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 Sciences 
 Coiporaliori 
 
 
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 : 1 
 
 2 
 
 3 
 
 1 
 
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 3 
 
 4 
 
 5 
 
 6 
 
V 
 
 To all to whom these presents shall 
 
 or may come, 
 
 ' StnOb) all iWen by this PubUc instrument 
 and Indenture, that we, the subscribers hereunto, P«eambie. 
 have entered into and formed an Association of 
 h'mited extent, and in manner and form hereinafter 
 more particularly described, foi the sole and only 
 intent and purpose of Insuring against accidents by 
 the perils and dangers of the seas and navigation, in 
 our collective capacity, and under the guarantee of 
 the Joint Stock hereunto subscribed, only ; by and 
 in the name, firm, or style of the 
 
 CANADA MARINB INSURANCE COMPANY. St^'e* 
 
 And we do hereby mutually, individually, and jointly 
 covenant, declare, and agree, that the following 
 Articles, to which we have hereunto subscribed, are, 
 and shall be, the fundamental terms and conditions 
 of this our mutual agreement and association for the 
 purpose aforesaid, by which, we the subscribers, our 
 assigns, heirs, executors, and administrators, (being 
 at any time or times hereafter Stockholders in the 
 said Company,) as well as all and every other person 
 or persons, who at any time or times hereafter may or 
 shall enter into, contract, or transact any business, 
 
 A 
 
Capital 
 Slock 
 
 ufluirs or concerns, either directly or indirectly with 
 the said Company, are and shall he regulated, afid 
 hound to conform to, in all respects and particulars 
 whatsoever. 
 
 ARTICLE riRST. 
 
 See. Ist, It is hereby provided and mutually 
 covenanted and agreed, that the Joint Stock of the 
 in 1560 ' aforesaid Canada Marine Insurance Company shall 
 £ioooachf *^o^ exceed the sum of one hundred and fifty thousand 
 pounds, current money of this Province, divided into 
 one thousand five hundred shares, of one hundred 
 pounds each. 
 
 Sec. 2nd And from and after the day of the date 
 PerBons hcfeof, Until thc period when one thousand five 
 cising the hundred shares in the said Stock shall have been 
 r.'a^p«biB"of subscribed for and taken up, any person or persons, 
 Holding jj^^y suhscribe for, bold, have, and enjoy any, and so 
 many share or shares, as he, she, or they shall think 
 fit ; provided, however, that no person or persons, 
 not exercising their rights, — married women having 
 no separate property, and sous puissance de mari, and 
 minors, non-emancipated, can either by right of pur- 
 chase, inheritance, or otherwise, become Stock- 
 holders of this Company ; but the Guardians, Cura- 
 tors, Tutors, or other legally authorized representa- 
 tives of such person or persons as aforesaid, not 
 exercising their rights, may in the case of inheritance 
 be permitted to receive any dividend or dividends, 
 accruing upon the Stock so inherited, upon granting 
 and lodging with the said Company, sufficient and 
 approved security for the fulfilment of the Rules and 
 Regulations of the said Company, and more especial- 
 ly for the payment of Instalments, should any be 
 demanded. 
 
 stock. 
 
 Proviso. 
 
r 
 
 3 
 
 Sec. 3rcl. Provided, however, and nevertheless, 
 anything- to the contrary herein notwithstai^ding, that 
 no transfer or transfers, assignment or assignments, j^^J'^J"^';] 
 of any share or shares in the Capital Stock of this ijv conaent 
 Company, shall be made or pretended to he made, oroi oirec- 
 in any manner or way whatsoever become valid, legal, '""' 
 or effectual, or confer any right, privilege, or interest 
 in the said Company, until the same shall be ap- 
 proved of, agreed to and perinilted by a resolve of a 
 legal meeting of Directors, and subsequently regular- 
 ly entered in the Register of tiie proceedings of the 
 Board of Directors, and therein duly attested by the 
 Secretary of the said Company for the time being. — 
 And in all cases where transfers of Stock shall be so 
 as aforesaid permittted to be made, the party so^^^'^'"' 
 transferring shall return his, her, or their Certificate 
 of Slock, into the hands of the Company, duly 
 endorsed in favor of the Transferee, who shall there- 
 upon sign the Rules and Regulations of the Com- 
 pany ; — and provided also, that the Transferee, 
 having so as aforesaid, complied with the Rules of 
 the Company, shall thereupon take out a new Certi- 
 ficate of Stock, which shall be duly Registered by the 
 Secretary of the said Company for the time being, 
 in a book appropriated for that special purpose. 
 
 bs 
 
 ARTICLE SECOND. 
 
 Sec. 1st. And it is hereby further covenanted and 
 affreed, that the Shares in the Joint Stock aforesaid 
 of the said Company, shall be, and the same are 
 hereby vested in the several persons, bodies politic or 
 corporate, whose name or names, iirm or firms, style 
 or styles, are hereunto subcribed.and in their several 
 respective heirs and assigns, (having legal succession 
 in virtue of this deed,) proportionally to the sum or 
 sums, which they, and each of them, may or shall 
 
^ub^cribc, and such Stockholders (having conformed 
 to the stv«)ulations of this deed,) shall severally and 
 frTtll'^Je' lespectively be entitled to receive from and after the 
 cdvji divi- period, when the said Company shall have actually 
 profit." been established and in operation, the entire and nett 
 distribution of one proportional part or share of and 
 in the profit and advantage, that shall or may arise 
 and accrue, on each and every share of and in the 
 Joint Stock of the said Company, which such Stock- 
 holder or Stockholders may respectively hold and 
 own, and so in proportion for any greater number of 
 shares, which each and every such Stockholder or 
 Stockholders may hold and own. 
 
 Sec. 2d. And it is hereby further covenanted and 
 
 agreed, that upon every or any subject, proposition 
 
 or question which shall occur, be discussed or be put, 
 
 relating to the affairs of the said Company, each 
 
 How votes inemb.r holding five shares or under, shall have one 
 
 are to be yoicc or votc, for and in respect of each share which 
 
 0ivnn. 1111 » 
 
 he shall hold or possess in the said Company ; each 
 member holding not less than Six Shares^ nor more 
 than Eight Shares, shall have Six Votes ; each mem- 
 ber having and holding not less than Nine Shares, 
 nor more than Twelve Shares, shall have Eight 
 Votes; each member holding not less than Thirteen 
 Shares nor more than Nineteen, shall have Ten Votes ; 
 and each member holding Twenty Shares or up- 
 wards, shall have Twelve Votes, and so in propor- 
 tion, that is to say, for every Twenty Shares in ad- 
 dition, Twelve Votes ; whicn vote or votes may be 
 given by any such member or members as aforesaid, 
 either in person or by his, her or their proxy or 
 proxies, appointed by writing under his, her or their 
 hand or hands, and such vote by such proxy given, 
 shall be as effectual to all intents and purposes as if 
 the principal or principals had voted in person, and 
 
 given 
 
 Vote by 
 proxy. 
 
