Chillagoe and Etheridge Railways Act of 1918 (9 Geo v No. 17) (Qld)

II. LOCAL. PERSONAL. ~ AND PRIVATE ACTS OF THE PARLIAMENT Oll QUEENSLAND. go GEORGII v. CHARTERS TOWERS WATER BOARD. See WATER SUPPLY. CHILLAGOE RAILWAY. See RAILWAYS. ETHERIDGE RAILWAY. See RAILWAYS. METROPOLITAN AND IPSWICH WATER SUPPLY AND SEWERAGE. See WATER SUPPLY. RAILWAYS. An Act to Ratify and Approve an Agreement made 9 Geo. v. between Charles Augustin Hanson and N; ~~ 7 . . William Cotesworth Bond the Trustees CHIL A L N A D GOE Chillagoe Debentures , Edward Fa . n~ '1 o 1 urt ERTAHILEWRIADYGSE Mit.chell the Trustee Etheridge Debentures, ACT OF 1918. The Chillagoe Railw~ y and Mines Limited, The New Chillagoe Railway and Mines Limited, The Chillagoe Company Limited, Cyrus Lennox Hewitt the Liquidator of The Chillagoe Company Limited, Chillagoe

8608 RAILWAYS. Chillagoe and Etheridge Railways Act. 9 GEO. V.No.17, Limited, and John Harry Coyne the Secretary for Railways of Queensland, providing for the Acquirement by the State of the Chillagoe Railway and the Rtheridge Railway and certain other property, and to ratify and approve an Agreement made between Chillagoe Limited aforesaid and Edward Granville Theodore the Treasurer of Queens- land, providing for an advance or guarantee by the Treasurer to an amount not exceeding £90,000 in favour of the said Company for the purpose· of further developing certain mines at Mount Mulligan, in the Hodgkinson District, held by or on behalf of the said Company, and for other purposes incident thereto or consequent thereon. [ASSENTED 'l'0 14TH NOVEMBER, 1918.J B E it enacted by the King's Most Excellent Majesty, by and with the advice and consent of the Legis- lative Council and Legislative Assembly of Queensland in Parliament assembled, and by the authority of the same, as follows : - ~ hort title. 1. This Act may be cited as "The Chillagoe and Etheridge Railways Act of 1918." Approval of 2. (1.) The agreement entered into on the sixth day aogf r6etehment of November, one thousand nine hundred and seven- November, teen, between Charles Augustin Hanson and William 1917. Cotesworth Bond the Trustees Chillagoe Debentures, Edward Fancourt Mitchell the Trustee Etheridge Deben- tures, The Chillagoe Railway and Mines Limited, The New Chillagoe Railway· and Mines Limited, The Chillagoe Company Limited, Cyrus Lennox Hewitt the liquidator .of The Chillagoe Company Limited, Chillagoe Limited, and John Harry Coyne the Secretary for Railways of Queensland, relating to the Chillagoe and the Etheridge Railways and certain other property therein mentioned or referred to, a copy of which agreement is set forth in the •

RAILWAYS. 8609 1918. Chillagoe and EtheTidge Railways Act. First Schedule to this Act, is hereby ratified and approved, Sched. I. subject to the modifications mentioned in Schedule A hereunder set forth :- SCHEDULE A. in Showing how the agreement the First Schedule to this Act is to be modified in order to its ratification and approval- Clause 2 Clause 3 Clause 5 Clause 6 Clause 9 For the words "but nothing in this agreement contained shall impose on the Trustees any liability to make title to or to assure or cause to be assured any real or personal property which they are not entitled to make title to or to assure or cause to be assured under the hereinbefore recited indentures or any of them, and the Trustees shall not be in any way liabJe for any act or default on the part of the parties hereto of the third, fourth, fifth, and sixth parts or any of them," Substitute the words "The vendors and each and every- of them shall make and give to the purchaser a good and clear title to all the property agreed to be acquired and purported to be conveyed, transferred, assigned, and made over, and this agreement shall have no force or effect or operation whatsoever until this condition has been complied with to the satisfaction of the purchaser." For the words" January, 1917," substitute the words " January, 1919." For the words" September, 1917," where they twice occur, substitute the words" Januarv, 1919." For the words "thirtieth day of June next" where they twice occur, substitute the words "thirty-first day of January, 1919." For the words" January, 1917" substitute the words " January, 1919." For the words "two calendar months" substitute the words" fifteen calendar months." For the words "six calendar months" substitute the words" fifteen calendar months." (2.) From and after the ratification and confirmation State as provided for in section four hereof of the agreement railway. set forth in the First Schedule hereto as modified as set forth in section two of this Act, the railways (and all the appurtenances of the same) mentioned in the said agreement shall become and be vested in the Commis- sioner for Railways free from any claim or encumbrance whatsoever, and shall be worked and managed by the Commissioner for Railways as part of the railways of the State, and shall be subject in an respects to the laws in force relating to the working and management of State railways. (3.) All sums of money which, in pursuance of the ~ ppropria­ said last-mentioned agreement, may from time to time tlon.

8610 RAILWAYS. Ohillagoe and Etheridge Railways Act. 9 GEO. V. No. 17, become payable by the Secretary for Railways of Queens- land are hereby Itppropriated for the purpose. Debentur"es. (4.) The Governor in Council is hereby empowered to issue debentures to the amount of four hundred and seventy-five thousand pounds,bearing interest at the rate of four pounds ten shi.llings per centum per annum, and having a currency of seven years from the first day of January, one thousand nine hundred and nineteen, and to deliver the same to the Trustees Chillagoe Debentures pursuant to the said last-mentioned agree- ment; and the provisions of the said agreement shall be applicable to the' said debentures and the interest accruing from time to time thereon. The Governor in Council is hereby empowered to issue debentures to such amount as shall realise a sum not exceeding two hundred and twenty-five thousand pounds bearing interest at such rate and having such currency as shall be fixed by the Governor·in Council, and either to cause the same to be delivered to the Trustee Etheridge Debentures in payment and discharge of the principal moneys payable to such Trustee or the debent:ure holders .pursuant to the Trust Deeds of the twenty-eighth day of January, one thousand nine hundred and eight, and the thirty-first day of January, one thousand nine hundred and eleven, as mentioned in clause three of the said agreement, or to pay the mone~ s raised thereby to such Trustee in payment and discharge of the said principal moneys. Approval of 3. (1.) The agreement entered into on the twelfth agreement of day of November one thousand nine hundred and b 1 e 2 r t , h 1 N 91 o 7 v . em- seventeen, betwe' en Ch 1 'llagoe T ~ " lmlte d a f oresal' d ,and Edward Granville Theodore, the Treasurer of Queensland, for and on behalf of the Government of Queensland, providing for an advance or guarantee by the Treasurer to an amount not exceeding ninety thousand pounds in favour of the said Company for the purpose of further developing ~ ertain mines and discharging the present obligations of the said Company including the Einasleigh Debentures and interest, and also for such initial expenses and general purposes as may be approved of by thE;l Minister -in writing, at Mount Mulligan, in the Hodgkinson district, held by or on behalf of the said Company, a copy of which agreement is set forth in the Sched. II. Second Schedule to this Act, is hereby ratified and approved.

RAILWAYS. 8611 1918. Ohillagoe and Etheridge Railways Act. (2.) All sums of money which, in pursuance of the ~ppropria· said last-mentioned agreement, may from time to time tJOn. become payable by the Treasurer are hereby appropriated tor the purpose. 4. Neither of the agreements mentioned in section Effect of two and section three of this Act shall be or be deemed ratification to have been binding on the parties thereto nor shall ~~ reements. either have or be deemed to have had for any purpose whatsoever any force or effect until- (i.) The agreement set forth in the First Schedule hereto modified as set forth in section two of this Act shall have been ratified and confirmed- (a) By the" veIldors" thereunder; and (b) Bya binding resolution of the holders of the debentures issued under the Principal Inden· ture and the Indenture or Trust Deeds supple- mental thereto recited in the said agreement and by a binding resolution of the holders of the debentures issued under the provisions of the Trust Deeds of the twenty-eighth day of .January, one thousand nine hundred and eight, and the thirty-first day of JailUary. one thousand nine hundred and eleven, also recited in the said agreement. (ii.) The "vendors" and each and every of them shall have made and given to the satisfaction of the :'purchaser" the good and clear title referred to in clause two of the said agreement modified as set forth in section two of this Act. 5. As soon as may be after the coming into operation Revaluation of this Act, a revaluation of all the property acquired of pr?perty under this Act shall be made by a person appointed by acqUIred. the Minister in that behalf under the following headings:- (a) Railways, rolling-stock, and all plant and appurtenances connected therewith; (b) Smelters and ore reduction and treatment works and plant and appurtenances connected therewith; (c) Mining plant and machinery; (d) All other property acquired under this Act_ The total sum paid by the Crown as and by way of consideration for the acquisition of all property under this Act not exceeding the sum of seven hundred and one

8612 RAILWAYS. Chillagoe and Etheridge Railways Act. 9 GEO. V. No. 17. thousand pounds shall be allocated in proportion to the valuations so made as aforesaid and appearing under the above-mentioned headings, and the sums so allocated shall be debited respectively against the proper public- accounts accordingly. Restriction 6. (1.) The Government of Queensland are hereby o & n G. mining, authorised and empowered--- (a) To open up, work, and carry on the business of mining at and in cormection with the Einas- leigh mine and its appurtenances acquired under this Act, including in such business the purchasing of any fluxes or other necessary mat,eria.ls ; (b) To carry on the business of smelting and ore' reduction and treatment at the smelters and ore reduction and treatment works and their appurtenances acquired under this Act, and to purchase and make advances on ore supplied to the same, and. to sell or otherwise dispose of all metals, minerals, and other products and by-products obtained from the same; provided as follows:- (i.) Save as is expressly provided by paragraph (a) hereof, the Government of Queensland shall not carry on mining or the business of mining at or on or in connection with any of the mines or mining lands acquired,under this Act; (ii.) No advances on ore supplied to tp.e smelters or works referred to in paragraph (b) hereof shall be made by the Government of Queensland unless or until proper assays of such ore ha V!3 been made and such ore has been delivered in bulk at such smelters or works. (2.) There is hereby appropriated out of the Consoli- dated Revenue Fund a sum nO,t exceeding one hundred thousand pounds in and towards defraying the initial cost of unwatering the, said Einasleigh mine, and reopening and recommencing the work of the smelters and ore treat- ment and reduction works aforesaid, and making advances on ore supplied in bulk to such smelters and works:

RAILWAYS. 8613 1918. Chillagoe and Etheridge Railways Act. Provided that no sum in excess of the said one hundred thousand pounds shall be appropriated or spent for the objects aforesaid except by a resolution in that behalf approved by both Houses of ParliaTI¥lnt. 7. (1.)' The Governor in Council shall forthwith after Appointmenc the coming into operation of this Act, and from time to of manager. time as necessity arises, appoint a Chillagoe mines manager. Such manager shall be appointed for a term not being more than five years nor less than three years, and shall be eligible to be reappointed at the expiration of his term of office. He shall during his continuance in office receive an annual salary to be fixed by the Governor in Council. Such salary shall be a charge upon and be paid out of the Consolidated Revenue Fund, which is hereby permanently appropriated for the purpose. He may be suspended from his office by the Governor in Council, but shall not be removed from office except as is hereinafter provided. If he is so suspended, the Minister shall cause to be laid before both Houses of Parliament a full statement of the grounds of such suspension 'within seven days there- after if Parliament is in session and actually sitting, and, if Parliament is not in session or not actually sittmg, within seven days after the commencement of the next session or sitting. Such manager so suspended shall be restored to office unless the Legislative Council and the Legislative Assembly, within twenty-one days from the time when such statement has been laid before them respectively, severally declare by resolution that he ought to be removed from office; and if within the said time the Legislative Council and the Legislative Assembly so declare, he shall be removed by the Governor in Council accordingly. Such manager shall be deemed to have vacated his office- (i.) If he engages, during his term of office, in any employment outside the duties of his office; (ii.) If he becomes insolvent, or institutes proceed- ings for liquidation of his affairs byarrange- ment or composition with or assigns his salary for the benefit of his creditors;

