qualified as hereinafter provided, which said Directors shall constitute a Board of Directors, and shall hold office until the first Wednesday in February, in the year following their election.

meetings for

7. On the said first Wednesday in February, and on the first Annual Wednesday in February in each year thereafter, at the principal general office of the said Company in the City of Ottawa, there shall be held like purposes. a general meeting of the shareholders of the Company, at which meeting the said shareholders shall elect a like number of not less than five, nor more than nine Directors, for the then ensuing year,

in the manner and qualified as hereinafter provided; and public Notice of. notice of such annual meeting and election shall be published, for one month before the day of election, in one or more newspapers, in French and English, in the City of Ottawa, and in one newspaper in the Village of Aylmer and in the Town of Pembroke; and the election of Directors shall be by ballot; and the persons so elected Election by shall form the Board of Directors.

ballot.

directors.

8. A majority of the Directors shall form a quorum for the Quorum of transaction of business, and the said Board of Directors, as well as the Provisional Board of Directors, may employ one or more of their number as paid Director or Directors: Provided, however, that no Qualification. person shall be elected unless he shall be the owner and holder of at least five shares of the stock of the said Company, and shall not be in arrear in respect thereof.

9. Any Municipal Council of a municipality, which has given a A municibonus in aid of the said railroad or its branches, amounting to not subscribing a pality less than ten thousand dollars, shall be entitled during the con- certain amount struction of the railroad, but not afterwards, to appoint a person director during to appoint a annually to be a Director of the Company, and such person shall be construction a Director of the Company, in addition to all the other Directors only. authorized by this Act, or by the general Railway Act, or any other Act, but such municipality shall incur no liability by the appointment of such Director.

to appoint

10. Any Municipal Council of any municipality, holding stock Municipalities in the said railroad, to an amount of not less than ten thousand holding stock dollars, shall be entitled to appoint one person annually to be a directors. Director of the Company; and any Municipal Council of any municipality, holding not less than one hundred thousand dollars stock in the said railroad, shall be entitled to appoint annually two persons to be Directors of the said Company, and such person or persons, shall be a Director or Directors of the said Company, in addition to all the other Directors authorized by this Act.

directors.

11. The Directors may at any time call upon the shareholders Calls by for instalments upon each share which they, or any of them, may Amount hold in the capital stock of the said Company, in such proportions limited. as they may see fit,-no such instalment exceeding ten per cent. ; and the Directors shall give one month's notice of such call, in such manner as they may appoint.

Power to ac

snow fences,

&c.

12. Notwithstanding anything contained in "The Railway Act quire land for 1868," the said Directors may, with the permission of the Railway Committee of the Privy Council, and under the powers and provisions of the said Act, acquire and hold any width of land on the sides of the railroad and its branches at any point of the line, that may be needed for the erection of snow-drift fences or barriers, at a sufficient distance from the track to prevent the obstruction of the line by drifting snow.

Gravel pits.

Sale or mortgage of land.

13. The Company may, with the consent of the owners, acquire and hold land from which to obtain supplies of gravel, stone and filling required by the Company for their works, and may sell and convey the same or any part thereof when no longer required.

14. The Company shall have power to sell, mortgage or lease any lands belonging to it not necessary for the purposes of the said railroad, or received by it as a gift in aid.

of

Company may 15. The said Company shall have power and authority to become parties become parties to promissory notes and bills of exchange, for sums to promissory not less than one hundred dollars; and any such promissory note, notes, &c. made or endorsed by the President or Vice-President of the Company, and countersigned by the Secretary and Treasurer of the Company, and under the authority of a majority of a quorum the Directors, shall be binding on the said Company; and every such promissory note or bill of exchange so made, shall be presumed to have been made with proper authority until the contrary be shown and in no case shall it be necessary to have the seal of the said Company affixed to such promissory note or bill of exchange; nor shall the said President or Vice-President, or the Secretary and Treasurer, be individually responsible for the same, unless the said promissory note or bill of exchange have been issued without the sanction and authority of the Board of Directors, as herein provided and enacted: Provided, however, that nothing in this section shall be construed to authorize the said Company to issue notes or bills of exchange payable to bearer, or intended to be circulated as money, or as the notes or bills of a bank.

Proviso.

Company may issue deben

able on the railroad.

16. The Directors of the said Company are hereby authorized and empowered to issue bonds or debentures, which shall be and tures charge form a first charge on the undertaking, lands, buildings, tolls and income of the Company, or any, either or all of them, as may be expressed by the said bonds or debentures, without the necessity for any enregistration thereof; and such bonds or debentures shall be in such form, and for such amount, and payable at such times and places as the Directors, from time to time, may appoint and direct and the payment to the Treasurer of the Company, or to any other person appointed for the purpose by any bond fide purchaser of any of the lands in the fourth and fourteenth sections of this Act mentioned, of the purchase money thereof, and the acquittance of such Treasurer, or other person so appointed, of such purchase money, shall operate as a discharge of such charge

ments on lands

amount limi

in respect of the lands so paid for: and, until other provisions be As to paymade therefor, the Treasurer of such Company, or other person so so charged. authorized, shall keep all moneys so received separate and apart from the ordinary funds of the Company; and the money so received Form of bonds; shall be invested, from time to time, in Government securities, or in the stock of some solvent and well established chartered bank ted. in Canada, for the formation of a fund for the payment of the interest on such debentures as it becomes due, and for their redemption at maturity. The said bonds or debentures shall be signed by the President or Vice-President, and shall have the corporate seal of the Company affixed thereto : Provided that the Proviso, amount of such bonds or debentures shall not exceed fifteen thousand dollars per mile to be issued in proportion to the length of railroad under contract, or to be constructed under and by virtue of this charter, but no such debenture shall be for a less sum than one hundred dollars.

