The following text may have been generated by Optical Character Recognition, with varying degrees of accuracy. Reader beware!

[TUESDAY, SEPTEMBER 8, 1818.1 KINGSTON [VOLUME VIII.—No. 15] GAZETTE. Kingston, Upper Canada-Printed and Published by STEPHEN MILES.-Price Four Dollars per Annum-Exclusive op Postage. slgcnts for the Kingston Gir-ette. Erne* T.>» n. .1A M RS RAtfKIN, Esq. York, WI1,1,1 AM AI.!.\N. l*t, Brockvillo. A. gHBKWGUD. Esq, BrJIvill.-. S. MNU'.B. Iv-q. Monir-al. N. MOWVR. Printer. Bni.l.-a-W'. Mr. SAMVL SOl.MF.S. Atiicka of A-^rrioJiov oft/ic BANKOFUPPKRCANADA. TO \h\. TO \V|«.OMTI1F.se PRK- m'A'TS SMALL COM B. E it knnxen ami mtidr manifest. Jl3 that Vie the (Subscribers huvefor- ftnil »tv Associaton tor limitedCo-pfft'i* nership. and do hereby agree with each other, to conduct B istctsa Business in the manner hereinafter specified and described* by and under (he name or style of the Bank of Upper Canada. And zee do hereby mutually covenant declare and agree* that the following. am and sfiait be the fundwn-ntal Ar¬ ticles of this our As&ptiitttion and a- green'eni with each other, by tckichice und all persons z:ho at any time here- ajfvr may transact business ivith the said Company shall be bound und reg¬ ulated. First. The Capital Stock of the said Company shall not exceed Oik- Hundred and Twenty Five Thousand Pounds current money ofthfePruviuce, divided into five thousand shares of twenty five Pounds'each ; and for the purpose of raising the said Capital Stock, a book ef MibscripMou shall be opened in this Town on Thursday the lflth inctant. at Moore's C. H. from the hours of ten to two o'clock, under the superintendence of John dimming. Benjamin Whitney, John M. Balfour. John Ferguson, Robert Richardson. .lame Xiekills, and Samuel Shaw, or any Iwo ottlictu. •initio euutflii'U** i?*ri iii.*l r their superiutendaiiccuntil there shall have been an election of Diree- of, commence the business and opera¬ tions of the said Bank, but no Bank >>ills, or Bank Notes hall be issued or nut in circulation, nor any Bill or Note be discounted at the Bank, until ten thousand Founds in gold or silver, or Montreal Bank notes sliall be actually paid in aud received on account of the '.|>seri|)tioos to tiie said Capital Stock. Third. For the s;ood management of Mie affairs of the said Association or Company, there shall be thirteen Di¬ rectors, who shall be annually elected by the proprietors or holders of liie said capital stock, at a' general meeting ! Hereof to be annually holden ; at which annual meeting the said proprietors aud stockholders shall vote according • o the rule hereinafter established, in respect to voting at general meetings ; and the Directors so chosen by a ma¬ jority in conformity to such rule, shall be capable of serving as Directors, for twelve months (unless any of themshall be removed for maladministration be¬ fore the expiration of that period by a general meeting of stockholders, or unless suspended as hereinafter provi¬ ded) and at their first meeting after such election, shall choose out of their number, a President and Vice-Presi- tor- av hereinafter provided, which Rook shall be headed with tin* present Articles of Copartnership or Agree- menu and shall continue open until tho Whole of the said Capital Stock shall have betHI subscribed. Every person or persons, cn-partne-dnp- body poli¬ tic or corporate, who may or shall be¬ come nvmbers of tiii? association, ma> subscribe tor such and *o many •■Lares, as le . *ht\ or the\ shall think lit, not however exceeding in thefir-l ii^^uw. two h-jiuiied har*'-. aud it is hereby aei ,vd thai the sharesre-p<ct:voly -ul>- scrilK-d, shall be payable in (rn!d 01 Silver coin, or M«'Utreal Bank bills, current in fhi* Frovinee. in the man* ner following, that is to say. two per centum when the whole of the Stock has been ta' en aud ten days prevons notice having been given in the Kings¬ ton Gazette ; mx per eontnm to the Directors, within ten days after the) shall have been chosen in manner here¬ inafter provided : anoth r payment not exceeding ten per centU'/t, whenever the\ shall require it. at such time and place ac they shall appoint for that purpose, giving thirty days previous notice av aforesaid : and the remain- dershall be payable in such instalments as a majority of the Directors shall agree upon : but no after instalment 6naM