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by their Petition to the Legislature, to be incorporated as a Company for the purpose of constructing a Railway from any point in the said City of Quebec to any point at or beyond Lake St. John, in the County of Chicoutimi, for the purpose of facilitating the settlement of a large tract of the waste and uncultivated lands of this Province, of supplying the said City of Quebec with cheap fire wood, and providing at more reasonable rates than at present exist, the numerous lumber and ship-yards of the said City and neighbourhood with timber for building and other purposes; and in view of the great advantages which will result to the Province, its trade, and the inhabitants of the said City, by the construction of the said Railway, it is expedient to grant the prayer of the said Petition : Be it therefore enacted by the Queen's Most Excellent Majesty, by and with the advice and consent of the Legislative Council and of the Legislative Assembly of the Province of Canada, constituted and assembled by virtue of and under the authority of an Act passed in the Parliament of the United Kingdom of Great Britain and Ireland, and intituled, An Act to re-unite the Provinces of Upper and Lower Canada, and for the Government of Canada, and it is hereby enacted by the authority of the same, as follows :
I. The above named persons, or any of them, together The Quebec with all such other persons as shall become shareholders of and Saguenay any share or shares in the undertaking hereinafter authorized to
a Railway to be carried on, shall be, and are hereby ordained, constituted corporated and declared to be a Body Corporate and Politic in fact and in name, by the title of the Quebec and Saguenay Railway Company.
II. The several Clauses of the Railway Clauses Consolida- Certain tion Act, with respect to the first, second, third and fourth clauses of 14. clauses thereof, and also the several clauses of the said Act, it
of 13 V. c. 51,
I Actincorporated with respect to "Interpretation," " Incorporation,” “Powers,” with this Act. “ Plans and Surveys, ' “ Lands and their valuation," “ Highways and Bridges, ' c Fences," “ Tolls," “ General Meetings," “ Directors, their election and duties,"Shareholders," Shares and their transfer," " Municipalities, "« Actions for indemnity," “Fines and Penalties, and their prosecution," " Working of the Railway,” and “ General Provisions,” as amended or modified As amended by the Act passed in the last Session of the Provincial Parlia- ".
4 c. 169. ment, and intituled, An Act in culiition to the General Railway Clauses Consolidation Act, shall be incorporated with this Act, save in so far as they are expressly varied by any clause or provision hereinafter contained ; subject always to the following modification of the ninth sub-section of the said clause of the said Railway Clauses Consolidation Act, headed “ Plans and Modification
of certain proSurveys,” that is to say, that lands to the extent of twenty cisi acres may be taken by the said Company without the consent said clauses. of the owner thereof, but subject to the provisions of the
said Act in that behalf, for Stations, Depôts, or other works, in any City or Town; and subject further to the following modification of the twelfth sub-section of the clause of the said last mentioned Act, headed “ Lands and their valuation,” That is to say, that in any case where three arbitrators shall have been appointed, the costs of the arbitration shall be borne by the party whose offer shall be furthest from the amount awarded as a compensation for the taking of lands by the Company.
Line of the Railway defined.
. III. The said Company and their agents, servants and workmen, are hereby authorized and empowered to lay out, construct, make and finish, a double or single iron or tram Railway, from the City of Quebec, following the valley of the St. Charles as far as Commissioners' Bridge, thence in a north-westerly direction, to the river St. Anne.
Company IV. The said Company shall have the power to erect may bridge
in and construct such bridges as they may require for the the line, and purposes of the said Railway, over any part of any river, take tolls.
as they may deem necessary, with the right, if they think proper, to adapt the said bridges to the passage of horses, vehicles and passengers, subject to the clauses, stipulations and conditions of the Railway Clauses Consolidalion Act, and
of the Act above mentioned, intituled, An Act in addition to the Proviso.
General Railway Clauses Consolidation Act : Provided always, that in case such bridges be used by the public as toll-bridges, the rates and tolls shall be fixed by the Governor in Council.
