Page images
PDF
EPUB

Investment of funds in

certain . securities.

Enforcing payment.

Transfers of stock to be registered.

Consent of directors.

Shareholder indebted to company not to transfer.

Liability of shareholders limited.

Shareholders

not liable

for debts of

company

until execu

in satisfaction of debts previously contracted in the course of its business, or purchased at sales upon judgments which shall have been obtained for such debts, or purchased for the purpose of avoiding a loss to the company in respect thereof, or of the owner thereof, and to retain the same for a period not exceeding seven years from the date of the acquisition thereof; and the company may invest its funds or any part thereof in any of the public securities of the Dominion of Canada, or any of the Provinces thereof, or in the bonds and debentures of any incorporated city, town or municipality authorized to issue bonds or debentures, or in mortgages or loans upon real estate, and the said company may do all acts and things that may be necessary for recovering and obtaining repayment thereof, and for enforcing payment of all interest accruing thereon, or any conditions attached to such advance, or any forfeiture consequent on the non-payment thereof, and give all necessary and proper receipts, acquittances and discharges for the same, and do, authorize and exercise all acts and powers whatsoever requisite or expedient to be done and exercised in relation to the same.

22. No transfer of any share of the capital stock of the said company shall be valid until entered in the books of the company, according to such form as may be from time to time fixed by the by-laws; and until the whole of the subscribed stock of the company is paid up it shall be necessary to obtain the consent of the directors for the time being to such transfer being made; provided always that no shareholder indebted to the company shall be permitted to make a transfer or receive a dividend until such debt is paid or secured to the satisfaction of the directors; and no transfer of stock shall at any time be made until all calls thereon due up to the time of transfer shall have been paid.

23. In the event of the property and assets of the said company being insufficient to liquidate its debts, liabilities and engagements, the shareholders shall be liable for the deficiency, but to no greater extent than the amount of the balance remaining unpaid upon their respective shares in the capital stock.

24. No shareholder shall be liable to any action for any debt, liability or engagement of the said company by any creditor thereof, before the execution against the company tion returned. has been returned unsatisfied in whole or in part; and the amount due on such execution shall, subject to the provisions of the last preceding section, be the amount recoverable with costs against such shareholder; provided that any shareholder

may plead, by way of defence in whole or in part, any set-off set-off.
which he could set up against the company, except a claim
for unpaid dividends or salary or allowance as a president
or director.

tion with

25. The company shall, upon giving notice of intention Amalgamaso to do, in the manner provided in section 4, have power other to amalgamate with or purchase the business of any other companies. company engaged in any similar insurance business, or to sell out and dispose of the business of the company to any other such company, upon such terms and conditions as may be agreed upon, and as shall not impair the recourse or remedy of any creditor of either company; but, before the completion of any such amalgamation, purchase or sale, the with consent of two-thirds in value of the votes of the shareholders shareholders. shall be obtained at any general meeting or a special meeting of the shareholders called for the purpose.

consent of

bound to

tion of trusts

26. The company or directors shall not be bound to see Company not to the execution of any trust, either expressed, implied or see to execuconstructive, affecting any share or shares of its stock; and, with respect notwithstanding any such trust, or any notice thereof to to shares. the company or directors, the receipt of the person in whose name any share stands shall be a sufficient discharge to the company for any money paid in respect to such share or shares.

to apply.

27. This Act and the company hereby incorporated, and General laws the exercise of the powers hereby conferred, shall be subject to any general laws in force, or that may hereafter be in force, respecting insurance companies, in virtue of any Act passed or which may be hereafter enacted by the Legislature of this Province.

must com

28. The power hereby granted shall cease and determine company at the end of two years from the coming into force of this mence busiAct, unless the company shall commence insurance business two years. under this Act and go into operation within that time.

ness within

"Joint Stock

Act"

29. Sections 32, 45, and 57 to 63, inclusive, of "The Mani- Sections of toba Joint Stock Companies Act," so far as they can be made companies applicable to the company are incorporated with this Act so as to form part thereof, and shall be construed herewith as forming one Act.

30. This Act shall come into force on the day it is 'assented to.

incorporated.

CHAPTER 142.

An Act to amend "An Act to incorporate 'The Western Life
Assurance Company of Canada.'''

Preamble.

Sec. 4 amended.

WH

[Assented to April 6th, 1912.]

WHEREAS the Western Life Assurance Company of Canada has petitioned the Legislative Assembly of the Province of Manitoba, praying that certain amendments to its Act of incorporation be made, and it is expedient to grant the prayer of the said petition,

Therefore His Majesty, by and with the advice and consent of the Legislative Assembly of Manitoba, enacts as follows:

1. Section 4 of the said Act, being chapter 116 of 10 Edward VII, is amended by striking out the words "five hundred thousand" where the same appear therein and inserting the words "one million" instead thereof.