8614 RAILWAYS. Chillagoe. and Etheridge Railways Act. 9 GEO. V.No.17, (iii.) If he absents himself from duty for a period offourteen consecutive days, except on leave granted by the Governor in Council (which leave is hereby authorised to be granted), or becomes incapable of performing his duties; (iv.) If he becomes in any way concerned or interested in any contract or agreement made by or on behalf of the Crown, or in anywise participates or claims to be entitled to par- ticipate in the profit thereof or in any benefit or emolument arising therefrom. On the occurrence of any vacancy in the office of such manager, whether .by eftluxion of time or otherwise, the Governor in Council shall appoint a person to fill the vacancy. (2.) It shall be the duty of such manager to act as mine manager of the Einasleigh mine and to act as . manager of the smelters and ore reduction and treat- ment works acquired under this Act, and to carry out such further duties as the Minister may from time to time :require. FIRST SCHEDULE. MEMORANDUM OF AGREEMENT. . MEMORANDUM OF AGREEMENT made this sixth day of ~ ovember one thousand nine hundred. and seventeen between :JHARLES AUGUSTIN HANSON J.P. M.P. of 99 Gresham street in the City of London Esquire and WILLI.A.M COTESWORTH BoND I, of Forest Row in' the county of Sussex Esquire the present Trustees of the Trust Deed of the 18th day of April 1899 and the Indentures supplemental thereto hereinafter mentioned (herein- after referred to as "the Trustees Chillagoc Debentures" which expression shall also include'the trustees or trustee for the time being of the said Trust Deed and the Indentures supplemental thereto) of the first part EDWAllD F ANCOURT MITCHELJ.I of Little Collins street Melbourne barrister-at-Iaw the present trustee of the Indentures or Trust Deeds of the 28th day of January 1908 and the 31st day of January 1911 respectively hereinafter mentioned (hereinafter referred to as "the' Trustee Etheridge 'Debentures" which expression shall also include the trustee or trustees. for the time being of the said Indentures or Trust Deeds respectively) of the second part THE CHILLAGOE RAILWAY AND MINES LIMITED being a company incorporated under the laws of Victoria and registered in accordance with the laws of Queensland (herein- after with their successors and assigns designated "the Original Company") of the third part 'fHE NEW CHILLAGOE RAIT.lWAY AND :MJmES LIMITED a company duly incorporated and registered

RAILWAYS. 1918. Chmagoe and Etheridge Railways Act. as a limited company under the laws of Queensland (hereinafter with their >successors and assigns designated "the Second Com- pany") of the fourth part THE CHILLAGOE COMPANY LIMITED a company duly incorporated and registered as a limited company under the laws of Queensland (hereinafter with their successors and assigns designated "the Third Company") and CYRUS LENNOX HEWITT of 39 Queen street Melbourne the Liquidator of "the Third Company" of the fifth part and CHlLLAG0E LIMITED a company duly incorporated and registered as a limited company in accord- llnce with the laws of Queensland (hereinafter with their succe,ssors and assigns designated" the Fourth Company") of the sixth part and JOHN HARRY COYNE the Secretary for Railways for Queensland and Ministerial head of the Railway Department Queensland acting for and on behalf of and duly authorised in this behalf by the Government of the © State of Queensland in the Commonwealth of Australia (hereinafter with his successors in office and assigns called "the Purchaser") of the seventh part AND it is hereby declared that" The Trustees Chillagoe Debentures" "the Trustee Etheridge Debentures" "the Original Company" "the Second Company" "the Third Company" and "the Fourth Company" and the said Cyrus Lennox Hewitt his executors administrators or successors and each and every of them shall be hereinafter included in the term and designated" the Vendors" : WHEREAS by an Act of the Parliament of Queensland 61 Vic. No. 19 entitled *" The }r[areeba to Chillagoe Railway Act of 1897" Charles William Chapman James Smith Reid and John Moffat (who with their heirs executors and administrators assigns or successors in interest were referred to therein and are referred to herein 3IS "the Owners") were empowered to construct and main- tain a line of railway 100 miles or thereabouts in length commencing by a junction with the Cairns Railway at or near Mareeba distant 46 miles 36 chains or thereabouts from Cairns and thence proceed- ing by a route delineated in the Schedule to the said Act to Chillagoe aforesaid AND the said Act also conferred on "the Owners" various rights powers privileges authorities and conces- sions for the purpose of constructing maintaining and working the . said railway and certain branches thereto as mentioned in the said Act AND by the said Act provision was made for the grant by the Queen's Most Excellent Majesty of leases of certain mineral lands referred to in the said Act not exceeding in the aggregate 2,000 acres in area AND the said Act also contained a provision permitting "the Owners" from time to time to 3Issign or transfer to any person as therein mentioned (including a company registered in Queensland under t" The Companies Act 1863" or t" The Br£tish Companies Act of 1886") all or any of the rights powers privileges authorities concessions and property of "the Owners" with respect to or in or over the railway or its equipmE).nt or the mineral lands and al>so a provision that in order to secure the payment of any money borrowed by "the Owners" for the purposes of the railway or of the mineral lands to be comprised in the said leases "the Owners" might from time to time issue debentures or give and ----- * - 6 - 1 - V - ic - . - N - o - . - 1 - 9, - s - u - pr - a - , - pa - g - e - 4 - 1 - 87 - . ------------------------- t 27 Vic. No. 4, supra, page 186. :j: 50 Vie. No. 31, supra, page 277. 86]5

8616 RAILWAYS. Ohillagoe and Etheridge Railways Act. 9 GEO. V. No. 17, execute mortgages or other charges or securities of or over the railway or any part thereof or the equipment thereof or any tolls fares rates and charge,s authorised by the said Act or of or over any of the mineral lands and that such debentures or securities might be in such form and contain such provisions as "the Owners" considered expedient: AND WHEREAS in pursuance of the provisions in that behqlf contained in the said Act leases of certain mineral lands have been granted by Her Majesty to "the Owners": AND WHEREAS by an Agreement made the 18th day of June 1898 between the ChillagoeProprietary Limited (thereinafter called the "Vendor Company") of the one part and the Original Com- pany (in the Agreement now in recital called the "Purchasing Company") of the other part it was agreed that the Chillagoe Proprietary Limited should sell and that the Original Company should purchase as on the 1st day of June 1898 all the undertakings of the Vendor Company and all its assets property and rights (with the exceptions ,specified in Schedule A to the Agreement now in recital) whatsoever and wheresoever including (inter alia) all rights privileges authorities concessions and property of the Owners as mentioned in *" The Mareeba to Ohillagoe Railway Act of 1897" (Queensland) with respect to or in or over the railway mentioned in the said Act or its equipment or the mineral lands mentioned in the said Act: . AND WHEREAS the said Schedule A of the Agreement now in recital excepted from the said sale the following assets namely cash in hand and in bank and unpaid and uncalled capital to an extent not exceeding the liabilities and expenses payable or to be payable by the Vendor Company: AND WHEREAS by an Agreement dated the seventh day of August 1899 and made between the Owners of the first part the said John Moffat of the second part the said Chillagoe Proprietary Limited a company duly incorporated in Queensland under the provisions of t" The Oompanies Acts 1863 to 1896" (thereinafter called the " Vendor Company") of the third part and the Original Company in the now reciting Agreement called the "Purchaser Company" of the fourth part: AFTER RECITING the Act of Parliament hereinbefore recited and reciting the grant to the Owners of the said mineral leases as therein described and particulars whereof were set forth in the First Schedule thereto AND RECITING that the Owners became entitled to and held the said recited Act and all rights powers privileges authorities ..concessions and property of the Owners there- under and also the said mineral leases a,s trustees for the Vendor Company as they did and each of them did thereby admit and acknowledge AND RECITING to the effect that the said John Moffat had applied for other mineral leases particulars whereof were set forth in the Second Schedule to the now reciting Indenture and that such application had been made at the request and on behalf of the Vendor Company as he (the said John Moffat) did thereby * 61 Vie. No. 19, supra, page 4187. t 27 Vic. No. 4 and amending Acts, supra, pages 186 et seq.

RAILWAYS. 1918. Chillagoe and Etheridge Railways Act. admit and acknowledge AND RECI'rING the sale by the said Agree- ment dated the 18th day of June 1898 hereinbefore recited AND FUR'l'HER RECITING that no assignments or transfers of the said Act or of the rights powers privileges authorities concessions and property thereby' conferred and vested on and in the Owners or of the mineral leases thereinbefore in the now reciting Indenture men- tioned had ever been made to the Vendor Company AND RECITING (inter alia) that the VeHdor Company had requested the Owners .and a1so the said John lVloffat to assign and transfer the premises thereinafter expressed to be assigned and transferred to the Pur- , ~haser Company and also to execute such further assignments or transfers of the said mineral leases and applications for mineral leases as should be required by the law for the time being relating to the same so as to fully and effectually vest the same in the Purchaser Company which they had respectively agreed to do in manner thereinafter appearing: IT WAS WITNESSED that in pursuance of the said agreement .and for the consideration therein mentioned the Owners and the said John Moffat according to their respective rights powers and interests did and each of them did at the request and direction of the Vendor Company testified by its being a party to and executing the presents now in recital assign and transfer and the Vendor Company in pursuance of the thereinbefore recited Agreement of the 18th day of June 1898 and for the consideration therein mentioned did thereby assign transfer and confirm unto the Pur- ehaser Company and its assigns: FIRSTLY ALL AND SINGULAR the rights powers privileges autho- rities and property conferred on the Owners by the said Act with respect to or in or over the railway thereby authorized to be con- structed and maintained and also the railway including all lands of whatsoever tenure which had been or might thereafter be taken or acquired for the purposes of the said railway or used in con- nection therewith and all buildings or erections whatsoever which were then or might at any time thereafter be upon or used in eonnection with the said railway or lands and all tolls fares rates and charges whatsoever authorised by the said Act and all rights easements and appurtenances whatsoever then belonging to or exerciseable by the Owners in respect of any of the premises therein- before expressed to be thereby assigned or transferred: AND SECONDLY ALL AND SINGULAR the mineral lands comprised in the said leases specified in the First Schedule thereto (and being part of the lands specified in the First Schedule hereto) : AND THIRDLY ALL AND SINGULAR the mineral lands and the .applications therefor or leases thereof specified in the Second Schedule thereto (and being part of the lands ,specified in the First Schedule hereto) and all the estate right title interest claim and demand of the Owners and of the Vendor Company therein or thereto: To HAVE AND TO HOLD th~ premises thereinbefore expressed to be thereby assigned and transferred or intended so to be unto the Purchaser Company and its assigns for ever Subject nevertheless to the same duties obligations and penalties as the Owners had and 8617

