O'K P 1 '' ^^^"^^^1^1'- ^"carth, broker; Eugene Olveefe, brewer; the Honoral)le John xMcMurrich merchant ; It W Elliott, merchant ; Alfred Buultbee, M.P • Alderman A. II. Boswell, and Robert Hay, MP., furniture manutacturer all of the City of Toronto ; Thomas Arkell Jfww t'.^Tt'' ""^.f.^- ^'^^^"'^ : Timothy Coughlin, MP.,' ot Offa; I) MacmiUan, M.P, of the City of London bamster-at-law ; S. R. He.sson, M.P., of the Town of Stratford' HI the County of Perth; William O'Brien, of the Township oi Oro, in the County of Simcoe, farmer ; William Carruthers Little Ml>., of the Township of Innislij. Esquire Thomas Long-^ M.P. P., of the Town of Collingwood.' merchant ; Charles Cameron, of the same place, steam- boat owner; George Moberley, of the same place, barrister- wiT ''^'^^^l>^^ ^- ^'^"^^'^' ^-P- «f Woo Jbridge ; John White, MP of Roshu ; Alexander Robertson, M.P.R of Belle- ville ; and Arthur Rankin, of the Town of Windsor, Esquire • together with all such persons and corporations as shall' under the provisions of this Act, become shareholders in the Company hereby incorporated, are hereby constituted and " Tl f M ?v XT body corporate and politic hy the name of The Nor hern, North-Western and Sault Ste. Marie Railway Company, (hereinafter called the Company,) and shall hav"e u f 1^'°}^'^''' V^"^ privileges conferred on such corporations by • Tlie Comohdated Railway Act, 187!)," or any Act relatino- thereto which may be passed during the present session of I arliament, subject, however, to the provisions hereinafter contained, wirmayt'- o ,?• ^^'' t,'onipany and their agents and servants shall have built. iiill power and authority to lay out, construct, complete and operate a double or single line of railway, of four feet eioht ?i v'Ti"^^ V^'^M*'' ^'^""^^^ ^^'^"^ ^ point on the line" of the Northern Railway of Canada at or near the village of Gravenhurst, in the District of Muskoka, vid Bracebridge, and thence through the Districts of Muskoka and Parry Sound to Callander Station at Lake Nipissing on the Canadian Pacific Railway, and from a point at or near the point of intersection of the Wharnapit River by the Canadian P.acihcRaihvay, through the District of Algoma to the Town of Sault Ste. Marie, in the District of Algofna, and from some convenient point at or near Callander Station aforesaid ;'^ 1881. .V, N.-W. and Sau/t S/e. Marie Ry Co. Chap. 45. 58 afoiesaul on the Canadum Tacific Kailway, at or near Lake n^T'lf" *%uf '^'^•^'^- Ottawa at or near the Long Sault, on the Upper Ottawa, or to some convenient point in navig^ able connection with Lake Tomisoamingue , and shall have ,,., i , ul power and authority to lay out, construct and complete' """ as an extension of the said firstly mentioned line of railway MnS ^''Ju ''"'^ ^^T "^^^ "^'^"' th*-^ Town of Sault Ste. 3Lu le to the navigable waters of Lake Superior. 3. The Company shall have such running powers over the p • • unctff '^^ Canadian Pacific Kail way from the point of To ^S^^ ..iinction at or near Callander Station, to the point of unclion P°^"«- at or near Wharnapit River, as have been or may be ao-reed Jipon by the Canadian Pacific Railway (Wpa/y ancT the Sm^TT* '^ -^""^^'^V \ P"^-«^^«"<« of and Lider the BilTi ''"^^,PJ-«7,sion« of the resolution of the Board of Directors of the Canadian Tacific Railway Companv which autE;;^of\'r ^ '"^"^•^ ^ i? '^^'^ ^^*' -^^ -'^i-* to the St nnTn^^^^^^^^^ "' ^^'^""^ ^'^^ *« such conditions, Ol^^mor in Council"" "'^ "'^^ '^ ™^^^^''^^ ^^ ^^'^^^^ ^' ^^- 4. The Company shall have full power and authoritv to r m an^l?;: ^"d/«»«truct. complete, maintain, work, maiVage h'^t'L, and use a railway bridge over the River Ste. :\Larie from ^^ '^"'"• some convenient point on their line of railway, to connect i^triJ TF "^ ^^'^ ^^f' °^ Michigan one of the LInited states of America; and the sections of " The Con- whdated Raihvay Art, 1879," or of any Act relatino- thereto of '« Powe ?'' ^ Pl'"^ '''t^i "^ Parliament, under the heads Viln.tTn. '' ' ^ ?""' /'"^ Surveys," and " Lands and their _ 5. The undertaking hereby a^nhorized shall be divided,- , ... mto two sections, vvhich shall be known as the " Railway dS"' '"^ Section and the " Bridge Section," respectively. The rail- p.-, way section shall consist of the lines of railway which the slc^ Company is hereby empowered to construct and operate ?,f ^'V'^S''' ^" '^' '"^^ ^^*"^^^'' Pl«"t and equiprSents and the bridge section shall consist of the brid-e over the r m a^Jnl fnt -t^"". "^^ i'\ -V^^-o^^^^^, and all thelSn '; ^ ''- and pi nt thereo ; and the capital account, tolls and reve- nues ol each section shall be kept separate and distinct «■ The Company shall not commence the said brid<.e or pi . any work thereunto appertaining, until the Compa y shaU birb&J," have submitted to the Governor in Council Plans of cfi.j! .'° «°^"'""- bridge and of all the intended Ar-^T - *1 } ? ■ - " ^'°"''<'" 7inr iinnl fl, .,.1 i»^' Mea A\ orKs tliereunto ai>pertain ng, '"<• approval. approve bv tTr""'"'^ ^'^"^ ^^ ^ ^"^^« shall have been 1 he sh ]] h^v^.l T/'r'/r ^^^^"^^^' '"'^^ «^^^'h conditions as he shall haAe thought fit for the public good to impose touchinsr 1.-! 64 n Draw in bridge. Lights. Certain ar- rangements may be en- tered into aa to such bridge. Chap. 45 N., X.-W. and Saun St. Marie R'>/ Co. 44 ViCT. touching- the .said bridge and works sliall have been com- P led with, nor shall any such plan he altered nor anvde vmtion thereh-om allowed except upon the p nnt on oHhe Governor m Council and upon such conditions as he shall impose : Provided ah^-a.vs, that if the said bridge be placed over the said ri ver at a pface where the same is navSable 1 shall be constructed so as to have one draw in the main chamiel of the river, which draw shall be of such whi h a Sve rr"; H "' ^^T''\ T^ ^l«^*^rmine, and shall otherwise give free and unobstructed passage to vessels of every des- cnption navigating the said rive?; and the said d a7shal at all times durino- the season of navii-ation be ken one, except when actually required to be closed ibr the pas a^ o railway trains, and shall be otherwise tended and move'd sarily the passage of any vessel. From sundown until .sun- nse during the season of navn>ation, suitable lights 1 all b. ^Z'^^^ZV^''''' bridge to guide vessels approach 7. The Company shall have power to unite with any other company incorporated, or whi.h mav be in.orpo ated u^ d!r and by virtue of the laws of the Uiiited States c^ Am ica or of any of the said States, or with any body politic or con 0?^ ate, in building the said bridge and apJiSes and in maintaining, working, managing and using^the same and to enter into any agreement ^vith such compain^ or rrporation respecting the construction, maintename, mLiao'Snt and use thereof ; and it shall be lawful for th^ Commnv^o levv and collec rates, tolls rents and compensations' lor the use of the said bridge and its approaches, and to hypothecate pledge and appropriate the receipts derivable "f-.r such bridge, alter payment thereout of the other uorkb,.. pv penses and the cost of maintenance, to the i^ymen 4> ui deH Lf /^1 ^rr^''^^- ""? ''''''''' «^ =^">' bind, security or debt contracted for or in the construction'thereof ortoaC that the interest on su.h bond, security or debt shall form part of the working expenses of the railway. neS^raii- reaVlbrTX 'nV'^ railway bridge is completed and wajramavuse f ^^7 ^^^ traffic, all trains, locomotives and cars of all rail suchbn/ge ^;ays conne. ting with the same, either in Canada or T^e United Sates now constructed, or hereafter to be construct! ed and also the rains, locomotives and cars of all com pan es with?he\!;i.'^'^-r""'^* ^^'^^^ any company so ZnlcVn'g ^^ ith the said bridge and its approaches, shall have the riah? o use the said bridge and its approaches at co iespondf„i tariff rates for .the persons and property, includ' ng ?ha ol" he Company, which may pass over the said brid8^^ so tha no dis,M-imination in tariff for such transportation shal be made uH.vor of or against any rail way, includmo. tie railway ot the Company, ^vhose trains, locomotives or cars may pass over ftt corres- ponding tariff rate?. 1881. N., N.-W and Suvlf Ste. Marie Rij Co. Chap. 45 63 -over the siiid bridge, under such regulations for the use of Roguiat'ona the said bridge as may, from time to time, be made, which ^^ besu!> shall, before the same are put in force, be submitted to and Governor iu approved of, and which may, from time to time, be revised GonnaW for ^ftev notice to the Company, by the Governor in Council ' *»''P^'»^«i- O. Tolls for the use of the bridge shall be, from time to Tolls to b^ time, hxed and regulated by the by-laws of the Companv, or bv fi^ed bv br- ibe Directors, if thereunto authorized by the by-laws, or by |^i^^'°'"°'''^'- iha shareholders at any general meeting, and may be de- manded and received for all trains, locomotives and cars, and all passengers and property transported thereon, and shall be paid to such persons and at such places near to the bridge, in such manner and under such regulations as the bv-law.< direct : 2. Ill case of denial or neglect of payment on demand of Ho«par. any such tolls, or any part thereof, to such persons, the same '"«"' onoiij may be sued for and recovered in any competent court ; or fo?ced^ '"" the agent or servants of the Company may seize the goods lore ': respect whereof such tolls ought to be paid, and a S 7. The Directors shall, from time to time print a-ul kH^V np or cause to be printed and stuck up Tn'the o fice xnd u amUed h, ,, f-pNo colls shall be levied or taken until approved of hv the Governor ^^6 aovemor in Council, nor until .rfter twn w ni i i ,^ m Council, cations in the Camdn G'flJ^^ot^t wL f 7i^'!'^^'" .uch tolls, and of the Order in^cSU^Jl !:^p^i^?J;S:^ iw ment^'d'^L'^theVwr^^Y^ '^ substituted for Council remains unrovokey:''' ^'"= "' ''^' ^^■^^^^" ^" menTnTayt" J^ ^^'? Miameut of Canada may, from time to ti.n^ duce tolls. reduce the tolls upon the brido-p KnV ,w -lu x ^^^' Minister of PubHc Works of b! "''^1^^' "^^^« ^^ ^^^ pended by tl e Comnanv fh/ . • '"'^'''''1: '•'^^'^^'*^^ ^»« ^'^■ connectiofi M^th TSidi for Vh^''""' ^^"^,"" ''''''''' "^ found to have exceeded ten n. ^^'- ^^^^^ th«» last passed, is actually expended ^'' ''"'• "^^^^ *^^« -^^Pi*''! «« Ey-laws im- IJ Afn Jur.l.i-.- „c iu /-^ posing tolls, ,^ ,■ . "y\'""V 01 the Company bv which nnv tr>llc. o.^ Ac, tSbea'p. to be imposed or altered or bt. wWl, ^^x '\'^'^*^ proved by the than the membm-^ ^ffi "^ ^ "^^" ''^"^ P^^ Other GoTernoriu • '"^™oeis, othcers and servants nf ihi n Council Pany '-ire intended to be bound "hall wt J- ^ ^^'*^" until the same has been .^,. ' i ^^?^^ ^''^ ^^^'^^^'^'^ ^ft^^^t Governor'n Council : ^^ "'''^^ "^'^ sanctioned by the Capita! dc fined. 1 .6^. The said vrord means the paid up stock and capital' as used in this section ire capital of the Company, with 1381. .v., X,.w o/,(l Sanit S(e. Marie IV y Co. Chap. 45. 57 T'^^jA^r^t '-^^^t'^^'"' ^^^^^■'''^^•^ ^^"""8- which no dividend a^n b 'o fh f r^"'^"" "^''^' '''^''^''' '^'^^^ bonuses and of an> debt of the Company contracted on the pledoe thereof 10. Tu case the State of Michi<.-an or the Uniied Sf.,fn« r • • s " fo^ S^^ ^I?^-^^^ ^r: ^^- appointment of a^^it ^"^^1^ f hp .if- '*^=7'f *'"?• the working of the said brid-e, the use '"""''^'^• etti,f.'"^.;r^ '" "^ ^he appoint- t^intln w^''"'"'''''^^' ^'^ ^"^'h terms as he .shall oers ot the said Commission ; and n the event of anv siieb appointment, the said Commission shall have thj p^owers sions^f Hr'""'w^'^ '^' ^-^^'^"^^^ "^ '^'^^^ and th'e ded! tTeextL t to? V w!?'''^"'' ^^^"'^ b'^fi"^^ and conclusive to virtne nf 1! ''^- ^^'^ '","'''^ ""'^ ^^^^^ '^"^^ Conclusive bv ^Irtue of the provisions which may be made by the St-ate of Michigan or the United States of America. Shan 'h^v I'l ^^^ ^^l"^ ^"^"^^ '^^" b^ constructed, the Company v,.ssels may navi^^. J. ''"'^ f "''?"^' P"^''^'^^«' ^"harter, owii and be^ei^l^J n\?rin / '^''''' ^""'^^^ ^"^^ 't«^^»" "^n^l other vessels, for the "'"*■ SZe'rsTT"' '^' said River Ste. Marie, and of carrying hall X In ^''''^' T' ^^^ ^^"^ '-^^""^ = '"^d the Company and ;?.HJ:f ■"' ^"^ ^?"«truct, purchase, .-barter, own Wilis nr^^t ^tf''"" '''''*^^' "'^^ ^^'^*^'- ^^''-"ter craft on the .S^rV^f ""f trathc in connection with the railway and Sie or lin To? fr'"' '"^ "^f"' '''?' ^^--^--ents ^it'h any tio!i"nine1f " r/ '' ^!;! .^^-Tf /^^ .rS'^^^^ --•''-"•^^ by sec- Additional anv aI/ 1 ,• ^'^\f(''^^''l>ident. Vice-rresident and a majority ot the Board of Directors .shall be British subjects. 59 J.S. At the lust general meeting the shareholders who Klectior. of fu ^u I, ?^ Pfi- cent, on the rapilal sto.k subs, ribed bv J'^«^''^"- them, shall el.nt the Dir.vtors, who shall hold offi.e until the nrst annual general meeting thereafter. ^P.'nn^W%'"''?^ -'."'r^^ "''•'!"'"' '^'^^^^^ ^'^ Golden on the Annual second Wednesday ol the month of Fe])ruary in each vear or k^"""*' Mi.h other dayas tln.Dircrtorsmay, by by-law from time '"""^ *-'' to ime, ena,t, at th.' City of Toronto or at the City of Ha- milton, notice of which and of the holding of anv o-ene- ral meeting- of .sharehol-'^MS (all of which meetings shaH b,> holden at the said Citv of Toronto or the Oitv of" Ilamilton. as the Directors may from time to time by by-law direct) •shall be given by publi.- advertisement inserted in the \l''''''^» Gazette and in a newspaper published in the Li y of l«)ronto and also in a newspaper published in the f ^vf ^t v''^"""^ ^* ^'■"''^^ *''■« weeks before the dav named lor the holding of such meeting ; and in the said notic shall be specified the particular place in the said City of Toronto or Jlamiltou where such meeting is to be held. " .f ??' Jl^° ?" ^^-^^l^e made for more than ten per centum caiUoa fu •i.i.? ^"^'' "'^ ^^*^ amount subscril)ed, nor shall more ^'^ck. than fifty per centum ot the stock be called up in any one year. ^ hnh^'J^'' Dn-«?ctors of the Company elected by th- share- Certaia nay- lioKleis may make and issue as paid up stock shares in the ««>»'««>»/ i'« Company, whether subscribed for or not, and may allot and Ttult''^ hand over such stock and the mortgage bonds of the Com- pany in payment of right of way, plant, rolling stock or materials ot any kind, and also for the services of I'ontractors engineers, and other persons, whether Directors or not, wh.) may have been, are, or may be engaged in promoting the undertakino^vnd interests of the Company ; and such issue and allotment of stock or bonds shall be binding on the Com- pany, and such paid up stock shall not be assessable for Cell is. . rnm^n;,i'^''''''i ^^''T} '"'''^"^"' ^^^^^*^ .shareholders of the special Company may be called at any time by the Directors or by R^^'^ra' one-fourth part in value of the shareholders of the Company •""'"«'• thereof stating tlie object for which the meeting is called signed by the Secretary of the Company, or by'the share- holder, c^lhng the same, must be sent by post or oth erwise to each shareholder, three weeks before the day on which the said meeting is to be held, and must also be inserted once a . week 60 Chap. 45. y., X.-W. and Sauli >7e. 31arie Ry Co. 14 ViCT. ! I wet'k for four weeks ]irt'vious to the said meeting-, in some newspapers published in Toronto and Hamilton. may beci.me parties to promissi^ry notes. 33. The Company shall have power and authority to become parties to promi.ssory notes and bills of exchange, for sums not less than one hundred dollars ; and any sui'h promissory note, made or endorsed by the President or Vice-President of the Company, and countersig-ned by the Secretary and Treasurer of the Company, and tinder the authority, general or special, of a majority of a quorum ot the Directors, shall be binding on the Company ; and every such promissory note or bill of exchang*^ .so made, shall bi> presumed to have l)e('n made v. ith proper authority iintil the contrary be shewn ; and in no case shall it be necessary to have the seal of the Company affixed to sucii promissory note or bill of exchange, nor shall the said President or Vice- President, or the Secretary and Treasurer be individually re- sponsible for the same, even if the same l)e made, accepted or endorsed by him or them on behalf of the Company, provi- ded the consideration ibr the said bill or note was received by the Company, unless the said promissory note or bill of exchange has been issued withoi i the sanction and authority Proviso : as to of the Board of Directors as herein provided ind enacted : Pro- b ick iiotis. vided however, that nothing in this section shall be construed to aiithorize the Company to issue notes or bills of exchange payable to bearer, or intended to be circulated as money or as the notes or bills of a bank. if Bonds may 24, The Directors of the Company, after the sanction of be issued. ^-^^ shareholders shall have been lirst obtained at any special general meeting to be called from time to time for such purpose, shall have power to issue bonds, made and signed by the President or Vice-President of the Company, and countersigned by the Secretary, and under the seal of the Company, for he purpose of raising money for prosecuting each of the said sections of tht^ said undertaking ; and such Hcwtecurci. lionds shall without registration or formal conveyance, be taken and considered to be the first and preferential claims and charges upon the section for the purpo.se of which the same may be issiK^d and the tolls and property, real and personal, of and belonging to each of the said sections then exi.sting and at any time thereafter acquired, after deduc- tion from such tolls" and revenues of the working expenses of the railway and the bridge, respectively ; and each holder of the said bonds shall be deemed to be a mortgagee or in- cumbrancer upon the said securities, respectively, pro rati/, with all the other bondholders of their respective sections : Provided however, that the whole amount of the issue of bonds on the railway section shall not exceed in all the sum of twenty thousand dollars per mile, to be issued in propor- tion to the length of railway constructed, or under contract to be constructed, and on the bridge section the sum of six hundred Proviso amount limited. ■i4 V ICT. in some iiority to aiigo, for ny siK'h ident or [I by lht> ider tht» iiormn ot lul evory shall I).' ity imtil locessary omissory : or Vicc- [ually ro- cepted or ly, provi- seived by )r bill of vuthority ted : Pro- ;onstruod exchange noney or notion of ly special for such id signed any, and al of the )secuting md such yance, be al claims hich the real and ions then ;r deduc- expenses ch holder ee or in- , f)ro rata, sections : I issue of the sum n propor- ■ contract am of six hundred 1881. iV., X.'W. (uul Snull Ste. Marie K /) Cu. Chap. 46. 61 hundred thousand dollars : and provided also, that in th,. Voting pow«r event at any time of (he interest upon the said «"'°"'ii'«i'i- bonds remaining unpaid and owing, then, at the next 'am"!^ '^ ensuing annual general meeting of the Company, and at all I'a.vmer.i. other genoral meetings as long as the said default shall con- tinue, all holders of bonds shall have and possess the same lights, privileges and (lualilicalions Ibr Directors and lor voting as they would have had if the boiuls they held had been shares ; i)rovided that the b(^nds and anv transfers (hereoi shall have been iirst registered in the same manner a^s IS provided for the registration of shares; and it shall be the duty of the Secretary of the Company to register the same on being required to do so by anv holder thereof; and Siiikia.?f,>ad. the Company may provide ior the pavment annually of a sura by way of a sinking fund towards the payment of the principal of the said bonds, and such sinking fund may be inyested in the repurchase or redemption ol' the bonds of itui Company ; and it shall ])e lawful lor any other railway g mranteeof company or companies whose line or lines can connect with plp-^r'"" the railway hereby authorized, by means of running powers, to agree lor the loan of its or their credit, eitherTby direct gnarantee or traffic contract or otherwise, to secure the pay- ment of the interest or the sinking fund or any part of the interest or sinking fund of such bonds. aj5. The Company may secure such bonds by aBond.mavba aeea or deeds ot mortgage executed by the Company secured by with the authority of its shareholders, expressed b'y T/d °"'^' a resolution passed at such special aeueral meetiii"-- and any such deed may contain such description of the property w. , , mortgaged by such deed, and such conditions respecting died m";' the payment of the bonds secured thereby and o1"<^°"'»'" the interest thereon, and the remedies which shall'be enjoyed by the holders of such bonds or by any trustee or trustees Jorthemin delault of such payment, and the enforcement oi such remedies, and may provide for such forfeitures and penalties m default of such payment, as may be approved by such meeting; and may also contain, with the approval aloresaid, authority to the trustee or trustees upon such defiiult, as one of such remedies, to take possession ot the railway and property mortgaged, and to hold and nin the railway on the railway section, and to work the bridge on the bridge section respectively, for the benefit of he bondholders thereof respectively," for a time to be limited by such deed, or to sell the said railway and property, or bridge and property, after such delay and upon suc^h terms and conditions as may be stated in such deed; and with like approval any such deed may contain provisions to the effect that upon such default and upon such other conditions as shall be described in such deed the right of voting possessed by the shareholders of the Company shall cease and determine, and shall thereafter appertain I. 62 Peed cf mnrt gugt! vulid. Chr-i^. 45. .V. N.-W. and fany, provide for the mode of euforcint? and exer.iising the powers and authority to be corferred aiid delined bv such deed, under the pro- • visions hereof And such deecl. and the provisions th'^reof, made under the authority heivof, and such, other provisions thereof as shall purport (with like approval) to grant such further and other powers and privileges to su.'h trustee or trustees and to such bondhold.'rs, as are not contrary to law or to the provisions of this Act, shall be valid and binding ; but if any change in the o\\ uersUip or possession )f the said railway and property, or bridge and property, shall, at any time, take place under the provisions hereol, or of any such deed, or in any other manner, the said railway and bridge property shall continue to be held and operated under the provisions hereof and of " Tke Con- solidated linilwai/ Act, 1879," and of any Act which may be passed during the present s.^ssion of Parliamcmt relating thereto, as hereby modified. Bonds may u 26 The bouds authorized by this Act to be issued by the '?JtI\1T °' Company, may be so issued in whole or in part in the deno- inination of dollars or pounds sterling, or in either or both of the*n ; and the coupons may be for payment in denomina- tions similar to those of the bond to whie. without proof ot the signatures or seal upon such original. 2S the 38 1881. .v., y-W. and Sau!t Sle. Marie R't/ Co. ('hap. 45. 63 an. The Company may, from time to lime, for alvancesof Bond.msyb* money to he made theivon, mortprage or i)led<>'e anv hond.s P'erfsed. which they can, und.'r the provisions ot this"Act, issue for the construction of the railway section or bridge section but only lor the purposes for whi.h such bonds have been issued. -lO. AH the bondn, debentures, mortgages and other TransfiT of securities hereby authorized, and the coupons and interest ''onda and warrants hereon r.-spectively, may be made payal)le to bearer, "*«*'*'''"f^'»- and shall, in that case, be transferable bv delivery ; and any holder f)f any such bonds, d»'bentures, mortgages or coupons so made payable to bearer, m- sue at law thereon in his own name, unless and until i gistry th.-reof in the manner provided in this Act, and while so registered they shall be transferable by written transi r, registered in the same manner as in the case of shares ; but they shall again })ecome transferable by delivery, upon the registration of a transfer to bearer, which the Company shall be bound to register, on the demand of the registered holder lor the time beinul Sautt S/c. Marie R,, ( 'o. Chup. 45. ol th.. shiirohohler^ votino- i„ per«,m ov l.y proxy at a snocial »?en..ml me. hng .0 bo called lor thutVurpol nTa ccnpuny who may Wcomc su. h lo.sslv Ih 11 T ,' i ..ml pnv.l..g...s m (hi« Act conlVMr...! : I'roviaed also Tim v the leusiii«' or .'tt ii". imit Profuo any part ther-oi" shall Urt k e^^^J^ "^ '^[rtd'unHf ^^ aiul the lailvvav leased shall l)e sub ect to all the obli..-itioTi« J"^' ^"''i hereby .miH,se 1'°'"^ "'■ P'>int.s, be con- f^ciiitie* to nected, m.^liutely or imMe-ltately with the railway of the "'' '"';^'''"^ " Co npuny hereby nicorp< n:;^ d \hv t .e receiving., fbriardi n ' " '""'" v , "r" ' J " I'L "' a.ed .0 .nake^and it shaU S ■ire":"; ^S rhTlh^^; charge I,. I ^ir- 66 Chap. 45. .v., y.-W. and Savll Sle. Marie Ry Co. 44 ViCT- charge for thi^ carriage of traffic or any service connected with the traffic passing to or from any such connecting railway than the lowest charge it shall make for a like or similar service over any part of its own railway, or which shall be made over any part of a railway worked by or iti interest with it, nor make or allow any discrimination, preference or advantage as between any such connecting- railways : 3. And the Company hereby incorporated shall carry al 1 such traffic interchanged with any sitch connecting railway at the lowest mileage rate for the time })eing charged or received by it lor the carriage of like or similar classes of traffic over the same part of its railway, which lowest mileage rate shall, in no case, exceed the ]no rata mileage rate charged or received for the haulage or the like or similar classes of traffic over any part ot the whole line of railway worked by or in interest with the said Company hereby incorporated : Proviso : 4. Provided that nothing herein shall oblige the Company bo3't'o^ac°' hereby incorporated to accept for the carriage of any such cept lees than traffic less thaii its prorata share, ai^cording to mileage, of the entire through charge, rate or fare at which the same shall be carried by railway : Rate for interchanged traffic. Its pro rata share. Proviso : 5. And provided further, that the Company hereby incorpor- faciiities to be ^ted shall be obliged to furnish the facilities and to work through traffic with any other connecting company, only so long as the said other company shall afford to the Company hereby incorporated the like facilities in return Appointment 85. In case the said companies shall fail to agree upon fn Mse'of di" the extent or manner of working or carrying into effect any of agreement, the provisions Contained in sections thirty-two and thirty- four, such matters in difference shall be settled by three arbitrators, appointed from time to time, — one to be appointed by each of the said railway companies, parties to such difference, and the third by one of the judges of one of the superior courts of Ontario ; and in the event of either of the said companies refusing or neglecting to appoint such arbitrator for the space of ten days after being requested or notified so to do by the other company, then the said judge shall appoint such arbitrator for the company so neglecting' Award to be or refusing ; and the decision and award of the said arbitra- *"''• tors, or a majority of them, shall be final and binding on the said com,^,anies, and may be enforced in any court of law or equity having jurisdiction in the premises. Powers as to telegraph lines. 3fi The Company shall have full power and authority to construct, work and operate such line or lines of teh graph in connection with and along the line of their railway and branches as may be necessary or useful lor the purposes of their 44 Vict. connected :)nnecting^ a like or or v.'hich by or in mination'. onncctinc,' yall such iilway at r received raffic over rate shall, larged or classes ot" worked by ^orated : Company any such lileage, of the same incorpor- to work y, only so Company Tree upon >ct any of lid thirty- by three appointed to such me of the tier of the »int such aested or aid judge leglecting" d arbitra- ng on the of law or authority tek graph Iway and irposes of their 67 con- 1831. .V, y.-W. and Saull .^te. Marie R'l/ Co. Chap. 45. then- undertaking and may also, ]>ending the construction of the bridge over the River Ste. Marie by this Act authorized lay maintain, keep in repair and operate a sub-aqueous electric telegraph cable across the said river ; and for the purpose ot constructing, working or i)rotecting the telegraph lines to ba constructed by the Company on their line of railway the powers conferred on telegraph companies by the Act chapter sixty-seven of the Consolidated Statutes of rf J,''ovin.e of Canada, intituled ^^ An Acf, respeclino; hlectnc Telegraph Companies^ are hereby conferred on the Company ; and the other provisions of the said Act for the working and protection of telegraph lines shall apply to such telegraph lines constructed by the Company. 37 Conveyances of land to the Company for the purposes f .m of.n of aiid exercise ot the powers given by this Act. made in the ^^y^nf.l'^ oim set out in the schedule hereunder wrilien marked A or p""^ '" ^^" he like effect, shall be sufficient conveyance to the Company ""'• their succe.ssors and assigns, of the estate and interest.and sufft- cient bar of dower respectively, of all persons executing the same ; and such conveyances shall be registered in the same manner and upon such proof of execution as is required under the registry laws of Ontario, ^ orkVkn/^^'^"^'^'" ^^''' ^^'^ J^^^^-^^ *« purchase c..pauy oi lease land at any place or places on the shores of Lake ™*^/hoiJ - Superior in connection with and for the purposes of any Ss'ote. line or lines ot steain vessels or other ships which the Com^ gaUoV '""' SfSv.'^''^ ''k"' ''^''V**'^ oi- navigate on the said lake, or W? ""^l^ -^ ?" "] ';onnection with the said railway elevatLs" In't''"^/ f"^ ^^' ^TE^''^ "^^^ ''''^ warehouses- elevators, docks, stations, workshops and offices thereon, and :ny :uch^;rpLr' ^^"' ^^ -^^^^ ^'-^ ^-"^ -i-«-- ^o^- w^v^shl^f r*"" ^^■^^'«"'?^^'«.t ^\»^1 Sault Ste. Marie, the rail- Limitation of way shall be commenced withm two years, and the exten- ""•« f''^««'«- OUawr'lh fl T. ' '"'^"'^ *"/^" ^"^ ^'^"'^' «" the Upper T.'