5 
 
 whatsoever question, election of officers, or other 
 matters or things shall be proposed, discussed or con- 
 sidered in any Public Meetin<^, to be held as tierein 
 provided, the same shall be finally determined by the 
 majority of votes and proxies then present, and the 
 Chairman at every such Meeting, in case of a divi- 
 sion of equal number, shall have the casting vote, al- 
 though he shall have voted before. Provided always, 
 that no person shall vote by proxy, unless he be a 
 proprietor, and that a part or parts of a share or 
 shares, bhall not entitle any person to vote in person 
 or by proxy. 
 
 ARTICLE THIRD. 
 
 Sec. 1st. And it is hereby further covenanted and 
 agreed that, to direct and superintend the generalafFairs, 
 business and concerns of the said Company, a Presi- 
 dent and four Directors shall be chosen from amongst 
 the Stockholders, each of whom shall be holders of at 
 least Ten Shares in the Joint Stock of the said Com- 
 pany, and shall be subjects of His Majesty, resident 
 in the city or district of Quebec, and shall be chosen 
 at the time or times, and in the manner and form as 
 hereinafter it is provided aud stipulated. 
 
 Sec. 2nd. And it is hereby further provided, coven- 
 anted and agreed upon, that Jameb Bell Forsyth is 
 hereby declared to be in virtue of this deed, the first 
 PresiderU, and that Jeremiah Leaycraft, Francis Bu- 
 teau, James Dean and David Burnet, are in like 
 manner by virtue of this deed, declared to be the first 
 Directors of and for the said Canada Marine In- 
 surance Company, and shall for the purposes afore- 
 said, remain, continue and act as President and 
 Directors as aforesaid, for the period hereinafter men- 
 tioned and limited, that is to say, until the first Mon.. 
 day in April, which will be in the year of our Lord, 
 
 Companys 
 aflfairs tu 
 be man- 
 aged by a 
 President 
 and four 
 Directora. 
 
 Qualifica- 
 tion. 
 
 Names of 
 first Presi- 
 dent and 
 Directors. 
 
Mode of 
 election. 
 
 May be 
 re-elected. 
 
 To retire 
 when dis' 
 qualified. 
 
 one thousand ei<>'ht liuiidred and thirty-ciu^lit, when 
 and on which day (two weeks previous notice havinj^ 
 been given in one or more of the newspapers pub- 
 lished at Quebec and Montreal,) a President and 
 four Directorti, duly qualified as aforesaid, shall he 
 elected by the Stockholders of the said Company for 
 the time beiiijr, entitled to vote, votin<j^ by Ballot, 
 and according' to the manner hereinbefore provided, 
 with respect to votings at General Meetings ; which 
 Ballot shall be deposited in the Ballot Box at the 
 Company's Office, at the city of Quebec, between the 
 hours often in the forenoon and one in the afternoon, 
 on the day of the election, at which hour of one 
 o'clock in the afternoon of the said day of election, 
 the said ballot box shall be opened and the ballots 
 therein verified, and numbered in the presence of such 
 Directors or other Stockholders as may then be pre- 
 sent, not being fewer than three ; and the persons 
 (duly qualified to be chosen President and Directors 
 as aforesaid,) that shall, by such ballots, be found to 
 have the greatest number oT votes, shall forthwith 
 be declared duly elected President and Directors for 
 the said Company for the twelve months, then next 
 ensuing. Provided, however, that nothing in this 
 Deed contained shall be so construed as to prevent 
 the President, or any Director for the time being, 
 from being re-elected if duly qualified as aforesaid. 
 Provided also, that no person or persons, so elected 
 as President, Director or Directors, shall or may con- 
 tinue to hold or exercise such office or situation of 
 President or Director, for any longer period, than he 
 or they may remain and continue, duly qualified and 
 competent, according to the stipulation of this Deed. 
 Provided also, that the President, or any Director or 
 Directors refusing, neglecting, or delaying to sign 
 any document or documents, writing or writings. 
 
1 
 
 t, vvlieii 
 C' having 
 rs piib- 
 enr and 
 sliull he 
 )any (or 
 Ballot, 
 rovidetl, 
 whirli 
 at the 
 'cen the 
 ernooii, 
 of one 
 jlection, 
 ballots 
 J of such 
 be pre« 
 persons 
 •irectors 
 bund to 
 >rthwi(h 
 tors for 
 en next 
 in this 
 
 prevent 
 being-, 
 )resaid. 
 elected 
 ay con- 
 ition of 
 han he 
 ied and 
 i Deed, 
 ctor or 
 .0 sign 
 'itings. 
 
 1 
 
 requiring the signature or signatures of the President 
 or Directors, agreeable to the stipulations of this iiodJidul 
 Deed, when duly rcauired so to J<ign, or refusing, ^^^ 
 neglecting, or delaying to attend any Meeting, or 
 Meetings of the Board of Directors for three or more 
 times successively, without giving notice to the Pre- 
 sident of the said Company, for the time being, of 
 the reason of such non-attendance ; shall (having 
 been duly notified to attend such Meetings, and "ot en^„„, y^. 
 being absent from Quebec, or confined by sickness,) cn»nfB lo 
 in either of the above mentioried cases, be held and wii'lin "^ 
 considered to have resigned his or their situation of '^^^^^ 
 President, Director or Directors; and in the event 
 ofany vacancy in the Presidentship or legal number 
 of Directors for the time being, by death, absence, 
 sickness, inability, disquahficiUion or otherwise, the 
 same shall within three weeks from the period the 
 said vacancy shall be reported, to the Board of Direc- 
 tors, or as soon thereafter as possible, be filled up by 
 a new election in manner and form aforesaid. 
 
