same, on due notice given.-at which meeting shareholders representing at least one-half in value of the stock are present in person or represented by proxy,-and that it has also been sanctioned by the Governor in Council; provided, that before such sanction by the Governor in Council is given, notice of the application therefor shall be published in the Canada Gazette, in the British Columbia Gazette, and Notice of apin one newspaper published in the district through which plication for the said railway runs, for at least two months prior to the G. in C. time therein named for the making of such application; and such notice shall state a time and place when and where the application will be made, and that all parties may then and there appear and be heard on such application. approval of 16. The directors of the Company, under the authority of Issue of the shareholders to them given by resolution at any general bonds. or special meeting called for the purpose,-at which meeting shareholders representing at least two-thirds in value of the subscribed stock of the Company are present in person or represented by proxy,-may issue bonds under the seal of the Company, signed by the president or other presiding officer, and countersigned by the secretary or treasurer,--which signature and countersignature may be engraved; and such bonds may be 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 may issue and sell or pledge all or any of Disposal of the said bonds at the best price and upon the best terms and bonds. conditions, which at the time they are able to obtain, for the purpose of raising money for prosecuting the said undertaking: Provided, that the bonds so issued, sold or pledged, Amount shall not exceed twenty thousand dollars per mile of rail- limited. way constructed or under contract for construction. deed to secure bonds. tain. 17. The Company may secure the bonds to be issued by Mortgage them by a mortgage deed creating such mortgages, charges and encumbrances upon the whole of such property, assets, rents and revenues of the Company, present or future or both, as shall be described in such 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 Company may grant to the holders What such of such bonds, or to the trustee or trustees named in such deed may condeed, all and every the powers and remedies granted by this Act in respect of the said bonds, and all other powers 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 such powers, rights and remedies as shall be so contained in such mortgage deed shall be valid and binding and available to the bondholders in manner and form therein provided; Deposit of and every such mortgage deed shall be deposited in the deed. Bonds to be first charge on undertaking, expenses. office of the Secretary of State of Canada.—of which deposit 18. The bonds hereby authorized to be issued shall be taken and considered to be the first preferential claim and after working charge upon the Company, and the franchise, undertaking, tolls and income, and real and personal property thereof, now or at any time hereafter acquired, save and except as provided 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 ratû with all other bondholders; and all proceedings upon the bonds shall be taken through the trustee or trustees regularly appointed. Provision in case of default of payment. Proviso: as to registra tion. 19. If the Company make default in paying the interest or principal of any bonds hereby authorized, at the time when the same, by the terms of the bonds, becomes du and payable, then at the next annual general meeting of the Company and at all subsequent general meetings, all holders of bonds so being and remaining in default shall, in respect thereof, have and possess the same rights and privileges and qualifications for being elected directors and for voting at general meetings as would be attached to them as shareholders, if they had held fully paid up shares of the Company to a corresponding amount: Provided nevertheless, that the right given by this section shall not be exercised by any bondholder, unless it is so provided by the mortgage deed, nor unless the bonds, in respect of which he claims to exercise such right, have been first registered in his name, in the same manner as is provided by law for the registration of the shares of the Company, at least ten days before he attempts to exercise the right of voting thereon; and for that purpose the Company shall be bound, on demand, on default made in the payment of principal or interest, to register such bonds and any transfers thereof in Proviso: cer- the same manner as a transfer of shares: Provided also, that the exercise 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 are entitled under the provisions of such mortgage deed. tain rights not affected. Transfer of bonds, &c. Company may become 20. All bonds hereby authorized, and the coupons thereon, may be made payable to bearer, and shall in that case be transferable by delivery, until registry thereof in the manner provided by the next preceding section, and, while so registered, they shall be transferable by written transfer, registered in the same manner as in the case of the transfer of shares. 21. The Company may become party to promissory notes and bills of exchange for sums not less than one hunmissory notes, dred dollars; and any such note or bill made, drawn, accepted party to pro &c. or or indorsed by the president or vice-president of the Company, and countersigned by the secretary, shall be binding on the Company; and any such note or bill of exchange so made, drawn, accepted or indorsed, shall be presumed to have been made with proper authority until the contrary is shown; and in no case shall it be necessary to have the seal of the Company affixed to such promissory note or bill of exchange, -nor shall the president or vice-president or secretary be individually responsible for the same, unless the said promissory note or bill of exchange has been issued without proper authority: Provided however, that nothing in this As to notes section shall be construed to authorize the Company to issue payable to any note or bill payable to bearer, or intended to be circulated as money, or as the note or bill of a bank. bearer. 