exceed ten per centum upon the capital -took, for the pa) mejil of which thirty da j snotieeshall always be given. Second. Itisfurti er mutually agreed Upon, that whenever the sum of two thousand pounds shall have been ac¬ tually deposited or paid in on account »f the subscriptions to the said stock, notice thereof shall be given by the persons under whose superintendence the same shall have been leceived, in the Kingston Gazette, and the said persons shall at the same time in like manner, notify the time and place of holding a meeting of t\\e subscribers, which shall beat the distance of not l*sa than ten day* from the time of such notification for proceeding to the elec¬ tion of the number of Directors herein¬ after mentioned ; and such election shall then and there be made by a ma¬ jority of shares voted for, in manner hereinafter prescribed- in respect to the Annual election- of Directors; and the persons who <\\-\\\ then and there be chosen, shall be the fii>t Directors, and shall be capable of serving until the expiration of the day fixed for making the annual election ; aud the Directors So chosen, shaH as soon thereafter as lent, aud their places respectively, from time to time, fill up when vacant by death, resignation,absence from the Province, or removal as abovesaid. In case of death, resignation, absence from the Province for three months at a time, or the removal of a Director by the stockholders, his place in ease ol «urh removal shall be tilled up by tin -aid stockholders, and in the other ca- es by the remaining Directors, or a majority ol them, toserve however,on¬ ly until the succeeding general meeting a^ abovesaid* Fourth. The Directors for the time being shall have power to appoint such officers, clerks, and servants under them as shall be necessary tor executing Uu buiness of (lie said Company, and to allow them such compensation for theii M-rvicos respecfnely as shall be reason¬ able and proper ; all which, together with the expellees of building, house- renr, and ail other contingencies, shall b:> defrayed, out of the funds of the said Company. The said Directors hall likewise be capable of exercising soch Other powers and authorities for the well regulatingand ordering of the affairs of the said Company, assail be prr-criind by the Bye-Laws and Reg. illations thereof. Fifth- It is further covenanted and agreed upon by and between the par* ties to this agreement, that if the said Capital Stock of One Hundred aud Tw< uty five thousand peunds is not ■ ub-cribed in one month after the said Bo-»k of subscription -hall have been opened, then, aud in such case it may be competent for any former subscri¬ ber or subscribers, to increase his, her. er their subscriptions to two hundred and fifty shares ; and if the aforesaid Capital Stock is not subscribed within two months after the said Book of sub¬ scription shall have been opened, then, and in *uch case, the deficiency may be subscribed for by any per-on or per- sons, body politic or corporate. S'rth. It is hereby expressly am. ex¬ plicitly declared, to be the object and intention of the persons who associate themselves under the style or firm of the Bank of Upper Canada, that the joint stock or property of the said Company, (exclusive of dividends to be made in the manner hereinafter mentioned) shall alone be responsible for the debts aud engagements of the said Company. Aud that no person, who shall or may deal with this Com¬ pany, or to whom they shall or ma) become in any wise indebted, shall on any pretence whatever have recourse against the separate property of any present or future member of this com¬ pany, or against their persons, farther than may be necessary to secure the faithful application of the funds there¬ of, to the purposes to which by these presents they are liable. But all per¬ sons accepting any bond, bill note or other contract of this company, signed by the President, or Vice-President, and countersigned or attested by the Cashier of the company, for the tim*i being, or dealing with it in any other manner whatsoever, thereby respec- d tively give credit to the said joint to. k or property of the said Company, and thereby respectively disavow ha- so chosen,,hall as soon »™L£UtelC«MM ■* PreteUCe whftU Circumstances c»u conveniently allow II ""o"* > [ ever, to the person or separate proper* ty of any pre^nt or