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RSM 1990, c. 162
The Rural Railway Company of Manitoba Amendment Act, 1912
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WHEREAS An Act respecting "The Rural Railway Company of Manitoba" was assented to April 6, 1912;
WHEREAS the preamble to this Act when it was originally enacted provided as follows:
WHEREAS, "The Rural Railway Company of Manitoba" by their petition have prayed that their Act of incorporation may be amended, and it is expedient to grant their prayer,
AND WHEREAS it is considered advisable to continue this Act in the body of Manitoba's laws in its original form without revision;
AND WHEREAS the Minister of Justice has caused this Act to be prepared in English and French for re-enactment in accordance with a judgment dated June 13, 1985 and an order dated November 4, 1985 of the Supreme Court of Canada;
THEREFORE HER MAJESTY, by and with the advice and consent of the Legislative Assembly of Manitoba, enacts as follows:
1 Section 3 of the said Act is hereby amended by inserting after the word "St. Boniface" the words "or such other place in Manitoba as shall be fixed by by-law."
2 Section 6 of the said Act, as amended, is hereby amended by striking out the word "shall" where it occurs after the words "notice of which" therein and inserting in lieu thereof the word "may."
3 Section 7, sub-section (1) of said Act, as amended, is hereby amended by striking out the words "in the City of St. Boniface in the first week in February in each year" and inserting in lieu thereof "at the head office of the company at such time as may be fixed by by-law."
2 The annual meeting of the company, commencing with the year 1913, shall be held at the head office of the company on such date as may be fixed by by-law, for the election of directors and the transaction of such other business as may properly come before such meeting. A resolution signed by all of the directors shall be as valid as if it had been passed at a meeting. The directors may appoint such committees to exercise such of their powers as they may deem convenient.
4 Sub-section (b) of section 10 of the said Act, as amended, is hereby amended by adding after the words "five miles" in the first line thereof the words "of single track," and also by adding thereto the following words: "until they have built at least one hundred miles in all, after which it shall be at their option to build from year to year such mileage as they may deem necessary".
5 In addition to all the powers hereby and heretofore granted, the company is hereby authorized and empowered as follows:
May sell property
(a) To alienate, sell and dispose of for such price and on such terms and conditions and by public sale or private contract, as may be deemed advisable, any property of the company, real or personal;
May build extensions
(b) To build from time to time, outside the limits of the City of Winnipeg, with the approval of the Public Utility Commissioner, extensions to its system in any other directions than those specifically set forth in the Act of incorporation and amendments thereto, and operate and maintain the same, and the company shall, in respect of such extensions, be subject to the various conditions, stipulations and agreements and be entitled to exercise and enjoy the various rights, powers and privileges applicable to the same in the same manner as if the said extensions had been specifically set forth in the Act of incorporation and amendments thereto, as part of the railway which the company is authorized to construct and operate. This section shall not apply to branch lines as defined in The Manitoba Railway Act.
6 Neither the company nor any company whose rights, franchises or property shall be acquired by the company, shall occupy any portion of the streets of any municipality in which none of said companies are now operating without first having received the consent of the council of such municipality by by-law, which by-law shall fix the terms and conditions on which said company may be permitted to occupy such streets and to carry on their business, and which by-law shall first be submitted to the vote of the duly qualified ratepayers, and shall receive the assent of such electors, as provided by "The Municipal Act"; and in the event of such consent being refused, or in the event of any such company and such municipality not being able to agree upon the terms under which it shall exercise its powers and privileges, there shall be an appeal to the Public Utility Commissioner, who is empowered to grant or refuse permission to it to use and occupy such portions of the said streets and fix the terms and conditions upon which it shall be permitted to exercise its powers and privileges, and in so doing may amend, modify or vary the terms and regulations of any by-law passed in regard to the terms by any such municipality. Any municipality in which the said company is now operating shall have power from time to time by by-law to fix the terms and conditions upon which any of the said companies so acquired shall carry on their operations over or under the streets and highways within such municipality, but such company shall have an appeal from any such by-law to the Public Utility Commissioner, who shall have power to confirm, annul, vary or amend any and all such terms and conditions. This section shall not apply to the City of Winnipeg.
7 Notwithstanding anything contained in any mortgage or trust deed given by or outstanding against any company with which the company may amalgamate, or any part of the undertaking or assets of which or which it may purchase or obtain the control of, the company shall be at liberty at any time, and from time to time, to purchase in the market, at any price not exceeding 105 per cent., plus accrued interest, the whole or any part of the bonds secured by any of the said mortgages for the time being outstanding, and the company may, at any time, on the vote of two-thirds in value of the shareholders present in person or by proxy, at a special meeting called by the directors for the purpose, or at an annual meeting, redeem, on notice as hereinafter provided, the whole of the bonds for the time being outstanding, at the price 105 per cent., plus accrued interest; and thereupon the company shall give notice in four issues of The Manitoba Gazette, The Ontario Gazette, and a daily newspaper published in each of the cities of Winnipeg, Toronto, Montreal and London, England, sending also a notice in writing to the holders of the said bonds to be redeemed, at the last address known to the company, that the bonds will be redeemed by the company at such premium as set forth on the next following half-yearly date for payment of interest on the said bonds, or if such date is less than three calendar months from the date of such notice, then on the second half-yearly date for payment of interest on the bonds occurring after such notice is given at the head office of the Bank of Montreal, in the City of Montreal, Canada, or at their office in London, England.
Holders to surrender redeemed bonds
(a) At the time and place so fixed the principal moneys secured by the said bonds, together with such premiums and interest up to the date of payment, shall be payable, and such bonds shall be redeemed accordingly, and the holders of such bonds shall be bound to surrender the same, with all coupons appertaining thereto (if any), to the trustees under the said mortgages, to be cancelled.
Bonds to be cancelled
(b) All bonds purchased by the company, and all bonds redeemed under the provisions hereof, shall be cancelled when the mortgage is discharged.
Holder refusing to surrender bond, money to be paid to trustees
(c) In case the holder of any bonds which are liable to be redeemed hereunder, shall neglect or refuse to deliver up his bonds at the time and place fixed for the redemption thereof under the provisions hereinbefore contained, or shall neglect or refuse to accept payment of redemption moneys payable in respect of such bonds, the moneys payable to said holder of such bonds shall be paid over by the company to the trustees under the said mortgages, and the trustees shall hold the moneys so set aside in trust for such holder of such bonds, and such payment shall be deemed, for all purposes, to be a payment to the said holder of such bonds, and interest shall cease to accrue as from the date and when the said money is paid over, as set forth.
Trustees to execute discharges
(d) The trustees, upon receiving all of the said bonds or upon receiving such payment in respect of such bonds, the holders of which shall neglect or refuse to deliver up their bonds, shall execute such reconveyances and discharges as may be requisite to discharge the said mortgages and to discharge the company from any liability thereunder. (In this clause the term "mortgage" shall include "trust deed" and the term "bonds" shall include "coupons, debenture stock and certificates thereof" as the context requires.)
8 The directors shall have full power to make regulations requiring passengers to deposit their fares in the fare-boxes or other receptacles provided for the purpose, either upon entering or leaving the cars, as the directors may determine, and such other regulations as the directors may think necessary in connection with the taking up and collection of fares.
9 The directors shall also have power to make regulations for the safety and protection of passengers and to prevent overcrowding in the cars, and to prevent passengers and others from riding on the platforms of the cars, and generally to make such rules and regulations in reference thereto, such regulations to go into force upon being approved of by the Public Utility Commissioner.
10 In the event of any city or municipality refusing to give any consent or failing to agree as to any terms and conditions upon which the company is permitted to exercise any of its franchises or powers or rights, for the exercise of which the consent, permission or agreement of such city or municipality is required, or in the event that the company may deem unjust or inequitable any terms or regulations imposed by any city or municipality upon the exercise of any of its franchises, powers or rights, there shall be an appeal to the Public Utility Commissioner, who shall have the right to determine any dispute and grant the necessary consent and settle the terms and conditions upon which the company may exercise the same within such municipality, and the decision of the Public Utility Commissioner in any such case shall be final and binding on all parties. This section shall not apply to the City of Winnipeg.
