This is an unofficial archived version of The Manitoba Law School Foundation Incorporation Act
as enacted by SM 1990-91, c. 1 on November 14, 1990.
 

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R.S.M. 1990, c. 97

The Manitoba Law School Foundation Incorporation Act

Table of contents

WHEREAS the members of the legal profession of Manitoba were desirous of commemorating the Fiftieth Anniversary of the establishment of the Manitoba Law School by the creation of an endowment fund to be known as The Manitoba Law School Foundation, the income from which would be devoted in perpetuity to the interests of the Faculty of Law of the University of Manitoba for the advancement of legal education or research, or for objects considered beneficial to, or in the interests of the legal profession and the public;

AND WHEREAS the persons hereinafter named, by their petition, prayed that The Manitoba Law School Foundation should be incorporated:

Mr. Justice Samuel Freedman, Donald A. Thompson, Q.C., Andrew Lome Campbell, Q.C., Graeme T. Haig, Q.C., Archie R. Micay, Q.C., Clifford H.C. Edwards, Esq., and Ronald Dale Gibson, Esq.;

AND WHEREAS their prayer was granted, and resulted in the enactment of An Act to incorporate The Manitoba Law School Foundation, assented to May 11, 1965;

AND WHEREAS the Minister of Justice has caused the 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:

Continuation

1

The Manitoba Law School Foundation (hereinafter referred to as "the foundation") is continued as a corporation, consisting of those persons who are members of the foundation on the coming into force of this Act together with such persons as may, from time to time, be members.

Appointment of members

2(1)

In the month of December in each year

(a) the governing body of The Law Society of Manitoba shall appoint two persons to serve as members of the foundation for the next ensuing year;

(b) the council of the association known as The Manitoba Bar Association shall appoint two persons to serve as members of the foundation for the next ensuing year;

(c) the Dean of the Faculty of Law of the University of Manitoba, on the advice of the faculty thereof, shall appoint two persons to serve as members of the foundation for the next ensuing year;

(d) the Senate of The University of Manitoba shall appoint one person to serve as a member of the foundation for the next ensuing year.

Terms of members

2(2)

Each person appointed to serve as a member of the foundation under subsection (1) shall become a member of the foundation on January 1 of the year for which he is appointed or on the day on which he is appointed, whichever day is the later, and shall hold office as a member until December 31 of the year for which he is appointed and thereafter until his successor is appointed.

Vacancies

2(3)

If any person appointed a member of the foundation dies or resigns, the person, organization, or body appointing him shall appoint another person in his stead in the manner provided in subsection (1).

Annual report

3

The foundation shall prepare and submit annually to each of the organizations or bodies named in subsection 2(1) a report in writing setting forth an account of the activities of the foundation for the preceding year, including a comprehensive statement of its income and expenditures and its general financial position.

Use of income

4(1)

The foundation may use and distribute such portion of its income as it deems proper for the enhancement and advancement of the Faculty of Law of the University of Manitoba in any and every form, for the advancement of legal education or research, or for objects considered beneficial to or in the interests of the legal profession and the public.

Idem

4(2)

Without limiting the generality of subsection (1), the foundation may use its income

(a) to provide for the delivery from time to time of lectures for the students of the Faculty of Law of the University of Manitoba, or the legal profession, or the public at large, or any combination thereof;

(b) to advance the scholastic background of teachers at the Faculty of Law of the University of Manitoba by grants to allow them to take advanced studies at other places of higher learning;

(c) to publish or provide for, or contribute towards, or assist or co-operate in, the publication of books, periodicals, reports, pamphlets and other publications;

(d) to award travelling or other fellowships;

(e) to make gifts or grants to the Faculty of Law of the University of Manitoba for the addition to or improvement of the physical facilities of the school;

(f) to assist by way of grants, gifts, loans, prizes, scholarships, fellowships or otherwise howsoever law students or persons engaged in or intending to engage in research in the field of law;

(g) to carry on such further activities, adopt such other means, do such other things and make such other expenditures as in the opinion of the foundation are incidental or conducive to the furtherance of the purpose and object of the foundation.

Powers

5(1)

The foundation has all the powers necessary to do such things as are incidental or conducive to the attainment of its objects, including, without limiting the generality of the foregoing, the power to

(a) receive and accept gifts, donations, devises, bequests, grants and transfers of property of every kind and description, whether real or personal and wheresoever situate;

(b) acquire, purchase, own, hold, control, receive income from, develop, manage, administer and, subject to any terms, provisions or conditions attached to any gift, donation, devise or bequest, or to any property, by the donor thereof, sell, assign, transfer, exchange, lease, let, give, distribute, turn to account or otherwise in any way dispose of or deal with property of every kind and description, whether real or personal and wheresoever situate;

(c) observe, carry out, perform and give effect to all terms, provisions and conditions which in any instance may be attached by the donor to any gift, donation, devise or bequest of any property, and expressed in the instrument creating such gift, donation, devise, bequest or trust;

