Provision in case of failure of election. Transfer of shares. Proviso. and the expenses and repairs of the steamboats of the said Company, a clear statement whereof shall be submitted and retained by the Directors of the said Company, to form part of the minutes of their proceedings. 9. If at any time it shall happen that an election of Directors shall not be made on any day when pursuant to this Act it ought to have been made, the said Corporation shall not for that cause be deemed to be dissolved; but it shall be lawful on any other day to hold and make an election, in the same manner as the annual election of Directors is herein provided for; and until such election, the former Directors shall continue in office, and every act done by them shall have full force and effect. 10. The shares of the said capital stock shall be transferable, and may from time to time be transferred by the respective holders and owners thereof, according to the form prescribed by Form B, hereunto annexed; Provided always, that the transferrer shall be held personally liable to the said Company for all or any part of the shares by him subscribed, and which shall be found to be due and owing by him at the time of such transfer; And provided that the said transferrer shall not be able to transfer, cede and alienate any part of all such shares the Company. by him subscribed for, until he shall have paid to the said Company all and every the sums of money which he may owe to the said Company, either for the whole or any part of the shares by him subscribed for, and for which he shall be indebted at the time of such transfer, cession or alienation, or which he shall owe to the said Company upon old accounts, promissory notes and otherwise. Proviso: Transferrer to pay all debts to Provisional Directors. Place of business, &c. Service. Form of proxy. 11. Until the next annual and general meeting of the Company, as above provided for, the Board of Directors of the said Company shall be composed of the present Directors, who are the Honorable Louis Renaud, Louis Hainault, Charles Séraphin Rodier, George Tate and John McMartin, who shall continue to administer the affairs of the said Company as Directors duly elected, and shall continue in office until the appointment of their successors, as provided by this Act. 12. The principal office of the said Company, which shall be considered its chief place of business, shall be in the City of Montreal; and any service of process made at that office or upon the President of the Company, in person, shall be held and deemed to be good and sufficient service by all Courts of Justice in this Province. 13. Every Shareholder of the said Company may, by a power of attorney according to the Form A annexed to this Act, or in any form to the same effect, or by a power of attorney executed before Notaries, constitute or nominate an Attorney Attorney to represent him with respect to the said Company, convey his shares therein to third persons, accept the transfer of shares to him, receive his dividends and bonuses, sell his shares, and represent him at the meetings of Shareholders, and vote for him. 14. This Act shall be deemed a Public Act. FORM A. Referred to in the foregoing Act. I, the undersigned, do hereby constitute and nominate C. M. as my special Attorney, to sell and convey the Shares which I possess in the Saint Lawrence Navigation Company, to buy shares in the said Company for me, and receive transfer thereof, to receive all dividends and bonuses payable to me, and give receipts therefor, to represent me in meetings of shareholders of the said Company, called for any purpose whatever, and to give for me the number of votes to which I am entitled according to the number of my shares; and I ratify by these presents all that my said attorney shall do in virtue of this power of attorney. do hereby assign and transfer to (on each of which has been paid of I (or we) cents, currency) in the Capital Stock of the "Saint Lawrence Navigation Company," the office of which is at Montreal, subject to the rules and regulations of the said Company, hereby obliging myself to fulfil the conditions imposed by the proviso contained in the eleventh section of the Act of Incorporation of the said Company. In testimony whereof, I (or we) have signed these presents at the office of the said Company, this one thousand eight hnndred and day of (Signature of the Transferrer, or of his Attorney.) Witness: Public Act. I (or we) do hereby accept the foregoing assignment of shares in the Capital Stock of the "Saint Lawrence Navigation Company" assigned to me (or us) as above mentioned, this one thousand eight hundred and day of (Signature of the Transferree, or of his Attorney.) Witness: CAP. CXIV. Preamble. Incorporation. Name. ers. An Act to incorporate the Fenelon Falls, Minden, [Assented to 15th August, 1866.] WHEREAS Sidney Smith, S. S. Peck, Charles R. Stewart, H. Covert, A. LaCourse, David Browne, F. W. Haultain, S. C. Wood, William Grace, John Lucas, James Melville and others, have presented a petition to the Legislature of this Province praying that an Act may be passed to authorize them to improve and establish the water communications between Fenelon Falls and Minden Bridge in the county of Victoria, and it is expedient to grant their request: Therefore, Her Majesty, by and with the advice and consent of the Legislative Council and Assembly of Canada, enacts as follows: 1. Sidney Smith, S. S. Peck, Charles R. Stewart, H. Covert, A. LaCourse, David Browne, S. C. Wood, William Grace, John Lucas, James Melville and others, together with such person or persons as shall under the provisions of this Act become shareholders of the company hereinafter mentioned, shall be and are hereby ordained, constituted and declared to be a body corporate in fact and in name by the name of the Fenelon Falls, Minden, Haliburton and Northern Lakes Steam Navigation General pow- Company, and by that name they and their successors shall and may have continued succession, and by such name shall be capable of contracting and being contracted with, of suing and being sued, pleading and being impleaded, answering and be ing answered unto, in all courts of law and places whatsoever, in all manner of actions, suits, complaints, matters and causes whatsoever, and they and their successors shall and may have a common seal and may change and alter the same at their will and pleasure; and also they and their successors by the name of the Fenelon Falls, Minden, Haliburton and Northern Lakes Steam Navigation Company shall be in law capable of purchasing and holding to them and their successors any per sonal estate or property whatever, and such real estate as may be necessary for their use and occupation, and for carrying inte effect the powers hereby vested in them, and of letting, selling, conveying or otherwise departing therewith for the benefit and on the account of the said company from time to time as they shall deem expedient or necessary. Property. Lands. 