conditions in the said contract mentioned, to pay the Company certain sums of money per year for the period of twenty years from the date of the completion of the said railway, which contract is hereinafter referred to as "The Dominion Government Transport Contract: " And whereas, in pursuance of and under the authority of the Parliament of Canada, the Company is entitled from the government of Canada, by way of aid for its undertaking, to a certain grant of land at the rate of six thousand four hundred acres per mile for its said line of railway subject to a lien as regards one-third thereof, in favour of the government of Canada, as provided for in "The Dominion Government Transport Contract: And whereas, the Company was empowered by the Acts relating to the same, to improve and connect the water communication for the purposes of traffic and navigation between the Lakes Manitoba and Winnipegosis and the North Saskatchewan River by the construction and maintenance of canals: And whereas, by the Act of incorporation of the Company it is provided that the Company may issue bonds, debentures, or other securities to the extent of twenty thousand dollars per mile of the railway and branches, either exclusive or inclusive of the canals between Lakes Manitoba and Winnipegosis, constructed as part of the undertaking, and secured by a deed of mortgage describing clearly the property charged as security for such bonds or debentures; and such bonds, debentures or other securities may be issued only in proportion to the length of railway constructed, or under contract to be constructed, and shall be designated as series "A;" and in addition thereto bonds to an amount not exceeding five hundred thousand dollars for the canal, if so excluded from such charge, may be issued in aid of the construction of such canal, and such bonds shall be designated as series "B": And whereas, it is not the present intention of the Company to proceed with the construction of the said canal, or to issue bonds in respect thereof: And whereas, the said Company has been duly organized and the amount of stock subscribed, and all other acts done to enable the directors, under the provisions of the Acts relating to the said Company, to issue the bonds when authorized by the shareholders: And whereas, a contract for the construction of the Company's said line of one hundred and twenty-five miles in length has been duly made and entered into, and the same is now in course of construction thereunder: And whereas, at a special general meeting of the shareholders of the Company, duly called for the purpose, and held on the seventh day of April, 1896, the following preamble and resolution were unanimously adopted, all the shareholders voting therefor: "Whereas it is expedient for the Company to issue the bonds of the Company in pursuance of the powers contained in the statutes relating to the Company, and to secure the same: "Therefore, be it resolved, that the directors of this Company are hereby empowered to issue the bonds of the Company under the provisions of the statutes relating to the Company in that behalf, to an amount not exceeding twenty thousand dollars (or its equivalent in sterling money of Great Britain) per mile of its railway or branches constructed, or under contract to be constructed, exclusive of the canal between Lakes Manitoba and Winnipegosis; such bonds shall be for such amount within the limits aforesaid as to the directors shall seem best, and may be secured upon the whole or part of the Company's property, and a portion of such bonds may be first mortgage bonds, and a portion second mortgage bonds, and may be secured by a mortgage or mortgages upon the whole or such part of the property as the directors may determine, and as shall be described in such mortgages; and the time and place or places for the payment of the principal and interest of such bonds, and the denomination thereof, and the form of the mortgage or mortgages, and the names of the trustees in, and the terms and conditions of, such mortgage or mortgages, and the property to be comprised therein, and all other terms and conditions, details and particulars relating to the bonds and the mortgage deed or deeds securing the same, shall be in the discretion of the directors; and the directors of the Company are hereby given all powers to borrow money which the Company has under the Railway Act and other Acts affecting the Company in respect of the Company's railway, and to take all steps which, to them, may seem expedient for that purpose." And whereas, at a meeting of the directors of the Company, duly held, the following preamble and resolution were adopted: "Whereas the shareholders of the Company have, at a special general meeting, held on the seventh day of April, 1896, empowered the directors of this Company to issue the bonds of the Company under the provisions of the Acts relating to the Company in that behalf, and have conferred upon the directors full power in relation to the amount of such bonds, and how they are to be secured, and as to the time and place of payment of the principal and interest, and the denomination of the bonds, and the form of the mortgage or mortgages securing the same, and the terms and conditions thereof, and generally all powers to borrow money which the Company has under the Acts affecting the Company. "And whereas in part performance of the powers and directions of such resolution the directors have determined to issue bonds to the extent of eight thousand dollars per mile of that portion of the Company's railway one hundred and twenty-five miles in length, extending from the point of junction with the Manitoba and North Western Railway near the town of Gladstone, Manitoba, thence in a northerly or north-westerly direction west of Lake Manitoba to a point one hundred and twenty-five miles from the said point of junction, measured along the said line of railway, to be selected by the Company, west of Lake Dauphin, or passing west of Lake Dauphin to or near Lake Winnipegosis; "Now therefore be it resolved: "1st. That the directors of the Company do now issue its first mortgage bonds to the total amount of one million dollars, or its equivalent in sterling money of Great Britain, being at the rate of eight thousand dollars per mile for each mile of the said one hundred and twenty-five miles of the Company's