An Act to incorporate the Parramat ta River
| Steam Company. | [7th April, 1866.] |
| WH E R E A S | R ive r | S team C o m p a n y " has been lately | established | in | t h e |
| a | J o i n t | Stock | Company | called | " T h e | P a r r a m a t t a |
| Colony of N e w South W a l e s u n d e r | a n d | subject | to t h e ru les | regula t ions |
a n d provisions conta ined in a cer ta in deed of se t t l ement bea r ing date t h e twelfth day of October in t h e year of our L o r d one thousand e ight h u n d r e d a n d sixty-five pu rpo r t i ng to be a deed of se t t l ement of t h e
| said Company | A n d whereas by t h e said deed | of | se t t l ement | t h e |
| several par t ies the re to | have respectively | a n d m u t u a l l y covenanted | a n d |
| agreed t h a t t h e y whi ls t ho ld ing shares in t h e capi tal of | t he said Com |
| p a n y should | be | a n d | cont inue | u n t i l | dissolved u n d e r t h e provisions in |
| t h a t behalf | the re in conta ined a J o i n t | Stock Company u n d e r t h e | n a m e |
a n d t i t le of " The P a r r a m a t t a R ive r S team C o m p a n y " for t h e purpose of t r a d i n g wi th s team vessels be tween Sydney and such place or places on t h e P a r r a m a t t a R i v e r as t h e Direc tors of t h e said Company m i g h t from t ime to t ime de te rmine a n d it was by t h e same deed of set t le m e n t agreed t h a t t h e capital of t h e said Company should consist of five t housand pounds in one thousand shares of five pounds each a n d of such fur ther s u m and sums of money as m i g h t thereaf ter be raised by t h e creat ion a n d sale of new shares of t h e l ike a m o u n t as the re in
| provided | A n d whereas by t h e said deed of se t t l ement provision has |
been m a d e for t h e due m a n a g e m e n t of t h e affairs of t h e Company A n d whereas t he said Company is desirous of be ing incorporated and i t is expedien t t h a t t h e said Company should be incorpora ted Be i t therefore enacted by t h e Queen ' s Mos t Exce l len t Majesty by and wi th t h e advice a n d consent of t h e Legis la t ive Counci l a n d Legislat ive
| Assembly of | N e w South W a l e s | in P a r l i a m e n t | assembled | a n d | by | the |
au tho r i t y of t h e same as follows :—
1. Such a n d so m a n y persons as have a l ready become or a t any t ime or t imes hereafter shall a n d m a y in t h e m a n n e r provided by a n d subject to t h e rules regula t ions a n d provisions contained in t h e said deed of se t t lement become propr ie tors of shares of or i n t h e capital for t he t ime being of t h e said Company shall (subject never theless to t he condit ions regula t ions and provisions hereinaf ter contained) be one body poli t ic and corporate in n a m e and in deed by t h e n a m e of " The P a r r a m a t t a R i v e r S team C o m p a n y " a n d by t h a t n a m e shall and m a y sue a n d be sued by any persons whe the r member s of t h e said corpora t ion or n o t a n d shall a n d m a y implead and be impleaded in all Cour ts whatsoever a t law or in equi ty a n d m a y prefer lay a n d prosecute any ind ic tmen t informat ion a n d prosecut ion agains t any person whom soever for a n y s teal ing embezzlement f raud forgery or o ther cr ime or offence and in all ind ic tments informat ions a n d prosecut ions i t shal l be lawful to s ta te t he s team ships or vessels wharves money goods effects bills no tes securit ies or o ther p roper ty of t h e said Company to be t he s t eam ships or vessels wharves money goods effects bills notes securities or o ther p rope r ty of t h e said corporat ion and to designate t he said Company by i ts corporate n a m e whenever for t h e purpose of a n y a l legat ion of a n i n t en t to defraud or otherwise howsoever such desig na t ion shal l be necessary a n d the said Corporat ion shall have pe rpe tua l
| succession wi th a common seal which m a y be a l te red var ied | a n d |
| changed from t i m e to t ime a t t he pleasure of t he said Corporat ion. |
| 2. The several laws regula t ions clauses a n d agreements con- |
ta ined in t h e said deed of se t t lement or to be m a d e u n d e r or by v i r tue or in pur suance thereof shall be deemed and considered to be a n d shall be t h e by-laws for t h e t ime be ing of t h e said Corporat ion save a n d except in so far as any of t h e m are or shall be or m a y be a l tered varied or repealed by or are or shall or m a y be inconsis tent or incom patible wi th or r e p u g n a n t to a n y of t h e provisions of th i s Ac t or of a n y of t h e laws a n d s ta tu tes now or hereafter to be in force in t he said Colony b u t no ru le or by- law shall on any account or pre tence whatsoever be m a d e b y the said Corporat ion ei ther u n d e r or by v i r tue of t h e said deed of se t t lement or of th is A c t in opposition to t he genera l scope or t r u e i n t en t and m e a n i n g of th is Ac t or of any of t he laws or s ta tu tes in force for t h e t ime being in t h e said Colony.