 Sec. 3d And it is hereby further provided, that 
 the President and two Directors, or any three Direc- „ 
 tors shall form a legal quorum, or board for the dis- nnduvo 
 patch of business, and every question, motion, matter ^r'Th"'"^' 
 or thing proposed or submitted in the said Meeting |2''}r 
 or Board of Directors, shall be decided by the roajo- quorum 
 rity of votes present ; no Member shall have more Directors 
 than one vote in the said Meeting of Directors, on^vore 
 excepting the President, who in case of a division of '""'''• 
 equal numbers shall have the casting vote, that is to President 
 say, a double vote. Provided that the Secretary for vote, 
 the time being, whose duty it shall be to attend, secretary 
 and be present at all and every Meeting of the Board "° ''°'^* 
 of Directors, shall not have any vote in any meeting 
 oi Directors aforesaid ; but he shall, nevertheless, be 
 
 r«p 
 rectors 
 rm a 
 
 i^ 
 
8 
 
 Meeting of 
 Directof^, 
 
 How call- 
 ed. 
 
 pcrmitled to have a deiiberulive voice, on luatlcrs 
 touching the daily and ordinary transaciioiis of the 
 Company under his charge, und on iiiea8urc8 by Urn 
 submitted to the consideration of such meeting or 
 Board of Directors. The said Board of Directors to 
 meet once in every week, on such day as may here- 
 after be fixed by the President, with the con«<ent of 
 a quorum of the said Directors. Provided also, 
 that no meeting of Directors (except the weekly meet- 
 ings, before mentioned,) shall be legal unless the 
 same shall have been called by order of the President 
 by a written or printed notice, signed by the Secre- 
 tary, for the time being, stating the principal object 
 or matter, to be submitted to such meeting, and 
 directed to each of the said Directors, present in 
 Quebec, for the time being. 
 
 Sec. 4lh. And it is hereby further provided, that 
 the Directors shall, each one week in rotation, and 
 as notified by the Secretary, attend at the Company's 
 Office, to see that the business and affairs thereof 
 are duly and properly conducted ; and the name of 
 the said Director for the week, shall be inserted in 
 one or more of the Newspapers printed and pub- 
 lished at Quebec. 
 
 Sec. 5th. And it is hereby further provided, that 
 neither the President nor any Director shall be en- 
 titled to demand or receive for his service, in the 
 said Company, any salary or emolument v^hatsoever. 
 
 ARTICLE FOURTH. 
 
 Sec. 1st. And is hereby further covenanted and 
 B Laws agreed, that the President and Directors of the said 
 to be made Company or quorum thereof, as aforesaid, for the 
 dJnfind time, being duly assembled at the Office of the said 
 Dicectora. Company, in manner aforesaid, shall have full pow- 
 er .nd authority to make, ordain and enact all and 
 
 Duly of 
 Direcior 
 for the 
 week, and 
 ot the 
 Secretary. 
 
 Presidetit 
 and Direc- 
 tors to 
 serve gra- 
 tia. 
 
i 
 
 9 
 
 s of the 
 * by Lin» 
 jeting or 
 ectors to 
 Ay hcre- 
 nment of 
 ed also, 
 ly meet- 
 ess the 
 resident 
 3 Secre- 
 I object 
 ig, "and 
 sent in 
 
 d, that 
 m, and 
 ipany's 
 thereof 
 lame of 
 rted in 
 id pub- 
 
 d, that 
 be en- 
 in the 
 soever, 
 
 id and 
 he said 
 for the 
 he said 
 povv- 
 ill and 
 
 every ;md so many By-Luws, Rules, Orders and 
 Re<^'iilatioiis, not being; repu!;'nant \o (he Statutes, 
 Customs, or Laws of this Province, or to ihe express 
 condition of (his Deed, as by the said Directors or 
 quorum thereof, as aforesaid, shall be jud<j;ed neces- 
 sary and expedient, as well for the Direction, con- 
 duct and well governinij^of the said Company, its 
 Officers and Servants, as of the property and estate 
 by ihe said Company held, and the snino to revoke, 
 alter and amend, as in their opinion will more cifec- 
 tually promote the true interests of the Company. 
 
 Sec. 2nd. And it is hereby further agreed, that all 
 By-Laws, KdIcs, Orders and Regulatiois of the said ^''^f'^'^f 
 Con'.panv, which shall exist at the time of enterinii: ""t to afl 
 
 • * ^ . . .,1 ^ foe exiat4 
 
 into any contract or agreement, with any [)erson or ing con- 
 persons in their private and individual caparity, being SSjuiu 
 a Member or Members of the said Conipany, or 
 with any other person or persons individually or 
 collectively, not being a Member or Members of the 
 said Company, shall in respect of such person or 
 persons be considereil as the only By-Laws, Rules, 
 Orders, and Regulations of the said Company, until 
 such contract and agreement shall have been utterly 
 accomplished, or otherwise legally discharged ; any 
 subsequent By-Law, Rule, Order, or Regulation of 
 the .said Company to the contrary notwithstanding. 
 
 ARTICLE FIFTH. 
 
 Sec. Ist. And it is hereby further covenanted and a 
 
 ccounts 
 
 ag-reed, that the President and Directors for the time ""^""'p'" 
 being as aforesaid, shall cause to be kept by thementaio 
 Officers and Servants of the Company, therewith * *'''* 
 charged and entrusted, just, true, and fair accounts 
 of all Deposits, Instalments, Premiums, Rents, In- 
 terests, Dividends, or other Monies or eflects received 
 by them, or either of them, or their assigns, from the 
 
 B 
 
 i 
 
 i 
 
10 
 
 ( 
 
 Annually 
 made U|) to 
 Ist Alarch 
 and Hiib- 
 iniiind (u 
 general 
 meetinet 
 Ist Mon- 
 day in 
 April. 
 
 Referred to 
 'I Commit, 
 tee ofaudit 
 
 To report 
 thereun to 
 President 
 and Direc- 
 tura. 
 
 Who if 
 required 
 are lo or- 
 der a Gen. 
 eral Meet- 
 ing of 
 Stock- 
 lioldera, 
 and sub- 
 mit the 
 same to 
 them. 
 
 Committee 
 of Audit 
 empower* 
 «d to call 
 for books 
 and 
 papers. 
 
