CO129-240 - Public Offices & Others - 1888 — Page 123

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Commissioners of our Treasury and the Secretary of State for the Colonies were authorised or required to exercise control over the management of the said Company in divers matters:

And whereas the period of 21 years specified in the original charter expired on the 15th day of September 1878, and by a supplemental charter under our Great Seal, dated the 11th day of September 1878 (herein-after called the supple- mental charter), we authorised the said company to continue incorporated under the original charter, as amended by the supplemental charter, for a further period of 10 years:

And whereas by the said supplemental charter it was declared that it should be lawful for the said company to carry on its business without the control or interference of the Treasury and the Secretary of State for the Colonies, save as in the supplemental charter provided; and it was by the supplemental charter provided that the control of the Treasury over an increase of capital, not ex- ceeding 1,500,000%., over the issue and otherwise in respect of notes, and over the establishment of banks or branch banks in our Indian dominions, or in any of our colonies or dependencies in Australia or New Zealand, and likewise Our power to revoke the charter on the representation of the Treasury that its conditions had been violated, should be retained as contained in the original charter:

And whereas the extended period of 10 years granted by the supplemental charter during which the said Company is declared to remain incor- porated will expire on the 15th day of September 1888, and application has been made to Us for a prolongation of the incorporation of the said Company:

1. Now know ye that We by these presents do will and ordain that the said company shall con- tinue incorporated for a further period of 10 years, to commence at the expiration of the time at which the incorporation of the said company is limited to expire as aforesaid, and that, subject as in this our charter mentioned, the original charter, as amended by the supplemental charter, and all the powers, privileges, and provisions therein contained shall remain in force for such further period of 10 as last aforesaid, and be binding upon the said Company accordingly.

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2. And We do hereby further will and ordain that notwithstanding anything contained in the original charter, as amended by the supplemental charter, the said company may from time to time, with the assent of its members, testified by special resolution as herein-after mentioned, and without the consent of the Treasury, increase its capital to any amount not exceeding the amount to which the said company was authorised, with the consent of the Treasury, to increase the same in pursuance of the original charter, as amended by the supplemental charter, by the issue of new shares of such amount as it thinks expedient, or consolidate and divide its capital into shares of larger amount than the existing shares.

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3. And We do hereby further will and ordain that a resolution passed by the said company under this our charter shall be deemed to be special whenever a resolution has been passed by a majority of not less than three-fourths of the votes of such members of the said company for the time being entitled, according to the regulations and deed of settlement of the said company, to vote as may be present in person or by proxy (in cases where by the regulations and deed of settlement of the said company proxies are allowed) at any meeting of which notice specifying the intention to propose such resolution has been duly given, and such resolution has been confirmed by a majority of such members for the time being entitled, according to the regulations and deed of settlement of the said company, to vote as may be present in person or by proxy (in cases where by the regulations and deed of settlement of the said company proxies are allowed) at a subsequent meeting of which notice has been duly given and held at an interval of not less than 14 clear days nor more than one month from the date of the meeting at which such resolution was first passed.

4. At any meeting for the purposes of a special resolution under this our charter, unless a poll is demanded by at least five members present in person or by proxy, a declaration of the chairman that the resolution has been carried shall be deemed conclusive evidence of the fact without proof of the number or proportion of the votes recorded in favour of or against the resolution.

5. Notice of any meeting shall, for the purposes of this our charter, be deemed to be duly given, and the meeting to be duly held, whenever such notice is given and meeting held in manner pre- scribed by the regulations and deed of settlement of the said company.

6. In computing the majority when a poll is demanded, reference shall be had to the number of votes to which each member is entitled by the regulations and deed of settlement of the said company.

7. And We do hereby further will and ordain that, notwithstanding anything ordained in the original charter, as amended by the supplemental charter, the consent of the Treasury shall not, after the date of these presents, be required to the establishment, after the date of these presents, of banks or branch banks in our Indian dominions, or to the establishment, after the date of these presents, of banks, branch banks, or agencies in any of our colonies or dependencies in Australia or New Zealand.

8. Provided always, and We do hereby further will and ordain that the said company shall not, after the date of these presents, establish any banks, branch banks, or agencies in any part of our Indian dominions or their dependencies, save with the assent of the Secretary of State for India in Council, or in any of our Eastern colonies or dependencies whatsoever, or of our colonies or dependencies in Australia or New Zealand, save with the assent of

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