Government 3. The said corporation shall at all times be governed and adand adminis ministered under the authority of the British Methodist Episcopal Church in the Dominion of Canada. tration. Appointment of new trustees. Returns to be perty, etc., 4. In case of any vacancy or vacancies occurring in the number of the said trustees by death, resignation or otherwise, such vacancy or vacancies shall or may be filled up in such manner as may be provided in the rules and regulations of the said corporation; it being the intention of this Act that the appointment of the trustees above named shall not be permanent, but that the same shall from time to time take place in such manner as shall be provided by the rules and regulations of the said corporation. 5. The said corporation shall at all times, when thereunto made of pro- required by the Lieutenant-Governor or the Legislature, make when required. a full return of its property, real and personal, and of its receipts and expenditure for such period, and with such details and other information, as the Lieutenant-Governor or the Legislature may require. Liability of 6. Any proprietor or holder of any share or interest in the shareholders. capital of the said corporation is hereby declared to be free from any individual or personal liability, beyond the unpaid amount of any share or shares held by him, in respect of the debts, engagements, or obligations of the said coporation. Preamble. CAP. LIII. An Act to amend the Act incorporating the Wesleyan [Assented to 24th December, 1869.] W amended by 1. The Statute passed in the Session held in the twenty- 24 Vic., ch. fourth year of the reign of Her Majesty, chaptered one hundred 112, 8. 8 and twelve, entitled "An Act to incorporate the Wesleyan substituting Female College of Hamilton," shall be, and the same is hereby shareholder" amended by striking out the word "director" used in the eighth section of the said Act, and inserting in place thereof the word "shareholder;" and by inserting between the second and third Insertion of sections of the said Act the following clause which, shall be clause between taken and read as part and parcel of the said Act: for "director." 8.8. 2 and 3. be forfeited paid up. If after such demand or notice as is required by the Shares may next preceding section, or as by the by-laws of the corporation by directors, if may be prescribed, any call made upon any share or shares be calls are not not paid within such time as by such by-laws may be limited in that behalf, the directors in their discretion by resolution to that effect, reciting the facts and the same being duly recorded in their minutes, may summarily forfeit any share or shares whereon such payment is not made, and the same shall thereupon become the property of the corporation and may be disposed of as by by-law or otherwise they shall ordain. CAP. LIV. An Act to Incorporate the Ottawa Ladies' College. [Assented to 24th December, 1869.] WHEREAS the Reverend William Moore, the Reverend Preamble. Daniel M. Gordon, George McLean Rose, William Minore, P. Le Sueur, John Leggo, Č. Leggo, J. Sweetland, George Hay, J. T. Pennock, Alexander Mutchmore, Alexander S. Woodburn, John Rochester, junior, John P. Featherston, Henry McCormick, James A. Grant, W. C. Smilley, Samuel Christie, and the Honorable Malcolm Cameron, by their petition in this behalf, have represented that a number of citizens of the city of Ottawa, and other residents of Canada, have agreed to associate themselves together, provisionally, for the purpose of establishing and conducting a seminary of learning of a collegiate character for the education of female youth, and have opened subscription books, and subscribed for stock in the said Association, and the said petitioners have prayed to be incorporated under the name of The Ottawa Ladies' College; Therefore Her Majesty, by and with the advice and consent of the Legislative Assembly of the Province of Ontario, enacts as follows: 1. The Reverend William Moore, the Reverend Daniel M. Incorporation. Gordon, George McLean Rose, William Minore, P. Le Sueur, John Limitation as to acquiring realty. Capital stock. Calls. John Leggo, C. Leggo, J. Sweetland, George Hay, J. T. Pennock, Alexander Mutchmore, Alexander S. Woodburn, John Rochester, junior, John P. Featherston, Henry McCormick, James A. Grant, W. C. Smilley, Samuel Christie, and the Honorable Malcolm Cameron, and such other persons as now are or shall hereafter become shareholders of the said undertaking, are hereby constituted a body corporate and politic, under the name of "The Ottawa Ladies' College," and by the said name they and their successors shall and may have continued succession, and shall be capable in law of contracting and being contracted with, and of suing and being sued, pleading and being impleaded in all courts or places whatsoever, in law or equity, and they and their successors shall and may have a common seal, and may change or alter the same, and may also from time to time, at any ordinary meeting of the managers, by a majority of votes as hereinafter provided, ordain, establish, and put in execution such by-laws, ordinary rules and regulations, (the same not being contrary to this Act, or to the laws in force in the Province), as may appear to them necessary or expedient for the management of the said corportion, its business and affairs, and may from time to time, alter or repeal the same, or any of them, and shall have power to accept on behalf of the said corporation, gifts and endowments for promoting objects of education, science, and literature, or otherwise, in aid of the general purposes of the said corporation, on such terms as may be agreed upon with the persons bestowing such gift or endowment, and shall also be in law capable of acquiring by purchase, lease, mortgage or otherwise, and of absolutely or conditionally holding any lands, tenements, real or immoveable estate, and the same to alienate, let, release, mortgage, transfer and dispose of; Provided always that nothing herein contained shall be considered as permission to hold any real estate, beyond what may be necessary for the said corporation to hold for its own immediate accommodation in relation to the purposes for which the said corporation is authorised, or such as shall have been bona fide mortgaged to it by way of security, or conveyed to it