Page images
PDF
EPUB

620

FORMS RELATING TO COMPANIES.

arrangements as are hereinbefore mentioned, with respect to the business of the single companies, or one of them, or any other telegraph company, and may apply the sum so raised, or any portion thereof accordingly.

In this form the North Scottish and South Scottish Telegraph Companies are supposed to be desirous of amalgamating, but not to have any power of doing so Accordingly a third company, "The Central Telegraph Company," is formed, with power to exchange its shares for shares in the old companies on certain terms specified in its articles of association.

As soon as this new company is formed the old companies dissolve themselves by special resolution, on condition of their members becoming members of the new company.

The above form only contains such provisions as are necessary for effecting the amalgamation, as the regulations for the government of the new company may readily be collected from the preceding forms.

No. 11.

Memorandum of Association of the Lodging House and Cottage Improvement Association, Limited.

(1.) The name of the company is "The Lodging House and Cottage Improvement Association, Limited."

(2.) The registered office of the association will be situate in England. (3.) The objects for which the association is established are the following, that is to say the construction or adaptation of dwelling-houses and lodgings, furnished or unfurnished, for the use of the middle and working classes, of an improved description; and lighted warmed and ventilated on scientific principles. Also the construction or adaptation of rooms or other large buildings, lighted warmed and ventilated in manner aforesaid, for the use of public assemblies public offices warehouses clubs or other commercial or social purposes; and the selling or leasing, at a profit, any dwelling houses or lodgings rooms or other buildings so constructed, with power to purchase or take on lease any land machinery houses or buildings of any description; and to do any other thing necessary for carrying into effect the objects of the company.

(4.) The liability of the members is limited.

(5.) The capital of the company is one hundred thousand pounds, divided into fifty thousand shares of two pounds each.

E, the several persons whose names and addresses are subscribed, are desirous of being formed into a company, in pursuance of this memorandum of association, and we respectively agree to take the number of shares in the capital of the company set opposite our respective

names.

[Names and addresses of subscribers.]

Table A. will suit an association of this description.

No. 12.

Memorandum of Association of the Panama Railway Company, Limited. Memorandum of Association.

(1.) The name of the company is "The Panama Railway Company,

imited."

(2.) The registered office of the company will be situate in England. (3.) The objects for which the company is established are, the making nd maintaining a railway, with all convenient branches across the Isthmus f Panama; the making of machinery, the carriage of passengers animals nd goods, the erecting warehouses offices and buildings, and the doing ll such things as are conducive to the carrying on of the business of a ailway company; with power for the company, in connection with, or as conducive to the profitable use of the said railway, to do any of the following things, that is to say,-to make and maintain hotels, to make and maintain any docks piers or wharves, to improve any ports or harbours, to maintain in any ports or harbours steam-tugs boats lighters or vessels, for the use of ships frequenting such ports or harbours, to construct any lighthouse in or near any ports or harbours, to lay down any buoys or beacons in or near any ports or harbours, and generally to construct any work or thing in or near any ports or harbours conducive to the safety or convenience of shipping, or of persons carried in ships, or facilitating the shipping or unshipping or the storing of goods. Also the making along the line of, or in connection with the said railway, magnetic and other telegraphs, and the doing all such things as are conducive to the carrying on the business of a telegraph company, with power for the said company to sell or lease to any other company or person any telegraph so made, or to confer on any company

622

FORMS RELATING TO COMPANIES.

wodd be rop

or person the right to make any telegraph which the company
hereby authorised to make. Also the management of any land granted or
to be granted by the State, with power to found on such land, towns or
villages, with all necessary accessories, and to sell lease mortgage, or other-
wise deal with the same. Also the acquisition by purchase or otherwise of
any other land in or near the Isthmus, with a like power of founding towns
and villages, selling leasing mortgaging, or otherwise dealing with the same;
also the purchase of a certain charter facilitating the carrying into effect the
above objects, or some of them, granted by the State on the 1st of November,
18, to be held and observed as a law of that State; and of all other instru-
ments supplementary thereto, or in amendment confirmation or extension
thereof; and of all lands rights and privileges conferred thereby; and
generally to do all things whatsoever, directly or indirectly incident to the
above-mentioned undertakings, or to carrying into effect the purposes of the
said charter and other instruments.

