Proviso: amount limi ted. Service of process on Company. Actions between Company and tached: Provided that the aggregate of the sum or sums so borrowed shall not at any time exceed two thirds of the amount of the paid-up capital of the Company, for the time being, and no lender shall be bound to enquire into the occasion for any such loan, or into the validity of any resolution authorizing the same, or the purpose for which such loan is wanted. 38. Service of all manner of summons or writ whatever, upon the Company, may be made by leaving a copy thereof at the office or chief place of business of the Company in the said City of Saint John, with any grown person in charge thereof; or, if the Company have no known office or chief place of business, and have no known President or Secretary, then, upon return to that effect duly made, the court shall order such publication as it may deem requisite to be made in the premises, for at least one month, in at least one newspaper; and such publication shall be held to be due service upon the Company. 39. Any description of action may be prosecuted and maintained between the Company and any shareholder thereof; and shareholders. no shareholder shall be incompetent as a witness therein. As to shares for in the first instance. 40. In case the whole capital stock of the Company is not subnot subscribed scribed when the Provisional Directors close the books for the purpose of organizing the Company as above provided, the Directors may, at any time and from time to time as they may deem proper, open the said stock books for new subscriptions until the whole capital stock is subscribed; but in each instance all the provisions of this Act, as to the percentage to be paid on subscription of stock, the liability of the person subscribing upon and in respect of the said stock, and as to the rights and liabilities of shareholders, shall apply to the persons making such new subscriptions and to the stock or shares so subscribed. Interpretation clause. Company. Undertaking. Real estate. Shareholder. By-laws. 41. The following words and expressions, used in this Act, shall have the meanings hereby assigned to them, unless there is something in the subject or context repugnant to such construction, that is to say: The expression "the Company" shall mean the Company incorated by this Act: The expression "the undertaking" shall mean the whole of the works and business of whatever kind, which the Company is authorized to undertake and carry on: The expression "real estate or "land shall include all real estate, messuages, lands, tenements and hereditaments, of any tenure : The word "shareholder" shall mean every subscriber to or holder of stock in the Company, and shall extend to and include the personal representatives of the shareholder: The words "by-laws of the Company." or "by-law of the Company," shall mean and include all by-laws made by the Directors as well as all passed by the shareholders. CHAP. CHAP. 122. An Act to incorporate the Canadian Metal Company. [Assented to 23rd May, 1873] THEREAS Charles H. Letourneux, J. T. Letourneux, Vital Preamble. Grenier, Hilaire Béliveau, Guillaume Boivin, Charles Nelson, Onézime Deblois, Jacques Grenier. Alph. Grenier, Charles Thibault, H. T. Lecours, Ans. Desjardins, Jean P. Marion, Pierre Contant, A. Dubord and J. B. Vinet, all of the City of Montreal in the Province of Quebec, have prayed that they may be constituted a corporation by the name of "The Canadian Metal Company," "La Compagnie Canadienne des métaux," and it is expedient to grant the prayer of their petition: Therefore Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows: 1. The persons herein before mentioned, and all others who now Incorporation, are or may hereafter become shareholders of the said Company, shall be and they are hereby constituted a corporation and body politic and corporate, by the name of "The Canadian Metal Corporate Company"-"La Compagnie Canadienne des métaux," and either name. of such names shall be deemed to be the corporate name of the Company hereby incorporated, and shall be a sufficient designation thereof for all purposes whatsoever. 2. The Company may open and establish houses in any part Business of the Company. of the Dominion of Canada, for the importation, exportation and sale generally of metals, ores and all other articles generally connected with the same. thereof. 3. The capital stock of the Company shall be two hundred Capita' stock. thousand dollars, divided into two thousand shares of one hundred dollars each Provided always that the said capital stock may Increase be increased to three hundred thousand dollars in one or several issues of new stock,--but each such issue of new stock shall not be of a less amount than twenty-five thousand dollars; and in any case such increase shall be authorized by a vote of the proprietors of two-thirds of the shares of the said Company, at a meeting specially called for the purpose. com nence 4. The Company shall not commence its operations until one- When the half of its capital stock, that is to say, one hundred thousand Company may dollars, shall have been subscribed, and fifty thousand dollars, operations. shall have been paid up: Provided that if at any time, by reason of any losses or otherwise, the capital and available assets of the Proviso: in Company over and above all its liabilities should be reduced below capital. the said sum of fifty thousand dollars, the Directors shall forthwith make calls upon the shareholders to such amount as will make up the said capital and available assets of the Company crse of los of Board of First Board of Directors. Powers of over and above all its liabilities, to the said sum of fifty thousand dollars. 5. The affairs of the Company shall be managed and administered by a Board of seven Directors, five of whom shall form a quorum; the Directors shall be elected annually from among the shareholders, and shall elect from among themselves a President and a Vice-President. 6. The said Charles H. Letourneux, Hilaire Béliveau, J. T. Letourneux, Charles Nelson, Vital Grenier, and Onézime Deblois, shall be the first Directors of the Company, and shall remain in office until duly replaced by others appointed at the first general meeting of the shareholders of the Company, which it shall be their duty to call within two months next after the establishment of the Company in accordance with section four of this Act; and as such Directors they shall have full power to demand, collect and receive instalments on shares of the Company, to lease and establish any place of business required for the business of the Company; and generally to do all other matters and things connected with the business and operations of the said Company; and until the election of their successors the said Charles H. dent and Vice Letourneux shall be the President, and the said Hilaire Béliveau the Vice-President of the Company. The first Directors hereinbefore named, as well as all others subsequently elected shall be eligible for re-election, provided they are possessed of the necessary qualification hereinafter set forth. First Presi President. 