Supplement TO THE KINGSTON GAZETTE. TUESDAY, AUGUST iU A) ticlea of Association of the BANKOFtWEKCANADA. TO ALL TO WHOM TUFSK PRE- $KXTS<IIAI.LCO.\IK. Ijp}^ it knoton and made manifest, Jt 9 that xvethe Subscribers have for¬ mat tin Assoeiuton or limited C«-f>/*/7- Aershifa and do hereby agree with eaeh other, to conduct Rok/.vg Business in the manner hereinaftt t specified and dewrificdn by and under the name or style of the Bank of Upper Canada. And ;ce do h-'reby mutually covenant dectarc and a^ree. that the fotloisin^ are and shall be the fundaui ntol J,„ tides tf this our Association and a- greement icith eaeh other*, by ichich tee uml all persons zcho at anj/ time herfi- ujter way transact business zcith the said Company shall be bound and peg* ulttfed. First. The Capital Stock of the said Company shall not exceed One Hundred and Twenty Five Thousand Pounds current money of dn&Provitiee, divided into five thousand shares of twenty five Pounds ouch ; ami for the. purpose of raising the said Capital stock, a book of subscription shall l)c opened in thHTown on Thursday the 16th instant,ai Moore's L. 11. h«m the hour* of ten to two o'clock, under the superintendanceof John Cummin-;, Benjamin Whitney, John M. Balfour, John Ferguson, Robert Rn hardsou, James Nickalls, and Samuel Shaw, or gay two ofthoni; and to continue epen undei thetf supcrintciidaiire until ihere shall have been an election of Direc¬ tors as hereinafter provided, vvhieh Book shall be headed with the present Articles of Copartner-hip or Agree¬ ment, and shall continue open until the whole of the said Capital Stock shall have been subscribed. Every person or persons, co-partnership, body poli¬ tic or corporate, who may or shall be¬ come members of this association, may subscribe &>rsuch and *o many shares, ns he, Sthe, or they shall think lit, not however exceeding in the first instance two bundled shares, and it is hereby igrrcd thai the shares respectively *ub- scribc-d, shall be payable in Gold or Silver coin, er Montreal iJa n k Bill?, current in this Province, in the m;;n- i ner following, that is to *ay, tvui per centum when the whole of the Stork has been taken and ten days previous notice having been given in the Kings¬ ton Gazette ; six per centum to the Directors, within ten days after they shall have been chosen in manner hen- Itiafler provided ; another payment hot lACceding ten per centum^ wlwHiryer ftp) shall r'quire it, at such time and place as they shall appoint for that purpose, giving thirty days previous notice »h aferc-uid ; and the remain- der shall Ik- payable in mjrh instalments as a mail)litv of the j)irectors shall •i * Igree upon ; but no after instalment shall CAGeed tenner centum upon the capital stock, for tl* payment of which thiit> daysnoticeshallalways be given. Second. If is further mutually agreed upon, chart whenever the sum of two thousand pounds shall have been ac¬ tually deposited or paid in on acco' * »f tlrj subscriptions to the said stock, notice thereof shall be given by the pel sou- under whose superintondance the Mime shall have been received, in the Kingston Gazette, and the said persons ^hall nt the same time in like manner, notify the time and place of holding a meeting of the subscribers, width shall be at the distance of not less tfian ten days 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 maimer hcreinafterprescribeH, in respect to the annual elections of Directors; and the persons who shall (hen and (bore be dioseu, shall be the first Directors, a lid shnll be capable of serving until the expiration of the day fixed for making the annual election ; and the Directors so chosen, shall as soon thereafter as circumstances can conveniently allow of, commence the business and opera¬ tions of the said Hank, but no Bank L>tlls, or Bank Notes hall be issued or put in circulation, nor an) Dillor jN'oie be discounted at the Bank, until ten thousand Pound* in gold or silver, or Montreal Bank note* shall be actually paid in and received on account of the Subscriptions to the said Capital Slock. Third. For the good management of the ati'airs of (lie said Association or Company, ihere shall be thirteen Di¬ rector.^, who shall be annually elected \w the proprietors or holders of the said capital stock, at a general meeting thereof to be annually holdeu ; at w Inch annual meeting the said proprietors and stockholders shall vote according to the rule hereinafter established, in respect to voting at general meetings ; and the Directors so chosen by u ma¬ jority in conformity to such rule, shall be capable of serving as Directors, for twelve months (unless anv of them shall be removed for maladministration be¬ fore the expiration of that period by a general meeting of stockholders, or unless suspend- d as hereinafter provi¬ ded) and at their first meeting after such election, shall choose out of their number, a President and Vice-Presi¬ dent, and their places respectively, from time to time, (ill up when vacant by death, resignation,absence from the Province, ox removal as abovesaid. In caseof death, resignation,absence fuun the Province for three months at a time, or the removal of a Director b) the Stockholders, his place in case of such removal shall be filled up by the st.id stockholders, and in the other ca¬ ses by the remaining Directors, or a majority ol them, to serve however, on- h until the succeeding general meeting in', abovesaid. Fourth. The Directors for the time being shall have power to appoint such officers*clerks,and SCI vant> under them a*- shall be uFcosMtry for executing the bu-iuess of the said Company, and to allow fhern SUVh compensation for their services n speetlvel) as shall be reason¬ able and proper ; all which, together v UK the exp&ice&tfi buildup kett»c* sliall re. rent, and all other contingencies, riiall no further ; nnd the Compnny * hi-defrayed, out of the funds • f the immediately pay the amount of such.