2. This Act shall come into force on the day it is assented to.

CHAPTER 143.

An Act to incorporate "The Winnipeg Automobile Club.'

[Assented to April 6th, 1912.]

WHEREAS Henry M. Belcher, manager; Charles Henry Preamble.
Newton, accountant; William R. Bawlf, grain mer-
chant; William E. Wright, manager; Alfred A. Gilroy,
manager; William Andrew Travers Sweatman, barrister-at-
law; Russell M. McLeod, manager; Edwin C. Ryan, insur-
ance manager; Fred E. H. Luke, manager, and Nixon J.
Breen, accountant, all of the City of Winnipeg, in the Pro-
vince of Manitoba, have petitioned the Legislature for an
Act to incorporate themselves, and such other persons as
shall become members thereof, a body corporate under the
name of "The Winnipeg Automobile Club," and it is deemed.
expedient to grant their prayer,

Therefore His Majesty, by and with the advice and consent of the Legislative Assembly of Manitoba, enacts as follows:

1. Henry M. Belcher, Charles Henry Newton, William IncorR. Bawlf, William E. Wright, Alfred A. Gilroy, William poration. Andrew Travers Sweatman, Russell M. McLeod, Edwin C. Ryan, Fred E. H. Luke and Nixon J. Breen, and such other persons as shall hereafter become members, are hereby constituted a body corporate and politic in law and in fact under the name of "The Winnipeg Automobile Club," and by Name. that name may sue and be sued, prosecute and defend all manner of suits and actions.

club.

to property.

2. The said corporation, hereinafter called the "club," Powers of shall have perpetual succession and a common seal, and shall have power from time to time to renew, alter, break or change the said seal, and the club is hereby authorized, in carrying on and maintaining its object, to acquire by lease, purchase, gift or otherwise, and buy, own and hold, property with respect at such prices and upon such terms as may be agreed upon, and to improve and use the same by the construction of such buildings, roads, paths, tracks, drives, golf links, tennis courts, and to make such provision for games and sport, Improving works and improvements, either inside or outside the property of the said club, as may be necessary and may be deemed proper, and the same or any part thereof from time to

property.

[ocr errors][ocr errors]

Selling property.

Holding

races, etc.

Promoting good roads.

Capital stock.

Shares, how transferred.

time to sell, alienate, exchange, mortgage, lease or otherwise dispose of as the club may deem expedient.

3. To hold, organize and establish from time to time automobile tours or endurance contests, and also to promote motor races and speed contests between automobiles, which may be considered expedient for the purposes of promoting the perfection of the automobile.

4. To promote and encourage the maintenance and construction of good roads, and generally to maintain the rights and privileges of all persons who own or are interested in motor vehicles.

5. The capital stock of the club shall be fifty thousand dollars ($50,000), divided into five hundred (500) shares of one hundred dollars ($100) each. No transfer of shares shall be made except by the consent of the board of governors hereinafter named; all shares shall be transferred on the books of the club, in such manner and subject to such restrictions as may be imposed by the by-laws of the club, Calls on stock and calls may be made upon such stock in such instalments and upon such notice as shall be regulated by the by-laws of the club. No one shareholder shall be capable of holding, owning or voting on more than ten shares in the capital stock of the club.

Limit of holdings.

Board of governors.

6. The affairs of the club shall be under the management of a board of governors, composed of twelve shareholders, each of whom must be a shareholder in his own Qualification. right in the club; all calls must be paid upon any shares held by him, and he must be a member in good standing in the Election of. club. The board of governors shall be elected at the annual meeting of the shareholders, or at a meeting of the shareholders for that purpose called in such manner and in such place and time as the by-laws of the club may provide; and, in the absence of a by-law, then as the board of governors may decide. The election of governors and all other questions voted on at a meeting of shareholders shall be decided by a plurality of the votes of the shareholders present in person, each shareholder being entitled to one vote for each share of stock standing in his name in the books of the club Voting power on which all calls have been paid, but no shareholder shall

Questions to
be decided by
majority
vote.

of share

holders.

Term of office of governors.

Filling

vacancies.

be entitled to more than ten votes, and voting by proxy shall not be allowed, except as hereinafter provided. The board of governors shall continue in office for one year, and until their successors have been appointed, and if any vacancy shall occur in the board during the said year, the remaining governors shall supply such vacancy for the balance of the term.

« EelmineJätka »