Commissioners to exercise Powers now vested in the Board of Trade. Commission ers to report jesty and both Houses of Parlia ment upon specially re any Case sioners are qualified to sit in Parliament under this Act, the Warrant appointing any such Commissioner shall specify that he will not be entitled, by virtue of such Appointment, to receive any Salary or Remuneration whatsoever. 9. And whereas, in some Cases, Railway Companies have exceeded the Powers given to them under the Acts constituting them, or have otherwise acted contrary to the Provisions of the said Acts, or of the General Acts for regulating Railways: Be it enacted, That it shall be the Duty of the said Commissioners to prevent any such unlawful Proceedings, by the Exercise of any Powers now vested in the Lords of the said Committee. 10...It shall be the Duty of the said Commissioners to exto Her Ma- amine and report to Her Majesty and both Houses of Parliament upon any subject relating to any Railway, or proposed Railway, which shall be specially referred to them for their Opinion by Her Majesty, or by either House of Parliament; and in the Case of any Application to Parliament for any Act for making or maintaining any Railway, it shall be their Duty, if so directed by Her Majesty or by the Authority of either House of Parliament, to inquire and report, on local Inspection or otherwise,― ferred to them. Firstly, Whether there are any Lines or Schemes competing with the proposed Railway : Secondly, Whether by such Bill it is proposed to take l'owers for uniting with such Railway, or proposed Railway, any other Railway or Canal, or to purchase or lease any Railway, Canal, Dock, Road, or other public Work, Undertaking, or Easement: Thirdly, Whether by such Bill it is proposed to constitute any Branch Railway, or any other Work in connexion with the proposed Railway: Fourthly, Whether any Plans, Maps, and Sections of any such proposed Railway which, pursuant to any Order of either House of Parliament, shall have been deposited in their Office, are correct; and if not, in what Particulars and how far they are incorrect, and whether or not, in the Opinion of the Commissioners, such Errors as they shall find are material to the Object for which such Plans and Sections are required. sioners em survey pro 11...For the Purposes aforesaid, the said Commissioners Commisshall be empowered, by themselves, or by such Inspectors as powered to they shall appoint for that Purpose, to inspect and survey any inspect and proposed Line of Railway; and for the Purposes of any such posed Railsurvey they and their Inspectors shall have all the Powers ways. which under an Act passed in the Fifth Year of the Reign of Her Majesty, intituled An Act to authorize and facilitate the Completion of a Survey of Great Britain, Berwick-upon-Tweed, and the Isle of Man, any Officers or Persons appointed by or acting under the Orders of the Master-General and Board of Ordnance have for the Purpose of making and carrying on any Survey authorized by the last-recited Act; and all the Provisions of the last-recited Act, in anywise relating to any such Survey, shall be deemed to apply, so far as they are applicable, to any Survey which may be directed by the said Commissioners under this Act; provided, that all Allowances and Payments made under this Act of the same Kind as those which by the last-recited Act are to be paid out of the Aids granted by Parliament to Her Majesty on account of the Board of Ordnance, and also all other Expenses incurred by the Commissioners in making such Survey and Inspection, shall be paid by the Provisional Committee or Directors or other Persons who shall be the Promoters of the said intended Railway; and in case of Nonpayment of the same in any Case, the Amount of such Allowances, Payments and Expenses shall be deemed a Specialty Debt due to Her Majesty from such Committee-men, Directors, and other Persons, and each of them severally, and shall be sued for and recovered accordingly. XXXIII.-COMPANIES DISSOLUTION. 9 & 10 VICT., CAP. 28. An Act to facilitate the Dissolution of certain Railway Com- WHEREAS it is expedient to facilitate the Dissolution of certain Railway Companies as hereafter mentioned, and to afford a 4 & 5 Vic. c. 30. shall have entered into the Forma tion of a making a the same pursuant to this Act. Facilities for the winding up of the Concerns of such Companies: May it therefore please Your Majesty that it may be Persons who enacted, and be it enacted"...That when any Persons or Companies, before the passing of this Act', shall have entered a Contract for into any Contract usually called a Subscription Contract, or any other Agreement or Agreements, in Writing or otherCompany for wise, for the Formation of a Company or Partnership for Railway, &c. making any Railway which cannot be carried into execution may dissolve without obtaining the Authority of Parliament, and in respect of which an Act shall not before the passing of this Act have been obtained, it shall be lawful for such Persons or Companies to dissolve the said Company or Partnership, Contract or Agreement, in manner hereinafter mentioned; and that, whether or not such Contract or Agreement shall contain any Powers or Provisions for Dissolution of the Company or Partnership intended to be thereby formed: Provided nevertheless, that nothing herein contained shall prevent any such Persons or Companies from exercising any such Power or Provision for Dissolution in their Contract or Agreement contained, if they shall see fit, at any Time before availing themselves of the Powers in this Act contained: Provided also, that the Provisions of this Act shall be taken to apply to any Contract or Partnership for the making any Railway, notwithstanding that the Agreement or Partnership may relate to any other Objects in connexion therewith; and (unless a separate Capital and separate Subscription shall exist as regards the different Objects) then, on a Dissolution