Bank not bound to see to trusts. Bank may invest part of vincial Debentures, &c. XXXIV. The Bank shall not be bound to see to the execution of any trust, whether express, implied or constructive, to which any of the shares in the Bank may be subject, and the receipt of the party in whose name any such share shall stand in the Books of the Bank, or if it stand in the names of more parties than one, the receipt of one of the parties, shall from time to time be a sufficient discharge to the Bank for any dividend or other sum of money payable in respect of such share, notwithstanding any trust to which such share may then be subject, and whether or not the Bank have had notice of such trust, and the Bank shall not be bound to see to the application of the money paid upon such receipt; any law or usage to the contrary notwithstanding. XXXV. It shall be the duty of the Directors of the said Bank to invest as speedily as the debentures hereinafter mentioned. capital in pro- can be procured from the Receiver-General, and to keep invested at all times in the debentures of this Province, payable within the same, or secured upon the Consolidated Municipal Loan Fund, one tenth part of the whole paid up Capital of the said Bank, and to make a return of the numbers and amount of such debentures, verified by the oaths and signatures of the President and Chief Manager of the said Bank, to the Inspector General, in the month of January in each year, under the penalty of the forfeiture of the Charter of the said, Bank, in default of such investment and return; Provided always, that the said Directors shall not commence the ordinary business of banking until the sum of twenty thousand pounds shall have been invested in such debentures. Proviso. Duration of this Act. Public Act. XXXVI. This Act shall be and remain in force until the first day of June, one thousand eight hundred and seventy, and from that time until the end of the then next Session of the Parliament of this Province, and no longer. XXXVII. This Act shall be deemed a Public Act. SCHEDULE A Referred to in the foregoing Act. For value received from , I (or we,) do hereby assign and transfer into the said shares, (on each of which has been paid shillings, currency, amounting to the sum of of pounds pounds, shillings,) in the Capital Stock of the Union Bank of Canada, subject to the rules and regulations of the said Bank. Witness my (or our) hand (or hands) at the said Bank, this in the year one thousand eight hundred day of and (Signature.) I (or we) do hereby accept the foregoing assignment of shares in the Stock of the Union Bank of Canada, assigned to me (or us) as above mentioned. Return of the average amount of liabilities and assets of the Union Bank of Canada, during the period from the first of one thousand eight hundred and to the last day of the said month. LIABILITIES. Promissory notes in circulation not bearing interest.... £ Cash deposits not bearing interest.... Cash deposits bearing interest.... Total average liabilities..... .£ .£ £ £ £ Other debts due to the Bank, not included under the fore going heads.... .£ Total average assets.........£ САР. СХХІІІ. An Act to incorporate the Colonial Bank of Canada. [Assented to 1st July, 1856.] HEREAS John Major, James R. Boyd, and Amos Bost- Preamble. wick, have by their Petition prayed that they and their legal representatives might be incorporated for the purpose of establishing a Bank in the City of Toronto; And whereas such Bank would be conducive to the general prosperity of that section of the Country, and greatly facilitate and promote the agricultural and commercial growth of the said locality, and it is but 32 just Certain persous incorpor ated. Corporate name and gen eral powers. just that the said persons and others who see fit to associate themselves, should be incorporated for the said purpose: Therefore, Her Majesty, by and with the advice and consent of the Legislative Council and Assembly of Canada, enacts as follows: I. The several persons hereinabove named, together with Alexander McKenzie Clark, John G. Bowes, George Boomer, George Duggan, Jr., John C. King, Samuel Sexton Pomroy, Genet Conger, J. Weatherly, and Ambrose White Thompson, and such other persons as may become Shareholders in the Company to be by this Act created, and their assigns, shall be and they are hereby created, constituted and declared to be a Corporation, body corporate and politic by the name of the "Colonial Bank of Canada," and shall continue such Corporation, and shall have perpetual succession, and a corporate seal, with power to alter and change the same at pleasure, and may sue and be sued, implead or be impleaded in all Courts of Law as other Corporations may, and shall have the power to acquire and hold real and immoveable estate for the management of Real property their business, not exceeding the yearly value of two thousand five hundred pounds currency, and may sell, alienate or exchange the same and acquire other instead, and may, when duly organized as hereinafter provided, make, ordain and establish By-laws may such rules, regulations and by-laws as to them shall seem meet and necessary for the due and proper administration of their affairs and the due management of the said Bank, such by-laws and regulations not being inconsistent with this Act, or contrary to the laws of this Province: Provided however, that such rules, regulations and by-laws shall be submitted for approval to the Stockholders or Shareholders in the said Bank, at their regular annual meetings. limited. be made. Proviso. Capital, £500,000 in shares of £25. First general meeting. Election of II. The Capital Stock of the said Bank shall be five hundred thousand pounds of lawful money aforesaid, divided into twenty thousand shares of twenty-five pounds of like money each, which said shares shall be and are hereby vested in the several persons who shall subscribe for the same, their legal representatives and assigns. III. As soon as the sum of one hundred thousand pounds of the said Capital Stock shall have been subscribed and twentyfive thousand pounds actually paid in thereupon, it shall and may be lawful for the subscribers, or the majority of them, to call a meeting at some place to be named, in the City of Toronto, for the purpose of proceeding to the election of the number of Direc tors for the said Bank hereinafter mentioned, and such election shall then and there be made by a majority of shares voted upon, in the manner hereinafter prescribed in respect of the Annual election of Directors; and the persons then and there chosen shail be the first Directors, and shall be