ordain and declare, that in all cases where the provisions and regulations contained in these presents shall not be applicable to the local situation or circumstances of such subscribers or proprietors, or other holders of any share or shares in the capital of the said corporation, as are or shall be resident in or at any of the several islands and colonies hereinbefore mentioned, or elsewhere than in the United Kingdom of Great Britain and Ireland, it shall and may be lawful for the court of directors, from time to time, when and as often as occasion shall require, or they shall think fit, to make all such rules or bye-laws, regulations, and provisions relative to any such subscribers, proprietors, or holders as last aforesaid, and with regard to their respective shares and interests in the capital of the corporation, as the circumstances of the case or cases for the time being to be provided for shall, in the judgment and at the sole discretion of the court of directors, appear to demand or require; and from time to time to alter, vary, and repeal all or any of such rules, bye-laws, regulations, and provisions, and to make others in their stead: And we further will and ordain, that the court of directors shall appoint the place and hour of holding every half-yearly general meeting, and shall cause at least 21 days' notice of every halfyearly general meeting, and 14 days' notice of every adjourned general meeting which shall adjourn for a longer time than two days, to be given by advertisements in manner aforesaid; and further, that (subject at all times to the rules, orders, and directions of the general meetings of the said corporation) the said court of directors shall have full power to order and dispose of the custody of their common seal, and the use and application thereof, and execute all the powers hereby given to the said corporation; And we do further will and ordain, that the said court of directors shall have power, from time to time, to call for the amount subscribed by the several subscribers and proprietors for the time being, which amount shall be paid by the said subscribers and proprietors at such times and places, and in such sum or sums, as shall be appointed by the said court, so that no such call shall exceed the sum of £20. for every £100. subscribed; and 14 days' notice, at least, shall be given of every such call as aforesaid, by advertisements in two or more of the daily morning newspapers printed and circulated in London: And we do further will and ordain, that the respective bodies and persons who shall be proprietor or proprietors of any stock in the said corporation shall pay the sum or sums by them respectively subscribed, or such parts and proportions thereof as shall from time to time be called for by the court of directors of the said corporation, by virtue of and agreeably to the powers and directions of this charter at such times and places, and in such manner, as shall be directed by the said court,; and in case any body or bodies, person or persons, being a subscriber or subscribers, or proprietor or proprietors, of any share or shares of the capital stock of the said corporation, shall neglect or refuse to pay his, her, or their rateable or proportionable part of the money called for as aforesaid, at the time and place appointed by such court, or within 30 days next ensuing, he, she, or they so neglecting or refusing shall forfeit and pay the sum of five pounds for every 1000. he, she, or they shall have subscribed or held, or be entitled to, in the capital of the said corporation, and in case such person or persons shall continue to neglect or refuse to pay his, her, or their rateable call or calls as aforesaid, for the space of two calendar months next after the time so appointed for payment thereof, then and in every such case it shall be lawful for the said court of directors (whether they shall or shall not previously have sued for the same as hereinafter mentioned, if they shall think proper), to declare that the respective shares of the capital stock of the said corporation held by the body or bodies, person or persons, so refusing or neglecting, shall be forfeited, and thereupon the said share or shares, and all the profits and benefits thereof, shall be forfeited to and become vested in the said corporation: And we do further will and ordain, that when any share of the said capital stock shall by virtue of this charter have become forfeited to or vested in the said corporation as aforesaid, then and in every such case it shall be lawful for the said corporation, or the court of directors for the time being, and they are hereby authorized and empowered, at any time thereafter to sell or cause to be sold by public auction or private contract, and by writing under the common seal of the said corporation to assign and transfer such share unto any person willing to become the purchaser thereof, his or her executors, administrators, or assigns, and such assignment and transfer shall be good, valid, and effectual against the owner of every such share, and all persons claiming under him, her, or them; provided always, that in case the money produced by the sale of any such share shall be more than sufficient to pay any such arrears, as aforesaid, and legal interest thereon, together with the penalties incurred by nonpayment and the expenses attending the sale thereof, then and in such case it shall be lawful for the court of directors for the time being, if they shall think fit so to do, but not otherwise, to pay the surplus arising from such sale to the person or persons to whom such share shall have belonged: provided also, that the said corporation shall not by virtue of this charter at any time or times sell or transfer, or direct to be sold or transferred, any more of the stock of such defaulter or defaulters than shall be sufficient, as near as may be, at the time of such sale, to pay the arrears due from such defaulter or defaulters, for or on account of such call or calls, and the interest, penalties, and expenses attending the same; and from and after the payment of every call or calls to be made by virtue of this charter, and the interest, penalties, and expenses as aforesaid, any stock vested in the said corporation as aforesaid which shall remain in their hands unsold, shall revert to and again become the property of the person or persons, body or bodies politic or corporate, to whom such stock shall have before belonged, in such manner as if such calls had been duly and regularly paid; so, nevertheless, that nothing in this proviso contained shall be deemed or construed to compel the said corporation to sell any fractional part of 100. of the said stock: Provided always, and we do further will and ordain, that in case any person or persons, body politic or corporate, who shall have subscribed for or be entitled to any share or shares in the capital of the said corporation, shall neglect or refuse to pay his, her, or their rateable or proportionable part of any sum of money to be called for at the time and place and in the manner to be directed for that purpose by the said court of directors as aforesaid, the said corporation are hereby empowered to sue for and recover the same in any of our courts of law or equity whatsoever: And we do further will and ordain, that if any deceased subscriber or subscribers, proprietor or proprietors, shall not have left assets sufficient, or in case the executor or executors, administrator or administrators, trustee or trustees, committee or committees, guardian or guardians, shall refuse or neglect to answer such call for the space of three calendar months next after notice thereof, by advertisement as aforesaid, shall have been given of such call, the said corporation shall be, and they are hereby authorized and required to admit any other person or persons to be a proprietor or proprietors of the stock of such deceased proprietor or proprietors, on condition that he, she, or they so admitted do and shall, on or before such admission, pay to the executor or executors, administrator or administrators of such deceased proprietor or proprietors, or to the trustee or trustees, committee or committees, guardian or guardians of the infant or infants, or other person or persons who may be entitled to his, her, or their effects, the full sum or sums of money which shall have been paid by such proprietor or proprietors, in his, her, or their lifetime, by virtue of any call or calls or otherwise, upon such stock, or such other sum or sums of money as the same can be sold for; and in case no person or persons shall be found who is or are willing to be admitted upon such condition as aforesaid, then and in every such case such share or shares shall be forfeited to and become vested in the said corporation: And we do further, for us, our heirs, and successors, grant unto the said Colonial Bank and their successors, and we do will and direct and appoint, that it shall and may be lawful for the said corporation, for the period of 20 years, commencing from the 1st day of May 1836, to carry on the business of bankers, by dealing in bullion, money, and bills of exchange, and lending money on commercial paper and Government securities, and in such other lawful ways and means as are usually practised among bankers; but it shall not be lawful for the said corporation to lend or advance money on the security of lands, houses, or tenements, or upon ships; nor to deal in goods, wares, or merchandize of any nature or kind whatsoever: And we do further will and ordain, that it shall and may be lawful to and for the said corporation, during the same period, to establish one or more principal bank or banks in the islands of Jamaica and Barbadoes, and in such other islands or places in the West Indies and British Guiana, as by them shall be considered expedient, with such branches or agencies as from time to time may be found convenient; and at and from such principal bank or banks, branches, and agencies, or any of them, to make, issue, and circulate notes, payable in dollars to bearer on demand, or otherwise, provided that no such note shall be issued for less than the sum of five dollars; and provided that all such notes be made payable in dollars of acknowledged weight and fineness to bearer, on demand, as well at such principal bank or banks, and every of them (if more than one of such principal banks shall be established), as at the branch or agency from which the same shall have issued; and provided also, that the said corporation shall not discount any bills of exchange, promissory notes, or other negotiable paper, on which the name of any director or officer of the said corporation shall appear as drawer, acceptor, or indorser to an amount exceeding one-third of the whole amount of the sum for the time being under discount by the said corporation : And we do further ordain and declare, that it shall be lawful for the said corporation, notwithstanding the Statutes of Mort main, or any other statutes or laws, or anything herein contained to the contrary thereof, to purchase, take, hold, and enjoy, to them and their successors, as well in the United Kingdom of Great Britain and Ireland as in any of the said islands

