Provided always, that one-fourth part in value of the share- Special meetholders of the company shall at all times have the right to ings. 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.

by-laws.

14. A copy of any by-law of the company under their seal, Evidence of 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.

fer of.

15. The stock of the company shall be deemed personal Stock, transestate, and shall be transferable, in such manner only, and subject to all such conditions and restrictions as by this Bill or by the by-laws of the company shall be prescribed.

16. The directors of the company may call in and demand Calls. from the shareholders thereof respectively, all sums of money by them subscribed at such times and places, and in such payments or instalments as this Act may require or allow, and interest shall accrue and fall due at the rate of six per centum per annum, upon the amount of any unpaid call, from the day appointed for payment of such call.

17. Not less than ten per centum upon the allotted stock of Calls. the company shall by means of one or more calls be called in and made payable within one year from the incorporation of the company; and for every year thereafter at least a further ten per centum shall in like manner be called in and made payable until the whole shall have been so called in.

calls.

18. The company may enforce payment of all calls and inter- Actions for est thereon by action in any competent court; and in such action it shall not be necessary to set forth the special matter, but it shall be sufficient to declare that the defendant is a holder of one share or more, stating the number of shares and is indebted in the sum of money to which the calls in arrear amount in respect of one call or more upon one share or more, stating the number of calls, and the amount of each, whereby an action hath accrued to the company under this Act; and a certificate under their seal and purporting to be signed by any officer of the company to the effect that the defendant is a shareholder, that such call or calls has or have been made, and that so much is due by him and unpaid thereon shall be received in all courts of law or equity as prima facie evidence to that effect.

stock.

19. If after such demand or notice as by the by-laws of the Forfeiture of company may be prescribed any call made upon any share or shares be not paid within such time as by the by-law may be limited in that behalf the directors in their discretion by vote to that effect reeiting the facts and duly recorded in their minutes may summarily forfeit any shares whereon such payment

Overdue stock not transfer

able.

Transfer of stock.

Company not bound to see to

trusts as to tock.

Cheques.

Liability of

is not made; and the same shall thereupon become the property of the company and may be disposed of as by by-laws or otherwise they shall ordain.

20. No share shall be transferable until all previous calls thereon have been fully paid in or until declared forfeited for non-payment of calls thereon.

21. No transfer of stock unless made by sale under execution shall be valid for any purpose whatever, save only as exhibiting the rights of the parties thereto towards each otherand as rendering the transferee liable ad interim jointly and severally with the transferor to the company and their creditors until the entry thereof has been duly made in such book or books.

22. The company shall not be bound to see to the execution of any trust whether express, implied or constructive in respect of any share; and the receipt of the shareholder in whose name the same may stand in the books of the company shall be a valid and binding discharge to the company for any dividend or money payable in respect of such share and whether or not notice of such trust shall have been given to the company; and the company shall not be bound to see to the application of the money paid upon such receipt.

in

23. Every cheque, made, drawn or endorsed on behalf of the company by any agent, officer or servant of the company general accordance with his powers as such under the by-laws of the company shall be binding upon the company; and in no case shall it be necessary to have the seal of the company affixed to any such cheque or to prove that the same was made, drawn, accepted or indorsed, as the case may be, in pursuance of any by-law or special vote or order; nor shall the party so acting as agent, officer or servant of the company be thereby subjected individually to any liability whatsoever to any third party therefor; Provided always, that nothing in this Act shall be construed to authorize the company to issue any note payable to the bearer thereof or any promissory note intended to be circulated as money or as the note of a bank or to engage in the business of banking or insurance,

24. Each shareholder until the whole amount of his stock shareholders. has been paid up shall be individually liable to the creditors of the company to an amount equal to that not paid up thereon and in no event shall be liable beyond the amount of his stock paid up in full; but shall not be liable to an action therefor by any creditor before an execution against the company has been returned unsatisfied in whole or in part; and the amount due on such execution shall be the amount recoverable with costs against such shareholders.

liable for

25. The shareholders in this company shall be jointly and Shareholders severally individually liable for all debts due and owing to any debts due to of the labourers and servants thereof for services performed employees. for such company, but no shareholders in such company shall be personally liable in respect of any such debt which is not to be paid within one year from the time the debt is contracted, nor unless a suit for the collection of such debt be brought against the company within one year after the debt became due, and no suit shall be brought against any shareholder in such company for any debt so contracted, unless the same be commenced within two years from the time he ceased to be a shareholder, in such company, nor until an execution against the company shall have been returned unsatisfied in whole or in part.

26. The shareholders of the company shall not as such be Liability of held responsible for any act, default or liability whatever of shareholders. the company or for any engagement, claim, payment, loss, injury transaction, matter or thing whatsoever relating to or connected with the company beyond the amount of their respective shares in the capital stock thereof, except as in the next preceeding section is provided.