7. No person shall be subsequently elected a Director unless he is a shareholder of the Company, possessed of at least twenty shares in his own absolute right, and has paid up all arrears of calls due and payable in respect of his shares; a majority of the Directors shall, at all times, be residents of the City of Montreal. 8. The Company may exact interest, at the rate of seven per cent. per annum, upon all arrears due in respect of calls on shares and the same shall be reckoned from the date fixed for the payment of such calls. 9. No share shall be transferred, sold or alienated in any manner whatsoever unless all instalments called for in respect thereof shall have been paid up in full, or unless such share shall have been forfeited for non-payment of dues, and also so long as the holder thereof is indebted to the Company in any way whatsoever. 10. The management of the affairs of the Company may be divided among several departments, which shall be designated according to the special nature of the business assigned to each of them, or otherwise, as may be deemed advisable; and the Company may employ superintendents, clerks, managers, agents and servants at pleasure, and may agree as to their remuneration by per centage or otherwise according as the Directors may decide; and such persons so employed shall not therefore be personally respon sible for any debts due by the Company, or be in any way held to be partners in the Company. 11. The provisions of "The Canada Joint Stock Companies 32, 33 V., c. Clauses Act, 1869," shall apply to the Company hereby incorpor- 12, to apply. ated in so far as they are not inconsistent with the provisions of this Act, and excepting specially sections thirty-two and thirty-nine of the said "Canada Joint Stock Companies Clauses Act, 1869," which shall not apply to the Company hereby incorporated. keep a register 12. The Company shall keep in a book or books, a register of Company to the members of the Company, and therein shall be fairly and dis- of sharetinctly entered from time to time the following particulars,--the holders. names and addresses and the occupations of all of the members of the Company, and the number of shares held by each member, and the amount paid on the shares of each member; and such book or books shall be open to the public at all reasonable times. with certain nature. 13. The said Company shall have power to unite and amal- Company may gamate with the Canada Steel Company, incorporated by Letters amalgamate Patent in the Province of Quebec, for the purpose of manufactur- other compaing steel under a special patent granted for the Dominion of nies of a like Canada, or any other Company established for the purpose of manufacturing and working metals and ores generally; but such amalgamation shall not take place unless approved by a vote of two-thirds in value of the shareholders of the Company at a meeting specially called for the purpose. CHAP. 123. An Act to incorporate "Date's Patent Steel Company, Limited." [Assented to 23rd May, 1873.] W HEREAS Casimir Stanislaus Gzowski, Josiah Burr Plumb, Preamble. William H. Howland, Henry H. Date, John McNab, Henry Paffard, Frederick H. Date and Charles Worden, have by their petition represented that they are the proprietors of certain patents granted by the Dominion of Canada and other countries for a new and useful invention and discovery for the manufacture of steel; and that they are desirous of manufacturing steel in accordance with the said patents, and carrying on business connected there with in the several Provinces of Canada, and they are desirous of obtaining an Act of incorporation, conferring upon them all necessary power for the same, and praying for such incorporation; and whereas it is expedient to grant the prayer of the said petition: Therefore Her Majesty, by and with the Certain persons incorporated. advice and consent of the Senate and House of Commons of Canada, enacts as follows:- 1. The said Casimir Stanislaus Gzowski, Josiah Burr Plumb, William H. Howland, Henry H. Date, John McNab, Henry Paffard, Frederick H. Date, Charles Worden and such other persons as shall become shareholders in the Company hereby incorporated, shall be, and they are hereby constituted a body Corporate politic and corporate by the name of "Date's Patent Steel Comname and gen- Limited;" and by that name shall have perpetual succession and a common seal, with power to break and alter the same at pleasure; and by that name may sue and be sued, plead and be impleaded in all courts whatsoever. eral powers. Capital stock and shares. Increase. Stock books may be opened. Calls. Proviso if all subscribed. pany, 2. The capital stock of the Company shall be fifty thousand dollars, divided into five hundred shares of one hundred dollars each; and the same may be increased by an amount not exceeding seven hundred thousand dollars in the manner hereinafter provided; but stock to the amount of not less than fifty thousand dollars shall be subscribed, and not less than ten per cent. thereof paid in before the Company shall go into operation. 3. The Directors of the Company shall have power and authority at any time after the passing of this Act, to open stock books, and to procure subscriptions thereto; and they may call in and demand from the shareholders thereof, respectively all sums of money by them subscribed at such times and places, and in such payments or instalments as they require or determine; and interest shall accrue and fall due at the rate of six per centum per annum upon the amount of any unpaid call from the day appointed for such call. 4. In case the whole capital stock of the Company is not the stock is not subscribed when the Directors close the books for the purpose of organizing the Company, the Directors may, at any time, and from time to time, as they deem proper, open the said stock books for new subscriptions until the whole capital stock is subscribed; but in each instance all the provisions of this Act, as to the percentage to be paid on subscription of stock, the liability of the person subscribing upon and in respect of the said stock, and as to the rights and liabilities of shareholders shall apply to the persons making such new subscriptions and to the stock or shares so subscribed. patents. Company may 5. The Company may become the assignees of a patent bearing acquire certain date the twenty-third day of December, in the year one thousand eight hundred and seventy-one, granted to Henry Harrington Date, of the town of St. Catherines, in the county of Lincoln in the Province of Ontario, tool manufacturer, and Frederick Havill Date, of the same place, machinist, for a new and useful art or process of converting iron into steel, to be called or known as Date's Steel-Converting Process, and of all rights thereunder granted, and of any other patents heretofore or hereafter to |