and colonies hereinbefore mentioned or referred to, such houses, offices, buildings, lands, and other hereditaments, and also such ships and vessels as shall or may from time to time be actually and bona fide necessary and proper for the purpose of managing, conducting, and carrying on the affairs, concerns, and business of the said corporation, but not for any other purposes, nor so as to be in any manner made instrumental for the purposes of speculation; and to sell, convey, and dispose of the same respectively when not wanted for the purpose of their said business: And we do hereby grant unto all and every person and persons, and bodies politic or corporate, who are or shall be otherwise competent, our especial licence and authority to grant, sell, alien, and convey in mortmain unto and to the use of the said corporation and their successors, any such houses, offices, buildings, lands, and other hereditaments, and any such ships or vessels whatsoever as aforesaid accordingly: And we do further will and declare, that these presents are upon this express condition, that if the said corporation shall become insolvent, all and every the proprietors for the time being of any interest or share in the capital thereof, shall be liable to be called on to contribute to the payment of the debts and liabilities of the said corporation, to the full amount of all the stock held by them in the said corporation, although the same shall not have been theretofore called for and paid up; and that all the powers, privileges, and authorities hereby given shall utterly cease and be void, in the event of the said corporation suspending cash payments, in manner hereinbefore provided, for the space of 60 days, whether such suspension shall take place at any principal or branch bank; and further, that the said corporation shall be bound to make up and publish, in some newspaper or newspapers circulating in each of the colonies in which a bank shall be established, and also in the London Gazette, once in every year, an account or statement showing the whole amount of its debts and assets at the close of the past year, and showing also, the amount of its notes, payable on demand, which had been in circulation during every month of such year, together with the amount of specie, distinguishing each kind, and other assets immediately available in every such month for the discharge of such notes; and that the said corporation shall furnish copies of such yearly account or statement to the respective Governors of each island or colony in which a principal bank or branch shall be established; and further, that the said corporation shall not become purchasers of any of the capital stock of the said corporation: And we do further will and ordain, that on the determination of the said term of 20 years, the business so to be carried on by the said corporation shall cease, and the debts and engagements thereof shall be liquidated and discharged, and the assets and property thereof, sold, disposed of, and converted into money, and the surplus divided amongst the proprietors, according to their shares and interests in the capital thereof. And we do, for us, our heirs and successors, grant and declare, that these our letters patent, or the inrolment thereof, shall be in and by all things valid and effectual in the law, according to the true intent and meaning of the same, and shall be recognised as valid and effectual by all our courts and Judges in our United Kingdom of Great Britain and Ireland, and by the respective Governors and courts of judicature of and in our said islands and colonies, and all other officers, persons, and bodies politic or corporate, whom it doth, shall, or may concern; and that the same shall be taken, construed, and adjudged in the most favourable and beneficial sense, and for the best advantage of the said corporation, as well in our several courts of record in our United Kingdom of Great Britain and Ireland, and in our several islands and colonies aforesaid, as elsewhere, notwithstanding any non-recital, misrecital, uncertainty, or imperfection in these our letters patent. And we do hereby require and enjoin the respective Governors of our said several islands and colonies, for the time being, to give full force and effect to these our letters, patent, and to be in all things aiding and assisting to the said corporation and their successors. In witness, &c. Witness, &c. the 1st day of June. By Writ of Privy Seal. Exd.

