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shall be proprietors of four hundred shares in the capital stock of the said Corporation, shall have power by themselves or their proxies at any time to call a general meeting of the stockholders, for the purpose of taking into consideration the propriety of dissolving the said Corporation, giving at least one month's previous notice in two or more Newspapers published in the City of Saint John, and specifying in such notice the time and place of such meeting, with the objects thereof; and should it be determined by a majority of votes of the stockholders present at such meeting, (such majority being proprietors of not less than one hundred shares) that the said Corporation should be dissolved, it shall be the duty of the President and Directors then in office, and they are hereby authorized and empowered to take immediate and effectual measures for closing the concerns of the said Company, and for dividing the capital and profits or loss which may remain among the stockholders in proportion to their respective in

terests.

2. Any sale or sales, transfer or transfers, which shall be made by the said President and Directors pursuant to the powers given by this Act, shall be valid and effectual to all intents and purposes; provided always, that prior to any sale or transfer being made of the property of said Corporation, thirty days notice of the time and place of sale shall be given by advertisement in two or more Newspapers published in the said City.

60

FISHING COMPANY.

14th VICTORIA-CHAPTER 14.

An Act to incorporate the Northumberland Straits Fishing

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Company.

5. Annual meeting for choice of Directors,

&c.

6. Special meetings, how called.

Section.

7. Officers, how appointed.
8. Who entitled to vote.

9. Debts, what responsible for.
10. Shares may be assessed.
11. What lands, &c. may possess.
12. Shareholders in England, powers of.
13. When Act may be void.

Passed 30th April 1851.

WHEREAS the establishment of a Fishery on the Northumberland Straits, adjoining the shores of this Province, will be productive of great advantage to the public, and tend to promote and extend both its commercial and agricultural resources: And whereas it is deemed expedient to incorporate a Company for the purpose of managing such Fishery ;—

Be it therefore enacted, &c.-1. Joseph Avard, George Oulton, John Bent, and Alexander Munro, Esquires, William L. Trueman, William Silliker, Jacob Silliker, John Munro, James Munro, Joseph Harper, William Henry Buckerfield, and Thomas Edwin Oulton, and all and every person or persons who shall from time to time become proprietors of shares in the Corporation hereby established, their successors and assigns, shall be and they are hereby erected into a Company, and declared to be a body corporate, by the name of “The Northumberland Straits Fishing Company," and by that name shall have perpetual succession and a common seal, and shall and may by that name sue and be sued, implead and be impleaded, answer and be answered unto, and have and enjoy all the general powers and privileges made incident to a Corporation by Act of Assembly of this Province, for the purpose of carrying on such Fishery.

2. The capital stock of the said Corporation shall be twenty thousand pounds, to be divided into two thousand shares of ten pounds each; and such shares shall be deemed and taken to be personal estate, and transferable and distributable as personal estate is transferable and distributable by the laws of this Province.

3. The first meeting of the Corporation shall be called by Alexander Munro, Esquire, when and as soon as four hundred shares of the stock of and in such Corporation shall have been taken and subscribed for; and in case of his death or refusal to act, by any two of the above named corporators, after ten days notice in writing, in some Newspaper published in the City of Saint John, for the purpose of organizing such Corporation; which meeting shall be held at the time and place mentioned in such notice.

4. At such meeting or at any subsequent meeting to be held for that purpose, five Directors, owning respectively five or more shares in the said Corporation, shall be elected; which Directors, or any three of them, at their first meeting after such election, shall choose one of their number to be President of the Company, and shall serve until the first annual meeting of the said Company for the choice of Directors, or until others shall be elected in their stead; and such President and Directors shall have full power and authority to manage the affairs of the said Corporation, three being a quorum, subject to the bye laws and regulations which may from time to time. be made by the said Corporation.

5. A general meeting of the shareholders in the said Corporation shall be annually holden in the month of June at such place as shall be appointed at any previous meeting, or in default of such appointment, at Bay Verte, in the County of Westmorland; at which annual meeting, or at any adjournment thereof, there shall be chosen of the said shareholders five Directors, who shall continue in office for one year, or until others shall be appointed in their stead, and shall at their first meeting choose a President as aforesaid, who shall have a casting vote in case of equality at all meetings of such Di

rectors.