railway within the points above mentioned. "2nd.. That these bonds shall be secured by a mortgage to trustees, and shall in pursuance of the Act of incorporation of the Company and the general Railway Act of Canada be a first and preferential claim and charge upon the said line of one hundred and twenty-five miles of railway, and upon the franchises of the Company, and the rolling stock, tolls and revenues of the said line other than any aid to which the Company may be or become entitled from the government of Canada, and which aid includes among any other aid which may have been or may be granted to the Company the moneys payable under the Dominion government transport contract made with the Company and dated the fifth day of February, A.D. 1896, and the grants of land to which the Company is or may become entitled from the said government in aid of the construction of its railway, all which are to be expressly excepted and reserved from the operation of the said mortgage, but the said mortgage shall include the agreement made by the Company with the Manitoba and North Western Railway Company of Canada and dated the first day of August, 1896, respecting certain running powers and other rights with respect to that portion of the Manitoba and North Western Railway thirty-six miles in length, extending from the said point of junction to Portage la Prairie, and respecting the terminals in Portage la Prairie. "3rd. That the said mortgage and bonds shall be executed under the seal of the Company, signed by the president or other presiding officer, and countersigned by the secretary, and the coupons thereof shall be signed by the secretary. 4th. That the said mortgage and bonds shall be dated the first day of August, one thousand eight hundred and ninetysix, and the principal money thereby secured shall be payable on the first day of August, one thousand nine hundred and twenty-six; interest to be payable at the rate of four per cent per annum, half-yearly, on the first days of February and August in each year during the currency of the said bonds, and such interest shall be represented by coupons attached to the said bonds, the first coupon for six months' interest being payable on the first day of February, one thousand eight hundred and ninety-seven. "5th. That the place of payment of both principal and interest shall be at the office of the Bank of Scotland in London, England. "6th. That the denomination of the bonds shall be one hundred pounds each. "7th. That the form of bond now presented be adopted, and that the form of mortgage securing the same now presented be adopted, and that the bonds when executed shall be delivered to the government of Manitoba for the purpose of having its guarantee for the payment of the principal and interest endorsed thereon, and for the purposes of the agreement dated May 7th, 1896, and supplementary agreement between the Company and that government relating to such guarantee." And whereas, the form of bond presented at the said meeting of directors was and is as follows: DOMINION OF CANADA. PROVINCE OF MANITOBA. £100 STERLING. £100 STERLING. THE LAKE MANITOBA RAILWAY AND CANAL COMPANY. GUARANTEED BY THE PROVINCE OF MANITOBA. SERIES A. NO. The Lake Manitoba Railway and Canal Company, for value received, hereby promises to pay to the bearer hereof, or, if registered, to the registered holder, one hundred pounds in sterling money of Great Britain on the first day of August, 1926, at the office of the Bank of Scotland in London, England, with interest thereon at the rate of four per centum per annum, payable half-yearly at the said place, in like manner, on the first days of February and August in each year on the presentation and surrender of the interest coupons hereto annexed as they severally become due. This bond is one of a series of like tenor and date, amounting in all to two hundred and five thousand four hundred pounds (£205,400) the payment of principal of all said bonds and interest thereon is secured by a deed of mortgage bearing even date herewith, duly executed by the Company to the Honourable Thomas Greenway the Railway Commissioner of the Province of Manitoba and the Honourable Robert Watson the Minister of Public Works of the said Province of Manitoba, and their successors in the trust as trustees, which conveys to the said trustees by way of mortgage the line of railway of the said Company and the other premises and properties as in the said mortgage described, but not including payments to be received from the government of Canada under any transportation contract made in pursuance of chapter 8 of the statutes of Canada of 1895, or any subsidies, gifts or bonuses, whether in land, money or otherwise now granted or hereafter to be granted to the said Company; And payment of the principal of the said bonds and interest thereon is guaranteed by the Province of Manitoba, as thereon endorsed. This bond may be registered in the books of the Company at its head office or at the office of the Bank of Scotland, London, after which no transfer, except upon the books of the Company, at the place of registry, will be valid, but it is not to be deemed registered until the name of the holder is registered on the back of the bond as well as in the said books. A transfer in favour of bearer may subsequently be registered, after which this bond will be transferable by delivery alone until again registered in the name of the holder. This bond shall not become obligatory until it shall be certified by the trustees for the time being under the said mortgage. In witness whereof the Lake Manitoba Railway and Canal Company has caused its seal to be hereunto affixed and these presents to be signed by its president and countersigned by its secretary this first day of August, one thousand eight hundred and ninety-six. The Lake Manitoba Railway and Canal Company will pay the bearer two pounds sterling on the day of at the office of the Bank of Scotland in London, England, being half-yearly interest on bond number SERIES A. GUARANTEE. Secretary. Under the provisions of 59 Victoria, chapter 10, statutes of Manitoba, 1896, the principal sum secured by the within bond and interest thereon payable semi-annually for thirty years at the rate of four per centum per annum is hereby guaranteed by the government of Manitoba. Dated the day of , A.D., 1896. Provincial Treasurer. |