11 Every director of the company, and his heirs, executors and administrators, and estate and effects, respectively, may, with the consent of the company given at any general meeting thereof, from time to time and at all times, be indemnified and saved harmless out of the funds of the company from and against all costs, charges and expenses whatsoever which such director sustains or incurs in or about any action, suit or proceeding which is brought, commenced or prosecuted against him, for or in respect of any act, deed, matter or thing whatsoever, made, done or permitted by him in or about the execution of the duties of his office, and also from and against all other cost, charges and expenses which he sustains or incurs, in or about or in relation to the affairs thereof, except such costs, charges or expenses as are occasioned by his own wilful neglect or default.
12 Transfers of stock, which need not be in duplicate, may be in the form following:
For value received, I , of the , do hereby sell and transfer to , of the shares of the stock of The Rural Railway Company of Manitoba, and I appoint the secretary of the company my attorney to execute the transfer thereof on the books of the company.
As witness my hand and seal this day of , A.D.
And I, the said , do hereby accept the said shares and appoint the secretary of the company my attorney to accept the same on the books of the company.
As witness my hand and seal this day of , A.D.
13 To preserve the priority of any lien, charge, mortgage or privilege purporting to appertain to, or be created by any deed executed by the company, it shall not be necessary that such deed should be registered or fyled in any manner or in any place other than in the office of the Provincial Secretary, notice of which fyling shall be given in The Manitoba Gazette.
14 Section 12 of chapter 110 of 10 Edward VII is hereby amended by adding after the words "de Salaberry" the words "or any other municipality other than the City of Winnipeg," and by adding at the end of said section the words, "subject to the provisions of The Municipal Act."
15 The Manitoba Railway Act, except subsection (h) of section 12, subsection (d) of section 16, and sections 50, 51, 72, 84, 85, 89, 90 and 95 thereof, as amended, shall be deemed to be a part of this Act and shall apply to the company and to the railway to be constructed by it, except as herein and hereby varied, modified or excepted.
16 The several sections and subsections of The Manitoba Joint Stock Companies Act, as amended, numbered as follows, 30, 31, 31a), 31b), 32, 36, 37, 39, 40, 41, 42, 43, 43a), 43b), 43c), 43d), 43e), 47, 50, 53, 56, 69, 69a), 69b), 69c), 69d), 69e),69f), 69g), 69A and 77, are hereby incorporated with and shall be deemed to be a part of this Act, the terms "this Act" and "the company" or similar terms being substituted as required by the context for any of the terms, "the letters patent of the company,"of "of any company incorporated under this Act or any other general Act of this Province for the incorporation of companies by letters patent," or "a company," of any similar terms where they occur in any of the said sections or subsections.
17 Robert Richardson Muir, Edward Borden Reese, David Low Mather, Arthur Edward Muir and William Redford Mulock are hereby declared provisional directors of the company.
18 No person shall be disqualified as a director or provisional director by reason only that he is interested in any company with which the company contracts.
19 Nothing in this Act shall in any way interfere with or prejudice the rights of the Winnipeg Electric Street Railway Company or its successors, the Winnipeg Electric Railway Company, in the City of Winnipeg, nor take away their rights elsewhere.
20 The Public Utilities Act shall apply to this company and to all companies that may at any time be purchased, acquired or controlled by this company, notwithstanding anything contained in section 3 of the said Act.
21 In the said Acts and in this Act, unless the context requires otherwise, the word
(a) "Municipality" means any city, town, incorporated village or rural municipality; (« municipalité »)
(b) "Shareholder" means every subscriber to or holder of stock in the company, and includes the personal representative of the shareholder; (« actionnaire »)
22 This Act shall come into force on its being assented to.
NOTE: This Act replaces S.M. 1912, c. 135.