Proxy.

Proviso.

be entitled to give a greater number of votes than twenty; and it shall be lawful for absent Shareholders to give their votes by proxy, such proxy being also a shareholder, and not being either a Cashier or other officer in said Bank, and being provided with a written authority from his constituent or constituents, in such form as shall be established by a by-law, and which authority shall be lodged in the Bank: Provided always, that a share or shares of the Capital Stock of the said Corporation, that shall have been held for a less period than three Calendar Months immediately prior to any meeting of the Shareholders, shall not entitle the holder or holders to vote at such meeting, either in person or by Proxy: provided also, that where two or more persons are joint holders of shares, it shall be lawful that one only of such joint holders be empowered by Letter of Attorney from the other joint holder or holders, or a majority of them, to represent the said shares and vote accordingly; Asd provided also, and it is hereby enacted, that no Aliens not to Shareholder who shall not be a natural born, or naturalized subject of Her Majesty, or who shall be a subject of any Foreign Prince or State, shall, either in person or by proxy, vote at any meeting whatever of the Shareholders of the said Corporation, or shall assist in calling any meeting of the Shareholders, any thing in this Act to the contrary notwithstanding.

Joint owners of Stock.

vote.

Extraordinary

ings how called.

XVII. And be it enacted, that any number, not less than twenty, of the Sharcgeneral meet holders of the said Corporation, who together, shall be proprietors of at least two hundred and fifty shares of the paid-up Capital Stock of the Corporation, by themselves or proxies; or the Directors of the Corporation, or any seven of them, shall respectively have power at any time to call a special general meeting of the Shareholders of the Corporation, to be held at their usual place of meeting in the City of Montreal, upon giving six weeks previous public notice thereof, and specifying in such notice the object or objects of such meeting; and if the object of any such special general meeting be to consider of the proposed removal of the President, or Vice President, or a Director or Directors of the Corporation, for mal-admistration or other specified and apparently just cause, then and in such cases, the person or persons whom it shall be so proposed to remove, shall, from the day on which the notice shall first be published, be suspended from the duties of his or their office or offices, and if it be the President, or Vice President whose removal shall be proposed as aforesaid, his Office shall be filled up by the remaining Directors, (in the manner hereinbefore provided in the case of a vacancy occurring in the Office of President, or Vice President) who shall choose or elect a Director to serve as such President or Vice President, during the time such suspension shall continue or be undecided upon.

Malversation.

Stock to be

XVIII. And be it enacted, that the shares of the Capital Stock of the said Corpersonal pro- poration, shall be held and adjudged to be personal estate, and be transmissable accordingly; and shall be assignable and transferable at the Bank, according to

perty.

the

How trans

the form of schedule A, annexed to this Act; but no assignment or transfer shall be valid and effectual unless it be made and registered in a book or books to be kept by the Directors for that purpose; nor until the person or persons making the same shall previously discharge all debts actually due by him, her, or them, to the Corporation, which may exceed in amount the remaining stock (if any) belonging to such person or persons; and no fractional part or parts of a share, or other than a whole share, shall be assignable or transferable: and when any share ferable. or shares of the said Capital Stock, shall have been sold under a writ of execution, the Sheriff by whom the writ shall have been executed shall within thirty days after the sale, leave with the Cashier of the Corporation, an attested copy of the writ, with the certificate of such Sheriff indorsed thereon, certifying to whom the sale has been made; and thereupon (but not until after all debts due by the original holder or holders of the said shares to the Corporation shall have been discharged as aforesaid,) the President, or Vice President, or Cashier of the Corporation, shall execute the transfer of the share or shares so sold, to the purchaser, and such transfer, being duly accepted shall be, to all intents and purposes, as valid and effectual in Law as if it had been executed by the original holder or holders of the said shares, any Law or usage to the contrary notwithstanding.