arrange to

17. The Directors of the said Company, elected by the share- Company may holders in accordance with the provisions of this Act, shall have connect with power and authority to enter into and conclude any arrangements other railroads with any other chartered railway company, for the purpose of making any branch or branches to facilitate a connection between the Company hereby incorporated, and any other chartered railway company.

pany, and

of either rail

18. The Company may enter into an agreement with any other Company may chartered railway company, for leasing to such company the said lease their railroad, or railroad, or any part or branch thereof, or the use thereof at any lease that of time or times, and for any period; or for leasing or hiring from another comsuch other company any railway or any part or branch thereof, or make agreethe use thereof at any time or times, and for any period; or for ments for use leasing or hiring as lessors or lessees, any locomotives, tenders way, &c. cars or other rolling stock or moveable property, under suchsanction, as hereinafter mentioned; and generally may make any agreement or agreements with any such other company, touching the use by one or other, or by both companies, of the railroad or rolling stock, or moveable property of either or both, or any part thereof, or touching any service to be rendered by the one company to the other, and the compensation therefor: and such leases, agreements and arrangements shall be valid and binding, and shall be enforcedby all courts of law or equity, according to the tenor and effect thereof or such other railway company may agree to loan its credit to, or may subscribe to and become the owner of the whole or a part of the stock of the railroad Company hereby incorporated, in like manner and with the like rights as individuals: Provided the said leases, agreements and arrangements, Proviso: for have been first respectively sanctioned by the majority of votes approval of at special general meetings of the shareholders, called for the purpose of considering the same, respectively, on due notice given as provided by "The Railway Act, 1868."

shareholders.

and filling

19. The said Board of Directors shall elect and appoint a Pre- President, &c. sident and a Vice-President or Vice-Presidents, and the necessary vacancies. officers

20

Subscriptions of stock.

Aliens may hold shares and rote.

Form of con veyance of land.

Company may amalgamate with other Companies.

Forms and conditions.

Proviso.

officers, and fill up vacancies from time to time; but the said President and Vice-Presidents shall be elected annually, immediately after the election of Directors, except that in filling up a vacancy the election may be made at any time.

20. The said Board of Directors are hereby authorized to take all necessary steps for procuring subscriptions for stock until the whole has been taken up, and to make, execute and deliver scrip and share certificates therefor, as they shall deem expedient.

21. All shareholders in said Company, whether British subjects or aliens, or residents of Canada or elsewhere, have, and shall have equal rights to hold stock in the said Company, and to vote on the same, and to be eligible to office in the said Company.

22. Any deed of conveyance of land to the said Company may be in the form of schedule A. to this Act annexed, and may be enregistered at full length, upon the affidavit of one of the witnesses to the execution thereof, made before one of the officers usually authorized to receive the same; and a deed in such form, or in words of like import, shall be a legal and valid conveyance of the land and immoveables therein mentioned to all intents and purposes, and the registration thereof shall be of the same effect as if such deed were executed before a notary.

23. The Company hereby incorporated and any other railway company, may, by a by-law of the respective companies, stating the terms and conditions of amalgamation mutually agreed upon by the respective Boards of Directors of the companies, agree to amalgamate, and be amalgamated into one Company, consisting of, comprising and constituting the stockholders of the companies, for the purpose of uniting and consolidating such railways into one trunk line, by such name as shall be fixed by such agreement of amalgamation, under one Board of Directors elected in the same manner as if the amalgamated companies constituted originally but one Company, and in accordance with the terms and conditions of amalgamation mutually agreed upon by the companies respectively, and in accordance with the provisions of "The Railway Act, 1868" Provided that the said by-laws of amalgamation, union and consolidation passed by the respective Boards of Directors,have been first respectively sanctioned by the majority of votes at special general meetings of the shareholders called for the purpose of copsidering the same respectively, on due notice given in the same manner as at annual general meetings for the election of Directors.

Time for com- 24. The powers given by this Act shall be exercised by the commencement of the said railroad within two years after the passing of this Act, and its completion within five years therefrom.

mencing and completing the work.

When only power to bridge the

25. The power conferred by this Act to erect a bridge or bridges over or across the River Ottawa, shall not be exercised by the

Company

exercised.

Company until the Governor in Council has by Proclamation de- Ottawa may be clared that, on, from and after a day to be therein named, such power may be exercised.

26. This Act shall be known and cited as the "Quebec Pacific Short title. Railroad Act."

SCHEDULE A.

Know all men by these presents that I A. B., (or A. B. and others), in consideration of , paid to me by the Quebec Pacific Railroad Company, the receipt whereof is hereby acknowledged (or in aid of the Quebec Pacific Railroad Company) grant, bargain, sell and convey unto the said Quebec Pacific Railroad Company, their successors and assigns, all that tract or parcel of land (describe the land) to have and to hold the said land and premises unto the said company, their successors and assigns for ever, (if any trusts or conditions attached, insert) (if dower released add) and C. D. (or C. D., and others), wi

of the said

dower in the said lands.

day of

C. D.,
E. F.

LXXV.

An Act to incorporate the Manitoba Junction Railway
Company.

[Assented to 14th June, 1872.]

HEREAS Donald McInnes, of the City of Hamilton, Esquire, Preamble Donald A. Smith and George Stephen, of the City of Montreal, Esquires, and others, have by their petition represented that they are desirous of becoming incorporated as a Company for the construction of a railway from the United States boundary line, at or near St. Vincent or Pembina to Fort Garry, with power to extend the same to Lake Manitoba and Lake Winnipeg, and to run and operate vessels thereon and on other waters, and to im prove the navigation as therein mentioned; And whereas 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: