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Ordinary Meetings.

Extraordi. nary Meetings:

vened by

Business at


Extraordi. nary Meet

required by

Business at 67. No Matters, except such as are appointed by this

or the special Act to be done at an Ordinary Meeting, shall be transacted at any such Meeting, unless special Notice of such Matters have been given in the Advertisement convening such Meeting.

68. Every General Meeting of the Shareholders,

other than an Ordinary Meeting, shall be called an may be con- " Extraordinary Meetingb;" and such Meetings may be Directors. convened by the Directors at such Times as they think fit. Business at 69. No Extraordinary Meeting shall enter upon any nary Moet- Business not set forth in the Notice upon which it shall

have been convened.

70. It shall be lawful for the prescribed Number of ings may be Shareholders, holding in the aggregate Shares to the certain pro prescribed Amount, or, where the Number of Shareportion of holders or Amount of Shares shall not be prescribed, it

shall be lawful for Twenty or more Shareholders holding in the aggregate not less than One Tenth of the Capital of the Company, by Writing under their Hands, at any Time to require the Directors to call an Extraordinary Meeting of the Company; and such Requisition shall fully express the Object of the Meeting required to be called, and shall be left at the Office of the Company, or given to at least Three Directors, or

left at their last or usual Places of Abode: and forthand to be with, upon the Receipt of such Requisition, the Direc

by tors shall convene a Meeting of the Shareholderse; and or on failure if for Twenty-one Days after such Notice the Directors

fail to call such Meeting, the prescribed Number or such other Number, as aforesaid, of Shareholders qualified as aforesaid, may call such Meeting, by giving Fourteen Days public Notice thereof..


quired to be y express company

con vened by Directors;

by said Shareholders.

a Matters appointed by this act to be done at an Ordinary Meeting :-Sealing the Register of Shareholders, 8 9; Election of Directors, $ 83; of Auditors, § 101 ; and see $91.

For quorum required to constitute a General Meeting, see $ 72. cg71, as to notice of all meetings.

die. Requisition, or Writing requiring the Directors to call extraordinary meeting


71. Fourteen Days public Notice at the least of all Notice of Meetings, whether ordinary or extraordinary, shall Meetings. be given by Advertisement, which shall specify the Place, the Day, and the Hour of Meeting; and every Notice of an Extraordinary Meeting, or of an Ordinary Meeting, if any other Business than the Business hereby or by the special Act appointed for Ordinary Meetings is to be done thereat, shall specify the Purpose for which the Meeting is called.

72. In order to constitute a Meeting (whether ordi- Quorum for nary or extraordinary) there shall be present, either Meeting. personally or by Proxy, the prescribed Quorum,—and if no Quorum be prescribed, then Shareholders holding in the aggregate not less than One Twentieth of the Capital of the Company, and being in Number not less than One for every Five Hundred Pounds of such required Proportion of Capital, unless such Number would be more than Twenty, in which Case Twenty Shareholders holding not less than One Twentieth of the Capital of the Company, shall be the Quorum; and if within One Hour from the Time appointed for such Business for Meeting the said Quorum be not present, no Business Meeting in. shall be transacted at the Meeting, other than the rum be predeclaring of a Dividend, in case that shall be one of the Objects of the Meeting, but such Meeting shall, except in the Case of a Meeting for the Election of Directors herein-after mentioned, be held to be adjourned sine Died.

73. At every Meeting of the Company, one or other Chairman at of the following Persons shall preside as Chairman; Meetings. that is to say, the Chairman of the Directors,—or in his Absence, the Deputy Chairman (if any),-or in the Absence of the Chairman and Deputy Chairman, some one

She capital de Haup forum be Meetings shall be


*See note on § 17, (p. 66.)

See $ 138, as to Newspaper in which Notice is to be advertised (p. 107.) See note á on 67, (p. 84.) * $ 83 et seg. Where the meeting is one at which the annual Election of Directors should take place, it is to be adjourned to the following day, if there be ao quorurn on the first day; 8 84, (p. 89.)



of the Directors of the Company, to be chosen for that Purpose by the Meeting,—or in the Absence of the Chairman and Deputy Chairman and of all the Directors, any Shareholder to be chosen for that Purpose hy a Majority

of the Shareholders present at such Meeting. Business at 74. The Shareholders present at any such Meeting

shall proceed in the Execution of the Powers of the Company with respect to the Matters for which such

Meeting shall have been convened, and those only: and and Ad- . 'every such Meeting may be adjourned from Time to

Time, and from Place to Place; and no Business shall
be transacted at any adjourned Meeting other than the
Business left unfinished at the Meeting from which such
Adjournment took place.