^Z^. Utta^^a shall be commenced within three years and the 'i"" «f . And whereas in the lourse of the debate upon the Cana- dian Piicihc Railway Act certain questions arose which the contractors present at Ottawa deemed it expedient to meet, by agreeing that this Company would enter into certain undertakings with the Government of Canada so soon as it should be organized, and it is expedient to provide for enter- ing into such arrangements : Therefore, it is unanimously resolved that this Company is prepared to enter into an agreement with the Dominion Government to the effect fol- lowing, that is to say : if any Company other than the Canada Central Railway Company builds a line from any point on the Canadian Pacific Railway at or about the Wharnapit river to any point on Lake Huron or Lake Superior, or on the river Ste. Marie, such Company shall have running powers or r the Canadian Pacific Railway from the point of junction to Callander Station, on condition that such Company shall grant to the Canadian Pacific Railway Company similar and reciprocal rur ing powers over its railway west of such point of junction. In the event of the Company pur- chasing, acquiring, amalgamating with, leasing or holding and operating the Canada Central Railway, the said Callander Station shall continue to be a neutral or receiv- ing and distributing point common to the Canada Cen- tral Railway and any railway in the Province of On- tario, running southward from said Callander Station ; and in that case all traffic to or from any point in the West or North-West coming from or destined for any such Ontario railway shall be carried to or from Callander Station at the same mileage rate as similar traffic to or from such point coming from or destined for the said Canada Central Railway ; and such mileage rate shall not be greater than the average rate per mile charged for similar tiaffic from the point of ^ ° shipment 44 Vict. cane may i having r for the tenauces te. Marie ere insert and I (or ?reby bar nd seals) hundred [L.8. he Cana- ,'hich the ; to meet, ) certain con as it for enter- iiimously r into an effect fol- e Canada point on apit river the river A'ers c\ V [iction to any shall nilar and t of such any pur- ■ holding the said or receiv- ada Cen- e of On- tion ; and ! West or 1 Ontario on at the Lich point Railway ; e average point of shipment 1881. iV., N.-W. and Sault ,S/f. Marie R\,j Co., S^-c. Chaps.45,46. shipment on the Canadian Pa.-ific Railway to the point of des- tinauon on the Canada Central Railway, or from the point of shipment on the said Canada Central Railway to the l>oint of destination on the Canadian Pacific Railway as the case may be. And for the purposes of this section the word trallic includes not only passengers and their bago-ao-e goods, animals and things conveyed by railwav, but^aFso cars, trucks and vehicles of any description adapted for running over any railway if offered for carriage as frei^^ht ±5ut this agreement shall not be construed as consentiii*" to any running powers by any railway over the Canadian 1 acihc Railway. This agr<>ement to be subject to the con- ditions as to special rates for the purchasers of land, or for emigrants, or intending emigrants, which are contained in the twenty-fourth section of the charter-of this Company It at any time the Canada Central Railway should be pur- chased acqiured, leased in perpetuity by, or amalgamated \vitti this Company, such amalgamation, acquisition, pur- chase or lease shall be made subject to the existing leo-al obligations of that Company created by its charter, or any amendment thereof in respect of running powers or traffic arrangements, as well as in respect of the matters and thino-s reierred to in the letters patent incorporating this Company 69 CHAP. 46. % An Act to incorporate The Bay of Quinte Railway and Navigation Company. [Assented to 2\st March, 1881.] WHEREAS the persons hereinafter named have, by their Preamble petition, prayed to be incorporated as a Company, for the purpose of building, buying or leasing and working a line of railway, from some point in the Village of Mill Point, in the County of Hastings, on the waters of the Bay of Quinte to ajunction with the G-rand Trunk Railway Company of Canada at some point on its line as may be deemed best, with power to arrange with the said last mentioned company for the working of the said line or to make traffic or other arrangements as may be found desirable ; also, with power to extend the said railway to such points on the said Bay of Quinte as may be deemed best ; also, with power to build and operate a telegraph line along the said railway ; also, with power to amalgamate with any other railway company or to lease or sell the said raiUvay to any other company ; also with power to purchase, hire, acquire, own or charter sailing vessels, steamboats and all other It' to Chap. 46. Baij of Qiiinlc Rail'n and Navignlion Co. 44 ViCT. Declaratory. Other kind of craft, including tugs and barges, and to carry on the business of common carriers, forwarders and traders between the several ports and places in Canada and ports and places outside of Canada, as they may think proper ; also to carry on in Canada and elsewhere, as their interests may require, the Imsiness of warehousemen and wharlingers and to acquire, and hold, by purchase or by lease,all lands, wharves, docks, elevators, warehouses and other estate, real and per- sonal, required for the proper and efficient working of the said business ; and whereas it is expedient to grant the prayer of the said petiiion : Therefore Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows : — I. The Kail way above described is hereby declared to be a work for the geiieral advantage of Canada. Certain per- BODS incor- porated. Corporate Dame. 42 v., 0. 9 to apply. 2. Hugo B. Ivath1)un, Edward W. Ralhbun, Frederick S. Rathljun, William 11. Aylesworth, Roderick C Carter, John White, Richard Ryburn and Tobias Butler, Esqvxires, with all such other persons and corporations as shall become share- holdeo in the Company to be hereby incorporated, shall be and they are hereby constituted a body corporate and politic by the )uime of " The Bay of Quinte Railway and Navigation Company, " (hereinafter called the Company,) and shall have all the powers appertaining to railway companies, and all the powers, rights and privileges conferred on such corpo- rations by " The Consul idaled llnilvmi/ Art, 1879," and any amendments thereto, and be subject to all the provisions of the said " The Connoliditted Rnilwa// Art, 1879," and any amendments thereto. Powers of ^ The Company shall have full power and authority to the company lay out, construct and complete a railway of ibur feet theirr°anway. tiig^t and one-half inches gauge, between a point on the waters of the Bay of Quinte. in the Village of Mill Point, in the County of Hastings, to a junction with the Grrand Trunk Railway of Canada at such point as the Company may think best ; to extend the Si^id railway to such points on the said B^y of Quinte as the Company may think proper ; to own, lease, or charter and sail steamboats and sailing- May own and or other vessels ; to own, or lease elevators, docks, works, work vessels, warehouses and all things else required in anc^ fbout the business of common carriers by land and by w r and of warehousemen and wharfingers in Canada o'else\\h^re out of Canada, as the business of the Company may lequire from time to time ; and to construct, own und -perate a telegraph line along the line of their railway. Arrange- 4. The Company, with regard to their railway, may enter arrangements ments maybe into au'''' made wit6 ^~ ^ c /^ ~ j r G.T.R. Company or Canada lo traffic over the same. with the Gr.and Trunk Railway worJdng the same or for working 5. : proper ; . sailing i, works, c^ fbout f and lse\\ h'?re 1881. Bay of Quinte Rail t/ and Navigation Co. Chap. 4t3. 71 5. Tho persons named in the fir^t section of this Act shall Proyiaional be and are hereby constituted Provifslonal Directors of the '•'"'''ctorsanl •Company, of whom five shall be a quorum for the trans- ^^"' '""'"'• action of business; and they shall hold office until the first election of Directors under this Act, and shall have power to open stock books and procure subscriptions of stock for the undertaking,— giving at least four weeks' notice, by advertisement in the Canada Gazette, of the time and place when and where such books will be opened. 6. The capital stock of the Company shall be five capiui stock Jiundred thousand dollars, to be divided into five thousand anJ slmrea. shares of one hundred dollars each, which shall be applied first to the payment of all costs and expenses incurred in obtaining the passing uf this Act, and the remainder for the purposes of the undertaking. 7. No subscription for stock shall je valid iinless five Five per cent, per cent, shall bt paid thereon, within thirty days after the payable oa subscription therefor on the books of the Company, anu such '""'"'P''''^'- fivj per cent, shall be paid to the credit of the Company into such one of the chartered banks in Canada as the 1 rovisional Directors shall designate ; and the sum so paid shall not be drawn out or applied except for the purposes above in this Act mentioned as those to which the same shall be applied. 8. When and so soon as one hundred thousand dollars of First meeting tne capital stock shall have been subscribed and ten per of share- cent, paid thereon, i^ - Provisional Directors shall call a ^°^^"'- ^r^l^^Mi 1?^^^*"^^°^ the subscribers to the said capital stock at Mill Point or such other place as the said Directors shall name, for the election of ifirectors and other business relatino- }• ^opiPa^y- of which meeting at least two weeks"' Notice. notice shall be given by circular, addressed by mail to each subscriber, (postage prepaid) of the time and placo and purpose of the said meeting ; notice of the said meeting shall also be given two weeks previous thereto in some one or more newspapers published in the County of Hastings. ». The number of Directors of the Company shall be Qualification seven, ot whom lour shall be a quorum ; and no person shall "^ '^'rectors. be elected a Director of the Company unless he shall be the Quorum."'' noJtler ot at least ten shares in the stock of the Companv and shall have paid all calls thereon. 1 ??• ^^jp^'f^fter the annual general meeting ^i the share- Annual holders ot the Company, for the election of , irectors and ^«°*'"ai other general purposes, shall be held at such place as may, '°''"°*^" irom time to time, be appointed by by-law of the Companv, on the first Monday in the month of February in each year; and three weeks' previous notice thereof by publication in the Canada Gazette. shall be given Notice. 11. I '^l n Seal not requisi'-e. notes to b<«rer, Ac 72 Chcp. 16 Buij of Quintc Ruiry and Nav'galion Co. 44 ViCT. Calls on 1». No call to be made payiible at any time upon tho * ""^ • capital stock shall exceed ten per centum on the 8iibfce:i}>ed capital ; and at least thirty days' notice shall be given thereof ; and not less than twenty days shall intervene bet", ecn anv one call and a succeeding call. Company 12. Every contract, agreement, eng-ager.tr ni- contracts, A", dorscd, and every promissory note and cheque made, drawn manier!''"'^ or endorsed on behalf of th" Compar.v. i>y any agent, officer or servant of the Company, m gentiu] accordance witli his powers as such under the by-laws of the Co;;ipanv shall be binding iipon the Company, and in rsc c-se ,haU it be necessary to have the seal of the Company affiled to a5iy such contract, agreement, engagement, barg^iin, biPi o'f exchan^'-' , promissory note or cheqixe, or to ]>rov( that the same was made drawn, a.cepted or endorsed, as the case may be, ininn'!.Mtv(re- mentE wah other com- panies. Proviso, for approval by soareholders. Time for commence- ment and completion of railway. CHAP. 44 Vict. upon thpi ibfci'Tibed ucn auv d or (>u- e, drawn it, officor witlj his shall be ill it be 1 to a!iy , biii of that the the case or order ; ervant of ' to any Provided ed to ali- tor a sum cry note '"n tended ink. or to into any nation or pany, or my other ly period s, cars or lent with or of the operty of rendered pensation lease, or shall be any at an le. 3 year ig of this •red shall ihvay as CHAP. 1881. l^ourU and Uorky Mounlmn Eaihcay Co. Chap. 47. •78 CHAP. 47. An Act to -He,.d (he Act inc7"^ ^^''^^^^^^ ^' boXibr the prosecution ot the said undertakiim-, and with resneot to tha purchasing of lands from the Government and the selling and mortgaging the same, and have prayed f^r "he passin "of an Act granting them such increased powers • ancUt is ex pedient to grant the prayer of the said petitfon Therefo^^^ Her Ma)..st^ by and with the advire and consent of the Senate and House of CWmons of Canada, enacts asTllows-- Complnv islle^rebvi'"" ''f i\' Act incorporating the said Secion 6 of v^ompany is heieby amended by add ng thereto the followino- *^ v., c. 58 i:^:'^2tl''r''^ ^^"F^">^ ^^y f-"» timeto ime p^° ^"^"'^''• r:a?iri!!;d^s^.^:^-^^^"^ --y l the ^ofeii^ bv^«trTfei''''l^\''''*'''", ""^ ^^^ "'^^^1 ^ct is hereby amended Section 12 by striking out the word '^en " in the sixteenth linp fh™? ^-nendea. and substituting therefor the word 'Twenty'' ^' Di*Ltorstlln!,fl?'^"\K^u^^l Provisional or elected Payment i„ i^nectois, w hen authorized by the shareholders at anv o-MiPrnI f"ii of stock meeting or special meeting called for that nurnn.p ?- authorized. ^T^T'l '''^^ ''' ^'^'^ ^-^ any s^KC C^^o/atX ^^^' time of subscription thereof, or at any time be ore the mak^n ' ''""""" IckTuW^d."^'""'^^ "'"^* ^« *^^ ^"" ^---t "-h isst Itook^irnaw' un'«J'^l.^^'V shareholders may make or Paid-.pstoek fi^nlr ^ ^ Pf , ^P ^^°^^' *"^ "lay pay or a"-ree to oav in "^y be'^issued ei^ch paid up stock, or in the bonds nf iha cT Pay in j^ payment sums as thev deem exJcW^^f^T ■ Company, such for certain f«r ^:„r,,V "^^"* ^*P*^^i6nt to engineers or contractors nr ^errices. lor right of way or material, plant or rolling stock -.'-.d 1.; ■ U', J I M I! 74 Additionnl land for anuw Jences may Vie taken under 42 V , «. 9. Chap. 47. No«m atiff Rorf,// Moftniuin Ilailwat/ Co. 4-t YlCT ♦5. The CompiUiy shall hiivt' the riyht to acquiro and take ill the maimer jn-ovided by " The Conso/i'luh'd liailwni/ Act, 1879" siicli additional width oi' land alony the line of the niilway and its branches as may be needed lor snow I'ences and liarriers ; and the Company may erect such fences and barriers wherever th*^ same may be requisites in the oi)inion of the Company on any lands near to the Hik; of the said railway, on such terms and siibje. t to the payment of such compensation to the owners of the said lands, as may be ai>T»M>d on or as may be determined by arbitration in the manner provided by the sections of the said " The Comolidated Railway Act, 1879," relating to lands and their valuation. Section 7 of C Section seven of the said Act incoriiorating the said ^^ ^ 'd*'d^^ Company is hereby amended by addinff thereto the words Provision as following': '"Provided always, that the Directors so elected to stuck book. j^a,y by by-law or resolution passed by them, close the stock book after shares to the said amount of live hundred thousand dollars shall have been subscribed, and may, from time to time, re-open the said stock books and receive subscriptions for additional shares of stock up to the limit aixthorized by this Act, when and as the same shall be required for the purposes of the Company." Section 12 of the said Act amended. Provision for the issue of preference stock. May be taken «t par in exchange for unsold lands. Proviso, amount limited. 7. Section twelve of the said Act incorporating the said Company is further hereby amended by adding thereto the words following: "And the Directors "ol the said Company, under the authority and with the powers and on the terms hereinbefore set forth, may issue preference stock or shares of the Company, to bo redeemed or made liable to be called in at such time and in such manner as the Directojs may by the by-law for issuing the same fix and determine, upon which preference stock a dividend may be made payable at such rate not exceeding eight ]ier centum per annum as to the Directors may seem fit ; and such dividend may be made payable in scrip, which shall have the same security and shall be redeemable in like manner as the said preference stock ; and such preference stock and scrip for dividend thereon shall be taken and accepted by the Company and may be exchanged at its par value for any unsold lands belonging to the Company not required for the purposes of its undertaking or station accommodation, at the price at which such lands are offered for sale by the Company for cash, — which price shall be fixed by the Directors once in every year ; and such preference stock may be exchanged by the holder thereof for ordinary stock on such terms and conditions as the Directors may, from time to time, by by- law, fix and appoint : Provided always, that the total amount of bonds and of preferenoje stock to be issued by the Company shall not exceed twenty-five thousand dollars per mile for every mile of the said railway constructed or under construction or under contract for its construction." r^. 8. 75 Sects 13, U and 15 of jaid Act repealed and Dew substituted. Booda, pre- forenco stock, Ac , to be preferential charges witl.- out regljtra» tioa. Provision if the company makes defa'ilt in payment thereof. 1881. Souris and Jlocki/ Mounluii, llailwaij Co. Chap. 47. _ S. Sections thirteen, fourteen and lirteen of the .said Act incorporating the .said Company, are hereby repealed and thJ iollowing substituted therefor:— '-13. The boncls, i)reference .stock and scrip for dividends, hereby authorized to be issued shall, without registration or lormal conveyance, be the first preferential claims and charges upon the said Company and the undertaking, tolls and income and real and personal property thereof, now or at any time hereafter acquired, save and except as is pro- vided or lu the last preceding section ; and each holder of he .said bonds, preference stockholder and holder of scrip lor dividends shall be deemed to be a mortgagee or incumb- rancer upon the said se.urities pro rata with the other bond- holders, or holders ot preference stock or scrip for dividends, and shall have priority as such. •■ *'•• If the said Company shall make default in paviiu' the principal of, or interest on any of the bonds, prefeience stock or scrip for dividends, hereby authorized, at the time when the same shall, by the terms of the bonds, or bv the conditions upon which the preference stock or scrip for clividends was issued, become due and payable, then at the next ensuing annual general meeting of the said Company and all subsequent meetings, all holders of bonds, preference stock or scrip for dividends, so being and remaining in default shall, in respect thereof, have and possess the same rights, privileges and qualifications for Directors, and for voting at general meeting.^ as would be attached to them as shareholders if they had held fully paid up shares of the company to a corresponding amount : provided nevertheless, that the right given by this section shall not be exercised bv any bondholder, preference stockholder or holder of scrip for dividends, unless the bonds, preference stock or scrip for divjdenrls in respect of which he shall claim to exercise such rights shall have been first registered in his name, in the same manner as is provided by law for the registration of the shares of the said Company ; and for that purpose the said Conipany shall be bound on demand to register any of the said bonds, preference stock or scrip for dividends, in the name of the holder thereof, and to register any transfers thereof in the same manner as a transfer of shares : Provided !wi A ^1 ^''''''''T ""^ ^^^ "S'^^ts given by this section shaJI not take away, limit or restrain any other ot the rio-hts or remedies to which the holders of the said bonds, pre- ference stock o, scrip for dividends, shall be entitled. " 15. All bonds, preference stock, debentures and other Bond. 4c '!' ""if ^r^'^ authorized, and the coupons and interest X^}^- wlf } Tf^ .respectively, may be made payable to ^nd'how'"'" Dealer, anr". shall in that case be transferable by delivery transferable. lanless and .mtil registry thereof in manner provided in the next Proviso, as to votinj^ power of bond- holders, Ac. Proviso, other reme- dies not affected. /.^*^i *]» 19 Chap 47. Sourix anr/ Rorkij Mountain Railway Co. 44 VlCT- next procfding spction.and \vhilt» so rojjistcrcd they shall bt^ traiisit'rable by writto'i t-insl\'r registered in the same man- ner as in the cas' . ■ .'. bnt they shall again become transferable ^\' tl.r i!i y upon the registration of ii trans- fer to bearer, which tlie Company shall be bound to register on the demand of the register holder for the time beinir." Arj'licmion ot proceeds. Lands may 9. Tile la lids SO to be acquired by the Company and held to imii'M.'^ ^^^' '"^"^'' ''"'' *^'' purpoises thereof, mav bi> conveyed to trii.stees to be held and conveyed by tl . n .-.pv^u i lie trusts and for the purposes herein declared in reference to such lands ; and all moneys arising from the salt! of such lands shall be held and applied in trust for the purposes Ibllovving, that is to say : first, in payment of the expenses connected with the acquisition, survey, niiinagement and sale of the said lands ; secondly, in payment of the dividends and interest on the bonds and preference stock, from time to time payable in cash by the Company ; thirdly, in i)ayment and redemption ol the said bonds and preference stock when and as they become due, respectively, or in such order and priority as may be determined by ballot in the manner to be fixed by the Directors by by-law from tin e to time ; and fourthly, for the general piirposes of the Company. Lands sold f) be free of lit u. Application ot purchase money. lO. All laiuls sold and conveyed by the said Company or by the said trustees after a conveyanc(> thereof to them upon the triasts aforesaid, and which have been paid for in cash or by preference stock or scrip for dividends, shall be forever released and discharged from all mortgage,^, liens and charges of any kind or ^Aatiire by this Act or the Act incor- porating the said Company, or by the said Company created : and '^e puichase m^ ley arising from the sale of such lands tht Uompai.^ shall be applied in the first place in the satisfaction of any mortgage thereon created by the Company ; and after payment of any such mortgage ' lien --iied by the (Company t'l !reon, shall be applied in accordance with the trusts in the Jiext preceding section declared. Section 19 of the said Act amended. II. Section nineteen of tb ^ sai(* Act incorporating the said Company is hereby ai.. led y adding after 'he word " Company" in th seventh ' e ol le said section lie follow- ing words : "or with the t- .th bu. katchewan Valley Rail- way Company ;" and further by striking out the w Is " the said last mentioned " where they occur in the seyenth and eighth lines, and in the tenth line respectively, and inserting the word ' such " in lieu thereof. Section 20 cf the said Act amended. 12. Section tw^enty of the !?aid Act incorporating the ^aid Company is hereby amended by adding after the word " telegraph ' the words " or telephone." 18. ►•^ 44 Vict. r shall bt^ .me man- L becomt' fa I rail s- reiirister oiiiff." and hi'ld ) trii.stiH'S iind foi" ads ; and bo hold lat in to with the id lands ; t on the yable in lomptioii as they iority as fixed by rtlily, lor npany or em upon in cash )e forever ens and ct incor- l!!ompany the sale i in the thereon any such shall be )receding- iting the he word le follow- ley RuiU Is " the :inth and inserting the said he word IS. 1881. Som h and liovky Mountain RaiCy Co., ,\c. Chaps. 47, 4S. ' 77 l,pim; l|:;7!;„^»^;-«"^7»»«^'-^of lands lu the Company (,iot Form of con- »>»^ing letters jm ^.t Irom the I'rown) may. in so lar a.s T*'"" "^ orcumstanoes w.ll admit, be in tlu- Ibrnx lolluiviuo.. ih.u i^ [^^^^^ ■ ."Know all men by these preseut-s, that I, A. 13., in ron- Mounta n lia Iway Company, the receii)t wher.-of is hereby Ssm vi^^'^l'""/' ^Z^''''' ''^^ »»^l 'convey unto ,he sa J IheSonnsandllocky Mountain Kail way Company, their ^eessors and assigns, all that tract or parcel of la . succ* Ulescribe the land) to have and to hold tht' nai,! laud ai.d assigns for e\ cr "Witness my hand and s !, this one thousand eight hundred and "Sign 'd, sealed and delivered ) in presence of i " C. D. " E. F." day of A. B. [L.S.j or in any other form to the like effect. And every deed made in accordance herewith shall be held and construed to jmpose upon the vendor executing the same throbl gaTion '^?uaraneeing the Company and its assigns agS aU dower, d claim for dower and against all hypothecs and inortg. and against all liens and charges whatsoever not An CHAP. 48. Act to incorporate The Napierville Railway and Quarry Company. Junction [Assented to 2lst March, 1881.] "WHEREAS the persons hereinafter namt^d have petitioned Preamble yy for incorporation as a Company to con.struct a railway wo,^iHl*''t'''^^'i:^4^''^'^"«t^'^'^tion of such ra way would be of great ben-fit to the commerce and for the general advantage of Cnada ; and it is expedient tnUSt iacir prayer : iliereibre iler Majesty, by aud'with the advi.^P 1. !'i 18 Chap. 48. Na/iiervi/le Junction IV i/ and (^mufij Co. 44 VicT. Workd*- 1. The Napiorville Juintioii Ruihvay is hcn^by ^ agreement "«e by one or throthero-W I !l '''''"^''">' touching the ^•oad or movable or ,-.'!!;::!-..?.'i„^L.^'^^^, ^^^^panies of the mil- or by fhei ) th Kr^htu^:'^^:'^^" ;'- '■''^\ ^r^ry' -Aether a AHensha.. -here hasind shdliav 'equal "iftfto b^ ?rf'\ '' '^''- '--''""'' said Company and to vote m fl ° *"" ^"''^ ^^^^^ '» the office in the said C\)mpany. '"'''' '"^ '^ ^« ^^^S^'^^^ ^o -Company. ^ ^^i'^ ^ct, sliaJl also apply to this '^^PP'r- SCHEDULE. FoRAf OF Deed of Salk. ^jonvey unto the said VaDierrlll.^T ' ^7^"t> 'bargain and Qnarry Company tbm-r ;,^ '^® Junction Railway and or parLl S'Z^ SZ^^;;^^:;^^^?f^^Sns, all that'tract selected and laid out by the aid ctm^ «r^^^'"^= ^^^^ their railway and quarry ™k? to £7 fo^' the purpose of said lands and premises ^Zn\l -^^ ^'^'^ to hold the ^^essors and assig^is! Wei "''^ Company, their suc- Witness my hand and seal, this «p thousand eight hundred and °^ o'^« Signed, sealed and delivered 111 presence of 81 10 ! i 1 ■:: [I -I I VOL II— 6 CHAP %:■- 82 Chap. 40 Hull Mines Railway Co. 44 ViCT- CHAP. 49. An Act to incorporate the Hull Mines Raihvay Company. [Assented to 2\st March, 1881] Preamble, w HKREAS it is expedient, in order to promote the development of the iron mines sitnate on lots twelve and thirteen, in the sixth range, and lot eleven, in the seventh range, of the Township of Hull, to authorize the construction of a railway from a point or points at or near the said mines to the City of Ottawa, and also to the Gatineau Kiver at or near Ironsides, and whereas the said railway is for th"'-'-ha,=;;:!>;^;r dollars each; and everv sn h Jl than one hundred "^"^ -come <'YP>i..no.« 1 ""'^^^'^t^iy su(n promissory note anrl hill ^f paries to exchange drawn, accepted or endorsed i„f v.!' *-*J' J of promissory Company by the Presidenf J v ]i • ^"^ "■''"^^ ^f the "ous. and Treasu/er of thrCom .mv^ nT ''''^""^' f ^^ ^'-^'^^'^tary of the Board of Director^ sh a I'l" P"^!^^^^^^*^ « ' ^ resolution but the said officers or dthefnht'"'^'"^?!^^^ Company; ally liable for thrs;me un W ^^em, shall not be person- of the Board of ])SX ^-Jn thf ^'"'^'"'''^^ ^^^ ^''^^''^'Y alone, and not the Corn. C^ ^vhuh case the said officers however, that nolhhig Hh "'jectti shall ^b '^' ^ '/^^^^^ T'-'-' ^ - authorize the Comoanv to i«.,T 1 ^^ omnany or companies. ^ amiigamate n,P" ^he Company shall have power to amalgamate with the with the said Ottawa and Gatineau V alley Railway Coinpany,or the St Law- r,viiway com- r,>nce and Ottawa Railway Company, or to sell, lease or convey to either of the said companies, their line of railway, fran- chises, stock and property of every kind ; and from and after such amalgamation or sale, the line of the Company shall be deemed to be and become a portion of the line of the Ottawa and Gatineau Valley Railway Company or the St. Lawrence and Uttawa Railway Company, r.s the case may be. i^'ciselL"" **• ^^T''^ dispute or ditference arises as to the mode or companies do "j^'^""^^' ^} <-'xercising the running powers, the terms thereof not agree. shall be determined by three arbitrators, one to be chosen by each of said railway companies between whom the dispute or difference has arisen, and the third by the two so chosen or m case they cannot agree, then by a Judge of the Exche- quer Court of Canada. 14. Proviso, aa to exercise of «uch powers. ^ '^ -m 44 Vkjt. iyhts and thereupon litios and ;ha8e, the corporate subject to and such tie and in a once a 1881. //,,// j/,„,, Eai(wa>y Co., .^c. Chaps. 49, 50. 85 In?*; f?^ ""^ °^^'' ''*'''^*^^''* '"'^^ boats to carry the pro ""'>', o-"ard any p^r S^l^e" 'V'^^^ ^^'^ ^>^'-« '^^ ^"^-^ "^ "■"--' AmerL nml? '' i^^"'"'^^ ""' ^'^« ^^'^^^ed States of meKhandi::' ^" '""° ^^"'^ ^"^^"^ -^^"^^^ «*' -^^^ o^' other •nstruited ipletion of Railway ]uire and ) exercise, vvers over the June- e Quebec, e City of e or lines owers to he trains, igaged in 3S : Pro- ig powers usage, to 3 between hich said mount of company •with the e St.Law- or convey vay, fran- and after r shall be e Ottawa jawrence mode or s thereof hosen by 2 dispute > chosen, e Exche- 14. CHAP. 50. An Act to dian Wponite the Eiiropean, American, Cunu .uul Asiatic Cable Company (Limited). 1). [Assented to '2Ut March, 1881.] WJi^^J^^r.-^^*" persons hereinafter mentioned have, by P.eamhle belranted fnir"' f "Fk^ ^^"^ "'^ ^'^ "^ incorporation may coSnlf .• *^r/^^ the purpose of establishing telegraphic comniunication between the Dominion of Canada theUni ed l^^^^^T.^""^ ^^^^' ^'^^"^^^^^ ' «" Nathaniel Co .pany ureene, n lUiam Coppm, and Thomas Brown, all of London '"e^'Toraied. Ijngland, Henry N. Bate. Charles T. Bate, John GHmou Allan Crilmour, the younger, Benjamin Batson John R Boo h Joh hueetland and John Mather, all of th^ City of OttvVa i the Province of Ontario, and.Iames MacLaren of Buckin-har^ 7et"J':r''' '^ H.'''^'?^ '^^^ *^-^r a,ssociai:;, and afiS pel sons who may hereafter become holders of the .Innl- heremafter menfimiPrl .... i.«.„u„ 'l/T.Tf'^? " V^*^ ^{"""^^ ?"naSr ^l i'^C-^iro or "^''-.Europ...... Z^^, „„„„., cinaaian dnrf /iw.ujc Cahle Conipany (Limited)." hereinafter ean, American, Sec (\b/e Co. 44 Vict. roT'"'" v'^^' ^^- ^'^^'V'" ^"^ "^onsh-nrA, purchase, h^a.e and Nvork any line or lines of teloi?raph ironi and to any place or places 1)1 Canada, either by 1 md or wat» r. • ■ the\over,^?Tp ^' '^f. ^^^'^ ^''''''''' ''-'^^ the consent of '"' "'^A'/'^*^"-or in Council, to connect the cable and cables internal telegraphic system of the Dominion or with the line orjines ot any telegraph Company in Canada. ». The capital stock of the Company shall be one million five hundred thousand pounds sterling, divided into shaiv of wenty pounds sterling each : and the said cap itd mav on Zr'^l'''''^ 'r^"-'? ^^"^•^' ^y resolutions ofL BoarJ of iJirectors, by and with the consent of the maioritv n value of the sh.Teholders having a right to vot. aTherei tte'l^'"'l''?n-^''""^^^^'^"^^^>'«that'it shall be aw fib r the lioard ol Directors, prior to the taking and receivino- of nto sh^ris'oV' '^'^""''^ ''''^^ '' -avert the saii^ hare iiito shares of any other amount in sterling, or currency of shT/l t r °r n' ^Z/'^':^! ^'""'''^ ^"d provided aZ that i shall be lawful lor the Company to issue certiiicafes of stock- in sterling, or currency of Canada or of the United sStes ^^f■J!'