L. B. Allen.

Comptroller and Surveyor of the Hanaper.

[For the operations of this Company, see Book 1. Chapter I. p. 20.]

A A.-VALUE OF DOUBLOON AND SPANISH DOLLAR. (BY THE QUEEN, A PROCLAMATION.) WHEREAS the coin current in our West India Colonies, including our Province of British Guiana, consisting partly of the current coin of the United Kingdom, and partly of Spanish, Mexican, and Columbian gold coin, called Doubloons, and of Spanish, Mexican, and Columbian silver coin, called Dollars; and it is expedient that the rate at which the said Doubloons and Dollars shall circulate in our said Colonies should be ascertained and fixed. Now therefore, we, by the advice of our Privy Council, have thought fit to declare and ordain, and, by the advice aforesaid, we do hereby declare and ordain, that throughout the whole of our said Colonies the said Doubloon shall circulate and be received in payment as being of the full value of Sixty-four Shillings sterling, current money of the United Kingdom, and the said Dollar shall circulate and be received in payment as being of the full value of Four Shillings and Two Pence sterling, like current money of the United Kingdom. And in all payments to be made in any of our said Colonies, tender of payment in Doubloons and Dollars, or either of them, at the rate aforesaid, shall be deemed and taken to be a lawful tender, in the same manner as if such tender had been made in the current coin of the United Kingdom.