XIX. And be it enacted, that the said Corporation hereby constituted shall not, either directly or indirectly, hold any lands or tenements, (save and except such as by the first section of this Act they are specially authorized to acquire and hold, or any ships or other vessels, or any share or shares of the Capital Stock of the Corporation, nor in any Bank in this Province, nor shall the said Corporation either directly or indirectly, lend money or make advances upon the security, mortgage or hypothecation (hypothèque,) of any lands or tenements, or of any ships or other vessels; nor upon the security or pledge of any share or shares of the Capital Stock of the Corporation, or of any Goods, Wares or Merchandize, nor shall the said Corporation, either directly or indirectly, raise loans of money, or deal in the buying, selling or bartering of Goods, Wares or Merchandize, or engage or be engaged in any trade whatever, except as dealers in gold and silver bullion, bills of exchange, discounting of promissory notes and negotiable security, and in such trade generally as legitimately appertains to the business of Banking: Provided always, that the said Corporation may take and hold mortgages and hypothèque on real estates and property in this Province, by way of additional security for debts contracted to the Corporation in the course of their dealings.

In what the business of the

Corporation shall consist.

Discounts and advances to li

XX. And be it enacted, that the aggregate amount of discounts and advances made by the said Corporation upon commercial paper or securities bearing the Directors fi name of any Director or Officer, or the co-partnership, name or firm of any Direc

tor

mited.

Interest to be

ed the Bank.

tor of the said Corporation, shall not at any one time exceed one third of the total amount of discounts or advances made by the Corporation, at the same time.

XXI. And be it enacted, that it shall and may be lawful for the said Corporataken or allow- tion to allow and pay interest, (but not exceeding the legal rate of interest in this Province,) upon moneys deposited in the Bank; and also it shall and may be lawful for the Corporation, in discounting promissory notes or other negotiable securities, to receive or retain the discount thereon, at the time of the discounting or negotiating the same; any law or usage to the contrary notwithstanding.

How Bonds,

Bills, &c. of tion shall be

signed, &c.

Bills to be

XXII. And be it enacted, that the bonds, obligations and bills, obligatory and of credit, of the said Corporation, under the common scal, and signed by the President or Vice President, and countersigned by a Cashier thereof, which shall be made payable to any person or persons, shall be assignable by endorsement thereon, under the hand or hands of such person or persons, and of his, her or their assignee or assignees, and so as absolutely to transfer and vest the property thereof in the several assignees, successively, and to enable such assignee or assignees to bring and maintain an action or actions thereupon in his, her or their own name or names; and signification of any such assignment by endorsement shall not be necessary, any law or usage to the contrary notwithstanding; and bills or notes of the Corporation signed by the President or Vice President, and countersigned by a Cashier thereof, promising the payment of money to any person or persons, his, her or their order, or to the bearer, though not under the seal of the Corporation, shall be binding and obligatory upon the same, in the like manner, and with the like force and effect as they would be upon any private person or persons, if issued by him, her or them, in his, her or their private or natural capacities and shall be assignable or negotiable in the like manner as if they were so issued by such private person or persons: Provided always, that nothing in this Act contained shall be held to debar the Directors of the Corporation from authorizing or deputing from time to time any Cashier or Officer of the Corporation, or any Director, other than the President or the Vice President, or any Cashier, Manager or local Director of a Branch, or Office of discount and deposit of the said Corporation, to sign, and any Cashier, Accountant or Book-keeper of the said Corporation, or of any Branch, or Office of discount and deposit thereof, to countersign the bills or notes of the said Corporation intended for general circulation, and payable to order, or to bearer, on demand.

XXIII. And be it enacted, that the notes or bills of the said Corporation made payable in spe- payable to order, or to bearer, and intended for general circulation, whether the same shall issue from the chief place or seat of business of the Corporation in the City of Montreal, or from any of the branches of the Corporation, under the ma

cie.

nagement

nagement of a local Board of Directors in other places in the Province, shall bear date at the place of issue and not elsewhere; and shall be payable on demand in specie at the same place of issue.

ment beyond

to forfeit the

XXIV. And be it enacted, that a suspension by the said Corporation (either Suspension of at the chief place or seat of business in the said City of Montreal, or at any of specie paytheir branches or offices of discount and deposit at other places in this Pro- a certain time vince,) of payment on demand, in Specie, of the Notes or Bills of the said Charter of the Corporation payable on demand, shall, if the time of suspension extend to sixty Bank. days, consecutively or at intervals, within any twelve consecutive months, operate as and be, a forfeiture of this Act of Incorporation, and all and every the privileges hereby granted.

Note under £1 each.

