Provisional
Directors.

Directors powers.

Limited

liability.

(a) carry out any of the purposes or objects of the Corporation;

(b) purchase, acquire by gift or otherwise, take over, hold, maintain and enjoy real and personal property by deed, lease or otherwise;

(c) sell, convey, mortgage, lease or otherwise dispose of such real and personal property or any part or portion thereof, and by its President and Secretary in the name of the Corporation make and execute any deed, lease, mortgage, pledge, liens or other conveyances of the same;

(d) raise money for the purpose of the Corporation by supplying teas, lunches, suppers, meals, food, drinks, concerts, entertainments and other things to the public and to collect and receive fees and payments for the same;

(e) make contracts for the purposes of the Corporation or incidental thereto, including the borrowing of money and making and giving and endorsing of promissory notes, drafts, acceptances and other securities, and it shall not be necessary therefor to use the corporate seal of the Corporation.

5. The persons named in the first section of this Act shall be provisional directors of the Corporation, and shall hold office until the first meeting of the Corporation and until such first meeting of the Corporation said provisional directors shall have power to open a stock subscription list, assign and allot stock of the Corporation, make calls on stock so allotted, and in general have and exercise all the powers of directors of the Corporation.

6. The directors of the Corporation shall have full power in all things to administer the affairs of the Corporation and to make or cause to be made for the Corporation any contract which the Corporation may enter into.

7. No member, officer, or director of the Corporation shall be liable for the debts or liabilities of the

Corporation beyond the amount (if any) unpaid on the capital stock subscribed or owned by such member unless the said member shall have made herself or himself personally liable therefor.

་

and Regula

8. The Corporation shall have power and author- By-laws, Rules ity to make by-laws with reference to the election of tions. its officers, the procedure at meetings of shareholders, the admission of visitors and guests to the Corporation's premises, the management and control generally of the affairs, and property of the Corporation, and other matters within the powers of the Corporation not expressly provided for by this Act; and from time to time to amend, alter, add to or repeal the same in whole or in part in the manner provided by such bylaws, rules and regulations.

subscriptions,

9. The Corporation is empowered to sue for and May sue for collect all entrance fees, subscriptions, calls on shares, fees, etc. assessments and other accounts and moneys which may become due the Corporation, and the same shall be due and payable at the time fixed by the terms of the by-laws of the Corporation, and the directors of the Corporation shall have full power to enforce and carry into effect all the by-laws of the Corporation and shall enforce the same when required in the manner directed in the by-laws.

meeting after

10. A meeting of the shareholders of the Corpora- Shareholders tion shall be held as soon as convenient after the pass- incorporation. ing of this Act for the purpose of making and adopting the by-laws and of electing the officers of the Corporation; notice in writing of said meeting showing the time and place thereof shall be given to each shareholder at least three days prior to the date of holding such meeting.

11. The Corporation may accept, hold, invest, Gifts, devises manage, use and dispose of all gifts, devises and be- and bequests. quests that may be given or made to or for it. The directors shall have power in the name of the Corporation to invest any money or funds of the Corporation so given, devised or bequeathed to it or otherwise acquired by it in any of the securities allowed as investments from time to time under the Trustees Act or any amendment thereto hereafter made, and

Corporate seal.

No dividends or profits to shareholders.

Proceedings on
Winding up

"Mason" defin

ed.

to call in and reinvest the same as to them may seem advisable and in their discretion to use the income or the principal of said investments for the objects of the Corporation.

12. Except for the transfer of real estate the corporate seal shall not be requisite in the transactions of the Corporation.

13. The Corporation shall pay no dividends or profits to its shareholders, but in case of the death of a shareholder, the Corporation shall have the right to purchase any shares previously held by such member and to resell such share, or to issue a share in its place. The Corporation shall have the right to pay to the Masonic Lodge of Lunenburg or any Masonic Lodge in Lunenburg all or any portion of the profits of the Corporation, provided that the Corporation be not in debt at the time.