(d) invest and from time to time re-invest any funds of the foundation in investments and securities in which trustees are authorized by the law of the province to invest trust funds;

(e) from time to time appoint The Law Society of Manitoba (hereinafter referred to as "the Law Society") or The University of Manitoba (hereinafter referred to as "the university") or a trust company to have the custody and management of all, or any portion of, the property of the foundation, whether real or personal, and to act as trustee thereof for the foundation, upon such terms and conditions as the foundation may deem proper, and to enter into agreements with the Law Society or the university or the trust company with regard thereto, and at any time revoke any such appointment, trust or agreement;

(f) enter into such contracts as in the opinion of the foundation may be necessary or desirable;

(g) apply the income of the funds, investments and properties of the foundation in furtherance of the purposes and objects of the foundation in such manner as the foundation may deem proper;

(h) do and perform all such acts and things as bodies corporate generally can do and perform.

Capacity

5(2)

The foundation shall have the general capacity which attaches, at common law, to corporations incorporated by royal charter under the great seal.

Quorum

6

Four members of the foundation constitute a quorum for the transaction of any business.

By-laws, etc.

7

The foundation may make such by-laws, rules and regulations as it may deem necessary or advisable for the due carrying out of the purposes and objects of the foundation, and for regulating the carrying out of the duties and powers of the foundation and, without restricting the generality of the foregoing, may make by-laws, rules, and regulations with respect to

(a) the calling and holding of all meetings of the foundation, the time and place of such meetings, and the procedure in all things to be followed at such meetings;

(b) the election of one of its members to be chairman, and another to be vice-chairman, of the foundation;

(c) the appointment, functions, duties, and removal, or all officers, servants and agents of the foundation and their remuneration;

(d) the adoption of a common seal;

(e) the fixing of the fiscal year of the foundation;

(f) the execution of deeds, transfers, conveyances, assignments, contracts, agreements, orders, directions, requisitions, notices and other instruments on behalf of the foundation;

(g) the conduct in all other particulars of the affairs of the foundation, and the administration, management and control of the properties of the foundation;

(h) the auditing of the accounts of the foundation; and the foundation may repeal, amend, or re-enact the same at any time and from time to time.

Powers of trustees

8

The Law Society or the university or a trust company having the custody and management of all or any property of the foundation

(a) may make such investments, re-investments, conversions, sales or dispositions thereof as may from time to time appear necessary or desirable, but no investment shall be made other than in investments and securities in which trustees are authorized by the laws of the province to invest trust funds;

(b) shall observe, carry out, perform and give effect to all terms, provisions and conditions which may in any instance be attached to a gift, donation, devise or bequest of any property by the donor thereof and expressed in the instrument creating such gift, donation, devise, bequest or trust;

(c) subject to clause (b), shall give effect to and observe all written directions of the foundation with regard to any property entrusted to it by the foundation under the provisions of this Act;

(d) shall pay and disburse the income arising from the funds, properties and investments of the foundation to the foundation or pursuant to the written directions of the foundation and is under no obligation to see to the application of such income.

Form of donations

9

Any form of words shall be sufficient to constitute a gift, donation, devise or bequest for the purposes of this Act so long as the donor indicates a desire to contribute, presently or prospectively, to the foundation.

Investment of capital

10

In the absence of any direction by the donor, it shall be conclusively deemed that all gifts, donations, devises and bequests to the foundation are to be invested, and the income thereof devoted in perpetuity to the furtherance of the purposes and objects of the foundation.

Trusts beyond objects of foundation

11

Where property has been given, donated, devised or bequeathed to the foundation, and the donor is desirous that a part of the income derivable therefrom shall be used for a purpose or purposes other than those set out in this Act, and so indicates in the instrument creating the gift, donation, devise or bequest, the foundation may accept and exercise the trust in respect of the use and distribution of such part, as fully and effectually as in respect of the remainder of such income.

Exercising powers in respect of future gifts

12

Where a gift, donation, devise or bequest of any property has been made to the foundation to take effect in the future, the foundation may accept and exercise any powers of appointment, settlement and distribution, or any of them, in respect of the income in whole or in part derivable from such property in the interim, and may also nominate executors and trustees in the manner provided in the instrument creating the trust.

Reference to Manitoba Law School

13

Where there is in any will, deed or document a reference to The Manitoba Law School, it shall be conclusively deemed to be a reference to the Faculty of Law of The University of Manitoba; and where, by any will, deed or document, an intention is expressed to bequeath, devise, or transfer property to, or vest property in, The Manitoba Law School, it shall be conclusively deemed to be the intention of the testator of the will or the maker of the deed or document to bequeath, devise, or transfer the property to, or vest the property in, The University of Manitoba for the purposes of the Faculty of Law of The University of Manitoba.

Liberal construction

14

This Act shall be construed liberally and in furtherance of making gifts to the foundation for any purpose within the scope of the foundation effective.

Note: This Act replaces S.M. 1965, c. 121.