8618 RAILWAYS. Chillagoe and Eth.eridge Railways Act. . 9 GEO. V. No. 17, were subject to and also to payment of the rent and observance and performance of the covenants and conditions re,served by and contained in the said leases and on the part of the lessees or lessee to be respectively paid observed and performed: AND WHEREAS the Governor in Council duly consented in pursuance of the provisions of section 29 of the said *" The Mareeba to Chillagoe Railway Act of 1897" to the said assignment by the Owners (by direction of the said "The Chillagoe Proprietary Limited") of the whole of their rights powers privileges authorities and property with respect to or in or over the railway and its equip- ment and the mineral lands mentioned in *" The jllareeba t~ ChillagoeRailway Act of 1897" to the Original Company: AND WHEREAS by an Indenture (hereinafter called the "Princi- pal Indenture") made the 18th day of April 1899 between the "Original Company" of the one part and General Sir Henry Wylie Norman G.C.B. G.C.M.G. C.LE. and the said Charles Augustin Hanson (thereinafter called the "Present Trustees") of the other part after reciting (inter alia) the said Act of the Parlia- mentof Queensland entitled *" The Mareeba to Chillagoe Railway Act of 1897" (hereinbefore recited) and that the said rights powers privileges authorities and concessions granted to or conferred on "the Owners" by the said Act in respect to or in or over the railway mentioned therein and its equipment and the mineral lands also mentioned therein had been or were about to be duly assigned and transferred to and vested in "the Original Company" and the leases of the said mineral lands had been or were about to be transferred to "the Original Company" AND that "the Original Company" were possessed of and entitled to other mineral lands held under t" The Mineral Lands Act of 1882" of the Colony of Queensland (particulars whereof were set forth in the second part of the First Schedule to the said Indenture) in addition to the mineral lands under the said *" The Mareeba to Chillagoe Railway Act of 1897" AND also certain plant stores and other chattels upon the mineral lands thereinbefore mentioned or some of them AND that "the Original Company" had commenced the construc- tion of the said railway and proposed to erect smelting works for the treatment of copper and lead ores and also to develop and equip the said company's mines AND that in order to provide funds for the purposes aforesaid the directors of the company had arranged to forthwith issue 4,000 first mortgage debentures of £100 each part of a total authorised issue of £500,000 6 per centum mortgage debentures such debentures respec:ively to be in the form set forth in the Schedule to the said Indenture and to further secure the payment of the money secured by such debentures in manner thereinafter appearing IT was witnessed that it was thereby agreed and declared by and between the parties thereto (inter alia) (by clause 8 of the said "the Principal Indenture" now in recital) that "the Original Company!> thereby charged the payment of the moneys intended to be thereby secured to the intent that such charge might be a specific first charge and not a floating charge for such payment: * 61 Vie. No. 19, supra, page 4187. t Repealed; see Historical Table, Index Volume.

RAILWAYS. 1918. Chillagoe and Etheridge Ra~ ' lWiays A.ct. FIRSTLY ALL AND SINGULAR the rights powers privileges authorities and concessions conferred on "the Owners" by the said *" The Mareeba to Chillagoe Railway A.ct of 1897" with respect to or in or over the railway thereby authorised to be constructed and maintained and also the railway including all lands of whatsoever tenure which had been or might thereafter be taken or acquired for the purposes of the said railway or used in connection therewith and all buildings or erections whatsoever which were then or might at any time thereafter be. upon or used in connection with the said railway or lands and all tolls fares rates and charges whatsoever authorised by the said Act and all rights easements and appurten- ances whatsoever then belonging to or exerciseable by " the Original Company" in respect of any of the premises thereinbefore expressed to be thereby charged: AND SECONDLY ALL AND SINGULAR the mineral lands comprised in the said leases the particulars whereof were specified in the first and second parts of the First Schedule to the Indenture now in recital: AND THIRDLY ALL AND SINGULAR the lands and hereditaments then belonging to or about to be acquired by "the Original Com- pany" whereon the smelting works of "the Original Company" were about to be erected: AND FOURTHLY the lands acquired or about to be acquired by "the Original Company" at Cairns aforesaid whereon wharves were to be erected for the purpose of the said railway: AND FIFTHLY the smelting works wharves buildings and erec- tions then or thereafter to be erected ,on the premises secondly thirdly and fourthly thereinbefore described or any part thereof or used in connection therewith: AND that "the Original Company" (by clause 10 thereof) thereby charged all its assets both then present and future other than its uncalled capital and its assets thereinbefore specifically charged under clause 8 hereinbefore recited of the said "the Principal Indenture" now in recital with the payment of the moneys intended to be thereby secured and that such charge should be a first charge and except as to rolling-stock should rank as a floating charge and should in no way hinder or prevent "the Original Company" from selling alienating mortgaging charging leasing paying dividends out of profits or otherwise disposing of or dealing with such other assets except rollil1g-stock as it might think fit and any such mortgage or charge might be specific or floating and might be made to rank in priority to or pari passu with or after the security thereby constituted: PROVIDED that" the Original Company" might in the ordinary course of business sell and dispose of any worn-out or obsolete rolling-stock which should have been replaced or renewed: AND WHEUEAS by an Agreement bearing date the 20th day of March 1902 made between "the Original Company" of the one part and "the Second Company" of the other pRrt: * 61 Vie. No. 19, supra, page 4187. M 8619

8620 RAILWAYS. Chillagoe and Etheridge Railways Act. 9 GEO. V.No.17, AFTER RECITING (inter alia) the incorporation of the Original Company in Queensland and that the Second Company had been incorporated in Queensland under the provisions of "The Com- panies Acts 1863 to 1896" : IT WAS THEREBY AGREED (inter alia) that the Original Company should sell to the Second Company and the Second Company should purchase from the Original Company ALL AND SINGULAR the undertaking of the Original Company and all its assets railway leases mineral lands property and rights whatsoever and wheresoever including (inter alia) all rights powers privileges authorities concessions ·and property of the owners as mentioned in *" The Mareeba to Chillagoe Railway Act of 1897" with respect to or in or over the railway mentioned in the said Act or its equipment or the mineral lands mentioned in the said Act and then owned by the Original Company AND that the said premises mentioned in the said Indenture were sold and purchased subject to the specific charge over part thereof and floating charge over other part thereof contained in the Principal Indenture hereinbefore recited dated the 18th day of April 1899 and also to a certain charge and certain debentures therein mentioned and that the Second Company should forthwith execute a proper charge in favour of the said Sir H. W. Norman and C. A. Hanson as Trustees for the debenture holders under the Principal Indenture by way of floating charge over the assets of the Original Company then subject or liable to the floating charge contained in the Principal Indenture and hand such charge when executed to the Original Company which should hold it on behalf of the said Sir H. W. Norman and C. A. Hanson or hand it to them or as they might direot AND that as part of the consideration for the said sale and purchase the Secon,d Com- pany should (subject to the proviso thereinafter contained) under- take to pay satisfy and discharge out of the premises sold and out of the assets for the time being of the Second Company as limited by the said provisoes (inter alia) the debentures of the Chillagoe Company secured by the Principal Indenture and all liabilities and obligations whatsoever of the Original Company under the Principal Indenture and would at all times keep the Original Company and its members to the extent of the said premises and assets indemnified against all such debentures liabilities and obliga- tions and against all actions proceedings costs damages claims and demands in respect thereof AND as further part of the considera- tion for the said sale and purchase that the Second Company should undertake to pay satisfy and discharge all the debts liabilities and obligations whatsoever of the Original Company other than the said debentures and its li~bilities and obligations under the Principal Jndenture and the Agreement and covenant therein mentioned and should adopt and perform all contracts and engagements then bind- ing upon the Original Company other than as aforesaid and would at all times keep the Original Company and its members indemni- fied against all such debts liabilities obligations contracts and engagements (other than as aforesaid) and against all actions proceedings costs damages claims and demands in respect thereof: AND WHEREAS by an Indenture made the 31st day of December 1902 between "the Original Company" of the first part "the * 61 Vie. No. 19, supra, page 4187.

RAILWAYS. ;1.918. Chillagoe and Etheridge Railways Act. Second Company" of the second part and the said General Sir Henry Wylie Norman and Charles Augustin Hanson (thereinafter <called "the Trustees") of the third part after reciting (inter alia) that the presents now in recital were intended to be read as supple- mental to the hereinbefore recited" the Principal Indenture" made the 18th day of April 1899 and that there were then outstanding £498,300 and no more of the issue of 500,000 debentures mentioned in "the Principal Indenture" and that "the Second Company" had been formed with a nominal capital of £1,000,000 divided into 1,000,000 shares of £1 each for the purpose of taking over the assets .and liabilities of "the Original Company" anp. that it was proposed that after such taking over "the Original Company" might be wound-up and that having regard to the premises it was desirable that certain modifications and alterations should be made in the Principal Indenture and in the rights of the parties thereto or interested therein and that at a meeting of the debenture holders duly convened and held on the 21st day of February 1902 pursuant to the provisions of the Third Schedule to "the Principal Inden- ture" the Trustees being the parties of the third part to the Inden- ture now in recital were duly' authorised to execute an Indenture without modification or with such modification therein or addition thereto as to the Trustees might seem fit and proper a draft of which was submitted to such meeting being the Indenture now in recital with certain modifications and additions assented to by the Trustees it was witnessed that the several companies and persons respectively parties to the Indenture now in recital mutually agreed .and covenanted with one another (inter alia) (by clause 1) that .all the property of "the Original Company" both real and personal should when "the Original Company" and "the Second Company" thought expedient be transferred to and vested in "the Second Company" subject to existing charges including the debentures secured by "the Principal Indenture" and that (by clause 2) from the date whereon the property of "the Original Company" should he transferred t~ and vested in "the Second Company" all rights .and liabilities of "the Original Company" under "the Principal Indenture" and the debentures secured thereby should subject to the modifications therein provided for belong to and devolve upon and be undertaken by "the Second Compllny" which should subject as aforesaid be deemed to take the place of "the Original Company" and "the Principal Indenture" and the debentures. should as from the said date so far as the same were applicable and subject as aforesaid be read as though the name of "the Second Company" were substituted for that of "the Original Company" wherever the same occurred AND that (by clause 3) "the Second Company" thereby charged in favour of the Trustees all its assets both present and future other than its uncalled and unexpended <capital and the assets specifically charged under clause 8 of "tke Principal Indenture" hereinbefore recited by way of security for the said debentures and such charge should be a first charge and ()xcept as to rolling-stock should rank as a floating charge and should take effect to the same extent and with the same incidents in all respects as the charge created by the hereinbefore recited Clause 10 of "the Principal Indenture" AND that as from the said date this clause now in recital should be substituted for the said clause 10 contained in "the Principal Indenture": 8621