in satisfaction of debts previously contracted, or purchased at sales upon judgments which shall have been obtained for such debts, and provided further that the said corporation shall be bound to sell or dispose of any real estate so purchased or conveyed to them, (except such as may be necessary as aforesaid for the convenient carrying on of the undertaking) within seven years after acquiring the same. 2. The capital stock of the said corporation shall, until otherwise determined as hereinafter provided, consist of the sum of fifty thousand dollars, divided into two thousand five hundred shares of twenty dollars each, and shall be paid by such instalments, and at such times and places, as the managers of the said corporation shall appoint, after notice of not less than one calendar month in that behalf to be previously given by by publication once in each week in one or more of the public newspapers published in the city of Ottawa, as well as by circular letters addressed and mailed to every shareholder at his last named place of residence; and in case any shareholder shall neglect or refuse to pay the same, the corporation are hereby empowered to sue for and recover the same, with interest at six per cent. per annum from the time appointed to pay the same. mence. 3. The corporation may cominence operations and exercise When operathe powers hereby granted, so soon as twenty thousand dollars tions may com of the said stock shall be subscribed, and twenty per cent. thereof paid up. and partner 4. The parties hereby appointed managers of the said cor- Stock books, poration are hereby empowered to take all necessary steps for subscription opening the stock books for the subscription of parties desirous ship. of becoming shareholders in the said undertaking; and all parties who have subscribed, or who shall hereafter subscribe to the capital stock of the said association, shall be considered proprietors and partners in the same; Provided that parties who have already subscribed for stock in the said association shall be liable to pay calls thereon, to be made under this Act, without any fresh subscription of stock. 5. The said corporation shall have power and legal authority Educational to establish and maintain an institution of learning, to be call- powers. ed by the said name of "The Ottawa Ladies' College," for the education of female youth, and direct and manage the same for the purposes of education, in the various branches of literature and science in such manner as they shall deem most conducive to that end. 6. The affairs of the said corporation shall be conducted by Managers. a board of fifteen managers, to consist of a president, two vice presidents, and twelve managers; and until the election hereinafter provided takes place, the following shall be officers and managers, viz: Ezra B. Eddy shall be president, John Rochester and James G. Robinson, vice presidents, and George Hay, Henry F. Bronson, John R. Booth. James T. Pennock, William C. Smillie, Joseph M. Currier, Robert Blackburn, George McLean Rose, John Leggo, John Sweetland, Daniel M. Gordon and William Moore, managers. ings. 7. A general meeting of the shareholders of the said corpo- Shareholders" ration shall be held in the city of Ottawa, at the office of the general meetsaid corporation, on the first Monday in the month of July, in the year of our Lord one thousand eight hundred and seventy, and on the first Monday of the month of July in each year thereafter. At such first general meeting the shareholders present Election of shall elect the president, vice presidents, and managers of the President, said corporation, who shall each be proprietors of five etc. shares, at least, in the capital stock of the said corporation. L S. Managers, Secretary and treasurer, election of. Voting. called. S. The managers shall appoint a secretary and treasurer, (the latter of whom shall give security for the due and faithful performance of his office), and shall also appoint all intermediate officers. 9. At all meetings of the proprietors each shareholder may cast one vote for every share held by him, and every question shall be determined by the majority of votes present at such meeting. Special general 10. Every meeting of shareholders, other than an ordinary meetings, how meeting, shall be called a "special general meeting," and such meetings may be convened by the managers at such times, and at such places, as they may think fit; and a special general meeting of the proprietors at large shall be convened at any time by the managers, on a requisition of any ten proprietors requiring them to do so, and such requisition shall fully express the object of the meeting, and shall be left with the secretary, and if the managers shall fail to call a meeting within fourteen days thereafter, such proprietors may call a meeting by giving notice as hereinafter mentioned, provided that no special general meeting shall enter upon business not set forth in such requisition and notice. Notice of meetings. Nine shareholders a quor. um, Chairman. Adjournment of meeting. Votes by proxy. Filling vacan 11. Ten days' notice of all meetings of shareholders shall be given by mailing circulars addressed to the shareholders at their last known place of residence, which shall specify the place, day and hour of such meeting. 12. At all general meetings nine proprietors shall form a quorum. 13. At every meeting the president, or in his absence, one of the vice presidents, or in the absence of both, one of the managers who shall be elected by a majority of the proprietors present, shall be chairman, and such chairman shall have not only a deliberate vote but also a casting vote in case of equality in all matters before the meeting. 14. Every meeting of the stockholders may be adjourned from time to time, and no business shall be done at an adjourned meeting, other than the business left unfinished at the last meeting from which such adjournment took place. 15. Every person entitled to vote, may in writing constitute any other proprietor his or her proxy to vote at such meeting, and every such appointment shall be produced to the secretary, and entered into a book; Provided always that such authority shall bear date within twelve calendar months of the time of the meeting at which it is produced. 16. If any of the managers resign, or become incompetent or |