or railroad company, or companies; or for leasing or hiring from such company or companies, any railway or railroad, or part thereof, or the use thereof, or for the leasing or hiring any locomotives, tenders, steam vessels, or moveable property; and generally to make agreement or agreements with any such company or companies, touching the use, by one or the other or others, of the works, or railway or railways, or railroad or railroads, or moveable property of either, or of any of them, or any part thereof, or touching any service to be rendered by the one company or the other or others, and the compensation therefor: and the Great Western Railway Company or any such railway or railroad company or companies may agree for the loan of their credit to (by direct guarantee or traffic contract or otherwise), or may subscribe to and become the owners of the stock of the Company hereby created, in like manner, and with like rights as individuals; and any such agreement shall be valid and binding, and shall be enforced by courts of law, according to the terms and tenor thereof; and any company accepting and executing such lease, shall be and is empowered to exercise all the rights and privileges by this Act conferred. case of union 21. Notwithstanding any thing provided in the fourteenth Increase of section of this Act, restricting the issue of the bonds in excess of debentures in the amount of the paid up instalments on share capital, the Com- with other pany (or the new corporation, if any amalgamation or consolida- companies. tion shall have been made and perfected in accordance with this Act), having leased the works, or any portion thereof, to any railway or railroad companies, which have agreed for the loan of their credit, for that object, by direct guarantee or traffic contract, or otherwise, or taken stock in the Company,-may issue bonds, which shall bear the credit or guarantee of the said railway or railroad companies, to an amount not exceeding three millions of dollars, and shall have the same charge and effect upon the works, or such portion as shall be affected by such lease, guarantee, or contract, and to the same extent as is secured by the said section. collect tolls on 22. The said railway company being lessee, shall have the Lessee comright to charge such fair compensation for the use of the works pany may hereby authorized to be constructed, by the railway or railroad the works company or companies, or by any company using horse power, leased to them. whose business shall pass along and through such works, as shall be found by experience requisite to enable them to pay,-first, all the expense of keeping the works in repair; and interest upon the money borrowed for the construction thereof, and dividends not exceeding ten per cent. upon the capital stock; and such additional sum as will furnish a sinking fund each year, not to exceed five per cent. of the amount of its bonded debt, for the purpose of gradually extinguishing the same: and deficiencies of toll in any one year may be charged and collected in any subsequent year. deficient in any year. If the tolls be 23. If the tolls collected shall not in any year have paid the amount which the railway company or companies shall have had to pay as deficiency of rental, such deficiency shall be a debt due by the Company (or the new corporation, in case of amalgamation or consolidation) to the railway company or companies, to be discharged thereafter with interest; or the said railway company or companies and the Company or the new corporation as aforesaid, may agree for the discharge of the said debt by the creation and issue of capital stock at such rates or prices as may be agreed Company may New York on. 24. It shall be lawful for the Company to unite, amalgamate unite with any and consolidate its, stock, property and franchises, with the stock, Company for property and franchises of the New York and Canada Bridge and like purposes. Tunnel Company, or of any other company incorporated or which may be incorporated by the laws of the State of New York, for a similar purpose with the Company hereby incorporated; and to enter into all contracts and agreements therewith, necessary to such union and amalgamation,--and which company shall be, by the laws of the State of New York, authorized to enter into such amalgamation or consolidation. Directors may agree with any Company desiring to amalgamate. Agreement to be submitted to share holders, and approved by two-thirds of them. 25. The Directors of the Company hereby incorporated, and of any corporation proposing to so amalgamate or consolidate as aforesaid, may enter into a joint agreement in duplicate under the corporate seals of each of the said corporations, for the amalgamation and consolidation of the said corporations,-prescribing the terms and conditions thereof, the mode of carrying the same into effect; the name of the new corporation, the number and names of the Directors and other officers thereof, and, who shall be the first Directors