CHAP. 113. An Act to incorporate the North Western Trusts Company. [Assented to 22nd March, 1907.] W WHEREAS a petition has been presented praying that it be Preamble. enacted as hereinafter set forth, and it is expedient to grant the prayer of the said petition: Therefore His Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows: ation. 1. George W. Morfitt, Fred. Thomas Weir, Thomas Lincoln IncorporBeiseker, Charles Hervey Davidson, jr., and Richard Bedford Bennett, all of the city of Calgary, in the province of Alberta, together with such persons as become shareholders in the company, are incorporated under the name of "The North Western Trusts Company," hereinafter called "the Company." Corporate name. directors. 2. The persons named in section 1 of this Act shall be the Provisional provisional directors of the Company, a majority of whom shall be a quorum for the transaction of business, and they may forthwith open stock books, procure subscriptions of stock for the undertaking, make calls on stock subscribed and receive payments thereon, and shall deposit in a chartered bank in Canada all moneys received by them on account of stock subscribed or otherwise received by them on account of the Company, and may withdraw the same for the purposes of the Company only, and may do generally whatever is necessary to organize the Company. 3. The capital stock of the Company shall be one million Capital stock. dollars, divided into shares of one hundred dollars each. 4. The head office of the Company shall be at the city of Head office. Calgary, in the province of Alberta, but the directors may establish branch offices and local advisory boards at such other places as they determine. When business 5. The Company shall not commence business until two hundred thousand dollars of the capital stock have been subcommenced. scribed, and seventy-five thousand dollars paid thereon. may be Directers. Qualification of directors. Calls on stock. Business of Trust money. Trustee, 6. The affairs of the Company shall be managed by a board of not less than five nor more than twenty directors, of whom a majority shall be a quorum. 2. No shareholder shall be eligible for election as a director unless he holds in his own right at least twenty shares upon which all calls due have been paid; and if any director makes an assignment for the benefit of creditors or comes within the operation of any insolvent law then in force, or ceases to hold twenty shares in his own right, he shall ipso facto cease to be a director, and his place may be filled for the remainder of the term by the directors from among the qualified shareholders of the Company. 7. Calls on stock may be made by the directors at such times and in such proportions as they deem proper; provided that no call, except the first, shall exceed ten per cent, and that no call shall be made at a less interval than one month from the last preceding call. 8. The Company may (a) receive money in trust for the purposes herein specified, and invest and accumulate it at such rates of interest as can be obtained therefor; (b) accept and execute all such trusts of every description and nature as are entrusted to it by any government or person, or committed or transferred to it by any order, judgment or decree of any court in Canada or elsewhere; execute the offices of executor, administrator, trustee, accountant, arbitrator, adjuster, auditor, receiver, assignee, liquidator, sequestrator, guardian, curator or committee of a lunatic, and perform the duties of such offices or trusts as fully and completely as any person so appointed could do; and in all cases where application is made to any court, judge, officer or person having authority to make an appointment to any such office or trust, such court, judge, officer or person may appoint the Company, with its consent, to hold such office or trust, and may substitute, if necessary, for any obligations required from a private person appointed to such offices such usual obligations as are applicable to corporations, and may fix the remuneration of the Company, take, hold and accept by grant, assignment, transfer, deed, will, devise, bequest, or otherwise, any real or personal estate upon any lawful trusts, and perform and execute them according to the terms and for the purposes declared, established, or agreed upon; accept from, and execute trusts for, married women in respect of their separate property, real or personal, and act as agent for them in the management of such separate property; guarantee repayment of the principal or payment of the interest, or both, of any moneys entrusted to the Company for investment, on such terms and conditions as are agreed upon; act as agents for countersigning, registering or otherwise ascertaining and certifying to the genuineness of any issue of stock, bonds, debentures or other securities for money of any government, municipal or other corporate body duly authorized to issue and make the said issue, and hold the said securities as agents or trustee; and act generally as fiscal or other agent for any such government or corporate body; (c) act as agent or attorney for winding up estates, receiving Agent. or collecting any