with, and that the company have therefore been unable to pay interest Form 661. on the debenture bonds: (6) that it is expedient in order to enable the company to do certain further works on the railway, and to discharge certain liabilities, that they should be empowered to raise further money, to an amount not exceeding 100,0007., but the same can only be raised on the security of a portion of the interest guaranteed by the said Government, and now payable to the holders of the debenture bonds. created as aforesaid: (7) that it is expedient that with the consent of the holders of the last-mentioned bonds, to be signified as hereinafter prescribed, the company should be empowered to attach to a further amount of debenture bonds or stock, not exceeding 100,0007., a preferential interest as hereinafter provided, and that the interest now payable on the existing debenture bonds should be reduced to the extent hereinafter mentioned: (8) that it is expedient that with the consent of a sufficient majority of the holders of the said existing debenture bonds and debenture stock the payment of the interest now overdue thereon, and of that which shall become due during a certain period, should be delayed, and the coming due of the principal which has been caused by the non-payment of the interest should be waived: (9) that the greater portion of the capital expended in the construction of the railway has been raised by means of the debenture bonds and the debenture stock, and it is expedient that the holders of debenture bonds and debenture stock of the company should, as hereinafter mentioned, be empowered to vote at all meetings of the shareholders of the company, and should be eligible as directors of the company and (10) that the purposes aforesaid cannot be effected without the authority of Parliament: It was therefore enacted as follows:

1. Short title of Act.

2. Any agreement to carry into effect the purposes of this Act must Power to be in writing and must

debenture bond and

and company to make

First, be approved by the votes of three-fourths in amount of such stock holders of the holders of the company's perpetual debenture bonds for 650,000l. and 6 p. c. debenture stock for 50,0007. (voting to- agreement. gether) as shall be present in person or by proxy at a general meeting of such holders, to be convened by the Board of the Company by one week's previous notice by advertisement in the Times, Daily News and Standard newspapers, or at any adjournment thereof:

Second, be duly signed by or on behalf of the company, and by the holders of not less than three-fourths in amount of the said perpetual debenture bonds for 650,0007., and by the holders of not less than three-fourths in amount of the said 6 p. c. debenture stock for 50,000l., or by the duly authorised agents of such holders respectively.

3. An agreement approved and executed, as in the preceding section Provisions mentioned, may provide for all or any of the things hereinafter in this of such section mentioned, with, under, and subject to such terms, provisions,

agreement.

Form 661. conditions, and limitations as may be contained in the said agreement, and such determination, subject as aforesaid, shall be binding upon and enure to the benefit of the company, and all persons now or hereafter holders of or interested in the said perpetual debenture bonds and 6 p. c. debenture stock, whether they shall have executed the said agreement or not; that is to say,

Reduction of

interest on debenture

bonds.

Issue of further

amount of debenture bonds or stock.

Funding of coupons on existing

debenture

bonds.

(A.) That from and after any day to be named in the said agreement, the interest payable on the said 650,0007. perpetual debenture bonds shall be reduced from such date and for such period, on such conditions and to such rates, as may be prescribed in such agreement, such reduction of interest not being more than 11. per 1007. per annum :

(B.) That the company may from time to time issue, on such terms as they shall think fit, such further amount or amounts of debenture bonds or debenture stock, perpetual or not, as the directors of the company shall think fit, not exceeding in the whole 100,0007., and may attach thereto such a rate of interest, subject as hereinafter mentioned, as they shall think fit, and that the principal and interest of the said bonds shall, if and so far as so determined by the said agreement, be secured by a first mortgage or charge upon the company's railway, rolling stock, plant, machinery, and other accessories thereof, upon such terms and conditions as the company may agree upon with the persons advancing the money; and if so determined and agreed, the said mortgage or charge may include the whole or any part of the earnings and revenue to arise from the railway, including the interest guaranteed by the said Government as aforesaid; provided that the aggregate amount of the interest so attached shall not exceed a sum equal to the aggregate amount of the reduction in the interest payable to the holders of the perpetual debenture bonds for 650,000l. so determined as aforesaid, and any such mortgage and charge shall take effect according to the tenour thereof, in priority to the rights of all the holders of or persons interested in the said perpetual debenture bonds and 6 p. c. debenture stock :