8622 RAILWAYS. Chillagoe and Etheridge Railways Act. 9 GEO. V. No. 17, AND WHEREAS by an Agreement made the 6th of June 1905 between "the Second Company" of the one part and "the Third Company" of the other part after reciting (inter alia) the incor- poration in Queensland of "the Second Company" and that "the Third Company" had been incorporated in Queensland under *" The Companies Acts 1863 to 1896" for the purpose of (inter alia) acquiring the assets and undertaking of "the Second Company" it was thereby agreed (inter alia) that "the Second Company" should sell and "the Third Company" should purchase and take over all and singular the undertaking of "the Second Company" and all its assets railways leases and mineral lands property rights goods chattels and things in connection therewith and wheresoever including (inter alia) all rights powers privileges authorities con- cessions and property of "the Owners" referred to and as mentioned in the said t" The Mareeba to Chillagoe Railway Act of 1897" with respect to or over the railway mentioned in the said Act or its equipment and such of the mineral leases in the said Act as were then owned by "the Second Company" and also includ- ing all claims or rights which "the Second Company" had t<> obtain a concession to build a railway from the Chillagoe District to the Etheridge District Queensland AND that the said premises mentioned in the said Indenture and hereinbefore recited were sold and purchased subject to the specific charge over part thereof and the floating charge over the other part thereof contained in "the Principal Indenture" hereinbefore recited made the 18th day of April 1899 and to the charge contained in the debentures referred to in "the Principal Indenture" but with the benefit of all modifi- cations and concessions assented to by the holders of such deben- tures at a general meeting held in London on the 18th day of April 1905 AND that "the Third Company" should if and when required by "the Second Company" execute a proper charge in favour of or transferable to the said Charles Augustin Hanson the surviving Trustee or other the Trustees or Trustee for the time being under the said "the Principal Indenture" by way of a· floating charge over such of the assets thereinbefore in clause 1 of the Agreement ::JOW in recital mentioned as were then or ought under the provisions of the said "the Principal Indenture" to be subject or liable to the floating charge contained therein or any supplemental trust deed and should deliver such charge when executed to the Trustees under "the Principal Indenture" or to "the Second Company" which should hold it on behalf of the Trustees or hand it to them as they might direct AND that as part of the consideration for the said sale "the Third Company" should undertake to pay satisfy and discharge all the debts liabilities and obligations of "the Second Company" whatsoever including those undertaken by "the Second Company" under the Agreement with "the Original C/jmpany" dated the 20th day of March 1902 and should adopt and perform and fulfil all contracts and engagements then binding on it and in particular a contract between "the Second Company" and Messieurs Tolhurst Keats and Cumming whereby it was pro- vided (inter alia) that 10,000 shares in "the Third Company" should be issued to them or their nominees as fully paid up for the consideration therein mentioned and "the Third Company" * 27 Vic. No. 4 and amending Acts, 8upra, pages 186 et 8eg. t 61 Vic. No. 19, 8upra, page 4187.

RAILWAYS. 1918. Chillagoe alYLd Etheridge Railways Act. should at all times keep "the Second Company" its liquidators and contributories indemnified against such debts liabilities obliga- . tions contracts and engagements and against all actions proceedings costs damages claims and demands in respect thereof: AND WHEREAS by an Indenture made the 25th day of Sep- tember 1905 between "the Original Comnany" of the first part "the Second Company" of the second part and Charles Augustin Hanson and William Cote,sworth Bond of the third part after reciting that the presents now in recital were intended to be read as supplemental to the Principal Indenture hereinbefore recited dated the 18th day of April 1899 and that there were then out- standing debentures of the said issue mentioned in the Principal Indenture of the nominal amount of £498,300 and no more and that "the Original Company" had not been wound-up and that with the approbation thereby testified of "the Original Company" a new company (thereinafter called "the Third Company") being "the Third Company" of these presents had been incorporated under "The Companies Acts of the State of Queensland" with a nominal capital of £350,000 divided into 700,000 shares of 10s. each for the purpose of acquiring the property and assets and under- taking the liabilities both of "the Original Company" and of "the Second Company" as from the 1st day of April 1905 AND that it had been agreed that the whole of the shares of "the Third Company" should be issued as and for part of the purchase money for the property and assets so to be acquired with 7s. 6d. per share credited as paid up thereon AND that it had been proposed that "the Original Company" should not be wound-up immediately but that "the Second Company" should thereupon with all convenient speed be wound-up AND that the said General Sir Henry Wylie Norman had died AND that the said William Cotesworth Bond had been duly appointed a Trustee of "the Principal Indenture" in his place IT was witnessed (inter alia) that all the property and aSl>ets both of "the Original Company" and "the Second Company" both real and personal should when "the Original Company" and "the Second Company" and "the ThlrdCompany" thought expedient be transferred to and vested in "the Third Company" subject to all existing charges thereon including the debentures secured by "the Principal Indenture" and that (by dause 2) as from the date whereon the said property and assets should be transferred to and vested in "the Third Company" all rights and liabilities of "the Original Company" under "the Principal Indenture" and the debentures secured thereby and all the rights and liabilities of "the Second Company" should (subject to the modifications therein provided for) belong to and devolve upon and be undertaken by "the Third Company" which should (subject as aforesaid) be deemed to take the place of "the Original Company" and of "the Second Company" and "the Principal Indenture" and the said debentures should as from such date as far as the same were applicable and (subject as aforesaid) be read as though the name of "the Third Company" were substituted for that of "the Original Company" wherever the same occurred THAT the several companies and persons parties thereto and "the Third Company" should respectively from time to time exe('ute and do all deeds acts and things which should be reasonably necessary for effectuating the provisions of the presents now in 8623

8624 RAILWAYS. Chillagoe and Etheridge Railways Act. 9 GEO. V.No. 17~ recital AND that all the provisions contained in the Indenture now in recital should be treated for all purposes as if they were obliga- tions imposed upon "the Original Company" by "the Principal Indenture" and by virtue of clause 2 of the Indenture now in recital upon "the Third Company" and the provisions of "the Principal Indenture" with regard to the breaches of any such obligations should be applicable tliereto: AND WHEREAS by an Act of the Parliament of Queensland 6th Edw. VII. No. 2 entitled *" The Etheridge Railway Act of 1906" an Agreement set forth in the Schedule to the said Act and entered into on the 5th day of February 1906 between the Secretary for Railways for and on behalf of the Government of Queensland and "the Original Company" for the construction of a line of railway from Chillagoe to Georgetown and for the maintenance manage- ment and working of the same was by the said Act validated and the construction maintenance management and working of the said railway in pursuance of the said Agreement subject to the provisions of the said Act were thereby authorised and approved: AND WHEREAS provision was made for the payment by the Government of a sum equal and amounting to 2lh per centum per annum on the total cost of the said Etheridge ~ ailway actually incurred (and not exceeding £450,000) payable half-yearly and for the purchase by the Government of the said Etheridge Railway at the termination of 15 years from the date of the said Agreement at the price mentioned therein: AND WHEREAS the said Act contains a provision permitting "the Original Company" with the consent of the Governor in Council from time to time to asSign or transfer to any person as therein mentioned including a ,company registered in Queensland under t" The Companies Act 1863" or t" The British Companies Act of 1886" or in accordance with some general Act of the Parlia- ment of the Commonwealth all or any the rights powers privileges authorities concessions interest and property conferred upon "the Original Company" by the said Agreement and the said Act AND also a provision that in order to secure the payment of any money borrowed by "the Original Company" for the purposes of the construction of the railway "the Original Company" might from time to time issue debentures or give and execute mortgages or other charges or securities over the concessions interest and property conferred upon "the Original Company" by the said Agreement and by the said Act and that such debentures or securities might be in such form and contain such provisions not inconsistent with the said Agreement and the said Act as "the Original Company" considered expedient: AND WHEREAS by Memorandum of Agreement made the 16th day of January 1907 between "the Original Company" of the first part "the Third Company" of the second part and the said Charles Augustin Hanson and William Cotesworth Bond of the third part expressed to be supplemental to the following Indentures Agree- ment and Act of Parliament that was to say: *6 Edw. VII. No. 2, 8upra, page 4129. f 27 Vic. No. 4 and amending Acts, supra, pages 186 et seq. : 50 Vic. No. 31, supra, page 277.

RAILWAYS. 1918. Ohillagoe and Etheridge Railtoays Act. First The hereinbefore recited the Principal Indenture made the 18th day of April 1899 Secondly The hereinbefore recited Agreement dated the 6th day of Juue 1905 Thirdly The herein- before recited Indenture made the 25th day of September 1905 and Fourthly The said *" The Etheridge Railway Act of 1906" : AFTER RECITING that the property and assets of "the Original Company" had not yet been transferred to or vested in "the Third Company" under the provisions of the said hereinbefore recited Agreement of the 6th day of June 1905 AND that 700,000 shares of "the Third Company" had been issued AND that the cost of construction of the railway authorised by the said §" The Etheridge Railway Act of. 1906" was estimated at about £400,000 and it was proposed to raise (1) Not less than £60,000 of that sum by the issue of shares in "the Third Company" and (2) Not more than £250,000 by issuing debentures of not exceeding the nominal value of £250,000 secured by a mortgage of or charge upon the concessions interests and property conferred upon "the Original Company" by *" The Etheridge Railway Act of 1906" and the Agreement dated the 5th day of February 1906 in the said Act referred to (3) £75,000 by issuing debentures of the nominal value d £75,000 to be secured in the same manner and upon the same property as and to rank pari passu with the existing debentures AND that at a meeting of the holders of the existing debentures duly convened and held on the 5th day of January 1907 the following Extraordinary Resolution was passed that was to say "That this meeting sanctions the modifications of the rights of the holders of the debentures issued by the Chillagoe Railway and Mines Limited (being "the Original Company" of these presents) and constituted by Trust Deed dated the 18th day of April 1899 and mad0 between the company (being "the Original Company" of these presents) of the one part and General Sir Henry Wylie Norman (since deceased) and Charles Augustin Hanson as Trustees of the other part against the company and its property which are set out in the draft Agree- ment submitted to this meeting and signed by the chairman thereof by way of identification and empowers the present Trustees of the said Trust Deed with a view to effectuating ,such modifications to concur with the company in executing a supplemental Trust Deed in accordance with the terms of the said draft Agreement with silch modifications (if any) as to the said present Trustees shall seem necessary or expedient" AND that the draft Agreement referred to in the said Resolution was in fact the Agreement now in recital: IT WAS AGREED (inter alia) that it should be lawful for "the Original Company" or "the Third Company" alone or with the concurrence of "the Original Company" to issue new debentures of the nominal amount of £75,000 at such premium or discount as the directors should think fit and to be secured in the same manner and upon the same property as and to rank pari passu with the existing debentures and that no mortgage or charge of any kind in excess of the above mentioned sums of £250,000 and £75,000 and the interest thereon should be created or made'upon the concessions interest and property conferred upon "the Original Company" by *" The Etheridge Railway Act of 1906" and the said Agreement dated the 5th day of February 1906 therein referred to without * 6 Edw. VII. No. 2, supra, page 4129. 8625

RAILWAYS. Chillagoe and Etheridge Railways Act. 9 GEO. V. No. 17, the consent of the Trustees for the time being of "the Principal Indenture" and that" the Principal Indenture" should be modified in the manner in the Memorandum of Agreement now in recital specified AND that the Agreement now in recital should take effect and operate by way of modification of the rights of the holders of the existing debentures and of the provisions contained in "the Principal Indenture" as modified by the hereinbefore recited Indenture dated the 25th day of September 1905 AND that the Trustees of the said Two Deeds should if necessary concur with the company in executing a new Trust Deed or new Trust Deeds which should be in such form in all respects as the Trustees or ',I'rustee should at their or his discretion consider necessary or proper for effectuating the provisions of these presents: AND WHEREAS by an Indenture made the 28th day of January 1908 between "the Original Company" of the first part "the Third Company" of the second part and Edward Fancourt Mitchell of the third part after reciting (inter alia) the hereinbefore mentioned Agreement dated the 5th day of February 1906 set forth in the Schedule to *" The Etheridge Railway Act of 1906" and the said last-mentioned Railway Act and that "the Original Company" entered into the said Agreement on behalf of and as agent or Trustee for "the Third Company" and then held the rights powers privileges authorities concessions interests and property conferred upon it by the said Agreement and the said last mentioned Act as Agent or Trustee for "the Third Company" and that "the Original Company" (at the request of "the Third Company") commenced and was then proceeding with the construction of the railway and that in order to provide part of the funds required for the purpose of the construction of the railway "the Original Company" had arranged (at the request arid with the consent and agreement of "the Third Company" testified by its being a party to the Inden- ture now in recital) to issue 1,000 first mortgage debentures of £100 each forming part of the total issue of £200,000 4i per centum first mortgage debentures such debentures respectively to be in the form or to the effect set forth in the First Schedule to the Indenture now in recital: IT WAS WITNESSED that it was thereby agreed and declared by and between the parties thereto that the then present issue of debentures was limited to £100,000 nevertheless "the Original Company" might from time to time issue debentures up to the additional amount of £100,000 ranking pari passu with the then present issue AND that the present issue of £100,000 of debentures and the further debentures to the amount of £100,000 constituted the total issue of £200,000 of debentures intended to be secured by the presents now in recital AND that ~ ' the Original Company" (with the consent and concurrence of "the Third Company") . thereby charged and "the Third Company" also charged with the payment of the debentures and all other moneys intended to be thereby secured to the intent that such charge should (subject as therein mentioned) be a specific first charge and not a floating charge for· such payment for all and singular the concessions interests and property conferred on "the Original Company" by the said Agreement and the said *" The Etheridge Railway Act of * 6 Edw. VII. NQ. 2, 8upra, page 4129.

