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The Expression “ Superior Courts” shall mean Her Majesty's Supe8 Vic. c. 16. rior Courts of Record at Westminster or Dublin, as the Case may “ Superior
require : Courts :" “Oath :"
The Word “ Oath" shall include Affirmation in the Case of Quakers,
or other Declaration lawfully substituted for an Oath in the Case of any other Persons exempted by Law from the Necessity of
taking an Oath : “County :" The Word “ County" shall include any Riding or other like Division
of a County, and shall also include County of a City or County of
a Town: “Justice :" The Word “ Justice” shall mean Justice of the Peace acting for
the County, City, Borough, Liberty, Cinque Port, or other Place where the Matter requiring the Cognizance of any such Justice shall arise, and who shall not be interested in the Matter ; (a.) and where
Matter shall be authorized or required to be done by “Two Justices :" Two Justices the Expression “ Two Justices” shall be understood
to mean Two Justices assembled and acting together in Petty
Sessions : “The Company:" The Expression “ the Company" shall mean the Company constituted
by the special Act: " Directors :" The Expression “the Directors” shall mean the Directors of the
Company, and shall include all Persons having the Direction of the Undertaking, whether under the Name of Directors, Ma
nagers, Committee of Management, or under any other Name: “Shareholder :" The Word “ Shareholder" shall mean Shareholder, Proprietor, or
Member of the Company; and in referring to any such Shareholder Expressions properly applicable to a Person shall be held
to apply to a Corporation : And “ Secretary :"
The Expression “the Secretary" shall mean the Secretary of the
Company, and shall include the Word “ Clerk.” Short Title of IV. And be it enacted, That in citing this Act in other Acts of Parthe Act.
liament, and in legal Instruments, it shall be sufficient to use the Ex
pression “ The Companies Clauses Consolidation Act, 1845.” Form in which V. And whereas it may be convenient in some Cases to incorporate Portions of this Act may be in. with Acts of Parliament hereafter to be passed some Portion only of corporated with
the Provisions of this Act : Be it therefore enacted, That for the Purpose of making any such Incorporation it shall be sufficient in any such Act to enact that the Clauses and Provisions of this Act, with respect to the Matter so proposed to be incorporated (describing such Matter as it is described in this Act in the Words introductory to the Enactment with respect to such Matter), shall be incorporated with such Act; and thereupon all the Clauses and Provisions of this Act
ot er Acts.
(a.) See note to page 266, ante.
Appendix with respect to the Matter so incorporated shall, save so far as they
No. 5. shall be expressly varied or excepted by such Act, form Part of such 8 Vic. c. 16. Act, and such Act shall be construed as if the Substance of such Clauses and Provisions were set forth therein with reference to the Matter to which such Act shall relate.
And with respect to the borrowing of Money by the Company on Power to
borrow Mortgage or Bond, be it enacted as follows:
Money. XXXVIII. If the Company be authorized by the special Act to Power to borrow
Money. borrow Money on Mortgage or Bond, it shall be lawful for them, subject to the Restrictions contained in the special Act, to borrow on Mortgage or Bond such Sums of Money as shall from Time to Time by an Order of a General Meeting of the Company be authorized to be borrowed, not exceeding in the whole the Sum prescribed by the special Act, and for securing the Repayment of the Money so borrowed, with Interest, to mortgage the Undertaking, and the future Calls on the Shareholders, or to give Bonds in manner herein-after mentioned. XXXIX. If, after having borrowed any part of the Money so Power to re
borrow. authorized to be borrowed on Mortgage or Bond, the Company pay off the same, it shall be lawful for them again to borrow the Amount so paid off, and so from Time to Time; but such Power of reborrowing shall not be exercised without the Authority of a General Meeting of the Company, unless the Money be so reborrowed in order to pay off any existing Mortgage or Bond.
XL. Where by the special Act the Company shall be restricted Evidence of Aufrom borrowing any Money on Mortgage or Bond until a definite borrowing. Portion of their Capital shall be subscribed or paid up, or where by this or the special Act the Authority of a General Meeting is required for such borrowing, the Certificate of a Justice that such definite Portion of the Capital has been subscribed or paid up, and a copy of the Order of a General Meeting of the Company authorizing the borrowing of any Money, certified by One of the Directors or by the Secretary to be a true Copy, shall be sufficient Evidence of the Fact of the Capital required to be subscribed or paid up having been so subscribed or paid up, and of the Order for borrowing Money having been made; and upon Production to any Justice of the Books of the Company, and of such other Evidence as he shall think sufficient, such Justice shall grant the Certificate aforesaid.
XLI. Every Mortgage and Bond for securing Money borrowed by Mortgages and the Company shall be by Deed under the Common Seal of the Com- stamped.