(c.) That there shall be cut off and deposited in the hands of trustees the coupons now due and unpaid on the said perpetual debenture bonds, and those to become due during such period as shall be prescribed by the said agreement, not being longer than to the end of 1878, and that the same, and the interest now due and to become due for the corresponding period on the said 6 p. c. debenture stock, shall not be payable for such period as may be so determined, not later than the last-mentioned date, and that the falling due of the principal of the said perpetual debentures and 6 p. c. debenture stock occasioned by the nonpayment of the coupons and interest already due shall be suspended for such time as may be so determined:

FORMS.

(D.) That the scheme of distribution of the proceeds of sale of the Form 661. railway or other property of the company contained in the first schedule to this Act shall take effect.

Scheme of distribution.

4. The capital to which any special interest shall be assigned under Application of the last preceding section shall be expended only upon completing the special capital. railway (if and so far as the same has not been so completed) in accordance with, and in or towards satisfaction of, the contract between the Tasmanian Government and the company, and in such other expenditure upon the railway and its equipment, and in discharging the liabilities of the company, as the board of the company shall think desirable.

holders to vote

elected as

5. If and so soon as an agreement shall be approved and executed, as Right of mentioned in section 2, the provisions in the second schedule hereto for debenture giving votes to the debenture holders, and making them eligible as and to be directors, shall become and be part of the regulations of the company, and a copy of them shall thereupon be filed by the board of the company with the Registrar of Joint Stock Companies, and such filing shall be conclusive evidence that the said agreement has come into force.

directors.

of Tasmania.

6. Nothing contained in this Act shall prejudice, limit, or interfere Saving rights. with any of the rights, powers, privileges, or interests of the Govern- of Government ment of Tasmania under the contract in this Act recited, or otherwise however.

7. As to costs of the Act.

The first schedule contains provisions for distributing the proceeds of sale; and the second schedule contains a series of clauses purporting to alter the articles of the company so as to give the debenture holders votes, &c.

THE SCARBOROUGH AQUARIUM AND IMPROVEMENT ACT, 1875,

38 & 39 Vict. c. 149.

Act conferring special powers on an aquarium company formed under the Form 662. Act of 1862.

An aquarium company generally requires a private Act. This Act should be compared with that given at p. 580, supra.

:

The Act recites: (1) the formation of the company in 1874 under the Acts of 1862 and 1874 and (2) that the company have acquired certain lands, including the sites of the public roads herein-after mentioned, for the construction thereon of the aquarium and of the new roads herein-after described, and have entered into agreement with the mayor, aldermen, and burgesses of the borough of Scarborough, being the urban sanitary authority of the borough having the management and control of the streets and roads therein (in this Act referred to as "the corporation"), with respect to the site of the proposed aquarium, and with respect to the said aquarium and the works connected therewith; and in order to enable the company to construct the necessary works in accordance with the said agreement it is expedient that the company

Compulsory powers.

Bye-laws.

Form 662. should be authorised to construct certain new roads in lieu of and in

For protection of Aquarium.

As to byclaws.

substitution for the present roads, leading from Falconer's Road and Ramsdale road to the sea shore and sands (in this Act referred to as "the present roads "); and to make the improvements delineated on certain plans herein-after referred to, and to stop up the said present roads for the purposes aforesaid, and to appropriate and use the site thereof for all or any of the purposes of the company: (3) that during the summer season large numbers of excursionists visit Scarborough from the manufacturing districts and other places, and the aquarium may at times be greatly crowded, and from the nature of the property, and its liability to damage by mischievous or ill-disposed persons, it is expedient that special provision should be made and byclaws provided for the protection of the aquarium and property of the company, and for regulating the use thereof by the public, and the preservation of order within the same: (4) that plans and sections deposited: (5) that some of the objects aforesaid cannot be effected without the authority of Parliament: It was therefore enacted :

1. [Short title.] 2. [Provisions of certain general Acts incorporated.] 3. [Interpretation of terms.] 4. [Power to make aquarium and to construct works, roads, &c.]

