Election of directors. 4. As soon as two hundred and fifty thousand dollars of the capital stock have been subscribed and ten per cent of that amount paid into some chartered bank in Canada, the provisional directors shall call a general meeting of the shareholders of the Company at some place to be named in the said city of Toronto, at which meeting the shareholders present or represented by proxy, who have paid not less than ten per cent on the amount of shares subscribed for by them, shall elect a board of not less than seven nor more than twenty-five directors, of whom a majority shall be a quorum. Qualification. 2. No person shall be a director unless he holds in his own name and for his own use at least twenty-five shares of the capital stock of the Company, and has paid all calls due thereon and all liabilities incurred by him to the Company. Payment for shares. When busi ness may be commenced. Increase of capital. Head office. Branches. Annual general meeting. 5. The shares of the capital stock subscribed for shall be paid by such instalments and at such times and places as the directors appoint; the first instalment shall not exceed twentyfive per cent, and no subsequent instalment shall exceed ten per cent, and not less than thirty days' notice shall be given of any call: Provided that the Company shall not commence the business of insurance until sixty-two thousand five hundred dollars of capital stock have been paid in cash into the funds of the Company, to be appropriated only for the purposes of the Company under this Act: provided further, that the amount so paid in by any shareholder shall not be less than ten per cent upon the amount subscribed by such shareholder. 6. The directors may, after the whole capital stock has been subscribed and the whole has been paid thereon in cash, increase the amount of the capital stock, from time to time, to an amount not exceeding two million dollars, but the stock shall not be increased until a resolution of the board of directors authorizing such increase has been first submitted to and confirmed by a majority of the shareholders representing at least two-thirds in value of the subscribed stock of the Company present at a special general meeting of the shareholders duly called for the purpose of considering such by-law. 7. The head office of the Company shall be at the city of Toronto, in the province of Ontario, or at such other place in Canada as the Company, from time to time, determines by by-law. 2. The directors may, from time to time, establish branches, sub-boards or agencies either within Canada or elsewhere as they deem expedient. 8. A general meeting of the Company shall be called once in each year after the organization of the Company and commencement of business, at its head office, and at such meeting a statement of the affairs of the Company shall be submitted. 9. The Company may effect contracts of life insurance with Business of any person, and may grant, sell or purchase annuities, grant Company. endowments, and generally carry on the business of life insurance in all its branches and forms. 10. The Company may acquire and dispose of any real Real property. property required in part or wholly for the use and accommodation of the Company; but the annual value of such property held in any province of Canada shall not exceed five thousand dollars, except in the province of Ontario, where it shall not exceed ten thousand dollars. 11. The directors may, from time to time, set apart such Dividends. portion of the net profits as they deem safe and proper for distribution as dividends or bonuses to shareholders and holders of participating policies, ascertaining the part thereof which has been derived from participating policies, and distinguishing such part from the profits derived from other sources; and the holders of participating policies shall be entitled to share in that portion of the profits so set apart which has been so distinguished as having been derived from participating policies, to the extent of not less than ninety per cent thereof; but no dividend or bonus shall at any time be declared or paid out of estimated profits, and the portion of such profits which remains undivided upon the declaration of a dividend shall never be less than one-fifth of the dividend declared. ers. 12. All persons who are actual holders of policies from the Participating Company for one thousand dollars or upwards, whether such policy-holdpersons are shareholders of the Company or not, and who are by the terms of their policies entitled to participate in profits, and are referred to in this Act as holders of participating policies, shall be members of the Company and be entitled to attend and vote in person or by proxy at all general meetings of the Company; and every holder of a participating policy of the Company for a sum not less than one thousand dollars shall be entitled to one vote for each one thousand dollars in his policy. 2. A husband or father holding a participating policy on Husband his life for the benefit of his wife or children shall be deemed or father. a member of the Company. 13. Whenever any holder of a policy other than a term or Paid-up natural premium policy has paid three or more annual pre- policies. miums thereon and fails to pay any further premium, or desires to surrender the policy, the premiums paid shall not be forfeited, but he shall be entitled to receive a paid-up and commuted policy for such sum as the directors ascertain and determine, or to be paid in cash such sum as the directors fix as the surrender value of the policy, such sum in either case to be ascertained upon principles to be adopted by by-law applicable generally to all such cases as may occur: provided 231 that R.S.C., c. 118. that if such paid-up and commuted policy or such cash payment is not demanded while such original policy is in force, or within twelve months after default has been made in payment of a premium thereon, the Company shall, without any demand therefor, either issue such paid-up and commuted policy, or pay to, or place to the credit of, the policy-holder such cash surrender value. 14. Notwithstanding anything contained therein, The Companies Clauses Act, except sections 18 and 39 thereof, shall apply to the Company in so far as the said Act is not inconR.S.C., c. 124. sistent with any of the provisions of The Insurance Act or of this Act. OTTAWA Printed by SAMUEL EDWARD DAWSON, Law Printer to the King's most Excellent Majesty. CHAP. 110. An Act respecting the United Gold Fields of British [Assented to 15th May, 1902.] WHEREAS the United Gold Fields of British Columbia, Preamble. Limited, has represented that it is a company incorporated under the laws of the United Kingdom, and is registered as a foreign company in the North-west Territories, and has, by its petition, prayed that it be enacted as hereinafter set forth, and it is expedient to grant the prayer of the said petition: Therefore His Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, declares and enacts as follows: described. 1. The United Gold Fields of British Columbia, Limited, Line of hereinafter called "the Company," may construct, maintain and operate a railway of the gauge of four feet eight and one half inches from a point on the line of the Canadian Pacific Railway at or near Frank, in the district of Alberta, thence in a northerly direction through townships seven and eight, range four, west of the fifth meridian in the North-west Territories, to Grassy Mountain in the said township eight. 2. The head office of the Company shall be at Frank, in the Head office district of Alberta. 3. The Company may, for the purposes of its railway under- Works of taking, construct, operate and dispose of telegraph and tele- Company phone lines, water powers, piers, wharfs, smelting works, refineries, blast furnaces and rolling mills. 4. The Railway Act shall hereafter apply to the railway and 1888, c. 29, to apply. works which the Company under this Act has authority to construct, to the exclusion of any provisions inconsistent therewith in the charter, Acts or agreements under which the Company is incorporated or authorized to exercise its corporate Proviso: as powers within Canada: Provided, that nothing herein shall to acts done. be taken to affect or invalidate any action heretofore taken by the Company pursuant to powers in such charter, Acts or agreements contained: Provided also, that the powers in The Railway Act respecting or incidental to the taking of lands without the consent of the owners thereof, shall not apply to any works of the Company other than those relating to the construction, operation and maintenance of the railway. 5. If the construction of the railway, authorized by section 1 of this Act, is not commenced within two years after the passing of this Act, or if the railway is not finished and put in operation within five years after the passing of this Act, the powers of construction granted by this Act or by The Railway Act shall cease and be null and void as respects so much of the railway as then remains uncompleted. 6. The said railway and works are declared to be works for the general advantage of Canada. OTTAWA: Printed by SAMUEL EDWARD DAWSON, Law Printer to the King's most Excellent Majesty. |