future member of this Company exceot as abovemen- tioned. And all suits to be brought against this Company (if any shall be) shall be brought against the President forthe time bwijg ? and in case of hi- death or removal from oflice, pending any suit agaiust him, measures shall be taken at the expence of the company for substituting his successor in office as a defendant ; so thatpersons having demands upo»» the company, may nof be prejudiced or delayed by that event, or if the per-on suing, shall go on ag¬ ainst the person first named as defen¬ dant, (notwithstanding hftf death or re¬ moval from office) this company sha: take no advantage of such proceed!», on that account ; aud all recoveries had in manner aforesaid, shall be con¬ clusive upon the company, so far a • to render the Company's said joint stock or property liable thereby, and no further ; and thehCompany shall immediate!) pay *"<* amount of such re¬ covery out ot their joint stock, but not otherwise. And in case of any suit ai Luw, the Piesident for the time being shall have fall power in his own nam.. and on behalf of the Company, to pro¬ secute to judgment and execution ii the manner and form do by the laws of this Province it is provided ; it bi ing ex. ressly understood and declared that aP persons dealing with the said Com¬ pany agree to these terms, and are to !)»• bound thereby. Seventh. These articles of agr°emeni Kail he published in the Kingston Gazette for three months, and for tie information of *H persons who ma\ transact business with or in any mao- i.er give credit to this company, every Bend, Bill. Note, at other iustrume.i or contract, by the effect or terms ol which the Company may be charged or held liable, for the payment of ino- m>j't *hflll -|pec;»'l'l) (lecWc, Vn vech form as the Board of Directors shall prescribe, limit payment shall be made out ofthe fount funds of litis Company. avcord'ngto the present articles oj as- swiation. UaUi ot clhvrKtse ; and a copy ot the Ninth article of (his associ¬ ation '-ha'lb' inserted in the bankbook of every pervon depositing money o\ •tiler valuable property with the Com¬ pany for safe cu-tody, or a printed co¬ py shall be delivered to every such person befor-r any such deposit shall be r 'lived fioun him. And it is hereb) expressly declared, that no engagement can b" legality made in the name of the said Company unless it contain a limi¬ tation or restriction, to the effect above recited. Amid the Company hereh. expressly disavow all responsibility for any debtors engagement, which may he made in their name, not con¬ taining a limitation or restriction to th-' effect aforesaid. . Eighth* The number of votes t."1 which each Stockholder or Stock- holders, Co-p-artnerfnip boJy politic or corporate, holding (lock in the faid Company, (hall be entitled on every occafion, wh-en in conformity to the provifions aad requirements of thelc articles, the votes thereof are to be given, (hall b$ in the proportion follow¬ ing, that is to fay, For one fhare, and not mote than tWQi, one vote ; for ever)* two fhares above two, and nut exceeding ten, one vote, making five votes for ten fhares ; forev^ry four (hare* above ten, and not exceeding thirty, one vote, making ten v<otcs for thirty fharea ; tor every fix fhau % above thirty, aud not exceeding fi\ty, one vote, making fifcecn votes i:ox fixty fhares ; and for every eight fhares above fixty, and not exceeding oiie hundred, one vote, making twenty votes for one hundred. But no perfoi.i 0r pcrfons, Co-partner- fhip, body politic or corporate, fhall be entitled to g greater numbei than twenty votes^ and all (lock holders refident withu-i this Province, or elfe where, may v..->te by proxy, if he, fhc, or they lhall f.-c fit, provided that fuch proxy be a ftofcfe holder, and do produce a fuffictent autbority from his conftitu- «nt or COftftitUfents, for fo reprefenting and voting fut him, her, or them, pro vided alfo, thai, after t^c firft election of Directors, no (hare or (hares of thecapi tal flock of thy Company fhall confer a right ot voting ritber in perfon, or by proxy, which '(baj| not have been holden during three Valcndar months, at the lead, prior to \\xe jilv 0f elertion, or of the general M&etingi where the votes of ibcltock-holdv..r8 aic tw Uigiveo. Ninth. Nonebutaftock holder, ac¬ tually refident in the Town of Kingfion, and holding at lealt ten fhares in the cap¬ ital fiock, and being a natural born fub- j=ft of His Majefty,or a fubjeA «if His Vlnjcfiy naturalized by aft of the Brit¬ ish Parliament, or a fuhjcdl of His Ma- j> ily, havinc become fuch by the con- quetl and ceiiion of this Province, or any person who fhall have rtfided (even year.