^;^''^^^''''\P^^]^y''^^yhorro^y such sums of monev of the Sf "' '" '^ amount of the paid-up capital stock ot the Company, aijd may issue such bonds therefor not being l^or ess than one hundred pounds sterlino each or its equivalent in either of the currencies aforesaid and mad^ payable at such times and places and bearing such interest the cZranv m^^i "^"""^ ^^^ ^"^''^^^'^ «" otherute) " tne Lompany may deem expedient and proper for the catrv- mg out of the purposes of this Act. ^ ^ '"' '"*^ ^^rrj 5. Sir E. J. Reed H. Van Laun, W. H. Chase, Nathaniel Greene Henry N. Bate, Charles T. Hate, John oTlmour Allan Gilmour, the younger, Benjamin Batson. .Tohn R K h John Sweetland, John Mather and James Ma. La en abo v named, are hereby constituted a Provisional Board of Directors of the said Company, and shall hohi office as such uiitil other Directors shall be elected as hereinafter provided and in the event of any oiieor more of the said I'ri vision' I Directors dying before the election of other Director.^ the \^urviVo s hall constitute the said Provisional Board Pro is onl and s;^ ^jj Sr^^^^ '■'''' ■''-''' ^----^^ '^^^ Rights of aliens, and limit of liability of «. Aliens shall have equal rights with British subjects to take stock, to vote and to be eligible to office in the sad '^'-ehc.de,a. SZr?;.''''? no shareholder shall be liable, beyond the extent of the stock subscribed by him and rem,) nin^ unpaid for any debt contracted by the Company ° ^'^i'*^**' r^niK m 1881. ■vmk'%-m^'c,?n Europenn, American, S^-c, Cable Co. Chap. 5i>. 87 7. So soon as twenty-five per centum of the said capital fi,,, <^tock .hall have been subscribed, and twentv per Centura m/^UnTor' thereon paid up, the said Provisional Director.;, or a majoritv ^b-^^hnijer,. ol them may call a general meetin- of the shareholders at London, ling and, or at some place in Canada, as the said \^nnlhcT\--''^T 'l^'^y thi»k proper, giving at least three months notice in the Camdu Gazelle and in one newspaper or more published in Ottawa, and London (England), a.s well as in the place where the meeting is to be held, if not one Ol those two cihes ; and at such general meeting the share- .-,,,,• , ho ders present in person or represented by proxj- shall elect SSoT..'" not less than nine persons, of whom a majority shall be Jiritish subjects, to form and constitute a Board of Directors ol the said Company, .nfi; Tl^'^ ''^^'^1',1'^f *^' of business of the Company shall be at Chief pUce MKh place in hnglaud or Canada as mav be determined by "' b"sK thii Directors ol the Company by by-law." Appointment of Preaidenf, Vice Presi- dent and other officers, Quotum of Board of directorj. Proviso: li- mitation as t" '•asting Tote. by ..%7^t ^/^■♦^^J^^-s shall appoint one of their number to act as i lesident or Chairman, and another to act as Vice-Presi- -]a^^ s lor the management of the affairs of the Com- pany generally ; and every regulation and by-law made ly mkt^UotTe'^'l^'""''"! "^ ^'"^^^ until the same is su ,^ ™all tl ereofti'^l. ^"V^ '^'f "^^ of the shareholders, and them ^''''^^^^^'' ^'''''' ^°''^« o»ly as approved or amended bv Appointment cf local honorary Direclora. ProviBO. Board may make by- laws. Subject to approval. o7Srtr -/^-y -7 e^em proper, un^ the" penaltTof tS u^e'of .eet them. ^H, ^^^^h stock and previous payments thereon after thTrt v daj s notice given to each shareholder, by notice addressed to him in a registered letter: and the Company marribl and recover all such subscription. : notice of the times and aces 01 such payments shall be published for four weeks previous to such times, at least once in each week in the Canada Gazette, and in such other newspapers pubHshed m Lugland or elsewhere, as the Directors m^a/thlfk proper 8har°ef to'be ^J ^^ assignment or transfer of any share shall be valid registered. m .4rectrial until such transfer be entered and re.n tered ha book to be kept for that puri>o,^e. " ^isrerea m a Ten per cent. 17 Nn c,iKv^,.^.|;^„ -.c _.- u- ,. ., to be paid /-, " ' " ■"■■■• -iixon Oi .tiulK m tne said canital of th^ upon Lb- Company shall be legal or valid, unless ten per centum shall have been actually and bond fide paid therLn wfthin thirty 1881. European, Amerinut, Sre., Cable Co. Chap. 50. 89 ^hllT ^^^^^f^Jwtio'i ot Iho Company from any cause whatever. And the said ]3oard of Directors or a maSv „ KUJi subscriptions have been recorded, refuse to accent the ""»^ "f'-^e Ser ^dehv o'' "^- ^'^'^^^r''^ )^'^^' "^ ^^"^ Judgment ^^^o^M u^n.^"^-^'^' nimlei, delay or ]irevent the Company from iirSceedinir with an^ completing their undertaking uifder thl^ pi-ov/S of semi- Annual IS. t shall be the duty of the Directors to make semi- annually or quarterly dividends of so much of the pi^H ts as -"--' to them or a majority of them shall .eem advisable and ^^"^*''?' rTnde'd bv t^" "/• T^' "'" ^^^^^^^'^ statement shalf be -nuToV rendeied by them ot the state of the affairs, debts credits T-T^I of Canada being' SptJ' ^^x/^-Lt ^oV he^^C^^nSSS ^^- - fetatixtes thereof intituled "A A7 r«.;,.c/4 S^^^^^^ SX?m'' T'^'^' Act passed in the thirt/-eio-ht?y?ar ot Her Majesty's reign, intituled "^m ' • = "." yef^^ Consfn/rtioH ra/ihs. Act nnii yiaintenauce of 31nrine rei^^vlate the 'J/ectric Tele- in'two'^ vea^In^^ "'' Company shall be commenced with- Commence- v,-^i?, r^ ""^"l"^ ""^ '"^^"^^ cableslaid,?nd completed ■"«"»«"'! ths Te/Xlir'nT ''; i-f"S-^th- Act. othe^w^se rwffir ^all ^ SCtcTsllilfllj-^^i,^ for;iy?oun?r7wh"riafl ha^^^'"^f ^^ Company to ^^'Sl tei^^^^Sb^^Sfril: ^ ^ ^^'^ eLSh vtto^^^ ?' Jiiirteenthse.Mou of the Act thirty- eignm Victoria, chapter twenty-s x, have equal rin-hts witb eoutd'h""^'"' ^^ ^^"^'^^ = ^^'^^^^ suchlransmis on be required by some person officially charged with the admin! istratioii M i ; w Hi: 90 Charges Chaps. :»0, 51. Europen,,. Amennin, Sf-c, Cable Co., 4-c.4i ViCT. istratiou ofjastiu. .., ^mthorizod to require such transmis- TZtl ? f'""''"''^' •°*' ''""*" ^' '^y «'''"*' "Officer h oKlinTa corresponding position in such foreign country. aa. The charges for the transmi.s.si..n of Gov.Tnmont mos- sages shall ho reasonahh> and uniform. ^rt/d^nce tcdp?;nnhf/K'^'' ""^ ^Tf^^f"''" "" '•^''^l^^^^' ' ^ th. do.spatch of of mesiages. telegraphic bu.siness shall be as follows:— 1. Government Messages • 2. Telegraphic buMnes.s of the Company ; 3. General business. The line shall be kept opm for daih' business, and all messaoj.s shall, m the .bove order, be {ran^mitted accord- ing to the time ot receipt. tionsof Act. ",«"o^ the Act thirty eighth Victoria, chapter twentv-six and38V.c26. shal extend and apply to messages to and from the Govern- ments of the foreign countries ret\.rred to in .section twenty- one and the subjects or citizens thereof. ^ Preamble. 43 V., c. 61. Name cbaaged. CHAP. 51. An Act to aniend tlie Act forty-third Victoria, chapter sixty-one, intituled '< An Act to incorporate the A.ssiniboine Bridge Conipan 1 nine of the said Company. V, and to change the [Assented to 2\sl March, 1881.] TU IIKREAS the Assiniboine Bridge Company, incorporated «1 1 *u^ V^^ ^^* orty-third Victoria, chapter siiy-one, and others have petitioned for an Act extending the powers «trn.f ^^\ ^^"IP?"^' «"',''•''. JH'>''hv aufhori.o,! to buihl, Toll brl.,. euct,conMi ct work, luai/iniin ai!.( manimv a solid and ?'*' «'"l r,u- n-W- "^ «<.me point with... tlK.li,nit.sof th. said -"'W C > ol \\,nn.p,^g to a point on tho oppo.^i,.. l,a„k of tl^ «. r T^ ^'^ "'■•"'■? ""^ ^onsfuct toll-houses an.l toll-o-ates with othoi- dependencies and approaches to or upon he taid thi'nt" :fsha?r !° ^^^-'^--"^*'' -» -cl. other Inatft'Ind tnings as shall he necessary, useful or advantarroous for laid WKi:;el;d';ii 'r''^' '^'F'"^ "^^ ^"^ ^.^^^ z «ub let fo"^h *«^l-'f*^"'^*''^- «''^ f?«t''« '^n' 'Steamboats, vessels, boats 2. ize?i Iltr^ir^r'r'^^'T''^ Company are hereby author- ized, alter the sanction oi , maprityof the shareholders E."'t bniTf' by proxy Jt a special o-enei'l m^^^^^^ ing to be railed from time to time for that purpose to issue bonds under the seal of the said Comnauv' SSi'd ll t Srr;'"^ °^^\^^^^- p-rdi»8-officerlniruS: able at Zol\^^ '^l '■ ^""^ u""^ ^*°"^« ■'^^all be made pay- nla. e« in r , T" ^"i"^ "^"^'^ '''''''''^'' '^''^ ^^ such place or fueb r. i ?• ^ ""l elsewhere, of such amounts and bearing- such rate of interest, as the Directors shall think proper • and bettr^' t^' ^^t.^«"t registration o> Ibrmal 00m eyance be taken and be considered to be the ,nst and prefemi kl claims and charges upon the undertaking and the pro eAy time after acquired ; and each holder of the said bonds shaU Bonds mar be iaaued hj the compan/ for raisiog money an J secured by mortgage. I I I IMAGE EVALUATION TEST TARGET (MT-S) fe {./ 4 Z tA f/- 1.0 I.I ui ii£ Hill :^ 1^ 12.0 12.2 11:25 ■ 1.4 18 1.6 IP Sciences Corporation 23 WEST MAIN STREET WEBSTER, N.Y. 14580 (716) 872-4503 02 il Proviso : Kmouai JiOiiied. What toils ici.v be cbarged. Chaps. 51, o2 Rid Hirer SfAm,nboh>e BrirlgeC, . Sec 44 Vict. ISth'Tl'H *"" /f \nioHgaff.v and in.uml.rancor ,.,;> rata ^^, h all the oth.-r holders theroof upo.i the und/r k no ^a^. iJirectois .shall have power to issue and s.'jl orpledoe nil or any ol the said bonds at the best price and upon h.? he bHirforX'^^"'" "H^'^--«^ ^h'^*"-^ they mT;'be' blot obtain, for the purpose of raisin- money for prose.utin"- the said undertaking: ]Vovided,^that the amoimt o 'm oh bonds so issued, sold or pledged, shall not. iiX aXe.v te exceed the sum of seventy-five thousand dollars. '=^'"-'^^ ' sectiol^f ^1t "flTf!::. ^'r ^^^''^•^'^ ""'1*^^ '^'' nineteenth Mctionot the Act lorty-third Victoria, chapter sixtv-one h.jreinbefore cited shall apply to the bridge a^cross tl^ Zl' A^^f -K ^v'^^'^^'T^^- «« ^v^^Il as to the l)ridge across the CO ained"' '''' "'^•^'"^ ^" '^' P'*^^'''^" "' ^^e^aid sect on --kiil^i.ed. onJ'vI''" '"i"^ ^''^^^'^^"' ^''*^S« shall be commenced within ofthis Ac" "'"^^^'^'^^ ''''^''' '^^'•"" >'^'^"'^ ^'^'^ the pas.;in^ CHAP. 52. An Act to incurpoiate The Moncton Harbour Iinprove- uu'nt Coinpaiiv. PrfRiLbie. [Assented to 2\sl March, 1881 ' TV IIER]':AS the enlargement and improvement oi the TT Harbour on the Petitcodiac Kiver, at or near Hall'.s Creek, in the Town and Parish of Moncton, in the County of Westmoreland and J'rovince of New Ihunswick, would advance the general interests of Canada, by affording greater Pn rAf^'^'/^'.^^'V"' '"^^ ""loading of vesse"ls°at the I oit of Moncton, thereby securing the necessary harbour ac- commodation lor the greatly increasing trach/of Moncton and the surrounding country, and a better means of ship- ment tor large cjuantities of freight carried by the Inter-o. lonial Ixai way to that port, thereby greatly increasino- the same; and whereas certain persons hereinafter named are desirous to undertake and carry on the said work, and have, by petition, prayed that they may be incorporated for the purpose and it is expedient to grant them the prayer of Jhoir petition • 1 hcrefore Her Majesty, by and with the advice and consent of ...eSenate and House of Commons of Canada, enacts as follows : — 'i'"»w»Wl««*!ltMMm 44 Vict. Certain pe- SuiH iueor- Morated. 1!*31. Mon<:to,> Ilarhnur Imin-orement Co. Chiq.. .3-2. 1. Jclin J- Harris Eli«8 Eotslord, Kdwanl \). ("han.Ik.r ( hnstophor P. Harris. Joh M.K.nzi.. D.-ni.s A ] V H. hlhott, John A Ilumi)! .-y, Al.iior Jones, Modi's Jon.s Martni Dowl.ng, Ja.no.s McAllister, R. Tho m, i^i T, 'l IJ' reno V ^orl,os, William R Fero-uson, Jo." h r,, i'r' Kdu-nvl r f'nl,, T ; Vi ••, '-"viKlali. ^orlnan IWton. W n wll .^ r Af' ";"'"I'on, Amos H. Chandler. Georir. \\ Chandler JlnamAV Palmer, Il.'nrv T. Stevens. Frederick W. .Sumner, Kuhert Cochran, AVillian/JI. T. Sum er Geonr. Jit Old, Jtobeit K Loyer, Ila'-vey Atkin.son and IVter Me- .-uevny.and snch other persons a.s may Invome share oldes in the corporation to be l>y this Act created, shall he and t lu'V are hereby erea ed, constituted and declared to be a c^V>ora- Moncon•H!;t''^''"^ '''''''■''''• ''>' » he name o'^ The ih^ Comm n:^^ ' u?T''^^^^^^ mc Lompan>) and by that name shall have nen>elnil succession, and shall have a common seal and othj^ th usual powers and rights ot bodies corporate, no m onsi^te with the provisions of this Act ; and by that uC^^^^^^^^^^ may sue and be sued, and may purchLe. acq re and ho lands, necessary for the purposes of the Cor3m u' a d c^'^oii^wrfr'^^^'^"?^^ '-lete and imiiU«h, oihe Vovk ";f ;h' pT' " ^";«'>»'-r' '-i^^ <>"■"' «■•" -h heS r.tf^^, 'S"""''"!'"?'' >"""^ <"■ l''"''^^'' »Io"ir the oompaay for the im- provement of the Kar- bour, Ac. How the basin and the W kr/he .ofio „c /Sr.nd „"v' , ^tssusand boats tohealloatfor the more convenient «iwl ?rowaTs , °„'tt' T" ;"!'r "'s }^«'>^^^^^^ nowage sliail not be extended above the bottom of the slni<.e m the aboideau in Mill creek, near HumXoTs mifTo the mahitain . wh.rv.i T ir''"^'' '"*^ ^« construct and and suthcient harbour at the town of Moncton. il i 94 ApproTal of Governor in Council Inquired, Lands xany be tnterea ujion for B-rvcj, Ac. Necessa-y toaterials maj be ac- •gaired and I'iaced or removed. Wbarves, buildings, &v. may be con- Etructed. Al60 damti nod embank- ments. Chap. 52. Monrfun Harbour Iniprovement Co. U Vict a. Provided alwayis, that before the Company shall hreak groiind or commence the construction of the said works the l^Jan location and dimensions, and all necessary i^articulars ot the canals, cuttings, sluices, locks, dams and other works therewith connected, shall have been submitted to and shall have received the .san.tion of the (rovernorin Council. 3. For the piirpnsos of thi.s At. and subject to the provisions oi the next preceding section, the Conipany their deputies, servants, agents and workmen, are hereby jiuthor- iz.'d and empowered to enter into and upon any lands and grounds of the (Queen's Most Excellent Majesty, not herein- after excei)ted, or of any person or persons" })odies politic or corporate whatsoever, and to survey and take levels of the same, or any part thereof, and to set out and ascertain such parts thereof as they shall think necessary and proper for making such intended canals or cuttings, sluices and water- courses, locks, dams and other works hereby authorized, and such ands as the said intended ilowa-e is proposed to cover anil ail such works, matters and conveniences as they shall think proper and necessary for making, preserving, improv- ing, compietmu-, maintaining and using the said harbour, so enlarged and improved as is proposed, and other works •onnected therewith : and to dig, cut, trench, g^^i, remove take, cany away and lay, place and deposit earth, clav, stone' soii, rubbish, trees, beds of gravel or sand, or any other matter or things which may be dus: or got in making the said intended canals, cuttings, sluices, wat^ urges, lock? (lams, embankments and other works on, th h or out of the lands or grounds of any person or person,, body politic or corporate, through, on or over w^hich it may be necessary to carry the same, or adjoining or lyino- convenient thereto and which may be proper, requisite or necessary for makine:' or repairing the said canals, cuttings, sluices and watei- courses, locks, dams and embankments, and the works incidental or relative thereto, or n hich may hinder, prevent orobstmct the making, using, completini>', extending- -and maintaining the same, respectively, according to the intent and purpose of this Act; and to make, build, erect and set up m or upon their lands, such wharves, buildino-s, houi^e^ engines, machines and appliances as may be requisite and necessary for the more convenient fittinir, repairing, gravino- and rebuilding of ships, steamers, vessi^ls and boat^ at ov near the said Town of Moucton, as well as such paths,'roads and other works as the Companv shall think requisite and convenient for the purposes of the said works, and ])y means of the said locks, dams, embankments and works, to retain and keep the t.dal waters ilowiny into and alon.>- and hrough the said Teti^codiac Kiver, Hall's Creek and its'tribu- tanes, as well as the waters flowing and running out of the same and thereby cause the llowage of the said Hall's Creek and its tributaries and the banks thereof, and the lands 18H1. MoNctofi Harbour Imjnovemenl Co. Chap. 5i>. lands ^^onlermcr on the same, or adjacent thereto, or the ^ sth'i nrh^^'f"''^"'" ^^'^'^ "^"^ ^""^1 adjacent 'thereto .a such depth and over such extent and length, and lor such time or times permanently or periodically, and to divert ^ny bro.,k or xvat.'rcour,se, or »hange its direction, and to use keep and retam the ^vaters thereof, and enlarge, deep urn' widen the said river or creek and its trihutariJ^ or any par thereof, or to exclude and keep out such waters thenar m o make a pood and sufhcient harl,our where ships, steamers, vessels or l.oats ,an he alloat at all times, and eonvenieiitlv load and unload, or be repaired, refitted, graved or rebuilt Zrt'"'"''^^ "^ '^' ^r^^'-^^y '^'''^^ *hink requisite ad necessary; and also from time to time to a ter, repair divert, widen, en large and extend the same ; and to cons uc[' erec , make and do all other matters and things whi.h hev shall think convenient and ne.-essary for the construetin"- and to the rue intent and meaning of this Act,-tli.'y, the Com- pany, doing as little damage as m.,,v be in the execution of the several powers to them hereby granted, and makinn- Kitislaction in manner hereinafter mentioned to the owiierl and proprietors of, or the persons interested in the lands tenements, hereditaments, ^^■ater, water-courses, brooLs o'' creeks respectively, which shall ]>e taken, uskI, removed prejudiced or injured, or for all damages to be by them •sustained, m or by the execution of^lll or any of tie to indemnify the Company and their servants, a-ents or r'n^iTnf-"/);^ "" other persons whatsoever, for\vhat the; or any of them shall do by virtue of the powers hereby f'Zt' '"^r' "«^;r"*'^^^^'«^*« ^^^=^^ provisions and restrict tions as are hereinafter mentioned. 4 The Company shall at each and every place where the Dr«„ k m Z\-T^r'r!''''^'J^'^^ ^^'^^^ «"y highway ex tn^a^o^^b&^^ the time o starting the said work, erect and k»)ep o-ood and ^^'""^'T"' sufficient drawbrido-es to the sitisf^-ipHn), niiC.( " saiyand Pmiii,.!-! ,..v,; u u ?i L 1 sdtisKKtion ot tliG Crovernor in ''""dj not to CouiKil, which shall be kept shut except when vessels are ^e i-npeded. pnssing so that the public thoroughfare may be as itt e rJuUitr^ .rt^*^ ' r ^ ^^"" "^^' '^ "^^'^•"^ '^e said can or cutting, eut through or interrupt the passage on such public road until ihey shall have made a convenient road on' which '' "■'^^'^ ^^" Y^^ '"'^'^ •^"^'•^^ = -'^ lb" eve y":^ K!edolh ^*^'"^'«"' ^^'^ ^«'"P^»y ^hall incur a penalty -«'-' 95 Repnirs ru'iv be made. And to do all oilier things necessiirv. .Making com- pensation for damagp?, &c. Company iodemnined for things done under this Act, nof ai?^t:: sZS S iUSii:^£.sSnklf ?;;!:\^;;j;; ^^^^ ^"' J; n::!";'^i!^>; H '^'^""'^^ ^«r the wharves and other ^^^U works of the Company for th« purposes of the said harbour improvements nil 111 06 OompensR- tion. Sale and use of water supply. Convoj^ances to the com- pany by cor- poratioDS or peraong who could not ordinarily convey. Parties coti. veying in- demnified. Arbitration in case of disagreement as to com- pensation. Chap. 52. Monrlon Harbour Improvement Co. 44 ViCT. improv.'in.'iits and for making easy entran.es to their said canal and harbour, and the c-onsiruction and huildin-'of dams embankmont.s, sluices and water-courses and otheAvorks as thoy may deem requisite and necessarv, paying therelbr as provided m this Act, hut subject to tli'- provisions of the second section of tins Act. «. The Company shall have the sole power to use sell ease renter otherwise disj.ose of, for their sole use and beneht. any water which they may receive, keep or detain )\ the said dam, embankments or works, on such terms as thoy may deem expedient and advisalde. 7. All corporations and persons whatevor.-tenants in tail or lor lile, guardians, curators, executors, administrators and all other trustees whatsoever, not only for and on behalf of nemselves their heirs and successors, but a 1, so for and on behalt o those whom they n-pivsent, whether infant-^ issue unborn, lunati.s, idiots, femes rovert, or other persons seized, possessed of or interested in any lands, may contract •sc'll and convey unto the Company all or any pai't thereof' Irovided always, that in all cases in w^hich the parties hereinbefore enumerated have no right in law to sell or con- vey the rights of property of the said lands, it will be necessary for the said jxirties to obtain from a competent judge, alter due notice to parties interested, the right to sell the said land ; and the judge shall give such orders as mav he necessary to secure the investment of the purchase moneV in such a manlier as he may deem m^cessary, accordiu"- to the law o the rroviiice, to secure the interests of the ouMier ol the said land. S. In case of disagreement between the Company and the owners and proprietors ol, or the persons inteivst'^d in the lands, hereditaments, water, water-cours(^s, brooks or cre.-ks respectivelv, which shall betaken, used, removed, prejudiced or injured by the Company under the provisions of this Act as to the price or value thereof, or as to the compensation or the injury or damage by them respectively sustained then such price or value or compensation shall be deter- mined by thix>e arbitrators, one to be chosen by the Company and one by the owner or owners or persons interested as aforesaid which two arbitrators so chosen shall choose a third arbitrator ; and in case of their not agreeiiiff in such choice within ten days after their appointment, then and in such case it shall and may be lawful for the Chief Justice" or any one of the Justices of the Supreme Court of the irovmce of New Brunswick, upon application of the Com- pany or owners or persons interested, to appoint a third arbitrator and the award of the said arbitrators or any two of them shall be final and conclusive in the matter referred to them, and the costs of such arbitration shall be paid by the 1881. •^ronclon llurbour I>n,mn-e»,e,( Co. Chap. 52. 97 '^^o:'^r.z'.^::::^^::^^ the saidr...., agreement or annoii/Hni i • '''^''"'' '"'^l-'»ni? any such '" caseoi'^ such case. ttX fy";;; Vi; ^ ;?^--«- /.^-l an.I in'ever; ZX^T-'- the said Judo-es or the <^n,.l ^ application to one of ^bitratora <>^\ewBrunM ick stuS;h\''^'^ ^^'^^ -^'^'^^ Provinre '^ ^"-^ f'"'^- ^me Sr/ ^^rS"^^'-""'^"^- or to some ^heriff! coroner o'pSn orf^ Hf "'■ '^«"^'»-''*li"y such ireeholdeis within the sni 1 L to "^"mmon a piry of li^'e . whichjuryupon hXr/h" uUi^r'^'^^ oath to be tikeii K r o? ' ^^"^"^^ ^'^^^s, as well as the ^ummonM onlledupon o^i'-eevid^^L^^^^^^^ '^"''■^'^"^ '''^^ shall b ""^ ''-'^- Mich jury is hercbv 12 ; theort.cer or person summonino. or annual rent to K tl L 1 ^"'' '"'"^ ?' '^"'"^ o^" money. Ponsation ibr the use o dam '' F'''' /"^^. ^'^^'"^' «f' ^^ <^om- Mioh property as ^vZm^^ST .r^^- '"-'"'T «"«tained by verdict o 'such jurrs ai 1; . ' ^^^, '»q">' and renuiin at the order and disposal of the said court for the bonelit of such infant or lunatic. And the Company shall nay all the costs, cliarges and expenses of the said proceedings until the said money is so deposited as aforesaid. CanitHi stock The capital stock of the Company shall consist of one " "'• hundred and fifty thousand dollars, current money of Canada, to be divided into lifteen hundred shares of one hundred Provision for dollars each : Provided nevertheless, that the Company increase. gj^^^n j^^^.^ power to increase the said capital stock to live hundred thousand dollars, of lik(> current money, and to increase the number of shares accordingly, by a vote of the majority of the shareholders at a meeting called for tliat purpose. First meeting (•f share- faolderg, when and bow to be called and held. Proceedings thereat. Election of directors. Term of office, 4c. lO. "Whenever five hundred shaves of the said capital stock have been subscribed, and ten per cent, thereon paid into some chartered bank to the credit of the Company, a general meeting of the subscribers thereto, or the major part of them, representing a major part of the subscribed stock, shall be held at the said Town of Moncton, and shall be called by John L. Harris, or in the case of his death, neglect or refusal, then by any two of the said corporators, by notice in one or more of the public news- papers published in the said Town of Moncton, or in the City of St. John, for ten days previous to such meeting, for the purpose of making, ordaining and establishing such by-laws, rules and regulations lor the good management of the affairs of the Company as they shall deem necessary, and for the purpose of choosing seven Directors, being subscribers for the said stock and members of the Company, under and in pursuance of the provisions hereinafter made ; which Directors so chosen, shall serve until the first annual meet- ing, or until their successors are appointed, and shall have full power and authority to manage the affairs and concerns of the Company and to commence the operations of the Company. Annual general meeting. H. A general meeting of the shareholders of the Company shall be held annually at the Town of Moncton, at such time as the Company by their by-laws, rules and regulations may, fSrVi'- S*?"^ t'"^*^ to ti™^. appoint; at which annual meeting seven ' • Directors shall be chosen who shall continue in office for one year, or until others are chosen in their room, in the choice of which the stockholders of the Company shall vote accord- ing to the rules hereinaitev mentioned. 19. 44 Vict. Act. And I'lilue suclj due, l)y a louiul by Court ill (li.si)osal of alic. And I expenses > deposited sist ol'on« oi' Canada, ! hundred Company stock to >ey, and to ote of the 1 lor tliat id capital M'eon paid >nipany, a the major ubscribed cton, and se of his the said )lic news- )n, or in meeting, ling such ?ement of jsary, and ibscribers nder and i ; which Lial meet- hall have concerns IS of the Company such time ons may, ng seven -e for one he choice e accord- 1^. 1881. M,,,cton llarbain- I,n,non:ment ( W. Chap. 62. ing after t;^';i::;;^,S;;i\i^';ii''^^^ '^'- 1 ---^ ^^^er me... 09 Kleciion of President. I». The Directors for the time beiii.r sh.ll h.,- appoint such officers, clerks -.Z s. r ? ''"; J'!;^''*''' ^^ «'-wor. of necessary lor the executi o- oh."' ^'^'^ ''^"'' *'''»k ''-'--a. and shal ailou them su ? J """'"' ^* '^^' <-'^mpany. services as to th< m ?h.t ^^"'"l'^'»'*''lion lor their resp..ctive shall h;;:iW '^^,:^ .r^;;;- ™|->'j« -ul prop^ ; and all and every the allai i f he Cwf,, ^^ '^T^^'^ ''T^"' . S5t;^*s;:;rsi!/-v^^^ the work and 'rii; :, '"S^^il^^l^Sr^ '^^f " '"'^kino- and generaliV ^ clo'S' tr^!;';" ^in'^,"'^', undertaking! allairsoftheComnanv x-c.Mf t 1 l- '" husiness and vided, and sub ei tX' h f 1^' ^^'l' /^''^ otherwise pro- always be one, Mcent in ».^'„? T ^'' I^'''s"loiit shall »«Ui.E.. Uireclore present mfv eL„?.^ ^?T-' '" "'''"'> <='«'' *« man in hb^ X" 1 ™? th^t " °' """f '""nb" as .hair- rer?on is'a'lXm" ^LlSiri'^ ^f -tor unless such Q,.«.,fication <-apital «tock oftL Comw.aldLn^^^ '^ '^' ''"'''"''"'' one years, and shall have paTd a 1 edit ih^ '''""^y' ments made and due on the sh«rJ i '^ v ^ ''"'^ ^^^^^S' shall cease to hold tL^s^idnffi^'M'^ ^'^ ^™ ^ ^"^1 he shall cease to ho the re ish^ nn^b ^'''r 'I ''^^''''''''' ^« said; and another s^rZl shlTl?! t '^"'n- ''"^^ "^■^'•«- his stead as hereinafter provided ''''" ^''''^''' "^ Com'!;anyVoM;;^:;,fe"*mc^rih"' •^-l\^^--"^-l^l-- in the Proportion be entitled on everr:c:a.irwt 7i";^ilSl?rw^t,^^;f ^"-" " provisions of this Act the vn^^^^l-.i conloim ty with the be given shall be hi tt p .onortionL^^^^^^ for one «hare and not mo'e ChTw^^^ two shares above two and not exceed^; ten itV ^ ' T^'^ VOL 11—71 ^iceeumg ten, one vote, making five i Pit V-1 100 ^11 Limitation. Proxies. Chap. 52. Mom Ion JInrhoiir Improvnxettl Co. \\ Vk-t. fivi' votcK lor It'll sliHivs ; forovory four shar.'s almv*' ton and not exco.-dinjr thirty, one volo, niakinir t<'n v<.t.',s lor thirty sharets ; and lor ovory six slmros above I hirt v. and not ex.o.'d- 111^ sixty, one vot*', makini-- liric'ii vot.'.s ior sixty shares- and lor every eiurht shures al.ove sixty, and not ."'xceedino' one liundred, one vote, niakinu' twenty voiesfor one hundred shares ; for every ten shares above o\w liuiidre.l shiuvs and iiot exeeeduiLT oiu» liundred and lifly, one vote, makin- twenty-live votes for one hundred and lilty shares ; and lu'r every twenty shares abov.' oni^ hundred ami iilty, twenty shares shall constitute a vole ; but no person or persons, co- parlnershij), or body jjolitie or corporate, bein<>- a ineniber or members of the C'ompanv, shall be entitled to a on.ater number than lilty votes, ir All stockholders may vote })y proxy, jirovided the holder ot such proxy be a stockholder, and do produce a written authority from his constituent or constituents so to act, and hie the same with the Secretary before actino- Vacftncies in t'hrboaid'of t ni" Directors shall be and they are h.^reby authorized directors htw [° ,[' "I' '",^7 vacaucy that shall be occasioned in the board filled. by the death resignation, disqualification or absence from the 1 rovince of New Brunswick or the meetings of the Directors continuously for three months of any of its members,— which absence shall be deemed to be a resignation, and entitle the board to declare the seat of such Director vacant ; hut in case ol the removal of a Director by the stockholders for misconduct or maladministration, which the stockhold(n-s are hereby enti led by resolution to do, his place shall be filled ui> by the said stockholders ; and the persons so chosen by the Directors or stockholders shall serve until the next su( ceed- ing annual meeting of the stockholders, or until others are ,u.ar ,n„.st pro,,.,- ol .1 th ' pr i " 01 Mc.n.toii or m the City ol'St, John. tn'f!;J''"i'^','T''"'' ''^' ^''^* t'ompanv shall haw pouvr Calls <>.. 1 vy and.col kvt assessments or calls -upon the share J'n , , S"" ime to tune of finch sums of money as may l,e deem le, tvssary lor carryin^r on the business of th "con any • un whenever anv assessment shall be made hv th^Co nimnv it on o mor' f"l^.°*'*'- treasurer to ^ive noti.e rivol^ Notice, o?\Tn . ^ "^^l"; "T''^"''*"'"' piihlished in the said Towti ol Momton or in the City of St. John, renuirin- payment of negit^ t or reluse to pay to the Treasurer the amount of siwh "J'"^^' ''> clirou .'f'^.h ?^ ^^', l^irectors, shall advertise all such le inquent s shares lor sale at public auction, ffivi.iff at least thirty days' notice of the time and place of such S ,nd h etrftTth";'"' ^^« '—-t is not th'i p:tl\;i h mtertst Horn the time such assessment became due and the cost of advertising, shall be sold to the highest biddeam^l after retaining the amount of assessment luid interest due on each share, and the expense of advertising and selling IdZufT '^^"^^^'^11 '-" P-id over to the former ow e?,' and anew certificate or certificates of the shares so sold shal be made out and delivered to the purchaser or purchasers or an action may be brought in any court of comne tent jurisdic ion for the recover/ of the aniount so dT-C • such subscriber shall not haVe paid anything on account o the stock so subscri?,.. ; for and taken bv him, the Directors toi .n5T2 ^f>-^.f^hej^ see fit, cancel such subscH^! b, cancenin, member of hi n"^'""^"' 'H^ thereupon .ease to be a -"""I'tions^ meniber of the Company, and shall not be entitled to the stock so subscribed as aforesaid. ^niiuta to the Tow^n o1' M^n7t^;;=' °r^'.-^'^T^V^ «^ be held at the General iown ol Moncton, and notice of the time and place of such ™eetinKsof meetm^.s shall be given by the Secretary in oiiror mor^''' ""'"^ ortre'ST4^^^^^^^^^ said 'Town of Mon'ou f?n,r.? l^ ?