|This is an unofficial archived version of The St. Paul's College Incorporation Act|
as enacted by SM 1990-91, c. 1 on November 14, 1990.
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R.S.M. 1990, c. 173
The St. Paul's College Incorporation Act
|Table of Contents|
WHEREAS St. Paul's College Limited was incorporated by Letters Patent dated October 19, 1931 under The Companies Act;
AND WHEREAS St. Paul's College Limited was empowered to acquire the undertakings, properties and assets of St. Paul's College then in existence and to conduct and maintain a college for the education of students in such grades, subjects and branches as it might from time to time determine;
AND WHEREAS St. Paul's College Limited carried on the work of education in high school and university sections;
AND WHEREAS St. Paul's College Limited, by petition, represented that it was desirable and expedient that the conduct of its university and high school sections be separated and that the university section be carried on under the name of St. Paul's College and that the high school section be carried on under the name of St. Paul's High School and that St. Paul's College and St. Paul's High School be separately incorporated;
AND WHEREAS the persons hereinafter named, by petition, prayed that an Act for that purpose be passed:
Desmond P. Burke-Gaffney, the Rector of, Thomas M. Moylan, the Vice-Rector of, Christopher M. Keenan, the Comptroller of, and Lawrence Braceland and Vincent J. Jensen, the Consultors of St. Paul's College;
AND WHEREAS their prayer was granted, and resulted in the enactment of An Act to incorporate St. Paul's College and St. Paul's High School, assented to April 27, 1966;
AND WHEREAS St. Paul's High School was issued a Certificate of Continuance under section 181 of The Corporations Act on August 29, 1990;
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:
St. Paul's College (hereinafter referred to as "the college") is continued as a corporation consisting of those persons who were members on the coming into force of this Act and such other persons as become members thereof.
The objects of the college are to educate students, and to promote knowledge according to the principles of the Christian religion, and to carry on the functions performed prior to April 27, 1966 by the university section of St. Paul's College Limited.
The members of the college shall comprise the Rector, the Vice-Rector, the Comptroller and the Consultors of the college and their successors in office so long as those persons and their successors hold the respective offices and such persons as may from time to time become members in accordance with the by-laws of the college.
A certificate in writing signed by the Rector of the college certifying that the person named therein is a member of the college is sufficient proof of that fact.
The head office of the college shall be in The City of Winnipeg, in Manitoba, or at such place in Manitoba as may be determined from time to time by the college.
With the exception of the property mentioned in section 6, all property of every kind and description, whether real or personal, and wheresoever situate, belonging to or standing in the name of St. Paul's College Limited or to which St. Paul's College Limited may hereafter become entitled, and all powers, rights, immunities and privileges conferred upon or enjoyed by St. Paul's College Limited under any trust, trust deed, deed, lease, mortgage, indenture, conveyance, will, codicil, probate, letters of administration, judgment, order, appointment or other document whatsoever heretofore or hereafter made are hereby transferred to and vested in the college without further act, conveyance or deed and wherever in any such document St. Paul's College Limited and St. Paul's College or either of them is named it shall be read, construed and given effect to as if the college were and had been named therein in the place and stead of St. Paul's College Limited and St. Paul's College or either of them as the case may be.
Without limiting the generality of the foregoing, wherever in any will or codicil, whether probated or not and whether heretofore or hereafter made, the name of St. Paul's College Limited and St. Paul's College or either of them appears as devisee or beneficiary, such will or codicil shall be read, construed and given effect to as if the college was in fact named therein and the devise or bequest shall be given to the college as if it had been named in the will or codicil.
The college may bring, maintain, and exercise in its own name any suit, action, appeal, application or other proceeding or exercise any power, right or remedy or right of distress that St. Paul's College Limited could have been or become entitled to bring, maintain or exercise.