RAILWAYS. 1918. Chillagoe and Etheridge Railways Act. 1906" including (1) The half-yearly sums equal to 21' per centum per annum on the cost of construction of the railway (2) The purchase money whether in cash or in inscribed stock payable by the Government of Queensland for the purchase of the railway at the end of fifteen years from the said 5th day of February 1906 and (3) Any profits (over and above the amount of the bonus or . subsidy of 2~ per ceutum per annum payable by the Government under the said Agreement) payable by the Railway Commissioner of Queensland to "the Original Company" half-yearly under and by virtue of the said Act: AND WHEREAS by an Indenture made the 19th day of January 1909 between "the Original Company" of the first part" the Third Company" of the second part and the said Charles Augustin Hanson and William Cotesworth Bond of the third part expressed to be supplemental to the following Indentures Agreement and Act of Parliament that was to say Firstly the hereinbefore recited" the Principal Indenture" made the 18th day of April 1899 Secondly the hereinbefore recited Agreement dated the 6th day of June 1905 Thirdly the hereinbefore recited Indenture made the 25th day of September 1905 Fourthly the said *" The Etheridge Railway Act of 1906" and Fifthly the hereinbefore recited Memorandum of Agreement made the 16th day of January 1907 after reciting that "the Original Company" with the concurrence of "the Third Company" testified by its being a party to and executing the presents now in recital in pursuance of the power in that behalf given to it and them by the said Memorandum of Agreement of the 16th day of January 1907 had decided to issue new debentures of "the Original Company" of the nominal amount of £75,000 as provided in the said Memorandum of Agreement such debentures to be in the form set forth in the Schedule to "the Principal Indenture" so far as might be having regard to the modification in "the Principal Indenture" effected by the various documents to which the Indenture now in recital was supplemental and to lapse of time and to other material circumstances: IT WAS WITNESSED that in further pursuance of the said power "the Original Company" and "the Third Company" did and each of them did according to their respective estates and interests thereby charge all and singular the property and assets expressed to be charged by "the Principal Indenture" or which were in any way then subject to the trusts thereof as modified by the other documents to which the Indenture now in recital was supplemental (to the intent that such charge should rank as a specific first charge upon the property and assets then subject to the specific charge created by the hereinbefore recited clause 8 of "the Prin~ cipal Indenture" and as a floating charge upon the property and assets then subject to the floating charge created by "the Principal Indenture") with the payment of the moneys secured by the new debentures pari passu with the existing debentures so that all provisions of "the Principal Indenture" modified as aforesaid should apply mutatis mutandis to the new debentures as well as to the existing debentures: AND WHEREAS by an Indenture made the 31st day of January 1911 between "the Original Company" of the first part "the Third * 6 Edw. VII. No. 2, supra, page 4129. 8627 - -- ~

8628 RAILWAYS. OhiUagoe and Etheridge Railways Act. 9 GEO. V.No.17, Company" of the second part and the said Edward Fancourt Mitchell (thereinafter called the Trustee) of the other part after reciting (inter alia) the said *" The Etheridge Railway Act of 1906" and the Agreement of the 5th day of February 1906 comprised and set out in the Schedule to the said Act and that "the Original Company" entered into the said Agreement on behalf of and as Agent or Trustee for "the Third Company" and it then held the rights powers privileges authorities and concessions interests and property conferred upon it by the said Agreement of the 5th day of February 1906 and the said *" The Etheridge Railway Act of 1906" as Agent or Trustee for "the Third Company" and that "the Original Company" (at the request of "the Third Company") had completed the construction of the railway and that the certified cost of the railway up to the 30th June 1910 amounted to £442,553 2s. 3d. and that it was anticipated that the total cost of the railway would amount to or exceed the sum of £450,000 but such total cost had not yet been ascertained and certified to under the said Act and after reciting the hereinbefore recited Indenture made the 28th day of January 1908 and the charge thereby created and that the whole of the said £200,000 first mortgage debentures had been issued by "the Original Company" and were then outstanding but "the Original Company" had not created and "the Third Company" had not created any other charge upon the premises comprised in the lastly thereinbefore and hereinbefore recited Indenture and that "the Original Company" (at the request of "the Third Company") had arranged to issue 250 additional mortgage debentures of £100 each to secure the total sum. of £25,000 such debentures respectively to be in the form or to the eifect set forth in the First Schedule to the Indenture now in recital and to further secure the payment of the said debentures in manner thereinafter appearing: IT WAS WITNESSED and it was thereby agreed between the parties thereto (inter alia) that the then present issue of the deben- tures was limited to £25,000 and that "the Original Company" (with the consent and concurrence of "the Third Company") . thereby charged and "the Third Company" also charged the pay- ment of the debentures and all other moneys intended to be thereby secured to the intent that such charge should (subject as therein- after set out) be a specific first charge and not a floating charge ,for such payment all and singular the concessions interests and property conferred on "the Original Company" by the said Agree- ment and the said Act including (1) the half-yearly sums equal to 2i per centum per annum on the cost of construction of the railway (2) the purchase money whether in cash or inscribed stock payable by the Government of Queensland for the purchase of the railway at the end of fifteen years from the said 5th day of February 1906 and (3) any profits (over and above the amount of the bonus or subsidy of 2i per centum per annum payable by the Government under the said Agreement) payable by the Queensland Railway Commissioner to "the Third Company" half-yearly under and by virtue of the said Act provided that the charge created by the Indenture now in recital should be subject to the charge created by the thereinbefore recited Indenture of the 28th day of January 1908: * 6 Edw. VII. No. 2, 8upra, page 4129.

R.AILWAYS. 1918. . Chillagoe and Etheridge Railways Act. AND WHEREAS since the 1st day of December 1911 by the authority of a Resolution of the Board of Directors of "the Third Company" of that date "the Third Company" have issued 250 debentures of £100 each and called the "Einasleigh Debentures" with the payment of which "the Third Company" charged its undertaking and all its property present and future including its uncalled capital which charge was to rank subject only to (a) the first mortgage debentures issued by "the Original Company" and then outstanding amolmting to £573,300 and (b) the Etheridge Railway Debentures issued by "the Original Company" and then outstanding amounting to £225,000 and to all interest due or to become due thereon and the debentures of the issue now in recital were all to rank pari passn without any preference or priority one over the other and the charge created by the debentures now in recital was to be a floating security and was in nowise to prevent "the Third Company" from selling leasing exchanging or otherwise dealing with its property but so that "the Third Company" was not to be at liberty to i,ssue any further debentures creating a floating charge or to Cl'eate any mortgage or charge on the property known as Einasleigh to rank in priority to or pari passu, with the debentures of the issue now in recital: AND WHEREAS by an Agreement made the 11th day of March 1913 "the Third Company" and the said Cyrus Lennox Hewitt of the one part and "the Fourth Company" of the other part after reciting the incorporation in Queensland of "the Third Company" with a capital of £350,000 divided into 700,000 shares of 10s. each and that the capital of '.'the Third Company" had been subse- quently increased and then cOIlSisted of £600,000 divided into 1,200,000 ,shares of 10s.: AND WHEREAS by Special Resolutions of "the Third Company" passed and confirmed at Extraordinary General Meetings of. "the Third Company" held respectively on the 20th day of February 1913 and the 7th day of March 1913 it was resolved (1) "That it is desirable to reconstruct the Company and accordingly that the Company be wound-up voluntarily and that Cyrus Lennox Hewitt of Melbourne be and he is hereby appointed Liquidator for the purpose of such winding-up" and (2) "That the draft Agree- ment submitted to this meeting and expressed to be made. between this Company and its Liquidator of the one part and Chillagoe Limited (being 'the Fourth Company') of the other part be and the same is hereby approved and that the said Liquidator be and he is hereby authorised pursuant to section 151 of *' The Companies Act of 1863' to enter into an agreement with the said Chillagoe Limited (when incorporated) in terms of the said draft and to carry the same into effect with such modificatioIlS or alterations (if any) as he may think expedient AND that pursuant to the said Special Resolutions "the Fourth Company" has since been incorporated in Queensland under *" The Companies Acts 1863 to 1909" with a nominal capital of £600,000 divided into 1,200,000 shares of 10s. each and that by the Articles of Association of "the Fourth Company" it was provided that the same company should forth- with enter into the Agreement referred to in the said Special Resolutions being the Agreement now in recital: * 27 Vic. No. 4 and amending Acts, supra, pages 186 et seg. 862!J .

·8630 RAILWAYS. Chillagoe and Etheridge Railways Act. 9 GEO. V. No. 17, IT WAS AGREED (inter alia) (by clause 1) that "the Third Company" and its Liquidator should sell and "the Fourth Com- pany" should purchase and take over all and singular the urider- taking of "the Third Company" and all its assets railways leases mineral lands property rights goods chattels and things in action whatsoever and wheresoever including (inter alia) (a) all rights powers privileges authorities concessions and property of "the Original Company" as mentioned in the said *" The Mareeba to Chillagoe Railway Act of 1897" with respect to or over the railway mentioned ill the said Act or its equipment and such of the mineral lands mentioned in the said Act as were then owned by "the Third Company" (b) the benefit of the Agreement dated the 5th day of February 1906 with The Secretary for Railways of Queensland and all rights powers and authorities conferred by the said t" The Etheridge Railway Act of 1906" and (c) all coal-bearing lands or areas held or acquired by "the Third Company" at Mount Mulligan Queensland AND (by clause 2) that the premises mentioned in the Agreement now in recital and here recited were sold and purchased subject to all charges and encumbrances affecting the same and in particular (a) the specific and floating charges respectively contained in the hereinbefore recited "the Principal' Indenture" dated the 18th day of April 1899 and a1so in the hereinbefore recited deed supplemental thereto dated the 19th day of January 1909 and the debentures referred to in the said "the Principal Indenture" and Supplemental Deed (b) the charges {lontained in the hereinbefore-recited Indentures or Trust Deeds made the 28th day of January 1908 and the 31st day of January 1911 and (c) to the charge and restrictions contained in certain debentures (hereinbefore referred to) aggregating £25,000 issued by "the Original Company" to The New Einasleigh Copper Mines Limited on or aboyt the 5th day of December 1911 and of which debentures £20,000 are then outstanding AND (by clause 3) that "'the Fourth Company'''should if and when required by "the Third Company" execute a proper charge in favour of or transferable to the said Charles Augustin Hanson and William Cotesworth Bond (the then present Trustees under the said "the Principal Inden- ture" of the 18th day of April 1899) or other the Trustees for the time being under the said "the Principal Indenture" by way of floating charge over such of the assets mentioned in the hereinbefore recited clause 1 of the Agreement now in recital as were immediately prior to the execution thereof or ought under the provisions of the said "the Principal Indenture" and the said Supplemental Trust Deed be subject or liable to the floating charge contained in the said "the Principal Indenture" and the Trust Deed supplemental thereto and should deliver such charge when executed to the Trustees Or to "the Third Company" which should hold it on behalf of the .Trustees or hand it to them as ,they might direct AND (by dause 5) that as part of the consideration for the .said sale "the Fourth Company" should undertake to pay satisfy and discharge all the debts liabilities and obligations of "the Third Company" whatsoever including those undertaken by "the Third Company" under the Agreement with "the Second Company" dated the 6th * 61 Vie. No. 19, 8upra, page 4187. t 6 Edw. VII. No.. 2, 8upra, page 4129.