principal, interest, rents, coupons, mortgages, debts, debentures or other securities or evidences of debt or demands of any nature, and in the sale or purchase of any real or personal property, and generally act in all matters in the nature of a trust or general agency; (d) be the custodian, on such terms as are agreed upon, of Safe deposit. any jewellery, plate and other valuable property, and of deeds, wills, debentures, and other evidence of title or indebtedness; of estates. (e) act as investing and managing agent of estates and pro- Management perties for and on behalf of executors, administrators and trustees, or other persons; ation. (f) receive and collect such remuneration for its services as Remuneris agreed upon or as fixed from time to time or allowed by law, and all usual and customary charges, costs and expenses. of trust 9. The Company shall invest trust moneys as follows, and Investment may manage, sell or dispose of such investments as the terms moneys.i of the trust requires real estate. (a) upon first mortgages of improved freehold property in Mortgages of Canada, and may accept personal property or covenants by way of collateral security thereto; securities. (b) in the stock, funds or government securities of Canada, Stock and or of any province of Canada, or of the United States, or guaranteed thereby respectively, or in bonds or debentures of any municipal corporation in any such province other than municipal corporations having a population of less than two thousand or an annual rate of assessment exceeding two cents on the dollar exclusive of school tax, or in the bonds and debentures of any school district in any such province, or in the public stock, funds or government securities of the United Kingdom, or of any of the colonies or dependencies thereof; (c) in such securities as are specified by the terms of the Securities trust. specified by trust. 2. Nothing in this section shall prevent the Company from Existing holding securities of any other kind which form or are part of securities. any trust estate which comes into its hands; and it may hold such securities subject to the trusts and legal obligations attached thereto; but in the case of the realization of any portion thereof the proceeds shall be invested as herein directed, unless VOL. II-15 Trust funds to be kept separate. Proviso. Trust property not liable for debts of Company. Accounts to be rendered court. the will, deed, order, or instrument creating the trust provides otherwise. 10. The moneys and securities of any such trust shall always be kept distinct from those of the Company, and in separate accounts, and so marked for each particular trust as always to be distinguished from any other in the registers and other books of account to be kept by the Company, so that at no time shall trust moneys form part of or be mixed with the general assets of the Company; and the Company shall, in the receipt of rent and in the overseeing and management of trusts and other property, keep distinct records and accounts of all operations connected therewith; provided that in the management of the money and property held by the Company as trustee, or in any other official capacity, under the powers conferred by this Act, the Company may, unless the authority making the appointment otherwise directs, invest the trust money in the manner provided by section 11 of this Act in a general trust fund of the Company; provided always that the total amount of money of any one trust invested in the said general trust fund shall not, at any time, exceed three thousand dollars. 11. Moneys, properties and securities received or held by the Company upon trust or as agent shall not be liable for the debts or obligations of the Company. 12. In case of the appointment of the Company to any trust by Company or office by any court in Canada, or any judge, officer, or person when made having lawful authority in that behalf, such court, judge, officer trustee by a or person may, from time to time, require the Company to render an account of its administration of the particular trust or office to which it has been appointed, and may from time to time appoint a suitable person to investigate the affairs and management of the Company, and as to the security afforded to those by or for whom its engagements are held, and such persons shall report thereon to such court, judge, officer or person, and the expenses of such investigation shall be borne as ordered by such court, judge, officer or person. Real estate which may be held. 13. The Company may hold such real estate as is necessary for the transaction of its business, not exceeding the net yearly value of ten thousand dollars, and any further real estate of whatever value which, being mortgaged or hypothecated to it, is acquired by it for the protection of its investments, and may, from time to time, sell, mortgage, lease, or otherwise dispose thereof; but the Company shall sell any real estate acquired in satisfaction of any debt due to itself, other than as trustee or in an official capacity, within seven years after such acquisition, unless such time is extended by order of the Governor in Council, otherwise such real estate shall revert to His Majesty for the use of Canada. |