Clerical errors not to invalidate. Lost or des troyed patent inay be replaced. Use of patent ed inventions in foreign ships. Patent not to. affect previous invention, 45. Clerical errors happening in the framing or copying of any instrument of the Patent Office, shall not be construed as invalidating the same, but when discovered they may be corrected under the authority of the Commissioner. 46. In case any Letters Patent shall be destroyed or lost, others of the like tenor, date and effect may be issued in lieu thereof, on the party paying the fees hereinbefore prescribed for office copies of documents. 47. No Letters Patent shall extend to prevent the use of any invention or discovery in any foreign ship or vessel, where such invention or discovery is not so used for the manufacture of any goods to be vended within or exported from Canada. 48. Every person who before the issuing of a Patent has purpurchaser of chased, constructed or acquired any invention or discovery for which a Patent has been obtained under this Act, shall have the right of using and vending to others, the specific art, machine, manufacture or composition of matter patented, so purchased, constructed or acquired before the issue of the Patent therefor, without being liable to the Patentee or his representatives for so doing; but the Patent shall not be held invalid as regards other persons by reason of such purchase, construction or acquisition or use of the invention or discovery by the person first aforesaid, or by those to whom he may have sold the same, unless the same was purchased, constructed or acquired or used for a longer period than one year before the application for a patent therefor. Patented articles to be stamped. cr. 49. Every Patentee under this Act, shall stamp, or engrave on cach patented article sold or offered for sale by him, the year of the date of the Patent applying to such article, thus; "Patented 1869," or as the case may be; and any such patentee selling or offering for sale any such Patented article not so marked, shall be liable to the punishment of a fine not to exceed one hundred dollars, and, in default of the payment of such fine, to imprisonment not to exceed two months. any Persons coun- 50. Whosoever writes, paints, prints, moulds, casts, carves, terfeiting such stamps, &c., engraves, stamps or otherwise marks upon any thing made or sold to be guilty of by him, and for the sole making or selling of which he is not the a misdemean- Patentee, the name or any imitation of the name of Patentee for the sole making or selling of such thing, without the consent of such Patentee-or without the consent of the Patentee writes, paints, prints, moulds, casts, carves, engraves, stamps, or otherwise marks upon any thing not purchased from the Patentee, the words, "Patent," "Letters Patent," "Queen's Patent," Patented," or any word or words of like import, with the intent of counterfeiting or imitating the stamp, mark or device of the Patentee, or of deceiving the public and inducing them to believe that the thing in question was made or sold by or with the consent of the Patentee,-shall be deemed to have committed a misdemeanor, and and shall on conviction be punished therefor by fine or by impri- Punishment. sonment or both, in the discretion of the Court before which the conviction shall be had; but the fine shall not exceed two hundred dollars, nor shall the imprisonment exceed three months. copy to be a 51. Any person wilfully making or causing to be made any Making a false entry in any register or book, or any false or altered copy of false entry or any document relating to the purposes of this Act, or who shall misdemeanor. produce or tender any such false or altered document knowing the same to be such, shall be guilty of a misdemeanor, and shall be punished by fine and imprisonment accordingly. 52. Chapter thirty-four of the Consolidated Statutes of the Acts repealed. late Province of Canada, respecting Patents for InventionsChapter one hundred and seventeen of the Revised Statutes of Nova Scotia, (third series),—Chapter one hundred and eighteen of the Revised Statutes of New Brunswick,-and any Act amending any of the said Chapters, or any other Act, are hereby repealed, in so far as they or any of them may be inconsistent with this Act, or make any provision in any matter provided for by this Act, except only as respects all rights acquired and penalties or liabilities incurred under the said laws or any of them, before the coming into force of this Act. 53. When citing this Act it shall be sufficient to call it Short title. "The Patent Act of 1869." 54. This Act shall commence and take effect on the first day of July, 1869. CAP. XII. The Canada Joint Stock Companies Clauses Act. H [Assented to 22nd June, 1869.] Commence ment of Act. ER Majesty, by and with the advice and consent of the Preamble. 1. This Act may be cited as the "Canada Joint Stock Companies Citing titlo. Clauses Act, 1869." clause. 2. The following words and expressions, both in this and the Interpretation Special Act, shall have the meanings hereby assigned to them, unless there is something in the subject or context repugnant to such construction, that is to say: 1. The expression "the Special Act," used in this Act, shall be Special Act, construed to mean any Act incorporating a Company to which this Act applies, and with which this Act is incorporated, as hereinafter provided, and also all Acts amending such Act; Company. Undertaking. Real estate,- Shareholders. Application of to what Companies. 2. The expression "the Company" shall mean the Company incorporated by the Special Act; 3. The expression "the undertaking" shall mean the whole of the works and business of whatever kind, which the Company is authorized to undertake and carry on; 4. The expression "Real Estate" or "Land" shall include all Real Estate, messuages, lands, tenements and hereditaments of any tenure; 5. The word "Shareholder" shall mean every subscriber to or holder of Stock in the Company, and shall extend to and include the personal representatives of the Shareholder. 3. The provisions of this Act shall apply to every Joint Stock this Act, and Company hereafter to be incorporated by any Special Act of the Parliament of Canada, for any of the purposes or objects to which the legislative authority of the Parliament of Canada extends, except Companies for the construction and working of Railways, or the business of Banking and the issue of paper money, or Insurance, and shall, so far as they are applicable to the undertaking, and are not expressly varied or excepted by the Special Act, be incorporated with it, and form part thereof, and shall be construed therewith as forming one Act. How clauses of this Act may be excepted from applying to any Special Act. General cor 4. For the purpose of excepting from incorporation with the Special Act, any of the provisions of this Act, it shall be sufficient in the Special Act to enact that the sections or sub-sections of this Act proposed to be excepted (referring to them by the numbers they may bear), shall not be incorporated with such Act, and the Special Act shall thereupon be construed accordingly. 