RAILWAYS. 1918. Ohillagoe and Etheridge RalilVJays Act. day of June 1905 and should adopt perform and fulfil all contracts and engagements now binding on "the Third Company", and in particular all contracts and underwriting letters made by or with "the Third Company" providing for the procuration of under- writers and for the underwriting of the shares to be issued under 'the Agreement now in recital and "the Fourth Company" should at all times keep "the Third Company" its Liquidator and con~ tributories indemnified against such debts liabilities obligations contracts and engagements and against all actions proceedings costs damages "claims and demands in respect thereof AND (by clause 6) that as a further part of the consideration for the said sale "the Fourth Company" should pay and thereafter keep "the Third Company" and its members indemnified against all costs and expenses of and incidental to any winding-up of the said "the Original Company" and also all costs and expenses of and incidental to the registration and flotation of "the Fourth Company" and the winding-up of "the Third Company" and of carrying the said transfer into effect and vesting the property sold in "the Fourth Company" AND (by clause 7) (inter alia) that as a further part of the consideration for the said sale "the Fourth Company" should allot to the nominees of the Liquidator 1,200,000 shares numbered 1 to 1,200,000 in "the Fourth Company" of 10s. each with a sum of 7s. per share credited as paid up thereon and such shares were to be dealt with in the manner set out in the Agreement now in recital AND (by clause 15) that "the Third Company" and its Liquidator should have a lien upon the whole of the assets and property (subject however to all existing charges and encum- brances) thereby agreed to be sold for all moneys (if any) which might become payable to any dissentient members of "the Third Company" AND (by clause 20) (inter alia) that "the Fourth Company" might (if and when it considered advisable) directly assume the liability for the said debentures then amou!lting to the sums of £573,300 and £225,000 respectively by taking a transfer or assignment of the ass~ ts and property thereby agreed to be sold and (if required so to do) by issuing its own debentures in exchange for those of "the Original Company": . AND WHEREAS there are now outstanding debentures under "the Principal Indenture" and the Indenture or Trust Deed supplemental thereto amounting to five hundred and sixty-seven thousand "Seven hundred pounds and no more all ranking pari passu together with arrears of interest thereon amounting to the sum of £130,700 in the aggregate (as "the Trustees Chillagoe Debentures" hereby admit and acknowledge) : AND WHEREAS there are now outstanding debentures under the debentures or trust deeds of the twenty-eighth day of January one thousand nine hundred and eight and the thirty-first day of January one thousand nine hundred and eleven amounting to two hundred and twenty-five thousand pounds and there are no arrears of interest thereon as "the Trustee Etheridge Debentures" hereby certifies: AND WHEREAS there are now outstanding Einasleigh Deben- tures amounting to £15,000 and no more as the companies hereto of the third fourth fifth and sixth parts and the said Cyrus Lennox Hewitt do and each and every of them doth respectively admit and acknowledge: 863}

$632 RAILWAYS. Chillagoe and Etheridge Railways Act. 9 GEO. V. No. 17, AND WHEREAS the securities constituted by the Principal Indenture and the Indenture or Trust Deed supplemental thereto have become enforceable as the companies of the third fourth fifth and sixth parts and the said Cyrus Lennox Hewitt do and each and every of them doth hereby admit and acknowledge: AND WHEREAS there is no outstanding charge or security upon any of the property assets effects and things mentioned or included in the First Schedule hereto other than the hereinbefore recited Indentures or debenture Trust Deeds and a liability to the Bank of Australasia not exceeding £15,000 as the companies of the third fourth fifth and sixth parts and the said Cyrus Lennox Hewitt do and each and every of them doth hereby admit and acknowledge: AND WHEREAS the said liability to the Bank of Australasia will be discharged forthwith upon the execution of these presents: AND WHEREAS the Vendors have and each and every of them has agreed to sell and transfer to "the Purchaser" and "the Purchaser" has agreed to purchase on the terms hereinafter men- tioned all the property assets railways leases mineral lands rights goods chattels and things in action whatsoever and wheresoever including all rights powers privileges authorities and concessions of the companies of the third fourth fifth and sixth parts and each and every of them under the said *" The Mareeba to Chillagoe Railway Act of 1897" and t" The Etheridge Railway Act of 1906" including every right interest claim and demand whatsoever of the Vendors and each and every of them under the said *" The 1Jl'areeba to Chillagoe Railway Act of 1897" and under the said t" The Etheridge Railway Act of 1906" and whether in respect of purchase money or subsidy or bonus or otherwise howsoever free from all encumbrances of any and every kind whatsoever (save only as excepted in clause 2 hereof) including all and each and every charge ,security right claim and demand whatsoever of "the Trustees Chillagoe Debentures" and "the 'rrustee Etheridge Debentures" and the respective debenture holders and each and every of them whether under the Indentures or debenture Trust Deeds hereinbefore recited or otherwise howsoever: Now THESE PRESENTS WITNESS AND IT IS HEREBY AGREED between the parties hereto as follows:- 1. The Vendors and each and every of them will immediately on the execution hereof take all necessary preliminary steps to enable this Agreement to be carried into full effect on their part. 2. Subject to the conditions hereinafter expressed the Vendors and each and every of them will sell and the Purchaser will purchase all the property assets railways leases mineral lands rights goods chattels and things in action whatsoever and wheresoever of all the companies parties hereto of the third fourth fifth alld sixth parts and the said Cyrus Lennox Hewitt the said Liquidator of "the Third Company" and each and every of them (save and except only the shares bank balances and moneys owing to "the Fourth Company " and the furniture and effects of the said " Fourth * 61 Vie. No. 19, supra, page 4187. t 6 Edw. VII. No. 2, supra, page 4129.

RAILWAYS. 1918. Chillagoe and Ethert:dge Railways Act. Company" and the said C. L. Hewitt the said Liquidator or of any or either of them at the Sydney Melbourne and/or London offices ·of them or any or either of them and the leaseholds of the Mount Mulligan coalfield specified in the Second Schedule hereto together with the equipment machinery plant chattels and effects now being in or upon one or other of the said leaseholds specified in the Second .schedule hereto) and in particular all rights powers privileges .authorities and concessions of the said companies of the third fourth fifth and sixth parts and each and every of them under the said *" The Mareeba to Chillagoe Railway Act of 1897" .and t" The Etheridge Railway Act of 1906" mentioned and particu- larised in the First Schedule hereto including every right claim .and demand whatsoever for payment of purchase moneys and any .subsidy or bonus and every payment whatever to which the Vendors .and each and every of them may be entitled to under and by virtue of the said Acts or either of them free from all encumbrances {)f every kind whatsoever including all and every charge security right claim and demand whatsoever of "the Trustees Chillagoe Debentures" "the Trustee Etheridge Debentures" and the respective debenture holders and each and every of them whether under the Indenture or debenture 'l'rust Deeds hereinbefore recited {)r otherwise whosoever and including all and every charge secut'ity right claim and demand whatsoever of the respective debenture holders and each and every of them of the hereinbefore mentioned "Einasleigh Debentures" and free from everY,right claim and demand whatsoever of the Vendors and each and everv or them under the said *" The lJ.f areeba to Chillagoe Railway Act of 1897" .and under the said t" The Etheridge Railway Act of 1906" and whether in respect of purchase money or subsidy or bonus or other- wise howsoever Particulars of the property hereby agreed to be .sold are set out in the First Schedule hereto and such particulars .are believed to be accurate but the same shall not be construed as €xhaustive or in any wise restrict the generality of the description {)f such property contained in this clause but nothing in this Agreement contained shall impose on the Trustees any liability to make title to or to assure or cause to be assured any real or personal property which they are not entitled to make title to or to assure or ·cause to be assured under the hereinbefore recited Indentures or any of them And the Trustees shall not be in any way liable for .any act or default on the part of the parties hereto of the third fourth fifth and sixth parts or any of them. 3. The price or purchase money payable by "the Purchaser" .as the whole consideration for the said sale and purchase shall be Ca) the sum of four hundred and seventy six thousand pounds payable to "the Trustees Chillagoe Debentures" (without any claim thereto by "the Original Company" "the Second Company" "the Third Company" the said Cyrus Lennox Hewitt "the Fourth Company" '''the Fifth Company" or any of them) as follows namely The sum {)f one thousand pounds in cash on the execution hereof and four hundred and seventy five thousand pounds in Queensland Govern- ment four and one half per centum debentures having a currency of seven years from the 1st day of January 1917 (which said debentures shall be accepted by "the Vendors" as oE fare value) * 61 Vie. No. 19, supra, page 4187. t 6 Edw. VII. No. 2, supra, page 4129 8633

8634 RAILWAYS. Ohillagoe and Etheridge Railways Act. 9 GEO. V. No. 17, (b) the payment and discharge by the Purchaser on the first day of March 1921 of the principal moneys (not exceeding £2'25,000) payable to "the Trustee Etheridge Debentures" or the debenture holders pursuant to the said Trust Deeds of the 28th day of January 1908 and the 31st day of January 1911 (without any claim thereto by "the Original Company" "the Second Company" "the Third Company" the said Cyrus Lennox Hewitt "the I j1 0urth Company" or any of them) together with interest thereon from the 1st day of Septe.mber 1917 at the rate of 41 per centum per annum payable half-yearly and the payment by the Purchaser to "the Trustee Etheridge Debentures" of all his costs charges and expenses incurred by him in relation to the said Trust Deeds not exceeding £50 and the purchaser hereby agrees and covenants with "the Trustee Etheridge Debentures" for and on his own behalf and for· and on behalf of the debenture holders under the two last-mentioned trust deeds that the Queensland Government will on the first day of March 1921 duly pay and discharge the said principal moneys (not exceeding £225,000) payable to the debenture holders pursuant to the trust deeds of the twenty-eighth day of January 1908 and thirty-first day of January 1911 and will also in the meantime duly and regularly pay and discharge interest on the said debentures from the first day of September 1917 at the. rate of 41 per centum per annum payable half-yearly on every first day of March and first day of September and will also pay to "the Trustee Etheridge . Debentures" remuneration for his services as Trustee at the rate of £250 per annum until the passing of the Act mentioned in clause 9 hereof and thereafter at the rate of £150 per annum until payment of the moneys owing on the said debentures. 4. The Vendors (other than "the Tmstees Chillagoe Deben- tures" and "the Trustee Etheridge Debentures") or some of them shall forthwith pay and discharge the said liability to the Bank of Australasia. and also each and every of the· herl,inuefore mentioned "Einasleigh Debentures" and t.he holders thereof and the companies and person parties hereto of the third fourth fifth and sixth parts and each and every of them will indemnify and hold the Purchaser hereunder indemnified against all claims and demands whether for principal interest or otherwise howsoever in respect of the said liability to the Bank of Australasia and in respect of the said "Einasleigh Debentures." 5. The Vendors and each of them will on Or before the 30th day of June next execute and procure to be executed by all necessary parties a proper assurance or proper assurances OT t,he properties aI\d rights hereby agreed to be sold to the Purchaser or as he shall direct (such assurance or assurances to be prepared by and at the expense of the Purchaser) and will for this purpose in anticipation prepare eXflcute and do and/or cause to be prepared executed and done aH necessary and proper powers of attorney and/or other documents acts and things for insuring that the said properties and rights shall be effectually and legally transferred to the Purchaser or as he shall direct on completion of the purchase and that the legal title of the Purchaser or his nominee or nominees shall be duly completed and confirmed by registration or otherwise free from all encumbrances of.. all and every kind whatsoever (save only as excepted in clause 2 hereof) including all and each and every charge security right claim and demand whatsoever