3 . I t shall be lawful for t h e said Corporat ion from t i m e to t ime
| to ex tend or increase i ts capi tal for t h e t ime being by t h e creat ion | a n d |
| disposal of n e w shares in t he m a n n e r specified a n d set forth a n d | subject |
| to t h e ru les regula t ions and provisions conta ined in | t h e hereinbefore |
| in p a r t reci ted deed of | set t lement . |
| 4. | The capi tal or jo in t stock for t h e t i m e be ing and all t h e | fund |
a n d proper ty of t h e said Corpora t ion and t h e several shares the re in a n d t h e profits a n d advantages to be derived theref rom shal l be and be deemed personal es ta te a n d be t ransmiss ible accordingly subject to t h e
| regula t ions of t h e said deed of | se t t lement . |
| 5. The Corporat ion shall no t be b o u n d | in | any m a n n e r b y | any |
| t r u s t s or equi table in teres ts or demands affecting | any | shares of t h e |
capi tal s t and ing in t h e n a m e of any person as t h e ostensible propr ie tor thereof or be requi red to t ake any not ice of such t rus t s or equi table in teres ts or demands b u t t h e receipt of t h e person in whose n a m e t h e
| shares shall s tand in t h e books of t h e Corporat ion shall | no twi ths t and ing |
such t ru s t s or equi table in teres ts or demands and not ice thereof to t h e said Corporat ion be a good valid a n d conclusive discharge to t he Corpora t ion for or in respect of any dividend or o ther money payable by the said Corporat ion in respect of such shares a n d a t ransfer of t h e said shares in accordance wi th t h e regula t ions in t h a t behalf conta ined i n t h e said deed of se t t lement by t h e person in whose n a m e such shares shal l so s t and shall no twi ths t and ing as aforesaid be b ind ing and conclusive as far as m a y concern t h e said Corporat ion against all persons c la iming by v i r tue of such t rus t s or equi table in teres ts or
| demands | Provided always t h a t | n o t h i n g | the re in | conta ined | shal l | be |
| deemed or t a k e n to interfere w i th or abr idge t h e r igh t and power of | a |
| Cour t of E q u i t y to res t ra in t h e p a y m e n t of any such dividend or o the r m o n e y payable by t h e Corporat ion in respect of any such shares or t h e t ransfer of any such shares or to direct t h e p a y m e n t of such dividends or o ther money by t h e Corporat ion or t h e t ransfer of such shares b y |
| t h e person | in whose | n a m e | t h e y | m a y s t and to such o ther person as |
| such Cour t m a y t h i n k | fit. |
G. I t shal l be lawful for t he said Corporat ion to purchase lease t ake hold a n d enjoy to t h e m and the i r successors for any es ta te t e r m of years or in teres t any s team ships or vessels lands houses offices bui ld ings a n d o the r rea l or personal es ta te necessary or p roper for t he purpose of m a n a g i n g conduc t ing and ca r ry ing on the affairs concerns a n d business of t he said Corporat ion and to sell convey assign assure lease a n d otherwise dispose of or act in respect of such s team ships or vessels lands houses offices bu i ld ings a n d other rea l and personal
| es ta te as occasion m a y | requi re . |
| 7. I t shall and m a y be lawful to and for all persons who are or shal l be otherwise competent so to do to g r a n t sell alien and convey demise assign assure and dispose of u n t o and to t h e use of t h e said Corpora t ion and the i r successors for t h e purposes aforesaid any real | or personal | es ta te . |
| 8. N o dividend or bonus shall in any case be declared or paid out of t h e subscribed capi ta l for t h e t i m e being of t he | said | Company |
or otherwise t h a n ou t of t h e ne t gains and profits of t h e business .
