7. The gentlemen named in the first section hereof First shall constitute the first board of governors, and they shall governors. hold office as such until their successors are appointed in accordance with this Act or the by-laws of the club, and the club may by by-law provide for the retirement of some of the governors only each year.

8. The board of governors shall have power to make Powers of by-laws, rules and regulations not contrary to law or to the governors. provisions of this Act, with power to amend, repeal and re-enact the same, for all purposes relating to or bearing upon the affairs, business and property of the club, its management, government, aims, objects and interests, to regulate the allotment of stock and making of calls thereon, the issue and registration of certificates of stock, the forfeiture of stock for non-payment, the disposal of forfeited stock and the proceeds thereof, the transfer of stock, the terms of service of governors, the appointment, functions, duties and removal of all agents, officers or servants of the club, the security to be given by them to the club, their remuneration, the time at which and place where the annual meetings of the club shall be held, the calling of meetings, the imposition and recovery of all penalties and forfeitures admitting of regulation by by-law, the admission of associate and honorary members to the privileges of the club, the fixing of the amount of the admission and annual fees, and the collecting thereof; the suspension and expulsion of members, both shareholder and associate, and the conduct in all other particulars of the affairs of the club; but every such by-law, and every repeal, amendment and re-enact- By-laws of ment thereof, unless in the meantime confirmed at a general be ratified. meeting of the club duly called for that purpose, shall only have force until the next annual meeting of the club, and, in default of confirmation thereof, shall at and from that time only cease to have force, and, in that case, no new by-law to the same or like effect shall have any force until confirmed at a general meeting of the club.

governors to

to be held by

or corpora

9. No share or shares in the capital stock of the club shares not can be owned or held by a partnership or corporation and partnership the holder of a share or shares shall not be entitled to any tion. of the privileges of the club house or grounds or be capable of being elected one of the board of governors or to attend or vote at any of the meetings of the shareholders, unless and until such person has been duly elected, and then is, a member of the club pursuant to the by-laws, rules and regulations.

Remunera

tion of governors.

Liability of

10. No remuneration shall be paid to any governor as such or by virtue of any office occupied by him except as authorized by the by-laws of the club.

11. No shareholder or member of the board of governors shareholders shall be personally liable for the debts, torts, contracts or liabilities of the club beyond the amount remaining unpaid upon his stock.

and members limited.

Power to

borrow money.

ity for

loans.

12. The club shall have power from time to time to borrow money, and for such purpose may raise or borrow any sum or sums of money by the issue of negotiable instruments, bonds, debentures or other instruments, on such terms Giving secur- as it may think proper, and may pledge or mortgage all the property and assets, real and personal, and income of the club or any portion thereof, to secure the payment of the moneys so borrowed or the interest thereon; provided always that the consent of one-half in value of the shareholders, represented at a special meeting and voting either in person or by proxy, shall be first had and obtained for the issuing of bonds or debentures, or the pledging or mortgaging of the property, assets or income of the club.

Consent of shareholders required.

Application of "Joint Stock Companies Act."

When club may exercise powers.

13. In all matters not provided for by this Act, and where not inconsistent with any matter herein contained, the provisions of "The Manitoba Joint Stock Companies Act" for the time being in force shall apply to the said club as if the same were incorporated in this Act, substituting the word "club" for "company" and "governor," "governors" or "board of governors" for the words "director," "directors" or "board of directors.'

14. The club shall not begin to exercise the powers hereby granted until twenty-five per cent. of the capital stock has been subscribed, and twenty per cent. thereof actually paid up in cash.

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

CHAPTER 144.

An Act respecting "Winnipeg Electric Railway Company"

[Assented to April 6th, 1912.]

W

HEREAS "Winnipeg Electric Railway Company" has Preamble. petitioned that it be enacted as hereinafter set forth,

and it is 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. Section 15 of chapter 56 of 55 Victoria is hereby sec. 15 amended by adding thereto the following sub-section:

amended.

(a) The company may alienate, subject to the provisions Power to of by-law 543 of the City of Winnipeg, sell and dispose of for sell property. such price and on such terms and conditions and by public sale or private contract, as may be deemed advisable, any property of the company, real or personal.

to subways.

2. To build, construct, maintain, use and operate, after Powers as obtaining the necessary consents therefor, subways under and viaducts over any street, highway, railway or stream for the purpose of crossing the same.

build

and elevated

3. The company shall have power to build, maintain, use Power to and operate, beneath or above the surface of any street or subways other route over which it may now or hereafter have or ac- roads. quire the right to build, operate or maintain a street surface railway, in addition to or instead of the said street surface railway, an underground or elevated railway, or both, or a railway partly underground and partly elevated, and for that purpose the company shall have full power and authority to use and occupy any and such parts of any of the streets of the City of Winnipeg in which it is now or may hereafter be authorized by law to construct a street surface railway, as may be required for the purpose of its tunnels, elevated structures, stations, poles, wires, conduits, works and appliances, the laying of rails and the running of its cars and carriages; provided, however, that no such underground or with consent elevated railway shall be constructed in the said city until the Winnipeg. company shall have obtained the consent of the same thereto,

of City of

and the council of the said city is hereby authorized to grant such consent. (The term "street" in this clause includes any street, highway, bridge, lane, park or public place.)

4. This Act shall come into force on its being assented to.

CHAPTER 145.

An Act respecting "Winnipeg Electric Railway Company."

[Assented to April 6th, 1912.]

HIS MAJESTY, by and with the advice and consent of the Legislative Assembly of Manitoba, enacts as follows:

1. Section 3 of the Act passed during the present session, sec. 3 intituled "An Act respecting 'Winnipeg Electric Railway repealed Company," is hereby repealed.

to.

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