 Secretary, 
 enjoined to 
 
 E reduce 
 ooks and 
 papers, to 
 Cummttee* 
 
 aforesaid stockholders^ and fioiii all other persons, 
 on accouiit of and appertaining; to the said Com- 
 pany ; and also of all monies by them or their 
 assigns paid or expended, for and on account of the 
 said Company; of which receipts and payments, the 
 said President au'! Directors, shall on the first Monday 
 in the month of Aprils annually, submit a clear state- 
 ment or statements, (made up and closed to the first 
 day of March preceding,) to a General Meeting of 
 the Stockholders, duly called and assembled for that 
 purpose, and for the election of a President and 
 Directors for the ensuing year, which statement or 
 statements shall be by such General Meeting referred 
 to a Special Committee of Audit, (the members of 
 which Committee to be Stockholders of the said 
 Company, not being Directors or Officers thereof,) 
 with instructions to report thereon, to the President 
 and Directors of the said Company, before the first of 
 May then next ensuing, and in such report the said 
 Committeeof Audit, are to state whether they require 
 the same to be submitted together with the said 
 statement or statements of accounts to a General 
 Meeting of the Stockholders of the said Company, 
 and the President and Directors are hereby required 
 to call such General Meeting of Stockholders as here- 
 inbefore provided, if required so to do by the said 
 Committeeof Audit; and the said Committee of Audit, 
 or any three of them, being assembled at the office of 
 the Company, shall have full power and authority to 
 call for and examine all the books, papers, accounts, 
 vouchers, or other documents therein contained, and 
 in any way appertaining to the said Company, which 
 the said Secretary for the time beings is hereby 
 authorized and enjoined to produce when so as afore- 
 said called for, or required by the said Committee of 
 Audit. 
 
If 
 
 11 
 
 Sec. 2n(l. And the said Presidenf. and Directors, 
 shall also keep, or cause to be kept, just, true, and 
 fair accounts of all and every the profits and advanta- 
 ges, arising from, or accruing to, the said Company; prflsUent 
 and shall on every first Monday in April, declare aiid "."g}^'^*"* 
 pay a yearly divicJend of the clear profit and income de'^'^r*^ 
 of the said Company, all contingent costs, charges, annually. 
 expenses, and losses incurred or expectant, being 
 first deducted, and shall publicly notify the Stock- Notify 
 holders, the time and place ap[)ointed by the Regu- ''["^p""!^ 
 ]ations of the said Company, wlieu and wiiere pay- payment. 
 ment of such dividends is to be made. Provided 
 always, that it shall be lawful for the President and 
 Directors to reserve and keep on hand, such portions 
 of the profits of the said Company, as a reserved Rpserved 
 fund as to them shall seem fit. " '""''• 
 
 Sec. 3rd. And it is hereby further covenanted and 
 agreed, that the President and Directors, now before 
 first named, or majority of them, being duly assem- 
 bled at such time and place as may be appointed by prM.ipnt 
 the President, are hereby empowered and authorised ^^^'l ^"'"" 
 to appoint a Secretary, Agent or Agents, and such empowerfi 
 Clerks or other Officers and Servants, as they, or a secTmry 
 majority of them may deem necessary, for the proper "jJliera, 
 conducting the affairs of the said Company, and to*^^- 
 grant such sums as salaries, or commission to such to fix 
 Secretary, Agent or Agents, and such Clerks, orof"Sriea 
 other Officers, and other contingent expenses, as «"'• . g'^''"' 
 Ihey may deem fit and proper ; such Secretary, ex|<en=e8. 
 Agent, Clerks, or other Officers, to be continued in Tocomin- 
 such office, so long as the said President and Board urv^^S 
 of Directors may deem proper. office" " 
 
 Sec. 4th. And it is hereby further provided, that 
 the said Secretary for the time being shall be charged, emmJI 
 entrusted, and invested with the custody and safe ,'*^''''h"'"- 
 keeping: of all books, papers, deeds, securities, vouch- I'ooka, 
 
 * " 'II' ^ ^ inpeif&c. 
 

 12 
 
 Except 
 Cash or 
 Bunila, 
 convnriible 
 into Cash. 
 
 Cash, &c. 
 Iiow dis- 
 posed of. 
 
 Duly of 
 
 Secretary 
 
 define'i. 
 
 ers, accounts, or other docutncnts or writings, and 
 of all real estate, property, moveables and effects, of 
 whatsoever nature and kind appertaining, or in any 
 wise belonging to the said Company ; cash, monies, 
 notes or bonds, convertible into cash alone excepted, 
 which said cash, &c. shall be entrusted jointly to the 
 safe keeping of the President or Director for the 
 week, and the Secretary, and not paid away, or in 
 any way disposed of without the signature of the said 
 President or Director for the week, and Secretary, 
 and he the said Secretary for the time being, shall 
 moreover be entrusted with the general management 
 and superintendence of all the said Company's affairs, 
 business, correspondence, and concerns, under the 
 immediate controul and direction of the said President 
 and Board of Directors in their collective capacity ; 
 and he the said Secretary as aforesaid, shall more- 
 over do and perform all such other business or affairs 
 relating or appertaining to the said Company, as are 
 specially provided for, and stipulated by this deed, or 
 as shall or may at any time or times hereafter be 
 legally enacted or ordained by the By-Laws of the 
 said Company duly made, ordained, and enacted as 
 herein before provided. 
 
 ARTICLE SIXTH. 
 
 Sec. 1st. And it is hereby further covenanted and 
 
 Business agreed, that the said Canada Marine Insurance 
 
 Company CoMPANY, shall uot directly or indirectly be engaged 
 
 fiSd."'^ or concerned, do or transact any commercial dealings, 
 
 trade or business whatsoever, assurance of ships and 
 
 other property against the dangers and perils of the 
 
 seas and navigation, and such dealings hereinafter 
 
 described and provided for ap may be necessary, for 
 
 the proper and beneficial disposal of the capital stock 
 
 deposited as aforesaid alone excepted. 
 
 1. 
 
13 
 
 
 Company 
 
 shall not 
 
 hold 
 
 Mortgages 
 
 exeept to 
 
 secure 
 
 debd. 
 
 But majr 
 invest part 
 of capital 
 and stock, 
 &n. &c. 
 