Given at our Court at Windsor, this Fourteenth Day of September, One Thousand Eight Hundred and Thirty-eight, and in the Second Year of our reign. God save the Queen. [By an Order in Council of the 7th Sept. 1838, the authorized circulation of the Spanish dollar at 4s. 4d. was disannulled.]

B B.-RELIGIOUS INSTRUCTION IN JAMAICA. [Com. Paper 1837-38, No. 113.]

There are 21 parishes in the Island, in each of which there is a parish church in connexion with the Establishment. There are, besides, 32 chapels of ease in the island, and a few licensed places of worship. The number of ordained clergy is 61, and of catechists 7.

20. And for the better ordering and governing the affairs of the said Corporation, and for making and establishing a continual succession of persons to be Directors of the said Corporation; be it hereby further enacted, that there shall be from time to time constituted, in manner hereinafter mentioned, out of the Members of the said Corporation, a Chairman who shall also be a Director, and Eight other Directors, which Nine Directors or any three of them shall constitute and be called a Court of Directors, for the ordering, managing, and directing in the manner and under the provisions herein contained, the affairs of the said Corporation; and that the said JOHN CROAL shall be the first Chairman, and the said JoHN GROSCORT REED, CHARLES BENJAMIN, WILLIAM JOHNSTON, ALEXANDER GLEN, JOHN LANE, ELLIS JOHN THROUGHTON, Junior, ABRAHAM GARNETT, and JAMES ARCHIBALD HOLMESs, the first Eight Directors of the said Corporation in addition to the said Chairman.

21. And be it further enacted as aforesaid, that any Member of the said Court of Directors may at any time vacate his office by sending in his resignation, in writing, to the office of the said Corporation, and that in the event of any Member of the said Court ceasing at any time to hold Twenty Shares of the Capital Stock of the said Corporation, his appointment shall instantly cease, and that in either of these cases, as also in case of the death or departure from the Colony of any of the Directors, the Court of Directors shall fill up the vacancy, and elect a person to serve for the unexpired term of service of the party who has resigned office, died, or ceased to hold the necessary amount of Stock.

22. And be it further enacted as aforesaid, that in case the conduct of any one Director shall at any time be such that his continuance in office shall appear to his Co-directors for the time being prejudicial or injurious to the interest of the Corporation, it shall be lawful for the Co-directors at a special Court to be convened for that purpose, by a majority of votes, to suspend such Director from his office, until a special General Meeting can be held, which Meeting must be forthwith summoned. And further that it shall be lawful for the Proprietors at any half-yearly or special Meeting to remove any Director or Directors, and elect in his or their room and stead any other duly qualified Proprietor, and such Director or Directors so elected, shall serve only for such period as the party in whose room he was elected would have had to serve by rotation.

23. And be it further enacted, that the remuneration to be received by the Court of Directors for the time being for their services, shall be fixed by the Shareholders from time to time, at any General Meeting, payable out of the profits of the Corporation, and such remuneration shall be apportioned among them, the said Directors, as they shall decide.

24. And be it further enacted, that the Directors above appointed shall hold office until the first General Meeting in 1838, when Six of them shall go out in rotation; and further that at the first yearly General Meeting to be held each succeeding year, the six Directors whose names stand first on the list shall go out by rotation; and further that the vacancies caused by the Directors going out in rotation shall be filled up by the Proprietors at the first General Meeting in each year from such of their Body as may own at least Twenty Shares of the Capital Stock of the said Corporation. But the Directors, whose period of service has expired, shall always be eligible to be re-elected.