Dellignation of Holding. THE SECOND SCHEDULE. HELD BY THE CHILLAGOE COMPANY, LIMITED. Area. Locality. When Acquired. From Whom. i-' ca i-' ~ Encumbrances. .. ·. Mineral (Coal Mining) Leases- No. 398 Chillagoe · . · --- No. 3W\JliiITagoe . No. 384 ChilIagoe ·. ·. . ·. No. 342 Chillagoe · Mineral Lease No. 415 Chillagoe A. R. P. 00 "r: .. 640 0 0 .. 155 1 9 .. I 320 0 0 .. I 18 3 15 · ·. Mt. Mulligan . --- Mt. Mulligan · . ·. Mt. Mulligan Mt. Mulligan Mt. Mulligan ·. ·. · . ·. ·. ·. 1.4-14 1-4-14 Crown .. ·. .. --- Crown ·. ·. · . 1-11-13 Crown ·. ·. .. 8-7-14 Ed. John J ohnstone Rodda .. . J-U-14 Crown , ·. · Mortgage No. 382 ChiUagoe; and Lien No. 1657 Chil. lagoe for £15,000 (Mortgagee, Bank of Australasia). .. HELD ON BEHALF OF CHTLLAGOE COMPANIES. Designation of Holding. I Mineral (Coal Mining) Leases- No. 397 Chillagoe . . . . I Area. Locality. A. R. P. 640 0 0 Mt. Mulligan No. 400 Chillagoe No. 417 Chillagoe. No. 418~ Chillagoe ------- ·. · . ·. -_ .. "- ·. 640 0 0 Mt. Mulligan . , 320 0 0 Mt. Mulligan ·. 640 0 0 Mt. MuIIigan When Acquired. ·. 1-4-14 .. 1-4-14 · . 1-1-15 ·. 1-1-15 From Whom. - ~ -- - -, ~ ~, - -- Encumbrances. Lessee. Crown Crown Crown Crown . · . · . · . · . ·. Nil · . · . Nil · . · . Nil .. ·. NtI ·. ·. ·. John Moffat · · . . John Moffat ·. .. ---- ·. John Moffat · . John Maffat - -- - ~- . -- - . - ~ - -_ - __ .. ... Q ;:s- <0. l Cl C<> ~ . l , ; . t .. j ... <:0" C<> "I ~ C<> ~ ~ ~ ~ !;l ~ ~ ~ :'" H ~ t" r ~ n 00 ~ ~

8858 RAILWAYS. ChiUagoe and Etheridge jlailways Act. 9 GEO. V. No. 17, IN WITNESS whereof the said parties hereto ha'Ve e::ecuted these presents the day and year first hereinbefore written. 1 SIGNED SFALED AND DELIVERED by the said .CHARLES AUGUSTIN W. STAWELL. IlANSON by his attorney WILLIAM . STA WELL in the presence of C.H. LEWES, Law Clerk, Melbourne. SIGNED SEALED AND DELIVERED) by the said WILLIAM COTESWORTR (W. STAWELL BOND by his attorney WILLIAM, STA WELL in the presence of .' C. H.LEWES, Law Clerk, Melbourne. 1 THll. COMMON SEAL of The Chillagoe Railway and Mines Limited was hereunto affixed by order of the Directors in the presence of 1 v. J. SJ.. SRAEDIDDLER D· Irect ors. C. L. HEWITT, Secretary. . THE COMMON SEAL of The NeW} Chillagoe Railway and Mines Limited was hereunto affixed by order of the Directors in the presence of J. S. REID ! D. V. J.l;ADDLER) Irectors. C. L. HEWITT, Secretary 1 THE COMMON SEAL of The Chillagoe Company ,Limited was hereunto ~ ffixed by the Liquidator thereof III the presence of C. L. HEWITT, Liquidator 1 SIGNED SEALED AND DELIVERED by the said CYRUS LENNOX HEWITT C. L. HEWITT. in the presence of W. H. WALKER, 1 Melbourne, Solicitor. THE COMMON SEAL of Chillagoe Limited was hereunto affixed by order of the Directors in the pre- sence of V J. . S J . . RSAEIDDDLER ? I D· lrectors. C. L. HEWITT, Secretary.

RAILWAYS. 1918. Chillagoe and Etheridge Railways Act. SIGNED SEALED AND DELIVERED} . by the said JOHN HARRY COYNE in J. HARRY UOYNE. the presence of . A. J. CROWTHER. SIGNED SEALED AND DELIVERED, by the Raid EDW.ARD FANCOURT' E. F. MITCHELL. MITCHELL in the presence of ) C. H. LEWES, I~ 9, w Clerk, Melbourne. 8659 SECOND SCHEDULE. AGREEMENT. THIS AGREEMENT made the Twelfth day of November One thousand nine hundred and seventeen BETWEEN CHILLAGOE LIMITED a Company duly incorporated and registered as a Joint . Stock Company. under the provisions of *" The Companies Ac~ 1863 to 1909" (hereinafter called the" Company" which expression where the context admits or requires shall be deemed to extend to and include Chillagoe Limited and its successors and assigns) of the one part and THE HONOURABLE EDWARD GRANVILLE THEODORE the Treasurer of Queensland for and on behalf of the Government of Queensland and duly authorised by the saig Govern- ment in this behalf (hereinafter called "the Minister" which expression where the context admits or requires shall be deemed to extend to and include the successors in office and assigns of The Honourable Edward Granville Theodore) of thE; other part: WHEREAS the Company is the lessee of or entitled to certain Coal-fields (specified in the Schedule hereto) at Mount Mulligan in the State of Queensland and has applied to the Minister to , advance to the Company or at the option of the Company to guarantee the account of the, Company with a Bank for a sum not exceeding Ninety thousand pounds to be expended by the Company for the objects and for the work and for the purposes and to the extent hereinafter set forth which the Minister has for the considerations herein appearing agreed to do upon the terms and conditions hereinafter contained: Now THIS AGREEMENT WITNESSETH that it is hereby agreed between the parties hereto as follows:- 1. The Minister will advance to the Company or at the option of the Company will guarantee the account of the Company with a Bank approved by the Minister (hereinafter called" the Bank") for a sum not exceeding Ninety thousand pounds for Five years from the date of this Agreement. Such advance by the Minister or by the Bank shall be expended by the Company in the following manner:- (a) A sum not exceeding Sixty thousand pounds upon the purchase and erection of coke ovens machinery plant * 27 Vic. No. 4 and amending Acts, supra, pages 186 et seg.

8660 RAILWAYS. Chillagoe and Etheridge Railways Act. 9 GEO. V.No.17, and accessories and the conservation and laying on of water at the said mines of the Company above ground at such place on the leasehold properties specified in the Schedule hereto as the Minister may reasonably deter- mine by writing signed by himself (b) A sum not exceeding Five thousand pounds in under- ground development work in the said mines as the Minister may from time to time reasonably determine by writing signed by himself to be available to the Company as and when required by it The Company shall furnish quarterly statements to the Minister show- ing the nature of the development executed during the preceding quarter and the cost thereof If it shall be found that any part or parts of the said sum of £5,000 is not required for such development work then such part or parts may with the consent in writing of the Minister be diverted to any other purposes (c) A sum not exceeding Twenty-five thousand pounds for discharging' the present obligations of the Company including the Einasleigh Debentures and interest and also for such initial expenses and general purposes as may be approved of by the Minister in writing. 2.- (a) For the purposes and works indicated in sub-clauses (a) and (b) of the last clause or any of them the Com- pany shall not obtain any sum or advance from the Bank upon any account guaranteed by the Minister unless the Minister shall from time to time by writing authorise the Bank to make such advance or pay such sum. (b) All moneys to be available to discharge the Einasleigh Debentures pursuant to Clause 1 (c) hereof shall from time to time be advanced and paid by the Minister or the Bank on receipt of a certificate under the seal of the Company and endorsed "approved" by the Minister in which the Company shall certify to the Minister the denomination and numbers of the deben- tures purchased and .the consideration to be paid therefor and also undertake with the Minister to hand over to the Minister within three months after the date of such certificate the debentures so purchased and all moneys to be available to discharge the existing obliga- tions of the Company pursuant to Clause 1 (c) hereof shall be advanced and paid in exchange for properly executed discharges or releases in respect of such obligations respectively. 3: The Company shall once at least in every three months submit to the Minister for his approval (not to be unreasonably withheld) a statement in writing showing the estimated amounts respectively proposed to be expended by the Company during the period of three months then ensuing in or about all or any of the purposes hereinbefore in Sub-clauses (a) and (b) of Clause 1 mentioned and specifying as far as possible the manner in which and the objects respectively for which it is so proposed to expend

RAILWAYS. 1918. Ohillagoe and Etheridge Railways A.ct. such amounts respectively and the Minister or some person appointed by him in writing to act shall forthwith deal with the same and give his determination thereon in writing The Company shall expend the amounts respectively so esti- mated in the manner and/or for the objects and purposes which have been approved of in writing by the Minister and not otherwise and to the satisfaction expressed in writing of the Minister or of any person whom he may appoint in that behalf in writing. 4.- (a) As to a sum of Five thousand pounds part of the sum ' of Sixty thousand pounds mentioned in Clause 1 (a) hereof the Minister shall advance or at the option of the Company shall in writing authorise the Bank to advance the said sum of Five thousand pounds to the Company pursuant to this Agreement immediately the Company commences operations and notifies the Minister in writing thereof '( b) With respect to any machinery and plant mentioned and comprised in Clause 1 (a) hereof which shall be purchased by the Company outside Australia the Minister shall advance or at the option of the Com- pany shall in writing authorise the Bank to advance the amount of the purchase moneys respectively there- for in exchange for the respective Bills of Lading therefor to a port in Queensland and the respective Insurance Policies thereon the said Bills of Lading and Insurance Policies being duly transferred to the Minister and with respect to any machinery and plant mentioned and comprised in Clause 1 (a) hereof which shall be purchased by the Company in Australia the Minister shall advance or at the option of the Company shall authorise the Bank to advance the amount of the purchase moneys respectively therefor upon the delivery thereof at one or other of the leasehold properties specified in the Schedule hereto and in every case immediately upon such payment the machinery and plant shall be subject to and the Company shall hold and be deemed to hold the same subject to the Bill of Sale hereinafter mentioned and shall execute all·such further assurances and writings as may be required by the Minister to make the ,same an effective security for the advances to be made or guaranteed under this Agreement and unless such effective security can be made the Minister shall not be bound to authorise any such payment as aforesaid (c) The Company shall furnish monthly statements and pay sheets and accounts of all moneys which the Company has expended or incurred pursuant to this Agreement and if such expertditure has been incurred or expended in accordance with this Agreement to the satisfaction e:x pressed in writing of the Minister or of any person whom he mAy appoint in writing in that behalf thr! Minister shall immediately thereupon advance or at the option of the Company shall by writing authorise the 8661