-^"**'^''b"^«^'«^d'^ys '^t least before the mTv be c^SdT';!;^ ^PT*^^ T''^''^' «f '^' shareholders Specia. rLareho di • ^^T*"'^' ^'^ °"^*^^ °^ *^« Directors, or "-tings. 01 shareiiolders representing not less than five hundred shares of stock, upon giving the like notice. helTlkWe^to'^wS''"'^^/"^?."^ '^' ^^"^^^"y «h«i^ ^^ ^-^i"t/to exeVc^Unr.t ^K^'^y fi' ^^"^ payment of each and ^TP^^^^'f^^ e^ery call or assessment made (not, however, to exceed in '*"'• amount n.\ ill 1 cumpan^'. Borrowing powers ot tht company. 102 Chap. 62. Munchn l/>nh„nr ln,,,roi'en,n,f ('„. UVkt, Hubln.jf tl... Cou.puuy to pay th.-ir dohts an,l .m .. ,im ..itH ton of the ... 'V ""'""> 'iiH>l<' to tlu« cn-diiorH o tht' CoiiiDanv tn an iMH stork has l„.,.ii paid u]), hut shall n.)t h.. I h. toanac.on th.-ivtor hHoiv an .'x-viuion a" ir. , • Cu.Mj,any has been roturn.d un.satisfi..d in m hole o;.,, pin. ai. It shall and may he lawluj lor the Cun.i.anv to hormv ^Mther u, the DonWnion of C:.na,la or out ..I' ; . , Vn 8t..rhnvr money or .-urren-y. and at such lej^a rate re-borrow, provided that the whole amount borrmved clo not at any time ex.ee.t tho sum of fifty thous , do .-s^ and lor secunnjr the repavmeut of tho inoner.^ o wed" e'ln .rr^^t"'"';' '^'''^ \l ^"^''"^ '«^ '^^' ^'«>» -")• 'o o " ffe' a d w "ITk''."*^*''"^''^' •^state, works, ratos, r.v mu .s ?'mnn n ""' n " " ■^"'^ "'^"'^ «" '^''' «l>areholders ol h C ompany. and all otoer sums of money or assets due Dmible ZTn:V^rr^ ^"'^"^•"» '^ thc^V>mpa^. o 'to^^ vl expedient payable either in rurroncy or sterlin- monev am either with.n or without the Domii.ion; aid's uh Bond d'bentures or other security to be granted may b " made n^^^^^^ able to bearer or made transferable by simple emlorseXnt or otherwise as the Directors see lit : Provided a 1™ "ha no such bond debenture or other security slml .7, lade o granted for a less sum than one hundred dollars Total amount limited. Security by mortgage ol property of company. Form of boads. Proviso. Riglits of boadliolders. 25. The respective obligees Proviso. tnre>. w„r.M,..i" , \, -■•■-'— '" «"'h bonds or deben- tuies. secured by the rents, revenues or future ..alls EoThe''' ^"^^ the Company shall ,)roportionav accord ing to the amount of money secured therlbv. h, entitled to be paid out ol the rents, revenues or future cdls oTthe CW pany the respective sums in such bonds or debentures men tioned and thereby intended to be secured wi^thout J preference one above another by reason of priority of dLeoY any su. ot oneot Her Majesty's courts of law in New Brunswick or belore a commissioner duly authorized to take alhdavits to bo used in the court in which such action, suit or proceedino-is brought, to be a true copy extracted from such minutes, book or books, and bearing the seal of the Company, shall be held as evidence of the action of the Company or Directors in the matter therein referred to, as well as of the election of any 1 resident therein named: Provided, that all bonds, bills-, Bonds, *c to notes, contracts or other instruments so signed or signed and ^ counter- sealed as aforesaid, shall be counttrsiguod by the Secretary "'^"'"*- olthe Company; and provided further that no .such pro- Proviso, «3 missory note or bill of exchange shall bo for any sum less '« "otes paj. than one hundred dollars, or be payable to beir,>r, or in- bearer! tended to be circulated as monev, or as the note or bill of a bank. \:f\ , 37. It shall not bo lawful for any stockholder atanv meet- Reatrictions ing to vote on any stock which .shall not have been held in *' '" ^■'''«« his own name, or the name of a hrm in which he may be '""''^'"• a partner, or by the party for whom any person .shall vote oy proxy, for at least one month previous to the time at which ^ 104 Chap. 52. Munvion Harbour Improvement Co. which sucli 44 Vict. Rates and dues may be charjredVor use of work?. any sharos ol' «to,.k h 'd bv h'^ f/il ' '^ ^''""^^'^''^ holder. ^ '"'■' °^ '"""''y ^"'' hy such ,shaiv- Dividend not 3,S TIln/^^^.v,. i i, to impair .u^ • ,"'"J'''"y shall not mako an v divi,! .,,,1 i i capital. their ,,ii>ital stock will be in -inv ]J^l ^n den I whereby any dividend be paid in ,v.n.w ^r ° i' '"'^'^^^''^'J. "or shall a'l calls then dm-^n l^'eTS ,n.h'";; ".'" '^'''''' '"'*'^ the person to whom surh .1?!^^^ '^'^''' ?' "^^'"^^^ f>v Unpaid e.,3 havi been paid ; an" itstd V' l^ltS/^^^^ ^'^^^" ^vere res[>.c?h-e y cXd for ol! ,?''")"'' "^''^^ ^^^^ '^^^ ^'^'"'^ by him, such SI m as won U T ^"^^ ** T'^.^ '^t any time owned paid call or ear from' S^trrrl^^iS^T ''' ^'^ T to have been naid nniil ih^ r J^ ^^"'ch the same ouffht ov to the perio^d of t^;^,l t onhihU7'-^"r^^^">^ '^-^'' sach interest may brSotJi , '^'"''^'''^ ^^om which pany. ^ ^ flulucted and reserved by the Com- he^ftI':j?S:>;^?^;ii^3ti,ne to time and at all times proper use and bXof fij^n'^i^^^r:;^'^^ '" "'^^ for their own of whatever kiaid or descrit>tionVh ?"'"'"' ''"''"^^ ^^' ^^'^''^ harbour so made constiuotp ft f ""/^ ^"*^^' ^^^ «'"nclo,i Harbour h,/n-ovc»ient Co., ,S'C. Chaps. 52, 53. 105 be paid, and to detain the same until payment thereof and any ol the sa,d rates, lee.., dues or charges ami acra^to r us^^ iJ CHAP. 53- An A..t to incorporate The Acadiu Steamship Com- piuiy, (Limited.) issented to 2\st March, 188].] of Ni f ^^V^^il^ton, master mariner, Thomas Jones ?U-^'"*l''^' ^^^■™*^^' Captain Joseph Hall, of GranWlTe cha?:' trr^r'p"^'"^^^ ^'- Eoop,^f Clemensport m^^^^^ Annanoiis t;<^^^ t/T''">^' ^'i^^'^^' ^^^ ^^ the County of t!l ?ir ^V Thomas li. Hams, of Ayleslbrd, merchant and of Kil-'f ''^r°^!i '^ ^r ^^■^"^«' ^^^"^«'' botlUn the Coun y etSS'thePa' •"' ^^%^/;^^'^»^« «f Nova Scotia, havJ peutioned the Parliament ol Canada prayinff that thev mav aioSrSSh""'^ --h other peLLfs shall bLS 'tvToTlAi A r'^L^'^^'^P'^^y^^^d^ the name and to own rel IftS ' ^^eamship Company," with power and sheds id t. ^"-^^'^ich to erect piers, warehouses ana sneds, and steamships and vesse s for general transnor- fil:"/' ^""^ -'^bn W. Margeson, together with surh other Compa,;:Th'rh': t'"-^' ^"^ ^^^'^^^ stockholders in the WexLtn 0^'^?"."'.'°'^°^^^ tbeir respective ii«is, executo.., administrators, curators and assigns shall be and !t ; -Ji f I 106 Chap. 53. Acadia Steamship Co. 44 Vict. Corporate name, nid general Iiowers. Caiiital stock &aa Bhares. and a)v hei-eby created a bodv politic and corporate hv the name ol " Ihe Acadia Steamship Company, (Limited,)"" here- niaiter called the Company, with a common .seal ; and hv that name may sue and be sued, plead and l)e impleaded i'n all courts of law or equity. .i,^" "^^t '^^'^V}^^^ .stock of the Company shall be one hundred thousand do lars, divided into one thousand shares of one hundred dollars each, with, power at any rreneral meetin"- of the Company to increase the same from time to time to anv tToSd^doirs '"^'"' '^^'"- '""'''^ "^^ '' «^'^ ^-^-^ employ them in any lawful business whatsoever and where- What real estate the company may hold. Value limited Certain charges for services au- thorized. RecoTery of charges and 3iow secured. Lieu for charges and ut [^r]^^"J^<^^^^vfulforthe Company to purchase, rent, take, hold and enjoy for them and their successors, as M^ell in Canada as elsewhere, when it shall be deemed expedient for the purposes of the Company to do so, either in the name l:t% ^T^'""''^ V "' *^^ "^"^^ <^f ivn^t^^QB for the Company, such lands or real estate, wharves, docks, warehouses, cattle- sheds and grazing lands, offices and other buildings as they may hnd necessary and convenient for the purposes of the ^'.TT^' ^'J^ **" ^^^h ^«^«*^' mortgage or dispose of the same, and olhers to purchase or acquire in lieu thereof, not to exceed the sum of fifty thousand dollars in value at an v one point. 3. The Company may charge on all property placed with !,n!!S V ?u n' '"''^^''H ^ f'^ir remuneration as may be fixed upon by the Directors for storage, warehousing, wharfa«-e dockage, cooperage, grazing or any other care and labour°in and about such property on the part of the Company over and above the regular freight and primao-e of the said property which may have been carried or may be carried by cnS' w^ <^'ompauy shall have power to recover all charges, subject to which goods or com-nodities may come into their possession, and on payment ofsuch back charges and with- out any formal transfer shall have the saml lien for the amount thereof upon such goods or commodities as the persons to whom such charges were originally due had upon such goods or commodities while in their j^ossession ; and vLv,f ""T^ '^^" be subrogated by such payment in the rights and remedies ofsuch persons for such charo-es. 7. The Company, in the event of non-pavraent of freight advances and other charges when due, upon goods or effects iu 1881 111 Acadia Sleumahi}! Co. Chap. 53. 107 iuthtMr possesrjion or under their control, muv sell at mihlio x;-t; ^"r^^ ""f' *'^ "•^^'^^ ^^•'^— -Suiva',! i:^ai^ pn^^ othe charovH have l)een made, and retain the i>roceeds or so ^*"" "^ P*^' muoh thereo as shall be equal to the amounV due o the """'• Company, xvith charges and costs, returning- the surplus if an>% to the owner thereof; but no sale of any o-ood.s m^ 'cts Prov.„ LfJU'^'' t'Z T^r '^''' ^«* ^"»til or unleLfprior to th'^ sa e thereof, thirty days' notice of the time and place ol^surh «ale has been given by registered letter transmilteTthrouoh the post office to the owner of such goods or effects unless otherwise provided in the contract between the p'rtls Sto'Jk If^th^'sa^ne'! 'f ll"' ^^'"'i^^"'^' '",?>' '''^^ '" '^'' ^^^^^^1 Call, on stock siolk 01 the same as follows : hrst ca . ten per cent one «"d notice month's notice being first given ; second c...:^ten pe cen ""^°^- one month's notice being first given ; third call, twenty e'; cent., one month's notic. being first aiven ; fourth call tw n ty per cent., two months' notice beiiu.- first given l^ifthcd twenty per cent., two months' notice being fi?s gvisixO; Tni/f "*^if'' n"*' '^'^ "^^'"'^•^' "otice%eing°first given Sis .'ilf''^^ r" "^"«^ l^^^^ date after the date of the pV •V ions call and be in writing. "^ I'lt duaer'and'^Z'r.^ ^^'Z' "[ ^^^ ^'"^«P^">' '^'^^ ^' ^•«'^- ^'-tors; uui tea and managed and its powers exercised by i^^n ^"'"•'er aid Tk- , ," — "•."■-,^vi «,iu. 110 jiuwers exerc fllrSh'oM:^' "■'■"'"■''-I"'-' -1"-™,) elec.e-d by quorum. MSt Of Ca^l^rilf'T U^irlTf^i/^*^ Company shall con- Provisional sist 01 Captain Jacob Hall, of Middleton.John W. Maro-eson ^'''''"'''■ Harris of Aylesford, Captain Joseph Hall, ot Granville terry, Thomas Jones, of Nictaux, Gilbert Shafner, of Grai! Mile, Joseph A. 1 an-roft, of Round Hill, James P Roop of Uementsport, and Thomas S. Whitman, of Annapolis The p Provisional Directors, after the passing of this Ssi^il have fc"*"' ^o^^e^ to organize to open subscription books for the sub- scnption ot stock therein, and generally to exercise the usual functions of Directors until Fhe first general election as hereinafter provided. «^itcuon, m"tii/i o^inv^^tiH'^''^ ^V""' Company, at any annual B,-lawsma, mtetiiig. 01 any regular m<3eting convened for the purnose be made fo/ Lr and bvTwr^ resolutions, and make such' regula: StaSd" iions and by-laws as shall appear to them proper and "'"'^•«' ^'^'P^?^ amendment or re-enactment thereof unless i.g. m the meantime coniirmed at a general meetin- of tl e aTK Si th""^ '^;- '"^'^^V-n^^h ^^^all "nl^iSve'fot Su of n^-."'''^^ ?"''*'"« '^^ *^^« Company, and in cease to h-^Tf '^"*^°" ^^^^^'^^ «^^'"' ^'^'^"^ that time only, be Sn^ t\llT! ' '"^^ " 'T't' ^*" ^^" «^^«h by-laws shaH sneSn^' ^ ^«"?.P«Vy'.^vhich shall be open to the in- spection ot the public during regular office hours. o/ehares'maj ,• *^\The Directors of the Company shall, from time to oe ..... -:;X'i; f-h of.he shareholders iLpecti^el^'c" ulfcat : o wm!^ V, !^? "ompany of the number of the shares if.n i 1 "^^''^^'^^ «»d he shall then be legal o^vner ind einh n"'."^ '' f ^^reholder in respect of such shams •I sined .h n'''" ^° '''^r^^ ^5^ '^'-"'^^ ^' shares shall W Zrhll " u"" ''^ acknowledgment of his havin- taken such share or shares, which acknowledgment shall be ke, ac'o pt'^it^nTt^^^^^^ '^ ^^"'■^^^^^^' ^^'^ «' «3 anv^^asf ^nl'if^" '1^ ^^''''^'''' ^^'^^ it more expedient, in th^^m to dPcL. T/^/ ^""^T^^ «^ '^''y "»P^id instalments a d call Ti . i;^ 1? ^'i'" ^^'^ ^*^'^^*^' "^ ^<^^P««t whereof the sue for in/ '* '^!u ^''^ ^'^y ^^ ^'^^^'f"! f^'' the Company to inteJe f fhp/''°''"'^^" ''^'"" ^^«^^ such shareholder^ with interest thereon, in an action in any court haying civ CauZ '■' *^/^T"»t <^^--ed : Provided, tKthi.i herein contained shall in any way affect the rii?ht nf ivZ Company to de^-lare forfeited the Jhar.4 of any fharefolde? bXrsSrr «ff"«---^bscription, whJtherafiei ^ Deiore such j lulgment for recovery thereof. of'lnda'of . ?■*• P'^F'^P'tal stock and increase thereof of the C'omnanv the con^pan,. s hereby directed and appointed to be laid out and aSf stlwis^me^; r'f /l? *^' P^«li"^i'^-y e-P'^nses attendiSig the rema 11^^^^^^^ Company; and all the rest, residue and r.ma ucle of such money for and towards carrying out the objec s of the undertaking and the other purposes of he Company, and to no o.her use, intent or purpose whatsoeven br.li',YBee'' ..*;'• Tlie Company shall not be bound to see to the execu- t>on of any trust, whether express, implied or constructhe to Recovery of calls bv'suit. Proviso : for right of for- fe:t.ire. ms:!s.asiMasm£imummm^mm 44 Vict. 1881. Acadia Steam a/ii/i Co. or Chap. 53. 109 to which any of (ho shaves of their capital stock inavl>esub. ,., swl n'r?'' orthe party in Jhose name .Sv s'"', sC/" "= .me tol^Trl r" r *'' ^o^k^^ f the Company shall, from leTul or^ • ' discharge to the Company lor anv divi- (lend or other sum ol money payable in respect of such share notwithstanding any trust to which si/ch share may then be subject and whether or not the Company have hul ;u>tice of such trust and the Tompany shalfnot' be bound Receipt 'application of the money paid upon su.h 16, Any person becoming- («ntitled to a share in conse- t • • jiuence of the death, bankruptcy or insolvencv oi' any shaie- 'rST'^" Jiolder, or in consequence of the marriaue of anv f.'male Trl'^r"'*" ''^ shareholder, may be registered as a shareholder upon such " consideration of the said meetings s?Vill hi hna ly determined by the majority of the vXs otlhe shle^ holders present or voting by proxv, except in any case o; cases otherwise provided for'by thi^ Act : ProvS alw-iv^ hat no person shall be entitled to vote as p rox y at i n v meetino. unless he shall be a shareholder ,n the Con nm/' and produce written authority as such proxy, duly autlSl otlZn- bilinm^'of'X r ^"-^^^^^'V"^' "^ ^^' transaction of oimi DusiiKss ot the Company the vot iiff shall be bv ballot and between the hours of ten o'clock A M and fou?^ o c ock P.M., and thirty days' notice must be S en in at leaht one newspaper published in each of the three Cou- ties of Annapolis, King's and Digby, and by speciS not^ce^ mailed to the addresses of the shareLlders who shall hLv^ made known such address to the Company, stating whether hnfvA ^)-^ I^ire^^tors of the Company may appoint local boards ofnianagement or agents in Canada o elsewhere e"tS;'er aXrn"\""^ ''''^' ^^ '' ^'^^"^ shall seeS expedient and the Directors may empower and authorize any such board or agent to do and perform any act or thho? or to exercise any powers which the Directors themselves or any of them may awfully do, perform and exercSe! except the power of making by-laws ; and all things done bv anv such board or agent, by virtue of the pSwe°s lii th "m vested by such Directors, shall bo as valid and efflctual,^ !l" ^M"'^ purposes, as if done by smh Directors them? selves, anything m this Act to the contrary notwithstanding. ■ off??" '^^^^,^i>'«<^toi-s «hall cause an exajects of such ^°"'''- examination : Trovided always, that the business of th(i Company be not interrupted thereby. a«. No shareholder shall, as such, l)e held liable for,. , ,. , any claim, engagement, loss or payment, or for any injury, .hare'hofd^r * transaction, matter or thing relating to or connected "with '''"''*'^- the Company, or tie liabilities, acts or defaults of the Com- pany beyond the sum, if any, remaining due and unpaid on the shares subscribed for or held by him in the stock of the Company. 27. The shares in the capital stock of the Company shall shares wr be deemed personal estate, and shall be transferable as such, sonai estate. 28. Every contract, agreement or bargain by the Com- Certain con. pany, or by any one or more of the Directors on behalf of *^'»5"'> ^"t the Company, or by any agent or agents of the Company, KolpaV and every promissory note made or endorsed, and every bill ofexchange drawn, accepted or endorsed by such Director or Directors on behalf of the Company, or by any such agent or agents in general accordance with the powers to be devolved to and conferred upon them respectively under the by-la vvs shall be binding upon the Company; and in no <,,,. „,, case shall it be neces sary to have the seal of the Company rcqiuit athxed to any such contract, agreement, engagement, bargain, promissory note or bill of exchange, or to prove that the same w^as entered into, made or done in strict pursuance of the by-Jaws ; nor shall the party entering into, making or doing; the same as Director or agent be thereby subjected inmvidually to any liability whatsoever. Trovided always. Proviso ■ as that no such rote or bill shall be for any tmni of less than toaoics'paj- one hundred dollars, or be payable to bearer, or intended to *^'^ *« '""*'•"• be circulated as money, or as the note or bill of a Bank. 29. 'kJ m iiiii ii:l ill %-■ 113 Borrowing powora or the company Chap. 53. Acadia Sleamship Co, 44 Vict. To Kivc security on property of company. Proviso ; Amount limited. Lender not bound to cer- tain inquiries. Rights of alien sbare- liolders. Transfer restricted. Failure of flection not to dissolve company. 3». TJio Directors may, from timo to timo, resolve at any meeting specially culled for such purpose, to borrow money on behalf of the Company at such rates of interest and upon such terms as they may, by such resolution, determine; and to effect such loan the Directors may authorize the Manag- ing Director of the Company, the President, or any two M the Directors, to make and execute mortgages, issue, grant and consent to bottomry or other bonds or other instru- ments which may be necessary, and to that end charge such property of the Company as they may by such resolution be authorized to so charge, by way of pledge, mortgage or hypothec, and may assign, transfer or deposit any o!" the documents, title deeds, muniments, securities or property of the Company, and either with or without power of sale' or other special provisions as the Directors at such meetin"- may deem expedient : Provided that the aggregate of the sum or sums borrowed or bonds issued shall not, at anv time, exceed half the amount of the paid up capital stock of the Company ; and no lender or purchaser of bonds so issued by the Coiapany shall be bound to enquire into the occasion for any such loan or into the validity of any resolution authorizing'the same or the purpose for which .such loan is wanted. 30. Aliens shall have the same right as British subjects to take and hold stock or shares in "the Company, and to vote either as principals or proxies, and .shall be eligible to office in the Company. 31. No share shall be transferable until all overdue calls thereon have been fully paid in, or until declared forfeited for non-payment of calls thereon or sold under an execution. 32. If at any time an election of Directors be not made, ov do not take effect at the proper time, the Company shall not be held to be thereby dissolved ; but such election may take place at any general meeting . of the Company duly called for that purpose. Forfeited shares. 33. Every share which shall be forfeited shall be deemed to be the property of the Company, and may be sold, re- allotted or otherwise disposed of upon such terms, in such manner and to such person or persons as the Company may think fit. Paid-up stock 3-4. The Directors shall have power to issue paid up Tnpa/m!nTof^^''f^ "^ *^^ Company in payment of the price of steamers claims. and vessels or real estate ; and such paid up stock shall be free from all calls whatsoever, and from all claim.^ and demands on the part of the Company or the creditors there- of, to the same extent as if the amount of the same had been 1881. gvanl id up jamers all bo s and there- e had been Acadia Steamship Co., SfC. Chaps. 6J, 54. called lert'of ill full. ^::t:^i:^^r''^^^'^^-^^-^y^^^^^^^^^y^^ lid oxfcutofr^ rdmil.T.f ''i tlH^ Company, and his heir.. Director, Company ,Vou. and a,ainS"ali:;j;:^\.tr^^^ whatsoever, vvhich he shall or may sustain or rur'n or ''""'■ about any action, suit or proceeding which sh.ll 1 iL \. commenced or prosecutec{ against Idnrt ol' u^J 3 oj' any act, deed, matter or thiii"- \vhat«oever J.Ia! ? his office ; and also from and ao-ainst 'ill nJhov ,J.f u and oxp«„.c. whK:h ho shall .^S fi^^^ i^^l^^^ 111 relation lo the ad'airs lli,.r,.,>f oxcc-nt m, , l!i. u ' or exp™., ,. .hall h. occa^ioao,! bTiilS r,',' wU^i ^Jj^S be personally suhject to liability as a shareholder bmthn IT,"""'' In Hk™ min^fand'!" fh"""' "' ^""'^ Person shall 'be Tiall '"'"■ intitt^r X r^tJVt^d-r iSie;',!a'5,:rrt'.h'- person ,utcrested in sneh trust fnnd To^ld 'bel ''iM '' .ind competent to act ; and no person holdin.. su h stS » as CO atera securitv shqll h.. „..™^ ii ",'= '="'^^ siock Norpersor.i iiabihty ; bnt tL "er^p" d^n^'' X U sEl be tZ" »"■■'•> !^£5MS!?^«""^-"-™^™x-^ they may see lit. ces of the companjr. CHAP. 54. ^"a^H ^1 j""'''^'''^ ^^'% ^ct ol incorporation of "The Accident Insurance Company of Canada," and to ai- to'^The' t"f f !'^ ""^^^ ^^ ^^- «'-^ C«-P-v America!" I»«"rance Company of North [Assented to 2lst Manh, 1881.] W^hf^'^^-^th-f'vnr'* I'^^^"--^^^ Company of Canada P.a.bu the chanlino-"nP H i''^^'^^^"/ ^'"^y^^ ^r an Act to authorize ' ine changing of the name o" e said Co- oa-. v and other- wise to amend their Act oi .ucorporation," passed in the ^ ^- "~^ thirty-fifth 114 '■'haps. 54, 55. Accident Insurance Co. of N.A , Sfc. 44 Vicr. 38 V., c. 105. thirty.firth year of Her Majesty's reigu and chaptered one hundred and live, and wliereas it is exjiedient to grant the prayer of the said petition: Therefore Her Majesty, by and with the advice and consent of the Senate and House ol Name of compaDT shhiigid. Powers HiiJ privileKeB, Ac, conii- Qued. Commons of Canada, enacts as follows :— 1. The name of the said Company is hereby changfd to "The Accident Insurance Company of North America," by which name in future the said Company '^hall enjoy all the iranchises and privileges, and shall have and hold all the rights and assets, and shall be subject to all the undertakinsj.s and liabilities heretofore held, enjoyed or possessed, or which have heretofore attached to the said Company ; and no suit, either in law or equity, now pending, either on behalf of or against the said Company, shall be af>ated by reason of the said change of name, but any such suit maybe continued to linal judgment in the name under which it shall have com- menced : Provided such chaiiue of name shall be sanctioned by the shareholders of the said Company at a special general meeting of the shareholders to be convened for that purpose ; otherwise the name of the said Company shall remain un- changed. 2. Section two of the Act cited in the preamble is hereby amended by striking out the words " five hundred thousand " which appear in the proviso of the said section, and substi- tuting therefor the words " one million ;" and also by ^ddino- immediately after the word " meeting," in the said proviso! the words •' or general meetings." fnd°a.^«nL'r *■ ^y ^^'^^^ ^'^ \A\\in\ for the Company to have offices, .genc.es maintain agencies and transact business in any part of the United Kingdom of Great Britain and Ireland, the United btates of America or elsewhere, as maybe determined by the shareholders at a special general meeting or special genera* meetings expressly convened for that purpose. Proviso : change mast be sanc- tioned. Section 2 amended. may be esta bliehed. Preamble. CHAP. 55. An Act to incorporate the Metropolian Fire Insurance Company of Canada. [Assented to 2\st Blarch, 1881.] IF HEREAS -William F. McMaster, Hugh N. Eaird, Arthur J T Jj. Lee, Henry W. Darling, John A. Bovd, Alexander Mamimg, Samuel Nordheimer, .T. S. Tlayfair, John ^Leys, William Galbraith, William D. Taylor and James r! Roaf have, I c I t f e h fi SI b 'fl! 44 Vicr. chaptered I to grant ajesty, by- House ol Imiigtd to irica," by oy all the )ld all th.' ertakings or which 1 no suit, bait" of or n\ of the tinned to ave com- mctioned il general purpose ; main un- is hereby lousand " d substi- y adding . proviso. e offiees, rt of the e United ?d by the genera* su ranee 1881.] 1, Arthur lexander n J Leys, R. Roaf have, 1881. Me(n,/H>fi/an Fire Itmnutnre Co. Chap. 56. wiyh'nfT^"''* ^"n^*""' I^'"">'"'' 'hnt they mav be incorporated lir, is.' of C'crtRin pcr 8'ind incor- porn till. Corporate niimcan 1 Konoml powcri. tommoiis of C'anadi,. enar^ts as follows : - «n,'i; "^^"^ •''''■""""""""'^ '" ""' I'Tamblo of this Art with 8uh persons as may become shareholders in tl e rm lompany ol Ca„a,ln- (hiToiimli,.,. .ali,-.! the C^om,4mn,H shall h,u-,.p,.rp,.,„a| „.. «».!„„ a„d a ,'orporah. ,°a 'J^?? powc-r to alt.r a„l,°' J"*' "I "■•"™''"'. m«.t,ns or the .shan-holders to L ^MfoMW ^..rp?™™' and eff«"tS"!?»"c;nnli!;r '""^ir"'' -""'"ityto make »„.,..„ .r and upon such conditions as may be bar^wVl w J niay have made or may make insurance, and genJra v to do obfeS "" '^" ''^'" "^^'^""^ ^*"^ ^^^"^^« ne Jssa'y t^ luch 4 The rapital stock of the Companv lllilOll Hnl avk: aiwl oU„ll U . l- ■ , , . * ■> shall bf «tate''.a,';a"shall''l,'^';,fT'"!'l'' ''"'" ''" "'''™"'l l""-"""' ^"-""o' I„lS, / . 1, " """s'l'raWe m such mamiiT onlv and ■W''- Miblect to all such conditions and rostrictions ,. >,„ Ti by-faws of the Company may be prescribed! ^ " \0Tj II — 8J !:li ini i-n m Chiap. ftd. Med'oftoliiilH Fire Ifisurnnce Co. 44 VliT. LUbiliiv L •IlldERlioldf limiwJ rs O, Tlu> siiiii'i'liDldt^rs oi' tho roinpaiijr nIuiU not ass such !»•' held rcNjinnsibh' lor any trans nlidii, matter or thinu' u Uut- sofver n'lalinir to or < onncctt'tl with llu' Conipiiny hfyond thu unpiiid uuiount of th«'ir rt'upi'ctivt' Nlmri« in the rapitjil stock tluMvol". :|: Ritent uf linbility to crrdltors diTmi'J. PIps uf set Hllowed. What only "«ed bo alleged and |iroved Id Bctiona for calls. Wbat shall be eridence. 7. Kill h sliiirt'lioldrr. until the wlioli' iunounl ol' liiw .stock has Ix'cn paid in, (shall In* individually liahlc to crcditois ol th*' Contpany to an amount f(jual to that not i)aid up thereon, hut shall not hn liable to an action therelbr by any creditor before an executiou again(st the Company has been returned unsatisiied in whole or in part ; ami the amount duo on such execution shall, subject to the pro\ isions ol'tlie sixth section, be tin* amount recoverable with costs against such shareholder, and any shareholder nniy plead by way oirorderence in whole or in part, any set-oil which liecouhl ' et up against the Com])a!!y except a claim lor unpai«l dividi'uds or a salary or allowance as President or Director. H. Ill all actions or suits lor the recovery ol' arrears ol' calls on slock, it shall be sulhcient ibr the Company to allege that the defendant, l)eing the owner of so many shares, is indel)ted to the Company in such sum of money as the calls in arrear amount to for such and so many shares, whtireby an action hath accrued to the Company by virtue of this Act ; and on the trial it shall not be necessary to prove the appoint- ment of the Directors who mad(! such calls, or any other matter whatsoever than has hereinbefore been mentioned. A copy of any by-law, regulation or minute, or of any entry in any book of the Company, certified to be a true copy or extract undier the hand of the President or Vice-President, Managing Director or Manager of the Company, and sealed with the corporate seal, shall be received in all courts and proceedings as primd facie evidence of such by-law, regulation, minute or entry, without further proof thereof and without proof of the olficial character o:* signature of the olKcer signing the siune or of the corporate seal. Company not bound to see to trujts on sburcs. Liability of directors as rngppots transfers of shares in certain cases O. The Company shall not be bound to boc n; the execu- tion of any trust whether express, implied or constructive to Avhich any share or shares of its stock may be subject ; and the receipt of the person in whose name any share stands i^hall be a sufficient discharge to the Company for any money a' ' in respect of such share or shares, notwithstanding any MS; to '. hich they or any of them may be held subject, and '•. :el';.'i' or not the Company shall have had notice of such tj'.-sat. lO. No transfer of shares whereof the whole amount has not been paid in shall be made without the consent of the Directors, and whenever any transfer of shares not fully- paid in has been made with such consent, to a person being apparently I'^SI. Metrn/iofittin Fire Insuranre Cn ('Imp. 65. 117 appai'i'Mlly ol'insufHrit'iit moiins to lully i>ay up such shai'»'H, thf Mrt'ctovH, joinlly and .s.-MTally, shall he liahlf to tho cro- (litor.s ol' thi- Company, in the enuw inaniuT and tn fht> saint' "Xtcut as the Iransl.'irin'r sliaich. dfr, hnt lor Muh traMNl'iT, wonld have l»tMMi ; hut if ai\y iMn'ctor, prfsent wht-n any Nuch transl'.-r is allowed, do Ibrthwith, or il' any IHm-to'r Muw only n thi'ii a))S('nt, do. within twt'nty-lour hours alt. r hf shall hM\' 'lirec^vr nmy hi'coni<> awan- thereof and able so to do, enter on the minute bu'u'.''*' hook ol' the I^oard ot I)ireetors his protest airainst the same, and do within eij;ht days thereatter puhlish such i)rotest in at least one newspaper pnhlished at, or as near hs may bo jK).ssil)le to, (heollice or chief place ol husiness of the Com- pany, such ])irector may thereby, aiul not otherwise, exo- nerate himself Ironi such liability. the iler II. For the purpose of ovffanizing th(> Companv said William F. McMaster, Samuel Nordh.'imer, Alexa Manninir, Iluirh N. liaird, Arthur IJ. Lee, Henry W, J)ai!mif and John A. IJoyd, shall be provisional Directors thereo'', ,ind thev, or a majority of them, may cause a .stock l)ook or bocks to be oiH'iied, ui)on which stock book or books may he recorded the su}).scri])tionsof such persons as desire tobecouio shareholders in the Company, and such hook or })ooks shall be opened in the City of Toronto, and elsewhere, at the discretion oi the said provisional Directors, and shall remain open as long as they shall deem lu'cessary. 13. When and so soon as two hundred thousand dollars of the said cajntal stock shall have been sub.scribed, as aforesaid, aiuliiot less than ten per cent, of the amount so subscribed paid in, the said provisional Directors may call a p-enerah meeting of the shareholders at some place to be named in the City ofToronto, triving at least twenty-one davs' notice thereof in the Cumtfla Gazette and in one daily news- l>aper published in the said city, at which general meeting the shareholders present in person, or represented by proxy, shall elec t seven Directors in the maniu»r and qualified as hereinafter provided,\vho shall constitute a Board of Directors, and shall hold offline as hereinafter provided: Provided alway.'