Royal Exchange Company Act 1837 No rec (NSW)

An Act for facilitating Proceedings by and against “ The Eoyal Exchange Company” and for other purposes therein mentioned, [13̂ ̂ September, 1837.]

Preamble.	\ \ T HEE.EAS several persons have formed themselves into a joint W stock company in Sydney for the purpose of erecting an
Exchange And whereas difficulties may arise in the prosecution of actions and suits hy and against the said company and prosecuting persons who may counterfeit steal or embezzle the hiUs notes bonds

Actions at law to bo mortgages moiicys goods chattels or effects of the said company Be

s"ecretâ ”'̂ ”̂ * '**̂ therefore enacted hy His Excellency the Governor of New South Wales with the advice of the Legislative Council That from and after the passing of this Act all actions and suits and all proceedings at law or in equity to be commenced instituted and prosecuted or carried on hy or on behalf of the said company or wherein

'

the

1837.   8 GUL. IV.

Hoyal Exchange Company.

tlif! said company is or shall he in any way concerned against any person or persons body or bodies politic or corporate and whether a moinhcr or miimhcrs of the said com])any or otherwise shall and may b(; lawfully commemted instituted and pros(!Cuted or carried on in the nann; of the person who shall he Secretary of the said ciompany at the time any such action suit or proceeding shall he commenced or instituted as the uominal plaintiff complainant or petitioner for or on behalf of the said company and that all actions suits or prot;cedings aforesaid to he commenced instituted or prosecuted against the said company shall he commenced instituted or prosecuted against tlie Secretary for the time being of the said company as the nominal defendant for and on behalf of the said company and that in all criminal prosecutions to he instituted or carried on hy or on behalf of the said company for Iraud upon or against the said company or for embezzlement robbery sicaling or counterfeiting the bills note's bonds moneys goods chattels etlccts or property of the said company or for any felony misdemeanor or other offence in which the said company shall or may be concerned it shall be lawful to state the property of the said company to be the property of such Secretary ibr the time being of the said company and any offence committt'd Avith intent to injure or defraud the said company shall aiid lawfully may in any prosecution for the same be stated or laid to have; been (‘ommitted with intent to injure or defraud such Secretary for the tinu ̂ being of the said (iompany and any offender or offenders may be there­ upon lawfully comdctcal of any such offence and the death resignation or remoA'al or other act of such Secretary shall mb abate any such action suit or prosecution but the same may l)c continued Avhere it hd't off prosecuted and carried on in the name of any person Avho may be or become; Secretary of the said company for the time being Pro­ vided nevertheless that the body or goods chattels lands or tenements of such Secretary shall not by reason of his being defendant in any such action or suit be liable to lx; arrested seized detained or taken in execution and provided that all costs and expenses to be incurred by such Secretary in prosecuting or defending any action or suit for and bn belialf of the said company shall be defrayed out of the funds of the said company.

2. And be it further I'uacted That if the said company shall (lavc a cause or causes oi actions against any person or any person snail members ortho

, , ^ * 1 1 1 s lia re lio ld c rs or

have a cause or causes of action against the said company it shall and •'>"(1 s'lch

p i persons m ay SLir the

may be lawful lor the said company to sue such person or lor such person company,

to sue the said company in any court of law or equity notwithstanding

such person may bo a .shar(;hoider or m(;mber of the said company.

3. And be it further enacted That a memorial of the n a m e

of the Secretary of the said (;ompany in the form or to the effect for ta'ry'to bo that purpose set forth iu tlu' Schedule hereunto annexed sio;ned bv 1 o I n j_i • T 1 • £* XT C'Onit ot ^ 0 \V Soutll

suen Secr(;tary of tlie said cornjiany and a majority ot the Committee of Wales and renewed Management of the said company shall be recorded upon oath in the C l ~ i (> - \ T rx i 1 -\TT 1 • n • n • j ^ ^ o , i i sliall be elcctcu.

bupreme Court ol JNew South Wales witiim thirty days alter the pass­ ing of this Act and ivhen and as often as any person shall be newly elected Secretary thereof a memorial of the name of such newly elected Secretary in the same form or to the same effect as the above-men­ tioned memorial signed by such newly elected Secretary and by a majority of the members of the Committee of Management of the said company at the time of tlie election of such new Secretary shall in like manner bt; recorded upon oath in the said Supreme Court within thirty days next after such Secretary shall be elected.

d. Provided always and be it further enacted That until such No action to be

memorial as hereinbefore first mentioned be recorded in the manner ki'be'

herein directed no action suit or other proceeding shall be brought by the reconied.

said

60 8*̂ GUL. IV. 1837.

Royal Exchange Company.

said company in the name of the Secretary of the said company as

aforesaid under the authority of this Act.