Power to take V. It shall and may be lawful for the said Company, with wild lands, the consent of the Governor in Council, to take and appro beach lands,
priate for the use of the said Railway, but not to alienate, so much of the wild lands of the Crown not heretofore granted or sold, lying on the ronte of the same ; as also so much of the land covered with the waters of any river, lake, stream or canal, or of their respective beds, as may be found necessary for the making and completing and more conveniently using the said Railway, and thereon to erect such wharves, quays, inclined planes, cranes and other works as to the said Company shall seem meet.
Conveyances VI. All deeds and conveyances of lands to be conveyed to the Com: to the said Company for the purposes of this Act, shall and pany to be in form of the may, as far as the title to the said lands or the circumstances Schedule A. of the party making such conveyance will admit, be made
in the form given in ihe Schedule to this Act marked A, and need not be made before a Notary, and for the purpose
of a due enregistration of the same, the Registrars of the Registration several Counties through which the said Railway or any of thereof.
the said branches may run, are hereby required respectively to be furnished, by and at the expense of the said Company, with a book, with copies of the form given in the said Schedule A,
one to be printed on each page, leaving the necessary blanks to suit the separate cases of conveyance, and in such book, to enter and register the said deeds upon production thereof and proof of execution, without any memorial, and to minute such entry on the Deed ; and the said Company shall pay to the Fees to ReRegistrar for the said registration and certificate thereof, the $1$ sum of one shilling and three pence, and no more ; which said registration shall be held and deemed to be valid in law ; the provisions of any Act or Ordinance for the registration of Deeds now in force in this Province to the contrary notwithstanding
VII. The Capital Stock of the said Company shall not Capital Stock: exceed in the whole the sum of one hundred thousand and to what pounds currency, to be divided into ten thousand shares of
shall be apten pounds each ; which amount shall be raised by the plied. persons and Corporations who may become Shareholders in such stock ; and the said money so raised shall be applied in the first place, towards the payment and discharge of all fees, expenses and disbursements for procuring the passage of this Act, and for making the surveys, plans and estimates connected with the Railway, and all the rest and remainder of such money shall be applied towards making, completing and maintaining the said Railway and other purposes of this Act, and to no other purpose whatever : Provided always, that the Proviro : as
to increase said Capital Stock may be increased as provided by the second of Sociale sub-section of the nineteenth section of the Railway Clauses Consolidation Act.
VII. The said Honorable P. J. 0. Chauveau, Stewart First Direc. Derbishire, J. A. Sewell, Joseph Morrin, A. C. Buchanan, tors. C. Téru, L. Bilodeau, Charles Alleyn, F. R. Angers, J. E. De Blois, E Chinic, H. Benjamin and H. Noad, Esquires, shall be and are hereby constituted the first Directors of the said Company, and the said P. J. 0. Chauveau, the President thereof, and shall hold their Office until others shall under the provisions of this Act, be elected by the Shareholders, and shall, until that time, constitute ihe Board of Duration of Directors of the said Company, with power to open Stock office. Books, and make a call on the shares subscribed in such Powers. Books, and call a meeting of the subscribers for the election of Directors in the manner hereinafter provided, and to lay out the Railway, with all such other powers as, by the said Railway Clauses Consolidation Act, are conferred upon the Directors elected under the said Act, or named by this Act.
IX. Any person, corporation, or party who, before the pas- Liability of sing of this Act, has or shall have subscribed, or authorized persons who any person to subscribe his, or her name, or the corporate name
have subscribof any such corporation, for any amount of Stock in any Stock passing of this Book of the then intended Company to construct a Railway Act. from any point in the City of Quebec, to any point at or beyond
Lake St. John, in the Saguenay Territory, to be called “ The Quebec Northern Railroad,” binding themselves in the said Stock Book, or on any single sheet of paper issued for the purpose of subscribing Stock thereon to the said Quebec Northern Railroad, to pay for the amount of Shares for which any such person or Corporation has subscribed or authorized any person to subscribe, shall be deemed to have subscribed for a like amount of Stock of the Company hereby incorporated, notwithstanding that the name of the said undertaking is by this Act altered to that of The Quebec and Saguenay Railway, and shall have all the rights, and be subject to all the liabilities which they would have, or be liable to, if they had subscribed for a like amount of Stock under the provisions of this Act.