6. It shall and may be lawful for any three or more of the shareholders in the said Corporation, by writing under their hands, to call a special meeting of the said Corporation, the purpose or object, place, day, and hour of which meeting shall be stated in such writing, and twenty days notice thereof shall be given by public advertisement in some Newspaper published in the City of Saint John, and also by Circular addressed by the Secretary to every shareholder, and sent by Post to his or

her last known place of abode; and all proceedings at such special meeting so called, shall be as valid and effectual as if taken at any general annual meeting as aforesaid.

7. The Directors for the time being shall have power to appoint a Secretary and Treasurer, and such other officers, and also such sub-committee or sub-committees as they or the major part of them shall think necessary, and shall allow such remuneration as they shall think proper for their services; and the Directors shall exercise such powers and authorities for regulating the affairs and managing the business of the said Corporation, as shall be prescribed by the bye laws and regulations of the same.

8. Every person owning a share in the said Corporation shall be a member thereof, and be entitled to vote at all meetings of the said Company, and members may give as many votes as they own shares, and absent members may vote by proxy, such proxy being in writing under the hand of such member; provided that at all meetings, whether of shareholders or Directors, all questions shall be decided by a majority of votes, the President or Chairman having a casting vote in case of equality of votes.

9. The joint property or stock of the said Corporation, whether real or personal, shall alone be liable for its debts or engagements, and no individual proprietor shall be or become answerable or accountable by any ways or means, for any other or greater sum of money than the amount of shares or stock which he shall actually and bona fide possess in the capital stock of the said Corporation.

10. The President and Directors may from time to time assess upon each share such sum or sums of money as shall be judged by them to be necessary for the purposes of the said Company, and appoint the same to be paid at such time or times, and by such instalments as they may think proper, not exceeding in the whole the sum of one pound in respect of each share; provided that notice of such instalment shall be given by the Secretary in some two Newspapers published respectively in Saint John and in London, and also by Circular sent to each proprietor by Post, addressed to his or her last known place of abode, at least twenty days before the day appointed for such payment; and in case of default in pay

ment for the space of thirty days after the time appointed for such payment, the said Directors are hereby empowered to sue for and recover the same, or to declare such shares so in arrear forfeited, and to sell the same to the highest bidder, and apply the produce of such sale to the discharge of any instalment then due, with interest thereon; and the transfer or assignment of the said Directors, under the common seal of the said Company, shall be good and valid to all intents and purposes whatsoever.

11. The said Company shall and may take, purchase, and hold any lands, tenements, or hereditaments in fee simple or otherwise, not exceeding in the whole five thousand acres, and also any moneys, securities for money, mortgages, ships, vessels, or shares in any ships or vessels, shares or stock in any Company, or other property whatsoever; and shall and may have full power and authority at any general meeting, whether annual, special, or adjourned, to make and establish such bye laws and regulations as may be necessary for the management and ordering of the business of the said Company, and of the affairs and business thereof; and also respecting the making calls on the shares therein, the transfer and registry of such shares, and all other matters and things in any way concerning the said Corporation and the management thereof, and of the fishery intended to be established as aforesaid, provided that no such bye law shall be contradictory or repugnant to the laws of this Province; provided also, that no such bye law shall have any power or effect until it shall have been submitted to and approved by the Lieutenant Governor in Council, and published in the Royal Gazette.

12. In the event of five hundred shares in the said Company being taken and subscribed for in England, it shall be lawful for the proprietors resident therein to choose four Directors from their own body, at a meeting to be held for that purpose, to be convened by public notice in some London Newspaper; and such four Directors resident in England shall have such and the same powers and authorities as are hereby conferred upon the five Directors hereinbefore mentioned; provided that nothing herein contained shall affect, alter, or abridge the power of the shareholders in England, as members of the said Corporation; provided also, that after the election of such

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