25. And be it further enacted, that the Court of Directors shall choose their own Chairman, and shall meet one day at least in every week, and any one of the said Directors may at any time call a Meeting of the said Court by notice in writing, sent to the residence or office of every member of the said Court; but no business shall be transacted at any Meeting of the said Court, unless three Members shall be present, and that all questions at any Court shall be decided by the votes of the Majority in number of the Members present; and in case of an equal division of votes, the Chairman, or in his absence the Member chosen to act in his stead, shall have the casting vote; and that the proceedings of every Court shall be entered in a Book kept for that purpose, and be signed by the Member in the Chair; and further that the said Court of Directors shall have full power to Direct, Manage, Superintend, Regulate, and Controul, all the affairs and concerns of the said Corporation, and to appoint all the Agents, Officers, and Servants of the said Corporation, as well in British Guiana, or elsewhere, and at their discretion to remove them and appoint others in their stead, and from time to time to fix the remuneration to be paid to their Manager, Agent, Officers and Servants: to use and dispose of the Seal of the Corporation as they see fit, and to sign, seal and execute all necessary deeds, contracts, and agreements on behalf of the said Corporation, and to make all such rules regulations, and bye-laws, as may be necessary for the good Government of the Corporation, and the same from time to time to alter and repeal, provided always that such rules, regulations, and bye-laws, as shall from time to time be in force, be fairly entered in a Book kept for that purpose and open to the inspection of the Proprietors, and provided they be not contrary to law or repugnant to the Rules and Regulations herein set forth, and provided the same be not disallowed by the Proprietors at a subsequent General Meeting.

26. And be it further enacted, that no Director shall be permitted to vote on the propriety of refusing or authorising the advance of any money to himself or partner, or in which he is interested as principal or security; but the propriety of granting such accommodation shall be decided apart by his Co-Directors.

27. And be it further enacted, that the Court of Directors shall have power, to call for instalments on shares in such sums and at such times as they think fit; but no such call shall at any one time be for more than One Hundred and Forty Guilders, for each share of Seven Hundred Guilders, nor shall the money called for be payable until one month's previous notice thereof shall have been given in the public papers, nor shall any such subsequent call be made until two months at least after the date at which the previous call was payable.

28. And be it further enacted, that all Proprietors who neglect to pay the instalment on their shares as called for by the Directors, shall pay interest on the same from the date fixed for payment, and in addition thereto, if the same be not paid within one month thereafter, they shall be fined forty-two guilders for cach share, and still, not paying within a further period of one month, the share shall be forfeited to and vested in the Corporation, but the Directors shall, nevertheless, have power to waive the forfeiture, and accept in lieu thereof a further fine of not less than Forty-Two Guilders per share.

29. And be it further enacted, that the Shares forfeited may be sold by order of the Directors, either by public or private sale, and that transfer of the same under the Seal of the Corporation, shall be good and valid: Provided always, that if there be a surplus from this sale it may be given, should the Directors see fit, to the former holder; and provided also, that no greater amount of Stock shall be forfeited and sold than what is necessary to pay the amount of arrears on the whole shares held by the party with the penalties, interest, and cost thereon due: so nevertheless, that nothing in this proviso contained, shall be construed to compel the said Corporation to sell any fractional part of Seven Hundred Guilders of the said Stock.

30. And be it further enacted, that in case any person or persons who shall have subscribed for, or be entitled to any share or shares in the Capital of the said Corporation, shall neglect or refuse to pay the instalment on his, her, or their share or shares, as called for by the Directors, the Corporation shall be entitled, if they see fit, to sue for and recover the amount called for, with the interest and penalties.

31. And be it further enacted, that in case of the death of any Shareholder, three months shall be allowed for the pay. ment of the amount called for in respect of his Shares, and should the amount not then be paid, any other party shall be admitted to take over the Shares and make the payment, on showing that he has paid the Executor or other person properly qualified the amount already advanced on such Share.

32. And be it further enacted, that it shall and may be lawful for the said Corporation, for the period of twenty-one years, to carry on the business of Bankers, by lending money on real and personal securities, on Bonds, Bills of Exchange, Promissory Notes, Acceptances, Open Accounts, Government Security, and all other Securities whatever connected with Banking, discounting Bills of Exchange, Promissory Notes, or other Commercial Paper, buying and selling Bills of Exchange, receiving Deposits at such rate of interest as may from time to time be fixed by the Directors, not exceeding the legal rate, borrowing or taking up Money on Receipts, Bills, Promissory Notes, or other Obligations; also by Investments, Purchases, Sales or any dealings in Bullion, or Government or Public Funds of Great Britain, Navy or Exchequer Bills, or the Stock of any Chartered Company; and to enter into and carry on all other business and transactions usual in Banking Establishments; but it shall not be lawful for the Corporation to carry on any other Business or Trade whatever, nor shall anything herein contained authorize, or be construed to authorize the said Corporation to make and issue any notes payable to bearer on demand, or otherwise, for any less sum than Fifteen Guilders; provided that all such notes payable to bearer on demand, or otherwise, be made payable in legal currency at the Banking-house or Branch Banks of the said Corporation. And be it further enacted, that the amount of notes payable on demand, made and issued by the said Corporation under and in virtue of this Act, shall never, at any one period of the actual circulation of such notes, exceed the amount of Bullion in the Chest of the Corporation, and the sum belonging to the said Corporation vested, or on its way to be vested in the Public Funds of Great Britain at the same period; and further, that every six months a statement, showing the amount of notes