First Meet- X. When and so soon as five per cent of the said Capital ing of Share- Stock shall have been subscribed and paid in, it shall be lawful holders when and how to be for the said Directors, or a majority of them, to call a meeting called. of the holders of such Shares, at such place and time as
they shall think proper, giving at least fifteen days' public notice of the same in a newspaper published in the French language, and in one published in the English language in the City of Quebec, at which said general meeting, and at the annual general meeting hereinafter mentioned, the private shareholders present, either in person or by proxy, shall elect
seven Directors in the manner hereinafter mentioned, and one Election of Directors.
Director shall be chosen by each Municipal Corporation being Shareholders to the amount of five thousand pounds currency, which said Director shall be the Mayor of such Municipality,
or such other person as each such Municipality may by By-law Duration of specially appoint for that purpose ; the fourth sub-section of the office.
eighteenth Section of the said Railway Clauses Consolidation Act in this respect being hereby superseded ; and which said Directors shall hold office until the first Monday in March following.
Annual Gen. Xl. On the said first Monday in Níarch, and on the first Monday eral Meeting in March in each year thereafter, or on such other day and at and Election.
". such place as shall be appointed by any By-law, there shall be
chosen by the private Shareholders seven Directors, in manner Notice thereof. hereinafter mentioned; and public notice of such Annual
Election shall be published one month before the day of Election in the Canada Gazette, and all Elections for such Directors shall be by ballot, and the seven persons who have the greatest number of votes at any Election shall be the Directors ; and if it shall happen that any two or more shall have an equal number of votes, the private Shareholders shall determine the
Election by another or other ballots, until a choice is made ; Vacancies. and if any vacancy shall at any time happen among the said
seven directors by death, resignation or otherwise, such va
cancy shall be filled for the remainder of the year by a majority Board formed. of the Directors ; and the said seven Directors, together with
the Representatives of the Municipal Corporations subscribing as aforesaid, shall form the Board of Directors.
XII. Three of the said Directors shall form a Quorum for Quorum. the transaction of business ; and the persons qualified to be elected Directors of the said Company under this Act, shall Qualification. be Shareholders bolding each at least six Shares in the Stock of the said Company, who shall have paid up all calls on such Shares.
XIII. It shall and may be lawful for the Directors at any Calls how to time to call upon the Shareholders for such instalments upon be made. each Share which they may hold in the Capital Stock of the said Company, in such proportions as they may see fit, so as no such instalment shall exceed ten per cent on the amount of each Share, giving at least one month's notice for each call, in such manner as they shall appoint : Provided always, that Proviso: unless the said Company shall have commenced the under- forfeiture of taking within five years from the passing of this Act, and charter by completed the same to the River St. Anne, within ten years" therefrom, this Act shall be null and void.
XIV. The said Company shall have power to become Company parties to Promissory Notes and Bills of Exchange, for sums may be party not less than Twenty-five pounds, and any such Promissory
to Bills of
s Note made or endorsed, and any such Bill of Exchange drawn, and how. accepted or endorsed, by the President of the Company, or Vice-President, and countersigned by the Secretary and Treasurer, and under the authority of a quorum of the Directors, shall be binding upon the said Company ; and every such Promissory Note or Bill of Exchange so made, drawn, accepted or endorsed by the President or the Vice-President of the said Company, and countersigned by the Secretary and Treasurer as such, after the passing of this Act, shall be presumed to have been properly made, drawn and accepted or endorsed, as the case may be, for the Company, until the contrary be shewn; and in no case shall it be necessary to have the Seal Seal not of the Company affixed to any such Bill of Exchange or Pro- required. missory Note, nor shall the President, Vice-President, or the ...
", Non-liability Secretary and Treasurer of the Company, so making, draw
w of persons ing, accepting or endorsing any such Promissory Note, or signing them. Bill of Exchange, be thereby subjected individually to any liability whatever : Provided always, that nothing in this Section Proviso. shall be construed to authorize the said Company to issue any Note payable to bearer, or any Promissory Note intended to be circulated as Money, or as the Notes of a Bank.
XV. Avy Shareholder in the said Company, whether a British Aliens Subject or an alien, or a resident in Canada or elsewhere, vote and hold shall have equal riglits to hold Stock in the said Company, office. to vote on the same, and be eligible to office in the said Company.