Interest to

cease on ex

LII. If the company shall have given notice of their piration of intention to pay off any such mortgage or bond at a time notice to pay when the same may lawfully be paid off by them, then at off mortgage the expiration of such notice all further interest shall

or

Arrears of interest, when to be

enforced by appointment

of a receiver.

Arrears of principal and interest.

Appointment of receiver.

cease to be payable on such mortgage or bond, unless, on demand of payment made pursuant to such notice, or at any time thereafter, the company shall fail to pay the principal and interest due at the expiration of such notice on such mortgage or bond.

LIII. Where by the special Act the mortgagees of the company shall be empowered to enforce the payment of the arrears of interest, or the arrears of principal and interest, due on such mortgages, by the appointment of a receiver, then, if within thirty days after the interest accruing upon any such mortgage has become payable, and, after demand thereof in writing, the same be not paid, the mortgagee may, without prejudice to his right to sue for the interest so in arrear in any of the superior courts of law or equity, require the appointment of a receiver, by an application to be made as hereinafter provided; and if within six months after the principal money owing upon any such mortgage has become payable, and after demand thereof in writing, the same be not paid, the mortgagee, without prejudice to his right to sue for such principal money, together with all arrears of interest, in any of the superior courts of law or equity, may, if his debt amount to the prescribed sum alone, or if his debt does not amount to the prescribed sum, he may, in conjunction with other mortgagees whose debts, being so in arrear, after demand as aforesaid, shall, together with his, amount to the prescribed sum, require the appointment of a receiver, by an application to be made as hereinafter provided.

LIV. Every application for a receiver in the cases aforesaid shall be made to two justices, and on any such application it shall be lawful for such justices, by order in writing, after hearing the parties, to appoint some person to receive the whole or a competent part of the tolls or sums liable to the payment of such interest, or such principal and interest, as the case may be, until such interest, or until such principal and interest, as the case may be, together with all costs, including the charges of receiving the tolls or sums aforesaid, be fully paid; and upon such appointment

being made all such tolls and sums of money as aforesaid shall be paid to and received by the persons so to be appointed; and the money so to be received shall be so much money received by or to the use of the party to whom such interest, or such principal and interest, as the case may be, shall be then due, and on whose behalf such receiver shall have been appointed; and after such interest and costs, or such principal, interest, and costs, have been so received, the power of such receiver shall

cease.

LV. At all seasonable times the books of account of Access to books by

the company shall be open to the inspection of the account respective mortgagees and bond creditors thereof, with mortgagees. liberty to take extracts therefrom, without fee or reward.

And with respect to the conversion of the borrowed Loans. money into capital, be it enacted as follows:

into capital.

LVI. It shall be lawful for the company, if they think Power to fit, unless it be otherwise provided by the special Act, to convert loan raise the additional sum so authorized to be borrowed, or any part thereof, by creating new shares of the company instead of borrowing the same, or, having borrowed the same, to continue at interest only a part of such additional sum, and to raise part thereof by creating new shares; but no such augmentation of capital as aforesaid shall take place without the previous authority of a general meeting of the company.

to be consi

LVII. The capital so to be raised by the creation of New shares new shares shall be considered as part of the general dered same capital, and shall be subject to the same provisions in all as original respects, whether with reference to the payment of calls shares. or the forfeiture of shares on nonpayment of calls, or otherwise, as if it had been part of the original capital, except as to the times of making calls for such additional capital, and the amount of such calls, which respectively it shall be lawful for the company from time to time to fix as they shall think fit.

new shares to

LVIII. If at the time of any such augmentation of If old shares capital taking place by the creation of new shares the at premium, then existing shares be at a premium, or of greater be offered to actual value than the nominal value thereof, then, unless the shareit be otherwise provided by the special Act, the sum so to be raised shall be divided into shares of such amount as will

holders.

Shares to

vest in the

conveniently allow the same to be apportioned among the then shareholders in proportion to the existing shares held by them respectively; and such new shares shall be offered to the then shareholders in the proportion aforesaid and such offer shall be made by letter under the hand of the secretary given to or sent by post, addressed to each shareholder according to his address in the shareholders' address book, or left at his usual or last place of abode.

LIX. The said new shares shall vest in and belong to the shareholders who shall accept the same, and pay the value thereof to the company at the time and by the otherwise to instalments which shall be fixed by the company; and if

parties

accepting;

be disposed

of by the

directors.

If not at a

be issued as

any shareholder fail for one month after such offer of new shares to accept the same, and pay the instalments called for in respect thereof, it shall be lawful for the company to dispose of such shares in such manner as they shall deem most for the advantage of the company.