The Secretary and

other officers of tho 5. Provided always and he it further enacted That in all

said company to	actions suits petitions or other proceedings in which the said Seci’e-
give evidence not­
withstanding inter­	tary for the time being shall be on behalf of the said company and
est iu the same.	under and hy virtue of this Act plaintiff complainant or petitioner or defendant it shall and may he lawful for the said Secretary for the time being or for any other officer engaged in the executive duties of the said company to give evidence in such action suit petition or other proceeding notwithstanding tlie name of such Secretary for the time being shall be used as plaintiff complainant petitioner or defendant and notwithstanding that such Secretary for the time being or other officer as aforesaid shall or may he interested in the result of such action suit petition or other proceeding as a shareholder or copartner in the said joint stock company.
judgment may bo

Execution upon any 6. Provided always and he it enacted That execution upon any

issued against any	decree or judgment in any such action suit petition or other proceed­
member of the com­
pany who shall have	ing obtained against the Secretary for the time being of the said com­
his remedy against	pany whether he be plaintiff or defendant therein may be issued against
the other members.	and levied upon the goods and chattels lands and tenements of any member or members Avhatsoever of the said company in like manner and not otherwise than if such decree or judgment liad been obtained against such member or members personally Provided always that every such Secretary in whose name any such action suit petition or other proceeding shall be commenced pi’osecuted carried on or defended and every such member or members against whose goods and chattels lands and tenements execution upon any judgment or decree shall be issued or levied as aforesaid shall always be reimbursed and paid out of the funds of the said company all such damages dues expenses costs and charges as by the event of any such proceedings such Secretary or member or members shall or may be put unto or become charge­ able with and all such remedies shall be allowed as between the several members of the said company for the time being as if this Act had not been passed.
Bonds itc. taken in

the name of the 7. And be it further enacted That all bonds mortgages warrants

Secretary may be	of attorney and other securities not being assignable in law which
put in suit in the
name of the Secretary	have been or shall or mav at anv time hereafter be taken in the name
to whom originally	of any person as Secretary of the said company for or on account of
made or in the name
of the Secretary for	the said company shall and may be put in suit and be held sued or
the time being.	prosecuted upon at law or in equity in the name of tlie Secretary in Avhose name the same may have been taken or in the name of any person wlio shall or may succeed to that office and be the Secretary of the said company at the time such proceeding or proceedings shall be instituted notwithstanding the name of any such succeeding Secretary be not inserted in such bond mortgage warrant of attorney or other such security as an obligee mortgagee assignee or payee of the sum or sums of money therein mentioned and the death resignation removal or other act of any such Secretary of the said company for the time being in whose name any sucli bond mortgage warrant of attorney or other security as aforesaid shall be so put in suit shall not abate any action suit or other proceeding had thereon liut the same may be continued where it left off and be prosecuted and carried on in the name of any person who may succeed to that office or be or become the Secretary of the said company for the time being and the legal estate in all lands and tenements belonging or mortgaged to the said company and all legal rights and capacities in respect of the said company shall become vested in such new Secretary as aforesaid to all intents and purposes immediately upon the recording of‘ the memorial of the name of such new Secretary in the said Supreme Court and so

on

1837.   8" GUL. IV.

Roijal Exchauye Company.

on toties quoties wliensoever any new appointment or election of a Secretary sliall take place and such new memorial thereof shall be enrolled as aforesaid.

8.                 And he it further enacted That it shall he lawful for the Tiie companv may

said company to take a grant from the Crown in the names of the

sciveral members of the Committee of Management and to contract for (Uspose thereof for

and purchase in fee simple any lands tenements or hereditaments for cumpau-)”^̂ ̂

the purposes of this Act hut for no other purpose provided that the

said company do not possess at any one time more than ten acres in

the whole.

And be it further enacted That it shall he lawful for the 'ciui money

said company Ivom time to time to invest any part ol tlieir capital in real or chattel

the loan of money on bonds hills of exchange promissory notes mort- instates,

gages of real or chattel estates or other securities.

10. And h(; it further enacted That ii])on payment of the money agreed to he lent and advanced payment of mert-

on mortgage all the estate right title t r v c s S 'i^ th e ”

interest use trust property claim and dema nd in law or in equity of Committee of the

the party or parties or person or persons respectively to wJioiii or to

whose use the same shall he paid of in to or out of any messuages

lands tenements and hereditaments so agreed to he mortgaged shall

according to such terms as may he agreed iqion vest in tlie Committee

of Management of tlie said company for the time being and their

respective successors for effecting the uses and purposes of this Act.

11. And be it further enacted That all agreements conveyances ah ronvcyanccs&c.

leases releases assignments surrenders mortgages covenants receipts for by'Xre m-'morrof

money and other documents to he made given or granted hy the said

Committee.

com])any relating to any lands tenements or hereditaments which may bo or become vested in tlie said company or in the Committee of Management thereof shall he made and executed hy any three or more of the Commit tec for the time being of the said company and the same shall be binding upon the said company and tlie capital stock thereof and pass the estate of the said company or the meinbors of the Com­ mittee thereof in whom such estate may liare bci'n vested as effectually as if the same instrument or instruments had been made and executed by the person or jiersoiis in whom the estate in the premises had been originally vested for the said company.

12. And be it further enacted That the moneys arising from ivocwds of i.nuU to f he sale of such lands tenements and hereditaments shall be ajiplicd pmposi7rf7he’com- and disposed of by the said Committee for the purposes of the said pany.

company.