5. Every Company incorporated under any Special Act, shall porate powers be a body corporate under the name declared in the Special Act, of Companies. and may acquire, hold, alienate and convey any real estate necessary or requisite for the carrying on of the undertaking of such Company, and shall be invested with all the powers, privileges and immunities necessary to carry into effect the intentions and objects of this Act and of the Special Act, and which are incident to such corporation, or expressed or included in the Interpretation Powers to be Act, unless Act. 6. All powers given by the Special Act to the Company shall subject to this be exercised, subject to the provisions and restrictions contained in this Act, except such only as are by the Special Act expressly excepted from incorporation with it. excopted. Directors. 7. The affairs of the Company shall be managed by a Board of not less than three, nor more than nine Directors. Directors. 8. The persons named as such, in the Special Act, shall be the Provisional Directors of the Company, until replaced by others duly named in their stead. of Directors 9. No person shall be elected or named as a Director thereafter, Qualification unless he is a Shareholder, owning stock absolutely in his own thereafter right, and not in arrear in respect of any call thereon; and the appointed. major part of the after Directors of the Company shall, at all times, be persons resident in Canada, and subjects of Her Majesty by birth or naturalization. Directors; 10. The after Directors of the Company shall be elected by the Election of Shareholders, in general meeting of the Company assembled, at term of office. such times, in such wise, and for such term, not exceeding two years, as the Special Act, or (in default thereof) the By-laws of the Company may prescribe. 11. In default only of other express provisions in such behalf, by the Special Act or By-laws of the Company : 1. Such election shall take place yearly, all the members of the Provisions Board retiring, and (if otherwise qualified) being eligible for re- respecting election; elections. ings. 2. Notice of the time and place for holding general meetings of Notice of the Company shall be given at least ten days previously thereto, General meetin some newspaper published at or as near as may be to the place in which the office or chief place of business of the Company is situated; 3. At all general meetings of the Company, every Shareholder Votes. shall be entitled to as many votes as he owns shares in the Company, and may vote by proxy; 4. Elections of Directors shall be by ballot; Ballot. 5. Vacancies occurring in the Board of Directors may be filled Vacancies. for the unexpired remainder of the term, by the Board, from among the qualified Shareholders of the Company; 6. The Directors shall, from time to time, elect from among President and themselves a President of the Company; and shall also name, officers. and may remove at pleasure, all other officers thereof. tion, how 12. If at any time an election of Directors be not made or do Failure to not take effect at the proper time, the Company shall not be held complete electo be thereby dissolved; but such election may take place at any remedied. general meeting of the Company duly called for that purpose; and the retiring Directors shall continue in office until their successors are elected, Powers of stock. Officers. 13. The Directors of the Company shall have full power in all things to administer the affairs of the Company, and may make or cause to be made for the Company, any description of contract which the Company may by law enter into; and may, from time By-laws as to to time, make By-laws not contrary to law, nor to the Special Act, nor to this Act, to regulate the allotment of stock, the making of calls thereon, the payment thereof, the issue and registration of certificates of stock, the forfeiture of stock for non-payment, the disposal of forfeited stock and of the proceeds thereof, the transfer of stock, the declaration and payment of dividends, the number of the Directors, their term of service, the amount of their stock qualification, the appointment, functions, duties and removal of all agents, officers and servants of the Company, the security to be given by them to the Company, their remuneration and that (if any) of the Directors, the time at which and place where the Annual Meetings of the Company shall be held, the calling of meetings, regular and special, of the Board of Directors and of the Company, the quorum, the requirements as to proxies, and the procedure in all things at such meetings, the imposition and recovery of all penalties and forfeitures admitting of regulation by By-law, and the conduct in all other particulars of the affairs Altering by- of the Company; and may, from time to time, repeal, amend or re-enact the same; but every such By-law and every repeal, amendment or re-enactment thereof, unless in the meantime confirmed at a General Meeting of the Company, duly called for that purpose, shall only have force until the next Annual Meeting of the Company, and in default of confirmation thereat, shall, at and from that time only, cease to have force; Provided always, that one-fourth part in value of the Shareholders of the Company shall at all times have the right to call a special meeting thereof, for the transaction of any business specified in such written requisition and notice as they may issue to that effect. Meetings. Fines. laws. Proviso: Confirmation of by-laws. Evidence of by-laws. Stock to be personal estate. Allotment of stock. Instalments thereon: how 14. A copy of any By-law of the Company, under their seal, and purporting to be signed by any Officer of the Company, shall be received as prima facie evidence of such By-law in all Courts of Law or Equity in Canada. 15. The stock of the Company shall be deemed personal estate, and shall be transferable, in such manner only, and subject to all such conditions and restrictions as by this Act, or by the Special Act or By-laws of the Company, shall be prescribed. 16. If the Special Act makes no other definite provision, the stock thereof shall be allotted, when and as the Directors, by Bylaw or otherwise, may ordain. 17. The Directors of the Company may call in and demand called in, &c. from the Shareholders thereof, respectively, all sums of money by them subscribed, at such times and places and in such payments or instalments, as the Special Act or as this Act may require or allow; and interest shall accrue and fall due, at the rate of six per |