27. No person holding stock in the company as an executor, Liability of administrator, guardian or trustee shall be personally subject to executors, &c. liability as a shareholder, but the estates and funds in the hands of such person shall be liable in like manner and to the same extent as the testator or intestate or the minor ward or the person interested in such trust fund would be if living and competent to act and holding such stock in his own name; and no person holding such stock as collateral security shall be personally subject to such liability, but the person pledging such stock Liability on shall be considered as holding the same and shall be liable as pledged stock. a shareholder accordingly.

holders for

28. No loan shall be made by the company to any share- Loans to share. holder, and if such be made all directors and other officers of bidden. the company making the same or in anywise assenting thereto shall be jointly and severally liable to the company for the amount of such loan, and also to third parties to the extent of such loan with legal interest for all debts of the company contracted from the time of the making such loan to that of the repayment thereof.

cesses.

29. Service of all manner of summons or writ whatever upon Service of prothe company may be made by leaving a copy thereof at the office or chief place of business of the company with any grown person in charge thereof, or elsewhere with the president or secretary thereof; or if the company have no known office or chief place of business, and have no known president or secretary, then upon return to that effect duly made, the court shall order such publication as it may deem requisite to be made in the premises

for

Actions between company and shareholders. Increase of stock.

for at least one month in at least one newspaper; and such publication shall be held to be due service upon the company.

30. Any description of action may be prosecuted and maintained between the company and any shareholder thereof.

31. The capital stock of the company may be increased from time to time by the shareholders at any annual general meeting or any general meeting specially called for that purpose; and such increase may be agreed on by such proportions at a time as the shareholders shall determine and shall be determined by the majority of the votes of the shareholders present at such meeting in person or by proxy but in no case to exceed five hundred thousand dollars.

Preamble.

CAP. XCVIII.

An Act to incorporate the Parry Sound Lumber Company.

W

[Assented to 2nd March, 1872.]

HEREAS by the petition of Anson Greene Phelps Dodge, of Keswick, in the County of York, John Clauson Miller, of the City of Toronto, Dalton McCarthy, the younger, of the town of Barrie, in the County of Simcoe, Esquire, William J. Hunt, John Thurmen Gilchrist and David Crawford White, all' of the City of New York, in the State of New York, lumberers, it appearing that the said petitioners have purchased the saw mills known as the Parry Sound Mills and own valuable works; And whereas the said petitioners purchased the said property with the intention of selling and disposing of the same to a company to be formed and created under and by virtue of this Act, and to be formed of the said petitioners and other persons for the purpose of carrying on the lumbering business in all its branches at the said mills; And, whereas the said petitioners have prayed that an Act may be passed authorizing the formation of the said company for such purposes, and that they may be incorporated under the title of "The Parry Sound Lumber Company" for the purpose of manufacturing timber, saw-logs and other products of the wood, and also for the purpose of cutting, taking out, making and carrying timber and saw-logs for the purpose of such manufacture, and for the buying and selling of lumber and timber, and for acquiring holding, alienating and conveying such mill properties, mill sites, and water powers as may be deemed advisable for the carrying said business, and for the construction of all works, rail or tramways, mill engines, dams, sluices, scows, schooners, vessels and steamboats and other works necessary for carrying on of such business at Parry Sound, in the Province of Ontario, and at other places in said Province; And whereas it is expedient to grant the prayer of the said petition :

eTherefor

Therefore Her Majesty, by and with the advice and consent of the Legislative Assembly of the Province of Ontario, enacts as follows::

1. Anson Greene Phelps Dodge, John Clauson Miller, Dal- Certain person ton McCarthy, the younger, William J. IIunt, John Thurmen incorporated. Gilchrist and David Crawford White together with all such persons and corporations as shall become shareholders in the said company hereby incorporated shall be and are hereby constituted a body corporate and politic by and under the name of "The Name. Parry Sound Lumber Company.'

2. The said corporation is hereby constituted for the purpose objects of of purchasing and acquiring the said saw mill and premises company. known as the Parry Sound Mills, and which are situate in the village of Parry Sound, together with all mills, works, timber lumber, dams, sluices, and all other rights and privileges aforesaid upon such terms and conditions as the same may be acquired or purchased for, and may hold, use and enjoy all such property, for the purpose of carrying on the business aforesaid in all its branches under the provisions of this Act.

struct mills

3. The company may construct or maintain such buildings, Power to conmills, machinery, dwelling and other houses, barns and sheds, tramways, wharves and piers, rail or tramways, dams, sluices and other wharves, etc. works as may be required, or may be deemed advantageous for the carrying on of the business of the said company.

hold steam

4. The company shall have power to construct, purchase, char- Company may ter, and navigate steam vessels and other water craft, on any vessels, etclake, river, or stream within the Province of Ontario, for the purpose of carrying, towing, or conveying saw logs, timber, lumber, laths, shingles, or other manufactured stuff, in connection with the said mills, or any mill or mills hereafter to be erected or acquired by the said company.

5. The capital stock of the said company shall be three Capital stock hundred thousand dollars, in shares of one hundred dollars each, and shares. which stock shall be subscribed by the persons herein before named, and such other persons and corporations as may become shareholders in the company; and the money so raised shall be applied in the first place to the payment of all fees, expenses, and disbursements for procuring the passing of this Act, and all the rest and residue of the said money shall be applied towards acquiring the said saw mills and premises, and personal property and all such other personal property as may be required in carrying on the business of the said company.

6. The directors of the company if they see fit at any time Increase of after the whole capital stock shall have been allotted and paid capital stock. in, but not sooner, may make a by-law for increasing the capital stock of the company to any amount not exceeding six hun

dred