payable to bearer on demand issued by the said Corporation, and the amount of money in the Chest and in the Public Funds of Great Britain belonging to the Corporation, shall be made up and sworn to by one or more of the principal Officers of the Bank before one of the Judges or the High Sheriff, and be signed by the Court of Directors, and laid before His Excellency the Lieutenant-Governor and the Court of Policy.

33. And be it further enacted, that the Principal Establishment of the said Bank shall be in Georgetown, and that Branches thereof, and Agencies may be established in New-Amsterdam and such other parts of the Colony as from time to time shall be found necessary.

34. And be it further enacted, that it shall be lawful for the said Corporation to purchase and hold lands, buildings, and any other property necessary for their affairs, and from time to time to sell and dispose of the same, and purchase others in their stead, and also, when plantations, lands, buildings, and other property belonging to persons indebted to the Corporation, are brought to Judicial Sale, it shall be lawful for the Directors, if the interest of the Corporation so require, to bid up, and if it need be, purchase in such plantations, lands, buildings, and other property, but the same shall be resold within a period not exceeding two years from the date of the purchase.

35. And be it further enacted, that if the said Corporation shall become insolvent, all and every the Proprietors, for the time being, of any interest or share in the capital thereof, shall be liable to be called on to contribute to the payment of the debts and liabilities of the said Corporation, to the full amount of all the Stock held by them in the said Corporation, and no more, although the same shall not have been theretofore called for and paid up; and that all the powers, privileges, and authorities hereby given, shall utterly cease and be void, in the event of the said Corporation suspending Cash payments, for the space of sixty days, whether such suspension shall take place at any principal or branch Bank.

36. And be it further enacted, that if, at any time, the Votes of two-thirds of the Shareholders, convened at any General Meeting, should be in favor of an application for an amendment of this Ordinance, or for an Ordinance dissolving the Company, a special general meeting shall be convened, and a day be fixed for submitting the question, whether such amendment, or such Ordinance shall, or shall not, be applied for; and in case it be then determined by two-thirds of the Votes at such meeting to make such application to the Legislature, the same shall be done with all possible expedition; and such amendment or Ordinance being sanctioned and enacted by the Legislature, the same shall be binding on the Shareholders generally.

37. And be it further enacted, that on the termination of the said term of twenty-one years the business so to be carried on by the said Corporation shall cease, and the debts and engagements thereof shall be liquidated and discharged, and the assets and property sold, disposed of, and converted into money, and the surplus divided among the proprietors according to their respective share and interest in the Capital thereof.

38. And be it further enacted and declared, that this Act of Incorporation shall be taken, construed, and adjudged in the most favourable and beneficial sense, and for the best advantage of the said Corporation, in all Courts, and by all Judges, Justices, and others; nor shall this Act of Incorporation be prejudiced or injured by any non-recital, misrecital, uncertainty, or imperfection therein.

39. Provided, however, that this Ordinance, in as far as it authorizes the circulation of Promissory Notes or other Paper payable by the said Corporation, shall not come into operation until His Majesty's sanction be obtained thereon. Thus done and Enacted at Our Ordinary Assembly, held at the Guiana Public Buildings, George Town, Demerary, this Eleventh Day of November, One Thousand Eight Hundred and Thirty Six, and published on the Twelfth following. J. CARMICHAEL SMITH. By Command of the Court. H. E. F. YOUNG, Secretary. [The preceding document was submitted for approval to the Secretary of State for the Colonies; and the following amended ordinance was issued in conformity with instructions from England.]

AN ORDINANCE TO AMEND AN ORDINANCE ENTITLED AN ORDINANCE TO INCORPORATE A BANK TO BE CALLED THE BRITISH GUIANA BANK.