capable of Term of ser- serving until the first Wednesday of May then next ensuing the said election; Provided always, that no such meeting of the vice. said subscribers shall take place, until a notice specifying the Proviso: objects of such meeting is published in the Canada Gazette Notice to be and also in one or more newspapers published in the Cities given. of Toronto, Kingston, Hamilton and London, and in the town of Cobourg, at least twenty days previous to such time of meeting. IV. The shares of Capital Stock subscribed for, shall be Instalments paid in by instalments, and at such times and places as the how called in. said Directors shall appoint; and Executors, Administrators and Curators paying instalments upon the shares of deceased Shareholders, shall be and they are hereby respectively indemnified for paying the same; Provided always, that no Proviso; ten share or shares shall be held to be lawfully subscribed for, per cent. to be unless a sum equal at least to ten pounds per centum on the paid down. amount subscribed for, be actually paid at the time of subscribing, or within one month thereafter; Provided further, that it Proviso: shall not be lawful for the subscribers of the Capital Stock £25,000 must be paid up hereby authorized to be raised, to commence the business of before com Banking, until a sum not less than twenty-five thousand pounds mencing. shall have been duly paid in by such subscribers; Provided Proviso: when further, that the remainder of the said Capital Stock shall be the capital subscribed and paid up as follows, that is to say, the sum of fifty must be paid. thousand pounds within eighteen months, the further sum of one hundred thousand pounds within three years, the further sum of one hundred thousand pounds within four years, and the further sum of two hundred and twenty-five thousand pounds within five years after the said Bank shall have so commenced the business of Banking, under the penalty of forfeiture of their Charter. 7 Directors V. The stock, property, affairs and concerns of the said Bank Affairs to be shall be managed and conducted by five Directors, one of whom managed by shall be the President, who, excepting as is hereinbefore provided elected yearly. for, shall hold their offices for one year, which Directors shall be Stockholders residing in the Province, and be elected on the first Wednesday of May in every year, after such first election, at such time of the day and at such place in the City of Toronto aforesaid, as a majority of the Directors for the time being shall appoint; and public notice shall be given by the said Directors as herein provided, previous to the time of holding the said election; and the said election shall be held and made by such of the said Stockholders of the said Bank as shall attend for that purpose in their own proper person, or by proxy resident within this Province; and all elections for Directors shall be by ballot, and Election to be the said proxies shall only be capable of being held by and voted by ballot. upon by Shareholders then present; and no one Shareholder shall be entitled to give upon proxies held by him, more than one hundred votes at such election; and the five persons who shall have the greatest number of votes at any election shall be the Directors, except as is hereinafter directed; and if it shall Ties. happen at any election, that two or more persons have an equal 32 number Vice-Presi dent. Two Directors to be ineligible for the next year. number of votes, in such a manner that a greater number of persons than five shall, by a plurality of votes, appear to be chosen as Directors, then the Directors who shall have had a greater number of votes, or the majority of them, shall determine which of the said persons so having an equal number of yotes shall be the Director or Directors, so as to complete the whole number of President and five; and the said Directors, as soon as may be after the said election, shall proceed in like manner to elect by ballot two of their number to be their President and Vice-President: and two of the Directors who shall be chosen in any year, excepting the President and Vice-President, shall be ineligible to the office of Director for one year after the expiration of the time for which they shall have been chosen Directors, and in case a greater number than three of the Directors, exclusive of the President and Vice-President who served for the last year, shall appear to be elected, then the election of such person or persons above the said number, and who shall have the fewest votes, shall be considered void, and such other of the Stockholders as shall be eligible and shall have the next greatest number of votes shall be considered as elected in the room of such last described person or persons who are hereby declared ineligible as aforesaid, and the President and Vice-President for the time being shall Non-residents always be eligible for re-election to the office of Director, but ineligible. Stockholders not residing within the Province of Canada shall be ineligible, and if any Director shall move out of this ProCasual vacan- vince, his office shall be considered as vacant; and if any cies how filled, vacancy or vacancies should at any time happen amongst the said Directors, by death, resignation, disqualification or removal, during the current year of office, such vacancy or vacancies shall be filled for the remainder of the year in which they may happen, by the remaining Directors, or the majority of them, electing in such place or places a Shareholder or Shareholders eligible for such office; Provided always, that no perStock qualifi- son shall be eligible to be or continue as Director unless he shall hold in his name, and for his own use, stock in the said Bank to the amount of twenty shares. Proviso: cation. Provision in of election. VI. In case it should at any time happen that an election of case of failure Directors of the said Bank should 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 and may be lawful on any other day, to hold and make an election of Directors in such manner as shall have been regulated by the By-laws of the said Bank. Ratio of votes to shares. VII. Each shareholder shall be entitled to a number of votes proportioned to the number of shares which he or she shall have held in the Bank, in his or her own name, for at least three months prior to the time of voting, according to the following scale, that is to say: for one share and not more than two, one vote, and for every two shares above two, one vote; and all questions proposed for the consideration of the said shareholders shall |