No. I—Charter of Incorporation, 12th February, 1841.

Victoria, by the Grace of God, of the United Kingdom of Great Britain and Ireland, Queen, Defender of the Faith, to all to whom these presents shall come, Greeting: Whereas divers persons have united together, under the name of " The New Zealand Company," to establish a Company; for the settlement and improvement of our Colony of New Zealand and its Dependencies; and in order to carry such purposes into effect have invested a capital of one hundred thousand pounds, and have also entered into a subscription towards raising the further sum of two hundred thousand pounds sterling; and have humbly besought us to grant to them a Charter of incorporation:

2.	Now know ye, that we, of our especial grace, certain knowledge, and mere motion, have given, granted, and ordained, and by these presents for us, our heirs and successors, do give, grant, and ordain, that Joseph Somes and Francis Baring, Esquires, our right trusty and well-beloved William Henry Francis Lord Petre, and all and every such other person or persons as have become or shall at any time hereafter and from time to time become proprietors of the said Company in manner hereafter provided, and their respective executors, administrators, and assigns, shall be one body politic and corporate, in deed and in name, by the name of the New Zealand Company; and by that name shall have perpetual succession, and shall have a common seal, which may by them be altered at pleasure; and also by that name shall and may sue and be sued, plead and be implesded, in all Courts whether of law or equity, as well in our United Kingdom of Great Britain and Ireland as in our Colonial possessions.page 43
3.	And we do hereby ordain and declare that the said Corporation is and shall be established for the purpose of purchasing and acquiring, settling, improving, cultivating, letting, selling, granting, alienating, mortgaging, charging, or otherwise dealing with and making a profit of lands, tenements, and hereditaments in our said Colony and its dependencies; and of laying out settlements and towns; and of working therein all mines, pits, and quarries, and all minerals and metals; and for the further purpose of conveying or contracting; for the conveyance of immigrants to any their place of destination in our said Colony and its dependencies, subject however to such regulations respecting the conveyance of the said emigrants as it shall from time to time seem fit to us, our heirs and successors, to make and promulgate in that behalf; and of furnishing to emigrants all things that may be deemed requisite and suitable for their immediate settlement in our said Colony; and of exporting the produce of the said Colony and its seas; and of importing such articles as may be required for the furtherance of any of the purposes aforesaid; and for the further purpose of lending and advancing money on the security of land and other property situate in our said Colony and its dependencies: Provided always that it shall not be lawful for the said Company to carry, on the business of banking, by keeping cash of or for any person payable on demand; or by borrowing, owing, or taking up money on their bills or notes payable on demand, or at any less time than twelve months from the borrowing thereof, or for a less sum than one hundred pounds; or in any wise to engage in any commercial operations in the United Kingdom or in our Colonial possessions, for the purpose of making a profit other than as aforesaid: And for the further purpose of executing, erecting, contracting for, and subscribing towards such public works and buildings, and also of establishing and maintaining, solely or conjointly with others, such public institutions for the improvement of our said Colony, and the comfort and well-being of the said emigrants as may be proposed, undertaken, or sanctioned by us, our heirs or successors, or the Governor, Lieutenant-Governor, or person administering the Government, or by any person duly authorized in that behalf in our said Colony and its dependencies: And we do hereby grant, ordain, and declare that the said Company hereby incorporated shall have all powers and be enabled to do all acts required for carrying into effect the purposes aforesaid.
4.	And we do by these presents, of our especial grace, certain knowledge, and mere motion, for us, our heirs and successors, give and grant to the said Company this our Royal License to purchase and take, have and hold, to them and their successors, any lands, tenements, and hereditaments whatsoever, within our United Kingdom of Great Britain and Ireland, or in our Colonial possessions: Provided always that the whole of such lands, tenements, and hereditaments, so held by the said Company within our said United Kingdom and our Colonial possessions, other than in our said Colony of New Zealand and its dependencies, shall not exceed the yearly value of two thousand pounds.
5.	That the said Corporation, and all property, of what description soever, of or belonging thereto, shall be subject and liable to the payment of all moneys due and to grow due, and to the observance and fulfilment of all contracts, covenants, and liabilities entered into or incurred, from, by, or on account of the Joint Stock Company mentioned in the preamble of these presents as the New Zealand Company, or by any person as trustee for the same, as fully and effectually to all intents and purposes as if the same respectively had been due from, or been incurred or entered into by or on account of, the said Corporation.
6.	And we hereby ordain and declare that the present capital stock of the Company hereby incorporated, to be used and applied in establishing and carrying on the said undertaking and for the purposes aforesaid, shall be the sum of three hundred thousand pounds sterling, in shares of twenty-five pounds each; of which at least two-thirds shall be paid up or invested within twelve months from the date of these presents: Provided always that this our Charter shall remain in full force and effect notwithstanding the remaining third part or any portion thereof shall not have been paid up and invested.