and officers thereof, and their places of residence; the number of shares of the capital stock, the amount or par value of each share, and the manner of converting the capital stock of each of the said corporations into that of the new corporation; and how, and when, and for how long, Directors and other officers of such new corporation shall be elected, and when elections shall be held,with such other details as they shall deem necessary to perfect such new organization and the consolidation and amalgamation of the said corporations and the after management and working thereof; and such new corporation shall have power to consolidate or unite with either or any of the lines of railway having powers of consolidation or union, connecting with the said works, by the same means and to the same ends as the same may be consolidated by this Act. 26. Such agreement shall be submitted to the shareholders of each of the said corporations, at a meeting thereof, to be held separately, for the purpose of taking the same into consideration: notice of the time and place of such meetings and the object thereof shall be given by written or printed notices addressed to each of the persons in whose names, at the time of giving such notice, the capital stock of such corporations shall stand on the books ballot. books of such corporations, and delivered to such persons respectively, or addressed to them by mail, at their last known post office address or place of residence; and also by a general notice to be published in a newspaper published in the cities of Toronto and Hamilton, and in the city of Buffalo, once a week for two successive weeks. At such meetings of shareholders, such agree- Votes by ment shall be considered, and a vote by ballot taken for the adoption or rejection of the same,-each share entitling the holder thereof to one vote, and the said ballots to be cast in person or by proxy; and if two thirds of the votes of all the shareholders of such corporations present in person or by proxy at such meetings shall be for the adoption of such agreement, then that fact shall be certified upon each of the said duplicates by the Secretary of each of such corporations, under the corporate seals thereof; and if the said Deposit or agreement shall be so adopted at the respective meetings of the agreement in duplicate. shareholders of each of the said corporations, one of the duplicates of the agreement so adopted and of the said certificates thereon shall be filed in the office of the Secretary of State of Canada, and the other in the office of the Secretary of State of the State of New York; and the said agreement shall from thence be taken and deemed to be the agreement and act of consolidation and amalgamation of the Company and of such other corporation; and a copy of such agreement so filed, and of the certificates thereon, properly certified, shall be evidence of the existence of such new corporation. agreement 27. Upon the making and perfecting of the said agreement and Effect of act of consolidation, as provided in the next preceding section, and when per the filing of the said agreement as in the said section provided, the fected. several corporations, parties thereto, shall be deemed and taken to be consolidated and to form one corporation by the name in the said agreement provided, with a common seal; and shall possess all the rights, powers, privileges and franchises, and be subject to all the disabilities and duties of each of such corporations so consolidated and united, except as herein provided. vested in the 28. Upon the consummation of such act of consolidation Property to be as aforesaid, all and singular the property, real, personal and new Company. mixed, and all rights and interest appurtenant thereto, all stock, subscriptions and other debts due on whatever account, and other things in action belonging to such corporations, or either of them, shall be taken and deemed to be transferred to and vested in such new corporation, without further act or deel: Provided however Proviso: as to rights of that all rights of creditors and all liens upon the property of either creditors. of such corporations shall be unimpaired by such consolidation; and all debts, liabilities and duties of either of the said corporations shall thenceforth attach to the new corporation, and be enforced against it to the same extent as if the said debts, liabilities, and duties had been incurred or contracted by it: And provided also, Proviso: that no action or proceeding, legal or equitable, by or against the actions not to said corporations so consolidated, or either of them, shall abate or be affected by such consolidation, but for all the purposes of such abate. Borrowing power of new Company. Votes of tors. action or proceeding such corporation may be deemed still to exist, or the new corporation may be substituted in such action or proceeding in the place thereof. 