Form 655. meeting or meetings of the company duly convened with notice of the matter, to pass a resolution offering to redeem the debenture stock of the company by payment of cash to the holders of such stock, at such rate as the directors may thereafter determine, or as may be defined by such resolution, and every such resolution shall name a time and place at which the redemption of the debenture stock shall take effect and be completed if accepted by the proportion of the debenture stockholders, and pursuant to the provisions hereinafter specified : Meeting of debenture stockholders to consider offer of redemption. Procedure at meeting of debenture stockholders. Offer may be declined. Offer may be accepted. Effect of acceptance. 1. The directors of the company shall, with all convenient despatch after the passing of any such resolution as aforesaid relating to the redemption of the debenture stock, summon a special meeting of the debenture stockholders of the company to consider and resolve upon the same; and such meeting shall be called by an advertisement published once in each of two consecutive weeks in one or more London daily newspapers, and by a circular addressed to each person appearing from the books of the company to be a registered holder of debenture stock; and such circular shall set forth a copy of the resolution pursuant to which the offer of redemption is made, and state the rate or price at which it shall have been determined to offer to redeem the debenture stock; and such circular shall be sent by post addressed to or left at the last known or usual place of abode of each such person at least ten clear days before the day fixed for the holding of such meeting, and a statutory declaration of the secretary or other officer of the company that such circular has been issued as aforesaid shall be sufficient evidence thereof. 2. At any meeting of the debenture stockholders summoned as aforesaid, the debenture stockholders present in person or by proxy shall proceed to elect a debenture stockholder to preside at such meeting, and if more than one fourth in number and value of the debenture stockholders then present in person or by proxy determine against the redemption of the debenture stock upon the terms so offered to them, such offer shall be deemed to be absolutely declined, and shall be of no effect. 3. If at any such meeting not less than three fourths in number and value of the debenture stockholders then present in person or by proxy determine that the redemption of the debenture stock shall be effected upon the terms specified in the circular summoning such meeting, then all the debenture stock of the company subsisting at the passing of this Act shall be redeemed upon those terms and at the place named in the preceding resolution offering to redeem the debenture stock, and at the time therein named, or as soon thereafter as may be convenient, each debenture stockholder shall deliver up the certificate of his debenture stock for cancellation, and shall be entitled to receive instead thereof, on proving his title thereto to the satisfaction of the directors, the sum of cash to which he may be entitled pursuant to such cir cular; and as from the delivery of each certificate of debenture Form 655. preference 4. The provisions of this enactment in reference to debenture stock Providing for and the holders thereof shall apply and have effect in like manner redemption of (mutatis mutandis) in reference to the preference stock of the com- stock. pany subsisting at the passing of this Act and the holders thereof. debenture 14. In order to raise the money for redeeming the debenture stock and preference stock subsisting at the passing of this Act, or either of Power to them, as in this Act provided, but not until the redemption of such create new stock or stocks shall have been accepted as in this Act provided, the stock. company may create and issue a stock, to be called Crystal Palace New Debenture Stock, of an amount sufficient to enable them to effect the redemption of the stocks or stock to be redeemed as aforesaid, and such. new debenture stock shall be entitled to dividend at such rate, not exceeding four per centum per annum, and to such other special rights and privileges (if any) as the company may, by the resolution creating the same, determine, and the dividend on such new stock, if created for the purpose of redeeming the debenture stock or the debenture and preference stocks subsisting at the passing of this Act, shall be a first charge upon the revenue of the company, and if created for the purpose of redeeming the preference stock alone shall be a charge upon such revenue next after the debenture stock subsisting at the passing of this Act. may be em 15. The company may by resolution attach to the new debenture New debenture stock a condition that the holders thereof may elect a director or stockholders directors of the company, and (if they think fit) define the qualification powered to of the director or directors so to be elected, and the number of the appoint directors of the company shall be deemed to be increased by such director or directors. directors. 