By His Excellency Colonel Thomas Bunbury, K. H., Acting Governor, &c., of British Guiana, by and with the advice and consent of the Honourable Court of Policy of said Colony.

To all to whom these presents do, may, or shall come greeting! be it known:

WHEREAS an Ordinance to incorporate a Bank to be called the British Guiana Bank was, on the 11th November, 1836, made and passed by His Excellency the Lieutenant Governor, by and with the advice and consent of the Court of Policy of British Guiana:

And whereas it has been deemed expedient by Her Majesty's Government that certain other provisions should be made therein for the better regulation and government of the said bank;

And whereas such further provisions have been communicated to the proprietors of the Capital Stock of the said Corporation at a Public Meeting of the said Proprietors, held in George-town on the Nineteenth day of February instant, and have been duly assented to by the said proprietors;

And whereas it appears from a statement furnished by the Chairman of said Corporation, and countersigned by the proper officers, that of the said Capital Stock of the said Corporation, there had been paid into the Bank the sum of One Million Five hundred and seventy-five thousand Guilders, being one half the Capital subscribed up to the 31st December, 1837; and that since that period there hath been paid in the further sum of ƒ291,200, being one half of the capital subscribed since the 31st December, 1837;

1. Be it therefore enacted by His Excellency the Governor, and with the advice and consent of the Court of Policy of the Colony of British Guiana, that the following words, that is to say;

"And be it further enacted as aforesaid, that one half at the least of the Capital subscribed, be paid up immediately" shall be, and shall form part and parcel of the 6th Clause of the said Ordinance.

And be it further enacted, that the proviso contained in the conclusion of the 10th clause of said Act of Incorporation shall be, and the same is hereby declared to be repealed, and in lieu thereof shall be substituted, the proviso following, that is to say :

"Provided always, and be it further enacted, that no share of the said Capital Stock shall be transferred from the day of the date of the publication of this Ordinance, until three hundred and fifty guilders at least shall have been paid thereon, and that no transfer of any share or shares be permitted after a call for money is made by the Directors under this Act, until the money called for is paid thereon;

"And lastly, notwithstanding such transfer, the party transferring shall for the period of one year from the date of registering such transfer, remain liable for the amount unpaid to the Corporation on the shares transferred."

3. And be it further enacted, that the following words shall form and be part and parcel of the 26th clause of the said Act of Incorporation, that is to say :—

That the said Corporation shall not discount any Bills of Exchange, Promissory Notes, or other negotiable paper on which the name of any Director or Officer of the said Corporation shall appear as Drawer, Acceptor, or Endorser, to an amount exceeding one third of the whole amount of the sum for the time being under discount of the said Corporation. 4. And be it further enacted, that the 32nd clause of the said Act of Incorporation shall be, as the same is hereby declared to be, repealed, and in lieu thereof the following words shall be inserted and stand and be Clause Thirty-second of the said Ordinance, viz. :

"And be it further enacted that it shall and may be lawful for the said Corporation, or for the period of Twenty-one years from the Eleventh of November, One Thousand Eight hundred and thirty-six, to carry on the business of Bankers by lending money on Bonds, Bills of Exchange, Promissory Notes, Acceptances, Open Accounts, Government Security, and all other Securities whatever connected with Banking; discounting Bills of Exchange, Promissory Notes, or other Commercial paper, buying and selling Bills of Exchange, receiving deposits at such rate of interest as may from time to time be fixed by the Directors, not exceeding the legal rate; borrowing or taking up money on Receipts, Bills, Promissory Notes, or other obligations; also by investments, purchases, sales, or any dealings in Bullion or Government, or

Ordinance by His Excellency Major-General Sir James Carmichael Smyth, C. B. &c. Governor of British Guiana, &c. &c. &c.-by and with the advice and consent of the Honourable Court of Policy of the said Colony.