 Sec. 2nd. And it is hereby further provided, that 
 the said Company shall not in any manner or way 
 whatsoever, lend any money or monies, on mortgage 
 or mortgages, or hypoth^ques, on real or immove^^ble 
 property, or on pledge or pledges, excepting to secure 
 the payment of any debt which may be bona fide 
 contracted with the said Company, in the prosecution 
 of its aforesaid business of Insurance, but the President 
 and Directors for the time being, or quornm ther of, 
 are hereby authorised and empowered to invest such 
 part or portio.i of the Funds of the Company, as may 
 or shall be at their disposal, and not otherwise re- 
 quired by the exigencies of the said Company, in 
 such Bank or other Public Stock, Funds, or Securi- 
 ties, legally established within the Province, by 
 charter or otherwise. And in such acceptances, ap.. 
 proved endorsed notes of hand, drafts or other nego- 
 tiable securities not having a longer period to run 
 than three months^ as they the said President and 
 Board of Directors, or quorum thereof, shall deem 
 for the advantage of the said Company, and the said 
 Bank, or other Public Stocks, Funds, Securities, 
 Acceptances, Notes of hand and Drafts, to sell out, 
 assign, tranfer or negotiate so often as they the said 
 President and Directors, or quorum thereof as afore- 
 said, shall deem fit, and for the advantage and benefit 
 of the said Company. 
 
 ARTICLE SEVENTH. 
 
 Sec. 1st. And it is hereby further covenanted and 
 agreed, that all and every future General Meeting or General 
 Meetings of the said Stockholders of the said Com- ^""""s* 
 pany, shall be called and assembled at the Company's when 
 Office, in the said City of Quebec, at the hour of One ""e'^^ied. 
 o'clock in the afternoon, by special notice, published No,Jce ,o 
 at least three weeks, previous in one or more News- '^^ s''''^" 
 papers in Quebec and Montreal. 
 
 si 
 i' 
 
14 
 
 May at 
 
 any time 
 be called 
 by Preai- 
 dent and 
 Directors. 
 
 President 
 and Direc- 
 tors to 
 order a 
 General 
 Meeting 
 when re- 
 quired by 
 firteen 
 Stockhold- 
 ers repre* 
 ■entini; 
 one-fifth of 
 the whole 
 stock. 
 
 No busi- 
 ness to be 
 introduced 
 at General 
 Meeting 
 except 
 such as 
 the Gen* 
 eral Mee- 
 ting has 
 beencalled 
 to decide 
 upon. 
 
 8*^3. 2n(l. And the President and Direclors, or 
 quorum thereof as aforesaid, for the time beini;-, may, 
 and are hereby authorised to call any General Meet- 
 ing or Meetings of the Stockholders whenever, and 
 at such lime or times hereafter, as the said President 
 and Directors, or quorum thereof as aforesaid, may 
 or shall judge expedient. 
 
 Sec. 3rd. And, moreover, they the said President 
 and Directors, or quorum thereof as aforesaid, shall, 
 and are hereby authorised and obliged to call any 
 General Meeting or Meetin^rs of Stockholders as 
 aforesaid, at any, and at all time or times hereafter, 
 as may of them the said President and Directors, or 
 quorum thereof as aforesaid, for the time being, be 
 required or demanded, by any number of Stock- 
 holders, not less than fifteen, and representing not 
 less than one-fifth of the whole of the stock of the 
 said Company. 
 
 Sec. 4th. And it is further covenanted and agreed, 
 that no Motion, Matter, Proceeding, By-Law, Rule, 
 or Proposal, of any nature or kind whatsover, shall, 
 or may be submitted or received, deliberated or 
 debated, resolved or decided upon, at any or either 
 of such said future General Meeting or Meetings of 
 the Stockholders of ttie said Company, that shall or 
 may hereafter be called, assembled, and held in 
 virtue of this deed, save and excepting such motions, 
 matters, proceedings, By-Laws, rules, or proposals, as 
 such said General Meeting or Meetings shall have 
 been especially called for to deliberate, debate, resolve, 
 or decide upon, and as shall have been specified and 
 detailed in the notices so as aforesaid, calling or 
 assembling such General Meeting or Meetings. 
 
 
1» 
 
 or 
 
 15 
 
 ARTICLE EIGHTH. 
 
 Stockhold- 
 ers before 
 receiving 
 dividends 
 or voting 
 to ai{;n 
 Deed of 
 Associa. 
 tion and 
 receive 
 Certiticata 
 of Slock. 
 
 Sec 1st. And it is hereby further covenanted and 
 aj'Teed, that no person or persons, body politic or 
 corporate, who, at any time or limes hereafter, shall, 
 or may becon:e a subscriber or subscribers in this 
 Company, or that shall or may claim any share or 
 ^^hares therein, can or shall be a Stockholder or 
 Stockholders thereof, or claim or receive any divi- 
 dend or dividends of the profits of the said Company, 
 or have any vote or votes, privilege or privileges, or 
 be qualihed to hold or have any office or situation or 
 place of trust or emolument, in and under the said 
 Company, until he, she, or they, the said subscriber 
 or subscribers, shall have made, given, and paid 
 every deposit, security, and instalment demanded 
 from the Stockholders of the said Company, for the 
 time being, and shall moreover have agreed to, and 
 signed this Act or Deed of Association, and all and 
 every the Rules, Orders, By-Laws, and Regulations 
 of the said Company, for the time being, and shall 
 also have obtained a certificate or certificates of his, 
 her, or their said stock, signed by the said President, 
 and countersigned and registered by the Secretary of 
 the said Company, for the time being, in ihe form 
 hereunto annexed, and designated or marked 
 •' Schedule A." 
 
 ARTICLE NINTH. 
 
 S i. 1st. And it is hereby further covenanted and 
 agreed, that the amount of the said shares so as afore- 
 said subscribed hereunto, shall become due and pay- how pay- 
 able as follows : — That is to say, each and every sub- ^^^^' 
 scriber hereunto respectively, shall at the time of 
 signing this deed, pay or cause to be paid to 
 the President and Directors, or to some person 
 duly authorised by them to receive the same ten 
 
16 
 
 £5 pay. 
 able Jilt 
 May, 
 £5 pay- 
 able 1st 
 July. 
 
 Balance of 
 shares to 
 be paid to 
 the Presi. 
 dent and 
 Directors 
 by instal- 
 ments. 
 
 pounds per share (or each and every share, he, she, or 
 they may hold in the said Company, or accept a draft 
 drawn by the Secretary in favour of the President, 
 for five pounds per share, for each and every share, 
 he, she, or they may hold in the said Company, pay- 
 able the 1st day of May next ensuing, and a like draft 
 drawn by the Secretary in favour of the P.esideiit, 
 for five pounds per share, payable on the first day of 
 July next ensuing. 
 
