This is an unofficial archived version of The St. Andrew's Society of Winnipeg Incorporation Act
as enacted by SM 1990-91, c. 1 on November 14, 1990.

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R.S.M. 1990, c. 166

The St. Andrew's Society of Winnipeg Incorporation Act

Table of contents

WHEREAS a number of persons have been associated as a society since the year 1871, in the City of Winnipeg, in the Province of Manitoba, under the name of The St. Andrew's Society;

AND WHEREAS the persons hereinafter named, on behalf of the members of the society, by their petition, prayed that The St. Andrew's Society of Winnipeg should be incorporated:  Duncan Wendell McDermid, Thomas William Taylor, Mark Fortune, John Emslie, James Davidson Conklin, Albert Vass, James Patterson, George Bryce, John Russell, Henry Cameron, J.P. Robertson, George Andrew, John D. Marshall, Donald McLeod Telford, James McDiarmid, Samuel Kirkpatrick, John Byron Moore and Alexander A. Aird;

AND WHEREAS their prayer was granted, and resulted in the enactment of An Act to Incorporate "The St. Andrew's Society of Winnipeg", assented to March 19, 1896;

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;

NOW THEREFORE HER MAJESTY, by and with the advice and consent of the Legislative Assembly of the Province of Manitoba, enacts as follows:



The St. Andrew's Society of Winnipeg, (hereinafter referred to as "the Society") is continued as a corporation consisting of those persons who are members on the coming into force of this Act and such other persons as may be hereafter from time to time admitted to membership.



The corporation may make and receive all deeds, conveyances, transfers, bequests, assignments and contracts necessary to carry out the provisions of this Act and to promote and carry out the aims, objects and designs of the Society, and the Society shall, subject to the provisions of this Act, be capable in law by its corporate name to take, purchase and hold, sell, mortgage and dispose of all and any goods and chattels, lands, tenements and hereditaments, and any interest therein which may from time to time be necessary, convenient or desirable for the purposes of the Society, but the Society shall not engage in trade, or deal in lands or any interest therein, but may apply any moneys derived from fees, voluntary contributions, donations or bequests from members or others towards the maintenance and the carrying out of the aims and objects of the Society in such manner as the Society shall from time to time by resolution or by-law direct; provided always that it shall be lawful for the Society to invest any part of the funds of the Society in the bonds or debentures of any municipal corporation or in any government securities of the Government of Canada or Province of Manitoba, or in any real estate in the Province of Manitoba by way of first mortgage thereon.

Constitution and by-laws


The constitution, rules and regulations touching the admission and expulsion of members and the management and conduct generally of the officers and concerns of the Society may be altered or repealed or a new constitution and by-laws may be enacted by the Society, in general meeting assembled, or at a special meeting for that purpose called, and after such repeal, alteration or enactment, the Board of Managers may from time to time, repeal, amend or re-enact the same, but every such by-law and every repeal, amendment or re-enactment shall only have force until the next annual meeting of the Society, and in default of confirmation thereof, shall, at and from that time only, cease to have force.



The officers of the Society shall consist of a president, a first vice-president, a second vice-president, a secretary, a treasurer, and such other officers as may be provided for by the by-laws of the Society, who, with a board of managers, the members of which shall be regulated by by-law, shall manage the affairs, business and concerns of the Society, as provided for by the by-laws.  All vacancies that may occur among the officers or board of managers by reason of death or otherwise in the interval between two annual meetings, may be filled by the board of managers.

Liability of members


No member shall be liable for any debt of the Society beyond the amount of his unpaid fees or subscription, and any member of the Society not so indebted to the Society will be allowed to withdraw and will cease to be a member on giving notice to that effect, according to the form that may be prescribed by the constitution, rules and regulations of the Society, and from thenceforth shall cease to be a member of the Society and free from all debts or demands due by the Society.

Cessation of interest


If any member during his lifetime ceases to be a member of the Society, he shall not, nor shall his representatives, have any interest in or claim against the funds or property of the Society.

Expulsion of members


The Society may expel any member for misconduct or for any violation of the by-laws or rules of the Society.

Annual meeting


An annual general meeting of the Society shall be held on the second Tuesday in November in each year at the time and place, and subject to such regulations as may be provided by the by-laws of the Society, for the election of officers and board of managers and for the transaction of such business as may be brought before such meeting, and in case such meeting for any cause be not then held, then a subsequent meeting for such purpose may be held under a by-law of the Society.  In default of such election at the time and in the manner provided, the retiring officers and board of managers shall continue to act until their successors shall be duly elected.

Borrowing powers


The Society shall have power to raise money to purchase or acquire any land or real estate on which to erect a building for the use of the Society, by the issue of shares of the value of $10. each, and may make the said shares payable by instalments.  A register of all shares subscribed for shall be kept by the Financial Secretary, and no share shall be transferable until fully paid up, and then only with the consent of the board of managers of the Society.  No person holding any of the said shares shall have a right to vote at any meeting of the Society unless he be a duly elected member of the Society in good standing.  The Society may invest any part of its funds in debentures, municipal, federal or provincial, or on first mortgages on real estate in the Province of Manitoba.  The officers of the Society if authorized by resolution passed at a general meeting of the Society, which may be an annual general meeting, or a general meeting called especially for the purpose, may mortgage all or any part of the property of the Society, real or personal, for the purposes aforesaid, and shall, under the authority of a by-law approved at such a general meeting, have full power to lease any part of any building or premises erected by them and not required for the immediate use of the Society.

Amount of real estate that may be held


The Society is authorized to acquire and hold real estate not exceeding $10,000. in annual rental value.

NOTE:  This Act replaces S.M. 1896, c. 39.