-', that no person shall be eligible to be or continue a Director unless he shall hold, in his own name aiul for his own use, at least forty shares of the capital stock of the Company, and shall have paid all calls thereon and all liabilities incurred by him to the Company : and the shareholders shall have power to increase the number of Directors at the first or any general meeting to any number not exceeding thirteen, or to reduce them to any number not less than five : Provided always, that the Company shall not commence the business of insurance until the sum of not less than five hundred thousand doLars shall have been subscribed, and a sura of not less than one hundred thousand dollars shall have been actually paid in on the subscribed capital. 13. I'roTisional directors and their powers. iirst meeting I share- I ildera for <• "Ction of d -ectors. Proviso : qiialiii -Rtion of din- -tora. Number -if director may be chanj. 'd. ' Proviso ; when busi- ness may be commeaced. 113 Chap. ,")5. bH Metiupulitan Fire Insurame Co. 44 Vict. Votes on shares. u fj J i', ! "^^'♦'t'"?« of ^hc Companv, ea.h share- ho der shall be entitled to give one vote for every share held by hmi for not less than fourteen days i)rior to the time of voting, upon which all calls then due shall have been paid ; such voles may be given either in person or by proxy,-tho holder of suchproxv being himselfa shareholder duly qualihed to vote upon his stock; and all questions proposed ior the consideration of the shareholders shall be determined by the majority of votes, the chairman presiding- Casting vote, at such meeting having the casting vote in case of an equality of votes. Proxies. Mnjority to decide. fodSns'V ,";/u "lu'^^V """^y,^^" •'^^•^'' ''^^'^^^^ provisions in such elecuons. ^^^^^^^ ^ ^j^is Art or the by-laws of the Companv, su,h elec- tion shall take place yearly,— all the members oY the board retiring, and (jf otherwise qualilied) beins- oligible for re- election ; notice of the time and place ior holdino- general meetings of the Company shall l)e given at leasftwentv- one days previously thereto in the Canadn Ga zetU and in sonie newspaper published in or as near as may be to the place where the cliief olRce or place of business of the Com- pany IS situate: elections of Directors shall be by ballot : vacancies occurring in the Hoard of Directors may be tilled lor the unexpired remainder of the term, by the board from among the qualified shareholders of the Com- pany: the Directors shall, from time to time, elect from among themselves a President and, if thev see fit, a Vice- 1 resident oi the Company, and mav also iu\me all other offi- cers thereof. Notice, Ballot. Vacancies President and ofticers Failure to elect direc- tors, how remedied. Powers and duties of directors. By-laws may be made by them for cer- tain purposes. 1*5. U at any time an election of Directors be not made or do not take effect at the proper time, the Compauy shall not be held to be thereby dissolved ; but such election mav take place at any general meeting of the Compauy duly called lor that purpose ; and the retiring Directors shall con- tinue m office until their .successors are elected. IC T he Dire, tors of the Companv shall have full power in all thino-s to administer the atlairs of the Company, and to make or cause to be made j'or the Company, any descrip- tion of contract which the Company may, by law, enter into; and may, from time to time, make 'bv-hiws not contrary to law, nor to this Act, to regulate the "allotment of stock, the making of calls thereon, the payment thereof the issue and registration of certificates of stock, the forfeiture of stock ior non-payment, the disposal of forfeited stock and of the proceeds thereof, the transfer of stock, the declaration and payment ol dividends, the term of service of the Directors the appointment, functions, duties and removal of all agents' officers^ and .-servants of the Company, the security to be given by them to the Companv. their remuneration and that (il any) oi the Directors, the time at which, and place where the 1881. Metropolitan Fire Insurance Co. Chap. 55. 119 And reppaled or ameuJed. Subject to coonrmatioQ at annual meeting. Proviao : epecial general meet- ing may be called. Proviso : certain by- laws not valid until confirmed. the annual meetings of the Company shall be held, the calling of meetings, regular and special, of the IJr.ard ot Directors and of the Company, the quorum, the requirements its to proxies, and the procedure in all thing.s at such meet- ings, the imposition and recovery of all penalties and for- feitures admitting of regulation by by-law, and the conduct in all other particulars of the affairs of the Company ; and may, from time to time, repeal, amend or re-enact the same ; but every such by-law, and every repeal, amendment or re- enactment thereof, unless in the meantime confirmed at a general meeting of the Company, duly called for that pur- jjose, shall only have force until the next annual meeting of the Company, and in default of confirmation thereat, shall, at and from that time only, cease to have force : Provided always, that one-fourth part in value of the shareholders of the Company shall, at all times, have the right to call a spe- cial meeting thereof for the transaction of any business specified in such written requisition and notice as they may issue to that effect : Provided also, that no by-law lor the issue, allotment or sale of any portion of the un- issiied stock at any greater discount or at any less premium than what has been previously authorized at a general meeting, or for the payment of the President or any Uireetor shall be valid or acted upon until the same has been con- firmed at a general meeting. 17. The Company shall have power to lay out anJ invest Application its capital in the first place in paying and discharffincr all °f c*P'^i- ^ J. u 1 ■ °t • 1 • .. ° , Powers as to costs, charges and expenses incurred in applying tor and real esute. obtaining this Act and all other expenses preparatory or relating thereto, and shall have power to acquire and hold such real estate as it may require for the purposes of its business within the Dominion of Canada or elsewhere, and to sell and dispose of the same, and to take, hold and acquire other property in its place as may be deemed expedient, and to take, hold and acquire all such lands and tenements, real and immovable estate, as shall have been bond fide mortgaged to it by way of security or conveyed to it in satisfaction of and are hereby vested in the several persons and bodies corporate and politic who shall subscri))e for the same, their legal represen- tatives and as.^gns, subject to the provisions of this Act: Provided always, that it shall be lawful for the Com- pany, from time to time, to increase its capital stock to , such sum, not exceeding- in the whole five millions of dollars, 'i^W'iai as a majority of the shareholders representing at least one- half of the subscribed capital, at a special general meet- ing to be specially convened for that purpose, from time to time, shall agree upon. 3. For the purpose of organizing the Company, the persons ji''°cto°°*' ^ named in the preamble of this Act shall be provisional tileinwvoM. Directors thereof; and they, or a majority of them, may cause stock books to be opened, after giving such notice thereof as they may deem necessary, upon which stock books shall be recorded the subscriptions of such persons and bodies corporate and politic as desire to become shareholders' in the Company ; and such books may be opened in the City of Toronto and elsewhere at the discretion of the said provi- sional Directors, and may remain open as long as they deem it necessary : Provided always, that the said provisional p^o^igo . Directors may issue such shares at their par value, or at such tJ^s^ueof^ rate of premium as they may consider advisable, the amount 8'"*'"®^- of all premiums on stock to be placed to the credit of a reserve fund in the books of the Company. 4. When and so soon as five hundred thousand dollars First general par value of the said capital stock shall have been subscribed election of"" as aforesaid, and one hundred thousand dollars thereon paid directors. in, the said provisional Directors may call a general meeting of shareholders, at some place to be named in the City of Toronto, giving at least ten days' notice thereof in 'the Notice. Canada Gazette, and also in some daily newspaper published in the said city, at which general meeting the shareholders present in person or by proxy shall elect nine Directors in the manner and qualified as hereinafter provided, who shall constitute a Board of Directors, and who shall hold office Term of office. until the third "Wednesday in February in the year follow- ing their election. Calls. by a. The shares of capital stock subscribed for, and the premium, if any, thereon shall be paid in and by such instal- ments at such times and places as the Koard of Directors for the time being may, from time to time, limit and direct : Pro- proviso : vided always that the Directors may allow such rate of ">« directors •' • 1 i. ffisy allow interest ^iii ^--' 122 interest for pre-payraent of calls. Proviao ; $100,000 to be paid in before com- mencing buaiueas. Xine direc- lora to be elected. How and when to be elected. Notice. Ballot. Case of «quality of Totes. President and Vice-Presi- <3ent. Vacancies among direc- tors, Eow tilled. Provis) : qualification of directors. Chap. 66. English and Colonial Insurance Co. 44 Vict. interest ior prepayment of calls not exceeding six per cent per annum, as they may deem expedient ; and provided also that It shall n(,t be lawful for the Company to com- mence th(! business of lire, inland navigation and marine insurance until a sum not less than one hundred thousand, dollars shall have been actually paid in on account of the subscribed stock. «. The .stock, property, aliairs and concerns of the Company shall be managed and conducted by a Board ol Directors, one of whom shall be chosen Tresident and one \ ice-President, who, excepting as hereinbefore provided lor shall hold office for one vear, which Directors .shall be elected at the annual general meet- lu^?i"L . ^^''^'^'^'■'' *P beholden at Toronto on the third ^\ ednesday in February in each year, or on such other day as may l)e regulated by by-law.— not less than ten days, notice of such meeting being gix^^n by adver- tisement in some daily newspaper published in Toronto- and the said election shall be held and made by such of the shareholders present in p.'r.^on or by proxy as shall have paid a 1 calls made by the Directors and then due ; and all such elections shall be by ballot, and the nine persons who shall have the greatest number of votes at any such election shall be Directoi-s, except as hereinafter directed ; and if two or more persons have an equal number of votes in such a manner that a greater number of persons than nine shall appear to be chosen as Directors, then the Directors who sha have a greater number of votes, or the majority of them, shall determine which of the said persons so having an equal number of votes shall be Director or Directors, so as to com- plete the whole number of nine : and the Directors, as soon as may be, after the said election, shall proceed in like manner to elect one of their number to be President and one to be Vice-President : and if any vacancy should at any time happen amongst the Directors bv death, resignation, dis- qualihcation or absence from the board meetin"-s for three consecutive months without leave of the board? durino- the current year of office, such vacancy may be filled for the remainder of the year by the remaining Directors, or the majority of them, electing in such place or places, a share- holder or shareholders, eligible for such an office : Provided always, that no person shall be eligible to be or continue as Director unless he shall hold in his own name and for his own use, stock in the Company to the amount of fifty shares, whereof at least twenty per cent, shall have been paid in and shall have paid all calls made upon his stock, and all liability incurred by him with the Companv roTiSion in case of failure J,J,' A!^V'f\^lV^^''^''''' ?-^ I^^^^^tof ^^^ "Ot made, or to elect direc- J" "ot take effect at the proper time, the Company shall not be held to be thereby dissolved ; but such election may take place Vict. 1881. Eno-lish and Colonial Insurance Co. Chap. otj. 123 place at any general meeting of the Company duly called lor toraataaaual that purpose ; and the retiring Directors sKall continue in '"«e''°K- office until their succeasors are elected, S. At all general meetings of the Company each share- Shareholders holder shall be entitled to give one vote lor <>ich share then '" i'»^e one held by him. 8uch votes may be given in person or by Ihlre^" proxy,— the holder ol'any such proxy being himsell'a share- holder. But no shareholder shall be entitled, either in person or by proxy, to vote at any meeting unless he shall have Proyiso. paid all the calls upon all the shares held by him. All questions proposed for the consideration of the shareholders Proviso; shall be determined by the majority of votes,— the Chairman jpsj/'rity to presiding at such meeting having the castiijg vote in case of Ca'AinK rote an equality of votes. ». At all meetings of Directors, five shall be a quorum for Firedirectcra the transaction of business, and all questions before them « qjorum. shall be decided by a majority of votes ; and in case of an equality of votes, the I'resident, Vice-President or presiding Director shall give the casting vote in addition to his vote Cnsiiiig 7ote. as Director. lO. The Company shall have power and authority to Powe; to make and effect contracts of insurance with any person or ^^""^ '°^"'"- body corporate or politic against loss or damage by fire, or by tracV"' explosion or lightning, on any houses, stores or other build- Fire insur- ings, lumber, timber, grain, flour, shipping and vessels, goods, *"<=«• chattels and personal estate, and on any other property whatsoever and wheresoever situated in Canada or elsewhere, and to make and effect contracts of insurance with any per- Marioe insur- son or body corporate or politic, against loss or damage of or *"<=«• to sea-going, lake-going or river-going ships, boats, vessels, steamboats or other craft navigating the oceans, lakes, rivers, high seas or any other navigable waters whatsoever, from any port or ports in Canada to any other port or ports in Canada or to any British or foreign port or ports upon the oceans, Jakes, rivers or other navigable waters aforesaid, or frona one foreign port to another foreign port, or from any British or foreign port or ports to any port or ports in Canada or elsewhere upon all or any of the oceans, seas, lakes, rivers and navigable waters aforesaid ; and against any loss or damage of or to the cargoes or property conveyed in or upon such ships, boats, vessels, steamboats or other cralt, and the freight due or to grow due in respect thereof; or of or to timber or other property of any description conveyed in any manner upon all or any of the oceans, seas, lakes, rivers and navigable waters aforesaid,for such premium or premiums or consideration and under sm^h modifications and restrictions as may be bargained for or agreed upon or set forth by and be- tween the Company and the person or persons agree'ing with them for such assurance; and the Company shall have po\ver Reinsurance. to 124 DTeciors may make ly-law8 fur certain pur- jioses, and repeal or fitnend them. To be subject to control of next yearly meeting. Proviso ; for special meetings. Proviso : as to by-laws respecting issue of stock. Chap. 5G, English and Colonial Insvrance Co 44 VlCT. to cause themsclvos to be insured against loss or damage or risk they may have incurred in the course ol' their !)usijie,s.s, and generally to transact all such other business as is usually transacted by lire and marine insurance companies. II. The Directors of the Company shnll have full power in all things to administer the atfiiirs of the Company, and to mak(» or cause to be made for the Comi)any, any descrip- tion of contract which the Company may by law enter into ; and may, from time to time, make by-laws not contrary to law, nor to this Act, to regulate the allotment of stock, the making of calls thereon, the payTTient thereof, the is.sue and regi,stratiou of certiticates of stock, the forfeiture of stock ibr non-payment, the disposal of forfeited stock and of the proceeds thereof, the transfer of stock, the declaration and pay- ment 6f dividends, the number of the Directors, their term of service, the amount of their stock qualification, the appoint- ment, functions, duties and removal of all agents, officers and servants of the Company, the security to be given by them to the Company, their remuneration and that (if any) of the Directors, the time at which, and place where the annual meetings of the Company shall be held, the calling of meet- ings, regular and special, of the Board of Directors and of the Company, the quorum, the requirements as to proxies, and the pro -edure in all things at such meetings, the im- position and recovery of all penalties and forfeitures admit- ting of regulation by by-law, and the conduct in all other particulars of the affairs of the Company ; and may, from time to time, repeal, amend or re-enact the same ; but every such by-law, and every repeal, amendment or re-enactment thereof, unless iu the meantime confirmed at a general meet- ing of the Company, duly called for that purpose, shall only have force until the next annual meeting of the Company, and in default of confirmation thereat, shall, at and from that time only, cease to have force: Provided always, that one- fourth part in value of the shareholders of the Company shall, at all times, have the right to call a special meeting thereof for the transat'tion of any business specified iu such written requisition and notice as they may issue to that effect : Provided also, that no by-law for tbe issue, allotment or sale of any portion of the unissued stock at any greater discount or at any less premium than what has been previously authorized at a general meeting, or for the payment of the President or any Director, shall be valid or acted iipon until the same has been confirmed at a general meeting. Proof of by- lawa. 13 seal . A copy of any by-law of the Company, under their md purporting to be signed by any officer of the Com- pany, shall be received as against any shareholder of the Company as j)nmu facie evidence of such by-law in all courts in Canada 13 1881. English and Culonial Insurance Co. Chap. 56. 135 13 1.1. The stock of the Company shall he ch'oinod personal stock to h? estate, and shall be transmissible as such and shall be trans- •deemed i.er ierable, in such manner only, and subject to all such condi- ^'^°''' ^-'"*"^- tions and restrictions as by this Act or by the by-laws of the Company, are or shall be prescribed. 14. It shall be lawful lor the Company to invest the rnvesimentof capital stock, funds and moneys of the Company temporarily moneys by or otherwise in Dominion, Prcivincial, municipal and foreign '''^^'""i"*"^'- government securities, in bonds and mortgages and the stocks of the incorporated moneyed and other institutions of the Dominion of Canada, G-reat Britain and the United 8t;ites of Ariierica, and to call in, change and re-invest the same as ocasionmay, from time to time, require. I'l. To enable the Company to extend their business to They may parts abroad, it shall be lawful for the Company to make ^X''^^ deposits of money or securities there in compliance with the abrol^! laws of the country or state or states wherein it may be desirable to carry on their biisiness of assurance. 10. The Company shall have power to acquire and hold Powers as to real estate, and to build thereon for the purpose of their ''^*' *''*^®- business within the Dominion of Canada and elsewhere, of an annual value not exceeding twenty thousand dollars, in the Dominion of Canada or other country or countries respectively, and to sell and dispose of the same, and to acquire other property in its place as may be deemed expedient, and to take, hold and acquire all such lands and tenements, real and immovable estate, as shall have been bond fide mortgaged to it by way of security, or conveyed to it in satisfaction of debts previously contracted in the course of its dealings, or purchased at sales upon judgment s which shall have been obtained for such debts, or purchased for the purpose of avoiding a loss to the Company in respect thereof or to the owner thereof, and to retain the same for a period Limitation not exceeding ten years. of hoidin({. 17, The policies of insurance issued by the Company Execution shall be under the seal of the Company, and shall be signed of policies. by the President or Vice-President aiid countersigned by such officer as may be directed by the by-laws, rules and regulations of the Company, and being so sealed, signed and countersigned, shall be deemed valid and binding upon the Company according to the tenor and meaning thereof : Pro- proviso ; vided always that the seal of the Company may be printed s^ai may be or engraved on policies or other contracts if so ordered bv ITtJf'^ °' the Board. ' '^ °"^- 18. If any shareholder shall neglect or refuse to pay the Forfeiture of instalment due upon any share or shares held by him, the s''*'"*^ for Directors may forfeit such share or shares, together wuth the of ca?ui!'"'"" amount And tale of tbe sftme. 12C Chap. 56. English and Colonial Tasin-ancp. Co. 44 VicT. amo\uit preA'iously paid thereon, in such manufv as may he provided by the by-laws ; and such forfeited share or shares may be sold at a public sale by the Directors alter such notice as they may direct, and the moneys arising therefrom shall be applied for the i)uri)oses of this Act T Provided fo^apifiican'on "^^^'*y^ ^^''^^ "" ^^^^ *^® money realized by any sale of shares cfrroceeds. ^"^ mow^ than sufficient to "pay all arrears and interest, together Avith the expenses of such sale, the surplus of such money shall l)e paid on demand to the owner ; and no more shares shall be sold than what shall be deemed necessaiy to pay such arrears, interest and expenses. Owner of ebare msy pay arrpftr.", &c., btfore Bale. Suits for calls. Allegation in Buita for calls. What Bhall be prima/aeie ITOof in Bucb suits. 19. It payment of such arrears of calls, interest and expenses be made before any share so forfeited shall have been sold, such share shall revert to the owner as if the same had been duly paid before forfeiture thereof; the Com- pany may, if they see fit, instead of declaring forfeited any share or shares, enforce payment of all calls and interest thereon, by action in any competent court ; and in such action it shall not be necessary to .set forth the special matter, but it shall be sufficient to declare that the defendant is a holder of one share or more, stating the number of shares, and is indebted in the sum of money to which the calls in arrear amount, in respect of one call or more ui on one share or more, stating the number of calls and the amount of each, whereby an action hath accrued to the Company under this Act ; and a certificate under their seal, and purporting to be signed by any officer of the Company, to the effect that the defendant is a shareholder, that such" call or calls has or have been made, and that so much is due by him and unpaid thereon, shall be received as against the defendant in all courts as prima facie evidence to that effect. Certain transfers of shares must be entered to be valid. And by Consent of directois. Proviso : as to indebted- ness to coq:- lany. 20. No transfer of any share of the stock of the Company, itiiless made by sale under execution, or under the decree, order or judgment of some court competent in that behalf shall be valid for any purpose whatever, save only as exhibit- ing the rights of the parties thereto towards each other, and as Hindering the transferee liable, ad interim, jointly and severally with the transferrer, to the Companv and its credi- tors, until entered in the books of the Company according to such form as may, from time to time, be fixed by the by-laws , and until the whole capital stock of the Com- pany is paid up it shall be necessary to obtain the consent of the Directors to such transfer being made : Provided always that no shareholder indebted to the Company shall be permitted to make a transfer or receive a dividend until such debt is paid or secured to the satisfaction of the Directors ; and no transfer of stock shall, at any time, be made until all calls thereon have been paid in. 31. 1881. English and Colonial Inmrance Co. Chap. 66. 127 21. No tranblVr of any policy of assurance shall bo valid As to trans- nntil entered in the hooks of the Company and consented to ^"■"'^^ ''""' by the Manaj,nng Director or Manager. "*'' 23, Each shareholder, until the whole amount of his shares LiaWiiiy of has })een paid up, shall be individually liable to the creditors ''"'dersof of the Company to an amount equal to that not paid up pa?,rup"to thereon ; but shall not be lia])le to an action therefor by any creditors of editor, before an execution ayainst the Company has been '^''"'''*'=>- returned unsatisiied in whole or in part ; and the amount due on such exi^cutio.n, not exceeding the amount unpaid on his shares, as aforesaid, shall be the amount recoverable, with costs, against such shareholder ; and any amount so recover- able, being paid by the shareholder, shall be taken as paid on his shares. 23. The shareholders of the Company shall not, as such, be Limiteii to held responsible for any act, default or liability whatsoever um,*,^"^''^'''' of the Company, or for any engagement, claim, payment, loss, their'sha^es. injury, transaction, matter or thing whatsoever, relating to or connected with the Company, beyond the amount unpaid on their respective shares in the capital stock thereof, subject to the provisions of the next preceding section. 24. The head office of the Company shall be in the City Fieadotfise of of Toronto ; biit the same may be removed to another place ; 'iJe company. provided always that a by-law to that effect be approved by Proviso. the rnajority of shareholders present at an annual general meeting, or a special general meeting to be called for the consideration of such by-law, 25. All contracts, cheques, drafts, acceptances and other Contracts, writings intended to be in any wise binding on the Com- *c .not under pany and not under seal shall be signed by the Managing SedaSd Director or Manager, and certified by the President or Vice- certified. President as being in pursuance of the order or resolution of the Board of Directors. 26. At the annual general meetinif of the shareholders Annual gene- the election of Directors shall be held,'and all business tran- b^Ss'and* sacted, without the necessity of specifying such business in proceedings, the notice of such meeting ; and at such meeting a general balance sheet and statement of the affairs of the Company with a list of the shareholders thereof, and all such further information as shall be required by the by-laws shall be laid before the shareholders : •2. Special general meetings of the shareholders may be Special gene- called in such manner as may be provided for by the by- '"' '^''^''■'K*- laws : and at all meetings of the shareholders the Presideiit, Wi^o to or in his absem-e the Vice-President, or in the absence of P'**'*'^' both of them, a Director chosen by ihe shareholders, shall preside, 1 ii 128 Chap ■')G. English and Cuhmial Insurance Co. 41 ViCT. prenido, who in case of an equality of voti>s shall give thf ca.stiu!'' vote in aclditiou to his votf as a shareholder. The Directors of the Company may doclaro such dividends and bonuses on tlie capital stock, yearly, half- yearly or quarterly, as they shall deem justilied by the results of the Company's Itusiness, so that no pait of the capital of the Company bo appropriated to any such divi- dends or bonuses. stock wbi'ii ever im- paired. And enforce tlie same. The directora 38. If it shouldappear at any time that after providing for as^essmen*" "^^ liabilities of the Company, including- lli'ty per cent, of the on the capital premiums in all fire and inland navigation policies and one "" hundred per cent, of the premiums on all ocean marine policies in force as a reserve for unearned premium.' or a re-insurance fund, the capital stock of the Company is im- paired, the Directors of the Company may levy aiv assess- ment on the stockholders of the Company, according to such capital stock of the Company, independent of and in addi- tion to all ordinary calls, sufficient to make good the amount of such impairment, and in case any shareholder or shareholders shall fail or refuse to pay in at the head office of the Company the amount of the as.sessment on his, her or their stock, the Directors nuiy sell so much of his, her or their stock as shall be sufficient to make good , II' amount of the assessment thereon either by public or private sale, having first mailed to each of such shareholders at his last place of residence, as registered in the books at the head office of the Company, a notice at least ten days before such sale shall take place : Provided always that the amount of any such assessment may be returned to] the shareholders, when it can be done without leaving the capital impaired ; and pro- vided further that such assessments and calls shall not in the aggregate exceed one hundred dollars per share. Proviso. Proviso, Power to take over tie business of any similar company. 38 v., c. 20 and 40 V., c. 42 to apply. 39. It shall be lawful for the Company to piirchase and take over the business of, or amalgamate with any other fire or fire and marine insurance company or companies on such terms as may be mutually agreed upon by the shareholders of the Company and of such other company or companies, at any annual or special general meeting thereof respectively. *iO. The Company shall be subject to the provisions of " T/ie Insuruare Ads of 1875 and 1877." CHAP. 1881. Ouaranlee Co. of North America. Chap. 67. 129 CHAP s^ An Act furtlifi- to ameml tlio Act incorpomtin.' the Uuadii Ciianmtec Conipiiiiy and to clianjro the nutnc oj the .said Company to " Tlie Guarantee Compunv of North America." " [Assented to 21.-./ ISIunh, 1881.] WIIERKAS thi' Canada Guarantee Conipanv hav.' bv .. k, their petition, prayed lor an Art to chanje the „'anae "'"'^^• ol the said Company and to amend certain sections of the of- fwT7rp^'" -^ ^^"^ fn ^^^l^P'^^y- that is to say, the Act ..ct of Pro- ot the late ProA-ince of Canada passed in the session held !,'"<=« of in the^ fourteenth and fifteenth years of Ilor Majesty's rei^n anvils v '* und chaptered thirty-six ; and it is expedient to grant t^e c 3." ^•• prayer ot the said petition : Therefore Her Majesty, by and vyith the advice and consent of th(^ Senate aiid House of Commons of Canada, enacts as follows:— 1. The name of the said Company is hereby changed to Name of 'The Guarantee Company of North Amerira" by Vhich name, S^^^^^ m tuture,the said.Company shall enjoy all the franchises and ''""•«"^- privileges, and shall have and hold all the rights and assets Po^«"aad hereS ^^^^^J^^* ta all the undertakings'and liabilities SS^ac. heretofore held, enjoyed or possessed, or which have hereto- ore attached to the said Company ; and no suit either in Jaw or in equity now pending either on behalf of or against the said Company, shall be abated by reason of the said change of name, but the same may be continued to final me ™l' "^ '^^'^'^ ^^^^^ ^^^'^^ ^* ^^^^^^ ^*^'*^ ^'^^^ ^°"^* 2 Sections six and seven of the Act cited in the preamble Sections s are hereby repealed. and 7 re- pealed. 