16. The company may also from time to time resolve that all or part Application of of the annual sum by which the interest or dividend of the stock or sum saved by redemption. stocks redeemed shall exceed that of the new debenture stock created for such redemption shall be applied to any purposes in connexion with the Crystal Palace, and such annual sum shall be appropriated and applied accordingly. 17. From and after the passing of this Act, the ordinary capital stock Ordinary of the company, amounting to 1,002,6757., shall be divided in the capital. manner hereinafter provided; that is to say, one fifth part thereof, namely, 200,5357., shall be designated "A stock," and the proprietors thereof shall (subject to the payment of dividend on the debenture and preference stocks of the company subsisting at the passing of this Act, and to the payment of dividend upon Crystal Palace new debenture stock, if and when created) be entitled to an annual dividend at the Form 655. rate of seven and a half per centum out of the divisible profits of the Certificates of "B redeem. able stock to year, but no deficiency of dividend on such "A stock" in any one year shall be made good out of the profits of the company accruing in any subsequent year, and the remaining four fifths, namely, 802,1401., shall be called "B redeemable stock." 18. [Cancelling of existing certificates.] 19. There shall be put (by endorsement or otherwise) upon each certificate of "B redeemable stock" a statement that the same is not contain notice entitled to share in the divisible profits of the company, but is redeemable out of surplus profits upon the terms of "The Crystal Palace Company's Act, 1877." of terms of issue. As to votes of such shares. 20. [Application of revenue.] 21. [Method of redeeming B stock.] 22. The proprietors of "A stock" shall have the same voting power of proprietors after the passing of this Act as the holders of ordinary stock, represented by such "A stock," would have been entitled to if this Act had not been passed; that is to say, the proprietor of every one pound of "A stock" shall be entitled to one vote in respect thereof. The proprietors of "B redeemable stock" shall not be entitled to vote in respect thereof at any meeting of the company. Maintaining 23. [Receipt in case of persons not sui juris.] 24. Save as in this Act expressly provided, nothing in this Act condebenture and tained shall prejudice or affect the debenture or preference stocks of the preference company, or the rights of the proprietors thereof respectively. stocks. Transfer of 25. [When first ordinary meeting to be held.] 26. [Number of directors.] 27. [Qualification of directors.] 28. [Present directors and auditors continued in office.] 29. The company may, subject to the provisions hereinafter contained, undertaking. authorise the directors to sell and transfer absolutely, or to demise from time to time for any term or terms of years, The Crystal Palace or the lands thereof, or any part thereof, or any interest therein or in any part thereof, to any person or body, either for a gross sum or for a rentcharge, or in consideration wholly or in part of fully paid up shares in the capital of any company to whom the company may agree to make such sale, transfer, or demise, or to admit any person or body to a limited interest in the Palace or the lands thereof, or any part thereof; and the following conditions, amongst others, shall apply to any such sale, transfer, or demise : (a.) A resolution conferring such authority shall be reduced into writing, and shall be twice read and put to the vote, and shall be carried each time by a majority of at least two thirds in value of the stockholders present in person or by proxy at any ordinary or special meeting of the company, and being entitled to vote thereat, and shall be confirmed by a like majority at a subsequent ordinary or special meeting to be held after the expiration of fourteen days, but before the expiration of two calendar months next after the meeting at which such first resolution shall have been passed: (b.) Every such sale, transfer, or demise shall be subject to such terms Form 655. and conditions, if any, as shall be expressed by both or either of the resolutions passed at such meetings: (c.) Every such sale, transfer, or demise shall be subject to a primary lien on the part of proprietors of the debenture stock of the company : (d.) All rent reserved and paid in consideration of such demise shall be applied in the manner herein before directed with respect to the revenue of the company: (e.) Every such demise shall contain covenants for the maintenance and repair of the premises, and also a power of re-entry by the company in case of non-payment of rent. 30. [Expenses of Act.] The schedule contained the titles of the Acts relating to the company. THE HAILSHAM CATTLE MARKET ACT, 1871, 