29. The said new corporation shall have power, from time to time, to borrow such sums of money as may be necessary for constructing and completing the works hereby authorized, and for the acquiring of the necessary real estate for the site thereof, and approaches thereto; and to mortgage its corporate property and franchises to secure the payment thereof,-but within the amount herein before limited of three millions of dollars, and in manner and on the terms in the fourteenth and twenty-first sections of this Act provided. 30. At all meetings of the shareholders of the Company hereby incorporated each shareholder shall be entitled to cast one vote for each share of stock held by him, and to vote either in person or And of Direc- by proxy; and the Directors of the said Company may also, at any meeting of the Board, vote by proxy, such proxy to be held by another Director: Provided that no more than two proxies be held by one Director, of the other Directors; and not less than four Directors shall be present in person at any meeting of the Board of Directors for the transaction of business. Quorum of Time limited for subscrip tion; and commencement and comple tion of the words. Conditions the coming into force of this Act. 31. Fifty thousand dollars shall be paid in within two years, and the works shall be commenced within three years, and completed within eight years, from the coming into force of this Act; but the Directors may keep separate capital and working accounts for any part of the said works, and the building of part of the said works hereby authorized to be constructed, shall not render obligatory the construction of the whole. 32. This Act shall have no force or effect in respect of the preliminary to aforesaid bridge until duly certified copies of any Act passed by the Legislature of the State of New York, incorporating any company for objects similar, in respect of such bridge, to those contemplated by this Act, and of any Act of Congress of the United States, conferring necessary powers in respect of the same are filed in the Department of the Secretary of State of Canada ; upon which the Governor in Council may, by Proclamation, order that on from and after a day to be mentioned therein this Act, to such extent as aforesaid, shall be of full force and effect; and this Act shall accordingly to such extent thenceforth have full force and effect. CAP. CAP. LXXXIX. An Act to incorporate the Pacific Junction Bridge Company. [Assented to 14th June, 1872.] WE HEREAS the incorporation of a Company for the con- Preamble. struction of a bridge across the Saint Marie River, at or near the village of Sault Ste. Marie, in the District of Algoma and Province of Ontario, has been petitioned for, and such construction would be of great advantage to the public: Therefore Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows: 1. The Honorable William McMaster, Henry S. Howland, F. W. Certain Cumberland, M.P., Honorable Frank Smith, Noah Barnhart, persons incorporated. Colonel Francis C. Maude, C.B., W. H. Howland, Wm. F. McMaster, John Turner, John Moat, Humphrey Lloyd Hime, John Crawford, M.P., P. M. Grover, M.P., Hon. D. L. McPherson, James D. Edgar, William Alexander, Angus Morrison and William Gooderham, Junior, of Toronto, J. M. Williams, M.P.P, William McGiverin and Adam Brown, of Hamilton, Honorable James Skead and Edward McGillivray, of Ottawa, George W. Hamilton, M.P.P., of Montreal, T. Kelso and the Honorable Billa Flint, of Belleville, George A. Kirkpatrick, M. P., of Kingston, A. T. H. Williams, M. P. P. and A. Hugel, of Port Hope, J. D. Armour, Q. C., of Cobourg, T. D. McConkey, M. P. P. and W. D.Ardagh, M. P. P., of Barrie, S. C. Wood, M. P. P., of Lindsay, Colonel Wemyss Simpson, of Sault Ste. Marie, John MacIntyre, of Fort William, Honorable John Carling, of London, Anson G. P. Dodge, of Keswick, John McLeod, M.P.P., of Bowmanville and Thomas Marks, of Bruce Mines, and all such other persons as shall, under the provisions of this Act, become subscribers to or proprietors in the Company hereby intended to be incorporated, shall be and are hereby united into a Company, for constructing, maintaining, working and managing a bridge across the Saint Marie River, from some point at or near the village of Sault Ste. Marie, in the District of Algoma, according to the rules, orders, and directions of this Act and shall for that purpose be a body corporate and politic, by the name of the "Pacific Junction Bridge Company;" and the said Company shall Corporate be and they are hereby authorized and empowered from and after name and gen the passing of this Act, by themselves, their agents, officers, workmen and servants, to make and complete the bridge aforesaid; and to purchase, acquire and hold such real estate as is hereinafter mentioned, and from time to time to sell, alienate and dispose thereof, and to acquire other in lieu thereof, as may be requisite for the object aforesaid. eral powers 2. The capital of the said Company shall be five hundred thou- Capital and sand dollars, divided into five thousand shares of one hundred shares. 251 dollars |