New South Wales: Linnean Society Incorporation Act 1884 47 Vic (NSW)

Dew South Wales. ANNO QUADRAGESIMO SEPTIMO VICTORIA REGIN A. An Act to incorporate a Society called the " Linnean Society of New South Wales." [lst February, 1884. V TEREAS a Society called the " Linnean Society of New South Wales" has under certain rules and by-laws been formed at Sydney in the Colony of New South Wales for the cultivation and study of the science of Natural Tlistory in all its branches And whereas the Council of the said Socicty isat the present time composed of the following oflice-bearers and members Charles Smith Wilkinson Esquire ¥.G.8 President the Reverend Julian Tenison-Woods F.1.8. F.G.S. Vice-President the Honorable William Macleay M.U.C. F.1.S. and Professor William Jolin Stephens M.A. Honorary Secretaries the Tfonorable James Norton M.L.C. Jfonorary Treasurer and James Charles Cox M.D. T..8, William Aitcheson ILaswell Esquire M.A. BSc. Perceval Robert Pedley Esquire John Brazier Esquire C.M.Z.8, the Tfonorable Philip Gidley King M.L.C. Thomas Dixon M.B.C.M. Ifenry Rawes Whittell Esquire and Joseph James Fletcher Esquire M.A.B.Sc. Members of the Council And whereas it is expedient that the said Society should be incorporated and should be invested with a the Linnran Socrery Incorvoration, Preamble. bo Tnterpretation clause. Incorporation clause. Rules and by-laws. Power to hold and deal with lands. Property vested in Corporation. Ordinary business to be managed by the Council. Powers of Council. 47° VIC. 1884. Linnean Society Incorporation. the powers and authorities hereinafter contained Be it therefore enacted by the Queen's Most Excellent Majesty by and with the advice and consent of the Legislative Council and Legislative Assembly of New South Wales in Parliament assembled and by the authority of the same as follows :— 1, For the purposes of this Act the following words in inverted commas shall unless the context otherwise indicate bear the meaning set against them respectively— " Corporation''—The Society hereby incorporated. * Council'—The members of the Council at any duly convened mecting thereof at which a quorum according to the by-laws at the time being shall be present. " Seeretary"—Such person or cither one of such persons who shall for the time being be the Secretary or Seeretarics honorary or otherwise of the said Society (saving and excepting any Assistant Sceretary of the said Socicty). 2. The President Vice-President Officers and Members of the said Society for the time being and all persons who shall in manner provided by the rules and by-laws for the time being of the said Society become Members thereof shall be for the purposes hereinafter mentioned a body corporate by the name or style of the " Linncan Society of New South Wales" and by that name shall and may have perpetual succession and a common seal and shall and may enter into contracts sue and be sued plead and be impleaded answer and be answered to defend and be defended in all Courts and places whatsoever and may prefer lay and prosecute any indictment information and prosecution against any person whomsoever and any summons or other writ and any notice or other procecding which it may be requisite to serve upon the Corporation may be served upon the Secretary or one of the Secretaries as the case may be or if there be no Sccretary or if the Sceretaries or Secretary be absent from the Colony then upon the President or Vice-President. 3. The present rules and by-laws of the said Society shall be deemed and considered to be and shall be the rules and by-laws of the said Corporation save and except in so far as any of them are or shall or may be altered varied or repealed under the powers for that purpose therein contained or are or may be inconsistent or incompatible with or repugnant to any of the provisions of this Act or any of the laws now or hereafter to be in force in the said Colony. 4, The Corporation shall have power to purchase acquire and hold lands and any interest therein and also to sell and dispose of the said lands or any interest therein and all lands tenements heredita- ments and other property of whatever nature now bclonging to the said Society under the said rules and by-laws or vested in 'Trustees or them shall on the passing of this Act be vested in and become the roperty of the said Corporation subject to all charges and claims and demands in anywise affecting the same. 5. The ordinary business of the Corporation in reference to its roperty shall be managed by the Council and it shall not be lawful for individual members to interfere in any way in the management of the affairs of the Corporation except as by the rules and by-laws for he time being shall be specially provided. 6. The Council shall have the general management and superin- endence of the affairs of the Corporation and excepting the appoint- ment of Presidents and Viec-Presidents and other honorary olficcrs who shall be appointed as the by-laws of the Society shall from time to time provide the Council shall have the appointment of all officers and servants required for carrying out the purposes of the Socicty and of preserving its property and it may also define the duties and fix the salaries 1884. — #T VIC, 3 Linnean Sociely Incor, poration. salaries of all officers Provided that if a vacancy shall occur in the Council during any current year of the Society's proceedings if, shall be lawful for the Council to eleet a meniber of the Socicty to fill such vacancy for the unexpired portion of the then current year 'The Council may also pwrehase or rent land houses or offices and erect: buildings or other structures for any of the purposes for which the Soc iety is hereby incorporated and may borrow money for the purposes of the Corporation on mortgages of the real and chattel property of the Corporation. or any part thereol or may borrow money without security provided that the amount so borrowed without security shall never execed In the ageregate the amount of the income of the Corporation for the last preceding year and the Council jay also settle and agree to the covenants powers and authoritics to be contained in the securities aforesaid. 7. In the event of the funds and property of the Corporation being insufficient to meet its engagements cach member thereof shall in addition to his subscription for the then current year be liable to contribute a sum equal thereto towards the payment of such engage- ments but shall not be otherwise individually liable for the same and no member who shall have commuted his annual subscription shall be sO liable for any amount beyond that of one year's subscription. . Phe Council shalf have the cus tody of the common seal of Cutely and wo of the Corporation and have power to use the same in the affairs and """"" business of the Corporation and for the execution of any of the securities aforesaid and may under such seal authorize any person without such scal to execute any deed or deeds and do such other matter as may be required to be done on behalf of the Corporation but it shall not be necessary to use the said seal in respect to the ordinary business of the Corporation nor for the appointment of their Sceretaries Solicitor or other officers. 9. The production of a printed or written copy of the rules Copy of by-laws to and by-laws of the Corporation certified in writing by the Scerctary b'evilene™ or one of the Scerctaries as the case may be to be a true copy and having the common scal of the Corporation affixed thereto shall be conclusive evidence in all Courts of such rates and by-laws and of the sune having been made under the authority of this Act. 10. In ease any of the elections direeted by the rules and by- Tileetions not mde in laws for the time being of the Corporation to be made shall not be thule subsequently. made at the times required it shall nevertheless be competent to the Council or to the members as the case may be to make such elections respectively at any ordinary mecting of the Council or at any annual or special g gencral mecting held subsequently. "Whe President or Viee-President or the Sec retary or either President. Viee- one of tin Seeretarics may represent the Corporation in all legal and President or Se retary may cquitable proceedings and may?for and on behalf of the Corporation represent Corpora- make such affidavits "and do such acts and sign such documents as are or 1" for certain purposes, may be required to be done by the plaintiff or complainant or defendant respectively in any proceeding to which the Corporation may be partics. Liability of members, An