75. At all General Meetings of the Company, every Shareholder shall be entitled to vote according to the prescribed Scale of Voting; and where no Scale shall be prescribed, every Shareholder shall have One Vote for every Share up to Ten, and he shall have an additional Vote for every Five Shares beyond the first Ten Shares held by him up to One Hundred, and an additional Vote for every Ten Shares held by him beyond the first Hundred Shares; provided always, that no Shareholder shall be entitled to vote at any Meeting unless he shall have paid all the Calls then due upon

the Shares held by himo. Manner of 76. The Votes may be given either personally or by appointment Proxies, being Shareholders, authorized by Writing

according to the Form in the Schedule (F.) to this Act annexed', or in a Form to the like Effect, under the Hand of the Shareholder nominating such Proxy, or if

Scale of
Votes of

of Proxies.

And under & 15, in case of transfer of shares, the transferee is not entitled to vote until the transfer has been delivered to the Secretary of the Company (p. 66): under $ 17, any transfer made while the transfer register is closed as provided in that section, is to be considered, iu reference to Voting, &c., as made subsequently to the next ordinary meeting.

o Form of appointment of proxy, Schedule F, p. 119. The appointment must be stamped ; under the Stamp Act at present in force, a stamp of 6d, is required. The Proxy of a Shareholder, must hiinself also be a Shareholder.

be transmitted to Secre

before Meet

th.78. If Ser Meeting afsu before the prescribed, the pre

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such Shareholder be a Corporation, then under their Common Seal ; and every Proposition at any such Meeting shall be determined by the Majoritya of Votes Majority of the Parties present, including Proxies; the Chairman binding. of the Meeting being entitled to vote, not only as a Casting voto. Principal and Proxy, but to have a casting Vote, if there be an Equality of Votes.

77. No Person shall be entitled to vote as a Proxy Proxies to unless the Instrument appointing such Proxy have been beat ran seni transmitted to the Secretary of the Company the pre- tary 48 hours scribed Period, or, if no Period be prescribed, not less ing. than Forty-eight Hours before the Time appointed for holding the Meeting at which such Proxy is to be used.

78. If several Persons be jointly entitled to a Share, Votes of joint the Person whose Name stands first in the Register of Sb Shareholders as one of the Holders of such Share shall, given by for the Purpose of voting at any Meeting, be deemed holder. the sole Proprietor thereof; and on all Occasions, the Vote of such first-named Shareholder, either in Person or by Proxy, shall be allowed as the Vote in respect of such Share, without Proof of the Concurrence of the other Holders thereof.

79. If any Shareholder be a Lunatic or Idiot, such Votes of Lunatic or Idiot may vote by his Committee; and if any Minors, &c. Shareholder be a Minor, he may vote by his Guardian or any one of his Guardians; and every such Vote may be given either in Person or by Proxyb.

80. Whenever, in this or the special Act, the Con- Any particusent of any particular Majority of Votes at any Meeting of Votes, toof the Company is required in order to anthorize any Proceeding of the Company, such particular Majority in the event shall only be required to be proved in the event of a Poll being demanded at such Meeting; and if such Poll


Lunatics and number of votes.

lar Majority

quired to be proved only

of a Poll;

* Except where a special proportion is required; as under $ 61, requiring consent of three-fifths, and other similar cases: and see $ 80.

Form of Instrument appointing Proxy, Schedule F, (p. 119): and the Proxy mast himself be a Shareholder; see § 76.

$9, (p. 62).. As under $61, &c.

ment and

Directors. Number of

vary the

Directors, where au

special act;

be not demanded, then a Declaration by the Chairman that the Resolution authorizing such Proceeding has been carried, and an Entry to that Effect in the Book of

Proceedings of the Company, shall be sufficient Authobut not the rity for such Proceeding, without Proof of the Number

or Proportion of Votes recorded in favour of or against

the same. Appoint- And with respect to the Appointment and Rotation of Rotation of Directors, be it enacted as follows:

81. The Number of Directors shall be the prescribed Directors.Number. Power to 82. Where the Company shall be authorized by the Number of special Act to increase or to reduce the Number of the

Directors, it shall be lawful for the Company, from Time thorized by to Time, in General Meeting, after due Notice for that Notice.

Purpose, to increase or reduce the Number of the

Directors within the prescribed Limits, if any, and to Rotation determine the Order of Rotation in which such reduced

or increased Number shall go out of Office, and what Quorum. Number shall be a Quorum at their Meetings.

83. The Directors appointed by the special Act shall, unless thereby otherwise provided, continue in Office until the first Ordinary Meeting to be held in the Year next after that in which the special Act shall have passed; and at such Meeting, the Shareholders present personally or by Proxy, may either continue in Office the Directors appointed by the special Act, or any Number of them, or may elect a new Body of Directors, or Directors to supply the Places of those not continued in Office, the Directors appointed by the special Act being eligible as Members of such new Body; and at the first Ordinary Meeting to be held every Year thereafter', the Shareholders present, personally or by Proxy,

, e., prescribed in the special act of the Company; $ 2 (p. 59). • Notice; 8 67, 71,

.i. e., Quorum at Meetings of Directors. Quorum for General Meetings of Company, § 72. a i.e., in February, if not otherwise fixed by special Act; $ 66,- (p. 83.) .

Term of office of Diroctors.


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