3. The arniirs of the Company shall be administered by a Board of board of nine L>irectors who shall be elected by the share- i^i^cto"- «WlT ^^""'X^^S^^ '^'"i^al general meeting; no person Election an i shall be elected a Director unless he be and continue to be Shfioatfoa! during his term of office, the proprietor in his own name and right of not less than twenty shares of the capital stock v^A H^^P^^iy : .^"d retiring Directors, if otherwise qua- ihed, shall be eligible for re-election: Provided alwlys, Proviso, that a majority of the Directors so elected shall be British «ubje^cts and resident in Canada: And provided also, that p.ovi.o • for the shareholders may at any annual general meeting or at incSo?' any special general meeting called for the purpose, increase '^St'' "^ \0L II— 9 ^YiQ * I 'II 180 Chaps. 57, 68. Guarantee Co. of North America, 4"''- ^^ y\(rt. the inimhtT of Din'otors to any number not exceedinif fiftetMi or roducn tht^ same to any number not Icnn than seven, — public notice of the intention ho to increase or reduce the number of Dire complain and defend in any court of law or equity in the Dominion. 8. 1881. Credit Fonder Franco-Canndien Chap. 68. 133 8. 8. The Corporation may stipulate for, exact anci take, on Rate ofin- all sums loaned, any rate of interest not exceedinj,' six per te rest limited, centum per annum. "When the loan is repayable by way of a sinking fund, the Sinking fund Corporation shall stipulate for, exact and take an annual sum [oan *^'"^ °^ for the gradual extinction of the loan to be determined by the rate ot interest and the duration of the loan, and may also stipulate for, exact and take a percentage or commission for cost of management not exceeding one per centum per annum on the principal loaned ; but, in such case, such percentage or commission and the interest together must not exceed six per centum per annum on the principal loaned. 0. The annuity in the case ot loans contracted with pro- Of wh«t the gressive sinking of the debt is composed of : — ftnnuity for ' paying off . shall be com- 1. The interest ; posed. 2. The annual sum for the progressive sinking of the debt ; and may also include, — 3. The percentage or commission for cost of management. In case it should be stipulated that the insurance of the insurance. buildings on the estate mortgaged or hypothecated, may be made in the name of the Corporation and that the annual premiums therefor may be paid through the medium of the Corporation, the annuity may be increased by the amount of the annual premium. The annuities are to be paid half-yearly at the periods Payment of and places fixed by the Board of Management. annuitiea. m lO. Every half-yearly instalment of an annuity, and every interest stalment of interest on loans without a sinking fund, arrears nr>f -rxii/l iirViovi #1 n /^ clxill «+' ..'^.V.i^ ««,1 ...^4.1 ,,i. COStS. on and if not paid when due, shall, of right and without any putting in default being necessary, bear interest for the benefit of the Corporation, at the same rate as the loan itself. 11. Debtors of the Corporation shall have the right to dis- Anticipated charge their debts before they become due, whether in Payments, whole or in part only. Anticipated payments shall give rise to an indemnity in indemnitjr to favouroftheCorporationwhichshallnot exceed three months' company in interest on the capital repaid before coming due, at the rate ^""'^ *^"*" stipulated for the loan. la. The provisions of the Act forty-third Victoria, chapter Act 4S v., c. forty-two, shall apply to the Corporation. 42 to apply. 18. I) I 134 Power to borrow moDejr and issue bonils of the cor| o- ration. fnterest on bonds. Bonds may be in dollars or francs. Powers as to real ettnte, amount li- mited. Power to dispose of. To purchase claims on s ich pro- perty. Terra of hold' iug limited. Notices, how publisbei. Chap. 58. Credit Fancier Francu-Canadien. 44 ViCT. 13. The Corporationinay,from time to time, borrow money to an amount which shall not exco«d five times the amount of its paid up and unimpaired capital ; and it may, for that purpose, execute, negotiate and issue obligations or bonds or debentures in sums of not less tlian live hundred francs, French currency, redeemable either at a fixed period or within a definite term by means of drawings with or without premiums or prizes. It may stipulate and pay on the obligations or bonds or debentures which may be issued by it, any. rate of interest that may be lawfully taken by individuals at the place where they are issvied. 1*. Any bond or debenture issued under the provisions of this Act may b« issued in the denomination of dollars or francs, and the coupons attached representing the interest on such bonds may correspond to the denomination of the bond to which they are attached. 1»"5. The Corporation may acquire and hold such real estate as may be necessary for offices for the transaction of its business in the several Provinces of the Dominion ; but the value of such real estate acquired in each division for such purpose shall not exceed at the tini' of a(>quisition the sum of fifty thousand dollars. It may, from time to time, lease, mortgage, hypothecate, sell or otherwise dispose of or deal with such real estate. It may also, for the protection of its invest- ments,, purchase and hold real estate mortgaged or hypothecated in its favour ; but it shall sell or otherwise dispose of such real estate so acquired in payment or for the protection of its claims, within seven years from the acqui- Kition thereof; and may, in the meantime, deal with and manage and may, from time to time, mortgage, hvpothecate or lease the real estate so acquired and held. 16. Notices of meetings of shareholders and all other notices required to be published, shall be published in the Cunnila Gazelle. Annial re- port to Mi- nister of finance and what it must show. 17. The Corporation shall transmit, on or before the first day of March in each year, to the Minister of Finance, a statement in duplicate to the thirty-first day of December inclusive of the previous year, verified by the oath of the President, Vice-President or the Managing Director, setting out the capital stock of the Corporation and the proportion thereof paid up, the number of shares to order and the number to bearer, the assets and liabilities of the Corporation, the amount nnd nature of the investments and the* average rate of interest derived therefrom, the extent and value of the real estate held, the amount and nature of Ine obliga- tions 1881. Credit Fonder Franco- Canadi en, SfC. Chaps. 58, 69. lions or bonds or debentures issued and the rate of interest payable thereon, and such other details as to the nature and extent of its business as may be required by the Minister of Finance, and in such form and with such details as he may, from time to time, require and prescribe ; but the Corporation shall in no case be bound to disclose the names or private Affairs of any persons who may have dealings with it. 135 CHAP. 59. An Act to incorporate the CrkUt Fo??(/e>*of the Dominion of Canada. [Asaenltd to 2\sl March, \%%\.,] WHEREAS La socieie financiere de Paris ; the firm of Preamble. Kohn, Reinach and Company, of Pari^, in France, bankers ; W. Betzold, Esquire, of Paris, in France ; Duncan Mclntyre, of Montreal, Esquire ; the Honorable J. Rosaire Thibaudeau, Senator of the Dominion of Canada ; the Honorable Matthew Henry Cochrane, Senator of the Dominion of Canada ; Charles D. Rose, of London, England, banker ; the Honorable Peter Mitchell, of Montreal, and Andrew Robertson, of Montreal, merchant, have by their petition prayed for an Act of incorporation for ' "the establishment, by means of a capital to be subscribed in Canada, Germany, France and elsewhere, of an institution of landed credit having for its object to supply real estate owners in the Dominion of Canada, who may desire to borrow upon hypothecary or mortgage securities, with the means of pay- ing their indebtedness by long term annuities, and with the light to issue and negotiate obligations or bonds bearing interest yearly and repayable at par, or with prizes or premiums ; and whereas it is expedient to grant the prayer of their petition : Therefore Her Majesty, by and with the advice and consent of the Senate and House of Commons of ■Canada, enacts as follows : — TITLE FIRST. INOORrORATION OF THE INSTITUTION. 1. A Corporation is hereby created and constituted iinder lacorpor*- the name of the Credit Fancier of the Dominion of Canada, ^'^n- TITLE .) : 336 Chap. 69. Credit Fonder, Dominion of Canada. 44 ViCT. TITLE SECOND. OBJECTS OF THE CORPORATION. Objects of the corporation. Loans on Lypotbec. Loans on jrvilegeJ claims. To certain pnblic bodies. Acquisition c>f claims. Purchase of bonds. Loans to Government. 3. The objects of tho Corporation shall be,-- 1. To loan, npon hypothec or mortgaore, to owner.s of real estate either freehold or leasehold within the Uomimon of Canada, sums of money repayable either at Jong date by annviities, or at short date, with or without a sinking fund ; " 2. To loan, u\)on the security of hypothecary, morto-a"-*^ or privileged claims affecting immovables, or of the transfer 1 ^^"lo/tgage or lien on real estate either freehold or leasehold situate in the Dominion of Canada, sums of money payable either at long date by annuities, or at short date, with or without a sinking fund ; • ^'i '^^i^'^^u ' "P^^^ hypothec, mortgage or otherwise, to muni- cipal and school corporations, to Fabriques and trustees for the construction or repair of churches in the said Dominion, such sums of money as they may be authorized to borrow, and repayable either at long date by annuities, or at short date with or without a sinking fund ; 4. To acquire by subrogation or transfer, hypothecary.mort gage or privileged claims upon immovables situate in the saic Dominion ; 5. To purchase bonds or debentures issued by muni''i])al and school corporations in the said Dominion, and bv incorporated companies doing business in the said Dominion and to re-sell the same if deemed advisable ; r.?; T?,^^^*' ^oans to the Government of any of the Provinces ol the Dominion ; Issue of bonds. 7. lo create and negotiate, as representing its operations, obligations or bonds, to an amount which shall not exceed hve times the amount of its paid-up and unimpaired capital. titlh: third. HEAD OFFICE AND DUR.4TI0N OF THE CORPOR.ITION. . ",, 1— -n!<.ti.'5 may oe eDtaDliKhuu ai suoli other 1881. Credit Fourier, Dominion of Canadi. Chap. 69. 4. The duration of the Corporation shall be . ninety-nine years, dating? from the coming into force of this » Act, unless further extended as hereinafter provided for. ' 1 131 limited to Duration of the corpora^ ion. TITLE FOURTH. C.VPITAT. STOCK— MURES— INSTALMENTS. 5. The capital stock shall be five million dollars gold, Capital stock divided into fifty thousand shares of one hundred dollars ^""^ *''*"8' each. It may be increased by a resolution adopted at increase. a special general meeting. 6. The capital stock shall be composed of issues of ten separate thousand shares each, of which the first shall be issued 's'les "f at once : on the ten thousand shares composing the first Mjmint"*'* issue, ten per cent, shall be paid on subscription and fifteen thereon. per cent, in the month following : the dates of the issues of the remaining forty thousand shares shall be determined by the Board of Management. Holders of shares previously issued shall, within the delay fixed by the Board of Manage- ment, be entitled by privilege and in proportion to the St jck they hold, to subscribe for the forty thousand shares. The new shares must be paid up in the same proportion as the shares previously issued ; the new shaies shall not be allotted below par ; and the Board of Management shall determine the amount of the subsequent calls, as well as the manner and the delay in which they shall be paid up : the when to Corporation may commence business whenever one million commente dollars have been subscribed and twenty five per cent thereof ^i^^'"""" has been paid up. iiness 7. The subscribers to the capital stock to the extent of Founders of the ten thousand sliares mentioned in section six, shall be '^^ corpora- the founders of the Corporation, and shall, as such, be entitled privileges"' to the benefits mentx — .id in sections eight and ninety-three of this Act, Stock certificates shall be given to the founders to establish their rights under the first paragraph of section eight and to facilitate their obtaining their shares of the profits specified in section ninety-three The Board of Management shall determine the form of such certificates, and the method of their transfer shall be the the same as in the case of shares. 8. In the event of the capital stock being increased Allotment of beyond five million dollars, the founders and holders •ncr.ised of shares previously issued shall have a riffht* bv preference, " to subscribe lor the' shares to be issued in t^he'ratio of thirty per cent, for the founders or their representatives, and seventy per cent, for the shareholders. 188 Chap. 59. Credit Fancier, Dominion of Canada. 44 ViCT. To be proper- 2. The allotment of su<'h seventy per cent, shall bo in tionate. proportion to the amount of stock held by each share- holder. '/ Shareholdera 3. Such of the shareholders as do not hold sufficient stock order'to vo't"", ^^ entitle them to at least one share in the new issue may unite tos'ether to form the number and to exercise their 40 rights. Regulations 4. A resolution of the Board of Management, shall deter- BoMdTAa-^ mine the delays and the manner in which the benefit of the uagement. above provisions may be claimed. Paymeat of 9. The amouut of the shares shall be payable in gold, s ures. jjj. j^g equivalent, at Montreal or such other place or places and at such dates as may be fixed by the Board of Manage- ment. After the first call has been paid up there shall be delivered to each shareholder an interim stock certificate bearing one of a series of numbers, upon which all subse- Caii3 and quent payments shidl be inscribed. The calls shall be made Boiicethereof. known to the shareholders by means ot advertisements inserted, a month beforehand, in the Canada Gazette and one or more daily newspapers published in Montreal, and such other place or places as may be determined by the Board of Management. Interest on arrears. lO. Every sum of money of which the payment is delayed, shall, of right, bear interest, and without a suit at law being necessary, fcr the benefit of the Corporation, at the rate of six per cent, per annum from the date at which such payment became due. Forfeiture and H. The Board of Management shall have the power to f« non.?ay-*' P^vide by by^law for the forfeiture of stock for the non- «nent. payment of calls made thereon, and for the disposal of forfeited stock and of the proceeds thereof. The steps hereinabove authorized to be taken shall not prevent the Corporation from having recourse, at the same time, Disiribution to ordinary proceedings at law : the proceeds of the •of proceeds, g^jg^ afj^^JJ. deducting the costs, shall be applied upon the amount due by the expropriated shareholders, who shall still be liable for the difference, if there be a deficiency, but who shall be entitled to receive the surplus, if there be any. Stock cprti- fieates to l>earer. Poim. 13 The Corporation may, if they deem it advisable so to do, deliver certificates to bearer, for shares on which forty per cent, is paid up, provided the said shares are held, owned and transferred on the continent of Europe. Certifi- cates to bearer shall be taken irom a register with counter- foil ; they shall be numbered consecutively and bear the signature of two Directors and the seal of the Corjwra- tion. 13. w 1881. Credit Fonder, Dominion of Canada. Chap. 59. 189 13. Stock certificatt's to order shall be negotiable to order Tr*inf»rof by transfer, granted by the seller and accepted by the buver ; "ock certifi- when the parties act throuirh an agent, the power ol attor- ney shall be delivered to the Corporation. l4. Certificates delivery. to bearer shall be transferred by simple when to bearer. 15. Any shareholder may claim, in exchange for certifi- Eichanpreof cates made payable i:i bearer, a certificate to his order : the cfirtiticatej. Board of Management shall determine the conditions, the manner, and cates. the cost of effecting such exchange of certiti- lO. The ownership of more than one share, in the name Coiiectire of the bearer, shall be established by a collective certifi- '="'''^'="'*- cate. 17. Every share shall give its holder a right in the owner- Payment of ship of the assets of the Corporation and to a share in the howVr"of*'* profits, in proportion to the number of shares issued. Pay- certificate. ment of the dividends upon any share, either to order or to bearer, shall be valid, if made to the holder of the certificate. IS. The shareholders shall be liable only for the amount Y*^'h^^d°* of their shares ; and no call shall be permitted beyond such nmUed!' *" amount. 19. Every share shall be indivisible, and the Corporation No division shall recognize but one owner for each share ; co-proprietors ^^ ^^^'^^*- of a share shall be required to be represented by one and the same person. 30. The rights and obligations appertaining to shares Effect of shall follow the certificate into whatever hands it may law- '"t^fi*"" °^ fully pass; the possession of a share shall of right entail "' ' *^ *' compliance with the by-laws or regulations of the corpora- tion and the decisions of general meetings. being ProTision in --le of loi8 certificate. 21. In the event of any stock certificates to bearer lost, the Corporation shall not be obliged to replace them or *;*^^ °^ '"" to pay the interest or dividends due tnereon, until it has been furnished with satisfactory i^roof of the loss of such certificates and of the rights of the claimants, and also until all legal formalities have been fulfilled : the 13oard of Management shall determine the conditions on which certificates to order, which have been lost or mislaid, shall be replaced. TITLE f [11 140 Chap. 59. Ciidil Fancier, Dominion of Canada. 44 ViCT. TITLE FIFTH. MANAGEMENT OK THE <"ORPORATION. Board of ma- naeement, and how com' |i06f>'l. Elected ami proTisional directors and qialificatioD, Term of and i.poof of qua- lification. Security. Section I.— Board oj Managev}enl. 22. Th(i Corporation shall l)e manajof d by a Board of . Managomont, composed of from sovoii to twenty-one Directors, who shall annually elect from amongst their number, a President and a Vice-President ; th(> number of Directors may, from time to time, be fixed by by-law ; until otherwise provided, the Board shall be composed of seven Directors. 93. The Directors shall be appointed at the general meet- ing of the shareholders; >i<'A'ertheless, the first Board of Management shall be appoiv.ted i ' the persons mentioned in the preamble, and by tho: > havnip power and authority to act for the companies th niu naif ;d. This latter Board shall remain in office for ,." v^ar; and before euterinff upon office, each member shall eb.a jlish that he is possessed of fifty shares. Fifty shares of his stock shall be held by the Corporation as security for his good conduct and man- agement as Director, and shall not be transferable while he remains in office. Order of retiremeDt. Vacancies bow filled. Allowance for attend- ance. Meetings of the Board. Voting at meetings of Board. 24. One-third in number of the Directors shall go out of office every year after the first year : it shall be decided by lot which of the Directors shall retire during the three years next after the first year ; and afterwards, they shall retire by seniority : they may always be re-elected : any vacancy occurring among the Directors shall be temporarily filled up by the Board, and the next ensuing general meeting shall definitively elect a successor : a Director appointed in the place of another shall remain in office only during the remainder of his predecessor's terra of office. 25. The Directors shall, for every time they are present, receive a counter, of which the value shall be deter- mined by the general meeting. 26. The Board of Management shall meet as often as the interests of the Corporation may require, and at least once a month. The meetings shall be called bv the President or Vice-President, or by the Director chosen'by the Board to fill his place. 2 No resolution can be adopted unless three of the Directors residing in Canada are present. Directors residing m foreign parts or those who are absent may be represented at the meetings of the Board by proxy given to one of their colleagues. No Director shall, as proxy, have more than three votei^ at the Board. 8. lf!3l. Credit Fancier, Doviininn of Canada. Chap. 69. 141 3, Directors who are ab; J.. t may also g-ive their vote in Vote ia writing by correspondence. whuDg. 4. All resolutions and by-laws shall be carried bv a ma- Dec-ijion.'. jority of the votes cast at the meeting; when the votes are equal, the President, Vice-President or presiding Director shall have a easting vote. 27. The proceedings shall be recorded by minutes entered Mimuesto in a register and signed by the President, the Vice-President, •"■ ''*?'• or the Director chosen by the Board to fill his place, and the Secretary ; copies or extracts of such minutes which are required to be produced in court or elsewhere, shall be certified by the President or Vice-President. 38, The Board of Management shall have full Powers of powers lor the management of the affairs of the *''* '^°""* ''\ Corporation : it shall pass by-laws for its intenial ™*"''«*°"" " management ; it shall appoint and remove the managers, officers, and employees of the Corporation, shall deter- mine their powers and fix their fees, salaries and gratui- ties ; it shall also determine the amount of the security which they shall give, and if necessary, authorize it to be repaid; it shall, if need be, authorize the purchase of im- movable property in the Dominion of Canada, for the purpose of establishing its offices therein, and the sales of such immovables and those acquired in payment or for the protection of their claims ; it shall decide upon— 1. The general conditions on which loans shall be granted; Loans. 2. The conditions and terms on which the borrowing Terms powers shall be exercised ; 3. Calls upon shares issued and the issue of new shares ; Call?. 4. The annual statement of accounts to be submitted to Annual the general meeting ; statements. 0. The determining the amount of the dividend and of the Dividends. amounts to be advanced on account thereof ; 6. The establishment or closing of branch offices or Agencies. agencies ; 7. The amalgamation of the Corporation with other Amuigama- companies with the consent of a majority of the shareholders "°°- at a meeting specially called for the purpose ; . 8. Its anticipated dissolution ; Dissolution. 9. The rules under which the managers shall in general Rules. administer the affairs of their respective divisions ; 10. f 142 Chap. 69. Credit Fomiir, Dominion of Canada. 44 ViCT. Iiiu* uf bonds. Annual T«purt. Dccidinf; upon appli- cations. 10. The creation and issne of obligations or bonds ; the date of their issue ; the rate of interest.which shall not exceed that authorized by law in the Dominion of Canada ; the date of the re-payment thereof, the number of drawings (firages uu sort) and the amount of the prizes or premiums, the per- centage whereof, together with t!ie interest thereon, shall no': exceed the rate authorized by law. 11. It shall submit, each year, to the meeting a report upon the accounts and the liuancial position of the Corporation, —which report shall be printed and distributed to the mem- bers at the meetinsr. 20. The Board of Management shall decide upon appli- cations
nonil jnootiiij? shnll be hold bolbre th« thirtieth of April in each year, at Moiitroul, until Nomt' other place has \)(Hin lixcd by by-law. 'I.S. Special ineetiiii>-s shall, moreover, be held whenever ihe Hoard of Muna«,^ement deems it ni'cessary, or the auditors ununimou.sly retpiire the name. 49. The meetings sliall be called at such place and by such notice as may be di'tt>rniined by bv-law, and voting may bo by ballot. 50. The meeting- shall be regularly constituted when one- fourth of the shares forming the capital stock is represented thereat . 1-15 Time and pLiee of K^neral iiicctiag. Special meetings. Callinftof meetings aiil notice to bi; K'Ten. Whenmeet- \ng \3 coa- stitiited. •T>l. If the condition provided for in the next pvecediu" ^•""""'^ "•^et- section is not fulHUed, the Board of Management shall, a Is^uoVuorum second time, call a general meeting within an interval of at least one month ; and in such case the delay between the calling of th.' meeting and the day on which it shall be held, may be reduced to fifteen days. All the proceedino's of Procoedinns members present at the second meeting shall be valid, what- *° ''* ""''*' ever may be the number of the shares which they represent, but only with respect to the subjects mentioned on the orders of th(^ day drawn up / r the first proposed meeting. 52. The officers of the meeting shall be the chairman, two osccrsof scrutineers and n se( retary ; the President of the Board of ""* '»e«'i"«- Management shall be, ex-officio, the chairman of the meeting ; m his default, the meeting shall be presided over by the Vice-President, or, in the absence of both, by a Director designated l)y the Board ; the duties of scrutineer shall be performed by two shareholders elected at the meetiuf 58. The report of the Board of Management on the Proeeedingi position of the affairs of the Corporation, shall f)e read to ?,' ""^ "««'- the meeting, as also, if required, the observations of the '"*" auditors ; the meeting shall approve or reject the annual accounts and shall appoint the Directors and auditors, whenever it is necessary to replace them ; it shall take into consideration, when the proposition is submitted to it, the advisability of increasing the increase of capital of the Corporation, and also the rules and regula- '^*p'"'1' Ac- tions for the government of the Corporation, and for" the administration and management of its affairs, and also the amendments or additions to be made to them- finally ah matters it^shall definitely decide upon all things touching the cy^oSa'* interesta of the Corporation and, by its resolutions, conter upon th(^ Board of Management the necessary powers for such cases as have not been provided for. VOL 11—10 51 146 Chap. 59. CrMit Fonder, Dominion of Canada. 44 YlCT. Minutes to be 54. The proceedings shall be recorded by minutes en- liept- tered in a special register, and signed by the officers of the meeting. Copies to be 55. The proof of the proceedings of the general meeting evidence. gy^^ij^ ^g fj^j, .^^ j.jjjj.(i parties are concerned, be derived from true copies or extract.s, certified as such by the President or Vice President. TITLE SEVENTH, OF LOANS AND OTHER TRANSACriONS. Nature of loans to be made on- annuity. Repayable. Security to be taken for loans. Loans may not be made on certain property specified. 56. The Corporation may effect hypothecary or mortgage loans of two kinds : the first shall be repayable by annuities calculated so as to extinguish the debt in a space of ten years at the least and fifty years at the most ; the second shall be repayable within a period of not more than tea years. t 57. The Corporation shall lend to proprietors of immovables only on first hypothec or mortgage,— constituted seigniorial rents and equivalent ground rents being alone excepted: loans by which debts already regis- tered are to be repaid, shall be considered as made on first hypothec or mortgage, when by the fact of such payment or subrogation made in favour of the Corpora- tion, the hypothec so created shall be the first chivrge on the property ; in such cases the Corporation shall >eep in its possession sufficient funds to meet such payment. 58. Loans may not be effected by the Corporation on the following, — 1. Theatres ; Not on mere usufruct. Proriso. 2. Mines and quarries ; 3. Undivided immovables or real estate, if the hypothec or mortgage be not established on the whole of such immo- vables or real estate, with the consent of all the co-proprietors ; 4. Immovables of which the usufruct and the mere owner- ship are not vested in the same person, unless all those having any right in the property consent to the creation of the hypothecr This provision relates to the management only and shall not affect the validity of the hypothec : Provided always, that nothing herein contained shall pre- vent loans being offiacted by the Corporation on the security of leasehold property. 1881. Ci-edil Fancier, Dominion of Caiuuin. Chap. 69. 147 5». The amount of the loan shall not exceed one-half of Amount of the estimated value of the immovable hypothecated if the '«*"• same be arm or unimproved property, or two-thirds of the estimated value in th.' case of property situated in cities or towns. 1 **]?■ J^i ?^^ ""•*' intf'^'^t to be charged on all sums loaned, Rate of snail be determined by the ]5oard ol Management and shall ^"'""t- not exceed six per centum per annum, except in the Pro- vinces and Territories west of the Province of Ontario, where interest at the rate of seven per centum per annum may be charged. ' .fi^ni J^ ^;"i"ity as well of long as of short date loans whatannuity stipulated m the contract of loan, shall include— ''"'i! include. 1. Interest ; 2 The sinking fund, determined by the rate of interest and the duration of the loan ; and may also include— 3 An annual allowance for cost of management, which sinking fund shall not exceed one per cent, per annum of the principal oaned ; but the interest charged together with the charo-e lor management shall not exceed six per cent, to the bor- rower m all, except in the Provinces and Territories west of the I rovmce of Ontario, where it shall not exceed seven per cent, per annum in all. 62. Annuities shall be payable half-yearly at the wv dates fixed by the Board of Management ; but whJn the first -fcU instalment iS due the borrower shall only pay interest •** J'^^**''*- for such part of six months as have elapsed from the time of the effecting of the loan until the payment of such first instalment. 03. Every half-yearly instalment of an annuity, if not interest on paid wfien due, shall, of right and without any putting in °^?'.'^"« •*"■ default being necessary, bear interest for the benefit of the °"'""' corporation at the same rate as the loan itself 64. Whenever any principal money or interest secured by \o interest mortgage of real estate is, l>y the same, made payable on the r''<=o^"able Tnll'^f . ^'-^'"l °' ''' ""^P?