On April 27, 1966, by An Act to incorporate St. Paul's College and St. Paul's High School,
(a) the following assets of St. Paul's College Limited were transferred to and vested in St. Paul's High School (hereinafter referred to as "the high school"):
(i) Parcel lettered "A", which parcel is shown on a plan of survey of part of River Lots 15 and 16 of the Parish of St. Charles in Manitoba filed in the Winnipeg Land Titles Office as No. 8726; and
(ii) Parcels lettered H, I and J, which parcels are shown on a plan of survey of part of River Lots 15 and 16 of the Parish of St. Charles in Manitoba filed in the Winnipeg Land Titles Office as No. 8726; and the buildings thereon and the goods, chattels, furniture and fixtures, machines and vehicles used in connection therewith; and
(b) all of the rights under a certain agreement dated March 28, 1963 between The Town of Tuxedo and St. Paul's College Limited were vested in the high school.
Excepting the property described in section 6, this Act shall be, and shall in all respects be treated for the purposes of every land titles office, registry office and other public office whatsoever in the province and of any and all transactions therein and of the officers administering them, as a legal and valid grant, conveyance, transfer and assignment to the college of any and all lands or interests in lands and of any and all mortgages, charges, encumbrances, leases or other documents whatsoever, and of any and all other property of every description real, personal, or mixed, and whether under The Real Property Act, or any other Act, or under any other system or form of registration, standing in the name of, or vested in St. Paul's College Limited, whether as owner, trustee, or otherwise.
This Act shall be, and shall in all respects be treated, for the purposes of every land titles office, registry office and other public office whatsoever in the province and of any and all transactions therein and of the officers administering them, as a legal and valid grant, conveyance, transfer and assignment to the high school of the property described in section 6.
Notwithstanding The Corporations Act or The Real Property Act or The Registry Act or any other Act of the Legislature, it is not necessary to register or file this Act or register or file or issue any further or other instrument, document, or certificate, or to make any entry showing the transmissions or assignments of title from St. Paul's College Limited to the college or to the high school, as the case may be, of any property other than making a memorial of such vesting
(a) on the certificate of title under The Real Property Act; and
(b) on each mortgage or encumbrance under The Real Property Act that is about to be transferred or dealt with otherwise than by discharge thereof.
The college has the power to affiliate with The University of Manitoba under the provisions of any statute in that behalf and to give instruction to students in such subjects of the various courses of The University of Manitoba as the college may determine.
The college has all the powers necessary to carry out its objects and 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) acquire by purchase, grant, transfer, gift, donation, devise, bequest, or otherwise and own, hold, control, receive income from, improve, develop, manage, administer and subject to any terms, provisions or condition 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, mortgage, hypothecate or otherwise in any way dispose of or deal with property of every kind and description, whether real or personal and wheresoever situate;
(b) borrow such sums of money as may be required for its purposes and give promissory notes and other evidences of debt in connection therewith, and assign, mortgage, pledge or hypothecate any of its property or assets to secure the repayment of any money borrowed;
(c) invest and re-invest any moneys held or received in securities authorized for investments under the Canadian and British Insurance Companies Act (Canada) and amendments thereto;
(d) make such by-laws, rules and regulations as may be deemed necessary or advisable for the due carrying out of its purposes and objects and, without restricting the generality of the foregoing, may make by-laws, rules and regulations with respect to
(i) the calling and holding of meetings, the time and place of such meetings, and the procedure in all things to be followed at such meetings,
(ii) the election of officers and directors,
(iii) the appointment, functions, duties, remuneration and removal of its officers, servants and agents,
(iv) the fixing of the fiscal year,
(v) the execution of documents,
(vi) the conduct in all other particulars of its affairs and the administration, management and control of its properties,
(vii) the auditing of its accounts and it may repeal, amend, or re-enact the same at any time and from time to lime;
(e) establish an advisory board and delegate to it such powers, not inconsistent with the provisions of this Act, as are deemed advisable.
Nothing in this Act affects the rights of any creditor of, or of any person having a claim against, St. Paul's College Limited but all such rights may be asserted against the college and the high school, which shall be responsible for all the debts, liabilities and obligations of St. Paul's College Limited.
The rule against perpetuities and the rule against accumulations shall not apply against gifts, donations, devises or bequests to the college or high school.
Note: This Act replaces S.M. 1966, c. 102.