Payment by part of the said agreement, all the rights and privileges of Her Majesty, and of the Dominion, under the Acts herein above cited, as well with respect to any further amount owing by the said Company, over and above that so agreed to be accepted as aforesaid, as to the mortgage, hypothec and lien by which the whole debt of the Company to Her Majesty is secured, should remain in full force; And whereas the said Company paid the said sum of Company on one hundred thousand pounds sterling on the tenth day of Febru- account. ary, now last, in execution of the said agreement, which it is expedient to ratify and confirm in conformity with the recommendation of His Excellency the Governor in his message above cited, and with the prayer of the Company in their Petition to Parliament in that behalf: Therefore Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows:- mentioned in certain coddi tions. 1. The settlement and agreement mentioned in the preamble Sttlement are hereby ratified and confirmed, and the directors of the Com- of agreement pany shall have full power and authority to carry out the same; and the Preamble provided bonds of the said Company, secured as aforesaid, to the confirmed on amount of the said balance of two million seven hundred and sixty-eight thousand two hundred and thirty-four dollars and seventy cents, for such sums respectively and in such form as the Minister of Finance may direct or approve, and payable to bearer at dates respectively conformable to the terms of the said agreement, and bearing interest at the rate of four per cent per annum, payable half yearly, are delivered to the Receiver General within three months from the passing of this Act, and that the principal and interest of such bonds are duly paid, according to the tenor thereof,-then the said bonds and the said sum of one hundred thousand pounds sterling already paid, shall be accepted in full payment of all sums due by the said Company to Her Majesty, for the causes mentioned in the preamble, and the obligations by the said Act specified as well interest as principal, up to the first day of January, now last; otherwise and upon any failure Penalty on on the part of the Company to comply with the conditions afore- failure to said, all the rights and privileges of Her Majesty and of the perform conDominion, as well with respect to any further amount owing by the said Company, on the said first day of January last, over and above that so agreed upon as aforesaid, as to the mortgage, hypothec and lien by which the whole debt to Her Majesty is secured, shall remain in force, saving always the right of the Company to be credited with such sums as they may have paid since the day last mentioned. ditions. tions afore 2. Unless and until default be made in the payment of the Restriction of hypothee if bonds of the said Company mentioned in the next preceding secthe condition, or some one or more of them, the first hypothec, mortgage and lien upon the Road, Tolls and Property of the said Company, created by the said recited Acts for securing the payment of the whole of the public moneys advanced as aforesaid, and interest thereon, shall be restricted to the said sum of two million seven hundred said are observed. Proviso. Proviso. Bonds and moneys received under to be dealt hundred and sixty-eight thousand two hundred and thirty-four dollars and seventy cents, so to be included as aforesaid in the bonds to be given under the terms of the next preceding section, and the interest thereon, which sum and interest according to the terms of such bonds, will, unless and until such default be made, remain and be the sum for securing the payment of which the said first hypothec, mortgage and lien will continue to be held: Provided always, firstly, that the existence of such security shall not in anywise hinder, prejudice, prevent or delay either Her Majesty or any holder or holders of such bonds, or any of them from resorting to any other remedy for the recovery of the sums of money mentioned therein, which Her Majesty or such holder or holders may by law be entitled to have and use, as fully and absolutely as if such security had not been held; And provided, secondly, that upon default made in the payment of any one or more of such bonds, the said first hypothee, mortgage and lien shall exist and be held to have continued to have existed without interruption, for the payment of the whole of the public monies advanced to the said Company and interest thereon. 3. The bonds of the said Company to be delivered to the Receiver-General as hereinbefore mentioned, may be held by this Act, how him or disposed of as the Governnor in Council may direct; and all moneys coming into the hands of the Receiver General, either as principal or interest of such bonds, or as the proceeds of the sale thereof, or otherwise howsoever under this Act and the agreement herein recited, shall form part of the Consolidated Revenue Fund of Canada. with. Preamble. 