saved. Company shall be bound on demand to register such bonds, and thereafter any transfers thereof in the same manner as shares or transfers of shares: Provided also, that the ex- Certain rights ercise of the rights given by this section shall not take away, limit or restrain any other of the rights or remedies to which the holders of the said bonds shall be entitled under the provisions of such mortgage deed. bonds. 15. All bonds hereby authorized may be made payable to Transfer of bearer, and shall, in that case, be transferable by delivery unless and until registration thereof is made,-and while so registered they shall be transferable by written transfers, registered in the same manner as in the case of the transfer of shares. railways. 16. The Company may make connections with the main Connections line of the Atlantic and North-West Railway, and also with with other the Boston, Concord and Montreal Railway, or any other railway extending to the international boundary line from the south, provided the point of connection at the international boundary is not more than five miles from "Hall's Stream." other com shareholders 17. The Company may make any arrangement which Arrangewill secure the construction and operation of the said ments with railway, either with the Atlantic and North-West Rail- panies. way Company, the Boston, Concord and Montreal Railway Company, or any other railway company with which when completed its line connects; and the Company may may lease their railway to any or either of the companies with the lines of which it connects, upon such terms and under such conditions as they are able to obtain; and the said Atlantic and North-West Railway Company may lease the said Hereford Branch Railway, pro- Sanction of vided that such agreement has been first sanctioned by two- and of the thirds of the votes at a special general meeting of the share- Governor in holders called for the purpose of considering the same, on Council. due notice being given,-at which meeting shareholders representing at least one-half in value of the stock are present in person or represented by proxy,-and also has been sanctioned by the Governor in Council; provided, that before Notice of apsuch sanction by the Governor in Council is given, notice of plication. the application therefor shall be published in the Canada Gazette and in one newspaper in each of the counties through which the railway runs, for at least two months prior to the time therein named for the making of such application; and such notice shall state a time and place, when and where the application is to be made, and that all parties may then and there appear and be heard on such application. 18. Aliens, as well as British subjects, and whether re- Equal rights sident in Canada or elsewhere, may be shareholders in the of sharehold Company; ers. Head office. Time for con struction. Company; and all such shareholders shall be entitled to vote on their shares equally with British subjects, and shall also be eligible to hold office as directors in the Company : Provided however, that a majority of the directors shall be resident in Canada and British subjects. 19. The head office and general place of business of the Company shall be in the township of Eaton aforesaid. 20. The railway shall be commenced within two years and completed within four years from the passing of this Act. OTTAWA Printed by BROWN CHAMBERLIN, Law Printer to the Queen's Most CHAP. CHAP. 94. An Act to incorporate the Massawippi Junction Rail way Company. [Assented to 23rd June, 1887.] WHEREAS the construction and operation of a railway Preamble. Ayer's Flat, which is on the line of the Massawippi Valley Railway, to a point in the township of Magog or the township of Orford on the Short Line Railway from Montreal to the Maritime ports, where a connection can be best made with the said Short Line Railway, would be for the general advantage of Canada; and whereas a petition has been presented praying for the incorporation of a company for that purpose, and it is expedient to grant the prayer of the said petition: Therefore Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows: tion. 1. John B. Daly, Charles H. Kathan, Ozro Morrill, Shipley IncorporaW. Snow, Homer G. Ayer, Leonard A. Stearns and Charles Wheeler, together with such persons as, under the provisions of this Act, become shareholders in the company hereby incorporated, are hereby constituted a body corporate and politic, under the name of "The Massawippi Junction Corporate Railway Company," hereinafter called "the Company"; and the said railway and the works hereby authorized are Declaratory. declared to be for the general advantage of Canada. name. 2. The head office of the Company shall be at the village Offices.. of Stanstead Plain, but the board of directors may establish one or more offices in other places in Canada. built. 3. The Company may lay out, construct and complete a Line of railrailway of the gauge of four feet eight and one-half inches way may be in width, from Ayer's Flat, which is on the line of the Massawippi Valley Railway, to a point in the township of Magog or in the township of Orford on the Short Line Railway from Montreal to the Maritime ports, where a connection can best be made with the said Short Line Railway. directors and 4. The persons mentioned by name, in the first section of Provisional this Act, shall be and are hereby constituted provisional their powers, directors of the Company (the majority of whom shall be a quorum), Capital stock and shares. First meeting of shareholders. Notice. Annual general meeting. Notice. Election of directors. Qualification of director. Bonds may be issued. quorum), and shall hold office as such until the first election of directors under this Act, and shall have power forthwith to open stock books and procure subscriptions of stock for the undertaking, and to receive payments on account of stock subscribed, and to cause plans and surveys to be made, and to deposit in any chartered bank of Canada moneys received by them on account of stock subscribed. 