22. For purposes of construction the line shall be built in Division of divisions: the first division to commence at or near Golden line. City and to extend to a point at or near the head of Upper Columbia Lake; the second division to commence at or near the head of Upper Columbia Lake and to extend as far southwards as this Act provides for. 23. The works of construction on the first division shall Time for conbe commenced within two years and completed within five struction. years, and the second division shall be commenced within three years and completed within six years, from the coming into force of this Act, to the satisfaction of the Governor in Council; failing which, the powers hereby granted to the Company to extend their line of railway for any further distance than the length of line then completed, shall be forfeited. 24. This Act shall not come into force until proclaimed Commenceby the Governor in Council, and shall not be proclaimed ment of Act. until the Canadian Pacific Railway Company have signified their consent to the same, notwithstanding the provisions of section fifteen of the agreement between Her Majesty and the Canadian Pacific Railway Company, dated the twentyfirst day of October, one thousand eight hundred and eighty. 25. The works to be constructed under this Act are Declaratory." declared to be for the general advantage of Canada; and the provisions of "The Railway Act" shall apply thereto. Railway Act to apply. OTTAWA Printed by BROWN CHAMBERLIN, Law Printer to the Queen's Most VOL II-13 CHAP. Preamble. Declaratory. Incorpration. Corporate name. Power to hold lands for bridge and way CHAP. 96. An Act to incorporate the Niagara Falls Bridge Com pany. [Assented to 23rd June, 1887.] WHEREAS the persons hereinafter named have petitioned to be incorporated as a Company with power to build a bridge for railway purposes across the Niagara River, at or near the town of Niagara Falls, in the county of Welland, or such other point as the Company may select, 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: 1. The bridge of which the construction is authorized by this Act is hereby declared to be a work for the general advantage of Canada. 2. George H. Howard, George Knibbs, Edward Hay, Tom F. Elles, John Waugh, Thomas Swinyard, Hy. Ĉ. Symmes, together with such other persons and corporations as become shareholders in the Company hereby incorporated, are hereby constituted and declared to be a body corporate and politic, by the name of the" Niagara Falls Bridge Company," hereinafter called "the Company.." 3. The Company may purchase, acquire, take and hold such lands, lands covered with water, beaches and other branch rail- property as may be necessary for the purpose of constructing the bridge hereinafter mentioned, or for the convenient using of the same, and also for constructing such branch railway, not exceeding four miles in length, as may be necessary to make connections with or to approach the said bridge. The Railway 4. "The Railway Act" is hereby incorporated with this Act to apply. Act, and shall form part thereof, and be construed therewith as forming one Act. Bridge may be constructed 5. The Company may construct, maintain, work and over Niagara manage a bridge for railway purposes across the Niagara River from some point in or near the town of Niagara Falls, in the county of Welland, or such other point as the Com River. pany pany may select, towards the village of Suspension Bridge, 6. The Company shall not commence the actual construc- Sanction of tion of the said bridge until an Act of the Congress of the United States Congress or United States of America has been passed, consenting to or Executive to approving of the bridging of the said river, or until the be obtained. Executive of the United States of America has consented thereto, or approved thereof; but in the meantime the Company may acquire the necessary lands, submit its plans to the Governor in Council, and do all other things by this Act authorized to be done, except the commencement of the actual construction of the bridge. over bridge. 7. The Company may work trains by steam power for Power to local traffic either of passengers or freight over the bridge work trains hereby authorized to be constructed, and may connect the same with other railways. 8. The persons mentioned by name in the second section Provisional of this Act are hereby constituted provisional directors of the directors and their powers Company until the first election of directors under this Act, and duties. and shall have power, immediately after the passing of this Act, to open stock books and procure subscriptions of stock, giving at least four weeks' notice by advertisement in the Canada Gazette of the time and place of their meeting to receive subscriptions of stock; and the said provisional directors may cause surveys and plans to be made and executed, and may acquire any surveys or plans now existing; and it shall be their duty, as hereinafter provided, to call a general meeting of the shareholders for the election of directors. subscriptions. 9. No subscriptions of shares in the capital stock of the Ten per cent. Company shall be legal and binding unless ten per centum to be paid on has been actually and bona fide paid thereon, within ten days after subscription, into one or more of the chartered banks of Canada, to be designated by the directors; and such ten per centum shall not be withdrawn from such bank or banks or otherwise applied except for the construction or other purposes of the bridge, or upon the dissolution of the Company for any cause whatsoever; and the said directors or a majority of them, may, in their discretion, exclude any person from subscribing who, in their judgment, would hinder, delay or prevent the Company from proceeding with their undertaking under this Act; and if more than the whole stock has been subscribed, the said Allotment of provisional directors shall allocate and apportion the same stock. among the subscribers as they deem most advantageous and conducive to the furtherance of the undertaking; and VOL. 11-131 in |