(4.) The liability of the members is limited.

(5.) The capital of the company is two millions and fifty thousand pounds, divided into 100,000 shares of 201. 10s. each.

WE, the several persons whose names and addresses are subscribed are desirous of being formed into a company, in pursuance of this memorandum of association, and we respectively agree to take the number of shares in the capital of the company set opposite our respective names. [Names and addresses of subscribers.]

[ocr errors][merged small][ocr errors]

No. 13.

Memorandum of Association of the Glastonbury Canal Steam Tug Company,
Limited.

(1.) The name of the company is "The Glastonbury Canal Steam Tug Company, Limited.

(2.) The registered office of the company will be situate in England.

(3.) The objects for which the company is established are, the application of steam power by means of a screw or otherwise, and either alone or as auxiliary to horse power, to propelling or towing flats boats or other vessels on the Glastonbury Canal, and any branches of the said canal being the

Of Memoranda and Articles of Association.

623

property of the Glastonbury Canal Company, with power of the company to conduct, on behalf of themselves, or as agents for others, the business of carrying goods passengers and traffic of every description, along such canal and branches as aforesaid, or to supply steam power to other carriers on such canal and branches; also the purchase of any patent screw or other invention that may be useful or convenient for propelling or towing flats boats or other vessels, along canals, or the purchase of any license for any such invention, with power for the company to grant licenses for the use of, or otherwise to derive a profit from, any patent invention of which they may be possessed; also the purchase of any land machinery or vessels, or the construction of any machinery or vessels that may be useful or convenient for the above objects; also the doing all things whatsoever directly, or indirectly incident to the above objects, or any of them, or conducive to carrying the same into effect.

(4.) The liability of the members is limited.

(5.) The capital of the company is 5,0007., divided into 500 shares of 107. each.

WE, the several persons whose names and addresses are subscribed, are desirous of being formed into a company in pursuance of this memorandum of association; and we respectively agree to take the number of shares in the capital of the company set opposite our respective

names.

[Names and addresses of subscribers.]

No. 14.

Memorandum of Association of the Victoria Hall Company, Limited. (1.) The name of the company is “The Victoria Hall Company, Limited.” (2.) The registered office of the company will be situate in England. (3.) The objects for which the company is established are to incorporate as a limited company the members of the existing Victoria Hall Company, to acquire the Victoria Hall and other property of such company, and to appropriate and fit up the Victoria Hall, situate at Charlton, in the county of Northampton, to and for such purposes and with such musical instruments and other furniture as the company may think expedient.

624

FORMS RELATING TO COMPANIES.

(4.) The liability of the members is limited.

(5.) The capital of the company is 36,000l., divided into 1,600 shares of 101. each to be called original shares, and to be considered as fully paid up, and 2000 shares of 107, each to be called preference shares.

WE, the several persons whose names and addresses are subscribed (a), are desirous of being formed into a company in pursuance of this memorandum of association, and we respectively agree to take the number of original shares in the capital of the company set opposite our respective names.

(Names and addresses of subscribers.]

No. 15.

Articles of Association of the Victoria Hall Company, Limited.

SHARES.

(1.) The shares called in the memorandum of association original shares represent the shares in the existing Victoria Hall Company (hereinafter called the old company), and in pursuance of the agreement contained in the schedule to these articles are issued to the subscribers of the memorandum of association, in proportion to and in consideration of their respective interests in the old company (b).

(2.) The shares called in the memorandum of association preference shares are new shares, and are intended to have such priority as is hereinafter mentioned.

(3.) The holder of a preference share shall be entitled to receive out of the profits of the company as a first charge a dividend at the rate of 5 per cent.

(4.) The holder of an original share shall be entitled to receive out of the profits of the company as a second charge a dividend at the rate of 5 per

cent.

(5.) The residue, if any, of profits shall be divided rateably between the holders of the original and preference shares.

(6.) If the profits of the company made in any one year are insufficient to pay the amount of dividend hereinbefore assigned to preference or origi.

(a) i.e. all the members of the old company.

(b) It would seem, as the decisions stand at present, desirable if not necessary to file the agreement separately from the articles of association. See note to s. 25 of the Act of 1867, supra.

« EelmineJätka »