LX. If at the time of such augmentation of capital premium, to taking place the existing shares be not at a premium, then such new shares may be of such amount, and may be issued in such manner and on such terms as the company shall think fit.

company think fit.

Consolidation of Shares.

Power to consolidate shares into stock.

Proprietors

transfer the

same.

And with respect to the consolidation of the shares into stock, be it enacted as follows:

LXI. It shall be lawful for the company from time to time, with the consent of three-fifths of the votes of the shareholders present in person or by proxy at any general meeting of the company, when due notice for that purpose shall have been given, to convert or consolidate all or any part of the shares then existing in the capital of the company, and in respect whereof the whole money subscribed shall have been paid up, into a general capital stock, to be divided amongst the shareholders according to their respective interests therein.

LXII. After such conversion or consolidation shall of stock may have taken place all the provisions contained in this or the special Act which require or imply that the capital of the company shall be divided into shares of any fixed amount, and distinguished by numbers, shall, as to so much of the capital as shall have been so converted or

consolidated into stock, cease and be of no effect, and the several holders of such stock may thenceforth transfer their respective interests therein, or any parts of such interests, in the same manner and subject to the same regulations and provisions as or according to which any shares in the capital of the company might be transferred under the provisions of this or the special Act; and the company shall cause an entry to be made in some book, to be kept for that purpose, of every such transfer; and for every such entry they may demand any sum not exceeding the prescribed amount, or if no amount be prescribed a sum not exceeding two shillings and sixpence.

LXIII. The company shall from time to time cause Register of the names of the several parties who may be interested stock. in any such stock as aforesaid, with the amount of the interest therein possessed by them respectively, to be entered in a book to be kept for the purpose, and to be called "The Register of Holders of Consolidated Stock;" and such book shall be accessible at all seasonable times to the several holders of shares or stock in the undertaking.

entitled to

LXIV. The several holders of such stock shall be en- Proprietors titled to participate in the dividends and profits of the of stock company, according to the amount of their respective dividends. interests in such stock, and such interests shall, in proportion to the amount thereof, confer on the holders thereof respectively the same privileges and advantages, for the purpose of voting at meetings of the company, qualification for the office of directors, and for other purposes, as would have been conferred by shares of equal amount in the capital of the company, but so that none of such privileges or advantages, except the participation in the dividends and profits of the company, shall be conferred by any aliquot part of such amount of consolidated stock as would not, if existing in shares, have conferred such privileges or advantages respectively.

LXV. And be it enacted, That all the money raised Application by the company, whether by subscriptions of the share of Capital. holders, or by loan or otherwise, shall be applied, firstly, in paying the costs and expenses incurred in obtaining the special Act, and all expenses incident thereto, and,

General

secondly, in carrying the purposes of the company into execution.

And with respect to the general meetings of the comMeetings. pany, and the exercise of the right of voting by the shareholders, be it enacted as follows:

Ordinary meetings to be held halfyearly.

Business at ordinary meetings.

Extraordinary meet

in gs.

Business at extraordinary meetings.

Extraordinary meet

ings may be required by shareholders.

LXVI. The first general meeting of the shareholders of the company shall be held within the prescribed time, or if no time be prescribed, within one month after the passing of the special Act, and the future general meetings shall be held at the prescribed periods, and if no periods be prescribed, in the months of February and August in each year, or at such other stated periods as shall be appointed for that purpose by an order of a general meeting; and the meetings so appointed to be held as aforesaid shall be called "Ordinary Meetings;" and all meetings, whether ordinary or extraordinary, shall be held in the prescribed place, if any, and if no place be prescribed, then at some place to be appointed by the directors.

LXVII. No matters, except such as are appointed by this or the special Act to be done at an ordinary meeting, shall be transacted at any such meeting, unless special notice of such matters have been given in the advertisement convening such meeting.

LXVIII. Every general meeting of the shareholders, other than an ordinary meeting, shall be called an Extraordinary Meeting;" and such meetings may be convened by the directors at such times as they think fit.

66

LXIX. No extraordinary meeting shall enter upon any business not set forth in the notice upon which it shall have been convened.

LXX. It shall be lawful for the prescribed number of shareholders, holding in the aggregate shares to the prescribed amount, or, where the number of shareholders or amount of shares shall not be prescribed, it shall be lawful for twenty or more shareholders holding in the aggregate not less than one-tenth of the capital of the company, by writing under their hands, at any time to require the directors to call an extraordinary meeting of the company; and such requisition shall fully express