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The Canadian Pacific Railway Company : report of the proceedings at a special general meeting of the… Canadian Pacific Railway Company 1902

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THE
Canadian Pacific Railway Company.
REPORT
OP    THE   PROCEEDINGS    AT    A
SPECIAL   GENERAL   MEETING
— OF THE —
SHAREHOLDERS DULY CALLED AND   HELD AT   THE   PRINCIPAL   OFFICE OF
THE  COMPANY AT MONTREAL.
On  Thursday,  March 27th,  1902.
The Chairman of the Board, Sir Wm. C. Van Home,
K.C.M.Gr., presided, and the Secretary of the Company
acted as secretary of the meeting.
The notice calling the meeting having been read by the
Secretary, the President of the Company, Sir Thomas Gr.
Shaughnessy, submitted and read the following Eesolution,
viz.:
" Whereas the Ordinary Capital Stock of this Company
at this date is $65,000,000, divided into 650,000 shares of
the par or face value of $100 each, the whole of which has
been subscribed for, issued and fully paid up.
And Whereas, pursuant to the provisions of Section
8 of the Canadian Pacific Railway Act, 1892, this Company
being first authorized so to do by its shareholders at a special
general meeting duly called for the purpose may, from time
to time, increase its capital stock for any purpose for
which the Company requires new capital by such amounts,
and at such times, as the shareholders by resolution at any
such meeting shall determine, such issue being first approved by the Governor in Council;
And Whereas this Company requires new capital for
the purposes of increasing its rolling stock, enlarging its
workshops at Montreal and elsewhere, reducing its grades,
improving its road, laying down a second track on a portion
of its lines, and providing additional grain elevators and other facilities so as to enable the Company better to meet
the commercial requirements of the country, and it is estimated that the cost of such contemplated works will amount
approximately to the sum of $22,500,000;
And Whereas it is deemed advisable in the interests
of the Company that the greater part of the moneys required for the aforesaid purposes, to wit, the sum of about
$19,500 000 be obtained by means of an increase of the
Ordinary Capital Stock of the Company to the extent of
195,000 shares;
And Whereas this special general meeting of the shareholders of this Company has been duly called for the purpose of considering, and if approved, of authorizing such
increase and of determining how the proceeds shall be applied ;
And Whereas the Governor in Council has approved of
such increase;
Now Therefore it is resolved as follows, that is to say:—
1. That an increase of the Company's Ordinary Capital
Stock to the extent of 195,000 shares of the par or face value
of $100 each, over and above the amount of 650,000 shares
of the par or face value of $100 each, which this Company
is now authorized to issue, be and the same is hereby authorized and approved.
2. That the whole of the said increase of Ordinary Capital Stock be forthwith issued by the Directors, and be offered
for subscription, at par, to the holders of the Ordinary Capital Stock at present outstanding, in the proportion of 30 per
cent, of their respective holdings on the date hereof as shown
by the Company's stock registers, and so that such proportion shall embrace one or more full shares; but the Directors
may by resolution provide for the transfer of the right to
fractions of shares by such shareholders so as to make up a
full share.
3. That the subscription price for such new stock be
payable at the Bank of Montreal in London, New York or
Montreal, as follows:—
20 per cent, or $20 per share on subscription.
20 per cent, or $20 per share June 24th, 1902.
20 per cent, or $20 per share August 27th, 1902.
20 per cent, or 620 per share October 27th, 1902.
20 per cent, or $20 per share December 24th, 1902. 3
4. That the Directors of the Company be and they are
hereby authorized to issue and dispose of such of the shares
of the said increased capital as shall not be subscribed for
by the present shareholders, at such price, not less than
par, and upon such terms of payment and at such times as
the Directors may hereafter determine.
5. That the proceeds of the said increased capital be
applied for the purposes set forth in the above recitals, in
such manner and at such times as the Directors shall determine.
6. That all shares of such increase, fully paid up as
above provided, shall rank for dividend with existing shares
for the half-year ending 31st December, 1902."
Thereupon the President said:
" In moving the adoption of the resolution, authorizing
an increase in the Ordinary Capital Stock of the Company,
it is, probably, unnecessary for me to enlarge on the explanations given in my circular letter of February 10th last.
You will have noticed that our gross revenue from traffic
has continued to show satisfactory increases, and that the
net results are also very gratifying, notwithstanding the
necessity for a substantial increase in the working expenses.
The proceeds of the proposed issue of Capital Stock will
enable your Directors to provide such increased facilities,
and make such improvements, as will ensure greater convenience for the public, and a marked reduction in the cost
of moving traffic.
The outlook for immigration to our North-western Territory is brighter than it has been for many years past, and
the increase in the acreage that will be prepared for crops
this season will be considerable.
Incidentally it may be mentioned that our land sales
during the past eight months were by far the largest in
the Company's history, being 778,903 acres for $2,482,762.
During the same period $1,500,000 of five per cent. Land
Grant Bonds were drawn for redemption, thus reducing the
fixed charges by $75,000 per annum. This leaves outstanding only $1,314,000 of these bonds which it is hoped will
be taken up with the proceeds of land sales in the near
future, and, in the opinion of your Directors, the time is
not remote when the annual interest on deferred payments
for lands will exceed the sum required to meet the charges on the $15,000,000 of three and one-half per cent. Land
Bonds, amounting to $525,000 per annum, which you now
treat as part of your fixed charges/'
The President then moved, seconded by Eichard B.
Angus, Esq.:
That the Resolution as submitted and read be adopted.
The Resolution having been considered by the Meeting,
two Shareholders, to wit: —Messrs. George Olds and Henry
Beatty, were appointed to act as Scrutineers for the purpose
of taking a Stock Vote thereon.
The Scrutineers subsequently reported that such vote had
been taken and that every Shareholder present in person or
represented by proxy at the meeting had voted in favor of
the Resolution. This Report was received and adopted
without dissent, whereupon the Chairman declared that the
Resolution had been unanimously adopted.
The proceedings then terminated.
Wm. C. Van Horne,
C. Drinkwater, Chairman.
Secretary.

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