Proviso: held. proportionally reduced by the said persons or a majority of them, until the total number of shares be brought down to fifty thousand shares; Provided further, that so soon as Five hundred thousand when the first pounds of the Capital Stock of the said Company shall have been general meetsubscribed and the ten per cent. paid thereon as aforesaid, a General ing shall be Meeting of the Shareholders shall be held at the City of Quebec for the purpose of putting this Act into effect, which Meeting shall be called by the seven persons mentioned in the last section, or a majority of them, thirty days' public notice thercof being given by advertisement in one newspaper published in the said City, at which said General Meeting the Shareholders present having paid ten per cent. on their stock subscribed as aforesaid, shall, either in person or by proxy, choose nine Directors in the manner and qualified as hereinafter mentioned, who, together with the ex officio Directors, as provided for by the Railway Clauses Consolidation Act, shall hold office until the first Annual Meeting for the election of Directors, and until others are elected in their stead. Notice. Election of In case of ori ginal capital not proving sufficient, a further sum may be raised. Stock allotted to subscribers to be entered in Books of Company. Rights of Shareholders to date from such entry. Annual elec VIII. In case the said sum of five hundred thousand pounds hereinbefore authorized to be raised, shall be found insufficient for the purposes of this Act, then and in such case it shall be lawful for the said Company to raise and contribute among themselves, by subscriptions in books to be opened by the Directors for that purpose, and in such shares and proportions as to them shall seem meet, or by the admission of new subscribers, a further surn of money for completing the said intended Railway, and its Branches and other works connected therewith, not exceeding the sum of four hundred thousand pounds, and every subscriber towards raising such further or other sum of money, shall be a Shareholder in the said undertaking, and shall have the same right of voting by himself, or herself, or his or her proxy, in respect of every share in the said additional sum so to be raised, and shall also be liable to the same obligations, and stand interested in all the profits and powers of the said undertaking in proportion to the sum he, she, or they shall or may subscribe thereto, as generally and to the same extent as if such other or further sum had been originally raised as part of the said first sum of five hundred thousand pounds; any thing herein. contained to the contrary notwithstanding. IX. The said Directors shall cause an entry to be made in the records of their proceedings and in the Shareholders' Books, of the Stock so allotted and assigned to parties subscribing as aforesaid, and the Secretary of the said Company shall notify the respective parties, in writing, of such allocation and assignment. X. Upon such entries being made, the rights and liabilities of such Shareholder or Shareholders shall accrue in respect of his, her or their particular interest in the said Company. XI. On the second Tuesday in June in each year, at the City of tion of Direc- Quebec, at the office of the said Company, there shall be chosen by tors. the the Shareholders, nine Directors in the manner hereinafter provid- is made; and if a vacancy shall at any time take place among Vacancies. the Directors by death, resignation or removal from the Province, such vacancy shall be filled for the remainder of the year, by a vote of the majority of the Directors; and the said nine Board forined Directors, with the said ex officio Directors, shall form a Board of Directors. XII. Five of the said Directors shall form a quorum for the Quorum. transaction of business; provided that the said Directors may Paid Direcemploy one or more of their said number as paid Director or Directors. tors. of Directors. XIII. The persons qualified to be elected Directors of the said Qualification Company under this Act shall be Shareholders holding at least ten shares respectively in the stock of the said Company, and who shall have paid up all calls on such shares. XIV. Every such annual general meeting shall have power Auditors, their to appoint auditors, not exceeding three in number, to audit all appointment and duty. accounts in money laid out and disbursed on account of the said undertaking, by the Treasurer, Receiver or Receivers or other officer and officers to be by the said Directors appointed, or by any other person or persons whatsoever, employed by or concerned for or under them, in and about the said undertaking, and for that purpose shall have power to adjourn from time to time, and from place to place, as they may deem expedient. portion to XV. Each shareholder shall be entitled to a number of votes Votes of proportioned to the number of shares which he shall hold in his Shareholders to be in proown name, at least two weeks prior to the time of voting: Provided always, that no party shall be entitled to vote at the number of meetings of shareholders, who shall not have paid all the calls Shares held. upon his, or her stock, or the stock upon whicn such party claims to vote, at least two weeks before the time appointed for any such meeting. upon ments. XVI. It shall and may be lawful for the Directors, at any Directors may time, to call upon the Shareholders for such instalments call in instaleach share which they or any of them may hold in the Capital Stock of the said Company, in such proportion as they may see No call to fit, so as no such instalment shall exceed ten per cent., giving, at least, one month's notice of each call, in such manner as they shall appoint. exceed ten per cent. Shareholders XVII. In all actions or suits at law by or against the Company, to be compe- instituted in Lower Canada, recourse shall be had to the rules of tent witnesses evidence laid down by the Laws of England, as recognized by in actions by or against the the Courts in Lower Canada in commercial cases, and no ShareCompany. holder shall be deemed an incompetent witness, either for or against the Company, unless he be incompetent otherwise than as Shareholder, and the service of any summons, paper or document made at the office of the said Company shall be legal and sufficient. Tolls and charges. Proviso. Maximuin rates. In case of re lect to pay XVIII. It shall and may be lawful for the president and Directors of the said Company from time to time to fix, regulate and receive the tolls and charges to be received for the transmission of property or persons on the said Railway, subject always to the approval of the Governor in Council, as is provided