 Sec. 2nd. And it is hereby further covenanted and 
 agreed, that the remaining sum of ninety pounds per 
 share, for each and every share, so subscribed and 
 taken as aforesaid, shall be paid unto the said Presi- 
 dent and Directors for the time being as aforesaid, or 
 to their assigns, at such time or times, place or places, 
 and in such Instalments as they the said President 
 and Directors for the time being as aforesaid, may or 
 shall from time to time appoint. Provided always, 
 that all such said instalments shall be demanded 
 equally from every proprietor or member of the 
 Company, for the time being in due proportion to 
 the number of shares they hold therein and that no 
 instalment shall exceed the sum of five pounds per 
 share ; nor shall any future instalments be exacted 
 or demanded from the said Stockholders, as afore- 
 said until thirty days previous, and public notice 
 shall have been given in at least one of the News- 
 papers published in each of the Cities of Quebec, 
 and Montreal. 
 
 ARTICLE TENTH. 
 
 Sec. 1st. And it is hereby further agreed that until 
 ?endi^to *^® ^"™ ®^ twelve thousaud pounds, shall have been 
 be paid well and truly paid in by the Stockholders, aioresaid 
 £12,000 is in current money of the Province, on account of the 
 paid in. subscriptions to the said Capital Stock, no dividend 
 
 
1 
 
 V' 
 
 she, or 
 a draft 
 'sident, 
 r share, 
 
 ^ pay- 
 
 :e draft 
 
 esident, 
 
 day of 
 
 ted and 
 [ids per 
 ed and 
 J Presi- 
 saidj or 
 ' places, 
 resident 
 may or 
 always, 
 Tianded 
 of the 
 rtion to 
 hat no 
 ds per 
 exacted 
 afore- 
 notice 
 News- 
 Quebec, 
 
 li until 
 been 
 oresaid 
 of the 
 tvidend 
 
 £13,000 
 ill cnsli 
 uiul invpgl- 
 nieiiiB 10 
 be ih» per< 
 inanRnt 
 deposit in 
 lli« hands 
 
 oflJH' 
 
 Koard of 
 Directurt. 
 
 or dividends, of profits shall or may. or can be made 
 or paid by the President or Directors of the said 
 Company as aforesaid, to any Stockholder or 
 Stockholders th. :'ein. 
 
 Sec. 2nd. And the said deposits or instalments, not 
 being less than twelve thousand pounds in cash, or 
 that amount in investments m Public Stocks, Secu- 
 rities, Acceptances, approved endorsed notes of hand, 
 Drafts, and other negotiable securities, aforesaid in 
 part, shall from henceforth and at all times hereafter 
 during the legal existence of the said Company, 
 remain deposited and in the possession and custody 
 of the President, and Directors of the said Company, 
 for the time being ; and in case of any loss or losses, 
 whereby the said Deposits shall be lessened, no subse- 
 quent dividend or dividends shall be made until a 
 sum equal to such aiminution and arising from 
 the profits of the Company shall have been added to 
 the said deposits, aforesaid. 
 
 ARTICLE ELEVENTH. 
 
 Sec. 1st. And it is hereby further covenanted and 
 agree^ that if any Stockholder or Stockholders, of 
 any share or shares, in the said Company, shall or pe„„i,y for 
 may neglect, refuse, or delay, to pay and make good JJ'J'nf.^in. 
 at such time or times, and place or places, as may or Biaimema. 
 shall be legally appointed as aforesaid, any instalment, 
 deposit, or call, not exceeding the amount of his, her, 
 or their share or shares, as may or shall be at any 
 time or times, hererafter demanded for the use of the 
 said Company, in manner aforesaid, he, she or they, 
 the said Stockholder or Stockholders so refusing, de- 
 laying, or neglecting, shall forfeit for the use of the said 
 Company,the sum of One pound five shillings for each 
 and every share held or owned by the said defaulter 
 or defaulters ; and if the said instalment, deposit, or 
 
 C 
 
 •1 
 
 if 
 * i 
 
Wf' 
 
 18 
 
 call, together with the forfeiture or penalty aforesaid, 
 
 and all charges incurred hy reason of Haid delay, ne- 
 JJJj','*'„'„j gleet or refusal, shall not have been fully contributed 
 penalty aiid paid within two months after the said instahnent 
 "wo'"" '" ought to have been paid, then and in that case such 
 dXuUer said defaulter or defaulters shall lose and forfeit to 
 «ock'*^&c ^^® Joint Stock aforesaid, all his, her. or their share 
 * or shares therein, together with all, his, her or their 
 
 the said defaulter or default6rs' former deposits or in. 
 
 stalments, and all dividends, interest and property in 
 
 the said Company. 
 
 Company 
 
 to begin 
 
 business 
 
 when 
 
 £120,000 
 
 is sub. 
 
 scribed. 
 
 Secrelary 
 and Direc- 
 tor for ihe 
 week to 
 issue Po> 
 Jicies. 
 
 Policies 
 how to be 
 issued. 
 
 ARTICLE TWELFTH. 
 
 Sec. Ist, And it is hereby further covenanted and 
 agreed, that as soon as the sum of One hundred and 
 twenty thousand pounds currency or more, in part of 
 the Joint Stock of the said Company aforesaid, is or 
 has been subscribed for and taken up, notice shall, by 
 the snid President and Directors or quorum thereof 
 as aforesaid, bs given in the newspapers published 
 in this Province, that the said Company are ready 
 to commence making and granting Policies of Insur* 
 ance against loss or damage arising from the perils or 
 dangers of the seas and navigation ; and thereupon 
 the said President and Directors or quorum thereof 
 as aforesaid, shall and are hereby authorized to em- 
 power and cause the Secretary of the said Company, 
 and the Director for the week, to grant and issue 
 such Policies of Assurance/ against the perils and 
 dangers of the seas and navigation, for and on ac- 
 count and risk of the said CanaDA Marine Insur- 
 ance Company, in form and manner hereinafter des- 
 cribed, that is to say : that it shall be the duty of the 
 Secretary to submit all such risks as are approved of 
 by him to the Director for the week for his sanction 
 and approval, and in cases of difference of opinion, the 
 
1 
 
 19 
 
 whole matter to be submitted (o the President, 
 whose duty it shall be to attend once every day if 
 required and notified by the Secretary at the office 
 of the Company, and upon the risk or risks being 
 approved as aforesaid, the Secretary, by and with 
 the consent of ihe Director of the week, to issue a 
 Policy therein, demanding; and receiving* such rate 
 of Premium as may have been agreed upon and stip- 
 ulated. Provided always, that no Policy shall be . 
 issued upon one bottom by the Director for the week, 
 and Secretary, for uny sum exceeding One thousand 
 five hundred pounds currency, without the consent 
 of the President and Directors, or quorum thereof. 
 