7.	That if it shall appear to the said Company expedient, in order to carry into better effect the purposes of the said Company, to increase the aforesaid capital stock, it shall be lawful for the said Company from time to time in pursuance of any resolution adopted at one and confirmed at s subsequent special meeting of the Court of Proprietors hereinafter mentioned, to raise by the creation of new shares, to be taken by themselves or by any new subscribers who may be admitted for that purpose, or by the proprietors and such subscribers conjointly, any further sum or sums of money not exceeding in the whole the sum of one million pounds sterling; to be raised in such; manner, and in such sums, and subject to such conditions of forfeiture, or such other conditions, and upon such terms, as the Court of Proprietors may deem advisable; and the said money so raised shall thereupon become and be held to all intents and purposes part of the capital stock of the said Company.
8.	And that it shall be lawful for the Court of Directors to raise the said capital or any part thereof by calls on the several proprietors, their executors, administrators, and assigns, in proportion to their respective shares; and to fix the amount of every such call, together with the time, and place, and mode of payment or investment of the several sums to be so raised.
9.	And that the several proprietors, their executors, administrators, and assigns, shall pay the respective sums of money, to be from time to time called for by the Directors by virtue of these presents, to such persons, and at such times and places, as the Directors shall from time to time direct and appoint; and if any proprietors shall refuse or neglect so to do, then, and so often as the same shall happen, such proprietor shall pay interest for the same, after the rate of five pounds per centum per annum, from the day appointed for payment there of up to the time when the same shall be actually paid. And the said Directors may and they are hereby authorized to declare all or such, of the shares belonging to any proprietor, the calls due in respect whereof, together with interest as aforesaid, he shall have refused or neglected to pay, and all profits and advantages attending the same, to be forfeited, and to be sold subject to the provisions herein contained: Provided always that it shall be lawful for the said Directors, instead of insisting on such forfeiture, to proceed against such proprietors for such calls and interest in any of our courts of law and equity: Provided, nevertheless, that no advantage shall be taken of any such declaration of forfeiture until notice thereof in writing under the hands of the Governor or Deputy Governor, or of some other officer of page 44 the said Company, shall have been given to the proprietor of such, shares, nor until such declaration of forfeiture shall have been confirmed at a Court of Proprietors, such Court to be holden after the expiration of one calendar month at the least from the day on which such notice shall have been given; and after such declaration of forfeiture shall have been confirmed by such Court of Proprietors, the said Court shall have power to direct the said Court of Directors to sell and dispose of the shares so forfeited, or any of them; and the said Directors may then sell and dispose of the same in such manner and for such price as they may think fit.
10.	And that it shall be lawful for the proprietors or any of them, before or after any call shall have been made in respect of any shares held by them respectively to pay in advance (in case the Directors shall think proper to accept the same) the total sums of money respectively payable in respect of such share or any part thereof; and the said Company shall and they are hereby required to pay interest, not exceeding the rate of five pounds for every one hundred pounds by the year, upon the moneys so paid in advance, or for so much thereof as shall from time to time exceed the amount of the calls which shall have been made upon the shares in respect of which such money shall have been so paid, the amount of such interest to be determined by the Directors.
11.	That every person holding any share in the capital stock of the said Company, his executors, administrators, or assigns, shall be entitled to the profits and advantages attending the said capital stock, in proportion to the number of such shares so held by him, and shall be a proprietor of and in the said Company.
12.	That all shares in the said capital stock shall, to all intents and purposes, be deemed personal estate, and be transmissible as such, and not be deemed to be of the nature of real property.
13.	That the said Company shall cause the names of the several proprietors, together with the amount of stock held by them respectively, to be entered in a book kept for that purpose; and all transfers of shares in the said capital stock shall be registered in a book to be kept by the said Company for that purpose; and the dates, names, and descriptions of parties, and amount of stock transferred in each case respectively shall be therein specified, and a fee shall be paid to the said Company not exceeding two shillings and sixpence for every such registry; and until such transfer shall be so registered, no person claiming an interest in any such share by virtue of any transfer shall be deemed the proprietor thereof, or shall be entitled to any vote or dividend or beneficial interest in respect thereof.
14.	That when any person shall claim any share of the said capital stock in right of marriage, or by virtue of any will or bequest, or in course of administration, a certificate of such marriage, or an official extract from such will or letters of administration, shall be left with the Secretary or other authorized officer of the said Company, before such person shall be entitled to transfer any such stock, or to claim payment of any dividend in respect thereof, or to vote or act as proprietor thereof; and there shall be payable to the said Company for every such entry of marriage, will, or letters of administration, a fee not exceeding the sum of tea shillings.