Bonds to be
The Expression “ Superior Courts" shall mean Her Majesty' 8 Vic. c. 16.
rior Courts of Record at Westminster or Dublin, as the (':“ Superior
require : Courts :" “Oath :"
The Word “ Oath” shall include Affirmation in the Case of
or other Declaration lawfully substituted for an Oath in of any other Persons exempted by Law from the Ne.
taking an Oath : “County :" The Word “ County" shall include any Riding or other lil
of a County, and shall also include County of a City 0?
the County, City, Borough, Liberty, Cinque Port,
where any Matter shall be authorized or requir: ? “Two Justices :" Two Justices the Expression “ Two Justices” shaar
to mean Two Justices assembled and acting
Sessions : "The Company:" The Expression “the Company" shall mean the Co.
by the special Act: “ Directors :" The Expression
“ the Directors" shall mean Company, and shall include all Persons har the Undertaking, whether under the Nan
nagers, Committee of Management, or unde “Shareholder :" The Word “ Shareholder” shall mean Shar
Member of the Company; and in referrin
to apply to a Corporation : And
Company, and shall include the Word “ Short Title of IV. And be it enacted, That in citing this
liament, and in legal Instruments, it shall be
pression “ The Companies Clauses Consolidat:
pose of making any such Incorporation it
Appendix runner as in the
No. 5. ery such Trans- 8 Vic.c. 16. ne original Mortde such Transfer,
the Mortgage or od; and for such ing the prescribed m of Two Shillings shall not be in any
such Mortgage. upon any such Mort- Payment of
Interest on sted in such Mortgage Monies bor
yearly, to the several ny Dividends payable to
ye or Bond shall not be Transfers of
Interest to be
stamped. oper, fix a Period for the Repayment of
Money borrowed aztowed, with the Interest at a Time fixed, will cause such Period to be und upon the Expiration of with the Arrears of Interest
the Party entitled to such ce of Payment be inserted in rincipal and Interest shall be
of Business of the Company. rtgage Deed or Bond for the Re- Repayment of The Party entitled to the Mortgage where no Time
any Time after the Expiration of such Mortgage or Bond, demand sereby secured, with all Arrears of
revious Notice for that Purpose ; may at any Time pay off the Money 1ce; and every such Notice shall be
if given by a Mortgagee or Bond he Secretary or left at the principal iven by the Company shall be given
gee or Bond Creditor or left at his e or Bond Creditor be unknown to the ter diligent Inquiry, such Notice shall the London or Dublin Gazette, according
Company shall be in England or Ireland, ter mentioned.
pany, duly stamped, and wherein the Consideration shall be truly Vic. c. 16, stated; and every such Mortgage Deed or Bond may be according
to the Form in the Schedule (C.) or (D.) to this Act annexed, or
to the like Effect. Rights of Mort- XLII. The respective Mortgagees shall be entitled one with another
to their respective Proportions of the Tolls, Sums, and Premises comprised in such Mortgages, and of the future Calls payable by the Shareholders, if comprised therein, according to the respective Sums in such Mortgages mentioned to be advanced by such Mortgagees respectively, and to be repaid the Sums so advanced, with Interest,
Preference one above another by reason of Priority of the Date of any such Mortgage, or of the Meeting at which the same was
authorized. Application of
XLIII. No such Mortgage (although it should comprise future Calls Calls, notwithstanding Mort- on the Shareholders) shall, unless expressly so provided, preclude the gage.
Company from receiving and applying to the Purposes of the Company
any Calls to be made by the Company. Rights of XLIV. The respective Obligees in such Bonds shall, proportionally Obligees.
according to the Amount of the Monies secured thereby, be entitled to be paid, out of the Tolls or other Property or Effects of the Company, the respective Sums in such Bonds mentioned, and thereby intended to be secured, without any Preference one above another by reason of Priority of Date of any such Bond, or of the Meeting
at which the same was authorized, or otherwise howsoever. Register of XLV. A Register of Mortgages and Bonds shall be kept by the Mortgages and
Secretary, and within Fourteen Days after the Date of any such Mortgage or Bond an Entry or Memorial, specifying the Number and Date of such Mortgage or Bond, and the Sums secured thereby, and the Names of the Parties thereto, with their proper Additions, shall be made in such Register; and such Register may be perused at all reasonable Times by any of the Shareholders, or by any Mortgagee or Bond Creditor of the Company, or by any Person interested in any
such Mortgage or Bond, without Fee or Reward. Transfer of
XLVI. Any Party entitled to any such Mortgage or Bond may Mortgages and Bonds to be from Time to Time transfer his Right and Interest therein to any stamped.
other Person; and every such Transfer shall be by Deed duly stamped, wherein the Consideration shall be truly stated; and every such Transfer may be according to the Form in the Schedule (E.) to
this Act annexed, or to the like Effect. Transfers of
XLVII. Within Thirty Days after the Date of every such Transfer, Mortgages and
if executed within the United Kingdom, or otherwise within Thirty registered
Days after the Arrival thereof in the United Kingdom, it shall be produced to the Secretary, and thereupon the Secretary shall cause an
Bonds to be