June 1, 1904

CON

Thomas Simpson Sproule

Conservative (1867-1942)

Mr. SPROULE.

Of course, that is a sufficient answer. I want ijo refer to another statement made by the premier which I think deserves some passing attention. In answer to the question why this document was read at all, he replied that, it was read because of the repeated contention that the Grand Trunk Pacific Company would have built their line from North Bay to the Pacific ocean without asking for any aid, had they been allowed to do it under - the charter which they desired tp get from parliament. Why, that contention was put forward time after time in the last session of parliament as well as in this session, and why was the document not then given to parliament as an answer ? Why was it delayed to the last moment, until the debate was practically closed ? It certainly could not have been because of its confidential character. If the government were compelled to give it in order to defend themselves and tp refute that argument, they -would have given it at the commencement of this debate rather than at the end.

Topic:   GEO. A. COX, CHAS. M. HAYS, WM. WAINWRIGHT.
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Motion agreed to.


PROHIBITION OF CIGARETTES.


The following resolution, moved by Mr. Wm. S. Maclaren (Huntingdon) and adopted in Committee of the Whole, was read the second time, and agreed to, 'On division : That it is expedient to bring in a Bill to prohibit the importation, manufacture and sa^e of cigarettes.


COMPANIES' ACT AMENDMENT.


Bill (No. 75) to amend the Companies Act, 1902, (Mr. Cowiin) read the second time and House went into committee thereon. On section 1, 1. Section 5 of the Companies Act, 1902, is amended by adding thereto the following subsection



' 3. Nothing in this section, or in any charter or letters patent heretofore or hereafter issued, shall be deemed to prevent any company to which this Act applies from acting as a contractor in railway, telegraph or telephone construction.'


CON

Robert Laird Borden (Leader of the Official Opposition)

Conservative (1867-1942)

Mr. R. L. BORDEN.

I would like tlie lion, gentleman to explain the reason for this legislation. Is it based on any similar legislation in Great Britain ? Does it follow any precedent 1 If not, wliat is the exact reason for it ? How would it operate with reference to existing companies ? I suppose it is not intended to be retroactive. Is it Intended to enlarge the powers of existing companies ? I have not considered the question at all, but I would like to have the hon. gentleman's views.

Topic:   COMPANIES' ACT AMENDMENT.
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LIB

Mahlon K. Cowan

Liberal

Mr. COWAN.

I do not think it would. Section 5 of the Companies Act is peculiarly worded, and it is very doubtful whether or not under that section a company cjould act as a contractor in railway, telegraph or telephone construction. It was never intended that they should not, and it was only for the purpose of clearing up an ambiguity in the Act that this section is proposed.

Topic:   COMPANIES' ACT AMENDMENT.
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CON

Robert Laird Borden (Leader of the Official Opposition)

Conservative (1867-1942)

Mr. R. L. BORDEN.

Has the hon. gentleman the section it is proposed to amend ?

Topic:   COMPANIES' ACT AMENDMENT.
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LIB

Mahlon K. Cowan

Liberal

Mr. COWAN.

I have sent for the statutes. I did not expect this Bill to be reached. .

Topic:   COMPANIES' ACT AMENDMENT.
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LIB

Charles Fitzpatrick (Minister of Justice and Attorney General of Canada)

Liberal

Mr. FITZPATRICK.

This clause is only intended to remove doubts which have arisen because of the construction which might be put on section 5 of the Companies Act. That section provides for the incorporation by letters patent of companies for any purposes or objects to which the legislative authority of parliament extends except-and these are the important words-

' except the construction and working of railways or of telephones or telegraph lines or the business of banking.' It is possible that this exception might be so construed so as to make it applicable to companies incorporated for the purpose of constructing railways, and it is to eliminate that doubt that my hon. friend has introduced this amendment.

Topic:   COMPANIES' ACT AMENDMENT.
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CON

Robert Laird Borden (Leader of the Official Opposition)

Conservative (1867-1942)

Mr. R. L. BORDEN.

Has my hon. friend's attention been directed to the somewhat peculiar wording of this amendment :

Nothing in this section, or in any charter or letters patent heretofore or hereafter issued, can he deemed to prevent any company to which this Act applies, from acting as a contractor in railway, telegraph or telephone construction.

There might be a construction of this section which we do not contemplate at this moment. It is possible that it might give a company, incorporated for an entirely different purpose, the power to contract for the construction of railways.

Topic:   COMPANIES' ACT AMENDMENT.
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CON
LIB

Charles Fitzpatrick (Minister of Justice and Attorney General of Canada)

Liberal

Mr. FITZPATRICK.

I am not quite sure that the phraseology of this section is quite happy, and perhaps it might be improved. At the same time, I do not think that the possible construction which my hon. friend the leader of the opposition put upon it necessarily follows. We might let it stand.

Section allowed to stand.

On section 2,

2. Section 40 of the said Act is amended by adding thereto the following subsection : -

' 2. Whenever the par value of existing shares is less than one hundred dollars each the directors may, at any time, make a by-law consolidating them into shares of a larger amount; provided, however, that no such consolidated share shall exceed the par value of one hundred dollars.

Topic:   COMPANIES' ACT AMENDMENT.
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LIB

Mahlon K. Cowan

Liberal

Mr. COWAN.

Under the Act you can by by-law reduce shares of $100 down to $25, but there is no provision for grouping together shares of a lesser amount than $100 so as to bring them up to the par value of $100. There are some companies, whose shares are $25 each, which find it more convenient to group four together into one share at $100, and this Bill proposes to give such companies the right to do that hy bylaw.

Topic:   COMPANIES' ACT AMENDMENT.
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CON

Robert Laird Borden (Leader of the Official Opposition)

Conservative (1867-1942)

Mr. R. L. BORDEN.

As I understand the hon. gentleman, if you have a thousand shares of $50 each, you may consolidate them into 500 shares of $100 each.

Topic:   COMPANIES' ACT AMENDMENT.
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LIB

Mahlon K. Cowan

Liberal

Mr. COWAN.

Under the present law, you can reduce from $100 to $25, hut you cannot raise from $25 to $100.

Progress reported.

Topic:   COMPANIES' ACT AMENDMENT.
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CRIMINAL CODE AMENDMENT.


Bill (No. 86) to amend the Criminal Code, 1S92, respecting the punishment of fraudulent debtors-(Mr. Bickerdike)-was read the second time and House went into Committee thereon. On section 1, 1. Section 368 of The Criminal Code, 1892, is amended by adding the following after paragraph (b) thereof :- * (c) who, being a trader and indebted to an amount exceeding one thousand dollars, is unable to pay his creditors In full, and has not, for five years next before such inability, kept such hooks of account as, according to the usual course of any trade or business in which he may have been engaged, are necessary to exhibit or explain his transactions, unless he be able to account for his losses to the satisfaction of the court or judge and to show that the absence of such books was not intended to defraud his creditors.'


June 1, 1904