by the Railway Clauses Consolidation Act; Provided always that in no case shall the amount charged for toll and charges exceed, for First Class Passengers, two pence currency per mile, and for Second Class Passengers one penny half penny currency per mile; and for Third Class Passengers one penny currency per mile. XIX. In case of neglect or refusal to pay the toll or freight fusal or neg due to the said Company on any goods, they shall have the power to detain the same until payment of such freight be made, and in the mean time such goods shall be at the risk of the owner; and if such goods are of a perishable nature, the said Company shall have the right to sell the same forthwith on the certificate of two competent persons establishing the fact of their being so perishable, and if such goods be not of a perishable nature and shall remain unclaimed for a period of twelve months, it shall be lawful for such Company, after giving one month's notice in two newspapers published at or nearest the locality where such goods may be, to dispose of the same by public auction, and to hand over to the owner the produce of such sale if he claims the same, after deduction of the said toll, freight and of the expenses incident to any such sale. Company may XX. The said Company shall have power to become ties to Promis- parties to promissory notes and bills of exchange for sums sory Notes, become par &c. not less than twenty-five pounds, and any such promissory note made or endorsed, and any such bill of exchange drawn, accepted or endorsed by the President of the Company or Vice-President, and countersigned by the Secretary and Treasurer, and under the authority of a majority of a quorum of the Directors, shall be binding upon the said Company; and every such promissory note, or bill of exchange so made, drawn, accepted or endorsed by the President or Vice-President of the said Company, and countersigned by the Secretary and Treasurer as such, shall be presumed to have been properly made, drawn and accepted, or endorsed, as the case may be, for the Company, until the contrary contrary be shewn; and in no case shall it be necessary to have Treasurer XXI. If any writ of Saisie-Arrêt or attachment shall be served Secretary or upon the said Company, it shall be lawful for the Secretary or may appear in Treasurer in any such case to appear in obedience to the said legal proceedwrit, to make the declaration in such case by law required ings on behalf according to the exigency of each case, which said declaration of Company. or the declaration of the President, shall be taken and received in all Courts of Justice in Lower Canada, as the declaration of the Company; and in cases where interrogatories sur faits et articles or serment décisoire, 'may be served upon the Company, the Directors shall have power, by a vote or resolution entered among the minutes and proceedings of any meeting, to authorize the President or Treasurer to appear in any cause to answer such interrogatories; and the answer of the President or Treasurer so authorized, shall be held and taken to be the answers of the Company to all intents and purposes, as if all the formalities of law required had been complied with; and the production of a copy of such Resolutions, certified by the Secretary, with the said answers, shall be sufficient evidence of such authorization. XXII The said Company shall have the right to purchase, Company may hold and subscribe for stock in any other Railway or Steam- hold Shares boat Company, as they may consider conducive to the interests in other Railof the said Company, and the Directors of the said Company Steamboat may authorize one or more persons to vote upon such stock at Companies. any meetings of such other Railway or Steamboat Company. way and XXIII. Any Shareholder in the said Company, whether a Bri- Aliens and tish subject or alien, or a resident in Canada or elsewhere, shall non-residents may hold have equal rights to hold stock in the Company, to vote on the Stock, vote, &c. same, and be eligible to office in the said Company. XXIV. The said Railway shall be commenced within two Commenceyears, and completed within five years after the passing of this ment and Act. completion of Railway. XXV. The guage of the said railroad shall not be broader or Guage. narrower than five feet six inches. XXVI. This Act shall be deemed a Public Act. 51* Public Act. SCHEDULE SCHEDULE A. FORM OF CONVEYANCE. Know all men by these presents, that I, A. B., &c.. (name also of wife, if she join,) do hereby, in consideration of (here the sum,) paid to me by the Quebec, Chaudière, Maine and Portland Railway Company, the receipt whereof is hereby acknowledged, grant, bargain, sell, convey and confirm unto the said Quebec, Chaudière, Maine and Portland Railway Company, their successors and assigns, for ever, all that certain tract or parcel of land situate (here describe the lands,) the same having been selected and laid out by the said Company for the purposes of their Railway. To have and to hold the said lands and premises, together with the appurtenances thereto, to the said Quebec, Chaudière, Maine and Portland Railway Company, their successors and assigns, for ever, (here the release of dower, if any.) and Witness my (or our) hand (or hands) seal (or seals,) this Signed, sealed, and delivered in presence of CAP. CXCVII. (L. S.) Preamble. 8 V. c. 95. An Act to renew the Charter of the Humber Harbour [Assented to 19th May, 1855.] WHEREAS by the seventeenth section of an Act passed in the eighth year of Her Majesty's Reign, and intituled, An Act to incorporate certain persons under the name and style of the President, Directors and Company of the Humber Harbour and Road, it is provided that the said Company shall forfeit and lose all benefit of the said charter and the privileges and powers thereby conferred, unless the said Harbour shall be begun within two years, and completed within four years from the passing of the said Act, and the Road shall be in a progressive state of extension and improvement; And whereas sundry persons have petitioned the Legislature of this Province to extend the period for completing the said Harbour and Road, and it is just that the prayer of their petition should be granted: Be it therefore enacted by the Queen's Most Excellent Majesty, by and with the advice and consent of the Legislative Council and of the Legislative Assembly of the Province of Canada, constituted and assembled by virtue of and under the authority of an Act passed in the Parliament of the United Kingdom of Great Britain and Ireland, and intituled, An Act to re-unite the Provinces of Upper and Lower Canada, and for the Government of Canada, and it is hereby enacted by the authority of the same, as follows: |