Linnean Society Incorporation Act 1884 No lsi (NSW)

ANNO QUADRAGESIMO SEl'TIMO

V I C T O R I A R E G I N A .

An Act to incorporate a Society called the

" Linnean Society of New South Wales."

[1st February, 1884.]

WH E R E A S a Society called the " L i n n e a n W a l e s " has under certain rules and by-laws been formed at	Sydney in the Colony o f N e w South Wales for the cultivation and
study of the science of Natural History in all its branches A n d whereas the Council of the said Society is at the present time composed of the fol lowing office-bearers and members Charles Smith Wi lk inson Esquire E.G.S President the l leverend Julian Tenison-Woods E.L.S. E.G.S. Vice-President the Honorable Wi l l i am Macleay M . L . C E .L .S . and Professor Wi l l i am John Stephens M l , Honorary Secretaries the Honorable James Norton M . L . C . Honorary Treasurer and James Charles Cox M L . E.L.S. Wi l l i am Aitcheson Haswell Esquire M . A .
P.Sc . Perceval Rober t Pedlev Esquire John Brazier Esquire C . M . Z . S .
the Honorable Philip Gidley K i n g M . L . C . Thomas D i x o n M . B . C . M . Henry Rawcs Whit te l l Esquire and Joseph James Fletcher Esquire M . A . B . S c . Members of the Counci l A n d whereas it is expedient that the said Society should be incorporated and should be invested wi th

Society of N e w South

a the

the powers and authorities hereinafter contained Be it therefore enacted by the Queen's Most Excellent Majesty by and with the advice and consent of the Legislative; Council and Legislative Assembly of New South Wales in Parliament assembled and by the authority of the same as follows :—

1. Eor the purposes of this Act the following words in inverted commas shall unless the context otherwise indicate bear the meaning

set against them respectively—

" Corporation"—The Society hereby incorporated.

" Council"—The members of the Council at any duly convened

meeting thereof at which a quorum according to the by-laws
at the time being shall be present.

" Secretary"—Such person or cither one of such persons who shall for the time being be the Secretary or Secretaries honorary or otherwise of the said Society (saving and excepting any

Assistant Secretary of the said Society).

2. The President Vice-President Officers and Members of the said Society for the time being and all persons who shall in manner provided by the rules and by-laws for the time being of the said
Society become Members thereof shall be for the purposes hereinafter

mentioned a body corporate by the name or style of the " Linnean
Society of New South Wales" and by that name shall and may have

perpetual succession and a common seal and shall and may enter into contracts sue and be sued plead and be impleaded answer and be answered to defend and be defended in all Courts and places whatsoever and may prefer lay and prosecute any indictment information and prosecution against any person whomsoever and any summons or other writ and any notice or other proceeding which it may be requisite to serve upon the Corporation may be served upon the Secretary or one of the Secretaries as the case may be or i f there be no Secretary or if the

Secretaries or Secretary be absent from the Colony then upon the
President or Vice-President.

3. The present rules and by-laws of the said Society shall be deemed and considered to be and shall be the rules and by-laws of the said Corporation save and except in so far as any of them are or shall
or may be altered varied or repealed under the powers for that purpose

therein contained or are or may be inconsistent or incompatible with

or repugnant to any of the provisions of this Act or any of the laws

now or hereafter to be in force in the said Colony.

4. The Corporation shall have power to purchase acquire and hold lands and any interest therein and also to sell and dispose of the	said lands or any interest therein and all lands tenements heredita­
ments and other property of whatever nature now belonging to the said Society under the said rules and by-laws or vested in Trustees
for them shall on the passing of this Act be vested in and become the
property of the said Corporation subject to all charges and claims and demands in anywise affecting the same.
5. The ordinary business of the Corporation in reference to its property shall be managed by the Council and it shall not be lawful
for individual members to interfere in any way in the management of
the affairs of the Corporation except as by the rules and by-laws for the time being shall be specially provided.
6. The Council shall have the general management and superin­ tendence of the affairs of the Corporation and excepting the appoint­ ment of Presidents and Vice-Presidents and other honorary officers Avho shall be appointed as tin; by-laws of the Society shall from time to time provide the Council shall have the appointment of all officers and servants required for carrying out the purposes of the Society and
of preserving its property and it may also dcline the duties and fix the

salaries

salaries of all officers Provided that if a vacancy shall occur in the
Council during any current year of the Society's proceedings if, shall
he lawful for the Counci l to elect a member of the Society to 111L such vacancy for the unexpired portion of the then current year The Council may also purchase or rent land bouses or offices and erect buildings or other structures for any o f the purposes for which the
Society is hereby incorporated and may borrow money for the purposes
of the Corporation on mortgages of the real and chattel property of the
Corporation or any part thereof or may borrow money without security provided that the amount so borrowed without security shall never
exceed in the aggregate the amount of the income of the Corporation
for the last preceding year and the Council may also settle and agree to the covenants powers and authorities to be contained in the securities aforesaid.
7. In the event of the funds and property of the Corporation being insufficient to meet its engagements each member thereof shall in addition to his subscription for the then current year be liable to contribute a sum equal thereto towards the payment of such engage­ ments but shall not be otherwise individually liable for the same and no member who shall have commuted his annual subscription shall be so liable for any amount beyond that of one year's subscription.

8. The Council shall have the custody of the common seal of the Corporation and have power to use the same in the alFairs and business of the Corporation and for the execution of any o f the securities aforesaid and may under such seal authorize any person without such seal to execute any deed or deeds and do such other

matter as may he required to be done on behalf of the Corporation

but it shall not be necessary to use the said seal in respect to the ordinary business of the Corporation nor for the appointment of their Secretaries Solicitor or other officers.

9. The production of a printed or written copy o f the rules

and by-laws of the Corporation certified in writing b y the Secretary

or one of the Secretaries as the case may be to be a true copy and
having the c o m m o n seal of the Corporation affixed thereto shall be
conclusive evidence in all Courts of such rules and by-laws and of the

same having been made under the authority of this A c t .

10. I n case any of the elections directed by the rules and by­

laws for the time being of the Corporation to be made shall not be made at the times required it shall nevertheless be competent to the

Counci l or to the members as the case may be to make such elections

respectively at any ordinary meeting of the Council or at any annual or special general meeting held subsequently.

11 . The President or Vice-President or the Secretary or either

one of the Secretaries may represent the Corporation in all legal and equitable proceedings and may ' f o r and on behalf of the Corporation make such affidavits and do such acts and sign such documents as are or may be required to be done by the plaintiff or complainant or defendant respectively in any proceeding to which the Corjioration may be parties.

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