preference

14. The third preference stock hereby created shall, as from Dividend on and including the year one thousand eight hundred and seventy- (new) third three, (but subject to the priority of the first and the second prefer- stock. ence stocks) be entitled to a dividend of four per cent. per annum in perpetuity with a contingent increase as hereinafter mentioned.

earnings,

15. The surplus earnings of the Company, after the payment of Application of interest on the first equipment mortgage bonds, divisible as divi- surplus dend, shall henceforth, after the payment of the said dividend of divisible as the said preference stocks, be applied in payment of a dividend dividend. at the rate of three per cent. per annum on the ordinary stock of the Company; and in case of there remaining any balance of net revenue applicable to dividend, the same shall be applied in the first place in the payment of an extra dividend of one per cent. more to each of the said three preference stocks according to their priorities, and after that of a further dividend of two per cent. on the ordinary stock of the Company, and thereafter in accordance with the provisions of "The Grand Trunk Arrangements Act,1862.”

and second

16. In order to secure to the first and second preference stocks Dividend for hereby created the payment of dividend for the year one thousand 1873, on first eight hundred and seventy-three, the Company shall forthwith, preference after the issue of the ordinary stock hereby created, set apart two stock. hundred thousand pounds, part of the proceeds to be received from the issue thereof, upon trust, to make good, so far as the same will extend, any deficiency of dividend for the year one thousand eight hundred and seventy-three. If any surplus remain after such application the same shall be applied by the Company for general

purposes.

sion as to the

17. It is further provided that, for the purpose of calculating Further proviand as far as may be ensuring the payment of five per cent. divi- same; charge dend on the said preference stocks during the years one thousand to capital eight hundred and seventy-three, one thousand eight hundred and account. seventy-four and one thousand eight hundred and seventy-five, it shall be lawful for the Company and they shall debit the capital account during those years with the cost of providing not exceeding thirty-two thousand tons of steel rails, together with the necessary cost of ballasting and relaying the portion of line on which such rails may be or shall be intended to be laid, and of converting the present gauge of the railway to the gauge of four feet eight and a half inches.

when payable.

18. The dividends of the said respective preference stocks Dividends shall be due on the thirtieth day of June and the thirty-first day of December in each year, and shall be payable two months after such dates respectively.

SLOCAS.

19. The holders of the said several preference stocks here- Voting on by created, shall be entitled to the same privileges of voting as preference they would have enjoyed in respect of the preferential bond and preference stocks converted by this Act, as if the same had not been passed.

As to order of

ential divi

dends.

20. The preference stocks shall be entitled to the preferential right to prefer- dividends assigned thereto, according to their respective priorities, out of the profits of each year, in priority to the ordinary stock of the Company; but if in any year ending on the thirty-first day of December, there are not profits available for the payment of the full amount of preferential dividends for that year, no part of the deficiency shall be made good out of the profits of any subsequent year, or out of any other funds of the Company, except as herein expressly provided.

Proviso: condition on

which Part II of this Act

PART III.

21. Provided always, and it is hereby enacted, that the second part of this Act is upon the express condition that the same shall shall come into not take effect unless five hundred thousand pounds sterling be paid to the Company in respect of the issue of the ordinary stock hereby authorized to be created, on or before the thirty-first day of December next.

force.

Certain sec

tions of Part I to be void, if consolidation be complied

with: provi

ion in such

case

Gauge of railway may be altered.

Certain facts

to Governor in Council.

22. In the event of such payment of five hundred thousand pounds being made to the Company on or before the said day, sections two, three and four in the first part of this Act shall be void and of no effect; and in the same event the restriction in section five of the said Act as to the application of the proceeds of equipment bonds thereby authorized to be created shall be extended, and the whole of the one million one hundred thousand pounds thereby authorized to be created shall be applied solely in the redemption or satisfaction, not only of the first equipment bonds of the Company, but also of the postal and military bonds of the Company also issued under the authority of the said "Grand Trunk Arrangements Act, 1862," and thereby specially secured; and the Directors of the Company are hereby empowered to effect such redemption or satisfaction from time to time, either by agreement with the holders of the said bonds respectively, or by purchase, in the market; and any surplus may be applied to the general purposes of the Company.

23. Any provision in any Act determining the gauge of the Grand Trunk Railway Company of Canada, or of any railway forming part thereof, is hereby repealed, and the Company are hereby empowered to alter the gauge of their railways or any of them, as they may deem fit

21. The Grand Trunk Company shall, from time to time, give to be certified satisfactory evidence to the Governor in Council of the expenditure of the proceeds of the share capital hereby authorized to be raised, which shall be made in the improvement of and addition to the rolling stock, in the changing of the gauge to four feet eight and a-half inches, the substitution of steel for iron rails, and the providing of additional facilities for the carrying on of the business of the country,

25. The Grand Trunk Company shall grant to the Government Running or the persons or Company who may work the Intercolonial Railway, powers to be running powers over the line of the Grand Trunk Railway, between Company to Rivière du Loup and Quebec, so that the trains of the Intercolonial Intercolonial railway. Railway may run to and from Quebec ;-the terms for these running powers to be settled from time to time by mutual arrangement, or failing that by arbitration, in which case the Grand Trunk Company shall choose one arbitrator, the party working the Intercolonial Railway one arbitrator, and the two arbitrators so chosen a third arbitrator.

26. Except as in this Act otherwise provided, and subject Act of 1862 to thereto, the several enactments of " The Grand Trunk Arrange- remain, except. as hereby proments Act, 1862," and of the several amendments thereto, so far as vided. the same shall not have been already carried into effect, and the rights and priorities declared by that Act, shall be and remain in full force.