5. The roads and walls authorised by this Act shall be completed on or before 1 May, 1876, or within such extended time (if any) as the corporation may under seal agree on.

6. [The roads to be public highways.]

7. [Lateral deviation.]

8. The aquarium and other the works and property of the company shall be deemed public within the meaning and for the purposes of the Acts from time to time in force with respect to malicious injuries to public property.

9. For the convenient and orderly inspection and use of the aquarium and other works of the company, the protection of the works and property of the company, and for preventing the smoking of tobacco in or upon the premises of the company, the byelaws contained in the schedule to this Act, or such other byelaws for those purposes as may from time to time be approved and confirmed by one of Her Majesty's Principal Secretaries of State, shall have effect, and the provisions of "The Harbours, Docks, and Piers Clauses Act, 1847," with respect to the byelaws to be made by the undertakers, and with respect to the recovery of penalties for breach of such byelaws, shall, so far as the same are applicable, apply to the byelaws contained in the schedule to this Act, or such other byelaws as aforesaid, and in construing such provisions, the expressions "the undertakers" and "the harbour, dock, and pier" therein contained shall be held to mean respectively the company and the aquarium and other works of the company.

10. [Period for completion of aquarium.] 11. [Act not to authorise a nuisance.] 12. [Saving rights of the crown in the foreshore.] 13. [Expenses of Act.]

The schedule contained a series of byelaws as to admission, dogs, Form 662. smoking, intoxication, damage, &c.

THE LONDON TRAMWAYS COMPANY, LIMITED (PURCHASE) ACT, 1873, Form 663. 36 & 37 Vict. c. 204.

Act authorising two tramway companies incorporated by special Act to sell their undertakings to a company formed under the Act of 1862.

Acts providing for the sale or transfer of the undertaking of a company incorporated by special Act to a company formed under the Act of 1862, are by no

means uncommon.

Transfer of undertaking.

The Act recites inter alia (1) that by the Metropolitan Street Tram- 32 & 33 Vict. ways Act, 1869, the Metropolitan Street Tramways Company (in this c. xciv. Act called The Metropolitan Company) were incorporated and were authorised to lay down and maintain street tramways in certain streets in the metropolis, south of the river Thames (2) that by The Pimlico, Peckham, and Greenwich Street Tramways Act, 1869, the Pimlico, Peckham, and Greenwich Street Tramways Company (in this Act called The Pimlico Company) were incorporated, and were authorised to lay down and maintain certain street tramways in the metropolis: (3) that the London Tramways Company, Limited (in this Act called the Limited Company) were duly registered on the 14th of December, 1870, and by the memorandum of association of that company the objects for which the Limited Company was established were declared to be, amongst others, (a) to purchase the undertakings of the Metropolitan Company, and of the Pimlico Company respectively under the powers in the Acts of Parliament relating to those companies, and in the meantime to acquire and hold shares in those companies respectively; (b) to equip the lines and to work the tramways of those companies; and (e) to acquire and make and equip and work any extensions of such tramways which had been or which might thereafter be authorised by Parliament or by the Board of Trade: and (4) that it is expedient that the Metropolitan Company and the Pimlico Company be respectively authorised to sell and transfer the whole of their respective undertakings, but that object cannot be attained without the authority of Parliament: It was therefore enacted :

1. [Short title.]

2. At any time after the passing of this Act the Metropolitan Com- Metropolitan pany and the Pimlico Company respectively, or either of those com- and Pimlico panies, may sell to the Limited Company their respective undertakings may sell their Companies (including as regards each company any tramways which by any Act respective passed or to be passed during the present session, or by any Provisional to the Limited order confirmed or to be confirmed during the present session by Act of Company. Parliament, the respective company have been or may be authorised to

undertakings