13. And be it further enacted That it shall and may be lawful "eeds &c. signed by

for the Committee of Management of the said company for the time m\uco'to be valid,

being or any three of them to sign and execute all deeds bonds and

other instruments and to endorse any hills of exchange and promissory

notes for the jinrposc of effectuating the purposes of the said comjiany

and all deeds and other instruments so signed and executed for the

purposes aforesaid shall be in every rcsjiect good valid and binding

upon the said company.

11. And be it further enacted That the moneys goods chat-Moneys *u. an-

tcls and effects of the said company and their successors shall be answerable and subject for the just debts liabilities engagements and demands of tlie creditors of and contractors for tho said company.

15. And be it further enacted That the shares in the said com- shares to im deemed

])any shall bo and be deemed personal estate and as such personal I’̂ rsouai estate,

estate shall be transmissible accordingly.

16. And be it further enacted That it shall at all times be siiaroiiobiers may

lawful for any person to assign transfer or dispose of his or her	then shares,
or shares or interest in the said comjtany to any other yterson or persons in such manner and form or on such terms and conditions as the deed

of

8*̂ GUL. IV. 1837.

JRoyal Exchange Company.

of settlement or regulations of the said company shall direct and

appoint.

Act to be at all times

valid notwithstand­	17. And be it further enacted That the provisions in this Act to the said company at all times during the continuance of the same whether the said company be now or hereafter composed of some all or any of the persons who were the original or are the present members thereof or of all or some of those persons together with some other person or persons or shall he composed altogether of persons who were not original nor are now members of the same.
ing change of pro­	contained shall extend and be construed deemed and taken to extend
prietors.
Company'not in­
corporated by this	18. Provided always and be it further enacted That nothing herein contained shall extend or be deemed taken or construed to extend to incorporate tho members or proprietors of the said company or to relieve or discharge them or any of them from any responsibility duties contracts or obligations whatsoever which by law they now arc or at any time hereafter shall be subject or liable to either between the said company and others or between the individual members of the said company or any of them and others or among themselves or in any other manner whatsoever except so far as the same is effected by the provisions of this Act and the true intent and meaning of the same.
Aet.

of tSf further enacted That notwithstanding the said

cstateŝ t̂ nJain Company should at any time hereafter become dissolved by effluxion

cXmitte*e'L̂ rbo time Ol* otlicrwisc all the undisposed of estates chattels and effects

disposed of by them, of tlic Said Company real as well as personal shall still remain vested in

the persons who were its last Committee of Management in the same way in aU respects as such estates chattels and effects were vested in them just before the happening of such dissolution and shall as soon as conveniently may be after such dissolution be sold and disposed of by such Committee of Management or any three of them and the moneys arising from such sale shall be divided amongst the several persons who were members of the said company at the time of its said dissolu­ tion according to their respective interests therein.

Plaintiff not to be 20. And he it further enacted That in any action to be brought proo“ofrccOTTof°̂ by any Secretary of the said company by virtue of this Act the plaintiff memorial. therein shall not be nonsuited nor shall a verdict be given against the

plaintiff for want of proof of the record of such memorial or memorials as hereinbefore mentioned but in case the defendant in any such action shall make it appear on such trial that no such memorial or memorials hath or have been recorded then a nonsuit shall be entered in such action.

Nothing in this Act 21. Provided always and be it further enacted That nothing in

appino'any“righ\°" ^Ms Act Contained shall be deemed to affect or apply to any right title

&c. of His Majesty or interest of His Majesty His Heirs and Successors or of any body or

OT cOTpSe!* bodies politic or corporate or of any other person or persons excepting such as are mentioned therein or of those claiming by or under him or them.

This Act not to take 22. And hc it further enacted That this Act shall not com- approbation and the notification of such approbation shall have been made by His Excellency the Governor for the time heiug in the Neio South Wales Government Gazette.

shaUiXvo	cffcct Until the same shall have received the Hoyal
the Eoyal assent,
This Act to he

deemed a public	23. And be it further enacted That this Act shall be deemed and taken to be a public Act and shall be judicially taken notice of as such by the Judges of the Supreme Court of New South Wales and by all other Judges Justices and others within the Colony of New South Wales and its dependencies without being specially pleaded.
Act,

SCHEDULE

1837.   8̂ GUL. IV.

Royal Exchange Company.

SCHEDULE EEEEEEED TO.

Memorial of tho name of tlie Reerctary of “ The Royal Exchange Company ” to bo recorded in the Suprenu; Court of New South Wales pursuant to an Act of the Governor and Council passed iu the eighth year of the reign of His Majesty King William the Fourth intituled “ An Adi for facilitating Proceedings by and against ‘ The Royal Exchange Company and “ fo r other purposes therein mentioned.”

A. B. Secretary. C. D. Chairman.

E. F .' ■P. Q.

G. H. R. S.

T. K.	Directors.	T. U.
L. M.	V. W.
N. O..

X. Y. of Sydney gentleman of the above-named

company makoth oath and saith that he was present and did see the foregoing memorial signed by the above-named Secretary and Directors respectively whoso names appear thereto.

Sworn this day ■)

of A. D. 18 . j