| 9. I n any act ion or suit to be b rough t by t he said | Corporat ion |
agains t any propr ie tor of shares in t h e capi ta l of t h e said Corporat ion to recover any s u m of money due and payable to t h e said Corpora t ion for or by reason of any call made by v i r tue of th is A c t or of t h e said deed of se t t lement i t shal l be sufficient for t h e Corporat ion to declare and allege t h a t t h e defendant be ing a propr ie tor of such or so m a n y shares in t h e capi ta l of t he said Corporat ion is indebted to t h e said Corporat ion in such s u m of money (as t he call in a r rea rs shall a m o u n t to) for such call of such s u m of money u p o n such or so m a n y shares be long ing to t h e said defendant whereby an act ion h a t h accrued to t h e said Corporat ion wi thou t se t t ing forth any special m a t t e r a n d on
| t h e | t r i a l | of such act ion or suit i t shall no t be necessary to prove t h e |
appo in tmen t of t h e Directors w ho m a d e such call or any o ther m a t t e r s except t h a t t he defendant at t he t ime of m a k i n g such call was a holder
or propr ie tor of one or more share or shares in t h e capi ta l of t h e said Corporat ion and t h a t such call was in fact made a n d t h a t such not ice thereof and of t h e t ime fixed for t h e paymen t thereof was given as is directed by the said deed of se t t l ement a n d the said Corporat ion shal l t he r eupon be ent i t led to recover w h a t shal l appear due.
10. T h e share regis ter of t he said Company shall a t all t imes be
| prima | facie evidence to shew who are t h e propr ie tors for t h e t ime |
| being of t h e capi tal | thereof and t h e n u m b e r | of shares held by each |
| propr ie tor . |
| 1 1 . N o t h i n g here in conta ined | shall prejudice or be deemed to |
| prejudice any call made or any cont rac t or o ther | ac t deed m a t t e r | or |
| t h i n g | en te red in to m a d e | or done b y t h e said Company pr ior to or u n d e r |
| or by v i r tue | of t h e said deed of se t t l ement before th i s A c t | shall come |
| in to operat ion b u t t h e same call con t rac t | act deed m a t t e r or t h i n g | shall |
| be as valid and effectual to all i n t en t s a n d purposes as if th i s A c t | h a d |
n o t been passed and m a y be enforced in l ike m a n n e r as if the said Company h a d been incorpora ted before t he same call contract ac t deed m a t t e r or t h i n g had been made entered in to or done.
| 12. I n t h e event of t h e assets of t h e Corpora t ion | being insuffi |
c ient to mee t i ts engagements t h e shareholders shall in addi t ion to t h e a m o u n t of the i r subscribed shares in t he capi tal of t h e said Corporat ion
| be responsible to t h e ex ten t | only of a s u m equal to t h e a m o u n t | of |
1 3 . I t shall and may be lawful for t h e Direc tors subject to t h e
provisions of t h e deed of se t t lement from t ime to t ime to borrow upon m o r t g a g e of t h e p roper ty of t he Company or upon debentures charge
| able t he reon issued u n d e r t h e common seal of t he | Company any s u m |
| or sums of m o n e y no t exceeding half the a m o u n t of t he paid u p | capital |
| of t he Company for t h e t ime being. |
| 14. T h e Direc tors for t h e t ime be ing shall | have | t he cus tody of |
| t h e c o m m o n seal | of t he said Corporat ion and t h e form thereof and all |
| o the r ma t t e r s re la t ing the re to shall from | t ime to | t ime be | de te rmined |
| b y t h e Direc tors in | t h e same m a n n e r | as provided in | and by t h e | said |
deed of se t t lement for t he de te rmina t ion of o ther m a t t e r s by t h e Board of Directors a n d the Directors p resen t a t a Board of Directors of t h e said Corpora t ion shall have power to use such common seal for t h e affairs a n d concerns of t h e said Corporat ion a n d unde r such seal to author ize a n d empower any person wi thou t such seal to execute any deeds a n d
do all or a n y such o ther m a t t e r s a n d th ings as m a y be requi red to be
executed a n d done on behalf of t h e said Company in conformity with
| t h e provisions of t h e said deed of se t t l ement a n d of th i s A c t b u t it |
shal l n o t be necessary to use t he corporate seal in respect of any of t h e o rd inary business of t h e Company or for t h e appo in tmen t of an
| a t to rney or solicitor for t he prosecut ion or defence of any act ion | sui t |