To all to whom these Presents do, may, or shall come, Greeting! be it known:

WHEREAS the several persons hereinafter named, presented to His Excellency the Lieutenant-Governor and the Honorable the Court of Policy, their humble petition setting forth that a numerous and respectable portion of this community having taken into consideration the great advantage likely to result to the colony at large, from the establishment of a local bank in British Guiana, had subscribed the deed of settlement of articles of co-partnership, and a meeting of the subscribers held on the 5th October of the present year (1836), had elected the said petitioners directors for the Government of the Company, and for the purpose of petitioning for the enactment of an Act of Incorporation founded on the said deed of settlement; and praying that an ordinance may be enacted, sanctioning the establishment of the British Guiana Bank, and conferring on the same the rights and privileges necessary to carry into effect the provisions in the said deed of settlement: And whereas the establishment of such a body corporate, has been represented by the said petitioners as likely to be highly advantageous to the community at large:

1. Be it therefore enacted, by His Excellency the Lieutenant-Governor, by and with the advice and consent of the Court of Policy of British Guiana. That John Croal, John Groscort Reed, Charles Benjamin, William Johnston, Alexander Glen, John Lane, Ellis John Troughton, Jun., Abraham Garnett, and James Archibald Holmes, Esquires, or such of them as shall become subscribers of not less than fourteen thousand guilders each, towards the capital, or joint stock, hereinafter mentioned, in the manner hereinafter provided, together with such and so many other persons, bodies politic or corporate, as shall become subscribers of or towards the capital, or joint stock, hereinafter mentioned, in manner hereinafter provided; and such other persons bodies politic, or corporate, as shall from time to time in the manner hereafter provided, become proprietors of any part of such capital, or joint stock, (not being a fractional part of seven hundred guilders of such stock,) shall be one body politic and corporate, in deed and in name, by the name of " The British Guiana Bank," and by that name shall and may sue and be sued, implead and be impleaded in all courts, whether of law or Equity, and shall have perpetual succession with a common seal which may be by them changed or varied at their pleasure: and service of process upon the chairman, or any of the directors of the said bank, shall be deemed and adjudged to be good and sufficient service.

2. And be it further enacted by the authority aforesaid, that the said corporation shall be established for the purpose of carrying on the business of a banker in British Guiana, subject nevertheless, to such restrictions and provisions as are hereinafter contained.

3. And be it further enacted as aforesaid, that the capital, or joint stock of this corporation, shall consist in the first instance of the sum of four million two hundred thousand guilders, to be subscribed in six thousand shares of seven hundred guilders each; and that so soon as the said sum of four millions two hundred thousand guilders shall have been paid up, and not before, the said capital or joint stock, shall or may be increased and raised to the sum of seven million guilders, by adding to the original sum the further sum of two million eight hundred thousand guilders, to be subscribed in four thousand shares of seven hundred guilders each, provided such increase be deemed advisable by the corporation, and be sanctioned by the votes of two-thirds at least of the proprietors of the original capital, or joint stock, present either in person or by proxy, at a general meeting convened expressly for the purpose of deliberating on such increase. The votes on this question either in person or by proxy, to be given as in all other cases in the manner hereinafter provided.

4. And be it further enacted as aforesaid, that books shall be opened for taking subscriptions to the said capital or joint stock, and that of the said original capital or joint stock of four million two hundred thousand guilders, the sum of two million eight hundred thousand guilders shall be apportioned to subscribers resident in British Guiana, and the sum of fourteen hundred thousand guilders to persons connected with the said colony, or with the said corporation, as agents, resident elsewhere. But if the said sum of fourteen hundred thousand guilders be not subscribed for by persons connected with the colony or with the said corporation as agents, resident elsewhere, within four months from this date, the remaining shares of the original capital shall be apportioned and distributed as may hereafter be agreed on at a general meeting of the shareholders. And should it be decided to increase the capital or joint stock of this corporation as herein-before mentioned, the new shares shall be apportioned and distributed as may be decided upon in like manner: Provided, however, that no individual or company, or body corporate, shall hold at any time more than two hundred shares of the capital or joint stock of the said corporation.

5. And be it further enacted, that the modes and times in and at which the several instalments upon the shares shall be paid, and the nature and form of the notices to be given requiring payment thereof; and also the form of receipts for payments, and the nature and form of notices for meetings shall be regulated and determined by the directors appointed, or to be appointed as hereinafter mentioned.

6. And be it further enacted, that it shall not be lawful for the said corporation to commence or carry on the said business of banking under and by virtue of these presents, until the sum of two million one hundred thousand guilders shall have been subscribed for, and four hundred and twenty thousand guilders actually paid up. Provided always, that by the 31st December, 1837, three fourths of the capital of the company shall be subscribed for, and not less than one million two hundred and sixty thousand guilders be paid up.