Dominion

27. Nothing in this Act contained shall interfere with or affect Rights of the the rights of the Dominion as they now exist upon the said rail- saved. way Company, except as to the further equipment mortgage bonds No. 2, mentioned in section five, part one, and the new ordinary stock mentioned in section six, part two, of this Act.

CHAP. 19.

An Act to incorporate the Huron and Ontario Transportation Company.

[Assented to 3rd May, 1873.]

W HEREAS Mossom Boyd, Alexander Smith, James Moore Ir- Preamble. vine, Gardiner Boyd, and Mossom Boyd the younger, have by their petition prayed that they may be incorporated for the purpose of carrying on a forwarding, shipping agency and transportation business, to be called the "Huron and Ontario Transportation Company," and it is expedient to grant the prayer of their petition and to incorporate them with the powers hereinafter mentioned: Therefore Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows:

1. The said Mossom Boyd, Alexander Smith, James Moore Ir-acorporation! vine, Gardiner Boyd and Mossom Boyd, the younger, and their associates, and all other persons who may hereafter become holders of the stock hereinafter mentioned, being British subjects, are hereby constituted a body politic and corporate by the name of the "Huron and Ontario Transportation Company," with all every the incidents and privileges thereto belonging.

and

Corporate

name and powers.

Business of

2. It shall be lawful for the said company to construct, acquire, the Company. charter, navigate and maintain steam or other vessels, for the carrying and conveyance of goods and passengers or other traffic between the ports of the Dominion of Canada and the ports of the lakes connected with and on the rivers falling into the River St. Lawrence; and between the ports in the Dominion of Canada and ports in the Island of Newfoundland and Prince Edward's Island, and in the United States of America and in the West Indies, or elsewhere, and any or all of them, and vice versa; and also steam or other vessels for all business and other purposes connected therewith, and the profitable prosecution thereof; with power to sell, charter or dispose of the said vessels or any of them, or grant or consent to bottomry or other bonds on the same or any part thereof when and as they may deem expedient; and to make contracts and agreements with any person or corporation whatever, for the purpose aforesaid, or otherwise for the benefit of the Company; and to carry on such business, including the general business of forwarding and shipping agency.

May hold

for such business.

3. It shall be lawful for the said Company to purchase, rent, real property take, hold and enjoy, to them and their successors, as well in this Dominion, as in other places where it shall be deemed expedient for the purposes of the said Company, either in the name of the said Company, or in the name of the trustees of the said Company, such lands, docks, wharves, warehouses, offices and other buildings as they may find necessary or convenient for the purPower to sell, poses of the said Company, but not for any other purpose; and to sell, mortgage, lease or dispose of the same when not wanted for the purposes of the said Company, and to purchase and acquire others in their stead.

&c.

Capital and shares.

Power to increase.

4. The capital of the said Company shall be one hundred thousand dollars, and shall be divided into a thousand shares of one hundred dollars each; with power to a majority of such of the shareholders as shall be present, either in person or by proxy, at any general or special meeting of the Company, to increase the same at once, or from time to time, as may be expedient, to five thousand shares or five hundred thousand dollars. Not less than forty per centum upon the allotted stock of the Company shall by means of one or more calls be called and made payable, within one year from the incorporation of the Company, and the remainder of the said stock shall be called in and made payable in such manner and at such times as the Directors may require and demand. The mence business Company may commence operations as soon as forty thousand dollars of stock shall have been paid up.

Calls.

When to com

Directors and 5. The business and affairs of the said Company shall be conqualification. ducted and managed and its powers exercised by a board of five

Directors (any three of whom shall constitute a quorum) to be annually elected by the shareholders; and who shall severally be shareholders to an amount of four thousand dollars of the said stock; and who shall be elected at the annual general meetings of the said Company by the shareholders there present in person or by proxy.

6. The Directors of the said Company may act as Directors in Directors may the Dominion or elsewhere, and shall and may appoint one or appoint agents more agents in this Dominion or elsewhere, and for such time and on such terms as to them may seem expedient; and the Directors may by any by-law to be made for such purpose, empower and authorize any such agent or agents to do and perform any act or thing, or to exercise any powers which the Directors themselves or any of them may lawfully do, perform and exercise, except the power of making by-laws; and all things done by any such agent, by virtue of the powers in him vested by such by-law, shall be valid and effectual to all intents and purposes, as if done by such Directors themselves, anything in this Act to the contrary notwithstanding.

as stock.

7. The Directors shall have the power if they think fit, to re- Directors may ceive and take into the stock of the Company any steam or other take vessels vessels owned or built by any other party or parties, assigning shares of the said Company in payment or part payment thereof: Provided that the assent of a majority in number and value of the Proviso. stock-holders of the Company at a general meeting to be called for the purpose, shall be procured.

ing and chief

8. The annual general meeting of the said Company shall be Annual meetheld in the office of the Company, in the Town of Port Hope, office. Province of Ontario, on the first Wednesday in February in each year, for the purpose of electing Directors, and for transacting the general business of the Company.

limited.

9. No shareholder of the Company shall in any manner be Liability of liable to, or charged with the payment of any debt or demand shareholders due by the Company, beyond the amount of his or her subscribed share or shares in the capital stock of the Company: and no shareholder shall be at liberty to transfer his or her share or shares, without the consent of a majority of the Directors previously had and obtained, until the whole of the said capital stock shall have been fully paid up.

10. The provisions of the "Canada Joint Stock Companies General act to Clauses Act 1869," except section eighteen thereof, and except in apply.

so far as they are inconsistent with the provisions hereof, shall apply to the Company hereby incorporated.

CHAP.