2. It shall be lawful for the said company to enter upon any Power to enter ungranted lands of the Crown and to make and establish faci- on Crown lities for the purpose of transportation, traffic and trade; and for such purposes to build roads, tramways, railways or canals between any parts of the said waters which may be made navi gable, and to improve or render navigable the waters and the courses or channels thereof from any place or places above named, to any other place or places on the shores of the said waters, and to build wharves, erect warehouses, stores and other buildings or any other works wherever the same may be deemed expedient or necessary for these purposes; Provided Proviso: with always, that the company shall first lay before the Commis- consent of sioner of Crown Lands detailed statements of the lands pro- of Crown posed to be entered upon and the plans of any works so con- Lands. templated, and after such plans have received his approval in writing the company may proceed with their works and shall not deviate from the said plans without being thereunto authorized by the Governor in Council. Commissioners ting the work. 3. For the purposes aforesaid the said Company, their de- General powputies, servants, agents and workmen are hereby authorized ers for execuand empowered to enter into and upon any of the lands of the Queen's Most Excellent Majesty, or of any other person or persons, bodies politic or corporate, or communities whatsoever, lying on or near the shores of the said waters, 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 the making of roads, railways, tramways, canals, and the improving and rendering navigable the said waters and the courses and channels of such water communications and so forth, and all such other works, matters and conveniences as they shall think proper and necessary for making, effecting, preserving, improving and maintaining all and every the works contemplated by this Act; and it shall Holding and and may be lawful for the said company to construct, acquire, using vessels, charter, navigate and maintain boats, vessels and steam vessels for carrying on trade and conveying goods and other traffic and passengers on the said waters on the Portages between such waters, and on the lakes and rivers lying to the northward, astward and westward of Minden Bridge aforesaid and vice ersâ, and steam and other vessels for all business and purposes connected therewith, and the profitable prosecution thereof; tracts. nd they shall have power to buy and sell and trade, as may be Trading and leemed expedient, and to make contracts and agreements with making conny person or persons whatsoever for the purposes aforesaid or therwise for the benefit of the Company. 4. The capital stock of the said corporation shall be one Capital and undred thousand dollars and the same is hereby declared to be shares. ivided into five thousand shares of the value of twenty dollars ach; and if the said sum of one hundred thousand dollars be ound insufficient for the purposes of this Act, then and in such Provision for cncrease. Liability of shareholders limited. When to comenence work. Who may take stock. Election of directors. Vacancies. case it shall and may be lawful for the said company by a vote representing two thirds of the capital stock aforesaid at any general meeting of shareholders to be called for that purpose, to increase the capital stock of the said corporation, either by the addition of new subscribers to the said undertaking or otherwise, to a sum not exceeding in all the sum of two hundred and fifty thousand dollars; and the capital so to be raised by the creation of new shares, shall be in all respects part of the capital stock of the said corporation and every holder of the new stock shall be a member of the said corporation. 5. No shareholder in the said Corporation shall be in any manner liable to be charged with the payment of any debt or demand due by the said corporation, beyond the amount of his, her or their subscribed share or shares in the capital stock of the said Corporation. 6. It shall not be lawful for the said company to proceed with their operations under this Act until twenty thousand dollars of the capital stock shall have been subscribed and ten per centum shall have been paid thereon. 7. Any municipal Corporation may take shares in the said company. S. For the management of the affairs of the said corporation there shall be elected by the shareholders of the said corporation at a general meeting of them to be holden annually, seven directors, each one being a proprietor of not less than ten shares of the President and capital stock of the Corporation, the majority of whom shal! vice-president. elect from amongst themselves a President and a Vice Presi dent, one of whom shall preside at the general board meetings and otherwise discharge the duties pertaining to such office; and whenever a vacancy shall happen in the board of Directors by death or resignation, or by reason of any Director declining or neglecting to act for a period of two months after his election, such vacancy may be filled up by the majority of Directors for the time being appointing some shareholder to supply the vacancy so occurring; nevertheless any acts done by the surviving Directors or the majority of the acting Directors, without having the vacancy filled up shall not be deemed invalid; and five Directors shall form a quorum of the board, and may exercise all the powers of the Directors; and the Directors shall have power to dispose of such part of the stock of the said Corpora tion as may remain to be disposed of, or may from time to time be added to or fall into the general stock, either by forfeiture or otherwise, on such terms and conditions and to such parties as they may think most likely to promote the interests of the said Corporation; and they shall have full power to make such calls for money from the several shareholders for the time being as may be provided by any By-law, rule or regulation of the said Corporation, and to sue for, recover and get in all calls Quorum. Calls: whether |