- in the Province, 3nd in any of the above cafes, who lhall have refidi-d three years in this Town, one of which fhall have immediately prei.e.ted the day of Elec¬ tion, fhall be capable of being ele&cd or c ho fen a DirccW of the faid Bank, or lhall ferveas fuch. Tenth- Ninr of the Direftors in office fhall be re-ele£ted for the next fucceed- ing twelve months, of which the Prefi dent and Vice-Preiident (hall always be of the number. Eleventh. No Dire&or (hall be enti¬ tled to any falary or emolument, unlef- the fame fhall have been allowed to him. by a general meeting of the dock-hold¬ ers, but the Hock holders may make fuch compenfation to the Prefident or Vice- Prtiident. for their extraordinary attend¬ ance at the Bank, as fhall appear to them to be reafc nable and proper. Twelfth. Not lefs than five Dircftor* fhall coftitute a boatd,for the tranfa&ioe of bnfinefs whereof the Prefident or Vice-Prefident fhall always be one, ex¬ cept in cafe of iicknefs and neccilary nb- fcence, in which cafe their places may He fopplitd by any other Director whom the Prefident or Vice-Prefident fo fick or abfeut, fiiall refpeCftivcly by writing, under their hands, appoint tor that pur- pofe. The Prefident and Vice-Preii¬ dent, fhall vote at 'he board as Direct¬ ors, and in cafe »»f theie being an cqua number of votes for and againft any quell ion before them, the Prefident, and in his abfence, the Vicc-Preiidcnt, fhall have a calling voice. Thirteenth. Any number of ftocktiol-' ders, not lefs than fifiy, who together Oull be proprietors "f two hundred and fifty fhare**, fliall have power at any time ;*v themfelvcs or their proxies, to call a general meeting of the Stockholders, for purpofes relative to the faid Affociation, giving at leal! lix wcek'9 notice thereof in at leaft one Ncwfpaper publilhed in this town, and fpecifying in fuch notice the time and p'ace for fuch meeting with the objeft or objeftn thereof ; and the direftore, or any feven of them, fhall have the like power at anytime (upon obferving the like formalities) to call a general meeting as above faid. And if the objeft for which any general meeting called either by the Stockholder* or Di re&of8 as above faid, fhall be to confider of a propofa! for the removal of the Pre6- ident, Vice-Prclident, or other Direftor or Dircfters, for mal-adminiflration, then and in fuch cafe the perfon or per- fons fo propofed to be removed, fhall from the day on which fuch notice fhall fir ft be publilhed, he fufpmdcd from the execution of the duties of his or their of fice ; and if he be the Prefident or Vice- Prcsdt his place fliall bd filled up by the remaining Diredors, to ferve during the time of fuch fufpenfion. Fourteenth* Every Cafhier and Clerk of the Bank, before he enters upon the du¬ ties of hiR office, fhall give bond, with twoor more fureiic8, Lo the fatisfaftion of the Direftors ; that is to fay. Every Cafhiet in a fum not lefs than ten Thou, fand Pounds, with condition for his jjood and faithful behaviour ; and every Clerk with like condition and lureties in fuch fum as the Directors fhall confider ade-| tjuate to the truft to be repjfed in him. Fifteenth. The Company ihall not hold any lands and tenainenis, but luch as may he necefiary ror the transaction and accommodation of the bufinefs of the Bank and for no other purpofc : Lt fhall nevenhelefs be competent for the directors, on behalf of the Company, to take and hold moitgage6on property,bv way of additional ftcurity for debts con¬ tracted with the faid Company in the courfc of its dealings ; but on no ac count fhall money be lent upon mort £age. or upon lands and other fixed prop-| money, as may be depofited in the Bank for fafc keeping) aud in cafe of exc- Ut the Direftors, under whole adminillra- tion it fhall happen, fhall be liable for the fame, in their natural and private capacities but it fhall not exempt the company or the landb, tenements goods or chattels thereof from being alfo lianie for fuch exctfs ; fuch Directors howev¬ er, as fhall have been abfent when the faid