^^^^ ^"^^^'^- ^'^^'"'^ the pay- 'clsltZ.^ ments of piiiu ipal money and interest are blended, or on '^^^ "Jortgage any plan which involves an allowance of interest on stipu- cmain state- iated repayments, no interest whatever shall be charo-eable me"ta8to payable or recoverable, on any part of the principal money ''"-'^'" advanced, unless the mortgage contains a statement showing the amount of such principal money and the rate of interest chargeable thereon, calculated yearly or half-yearly, not in .1- aud interest. VOL II— lOJ eft. 148 Chap. 59. Credit Fonder, Dominion of Canada. 44 YiCT. No rate ^^ Whenever the rate of interest shewn in the statement recoTerahie referred to in the next preceding section is less than the rate Sn'^in^sulh of interest which would be chargeable by virtue of any other statement. provision, caiculation or stipulation in the mortgage, no greater rate of interest shall be chargeable, payable or re- coverable on the principal money advanced than the rate shewn in the said statement. Jttrtidipated payments. i C6. Debtors shall be entitled to discharge their debts before they become due, whether in whole or in part only : anticipated payments shall give rise to an indemnity in favour of the Corporation, which shall not exceed three months interest upon the capital repaid before coming due at the rate agreed upon for the loan. 67. Properties liable in whole or in part to destruction by iire shall be insured against fire, at the expense of the bor- rower; the contract of loan shall contain a transfer of the amount of the policy incase of loss, and the insurance shall be kept up during the entire continuance of the loan. The Corporation may require that the policy of insurance be made out in its name and that the amount of the annual premiums be paid by it ; in such case the amount of annuity shall be increased to that extent. Anticipated payments arising from fires shall not carry with them any right to the indem- nity authorized by the latter part of section sixty-sir. 68. The Corporation shall not loan an amount less than two hundred and fifty dollars, currency of Canada. 69. Loans shall be effected and be repayable in currency of Canada. 70. The rules laid down in this title shall apply to loans made upon the security of hypothecary or mortgage or privileged claims ; and those which relate to the rank of the hypoth° c or mortgage and to the nature and value of the immovables or real estate offered as security, shall also apply in cases of acquisition by means of subrogation or transfer of such claims. Applications 71. The proceedings upon applications for loans shall be for loanB. regulated by the Board of Management. TITLE EIGHTH. Certain property to 1)6 insured. Policies. iProviso. No loan below $250. Loans in Canadian eurrency. Application -cf roregoinK provisious. BONDS. Section I — General Provisions. "What obiijja- 7«. The Corporation may create and issue bonds or deben- tionsBiay be ^^.gg ^f ^^.q kiuds : the first shall be created to represent 1881. Credit Fonder, Dominion of Canada. Chap. 69. J49'' the operations of the Corporation,with the exception of loans to Governments,to municipal or school corporations, fabriques, and church trustees, and public securities, and bonds or de- bentures of municipal and school corporations belonging to the Corporation ; they shall be known as " real estate bonds or debentures : " the second shall be created to represent loans to Governments, miinicipal and school corporations, fabriques, and church trustees, and public securities, and bonds or debentures of municipal and school corporations belonging to the Corporation ; they shall be known as '■ special bonds or debentures." 73. The Corporation may issue bonds or debentiares of the Descriptions following kinds, to wit : — of obligations ° which may be issued. 1. Those redeemable at par with a fixed term for redemption, without prizes ; 2. Those redeemable with premiums at a fixed term for redt^rn .ition, without prizes ; I jihose redeemable at par within a definite delay, with- out any period being fixed for their redemption before such delay, and by means of a drawing of numbers, without prizes ; 4. Those redeemable at par with a right to participate in prizes, w^ithin a definite delay, without any period being fixed for their redemption before such delay, and by means of a drawing of numbers ; 5. Those redeemable with a premium within a definite delay, without any period being fixed for their redemption before such delay, and by means of a drawing of numbers, without prizes ; 6. Those redeemable at par with a premium and a right to participate in prizes, within a definite delay, without a period being fixed for their redemption before such delay, and by means of a drawing of numbers : The Board of Management shall determine the duration of the delay and the date of the drawings. 7i. The drawing of the bonds or debentiues which are to Drawing to be -epai I shall bo etfected by lot, in the presence of the ^^ ''^ '"'- Auditors, or of one or more of them. TS. Within eight days from .such drawing the numbers .Vumbefs dra-Nvn shall be posted up in the office of the Corporation "^'^Y'l ^° ^^ at Montreal, and published as may be fixed by by-law. ^ "^' 70. 'i| ! I li 150 Chap. 59. Credit Fonder, Dominion of Canada. 44 ViCT. Redemption. "76. The bouds or debentures designated by lot shall be redeemed on the day indicated in the notice published ; from and after such day the interest on such redeemable bonds or debentures shall cease to rim. Cancellation of buadd. When re- deemed by anticipate! payments. Transfer of bonda. Minimum amouui. "57. Bonds or debentures redeemed by such drawing of numbers shall be at once cancelled by means of a stamp ; they shall be destroyed in the presence of the President or of his representative, and one of the auditors, and a minute of such operations shall be kept of record. 78. Bonds or debentures redeemed by the Corporation by anticipated payments shall at once be stamped with a special stamp, and they may be replaced in circulation only by resolution of the Board of Management ; in all cases they shall participate in the drawing of numbers. 75>. Bonds or debenKires shall be payable either to order or to bearer : obligations payable to order shall be transferable in the same manner as that indicated for the transfer of shares to order, in accordance with the provisions of section thirteen ; the Corporation shall not in any case be respon- sible for the validity of transfers : bonds or debentures pay- able to bearer shall be transferable by simple delivery. 80 No bond or debenture shall be issued for an amount less than one hundred dollars. Interest. *!• The bouds or debentures shall bear interest, — the rate and the date and manner of payment whereof shall be deter- mined by the Board of Management ; whatever may be the form of the bonds or debentures the payment of the'interest Ihereon to the holder thereof shall be lawful. May be in either cur- rency. Form of obli- 82. The bonds or debentures shall be represented by gallon. scrip taken from a register with a counterfoil ; they shall be signed by two Directors, and shall bear the seal of the Corporation. 851. Any bond or debenture issued under the provisions of this Act may be issued in the denomination of dollars or francs and the coupons attached representing interest upon such bond may correspond to the denomination of the bond to which they are attached. What it shall 84. The interest upon bonds or debentures, the premiums contain. yj. prizes, and the sinking fund shall be set forth upon the scrip. Section II — Real Edate Bonds. Real estate 85. The total amount of the real estate and special bonds obilgatioiis. to ^^ issued shall not exceed five times the amount of the paid up and unimpaired capital of the corporation. 86. 1881. Credit Fonder, Dominion of Canada. Chap. 50 151 86. The real estate bonds shall be secured by the How secured, assets of the Corporation, with the exception of claims spe- cially-set apart to secure the redemption of special bonds. 87. Holders of real estate bonds shall have no Recourse of ■other recourse, for the recovery of the principal and interest ''oiders, due thereon, than that which "they may exorcise against the Corporation directly. Section III — Special Bonds. 88. The special bonds shall be secured by the assets of How secured. the Corporation, with the exception of such assets as are set apart to secure the redemption of real estate bonds. TITLE NINTH. ACQUISITION OF REAL ESTATE. S». The Corporation may acquire and possess such real Pcwers as to estate as may be necessary for its offices for the administra- "*' ®'**^^- tion of its affairs, in the Dominion of Canada, but the value of such real estate, acquired in each division for such pur- pose, shall not exceed, at the time of such acquisition, the sum of one hundred thousand dollars, Canadian currency; and it may, from time to time, lease, mortgage, hypothecate, sell or otherwise dispose of or deal with such real estate ; and it may also, for the protection of its investments, pur- chase and hold real estate mortgaged or hypothecated in it-i favoiir : but it shall sell or otherwise dispose of such real Must be dia- €state so acquired in payment or for the protection of its ^l^hfa"! oer- claims within seven years from the acquisition thereof ; and uin time, may, in the meantime, deal with and manage, and may, from time to time, mortgage, hypothecate or lease the real estate so acquired and held. TITLE TENTH. INVENTORIES AND ANNUAL STATEMENTS OF ACC0UNTS. 00. The Corporation's financial year shall commence on Financial the first of January and end on the thirty-first of December ; year. the first term shall include, in addition" to the year current when the Corporation commences its operations, the whole of the following year also. 01. At the end of the financial year, a detailed general Detailed etatement of the assets and liabilities shall be prepared ^';°"t*' *'**^" under the supervision of the Board of Management, and further, a summary statement of the assets and liabilities shall also be prepared every bix mouths ; the accounts shall be prepared by the Board of Management, and shall be submitted ■ttiiliiill 162 Chap. 59. Credit Fancier, Doviinion of Canada. 44 ViCT. submitted to the general meeting of the shareholders whioh shall approve or reject the same. TITLE ELEVENTH. DIVISION OF PKOFITS, RESERVE FUND AND PROVIDENT FUND. flow dietri- buled. 03. P'rom the annual net profits of the company a divi- dend of ten per cent, upon the paid up stock may be distri- buted to the stockholders, provided the net profits are sufficient to pay such dividend ; and of the remainder of such Reserve fund, net profits one tenth shall be applied to the foundation of a reserve fund until such fund amounts to one tenth of the paid up capital. divided amonsr the stock- Distribution 03. The remainder shall be of remainder, holders and founders, in the proportion otThreefo"urth7ro the former and one fourth to the latter. Reserve funa limited. Its object. 04. When the reserve fund amounts to one-tenth of the capital stock paid up, the percentage of which it is formed shall cease to be set aside ; if such reserve is encroached upon, such percentage shall again ..e set asid( The reserve fund is intended to provide ibr unforeseen circumstances. TITLE TWELFTH. I ! Notice cf meetings for eertain pur- poses. Two-third vote requisite. RULES OR REGULATIONS. 05. When the general meeting shall be called upon to vote on the adoption or amendment of any rules or regula- tions, the notices calling such meeting shall contain a summary mention thereof; the proceedings at such meeting shall not be valid unless carried by two-thirds of the votes, representing at least one-third of the registered shares. StoSs" 1 ^^' P? ^"^^^ °^' I'egulations must not be contrary to the laws ot the Dominion of Canada, nor to the provisions of this Act. 3 TITLE THIRTEENTH. DISSOLUTION AND LIQUIDATION OF THE CORPORATION. Dissolution of 97. The Corporation shall be dissolved at the expiration m corpora- of the time fixed by section four, unless by resolution of the general meeting, voting in the manner prescribed in the latter part of section ninety-fi , ?, its continuance be authorized. OS. The qiiestion of the continuance of the Corporation lall be submitted at the latest, in tbo rronprol vneetiu"" of the shareholders Sfsb^au be ^^"f-'A'^e question of the continuance of the Corporation submitted. S"*^^ ^^e submitted at the latest, to the general meeting of the ft n Q ro V»/\l /I rt vet 1881. Credit Fonder, Dominion of Canada. Chap. 59. fihareholders held during the course of the year preceding that in which it would otherwise cease to exist. 15a 0». Tut he event of the Corporation having lost, in addition Dissolution to its reserve fund, one-third of its paid up capital stock, the 1^*1;',^' '* dissolution and liquidation of the Corporation shall be pro- ceeded with, unless the shareholders consent to pay up the lost capital. lOO. When the dissolution and liquidation of the Corpo- Method of ration shall have been decided upon, the general meeting liquidatiott. of the shareholde) s shall determine the method of liquida- tion to be followed ; it shall also appoint liquidators: if the general meeting doe:: not come to any decision on this point, the dissolution and liquidation shall be proceeded with under the laws in force in the Dominion of Canada. TITLE FOURTEENTH. ORGAMZATIOX AND FINAL COXSTITUTION OF THE CORPOKATION. lOJ. T;.e persons mentioned in the preamble may open Proceedings Eubscription books for the first issue of shares in the capital f?'' crganiza- stock, at such place and for such time as they mav deem *'°"' advisable ; after the closing of the books they shall allot the ten thousand shares, forming the first issue, in such manner as they may deem proper. Notice shall be given to each subscriber of his allotment, by a letter addressed to xotice his place of residence, and sent by post ; and within five days from the date at which such letter was sent to his address, each subscriber shall pay into the hands of the person or banking institution designated for that purpose ten per cent, upon the amount of the shares allotted to him, and subscribers who shall so pay ten percent, shall become shareholders As soon as the first issixe of shares shall have First meeting been subscribed for, and ten per cent, upon the amount issued ^9'' election oT shall have been paid up, the person specially selected for '^""'°"- such purpose among those mentioned in the preamble, shall call a general meeting of the shareholders, by public notice published at least ten days before the date of such meeting ; and at such meeting the persons mentioned in the preamble and those authorized to represent the companies therein men- tioned shall elect the first Directors ; and the meeting itself shall elect the auditors, and thereupon the Corporation shall be duly organized, and may commence its operations. 102. NoHces of meetings of shareholder?, and all other Publicatioa. notices required to be published, shall be pul)lished in the of notices. Canada Gazttle. 103. contain. 154 Chaps. 59,60. Credit Fonder, Dam •'num of Cinada, ,\c. 44 Vict. wentW" '*^*- ^^^ Corporation shall transmit, on or before the first transmitted ^^^7 of March ill each year, to the Minister of Finance, a ^1^'|[|j'j|'«'^'j'' statement in duplicate to the thirty-first day of December wha*tTmu"t i'lclusive of the previous year, verified bv the oath of the President, the Vice-President, or the Managino- Director, setting forth the capital stock of the Corporation and the proportion thereof paid up, the number of shares to order and the number to bearer, the assets and liabilities of the Corporation, the amount and nature of the investments and the average rate of interest derived therefrom, the extent and value of the real estate held, the amount and nature of the obligations or bonds or debentures issued and the rate of interest payable thereon, and Lach other details as to the nature and extent of its business as may be req aired by the Minister of Finance, and in such form and vv'ith such details as he may, from time to time, require and prescribe ; but the Corporation shall in no case be bound to disclose the names or private utlairs of any persons who mav have dealings with it. CHAP. 60. Preamble. Recital. In corpora, tion in U.S. Application for "powers in Canada. An Act rospectiiig the Canada Consolidated Gold Mining Company. [Assented to list March, 1881.] WHEREAS the Canada Consolidated G-old Mining Com- pany have, by their petition, represented that they are a corporation incor'^orated under the general laws of the State of New York, o.,»> of the United States of America, and that they ^ ave agn-^'d for the purchase of certain gold mines in the County of Hastings and Province of Ontario, and propose proceeding at once to mining and treating the ores to be taken from the said mines ; and whereas they desire to have their organization and corporate powers re- cognized and confirmed by the Parliament of Canada, and also power to sell and treat the said ores in such part or parts of Canada or elsewhere as they deem proper, and to hold such real and personal property a.s may be requisite for the purposes of the undertaking, and have prayed for the passing of an Act for the purposes aforesaid ; and whereas it is expe- dient to grant the prayer of the said petition : Therefore Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as fol- lows : — Corporate J. The Said The Canada Consolidated Gold Mining Com- TrreTonTiie P^^^ ^^ hereby invested with and shall be entitled to all the powers. AV^ff *r'^ 1881. Canada Consa/idoled Gold Mining Co., Sfc. Chaps. 60. Gl. 155 powers, privilee-es and riu-hts, as a corporation, necessary for company ia the purpose of acquirin<«-, l)v purchase or lease, or both, ^'""da. mines and minerals and workinii- tlie same, and also in like manner to acquire and hold all other real and personal pro- perty required lor the convenient and proper carrying on of their business, and when any such is not further required, to sell and dispose thereof; and shall be capable of con- tracting and being contracted wHh and of suing and being sued, pleading and being impleaded in any court of law or equity in Canada in their corporate name aforesaid ; and they and their successors shall and may have a common seal, and may change the same at their will and pleasure, and they, as such coriwration, shall have all the powers and privileges necessary for the proper management of their property and business, and incident to such a corporation. «. The said Company shall haA'e full power to sell the Buainegs of products ol their mines in anv part of Canada or elsewhere, the company and to establish treating works in anv Province of the Do- "* ^*''*'^»- minion or elsewhere, as in the interest of the Company may be found expedient. *V ^^^'^^*^ ^^ '"ly proctss or legal document upon the serWce of chiel officer or manager of the Companv in Canada at any process oa olfice where it may carry on business in Canada, or upon comply- the person then in charge thereof, shall be good service and shall bind the Company. CHA1\ 6i. An Act to incorporate The Dominion Salva-e and Wrecking Company. [Absented to 21st March. 1881.] WHEREAS a large number of vessels with valuable car- Preamble M goes are yearly wrecked and stranded within the limits of the waters of the Dominion of Canada, and no sutticient means exist for assistinsj such vessels stranded or \vrecked, or ves.sels in distress in the waters adjacent to the coasts of the Dominion of Canada ; and whereas James G.Ross, John Merritt, Alfred Masson, Thos Workman, John Harvey, Honorable Ihomas McOreevy, Sylvester Neelon, Robert Henry, S^ E. Gregory, John Donnelly, J. H. G. Haffgarty, Ihomas Robertson. Hezeki;ih Herriman, Frederick WrHeii- shaw, AVilliam McDonald, and Alfred Brown, have by their ^\' !m?^ prayed for an Act of incorporation, under the name ot • Ihe Dominion Salvage and Wrecking Company, " and whereas : ■ -It! IM m Certain prr- eooH incor- poraled. Corporate aame: head ofEce and branches. BiiEin(>i39 of the company. 156 Chap. 61. Dominion Sa/ruffe and Wrecldng Co. U ViCT. whereas it is expedient to grant the i)raver of the said petition : TliereJore Her Majesty, l)y and With the advice and consent ol the Senate and House ol" Commons ol Canada enacts as lollows : — I. Tlie said James G. Koss, John Mcnilt, Hezekiah Herri- man, >n>denck W. Hensliaw, Allred IJrown, Alfred Masson. Thomas W orkman, John Harvey, William McDonald, llonoi- ithle Ihomas McGreevy, Sylvester Neelon, Kobert Henrv fe^ L. Gregory, John Donnelly, Thomas Robertson, .;. H ('>' Hajj-garty, and such orher j.ersons as they shall associate with themselves, shall be and aiv hereby constituted a corporation and body politic, by the name and style of •'The Dominion Salvage iind Wrecking Companv." (hereinaiter called the Company), the head odice whereof shall be in the City of Montreal, with power to open branches in any other city or place within the Dominion ot Canada, wherever deemed necessary by the Company. a. The Company shall have power and authority to build, purchase, charter, hire and own a vessel or vessels to be propelled by sails, steam or other motive power, to be employed in towing vessels ; also, in aiding, protecting and savmg vessels and their cargoes, and in transporting freioht and passengers upon the high seas, and throughout the various arms of the sea, and the inland waters, lakes and rivers of Canada, with power to take charge and control ot abandoned vessels or the cargoes thereof ; also, to acquire and hold such lands, appliances, machinery and apparatus as may be necessary for the business of the Company ; also, to fix and determine upon rates of compensation by parol agreements or by instruments in writing, either with or without seal ; and to take and receive all compensations for freight, towages and salvages w^hich are customary and usual, and which by law and usage enure to private persons m towing and saving and taking care of wrecks and wrecked and damaged property ; and the Company shall be entitled to, and shall have the usual liens on such property, with the right to hold and pursue the same in the like manner and with the like efflict as such rights and remedies are and may be held and enforced by private persons f "J'shares."' , '^ J,^* ''^^'^'''^ «^«^k ol' the Company shall be three hun- dred thousand dollars, and shall be divided into three thou- sand shares of one hundred dollars each ; Avhich shares shall be and are hereby vested in the several persons who shall subscribe for the same : Provided always, that it shall and may be lavviul for the Company, from time to time, to in- crease Its capital stock to a sum not exceeding one million dollars, as a majority of the shareholders, at a special general meeting to be expressly convened for that purpose, shall agree upon. May hold lands, kc, for Buch businesH. Gompensa- tion for 86 rT ices. Liens for the same. Provision for increase. rM'0^ 18S1. Dominion Snlrnu-e ami IFrechinf:: Co. Chap. 01, 15t I 4. I'or tho ])urposp of oruanizinir the (V)mj)anv, JaineH (r. Proriiionni Ivoss, John Menitt, Hezekiah Ili'irimaii, I"iv(h>ii"ck \V. llt»n- '''f'f'""- fchaw, Alfred lirovvn, Alfred MaNsou, Thomas Workman. John Harvey, Honorable Thomas McOreevy, Sylvester Neelon, S. E. CJregory, John Donnelly, Tli.nnas Robertson, J. H. G. Haggiirty and Kobert Henry shall be provisional Directors thereof; and they, or a majority of them, may Stock booki oanse a stock book or books to be opened, upon which stock ""7 *'? book or books .shall be recorded the subscription of such i)er- '^'''''" sons as desire to become shareholders in the Company ; and such book or books shall be opened in the City of Montreal, and elsewhere, at the discr +ion of the said provisional Directors, and shall remain en so long- as they deem neces- sary, 5. "When and so soon as one Imndred thousand dollars of First mcetinn the said capital stock shall have been sub.scribed as afore- {Jofd*""®} said, and thirty pe..' cent, thereon shall have ))een paid in to e'leci^on of some chartered bank to the credit of the Company, such directors. ^subscription and payment being made within six months auer the passing of this Act, the said provisional Directors may call a general meeting of shareholders, at some place to be named in the City of ^Montreal, giving at least fifteen Notice, days' continuous notice thereof in two daily newspf ners published in the said city, at which general meeting the shareholders present in person, or represented by proxy, shall t-lect seyen Directors in the manner and qualihed as hereinafter provided who shall constitute a Board ot Directors and shall hold office as hereinafter pro- vided: Provided always, that no per.son shall be eligible to Qiialificat^oa be or continue a Director unless he shall hold in his own "f directors, name, and for his own use, at least ten shares of the capital stock of the Company, and shall haye paid all calls thereon and all liabilities incurred by him to the Company: and the shareholders shall have power to increase the number of Number of Directors at any general meeting to any number not exceed- directors. ing nine, or to reduce them to any number not less than five. «. The Company shall have power to purchase, acquire Powers as to and hold such real estate, warehouses and wharves, either '•=*' estate, by lease or otherwise, as it may require for the purposes of its business, wuthin the Dominion of Canada or elsewhere, and to sell and dispose of the same and acquire other pro- perty in its place, as may be deemed expedient, and to take, hold and acquire all such lauds and tenements, real and im- movable estate, as shall have been bond fide mortgaged to it by w^ay of security, or conveyed to it in satisfaction of debts previously contracted in the conrf5e of it.s dcalin"--, or otherwise obtained ; and the Company may invest its i°unds, inyestment or any part thereof, in the public securities of the Dominion of funds, of Canada, or any of the Provinces thereof, or in the stocks of !l Hi 158 32,38 V e. 12 toappi/. Liability of Chaps. 61,62. Dominion Sn/rageS,' Wrenkinff Co., ,^^.4* VlCT. ol" any hank or building or loan society, ur in tho l,onds or (le benturofl of any incorporated city, town or municipality authorized to issui* })()ndH or debentures, or in uiortiraoes oii real estate. " " 7. The iirovi.sions o^ the •• Camida .luinl Slovk Coninnniea ( tnuses Act imr «hal] apply to the Comi.any so iar as thev are applicable to the undertaking, except in so Iar as the v may be inconsistent with tiiis Act: "harTh'oTdef, f", Th>' shareholders and Directors ol' the Coinpauy shall limiitd. ""\ '»*' "'•'" responsible ibr any claim beyond the amount of heir respective shares, notwithstanding the provisions con- tamed in section thirty-nine of the said " Cnnm/u Joint Slorfc CoD'ponies Clauses Art, 18(19." CHAP. 62 An Act to incorporate The Wrecking and .Salvaue Company of Canada. [Assented to 21s/. j\Jarck, 1881.] WHEREAS the persons whose names are hereinafter mentioned have, by their petition, prayed that they may be incorporated for the imrpose of establishiuij' a Com- pany to carry on the business of towage, and of assisting and PreacQble. Certain per- BODS incor- porated. Corporate came and general powers. saving vessels wrecked or in distress, or the ireight or cargoes thereof, upon the high seas and throuijhout the various arms of the sea, and the inland waters, lakes and rivers of Canada, and have represented that such Company would be a public benefit ; and whereas it is expedient to grant the prayer of the said petition : Therefore H*>r Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows : — 1. Andrew Allan, George A. Drummond, Gilbeit Scott, John Torrance, .Tohn Hope, John (t. Sidey, AVilliam M. Ramsay, William R. Oswald, D. Lome McDougall, David Law, Robert Reibrd, Thomas Workman, Edward Murphy, Honorable John Hamilton, John Cassie Hatton, Charles H. Gould, James K. Oswald, Charles Stinson, of Montreal; William R. Scarth, ]Ionorable Alexander Morris, John Ginty, Henry J. Scott and Alfred Boultbee, M.R., of Toronto, and such other persons as may become shareholders in the Company to be by this Act created, shall be and thev are hereby created, constituted and delared to be a corporation, body politic and corporate under the name of " The Wreck- ing and .Salvage Company of Canada,'" (hereinafter called the Company), having the head office of the Company at the City of Montival, wiih power to open branches at Quebec, Gasp^, Halifax, St. John, New Brunswick, Sydney, Pictou and Toronto, and other places in the Dominion of Canada, and I r Ruainesf of tlie compRiij an t powers in respect tlicreof. CompenEa- tion for ser* vice», and liens therefor. 1881. Wi-erkiiiii awl Sahufre Co. of Canada. Chap. 62. 150 and shall havt; poipctuul succi'SKion and a corporals seal, with povviT to alter and chaiici' tln' Rinif at ploa.su ro ; and may, by such nauu-. mic and ho sued, implead and be im- pleaded, in all courts ol'law and equity. a. The Company .shall have power and authority to build purchase, charter, hire and own a vessel or vessels, h. i)e pro- pelled by sails, steam or other motive power, to he employed in towing vessels ; also, in aiding, protecting and saving vessels aiul their cargoes, and in tnmsporting frtMght and passengers upon the high sea.s, and throughout the various arms ol the sea, and the ir'ar-d waters, lakes and rivers of Canada, with power to f.i^e ch '.;ge and control ol" abandoned vessels or the cargoes th.-veof; ;dso, to acquire and hold such lands, a))pliances, mohiner and apparatus as maybe necessary for the.busines.- oi the \)mpany ; also, to fix and determine upon rates of cc • j-nsation by parol agreements or by instruments in writing, either with or without seal ; and to take and receive all compensations for freight, towa"-es and salvages which arc eustomary and usual, and which 1>y law and usage enure to private persons in towing and saving and taking care of wrecks and wrecked and damaged property • and the Company shall be entitled to, and shall have the usual hens on such property, with thd right to hold and pursue the same in th.' like manner and with the like eHect as such rights and remedies are and may be held and enforced by private persons. ». The capital stock of the Company shall be three hun- Capital stock Ured thousand dollars, and shall be divided into three thou- *"•* "''*''"• sand shares of one hundred dollars each ; which shares ehall be and are hereby vested in the several persons who shall subscribe for the same : Provided always, that it shall and Provision may be lawtul lor the Company, frein time to time to in- ''"^ '""eaw. crease its capital stock to a sum not exceeding one million dollars, as a majority of the shareholders, at a special general meeting to be expressly convened for that purpose, shall agree upon. Alt/n *^*'^A'^Tf*''*^''''=r''"'= ^'''^ Company, Andrew ProrisionaJ Allan, George A Drummond, Gilbert Scott, .ToLn Torranre directors John (r bidev AVilliam 11. Oswald, D. Lome McDougall! Honorable John Hamilton, John Cassie Hatton, Charles h! Gould^illiam ]{. Scarth, Honorable Alexander Morris, John Hope and James K. Oswald, shall be provisional Directors thereof; and they, or a majority of them, may cause a stock book or books to be opened, upon which stock Stock books book or books shall be recorded the subscription of such per- ""^ ^^ sons as desire to become shareholders in the Company ; and °^ such book or book,s .hall be opened in the City of Montreal, and elsewhere, at the discretion of the said provisional Directors, and shall remain open so long as they deem necessary. ° ^ o. 160 First meeting of abare- holdera for election of ■directors, "Qualification of directors. Number of ^lirectors. Chap. 62. Wiecking- and Salvage Co. of Canada. 