16. Section 16 of said chapter 37 is hereby repealed, and the Repeals s. 16. following is substituted in lieu thereof:

class clerk.

Clerk.

"16. A clerk of the first class may be promoted to be a Chief Promotion of firstClerk upon receiving a certificate from the Civil Service Commission as to his fitness for such promotion. For and during the first year Salary of Chief of service the salary of a Chief Clerk shall not exceed the sum of two hundred dollars per month; thereafter, and in respect of each succeeding year of service, such Chief Clerk shall be eligible, subject always to efficient performance of duties, to receive an annual increase of salary equal to ten dollars per month until the sum of two hundred and fifty dollars per month is reached, which shall be the maximum salary for a Chief Clerk.”

17. Section 19 of said chapter 37 is hereby amended by striking Amends s. 19. out the word "agents" in the third and the word "agent" in the ninth lines thereof.

18. Section 20 of said chapter 37 is hereby amended by striking Amends s. 20. out the words "one hundred dollars per annum" in the sixth line thereof, and substituting the words "ten dollars per month."

19. Sections 6, 22, 23, 24, and 53 of said chapter 37 are hereby Repeal. repealed.

20. Section 25 of said chapter 37 is hereby amended by striking Amends s. 25. out the word "Permanent" in the first line.

VICTORIA, B.C.:

Printed by WILLIAM H. CULLIN, Printer to the King's Most Excellent Majesty.
1913.

H'

CHAPTER 10.

[1st March, 1913.]

IS MAJESTY, by and with the advice and consent of the Legislative Assembly of the Province of British Columbia, enacts as follows:

66

R.S.B.C. 1911, c. 39.

1. This Act may be known and cited as the Companies Act Short title. Amendment Act, 1913."

2. Section 2 of chapter 39 of the "Revised Statutes of British Amends s. 2. Columbia, 1911," being the "Companies Act," is hereby amended

by striking out the words and figures in the seventy-ninth line and substituting the following:

"Company '-Secs. 110A, 129 (3), 174."

subsec. (1).

3. Subsection (1) of section 18 of said chapter 39 is hereby Amends s. 18, amended by striking out the words " For has ceased to carry on business" in the eighth line; and by adding after the word "Registrar," in the ninth line, the following: "or except where an extraprovincial company, licensed or registered, has ceased or is deemed to have ceased to carry on business in the Province."

4. Subsection (1) of section 19 of said chapter 39 is hereby Amends s. 19, amended by adding the following proviso:

"Provided that no such alteration shall be valid if the company would be thereby enabled to exercise all or any of the powers of a trust company as defined by the Trust Companies Regulation Act.'"

5. Subsection (1) of section 26 of said chapter 39 is hereby amended by adding thereto the following proviso:

subsec. (1).

cate to "trust

"Provided that the Registrar may refuse to issue a certificate of Refusal of certifiincorporation to any proposed company which by its memorandum company." takes all or any of the powers of a 'trust company' as defined by

Amends s. 34, subsec. (6).

Amends s. 96, subsec. (1b).

Amends s. 102, subsec. (3).

Definition of company.

Amends s. 129, subsec. (2).

Extra-provincial companies to file amendments to charter and regulations.

Amends s. 143.

the Trust Companies Regulation Act.' Upon such refusal, application may, with the consent of the Registrar, be made to the Lieutenant-Governor in Council, who shall have power to approve and direct the issue of a certificate of incorporation to such proposed company."

6. Subsection (6) of section 34 of said chapter 39 is hereby amended by striking out the word "registered" in the first line; and by adding after the words "subsection (3) hereof," in the fifth line, the following: "and (unless the company be relieved in accordance with section 143A of this Act) a copy of the entries in the register required to be kept as provided by section 143 of this Act."

7. Subsection (1) (b) of section 96 of said chapter 39 is hereby amended by adding after the word "subscription," in the fifth line, the following: "or in the case of a company which does not issue a prospectus inviting the public to subscribe for its shares, on the shares payable in cash "; and by adding after the word "with," in the last line of subsection (c), the word" and "; and by adding the following as subsection (d) :

"(d.) In the case of a company which does not issue pros

pectus inviting the public to subscribe for its shares, there has been filed with the Registrar a statement in lieu of prospectus."

8. Subsection (3) of section 102 of said chapter 39 is hereby amended by striking out the words "or a true copy thereof " in the sixteenth line; and by inserting after the word "series," in the seventeenth line, or a true copy of such deed or debenture."

66

9. The said chapter 39 is hereby amended by adding thereto after section 110 the following section:

"110A. The word company' in sections 102 to 110 (both inclusive) of this Act shall mean and include any company, society, or association incorporated by or under any public Act of the Province."

10. Subsection (2) of section 129 of said chapter 39 is hereby amended by substituting the word "creditors" for the word "directors in the sixth line.

11. Every extra-provincial company licensed as a company under this or some former Act shall file with the Registrar any amendment to its charter or regulations, and without prejudice to any other provisions of this Act applicable to such company shall comply with the provisions of sections 51, 70, 71, 78, 83, 89, and 90 of the "Companies Act."

12. Section 143 of said chapter 39 is hereby amended by inserting the words "licensed or "between the words "company" and "registered" in the first line.

13. Section 159 of said chapter 39 is hereby repealed, and said chapter 39 is amended by adding thereto after section 143 the following section:

“143A. (1.) The Registrar may accept from any extra-provincial Powers of attorner by extra-provincial company a power of attorney which varies in substance from that companies. called for by clause (d) of section 153 or section 158 of this Act, in that it omits to empower the attorney named therein to issue and transfer shares or stock, upon its being shown to his satisfaction either that the company is not a public company the shares or stock whereof are upon the market, or that although the company is a public company, and the shares or stock thereof are upon the market, yet that, either owing to the small quantity of the shares or stock of the company held in the Province, and to the fact that the company does not propose to place any of the shares or stock upon the market in the Province, or to the fact that the consent of the holders of shares or stock within the Province has been obtained, the preponderance of convenience is in favour of exempting the company from empowering their attorney in the manner specified:

"(a.) The licence or certificate of registration issued to the

company under the provisions of section 154 or section
160 of this Act, as the case may be, shall state, after the
name, address, and occupation of the attorney, that such
attorney is not empowered to issue or transfer shares or
stock:

"(b.) The company shall thereupon be relieved from compliance

with section 143 of this Act.

"(2.) Any company which has heretofore filed a power of attorney empowering its attorney to issue and transfer shares and stock may have such power of attorney amended on summary application to the Registrar, and on satisfying him as aforesaid, and shall thereafter be relieved in manner aforesaid. The Registrar may direct the amendment to be given publicity in such manner as he may deem necessary."

14. Section 144 of said chapter 39 is hereby amended by substi- Amends s. 144. tuting for the figures "1899," in the fourth line, the figures "1897.”

15. Section 149 of said chapter 39 is hereby amended by inserting Amends s. 149). after the word "Act," in the seventh line, the words "or for other good cause."

16. Section 152 of said chapter 39 is hereby amended by adding Amends s. 152. thereto the following proviso:

"Provided that the Registrar may refuse to issue a licence to any such extra-provincial company which is authorized by its charter to exercise all or any of the powers of a trust company' as defined by the Trust Companies Regulation Act.' Upon such refusal,