- said Company. The said Directors covery out of their joint stock, but not shall likewise be capable of exercising otherwise. And iu case of any suit at such other powers and authorities for Law, the President for the time befog the well regulating and ordering of the shall have full power in his own name, affairs of the said Company, as shall be and on behalf of the Company, to pro- prescribed by tlie Bye-Laws and Reg- secute to judgment nnd execution in ulations thereof. the manner and form u^ bv the laws of Fifth. It is further covenanted and this Province it is provided ; it being agreed npon by and between the par- expressly understood and declared that ties to this agreement, that if the said all persons dealing with the said Corn- Capital Stock of One Hundred and pany agree to these terms, and arc t^ Twenty five thousand pounds is not be bound thereby, subscribed iu one month after the said Seventh. These articles of agreement Book of Subscription shall have been shall be published in the Kingston opened, then, and in such case it may Gazette for three months, and for the bo competent for any former subscri- information of all persons w ho may ber or subscribers, to increase his, her, transact business ivith or in any man¬ or their subscriptions to two hundred ner give credit to this company, every and fifty shares ; and if the aforesaid Bond, Bill, Note, or other inMrume it Capital Stock is not subscribed within or contract, b) the effect or terms of two months after the said Book ofsub- which th* Company may be char-'ed scriptiou shall have been opened, then, or held liable, for the payment of mo* and in such ca>e, the deficiency ma) be ney, shall specially declare- in such subscribed for by any person or per- form as the Board of Directors shall sous, body politic or corporate. prescribe, that payment shall be made Sixth. It is hereby expressly and e.t- out *tf the joint funds oj this Company^ plicilly declared, to be the object and according to the present articles of'as- inteufion of the persons who associate soiiutio/t, and i ot otherwise : nnd a themselves under the style or firm of copy of the sixth article of this associ- the Hank of Upper Canudut that the atlon shall beiuecrted iu the bank h*>o-k joint stock or property of the said of every person depositing money or Company, (exclusive of dividends to other valuable property with the Com¬ be made in the. manner hereinafter pany for safe custody, or a pnutod co- rneutioued) shall alone be responsible pv shall be delivered to ever) such for the debts and engagements of the person before any *uch deposit .*hall be said Company. And that no person, received from him. And it is iu ruby who shall or may deal with this Com* expressly declared, that no engagement pany, oi to whom they shall or may can be legal I) made in the wwv" ofthe htfconu in any vkise indebted, shall mi said Cunp>au.v nob'-- if i^Oiitnbiuiduui* any pretence wnatever have recourse tation or resiri. tion, to the elfect ah ive against the separate [iropeity of any recited. And the Company h err by present or future member of this com- expressly disavow all responsibility pany, or against their persons, farther for any debtors eiua^eineut, which than may be necessary to secure the may be made in their name, not eon- faithful application of the funds there- tuiniug a limitation or restriction to the of, to the purposes to which by these elfect aforesaid, prevents the\ are liable. But all per- Eighth. The number of votes tJ sons accepting any bond, bill note or which each Stockholder or Stock- other contract ot this company, signed holders, i. o partncifhip body politic Of by the President, or Vice-President, corporate, holding Hock in the fa id and countersigned or attested by the Company, fhall be entitled on evciy Ca^hierof the company, for the time occallou, vvhi.1 in ronfomiiiy to the beings, or dealing with it in any ether provili >ns and requirement! of ihcfe manner whatsoever, thereby respec- articles, the votw thereof are to he tively give credit to the said joint given, (ball be in the proportion Follow- -to k or propcrr) of the said Company, ing", thai is to fay. For one (bare- and f at and thereb) respectively disavow ha- more thantWo, one vote; fiH every two ring recourse, on any pretence what* (bare? above two, and not exceeding ten, ever, to the person or separate proper- one vote, making live vote* for tea tyof mi) ;»r. svttt or future member of fhures ; for every four (hare* above tfcti, this C(»mpau), excent as aboven.eu- and not exceeding thirty, one vot«, lioncd. And all suits lo be brought making ten votes for thirty lharcs; *i>r against this Company (ifany shall be) every fix fhatt» above thirty, and not shall be biought against the President exceeding fixty* one vote, talking forthe time being : and in case of his fifteen votes for fixty (hareM ; and for death oi removal from office, pending every eight (hares above fixty, and not any suit against hinu measures shall be exceeding one hundred, one vote, taken At 1 ho expellee of the company making twenty votce for one bundled for substituting his .-uccessor iu office But no pcrfon of puions, Co-p;>rtrtr- as u defendant ; so that persons having (hip, body politic oi copo;att, fhall be demands upon the company, may not entitled to a greater rmmbet than be prejudiced ordolayedb) that event, twenty votes, and all (lock hold »•• or il the person J-uing, shall JJM on u^- reiident within ibis Province, or clfej aiust the person first named as defen- where, may vote by proxy, if he, (hr, fltttit, (notwithstanding l«i- death or re- or thry (hall fee fit, provided that fuch inoval Iron, office) this company shall proxy be a flock holder, and do produce take no advantage of such proceeding a fufficientauthority f nm lov i*w«i»«* on that account : and all n-evveries fnt or conftitueiits, fi>r fo reprefentinj; had iu manner aforesaid, shall be con- and voting for him* lit!, or ihem, pio- elusive upon the company, ?o far a- vided alfo, that after the firft election of to render the Company's said joint DircCtiirs, no lhareor fhare« of tbr r-^pi- itvwkor properly liabl* tih^iwby, uuJ t^l flock uf the Company fliall conftf m