22 V. c. 116 (1858) cited. CAP. LXII. An Act to enable the holders of preference shares in the Great Western Railway Company to convert them into ordinary shares at their option. W [Assented to 22nd June, 1869.] HEREAS, by the Act of the Legislature of the late Province of Canada, passed in the twenty-second year of Her Majesty's reign, and intituled: "An Act to amend the Acts of incorporation of the Great Western Railway Company," the Company in making arrangements for the repayment of the Government loan, are empowered to increase their capital stock to the extent of eight million dollars, in additoin to their present capital, by creating an additional number of shares, of such amount each as the directors of the Company may from time to time determine, and to make the whole or any portion of such new shares preference stock, on which dividends not exceeding seven per cent. per annum may be guaranteed, subject to certain conditions, but the holders whereof shall not vote at meetings of shareholders, or have any profit beyond the amount so guaranteed; and 61. and the Company is thereby further empowered to raise the amount required to pay off the Government loan, by the issue of a perpetual Debenture Stock, to be treated as part of the regular Debenture debts of the Company; And whereas the said powers have not yet been used by the Company, except by the issue of perpetual Debenture stock in the year eighteen hundred and fifty-eight, to the amount of forty-six thousand seven hundred pounds sterling, or two hundred and twenty-seven thousand two hundred and seventy-three dollars thirty-four cents, and they have by their Petition in that behalf represented that in order to provide for the settlement of the Government loan, according to an Act of the present Session of Parliament intituled: "An Act to confirm and Act of present give effect to a certain agreement between the Government of Session, cap. Canada, and the Great Western Railway Company," it may be necessary to exercise their powers of raising money, and it may be by issuing such new shares, and that this could be more easily done by giving the holders of guaranteed or preference shares or stock the right to convert them, at the same option, into ordinary shares, and have prayed that such power be given; and whereas it has been made to appear, that the Shareholders of the Great Western Railway Company, at a Special General Meeting, held in London, England, on the twenty-eighth day of April, eighteen hundred and sixty-nine, for the object of providing means for the completion of the settlement of the Government Loan, increased their Capital Stock by the amount of one million eighteen thousand two hundred pounds sterling, the holders thereof to have preferred dividends of five pounds per centum per annum, and the option of conversion into ordinary shares until the first day of January, one thousand eight hundred and eighty; the creation of which preference stock on the said terms it is desirable to declare legal and valid: Therefore, Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows: into ordinary 1. The holder or holders of any preference or guaranteed share Holders of or shares or preference or guaranteed stock in the capital of the certain prosaid Company to be issued by the directors thereof under the ference o guaranted authority given by the Act first above cited, may at his or their shares may option, and subject to such regulations as the directors may make convert them with respect to the mode in which notice of such option shall be shares, and given, and the time from which it shall take effect, convert such vote. preference or guaranteed share or shares or stock, into an ordinary share or ordinary shares of the capital stock of the Company, and from the time such option shall take effect, such shareholder or shareholders shall have the right of voting, and all the other rights of holders of ordinary shares of such capital stock. 2. The said Capital Stock, of one million eighteen thousand New Stock of two hundred pounds sterling, created by the Shareholders at their £1,018,200 to said Meeting of the twenty-eighth day of April, one thousand eight $8,000,000 be part of the hundred and sixty-nine, with the said preference and option is additional made part of the capital stock of eight millions of dollars authorized stock; and to to bear preferred the option aforesaid. dividends, with to be created by the first above recited Act; which capital stock of one million eighteen thousand two hundred pounds sterling, shall bear a preferred dividend at the rate of five pounds per centum per annum, payable half yearly, before any dividend is made upon ordinary shares; and if on making up the accounts for any half year there are not profits available for the full payment of the said preferred dividend for that half year, the deficiency shall be made good out of the first profits of any subsequent half year, and the right of option of conversion of the said preference stock into ordinary shares is hereby given to the holders thereof by this Act, in accordance with the desire expressed by the Shareholders Proviso: as to at their said meeting: provided that nothing in this Act shall balance of the authorize the Directors to issue the balance of the stock or shares $8,000,000. issuable under the said first above recited Act or any part thereof either as ordinary shares or preference shares, or preference stock of like kind and option, as legalized by this Act, if such preference and option should be desired, until they are thereunto authorized by a two-thirds vote of the shareholders present either by person or by proxy at a meeting called for the purpose as provided by the said Act. Total amount of perpetual Debenture Stock and terminable Certain liens not to be affected. 