Sec. 47. Transmission by marriage of female shareholder. The bank is not obliged to see to the execution of trusts by the person to whom the shares are transmitted. See notes to sec. 52 where the obligation of the bank to register a transfer which may be in breach of trust is discussed. 48. If the transmission of any share of the capital stock has taken place by virtue of the marriage of a female shareholder, the declaration shall be accompanied by a copy of the register of such marriage, or other particulars of the celebration thereof, Declaration. and shall declare the identity of the wife with the holder of such share, and shall be made and signed by such female shareholder and her husband. If separate Revocation. Omission not to invalidate. 2. The declaration may include a statement to the effect that the share transmitted is the separate property and under the sole control of the wife, and that she may, without requiring the consent or authority of her husband, receive and grant receipts for the dividends and profits accruing in respect thereof, and dispose of and transfer the share itself. 3. The declaration shall be binding upon the bank and persons making the same, until the said persons see fit to revoke it by a written notice to the bank to that effect. 4. The omission of a statement in any such declaration that the wife making the declaration is duly authorized by her husband to make the same shall not invalidate the declaration. 53 V., c. 31, s. 40. The provisions of this section are supplementary to those of sec. 47. It was proposed in 1890 to alter sec. 48, so as to permit a married woman in Quebec to dispose of her shares without the consent of her husband, as she can do in Ontario. The amendment, however, was withdrawn, and the section as it stands does not permit a married woman in Quebec to dispose of her shares unless both husband and wife file a declaration which is in effect a power of attorney to enable the wife to receive the dividends or dispose of the shares. See next section as to the authentication of a declaration made under this section. 49. Every such declaration and instrument as are by the Sec. 49. last two preceding sections required to perfect the transmission Authenticaof a share in the bank shall, if made, in any country other than Canada, the United Kingdom or a British colony, (a) be further authenticated by the clerk of a court of record under the seal of the court, or by the British consul or vice-consul, or other accredited representative of His Majesty's Government in the country where the declaration or instrument is made; or, (b) be made directly before such British consul, vice-consul or other accredited representative. tion of declaration etc., in certain cases. 2. The directors, cashier or other officer or agent of the bank Further evidence. may require corroborative evidence of any fact alleged in any such declaration. 53 V., c. 31, s. 39. Prior to 1906, this section constituted one section with sec. 47. or intestacy. 50. If the transmission has taken place by virtue of any Transmis testamentary instrument, or by intestacy, the probate of the sion by will will, or the letters of administration, or act of curatorship or tutorship, or an official extract therefrom, shall, together with the declaration, be produced and left with the cashier or other officer or agent of the bank. 2. The cashier or other officer or agent shall thereupon enter Entry. in the register of shareholders the name of the person entitled under the transmission. 53 V., c. 31, s. 41. See next section. The imperative nature of the phrase "shall thereupon enter in the register," deprives the directors or officers of any discretion in regard to the registration, provided proper proof of transmission has been furnished in accordance with the act. Cf. notes to sec. 47. As to the obligation to register a transfer, see notes to sec. 43. 51. If the transmission of any share of the capital stock has Transmission by taken place by virtue of the decease of any shareholder, the pro- decease. duction to the directors and the deposit with them of, Sec. 51. Transmission by decease. (a) any authenticated copy of the probate of the will of the deceased shareholder, or of letters of administration of his estate, or of letters of verification of heirship, or of the act of curatorship or tutorship, granted by any court in Canada having power to grant the same, or by any court or authority in England, Wales, Ireland, or any British colony, or of any testament, testamentary or testament dative expede in Scotland; or, (b) an authentic notarial copy of the will of the deceased shareholder, if such will is in notarial form according to the law of the province of Quebec; or, (c) if the deceased shareholder died out of His Majesty's dominions, any authenticated copy of the probate of his will or letters of administration of his property, or other document of like import, granted by any court or authority having the requisite power in such matters; shall be sufficient justification and authority to the directors for paying any dividend, or for transferring or authorizing the transfer of any share, in pursuance of and in conformity to the probate, letters of administration, or other such document as aforesaid. 53 V., c. 31, s. 42. The provisions of this section and of section 50, are supplementary to those of 47. See notes to the last mentioned section. A will in notarial form according to the law of Quebec does not require to be admitted to probate. The section provides for production of an authentic notarial copy of such a will, or of an authenticated copy of the probate of any other will, as proof in each case of transmission of shares. Similarly the probate of a will, letters of administration, etc., granted by a competent court and valid according to the law of the particular province or country where the deceased shareholder was domiciled may be produced as evidence of the title to shares. An authenticated copy no doubt means a copy certified by a person or court properly having the custody of the original. The words "in pursuance of and in conformity to such probate," etc., refer to the legal and not to the beneficial title conferred by such probate, etc. The probate would be "sufficient justification and authority" to the bank for paying dividends. or transferring shares to the executor, i.e., the person to whom by operation of law the transmission has taken place, and the bank would not be obliged to see that the executor did not divert the dividends or shares to his own use. (See notes to sec. 52.) Sec. 51. 7-BANK ACT. Bank not to trusts. CHAPTER X. SHARES SUBJECT TO TRUSTS. The sections included in this chapter do not apply to the Bank of British North America (sec. 6). 52. The bank shall not be bound to see to the execution of bound to see any trust, whether expressed, implied or constructive, to which any share of its stock is subject. Receipt. Bank not bound. Section refers to trusts of 2. The receipt of the person in whose name any such share stands in the books of the bank, or, if it stands in the names of more persons than one, the receipt of one of such persons, shall be a sufficient discharge to the bank for any dividend or any other sum of money payable in respect of such share, unless, previously to such payment, express notice to the contrary has been given to the bank. 3. The bank shall not be bound to see to the application of the money paid upon such receipt, whether given by one of such persons or all of them. 53 V., c. 31, s. 43. This section refers only to trusts in regard to shares of the bank's own capital stock. It has no reference to trusts in respect of shares of other corporations taken by the bank as collateral security; see notes to sec. 76, infra. By sec. 96, a bank is not bound to see to the execution of any trust to which any deposit is subject. Sec. 53 deals with the question of the personal liability of a trustee-holder of shares. The language of sub-sec. 1 is general and comprehensive. It cannot be construed as referring to trusts of which the bank has which bank no notice, for it would require no legislative provision to save the bank from responsibility for not seeing to the execution of a trust, the existence of which has not in some way been brought to its knowledge. The provision seems to be directly applicable to trusts, of which the bank has knowledge or notice, and in has notice. |