14. Notwithstanding the next preceding section the Corporation may in the winding up of its affairs or on the sale of all its property repay to the shareholders the par value of their shares, any surplus to be handed over to the Masonic Lodge, or if there be more than one to such Masonic Lodge as the majority of the shareholders may determine. If there be no Masonic Lodge in Lunenburg at the time of the winding up of the Company and at the time a surplus is available for distribution, the surplus shall be han d'ed over to the Masonic Grand Lodge of Nova Scotia.

15. The word "Mason" in this Act shall mean a member of the Free and Ancient Order of Accepted Masons, and the words "Masonic Order" occurring in this Act shall mean the Free and Ancient Order of Accepted Masons.

CHAPTER 143.

An Act to Incorporate The Western Counties Home for Children.

(Passed the 23rd day of April, A. D., 1923).

Be it enacted by the Governor, Council, and Assembly, as follows:

1. Arthur P. Stoneman, Broker; Ralph H. Davis, Incorporation Manufacturer; Albert J. Fuller, Physician; William Caldwell, Merchant; Lewis Chipman, Barrister; G. Prescott Baker, Merchant; J. J. Clark Robbins, Merchant; Willard F. Kempton, Insurance Inspector; Paul L. Hatfield, M. P., all of the Town of Yarmouth; Howard W. Corning, Farmer, Chebogue Point, Charles K. Hurlbert, Municipal Clerk, Tusket; and their successors appointed or elected in accordance with the by-laws of the Corporation, are hereby created a body corporate under the name of "The Western Counties Home for Children."

2. The objects of the Corporation shall be to care objects. for, train and educate children who shall be committed to their care, under the laws of Nova Scotia and regulations made thereunder, by any Children's Aid Society or by the Superintendent of Neglected and Delinquent Children, and such other children as the Board of Directors shall from time to time determine.

ary.

3. There may be a Ladies' Auxiliary in connection Ladies' Auxiliwith the Corporation, who shall elect their own officers, act in an advisory capacity to the Corporation and perform such other duties as may be prescribed by the by-laws of the Corporation. They shall annually elect three of their members to be members of the Board of Directors.

ies.

4. Subject to the approval of the Corporation, Branch Societa Branch Society may be formed in any county. Three members of each Branch Society shall be elected annually to the Board of Directors by such Branch Society.

5. The Corporation may acquire real and personal May acquir property by deed, will, gift or in any other lawful

property.

Powers and
Privileges.

Limited iabi

lity.

Board of Directors.

May sue or be sued.

Negotiable 1n

struments; Bylaws.

May borrow by

or mortgage.

manner. The Corporation may sell or mortgage or dispose of the same for the benefit of the Corporation and in furtherance of the objects for which it is created.

6. The Corporation shall have any powers and privileges conferred on charitable institutions by the public statutes of the Province, particularly the power of giving consent to the adoption of children in its care under the provisions of Chapter 122 of the Revised Statutes of Nova Scotia, 1900, and Amending Acts.

7. No member of the Corporation shall be liable in his person or separate estate for the debts or liabilities of the Corporation, unless he expressly so con

tracts.

8. The Board of Directors of the said Corporation shall be not less than fifteen members, twelve elected by the Corporation, three by the Ladies' Auxiliary, and three by each Branch Society, if any, five of whom shall constitute a quorum. The persons named in the first section of this Act, together with the three elected by the Ladies' Auxiliary, shall be the first Board of Directos, and shall hold office until their successors are appointed at the first annual meeting.

9. The said Corporation may sue and be sued in its own name in all matters touching the property of said Corporation and all and every matter in which the said Corporation may or shall be directly or indirectly interested.

10. The Corporation shall have a corporate seal, and shall have power by its President and Secretary to make and execute any deed, lease or mortgage or other conveyance of the real and personal estate held by the Corporation; and the Corporation may make by-laws which, when approved by the Governor-inCouncil, shall have the force of law.

11. The Corporation may borrow or raise money issue of bonds by the issue of bonds or by mortgage of all or any part of its property and may draw, make, issue, endorse, accept and execute negotiable instruments for the purposes of the Corporation.