under the Provisions of this Act, the Dissolution shall extend to the whole Objects of the Contract or Partnership. Committee. Meetings of Shareholders to consider 2...It shall be lawful for the Committee, Provisional Di&c. may call rectors, or other Persons by such Contract or Agreement as aforesaid intrusted with the Management and carrying into effect of the Undertaking, and who are herein-after called Dissolution. "the Committee," to call a Meeting of the Shareholders for the Purpose of determining whether the Partnership or Company so as aforesaid intended to be formed (and which is "Company." herein-after called "the Company") shall be dissolved; and if such Meeting shall determine, as after mentioned, that "Commit tee." * See note a in p. 1. The act applies only to Companies which had been formed before its passing, but which had not yet obtained an act. the Company shall be dissolved, then, as from the Date of the Resolution come to at such Meeting, the Company shall be taken to be dissolved; and the Committee shall not have Power to proceed any further with the Undertaking. Committee ing, and in selves. 3...It shall be lawful for any Five Shareholders, as after- Shareholders defined, by Writing under their Hands, to require the Com- may require mittee to call a Meeting for the Purpose aforesaid; and if to call Meetthe Committee shall refuse or neglect, for Six Days after any default may such Requisition shall have been left at the registered Place call it themof Business of the Company, as regards England and Ireland, (and as regards Scotland, at the usual Place of Business,) or shall have been served personally on any Member of the Committee, to call such Meeting by Notice as after-mentioned, or if for any Reason whatever such Meeting shall not be convened and held in pursuance of the Directions herein contained, it shall be lawful for any Five Shareholders to call such Meeting; and after any such Requisition shall have been left or served as aforesaid, it shall not be lawful for the Committee or any of them to make any Payments out of the Monies of such Company, except in Discharge of bonâ fide Debts or Liabilities, or in Performance of Contracts or Engagements previously entered into, and in Payment of the Expenses of calling and holding such Meeting or any adjourned Meeting, nor to enter into any Contracts or Engagements on behalf of the Company or affecting the Property thereof, nor to issue any Shares or Scrip of or representing the Capital Stock of such Company, until the Meeting called as aforesaid shall have determined the Question of Dissolution. 4... The Meeting shall be held to have been duly called, Meeting to although the Votes of the Parties calling the same or any of called, such Votes, shall be disallowed at the Meeting by the Scruti- although neers to be appointed as herein-after mentioned. be held duly certain Votes may be Meeting to tisement. 5...The calling of any such Meeting shall be by Notice, disallowed. signed either on behalf of the Committee by any One Member Notice of of the same, or in case the Meeting shall be called by the be by AdverShareholders, then by the Shareholders calling the same, such Notice to be advertised in the London Gazette Eight clear Days and not more than Fifteen Days before the Time to be therein fixed for holding such Meeting, and also, within the before-mentioned Limits as to Time, in Three London daily Newspapers; in the Case of Railways to be made in Ireland, Notices to specify the Day, Hour, &c. of Meet ing. Chairman by a Majority if present. the said Notice shall also be advertised, within the beforementioned Limits as to Time, in the Dublin Gazette and in Two Newspapers in common Circulation in the City of Dublin, and as to Railways to be made in Scotland, the said Notice shall also be advertised, within the before-mentioned Limits as to Time, in the Edinburgh Gazette and in Two Newspapers in common Circulation in the City of Edinburgh. 6...Every Notice of Meeting shall specify the Day, Hour, Place, and Purpose of meeting; and the Parties entitled to be present at such Meeting shall be the Persons producing the Shares, Scrip, or Receipts herein-after defined, or the Proxies after-mentioned. 7...Every Meeting so called shall elect a Chairman within to be elected One Hour of the Time appointed for holding such Meeting; of Committee and the Person to be in the Chair at every such Meeting shall be some Member of the Committee, to be elected by a Majority of the Members of the Committee present at the Meeting, and in case the Votes of the Members of the Committee present shall be equally divided, or if from any Cause there shall be no Member of the Committee so elected, then some Shareholder entitled to vote shall be elected by the Meeting; and every Person present, either in respect of Shares or of a Proxy, shall have One Vote only for the Election of the Chairman and Scrutineers; and every Chairman shall have a casting Vote, in addition to any other Vote which he may be entitled to; and if any such Chairman shall refuse to give his casting Vote on the Question of Dissolution or Bankruptcy as after-mentioned, the Question shall be considered as carried in the Affirmative for Dissolution of Bankruptcy. Chairman to have a cast ing Vote. Chairman Questions 8...The Chairman at every such Meeting shall be bound bound to put to put to the Meeting any Question proposed for the Dissoluproposed, tion of the Company, or as to the Bankruptcy thereof, and and no other also as to the Election of Scrutineers; and no Business shall be trans- be transacted at any such Meeting other than the Consideration of any such Question so proposed, and the Election of a Chairman and Scrutineers. Business to acted. Three Scru 9...Immediately after the Election of a Chairman, the tincers to be Meeting shall proceed to elect as Scrutineers, Three Shareholders in the Company, whose Business it shall be to verify as elected. * "Of;" sic: or? |