8662 RAILWAYS. Ohillagoe and Etheridge Railways Act. 9 GEO. V. No. 17, Bank to advance to the Company or pay on its behalf upon the Account guaranteed by the Minister as afore- said the amounts so incurred or expended by the Company. Thereafter but subject to Sub-clauses (a) and (b) of this Clause and not otherwise the Minister shall be deemed to have authorised the advance of such sum by the Bank to the Company and the Minister shall not be deemed to be in any way responsible for or to have become surety for any sum or sums which the Bank may advance to the Company or which th(! Company may become liable to pay to the Bank save and except such sums as the Minister shall by writing authorise the Bank to advance. 5. The Company shall immediately upon the execution of this Agreement give and execute to the Minister a Bill of Sale over all such machinery plant and other property to be purchased and erected pursuant to this Agreement and all machinery -plant and effects of which the Company may now be possessed or entitled or may at any future time during the continuance of this Agreement become possessed or entitled and also a Mortgage over the said Leaseholds of the Company specified in the Schedule hereto and any Leaseholds of or to which the Company may at any future time \ during the continuance of this Agreement become possessed or entitled and such further and other securities as the Minister may reasonably require for securing to the said Government the repay- ment by the Company of all sums of money and interest thereon as aforesaid which the Minister may advance or become liable to pay to the Bank in pursuance of this Agreement: PROVIDED that in case any of the covenants provisoes or agree- ments contained herein or in the said Mortgage or other securities shall in any way modify or be inconsistent with the covenants conditions provisoes or agreements to be contained in such Bill of Sale or any of them then this Agreement and such Mortgage and other security shall be read and construed without such modifying or inconsistent covenant or agreement and as if the same were not included and did not form part of this Agreement or such Mort- gage or other security When and as soon as the Company shall payor cause to be paid all principal interest and other moneys which may be due or owing by it in respect of any such advances as aforesaid or otherwise under or by virtue of this Agreement the Minister will execute or cause to be executed at the cost and expense of the Company all such discharges re-conveyances and re-assign- mentsas shall be necessary or proper for releasing the Company therefrom and discharging the said Bill of Sale Mortgage and other securities and clearing the Company's -title to the respective property thereby mortgaged or charged therefrom. 6. The- Company shall repay to the Minister and or to the Bank all sums of money so advanced by the Minister and or the Bank to the Company in pursuance of this Agreement on or before the first day of January One thousand nine hundred and twenty-three and shall until repayment pay to the Minister and or to the Bank on the first day of January and the first day of July in every -year interest on such sums as shall from time to time be owing at the

RAILWAYS, 1918. Chillagoe acnd Etheridge Railways Act. rate of interest for the time being chargeable by the Bank or to the Queensland Government (as certified by the Minister) respec- tively. 7. The Company hereby covenants with the Minister that it will duly and punctually pay to the Minister and or the Bank all and every sum and sums of money which the Minister and or the Bank may advance to the Company pursuant to this Agreement together with interest thereon as aforesaid and that as regards the Minister if the Minister shall pay to the Bank any sum or sums of money in pursuance of his guarantee the Company shall there- upon immediately pay to the Minister the amount or amounts so paid by the Minister to the Bank together with interest at the rate aforesaid until repayment. 8. The Minister or the Government shall not in any way be deemed to be a partner of the Company. 9. Until repayment in full to the Minister and or the Bank of all moneys advanced by the Minister and or the Bank or paid by the Minister to the Bank in pursuance of this Agreement and all interest thereon the Company shall- (a) Supply to the said Government for use on the Northern .railway system of the Queensland Government Rail- ways meaning thereby the Railways now in existence centred .in and known as the Cairns system (and also for use on the Innisfail-Mourilyan Tramway) from the actual output of its mines on the said leasehold properties all such coal and coke in such quantities and at such times as the said Government shall require and such output shall be capable of supply- ing at a price (to be ascertained and payable quarterly) Seven and one-half per centum higher than the total cost of the production and delivery of such coal and coke including in the cost of production managerial and administratibn expenses (except all payments to directors) and royalties rents and interest for the time being payable by the Company in respect of any sums advanced pursuant to this Agreement but not including any "on cost" expenses or agency fees or expenses of a similar nature (b) At some suitable place at the said mines or other place approved by the Minister keep proper books and accounts which shall show all expenditure and receipts in connection with all operations carried on at the said mine and such books and accounts shall at all times be open to the inspection of the Minister or any person appointed by him in that behalf (c) Supply to the MinIster in the month of December in every year or as soon thereafter as may be practicable verified copies of the half-yearly or annual statements of accounts assets liabilities profits and losses connected with the operations of the Company at such mines of the 8663

8664 RAILWAYS. Chillagoe and Etheridge Railways Act. 9 GEO. V. No. 17, Company or in connection with the operations of the Company carried on thereat and the Company shall not- (d) Without the approval in writing of the Minister (which approval shall not be unreasonably withheld) recon- struct or attempt any reconstruction of the Oompany or alter or attempt to alter the Memorandum or Articles of Association thereof .(e) Make any distribution of any moneys to the shareholders of the Company by way of dividends or ponuses or in any other manner whatsoever whilst any money is owing by it under this Agreement. 10. If any default shall be made by the Company in the performance observance or fulfilment of any covenant condition or agreement on its part under or in pursuance of this Agreement to be performed observed fulfilled or kept the moneys then owing by the Company to the Minister and or the Bank pursuant to ,this Agreement shall immediately become due and payable notwith- standing that the time for payment shall not then have arrived and the Minister shall be released from any and every obligation whether to advance or pay any further sum or sums or to guarantee the advance or payment of any further sum or sums by the Bank notwithstanding that the sums of Sixty thousand pounds and Five thousand pounds and Twenty-five thousand pounds shall not then be advanced wholly or in part respectively and the Minister may immedilttely on such default institute all such proceedings to compel l..nd enforce payment of all moneys then advanced and or paid by the Minister and or the Bank pursuant to this Agreement and interest thereon as aforesaid as he may think fit and that waiver of any default shall not prejudice or affect or be deemed a waiver of the rights powers and authorities of the Minister pursuant to this Agreement under and by virtue of any later default whether of the same nature as the earlier default or not. 11. Any dispute or difference arising between the Minister and the Company as to whether in any case under Clauses 1, 3, and 9 hereof or any of them any expression of satisfaction in writing or approval or consent (as the case may be) of the Minister is unreasonably or improperly withheld shall be referred to one arbitrator mutually selected or failing such selection then to two arbitrators and an umpire appointed in accordance with the proVisions of the *" Interdict Act of 1867" of the State of Queens- . land or any statutory modification alteration or amendment thereof and the decision given in any difference or dispute so referred shall be final and binding on both parties and this or any other agreement or submission to arbitration may be made a Rule of the High Court of Australia and/or of the Supreme Courts of all or any of the States of the Commonwealth of Australia on the application of either party. The costs of every such reference to arbitration and of the Award to be made thereunder shall be in the discretion of the arbitrator or arbitrators or umpire as the case may be. * 31 Vie. No. 11, supra, page 2387.

Designation of Holding. eral (Coal Mining) Leases-- '0. 398 Chillagoe • • • • .. .. 0.399 Chillagoe .. .. 0.'384 ChiuRgoe .. .. o. 342 Chillagoe Min eral Lease No. 415 Chillagoe Designation of Holding. Min eral (Coal Mining) Leases-- . o. 397 Chillagoe • • • . ... o. 400 Chillagoe .. o. 417 Chillagoe " .. .. .. o. 418 Chillagoe - SCHEDULE. HELD BY THE CIDLLAGOE COMPANY, LIMITED. I I Area. Locality. AcWquhierned• From Whom. Encumbrances. I .. .. A. R. P. 640 0 0 Mt. Mulligan .. 1 1-4-14 Crown .. .. . . I .. .. .. 640 0 0 Mt. Mulligan 1·4-14 Crown .. .. .. 1.55 Ij) Mt. Mulligan 1-11-13 Crown .. .. . . Mortgage No. 382 ChiIlagoe; and Lien No. 1657 Chi!· lagoe for £15,000 .. . . .. (Mortgagee, Bank of Australasia)• .. .. .. 320 0 0 Mt. Mulligan 8-7-14 Ed. John J ohnstone Rodda "I .. . .. .. 18 3 15 Mt. Mulligan 1-11-14 Crown .. . .. HELD ON BEHALF OF CHILLAGOE COMPANIES. I Area. Locality. AWcqhueirned. From Whom. Encumbrances. Lessee. .. A. R. P. 640 0 0 Mt. Mulligan 1-4-14 Crown .. 640 0 0 Mt. Mulligan 1-4-14 Crown .. 320 0 0 Mt. Mulligan 1-1-15 Crown .. 640 0 0 Mt. Mulligan 1-1-15 Crown .. .. Nil .. .. .. John Moffat .. .. Nil .. . . .. John Moffat .. .. Nil .. .. .. John Moffat .. .. Nil .. .. .. John Moffat f-l ~ f-l ?l Q :;:.< . ~ .... ~ c I " ; ' : " > ~ . t , " ... j :;:.< " ~ '" . ~ ... " ~ '" . I; . : . > .. ~ 1;:>. I.:! ' ~ " Co :"I- ~ H t-t ~ r ~ n 00 0) er.> c:ll !:.

8666 WATER SUPPLY. Oharters Towers Water Board Act Amendment. 9 GEO. V. No. 6, In witness whereof the parties hereto have executed these presents the day and year first abovewritten. THE COMMON SEAL of ChillagOe} Limited was hereunto affixed by order of the Directors in the presence of J. S. REID, Director. C. L. HEWITT, Secretary. o 1 SIGNED SEALED AND DELIVERED by the Honourahle EDWARD GRAN- .' VILLE THEODORE the Treasurer of EDWARD G. THEODORE Queensland in the presence of . W. F. WEBB, Crown Solicitor, Brisbane. WATER SUPPLY. Oharters Towers Water Board Act Amendment Act ot 1918 Metropolitan and Ipswich Water Supply and Sewerage Acts Amendment Act ot 1918 9 Geo. V. No. 6 9 Geo. V. No. 18 9 Geo. V. An Act to Alter the Constitution of the Charters N T o H . E 6. Towers Water Board, and for other incidental CHARTERS TOWERS purposes. B· WATER BAOMAERNDDMAECNTT [ASSENTED TO 24TH SEPTEMBER, 1918.] E It enacte d b y the K" mg s M . ost Exce 1 lent Majesty ' , ACT OF 1918. by and with the advice and consent of the Legis- lative Council and Legislative Assembly of Queensland in Parliament assembled, and by the authority of the same, as follows : - Short title and con- struction. 1. This' Act may be cited as "The Oharters Towers Water Board Act Amendment Act o . J / 1918," and shall be read as one with *" The Oharters Towers Water Board Act of 1906." ! : : ~ d~ f 2. (1.) *"The Oharters Towers Water Board Act of 6 Edw. VII. 1906" is amended as follows : - No. 8. In section two, in the definition of "Water Board," after the words "Charters Towers," the words "as '" 6 Edw. VII. No. 8, supra, page 4416.