5. The capital stock of the Company shall be two hundred thousand dollars, divided into shares of one hundred dollars each; and the money so raised shall be applied, in the first place, to the payment of all fees, expenses and disbursements for procuring the passing of this Act, and for making the surveys, plans and estimates hereby authorized; and all the remainder of such money shall be applied to the making, equipping, completing and maintaining of the said railway, and other purposes of this Act. 6. So soon as forty thousand dollars of the said capital have been subscribed as aforesaid, and ten per cent. thereof paid into some chartered bank in Canada, the provisional directors shall call a meeting of the shareholders of the Company at the village of Stanstead Plain, at such time and place as they think proper, giving at least two weeks' notice in the Canada Gazette, and in a newspaper published in the county of Stanstead,-at which meeting the shareholders shall elect seven directors from the shareholders possessing the qualifications hereinafter mentioned, of whom four shall form a quorum,-which directors shall hold office until the next annual meeting of the shareholders, as hereinafter provided. 7. The annual meeting of the shareholders for the election of directors and other general purposes shall be held on the first Wednesday in February in each year at the village of Stanstead Plain, or elsewhere, as may be appointed by bylaw; and notice of the hour and place of such meeting shall be given at least fourteen days previously in one or more newspapers published in the county of Stanstead, until the mode of giving such notice is otherwise determined by the by-laws. 8. At such general meeting the subscribers for the capital stock assembled shall choose seven persons to be directors of the Company, of whom four shall be a quorum. 9. No person shall be elected a director of the Company unless he is a shareholder holding at least five shares in the stock of the Company, and has paid up all calls made thereon. 10. The directors of the Company, under the authority of the shareholders, to them given at any general meeting called called for the purpose, attended by shareholders in person or represented by proxy, representing at least one-half in value of the subscribed stock of the Company, are hereby authorized to issue bonds under the seal of the Company, signed by its president or other presiding officer, and countersigned by its secretary,—which countersignature and the signature to the coupons attached to such bonds may be engraved; and such bonds may be made payable at such times and in such manner, and at such place or places, in Canada or elsewhere, and bear such rate of interest as the directors think proper; and the directors shall have power to issue May be sold and sell or pledge all or any of the said bonds at the best or pledged. price and upon the best terms and conditions which at the time they may be able to obtain, for the purpose of raising money for prosecuting the said undertaking: Provided, that the amount of such bonds so issued, sold or pledged shall Amount not exceed twenty thousand dollars per mile of the said limited. railway, to be issued in proportion to the length of railway to be constructed. mortgage tain. 11. The Company may secure such bonds by a mortgage Bonds may be deed creating such mortgages, charges and incumbrances scured by upon the whole of such property, assets, rents and revenues deed. of the Company, present or future or both, as shall be described in the said deed; but such rents and revenues shall be subject in the first instance to the payment of the working expenses of the railway; and by the said deed the What such Company may grant to the holders of such bonds, or the trus- deed may contee or trustees named in such deed, all and every the powers, rights and remedies granted by this Act in respect of the said bonds, and all other powers, rights and remedies not inconsistent with this Act, or may restrict the bondholders in the exercise of any power, privilege or remedy granted by this Act, as the case may be; and all the powers, rights and remedies so provided for in such mortgage deed, shall be valid and binding and available to the bondholders in manner and form as therein provided; and every such Deposit of mortgage deed shall be deposited in the office of the Secre- deed with tary of State of Canada,--of which deposit notice shall be Secretary of given in the Canada Gazel'e. the undertak 12. The bonds hereby authorized to be issued shall be Bonds to be a taken and considered to be the first preferential claim and first charge on charge upon the Company and the franchise, undertaking, ing. tolls and income and real and personal property thereof, now or at any time hereafter acquired, save and except as provided for in the next preceding section, and each holder of the said bonds shall be deemed to be a mortgagee or encumbrancer upon the said securities pro ratâ with all the other bondholders; and no proceedings authorized by law or by this Act, shall be taken to enforce payment of the said bonds, |