34 Vict. c. 1. Act for dissolving and re-incorporating company, limited, for continuing Form 656. and holding a cattle market, and for other purposes. The Act recites (1) that for many years past cattle have been sold in the town of Hailsham in the streets and public thoroughfares, and such sale has caused a great obstruction to the traffic, and danger and inconvenience to the public passing through the same: (2) that a company has been incorporated under the Companies Act, 1862, for the purpose of providing, and they have provided, a new cattle and live stock market at Hailsham, by the name of The Hailsham Cattle Market Company, Limited, and that company is willing, and it is expedient that they should be empowered, to continue and maintain the cattle market in the said parish of Hailsham, in this Act described, under proper regulations and management: (3) that in order to enable the company to effect their object, it is expedient that they should be dissolved and re-incorporated, and that such further powers as in this Act mentioned should be conferred upon them: (4) that the authorised capital of the company is 5,000l., divided into 500 shares of 107. each: (5) that the company has not borrowed any money: (6) that it is expedient that the cattle market held within the said parish should be subject to the provisions of this Act (7) that the objects aforesaid cannot be effected without the authority of Parliament: It was therefore enacted : : 1. [Short title.] 2. [Provisions of general Acts herein named incorporated, including The Markets and Fairs Clauses Act, 1847.] 3. [Interpretation of terms.] 4. [Dissolution of old company.] 5. Re-incorporation of company, as a company for the purpose of establishing and maintaining a market or markets in and for the dis Cattle Market Form 656. trict comprising the parish of Hailsham aforesaid for the sale of cattle and horses, and for erecting, providing, maintaining, and regulating market places and market houses, with proper conveniences belonging thereto, and for other the purposes of this Act, by the name of The Hailsham Cattle Market Company, and by that name to be a body corporate, with perpetual succession and a common seal, and with power to purchase by agreement and to hold lands and other property for the purposes of this Act. Limits of Act. Power to continue, establish, and maintain market, &c. Power to take ment. 6-22. [Usual reconstruction clauses.] 23-38. [Miscellaneous provisions as to borrowing, directors, general meetings, &c.] 39. The limits within which this Act may be put in force shall be coextensive with the parish of Hailsham, except that portion of the parish which is within the liberty of Pevensey. 40. Subject to the provisions of this Act the company may continue, establish, and maintain a market for the sale of cattle and horses, with all market places and market houses, with all requisite buildings, stables, sheds, approaches, and other works and conveniences, and they may provide one or more place or places for depasturing and keeping cattle resorting to or using such market or markets. 41. The company may from time to time purchase or take on lease or lands by agree- otherwise acquire, but only by agreement, or may hold, any lands, not exceeding in the whole six acres, which they may require for any of the purposes of their undertaking. Restriction as to sale of marketable commodities. Power to fix 42. Every person who shall on the days hereby appointed or to be appointed for holding markets within the limits of this Act sell, let, or expose for sale or letting, at any place within the limits of this Act, except on any land or in any building belonging to him or in his occupation, any horses, cattle, sheep, pigs, or other live stock in respect of which tolls are by this Act authorised to be taken, shall forfeit and pay to the Market Company any sum not exceeding forty shillings, unless he or they shall pay or have paid the tolls by this Act authorised to be taken. 43. A market shall be held by the company for the sale of cattle on market days. such days, not being Sunday, Christmas Day, or Good Friday, and within such hours as the company from time to time appoint: Provided that, unless and until the company otherwise appoint, the market shall be held on the day on which the same is now held. Public notice of alteration of market day. Cattle market tolls, Schedule A. 44. Provided always, that before the company alter the day for holding the market for the time being appointed by or under this Act, they shall give at least one month's public notice thereof by advertisement in not less than two newspapers published in the county of Sussex, and by placards affixed to conspicuous places in the town of Hailsham. 45. The company may from time to time demand and take from any person bringing for sale or exhibition into the cattle market any cattle or horse, or having charge of the same in such market, any tolls not exceeding the tolls specified in the schedule A. to this Act annexed. |