excefs was contraftr-d, or lhall have en¬ tered their proteft a^ainll it, upon the minutes of the proceedings of the board, may refpeftively exhonorare and dls- chaige themfclves therefrom, by plead¬ ing and proving fuch ablence, or (hewing Inch minutes. Seventeenth. The fhares of the Capi¬ tal Stock fliall be affigi able and trans¬ ferable, according to fuch rules and forms as may be etlablifiVd in that behalf, by the board of Direftors, but no affi^n. nient or transfer (hail be valid or effeft- oal, unlefs fuch aflignineut or transfer (hall be entered or regiftered in a book or books, to be kept^y the Direftors for that pnrpofe, nor until the perfon or Dtrfons making the fame, fhall pfcvioufly difcri3rge all debts aftually due by him, her, or them, to the laid company,which may exceed in amount the remaining (lock belonging to Inch perfon or per- fons, and in no cafe (hall ary frafti nal part of a fhare, or other than a complete (hare or (hares, be afiig; able or transferable. It is hereby further ex- urefsly agreed and declared, that any llockholder, who (hall transfer in man¬ ner aforefaid, all his (lock or fhares in thU Company, to any other perfon or perfpns whatever, fhall Ipfafatio ceafe to be a member of this Campany, and that any perfim oi pcrfns whatfoever, who ih.i|l accept a transfer of any fiock or lharca in this Company, fliall ipfo f.rfx become and be a member of this Compa* ny, according to thelc articles of affocia¬ tion. Eighteenth. All bill-*, bondn, notes and every contraft and engagement, on t c- half of the Company, fhall he figned by the Piefidnt or Vice-Prefident ; *rid countcrfigncd or attefted by the Caih- ier of the Company ; and the fund., of the company (hall in no cafe be held re- fponfible for any contr;;ft or engage¬ ment whatcvei unlefs the fame (ha)! be fo figned and coui.tcriigncd, or attefted as a for faid. Nineteenth. The book), papers, cor- refpondence and fund* pf the Cornpanyf (lull at all times, be fuhjeft to the in- fpeftion of the Direftors, but no Hock- holder not Director, fhall infpeft the ac¬ count of any individual or individuals, with the Company. Twentieth Half yearly dividends finll be made of fo much of the profit« of the Company as fliall appear to the Direft¬ ors adwfeable, and fhall be payable at fnch place or place* as the Dirc&or* fhall appoint, of which they fhfill give public Notice m the Kingfton Gazet e, at lead thirty days before ; and the D>- reAors fhall every year at the general meeting for election thereof, lay before the Stockholders, for their infnrma>ionj anexadand particular ttattment nf the amount of the debts due to, and ^y i lie Company^pccifyingthe amount of Bank Notes tlun in circulation, and the a- mount of fuch debts as in their opinion are bad, or doubtful ; as alfo, dating the furplus or profit, if any remaining after leduCtion of loffes & provifions for div¬ idends.—Provided that the rendciugof fuch llatements fliall not extend, to give any right to the Stockholders not direc¬ tors, to infpc& the account of any iuii- vidual or inuividuals with the Company. Twenty-frfi If there fliall tx a friL tire in payment of any part of the fum ot (hares fubfenbed by any perfon or per* fons, co-partnerfhip, body politic or cor» pjrate, the party failing in paying the firfl inllalment of six per centum, fuccce- ding the depofit oftwo per centum iierein before required to be made at the tune of fubferibing, fliall refpeftively forfeit the faid depofit to aud for the ufe-f iue faid Company, and the flock llv.il Ke fold at public fale for the beh >of f the company ; and on failure of nnvine the w ' norTuch"be"purchafed by the 'com-; [other inftalmcnts, or any ot them, tie my upon any pretext, except in the, Jparty ot paities tailing; therein, inau 1 - i er fpecial cafe above recited. Sixteenth The total amount of the debts which the Company (hall at any time owe, whether by Bond, bill, or Note, or other comract whatfuevei, lhall not exccedtieblethe.mu.nl f::e cap- talftock aaoaily p-iid in (over and a- aaj hmg, excepting liills of r.xchmge, b^vca turn equal ia aiaouat W focli|ig^ «&VcT,boai*fl. «i m uu i^ic ot fcit the oiginal depofit ot two pet ccr..- um. and the dividends unpaid ■•• lor I v the time for making fuch nay ne.it, .o»d during the delay of the fame. 7nuenty fecund. Til taid . ompmy fliall not direftly or indheAl) ■■' in ii-