3 Nothing herein contained shall authorize the directors to create and issue perpetual Debenture stock to a greater amount than the sum of six hundred and sixty-eight thousand eight hundred and fifteen pounds, seven shillings serling, or three million bonds limited. two hundred and fifty-four thousand nine hundred and one dollars thirty-seven cents, in addition to the amount already issued; nor shall anything herein contained authorize the Company to borrow or raise money on their terminable bonds to a greater extent than one-half of their capital stock as authorized from time to time; nor shall any thing herein contained alter or affect the co-ordinate lien of the said perpetual Debenture stock, with the terminable bonds, upon the Railway, Tolls, Lands and other property of the Company, save the special rights of the terminable Bonds which are authorized to be delivered to the Receiver General by the first section of the said Act intituled: "An Act to confirm and give effect to a certain agreement between the Government of Canada "and the Great Western Railway Company." Public Act. Preamble. 4. This Act shall be deemed a public Act. CAP. LXIII. An Act to incorporate the Canadian and European Telegraph Company. [Assented to 22nd June, 1869.] WHEREAS the Honorable John Young hath by his petition prayed that a Charter be granted to him and his associates hereinafter mentioned, for the purpose of establishing telegraphic communication communication between the Continents of Europe and North America, and it is expedient to grant the prayer of the said petitioner: 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 Honorable John Young, the Honorable Alexander Company T. Galt, of Canada, C. F. Tietgen, Esquire, M. Suhr, of Copen- incorporated. hagen, and M. Erichsen, of Newcastle, England, and their associates, and all other persons who may hereafter become holders of the Stock hereinafter mentioned, are hereby constituted pose. a body politic and corporate, by the name of The Canadian and Name and European Telegraph Company, for the purpose of establishing general purtelegraphic communication between the Continents of Europe and North America, via the Labrador Coast or the Island of Anticosti or any other Island or Islands in the river or Gulf of St. Lawrence, and Canada, and for the purpose of establishing branches thereof in Canada and elsewhere. graph defined. 2. The said Company may also establish, construct, purchase, Company's hire, keep in order and work any line or lines of telegraph from line of telethe City of Quebec or from any other place within Canada, either by land or water, or by both or either of them, following the bed of the River St. Lawrence or otherwise, to the most easterly point of the Labrador Coast, or to the Island of Belle-Isle, or to the Island of Anticosti or any other Island or Islands in the river or Gulf of St. Lawrence, over which exclusive telegraph line rights do not now exist by the law of any Province of the Dominion (with power to touch and land, should a subaqueous and submarine route be adopted or be partly so, for the purposes and uses of the Company, or for the purposes of opening and maintaining stations thereof, at all such point or points, place or places in any part of Canada, or places under its jurisdiction,) or between any two or more points therein, or between any point or points therein, and any island, province, country or place in or near the Continent of America, or in or near the Continent of Europe, or in the Gulf of St. Lawrence, or in the Atlantic Ocean, and with full power and authority to make such connection with the line of any Telegraphic Power to conCompany or Companies in any portion of the United Kingdom of nect with other Great Britain and Ireland, and any such arrangement for working the same, as to the said Company or its Directors shall appear fitting; And the Company may borrow such sum of money (not Power to borexceeding in all the sum of five hundred thousand pounds, or two row money millions of dollars,) and may issue such Bonds therefor, in such bonds. amounts, and made payable at such times and bearing such interest, and secured in such manner (by mortgage or otherwise) as the said Corporation may deem expedient and proper for carrying out any of the objects and purposes aforesaid, and may make, adopt and use a Corporate Seal, and may sue and be sued, and may do every Corporate seni other act and thing whatsoever which may reasonably come within and general the scope, purposes and objects contemplated by this Act. lines. and issue powers. |