 Sec. 2nd, And it is hereby further covenanted, 
 agreed and provided, that on due application being 
 made et the office at Quebec for the payment of any anToS 
 loss or damage sustained by the dangers of the seas '"o" "rTd 
 and naviii^ation, within the terms and meaninoof the^o "uie 
 Policies issued by the said Company, the President 
 and Directors, or quorum thereof as aforesaid, shall 
 forthwith take such measures as they may deem most 
 effectual to examine and ascertain, whether the claim 
 be just and proof of loss sufficient, and to cause pay- 
 ment of such loss or losses to be made within Sixty 
 Days after such loss or claim has been adjusted and 
 admitted by them the said President and Board of 
 Directors. 
 
 Sec. 3d. Provided however, that all and every 
 Policy or Policies of Assurance shall clearly, specifi- desani' 
 cally declare and make known that no officer, pro- "J.'^®'^*-^^ 
 prietor or stockholder in or of the said Canada Ma- «o contain 
 RINB Insu|iancb CoMPANY, shall be individually bound restSg 
 by such Policy or Policies, to any further or larger K'i^"' 
 amount than his or her proportion towards the ful- ^"'"'. 
 filment thereof, according; to and in no case exceeding to be sign- 
 the amount of his or her share or shares in the Joint p're'sldem 
 
w^ 
 
 20 
 
 I 
 
 n 
 
 aril Dirpc- 
 lor for llin 
 wprk and 
 Hecy. 
 
 The Com- 
 pany (lis* 
 own all iru 
 Hiriiinrnta 
 iioi (Inly 
 signed, 
 &c. and 
 not con- 
 taininir the 
 clnuNe of 
 reslriuiion 
 of piivment 
 of Joint 
 iSiock. 
 
 Director, 
 &c. sign- 
 ing, ^'V. 
 any policy, 
 <^>c. not 
 containing 
 said res- 
 triction of 
 payment of 
 Joint 
 Stock, 
 
 To be 
 made per" 
 sonally 
 answera. 
 ble nnd 
 forfeit iheir 
 stock. 
 
 nnd to be 
 discharged 
 from office 
 
 Stock and securities in the said Company ; and shall 
 also be signed by the President or Director for the 
 week, and be duly Re<i^istered and attested by the said 
 Secretary for the time being. 
 
 Sec. 4th. And the Stockholders or Subscribers of 
 the said Canada Marine Insuiiance Company here- 
 by declare and make known, that no policy, engage- 
 ment or other contract of any nature or kind soever, 
 shall or can be legally entered into or made in the 
 name of the said Company, unless and excepting the 
 same shall contain and express a limitation or res- 
 triction of payment thereof, to the Joint Stock afore- 
 said, and be duly signed, attested and registered as 
 hereinbefore lastly provided ; and the said Stockhoi- 
 ders do hereby renounce and disavow all obligations 
 as aforesaid, made in the name of the said Company, 
 not being duly signed and attested and registered as 
 aforesaid, and not containing the aforesaid restric. 
 tion of payment to the Joint Stock aforesaid, and if 
 any policy, or other contract or instrument be made 
 or issued, or negociated in the name of the said Com- 
 pany, being signed as aforesaid, by any President, 
 Director or Directors thereof, and not containing the 
 aforesaid limitation or restriction of payment to the 
 Joint Stock aforesaid, such President, Director or 
 Directors so signing, issuing or negociating the same, 
 shall, in their natural and individual capacities be- 
 come liable and responsible for the payment or fulfil- 
 ment thereof ; and shall also lose and forfeit, for the 
 use of the said Company, all his or their share or 
 shares, interest or interests, deposits or instalments 
 therein : and be discharged from his or their office or 
 offices, situation or employment^ in and under the said 
 Company. 
 
 nnd 
 
 Joi 
 
 Insi 
 
 at tl 
 
 for 
 
 afte 
 
 ble 
 
 due! 
 
21 
 
 
 ARTICLE THIRTEENTH. 
 
 Sec. I St. And it is hereby further covenanted and 
 a;;reed,and publicly, expressly and explicitly affirmed 
 and declared by us, the subscribers hereunto, that the 
 Joint Slock subscribed into the said Canada Marine 
 Insurance Company, and placed as herein provided, 
 at the disposal of the President nnd Directors thereof, 
 for the time being, is, and at all time or times here- 
 after shall be alone and only responsible for, and Ha- 
 ble for the payment of any debt or debts, due or 
 dues, claim or claims, demand or demands, upon or 
 against the said Company ; and no person or persons 
 who are now or at any time or times hereafter may 
 or shall become a subscriber or subscrihers, or Stock- 
 holder or Stockholders of any share or shares in the 
 Joint Stock aforesaid, is, shall, may or can be per- 
 sonally or individually in any way or manner what, 
 ever, responsible for any engagement or engagements 
 entered into by or in the name of the said Company, 
 nor liable to pay any sum or sums of money, debts, 
 dues or demands, of any nature or kind, claimed or 
 to be claimed against said Company. 
 
 Sec. 2nd. Provided nevertheless, and it is hereby 
 further agreed and declared, that process issuing out 
 of any Court or Courts in this district, at the suit of 
 any person or persons whatsoever, and duly served 
 at the OfBce of the said Company, in the city of Que 
 bee, either against the said Company, in its collec- 
 tive name, or against the President or any Director 
 or Directors, or other officer or officers of the said 
 Company, for the time being, for and in respect of 
 any alleged action, claim or demand against said 
 Company, shall in due time be answered by such 
 President, Director or Directors, officer or Officers of 
 said Company, who by such process shall be made 
 defendant or defendants in such actions (unless set.. 
 
 Joint 
 Stock 
 aloiio rat< 
 
 fionsible 
 or all 
 claimi 
 a|;ainat 
 the Com- 
 pany. 
 
 Proviso. 
 
 Service o*^ 
 process at 
 ihe Com- 
 pany's of- 
 lice at 
 Quebec, 
 against the 
 Company, 
 or any of 
 its Direc- 
 tors, will 
 be accept" 
 ed and in 
 due time 
 answered. 
 
?w 
 
 I'i 
 
 VViihoul 
 
 kllegiiiK 
 
 the aii* 
 
 fence of 
 
 ullier 
 
 Htockhol* 
 
 lien. 
 
 Judgment 
 of Court 
 to be bind- 
 ing on alt 
 the Slock 
 holder! in 
 pro|)ortion 
 to (heir 
 iSiock. 
 
 tied out of Court,) without alleging the existence of 
 nny Stockholder or Stockholders, in or of the Hoid 
 Company ; or the necessity of making^ such other 
 Stockholder or Stockholders, in or of tnc said Com- 
 pany, parties in or to such action, but that the de- 
 fence shall he made before such Court, so as that the 
 cause may be tried and determined on its real merits. 
 Sec. drd. And provided also, that every order, 
 judgment, sentence, and decree, which may or shall 
 be given, rendered, or pronounced, in any such 
 court, or upon such actions, claims, or demands so 
 prosecuted, as aforesaid, shall be considered as equally 
 binding upon all and singular the Stockholders in 
 and of the Joint Stock of said Company, in propor- 
 tion to, and not exceeding the amount of their 
 respective shares therein. 
 
 ARTICLE FOURTEENTH. 
 
 Sec. 1st. And it is hereby further covenanted and 
 agreed, that this act of limited association, for the 
 purposes aforesaid, shall continue and be in full force 
 
 Company. ,^^^ ^^^^^^ y^jj| jj^^ ^^^^ j^^ ^^ ^^^^ ^j^^^ ^jj, ^^ ^^^ 
 
 the year of our Lord one thousand nine hundred, and 
 
 no longer ; but it may be lawful for any number not 
 
 less than two-thirds of the Shareholders to call a 
 
 Two thirds General Meeting, tirst giving notice in one or more 
 
 hoid«?" o^ the Newspapers in Quebec and Montreal, and 
 
 SwVihe" stating the purpose for which such Meeting Is called, 
 
 Company. \q dissolvc the Said Company. Provided always, 
 
 that two-thirds of the whole of the Stockholders in 
 
 number and amount shall vote for the dissolution of 
 
 the said Company. 
 
 Sec. 2nd. Provided also, and it is hereby expressed, 
 stipulated, and agreed, by and bet;veen the parties to 
 this Act, (without which stipulation this present Act 
 had not been made,) that the limited Association 
 
 Duration 
 of the 
 
V' 
 
 ence of 
 tho HO id 
 h other 
 cJ Com- 
 the dc- 
 tliat the 
 1 merits. 
 r order, 
 or vhali 
 ly such 
 adds 80 
 I equally 
 Iders in 
 propor- 
 >f their 
 
 ed and 
 
 for the 
 
 ill force 
 
 II be ill 
 
 ed, and 
 
 ber not 
 
 call a 
 
 )r more 
 
 ai, and 
 
 called, 
 
 ilways, 
 
 Iders in 
 
 ition of 
 
 ressed, 
 rties to 
 snt Act 
 ciatioa 
 
 23 
 
 or Society hereby established, hhatl not cease or 
 determine by or upon the death, natural or civil, 
 bankruptcy, or faillit^ oi any Stockholder or Stock- 
 holders, in or of the said Ass^ociation ; but that, not- 
 withstanding' such death, natural or civil, brankruptcy 
 or faillit^, this Company and the Association hereby 
 established, shall be and remain as firm and solid us 
 if such contingency hod never happened. 
 
 Sec. 3rd. And it is hereby further covenanted and 
 agreed, that the By-Laws, Rules, Orders, and Regu- 
 lations, or any of them contained in this deed, shall 
 not be repealed, revoked, or altered, unless at a genera! 
 Meeting of the Stockholders, specially called (or the 
 purpose, in the manner hereinbefore prescribed. — 
 Provided always, thht the Stockholders voting at such 
 General Meeting, in favor of such repeal, revocation, 
 oralteration, shall represent not less than five hundred 
 shares, or onj-thiid of the whole of the stock of the 
 said Company. 
 
 ARTICLE FIFTEENTH. 
 
 Sec. 1st. And we the undersigned hereuisto do 
 hereby further covenant and ngree, having first heard f.'a'.^f/'*' 
 
 Of ni'i or 
 Hnnkr'ipt* 
 cy of iiiilu 
 vuliiiila nut 
 lit aflcci 
 (ha Jim- 
 lion of 
 ih« Com- 
 puny. 
 
 By Lnwi 
 
 nui (o b« 
 sllrred 
 except by 
 (lenient ui 
 (itiH (hiid 
 nt ihe 
 SiockhoN 
 (IrrH nil. 
 ■einhlfil at 
 (J*M»*riil 
 Meetiiii;. 
 
 ref 
 
 this our mutual agreement duly read, to lake respec- <• mkeiha 
 tively in the Joint Stock aforesaid, of the said Canada Hi'mresVn- 
 Marine Insurance Company, the number of shares [IfJ'i^'^Jg. 
 to our several and respective names, firms, and styles "•♦'"rfs 
 hereunto annexed, on the several terms and conditions ly. 
 of this our Act and Deed, and on no other terms or 
 condition whatsoever. 
 
 In Faith and Testimopy whereof, we the under- 
 signed, have severally and respectively set and sub- 
 scribed our names, done this sixth day of March, in 
 the year of our Lord one thousand eight hundred and 
 thirty-sever 
 
 !■!« 
 
fl*^' 
 
 24 
 
 if I !■ 
 
 li 
 
 Schedul« 
 
 A. 
 
 No. 
 
 M 
 
 Canada Marine Insurance Company. 
 Quebec, 
 
 This is to certify, that 
 is entitled to shares of the stock of 
 
 the Canada Marine Insurance Company, transfer- 
 able on the books of the Company only, agreeably 
 to their Rules and By-Laws, by the said 
 or Attorney. 
 
 Attest, 
 
 President. 
 
 Secretary. 
 
 i$ 
 
T 
 
 * ' <. 
 
 :^' ■ V* 
 
 stock of 
 transfer- 
 greeably 
 
 si 
 
 * ■ s, - ■ 
 
 ident. 
 
 .t^"<> 
 
 
■?»=■.