XXV. And be it enacted, that the total amount of the Notes or Bills of the said Corporation, being for a less sum than one pound, current money of Canada, each, that shall be or may have been issued and put in circulation, shall not exceed at any one time one fifth of the amount of the Capital Stock of the Corporation then paid up: Provided always, that no notes under the nominal value of five shillings None under 5s. shall at any time be issued or put into circulation by the Corporation, nor shall any further limitation by the Legislature of the total amount of notes to be issued be held to be any infringement of the privilege hereby granted.

XXVI. And be it enacted, that the total amount of the debts which the said Corporation shall at any time owe, whether by bond, bill, note or otherwise, shall not exceed three times the aggregate amount of the Capital Stock paid in, and the deposits made in the Bank in specie and Government securities for money, and at no one period after the passing of this Act shall the notes or bills payable on demand and to bearer exceed the amount of capital paid up of the said Corporation; and in case of excess, the said Corporation shall forfeit this Act of Incorporation and all the privileges hereby granted; and the Directors under whose administration the excess shall happen, shall be liable jointly and severally for the same, in their private capacities, as well to the Shareholders, as to the holders of the bonds, bills and notes of the Corporation; and an action or actions in this behalf may be brought against them, or any of them, and the heirs, executors, administrators or curators of them, or any of them, and be prosecuted to judgment and execution according to law, but such action or actions shall not exempt the Corporation, or their lands, tenements, goods or chattels from being also liable for such excess: Provided always, that if any Director present at the time of contracting any such excess of debt do forthwith, or, if any Director absent at the time of contracting any such excess of debt, do within twenty four hours after he shall have obtained a knowledge thereof, enter on the minutes or register of proceedings of the Corpo

Liabilities of

the Corpora

tion not to exceed a certain

amount.

Directors not

liable for excess in certain

cases.

Stockholders

to be liable to

respective shares.

ration, his protest against the same, and do, within eighth days thereafter, publish such protest in at least two newspapers published in the City of Montreal, such Directors may thereby, and not otherwise, exonerate and discharge himself, his heirs, executors, and administrators or curators from the liability aforesaid, any thing herein contained, or any law to the contrary notwithstanding: And provided always, that such publication shall not exonerate any Director from his liability as a Shareholder.

XVII. And be it enacted, that in the event of the property and assets of the twice the a- Corporation hereby constituted, becoming insufficient to liquidate the liabilities and mount of their engagements, or debts thereof, the Shareholders of the Corporation, in their private or natural capacities, shall be liable and responsible for the deficiency, but to no greater extent than to double the amount of the paid np Capital; that is to say; that the liability and responsibility of each Shareholder shall be limited to the amount of his or her share or shares of the said paid up Capital Stock, and a sum of money equal in amount thereto : Provided always, that nothing in this section contained shall be construed to alter or diminish the additional liabilities of the Directors of the Corporation hereinbefore mentioned and declared.

Statements of

the affairs of tion to be published in the

the Corpora

form of the Schedule B.

XXVIII. And be it enacted, that besides the detailed statement of the affairs of the said Corporation hereinbefore required to be laid before the Shareholders thereof, at their annual general meetings, the Directors shall make up and publish, on the first day of March and September, in every year, statements of the assets and liabilities of the Corporation, in the form of the Schedule B. hereunto annexed, shewing under the heads specified in the said form, the average of the amount of the notes of the Corporation in circulation and other liabilities, at the termination of each month during the period to which the statement shall refer, and the average amount of specie and other assets that, at the same times, were available to meet the same; and it shall also be the duty of the Directors to submit to the Governor, Leutenant Governor or Person administering the Government of this Province, a copy of each of such half yearly statements; and if by him required to verify all or any part of the said statements, the said Directors shall verify the same by the production of the weekly or monthly balance-sheets, from which the said statements shall have been compiled; and furthermore, the said Directors shall from time to time, when required, furnish to the said Governor, Lieutenant Gover nor, or Person administering the Government of this Province, such further information respecting the state and proceedings of the Corporation, and of the several branches and offices of discount and deposit thereof, as such Governor, Lieutenant Governor or Person administering the Government of this Province, may require further reasonably see fit to call for: Provided always, that the weekly or monthly balance sheets, and the further information that shall be so produced and given,

Governor may

information.

shall