44 Vict. ihf '.^i^*"'' ?? '? ^?«",as o»e hundred thousand dollars of ^iV^n/fTl^^ '^^'-"^ '^"P ^^^'« been subscribed as aforel ^aid, and thirty per cent, thereon shall have been paid in to some .hartored bank to the credit of the Company such subscription and payment being made within six monS after the passing of this Act,-the said provisional Director may call a general meeting of shareholders, at some place to be named in the City of Montreal, giving at least fifteen davV n the 3 dtv" 'Y'f- I' '"" Y' newspapers publishld in the said city,-at which general meeting the shareholders S[l'? '''■ Pfr^""' ^' represented by proxy," shall elect seven directors in the manner and qualified as hereinafter provided who shall constitute a Board of Directors, and shall hold office sL^rbp"l-llP?^'i^^'^^^^ Provided always, that no person shall be eligible to be or continue a Director unless he shall k "%.u^ ""^^ V^"'^' '^'^^ ^«^ ^i« own use. at lea.st ten shares of the capital stock of the Company, and shall have paid all calls thereon and all liabilities i'curred by Mm to the Company ; and the shareholders shall have power to in- n nX ' r^^^^'r ^ ^''''''''' ^^ ^""^ S^^^^'^l "^"^^ting to any number not exceeding nine, or to reduce them to any num- ber not less than five. ^ rC*°' ^J^i l^l!!'J'T ""^^ u' '^^^!^f '^""'^ subscribed for shall be nLic V ^-/Vw^ instalments, and at such times and places, as the said Directors shall appoint. Board of directora. Tacanciea therein, how filled. Election of directora, when and where to be held. Ballot. Majority. Ties. 7. The stock, property and aflfairs of the Company shall be managed and conducted by the said Directors, wto shall hold office for one year, but who shall be eligible for re-elec- tion, one of whom shall be chosen President, and another Vice-President. If any vacancy should at any time happen amongst the said Directors during the term of office of any Director, such vacancy may be filled for the remainder of the term by the remaining Directors, or the majority of them electing in such place or places a shareholder or share- holders eligible for such c ifice. All elections of Directors shall be made and take place at the annual general meeting of the shareholders, to he holden at the head office of the Company or elsewhere in Montreal, on the second Wedjies- day in January in each year, or such other day as may be appointed by by-law,-iiot less than fifteen days' notice of such meetir- being given, as provided in section five; and t^ «aid election shall be held and made by such of the shai;eholder8 present in person, or represented by proxy, as shall have y. id all calls made by the Directors and then due ; and all such elections shall be by ballot, and the persons who shall have the greatest number of votes shall be Directors • and It two or moio persons have an equal number of votes in such nianner that » greater number of persons shall appear t^ be chosen as Directors than should have been chosen, then a second vote on the names of such persons shall w I 1881. Wrecking and Salvage Co. of Canada. Chap. 62. 161 xyhen, pursuant to ,hS'Ao^ithou,d wtZ^ZT"' "!r «?'''-""" l.y him for not Urn than foS ee™ da\ s p riorto'Ih.''?'' """'I '"' ""'■ prssiding- at such meetiu" hirinJr (L .■ ' f ?nairmau an equality of rot™ = ° ""^ ""^''''S ™''^ '" '^^e of c„ti,g „t.. i..rh„'em7dt ttt':;y :&'',Lrf Tf k'° .-.^^ '"^ — M 1th the amount paid thereon in «„ .K ? ' =^^"*^'^ """-pvoieat provided by the by-lavvr- and '.' •>. W r^'"^ ^' ™^>' ^' °'<^*^'^ inaybesoldatpiiblicsriebvth/TV ['''^'''^f share or shares they may direct and Tb^m-! ^''''^'!''^ ^?er such notice as applied ilr the purposes of Si'cr'''p= '^VfT ^^^" ^' on demand to the ownei nni ,, "'^ T'''''' ^'^^" ^e paid than shall be deemeTm ceS rv?o'°^'' '^T' ^^^'^ ^' '^^^ and expenses. "'ct,ssarj to pay such arrears, interest p.;^stert;(!rrt.:s:ribSd^t^?^ ^"i ^^- — - f^old, such share shall revert nfVn ^*''*"^f^'^ «ha» have been before 8*le, '-en duly paid before Ibrfohire 1^''^ /' ''' f^ ^ -^^^^ -- - or suits Ibrthe recoverv of ., v, ' ^"'^ ,? ''^^ ^^^^i^ns owaer. sufficient for the Compa^.fto L 7^^.^' ?l'' '' «^^" ^e whatoni.it the owner of snchZr ^^s i^f } ^'J' ^^''?'^""^'^^^ be i 1C2 Chap. 62. Wrecking and Salvage Co. of Canada. 44 ViCT. be necessary to prove the appointment of the Directors who made such calls, or any other matter whatsoever, other than rBwfS;. "'''Y^ '^ hereinbefore mentioned. A copy of any by-law, tiocs, 4c, ^J-^^^' regulation or minute, or of any entry in any book ot the Company certified to be a true copy or extract under the hand of the President or Vice-President, Managing Director or Secretary of the Company, and sealed with the corporate seal, shall be received in all courts and proceedings as priwd facie evidence of such by-law, rule, regulation, minute or entry, without further proof thereof, and without proof of the official character or signature of the officer signiii"- the same, or of the corporate seal. ° Quorum at nieetingB of •sirectors. Cbairman, 12. At all meetings of the Directors five, or such number as may be, by by-law, from time to time fixed, shall constitute a quorum for the transaction of bu.^iness, of whom the Presi- dent or Vice-President shall'be one, and shall preside at such meetings, except in rase of ilhies.s or absence, when the Direcic.rs present may choose one of their number to be chairman of such meeting. Proceedings at annual mettinga. ypec:fil meetings 1,1 13. At the annual meeting of the shareholders, the elec- tion of Directors shall be held and all business transacted, and a general balance sheet and statement of the affairs of the Company, with a list o{ all the shareholders thereof, and all such further inlbrmation as shall be required by the by- laws, shall be laid before the shareholders. Special meetings of shareholders may be called in such manner as may be All meetings, provided for by the by-laws ; and at all meetings ot the shareholders, the President, or in his absence, the Vice-Presi- dent, or in the absence of both of them, a Director chosen by the shareholders, shall preside, and in case of an equality of votes, shall give the casting vote in addition to his vote "as n shareholder. Directors 14, The Directors shall havp full power and authority to MdsTt^e^rV- ^^^^ ^"^' ^^'^^ *^"^® *" *'"^^' *° ^^^^^' ^^^^^^ by-laws, rules, laws for cer- regulations and .rdinances, as shall appear to them proper tain purpoees. and needful, touching the well ordering of the Company, and the management and disposition of its stock, property, estate and effects, the calling of special general meetings, the regulation of the meetings of the Hoard of Directors, the ap- pointment of one of themselves as Managing Director, and of other officers, and of sub-boards to facilitate the details of business and the definition of the duties and powers of such Rub-boards, the making of calls upon the subscribed capital, the appointment and removal of officers and agents of the Company, the regulation of their powers and duties and the salaries and allowances to be paid to them, the regulation of the transfer of stock and the form thereof, the coiiipenBalion of Directors, and the establishment and regulation of PrcTieo. agencies : Provided, that such by-laws do not contravene the f 1881. Wrecking' and Salvage Co. of Canada. Chap. 62, 163 ihe provisions of this Act, and are not contrary to law • Froyided also, that snch by-laws shall have force until the Proviso next general meeting of shareholders, but no longer, unless approved at such meeting. 15. The Company shall have power to purchase, acquire p.wor8«9to ana Hold such real estate, warehouses and wharves, either by '*"' ^^'^te. lease or otherwise, as it may require for the purposos of its business, within the Dominion of Canada or elsewhere, and to sell and dispose of the same and acquire other property in Its place, as may be deemed expedient, and to take, hold and acquire all such lands and tenements, real and immovable estate, as shall have been bond fide mortgaged to it by way of security, or conveyed to it in satisfaction of debts previ- ously contracted in the course oi its dealings, or otherwise obtained ; and the Company may invest its funds, or any mveatment part tJiereot, in the public securities of the Dominion of o"^"°d9. Canada, or any of the Provinces thereof, or in the stocks of any bank or buildnig or loan society, or in the bonds or debentures of any incorporated city, town or municipality, authorized to issue bonds or debentures, or in mortgages on 16. No transfer of any share of the Company shall be Transfers of \alid until entered on the books of the Company according '^'''^^ to such lorm as may, from time to time, be fixed by the by- CIL """J'^ *te ^"^^^l"^ ^^■•■^'^^ ^^^'^ i« P^id ^P. it shall Conditions. be necessary to obtain the consent of the Directors to such ndebfll r? .^'^^n' • ^'^''^?'?, ^^"^^y"' ^^-^^ ^° Sharehold./ Proviso : if indebted to the Company shall be permitted to make a!'""!."'! transfer or receive a dividend until such debt is paid or Ihetmpany secured to the satisfaction of the Board of Directors evidenced ' "' rJl^? 7il''^ i^^^^ ''°* ^^ ^^'« "^ numberthan thatof the S17 ? the whole number of the add Directors ; and no wl S '^l'^ '^^' /* ^''y *™*^ ^^ "^^<1« ""til all calls t Hereon have been paid in. n.iI'J"*^- *'''*^ll*''^^^^r''P^^*y ^"^1 "l^^^ts of the Com- Liability of pany being msufhcient to liquidate its debts, liabilities and f.bareboidera engagemen s, the shareholders shall be liable for the defici- '"''''• ency, but to no greater extent than ilie amount of the 1^1" pitliTc"^ ""^"^ "^"" ^^•^"- '^'^'^'''^^ «h-- "^ f CHAP. 164 I Chap. 63. J, »7„,,^^,^ j^^^^ ^^ ^ ^, ompant/. 44 Vict. CHAP An Act 63. to '^unes and Company, Limited." Preamble. lacorpora- tion uoder Imperial Act Incorpora- tion in Canada. [Assented to 2lst Match, 1881 J 877 " of the Imped. vX^:,rZ\t''^ ''''' ''''' «-^ after mentioned, have, by ther,.;,- ?1^' Purposes herein- Porated in Canada for he^like Lrni ' ^i'^'^ *^ ^^ in^or- necessary ihr carrying o^/Th J "E? ^"^ ^7^^ ^^'' ^'^'^'^^ ?;on and it is expedient to ran? h' "^"'"^ *^« ^«mi- Her Majesty, bv and w th th' ad vil T^'"' '■ ^^^'^^^^^ Senate and House of Commons If r ''1 '^"'^"^ «^' ^^e iows:— v,ommons ot Canada, enacts as fol- and corporate, and sha ?, ^ ti^h /theT"''°"' ^"fy ^^^'^ have a common seal, and ha e n^ * .r ^°'"""«" ?f Canada, contract and be contracted wifj^ hi f""),'"" ^^\^ ^'' «"^d, name, with power to hold nJl ', ^ *^*'"' ^^^'^ corporate of their business, and tie "^^IT^lrr^'^y -^^ the purpose: purposes to the extent herSafSl'-^ '''^''^'^'Y for like powers as may be necesstySr t ITIUH ^"^^^ ^^^- ^S^Z^' J- Th« Pl^^-Poses for which the Companv is . n- , , and the said powers are given, are— ^ established 1- To purchase of John Winsln,,- t , , preserving corn, meat, lobsLS f Ih ^II? ')u ^''''''''' °^ carried on bv him at Pntfi j W • '"^^^ other produr-e of America 'or d/e v w'^^.^-^i-^^^^^ the Unite^d «tate'' factories, lands, buildin!; d1«,,?T? ''""'^'"' ^^^th the materials and other ettS' com i. f "''\ '^^^'^ ^^ trade, appropriated for the sa^d bn.^. *'l '""'^^ ""' "^^^ and .l^rS. ^» '^^ r ^tered agreeme'u L'SYeLlf S ^"^"'^"^^^ '" Wmslow Jones, Walter EafhhnnnS ^'^',' ^"^ said J. Pany, and .-efe™., to i„ SteLtS'^ir J1 ,'.^11^^ Canada and England, Europe AusS/n '* thought desirable, in *•--""«. desirable, to c^^J y r in dd[tfon To^""' •'"' ^^»^' ^^' ^^^^^^^ " the same, the busLess of produce",'' ^a-u^ ''""''^*'°-'^ ^'"^ curing, i^reserving o, i^reparino- poVm 'f ^"^^^^^uring, drying, vegetable, and Cher L.i£-„f S r';!S:;,f;„'j"i';. dealinsr Purchase of business of J' W. Jones. u\ ICT. 1881, J. Winslow Junes and Compnnif. Chap. 03. 165 lowii a.s '' J. ited." ^'■ch, 1881.] ired ill Eng-- le thousaird es and Com- '>2. 1867 ««/i >oses herein- to be incor- ^ the po\ters the Domi- : Therefore sent of the lacts as fol- lall, by the ody politic f^f Canada, 1 be sued, corporate e purposes T for like such other stablished usiness of produce, ted States w^ith the in trade, '^ed and orised in »e said J. 'id Com- ociation ; a similar ■able, hi thought on with drying-, ih, iruit, and of dealinar dealinj? in any such articles, (whether dried, ciiivd, pre- served, or prepared or not.) wholesale or retail, and Ox pro- ducing, manufacturing or dealing in such aiticles as are required for, or are usually or may be conveniently manu- factured or dealt in by companies or persons carrying on a business of a similar nature, and the business of° agents Agonoy for the purchasing or di'aling in articles of food or provi- ^'''"'■"^'^s- sions, or such other articles as aforesaid ; 3. To improve or lay out for building purposes any of the lM,|.r„Ten,ent lands comprised in the agreement above mentioned, or which '"'^ '".ving may be acquired by or leased to th(? Company for the pur- ""' "' '"'"^'' poses aforesaid ; and for such purpose to construct, exe(;ute, and do such buildings, works and things as may be thought desirable for the purposes for which the Company is hereby incorporated : Provided that the total \ alue of the real pro- perty which the Company shall hold \.i Canada at any one time shall not exceed two hundred thousand dollars : PlOvi30. 4. To purchase, take upon lease, or otherwise i>cquire (sub- Acauis tion ject to thb limitation in the next preceding sub-section as to of real ami real estate) all such lands, buildings, shr])8^or other property IZ'v^nl real or personal, or such estates or interests, rights or privi- leges in or over any lands, buildings or property, and any patents or like privileges, inventions or secrets or secret processes, or licenses to use the same, as may be considered necessary or expedient for the purposes of the business of the Company ; and to construct and maintain any buildings, works, ships, boats, n. hinery, plant, apparatus and things v.'hich may be considered necessary or expedient for the purposes of the business of the Company ; 5. To sell, grant, let, exchange, surrender or otherwise Siie, ex- dispose of absolutely or conditionally, or for any limited c{?a»g''. 4c. estate or interest, all or any part of the property, rights or "" p'^P"'^" privileges of the Company, or any rights or privileges in or over such property or any licenses to use or exercise any patent or other rights or privileges ; 6. To do all such tilings as are incidental or conducive to General any of the purposes aforesaid. powers. ^ 3. The personal liability of the several members of the Liability of Company for its debts and obligations, is limited to the members amount unpaid on their respective shares in ihe capital of ''""^'"^* the Company. 4 The capital stock of the Company shall be one hun- Capital stock dred thousand pounds sterling, divided into ten thousand »"" shares. shares of ten pounds sterling each : tf.e capital may be Piovision increased, and any of the original or new shares may be *"•■ increase. issued as prelerence shares, wiih preferential rights as to VOL 11—12 dividends tV ^ 166 Oertiiin mnl- lera lo be (.'ovprned bj articles of i^ssucialion. Copy to be deposited with Se«' !' tary of atato, Certifiod copies to be evideuce. Chat. (:3. J. Winstuw Jones nnd Com/iani/. 44 ViCT. dividends or otherwise, as i.iay be resolved upon by the Company l'i;,m time to time in accordance with the provi- sions contained in thev.- Articles of Association, r* ivi-te-td under th» Imperial Acl hereinbefore mentioned, m the fourth day of February, one thousand eight hundvi d iiijj eighty, which shall apply to and govern the internt" , rgarj- ization, management and alfairs of the C/ompany, the distri- butioii of its capital and the shares thereof, and matters relating thereto, the general meeting.; ■,.] the Company and the proceedings thereat, Ihi Director- and other oiii ■ rs thereof, the dividends, accounts, seal and audit, no i ices to members, and generally all matters provicl'd i'»r bv tli«> said Articles of Association, a copy whereof certifivd bV the I'k- sident or two of tho Directors off the Compan) shall bo deposited .i(i the^office of the y(H;retary of State of Cauada ; and any cf.j y w}tCTeof pur;,.orting to be certified under the hand of the fiaid '•'cretary of State or his deputy, to be a true copy of tL;-? m deposited, shall be received in all courts of law^ or equity .n Can id a as priim fa'ie eviden'.o of such Articles of AsHJCiation and of the contents thereci without proof of the signatures of such Secretary or depuiv as shall also any deed or instrument purporting to be undei the seal of the Company and executed as required by tlie said arti( les. CHAT 34. 1 35. i 36. . jl i i. ■■■■W bV;)!"eme*d'a ^ ^^^''^ ^®^® °^ buildiug in Canada, at or in which the domicile of ^^^^ Company transacts its business or any portion thereof, the coapany. shall be deemed to be a domicile of the Company ; so that if any cause of action or suit shall arise against the Company within the Province or territory in which such domicile is situate, service of any writ or process in such action or suit may be validly made upon the Company at such domicile, by delivering the same to the person then in chai-ge of such place of business. Head ofSce, officers and agencies. «. The chief office of the Company shall be their regis- tered office for the time being in England; but the Company may appoint and have officers, agents and servants in Canada, for such purposes and with such powers as the Company may assign to them respectively. Ottawa.— Printed by Brown Ohamberlin, Law Printer to the Quee Excellent Majesty. 37. 1 38. . 39. , 40. ; 41. i 42. i 43. . 44. . 45. . 46. . rf;^: TABLE OF CONTENTS. ACTS OF CANADA THIRD SESSION, KOI^ITH PAI^LIAMENT, 44 VICTORIA, 18S1. 1 LOCAL AND PRIVATE ACTS. CHAP. PAOK 34. An Act to incorporate " Tho Monlroal Board of Trade and Ex- change." 3 35. An Act respecting La B(in(/iie Ville-Marie 5 36. An Act to reduce Ihe capital stock of the Exchange Bank of Canada and otherwise; to amend the Act respecting the said Bank 7 37. An Act respecting the Grand Trunk Railway Company of Canada 8 38. An Act respecting the Northern Railway Company of Canada... 10 39. An Act to remove doubts as to the true construction of section twelve of " The Northern Railway Company Act, 1877." ... 28 40. An Act further to amend the Act incorporating "The Inter- national Railway Company." 29 41. An Act respecting the Ontario and Pacific Junction Railway Company 31 42. An Act to amend the Acts relating to the New Brunswick Rail- w^ay Company , 34 43. An Act to amend the Acts incorporating the Montreal, Portland and Boston Railway Company 38 44. An Act to incorporate the Ontario and Quebec Railway Company 39 45. An Act to incorporate the Northern, North- Western and Sault Ste. Marie Railway Company 61 46. An Act to incorporate The Bay of Quinte Railway and Naviga- tion Company 69 VOL. 11—13 i» TABLE OF CONTENTS. ^"•^^- PAGE 47. An Act to amend tho Act incorporating the SourLs and Eocky Mountain Railwaj' Company 73 48. An Act to incorporate "The Napiervill.> Junction Railway and Quarry Company." ; 7- 49. An Act to incorporate the Hull Mines Railway Company 82 50. An Act to incorporate the European, American, Canadian and Asiatic Cable Company (Limited) 85 61. An Act to amend the Act forty-third Victoria, chapter sixty-one, intituled " An Act to incorporate tho Asisiniboine Bridg-e Company " and to change the name of the said Company... 90 62. An Act to incorporate the Moncton Harbour Improvement Com- pany 92 63. An Act to incorporate the Acadia Stenmship Company (Limited) 105 54. An Act to amend the Act of incorporation of "The Accident In- surance Company of Canada " and to authorize the change of the name of the said Company to "The Accident Insur- ance Company of North America." 113 55. An Act to incorporate the Metropolitan Fire Insurance Company of Canada H4 56. An Act to incorporate the " English and Colonial Insuranc Company." 120 67. An Act to amend the Act incorporating the Canada Guarantee Company, and to change the name of the said Company to "The Guarantee Company of North America." 129 68. An Act to enlarge and extend the powers of the "Credit Foncicr Franco-Canadien " ]3q 69. An Act to incorporate the Credit Foncier of the Dominion of Canada ^gg 60 An Act respecting the Canada Consolidated Gold Mining Com- pany 1,4 61. An Act to incorporate the Dominion Salvage and Wrecking Company j.r,^ 62. An Act to incorporate the Wrecking and Salvage Company of Canada • ^ i^g 63. An Act to incorporate the Association known as".T Winslow Jones and Company (Limited) JC4 77 82 85 90 iisri>EX TU LOCAL AND PRIVATE ACTS OF CANADA. THIRD SESSION, FOURTH PARLIAMENT, 41 VICTORIA, 1881. PA(}E ACADIA Steamship (^ompauy iucorporaleJ 106 Capital, business, charges lor services and hen lor 106 Calls, director.?, by-laws, certilicates lor shares, trusts, &c 108 Transmission ol" shares, annual meeting- and proceedings at 109 Votes, local boards, yearly statement, books to be kept 110 Transfers, limitation of liability, contracts, &c., by Company Ill Borrowing powers, alien shareholders and paid-up stock 112 Non-liability of directors, trustees, &c., oihcers of Company 113 Accident Insurance Company, Act amended, name changed 113 Powers and privileges continued, branch offices and agencies allowed \IA Assiniboine Bridge Company, Act amended, name changed 91 May build toll-bridge over Red River, — borrowing powers of Company 92 Rates of tolls, — time for commencement and completion 92 BANKS. See Banque Ville Marie— Exchange Bank. Banque (la) Ville Ma'ie, Act respeoting 5 Capital stock reduced, new shares to be issued 5 Time of general annual meetings altered 6 Present shares to be paid up in full 6 AVinding up Act 43 V. c. 47, repealed 7 Bay of Quinte Railway and Navigation Company incorporated ... 00 Line of railway, and power to hold vessels, &c 70 Directors, capital and shares, annual meetings 71 Calls, arrangements with other companies, time for commence- ment and completion 72 CANADA Consolidated G-old Mining Company, Act respecting 154 Recital, irn )rporation in United States 1.54 Corpor .1 ^owers granted in Canada, business of Company, &c.. 15.S Canada Gruaiantee Company, Act amended, name changed 129 See G-uarantee Company of Canada. Credit Foncier of the Dominion of Canada, incorporated 135 Incorporation and obj ects of the corporation 1 Sfi Head u^ce, and duration of the corporation 136 Capital, ,>rivilege of subscribers, provision for increase 137 Further provisions as to stock, calls, 'certificates, Spc. , , , , . , . 138 iy INDEX. Liability ol Nhiuvholdrrs 1, . , , ,. .,.r8 of shaivs, .Sjc Managcmjmt ol tho cor; .uiuu „, „fors, moctia-.s, votiii.r... 1 owers ot board as to nianag.mont of business, &c . Annual report, local b. .uds, shar.. r..?ri«ter, auditors..." ".■'. Duties and powers ol auditors :-uiana-enient in the Doniiin'oVr' I owers ol managers, annual statements, g(Mieral meotinn-s Irovisions respecting loans and other transaetioii^ . "" liorrowin^ powers and bonds, and matt(^ , ,. uu - ilVeivlo Keal estrte, estut.. and special bonds, powers as to real estate'"" inventories and annual statement ol accounts Division of proiits, reserve and provident funds Amendment ci rules and regulations Dissolution an, I liquidation of the corporation Organize tion .ind final consolidation. . ' n ' v.^l^^"^ 8t«'ement to Minister of Finance'...".'.'.".". Lreclit Foncier 1 ranco-Canadien, powers enlarged, and extended lowers ot coiporation, loans on what securities to be made C;?i nn'f"''. '^"""^f' ^"?""^'^'«. agencies, advisory boar'd's".*. Kates interest, ani.uities, insurance, anticipated payments &c Borrowing powers, real estate, annual repo, 'to MinX ...;!:?: DOMINION Salvage and Wrecking Company incorporated T^^«..^ !• 1 • » --'^mi'iiny iiiuuiinjiaieu Prnv£ '''"' >":;"'^^V"^^''" Company, capital and shares JoTnf S?^"l. rl ""^'"'^ ^^T'^^ '^^•^} ^«tate and investments Joint 8tock Clauses Act \o apply, liability limited.... EUROrEAN,^American, Caiuulian and AsiaHc Cable Company incor- Incorporation, lines of to'legraph defiued.'"^^ Connections capital, borrc ing pnu ers, pr isional'di.vcto^s. &'J dendr""' "^ airectors, subscriptions, divi^ ^^*''' hS ^''"''''''^ *'^''''''^°''' ^^'^^^^^^^^^ Annual Statements, times for coiamenc'emJnt a id'coni'pietin^'ivr Charges for messages and order of precedence "' English and Colonial Insurance Company, iiKorpo. .ted liicorporatioii, capital, provisional and er d ectors i^alls, election of directors and officers Votes, quorum of directors, 1 usiness ol ie"( Qpanv Jj-laws, investments by Company, reai estate, policies!'.!!. l".'.'."" Enforcement ol calls, transfers of shares Liabmty of shareholders, annual and special meetin-'s'".'.". ijividends, assessment if capital is impaired, lower to purchase business of or amalgamate wit'h other' Com- panies Exchange Bank of Canada, capirai*reduc'ed,"Act'amend'e'd' '.'.".'.'. JNumber ot shares reduced one-half Number of directors may be changed...,!. Act 10 require approval of shareholders...'..!. "!! PAOE lao 140 Ml 142 143 144 14« 141) 151 151 162 1"'2 1.53 153 "Jr,4 130 131 132 133 134 If) 5 156 157 158 85 85 80 87 88 80 no ;2o 121 122 iL"^ 124 126 127 128 128 7 7 8 8 I GRi Gua HUJ INS .l.\A ME' Moi: Moi Moi INDEX. 140 141 142 143 144 14(> 141) 151 161 152 T'2 153 153 1.'.4 130 131 132 133 134 155 156 157 158 85 85 86 87 88 8rt 00 120 121 122 1l3 124 126 127 128 128 7 7 8 8 PACJK Tjabiliiy of sliHrfholdors not allocttul 8 GRAND Trunk Raihvny Compiiny of Canada, Act rt'spi'cling 8 Time of half-yearly moetings may he changod 9 Time of payment of dividends !> Hoetions 18 and 20 of 86 V., c. 18 as to dividends, explained Act to require approval at special general meeting 10 Guarantee Company of Canada, Act of I'rovince of Canada, amended.. 12!) Name of Company changed, privileges continued, directors 129 I'rovision for increase of capital and allotment of shares 130 HULL Mines Railway Company, incorporated 82 Incorporation, line deliued head office 82 Directors, capital, bridge o . er River Ottawa 83 Agreement with Iron Company for sale or purchase 83 A vangements with Otl ivva and Gat ineau Railway Company, &c 84 INSURANCE Companies. See Accident— English and Colonial- Metropolitan Fire. International Railway Company, Act further amended 20 Acquisition of or amalgamation with or hy other Companies 20 Or sale or lease of Railway, — existing agreements saved 80 .1- W'INSLOW Jones & Company, Association. Sec Winslow 164 LOAN Companies. See Credit Fonciev Franco Canadien — Credit ''oucier of the Dominion. METROi >JiITAN Fire Insurance Company of Canada, incorporated 114 incorpiration, business, capital, transfers of stock 115 Liability of shareholders, and of din'ctors, trusts on shares 116 Provisional and other directors, elections, &c 117 Real estate, dividends, branch offices, deposits 119 Moncton Harbour Improvement Company, incorpor d 92 Incorix>ration general and special powers of Compan 93 Approval of Governor in Council required, powesf- ■ i survey, taking lands, &c 04 Compensation by Company, bridges, public beach, water supply, conveyances to Company 96 Arbitration in case of disagreement as to compensation 97 Capital, election of directors, annual meeting 98 I'owers of directors, qualification, vot'^s of shareholders 99 Vacancies in board, transfer of shares 100 Calls, enforcenient of, general meetings, liability for calls 101 Borrowing powers of ''o-iipany. bonds and security for 102 Restrictions as to otcs aid transfers, dividends 104 Tolls, recovery of nud enforcement 104 Montreal Board of Exchange and Trade, incorporated 3 Montreal, Portland and Boston Railway Company, Acts amended 38 Branch railway authorized ; ,. 38 Act 40 v., c. 65, amended, short title 39 t1 INDEX. \V ork dod,ir«,l ot ooiieml advanta-o, timo di-finod, capital, &c... 78 irHt and olh,>r diroctorH, votes, calls on shares ... 79 Horrowiiif,' powtM-s, coiivcya^icos, agreements with other Coin- P'l"'*''^ yQ Aliens may vol.' cSfc, schedule— lorm ol' dewl^ to Company. ".''.'.".! 81 NevvUrunswick Kail way Company, Acts amended 'a1 lixteuNion ol'line authorized 34 Capital uiKl Hhunvs, board of directors," applicat'ion'oV'Uegi^^^^ Act, IHill , ^^^ ft- Bridges over Kiver Mt .lohn, ui'mVga!i-e*l\Vmds"iLyui"foI^^^ " »(} hurthor provisions as to honds, shan>8 in Lumber Company " 87 Northern Kailvvav Company of Canada, Act respecting 10 issue ot working and equipment bonds authorized "' 11 Kanking thereof, interest, sale, &c [,,]'" u Approval ol' special general meeting required....."!." H Schedule, agreement with Hamilton and North-Western *Raii- ^ way Company, 1879 12 Schedule, further agreement of 21st February, 1881 ■ 23 Act to remove doubts, under 40 V., c. 57, s 12 08 Northern, North-Westcrn and Sault Ste. Marie KailwaVcWuiy, " inrorporated ' '' r^^ Line defined, and branch line.' bHd"ro7irt he' Sault *'..'. '.'.". '.'.".'. 63 lolls and colleclion of, capital defined, provisions as to tolls oil ^''^S^ 65 58 63 Time lor commencement'and completion, "schedulerr.'.".'..!?!^...... tg ONTARIO and Tacific Junction Railway Company, Act respecting... 31 lower to extend their line northwesterly 31 J lovisions respecting facilities of traffic to and by other "Com- panies "^ 21 go Arbitration in case of difference V......... ....!!.................".."* ' 33 Time for completion and commencement of works!!! '...'..' 34 Ontario and Quebec Railway Company, incorporated ....!....!!" 39 Incorporation and general powers !!!! 3;) Capital, shares, aid, provisional directors !!!!!!!! 40 Meetings of shareholders, election of directors! &c!. !..!.! 4I f^pecial meetings, votes, ike, bonds of Company... 40 becunty for bonds, rights of bondholders 43 44 Arrangements with other Companies, bonds, &c., there'a'fter!!!!!!!! ' 46. Amalgamation, lines of telegraph, branch offices 46 Transfer of share-s, snow fences, &c ..'.'..'!.'.'!'." 47 Conveyances to Company,— facilities to otherci>iri'p;nies !!!!!! !! 48 RAII WAYS S':e Vmy of Quinte— Grand Trunk— Hull Mines- International -Montreal, Portland and J Boston— Northern —New Brunswick— Northern, North -Wf^stera, &c— Napier- viUe Junction— Ontario and PaciHc Junction— Ontario and (.Quebec— Souris and Rocky Mountain. fNDIiX. vii S ! o In"'? t""*"'" ^^^''^'''y ^'-"P'^^y- Acts „u.c.uU.cl 78 .any ^'''''''''"'^ P^^"'"" ""^ '»^» J«. «-on voyuncN to roVa. ' 74 VILLE Mario, Banque. See Banqiio ^^SJ/'''^ and Salvage Company of Canada, incorporatod.. 158 Votes, calls and enlbrcoment of payment tluMoof.;..*.!'. !i By-laws, meotin-s and procmlin-s thereat , J W.ns^ow"? "roir I'P *'' ^'•'"'•^''7'^ ol'-tock, iia)>ility limVlcd.;:::::: 63 VV inslow, J., Jones and Company, Association incorporated vu Incorporation under Imperial Act, and in Canada -u Objects and business of the corporation V'j Acquisition of property liability ].mitcd,'capitai and 'simres ,;5 Articles of association, domicile, oHices and agencies .. Joo