15.	And that whenever two or more persons shall be jointly possessed of or entitled to any share in the said capital stock, the person whose name shall stand first in the said book of the Company as one of the holders of such share shall, in respect to notices to be given by the Company, be deemed and taken to be the sole proprietor of and in respect of the same, and shall be competent to vote and act accordingly.
16.	And we hereby ordain and declare that there shall be from time to time constituted in manner hereinafter mentioned out of the said proprietors twenty-four Directors, of whom two shall be styled the Governor and Deputy Governor of the said Company: Provided always that it shall be lawful for the Court of Proprietors, by any by-law, order, or regulation made as hereinafter provided, at any time or times to alter the number of Directors, but not so as at any time to reduce the number below twelve or to raise the same above twenty-four.
17.	That the said Directors shall meet together at the house or office of the Company, in London or Westminster or the County of Middlesex, at least once in every month, and at such times as may be by them appointed, and the said Directors, or any three of them, so met together shall constitute and be styled the Court of Directors of the said Company.
18.	And the said Court of Directors shall have power from time to time to make any such regulations as it may think fit respecting the mode of convening such meetings of the said Directors, and of transacting business thereat, and no meeting of Directors shall constitute a Court of Directors, unless it shall be convened and act in conformity to the regulations so made.
19.	That no person shall be qualified to be a Director unless he shall possess twenty shares at the least in the said capital stock; and any Director at any time ceasing to hold such number of shares shall thereupon be disqualified and vacate his office of Director.
20.	That the said Joseph Somes shall be the first Governor, and the said Francis Baring the first Deputy Governor, of the said Company; and that certain other persons who now are and are acting as Directors of the said Joint Stock Company mentioned in the preamble of these presents shall, together with the said Joseph Somes and the said Francis Baring, be the first Directors of the said Company: And that the said Directors shall continue in office until the general meeting of the Court of Proprietors to be held as hereinafter provided in the month of May, one thousand eight hundred and forty-one, or until others shall be duly elected in their place as hereinafter provided; and that if any vacancy shall in the meantime occur in the body of Directors, it shall be lawful for the continuing Directors to fill up such vacancy from among the proprietors qualified as aforesaid; and that if at any time previous to the said meeting in May, one thousand eight hundred and forty-one, the number of Directors shall, owing to any such vacancies, be reduced below twelve, it shall then, but in no other case, be incumbent on the remaining Directors to add to their number, so that there shall be at least twelve Directors of the Company.
21.	That at the said general meeting in one thousand eight hundred and forty-one, and at each of the annual general meetings, as hereinafter provided, in the three succeeding years, a certain number of the present Directors, or of the Directors chosen by them, shall go out of office, and an equal number of Directors shall be elected in their place by the Court of Proprietors at such meetings, and that, page 45 previous to the said meeting in one thousand eight hundred and forty-one, the Court of Directors shall determine by lot, or in such other manner as the Court shall think fit, how many and which of themselves shall go out of office at each of the said meetings as aforesaid: Provided always that the number to go out at each of the said meetings shall be as nearly as may be one fourth part of the total number of the said Court of Directors as then fixed by these presents, or by any by-law, order, or regulation as aforesaid; and that none of the present Directors or of the Directors chosen by them as aforesaid shall, except as hereinafter provided, be continued in office for more than three years from the day of the said annual general meeting in one thousand eight hundred and forty-one: Provided always that the names of the persons to go out at any such meeting shall be specified in the notice hereinafter required to be given of such meeting.
22.	That the Directors who shall be elected at the annual general meeting in one thousand eight hundred and forty-one and in every subsequent year shall, subject to the provisions herein contained; continue in office for four years; and that in each successive year as many of such Directors as shall have been four years in office, or shall have bean elected to supply the vacancy occasioned by the death, resignation, removal, or disqualification of any Director who would, except for such cause, have at such time been four years in office, shall at such annual general meetings go out of office, and the vacancies occasioned by their going out shall be forthwith filled up by the Court of Proprietors at the annual general meetings to be held on the day of their so going out, and so on from time to time as such annual vacancies shall arise.
23.	Provided always that any of the present or future Directors so going out may be immediately or at any future time re-elected to the said office.
24.	Provided also that if at any time from any cause a due election of Directors shall not take place as herein provided, then the Directors who would have vacated their office shall remain Directors until others shall be duly elected, and the Court of Directors shall forthwith convene a special meeting of the Court of Proprietors as hereinafter provided, which shall proceed to the election of Directors in the manner and subject to the provisions herein provided.
25.	That no person except a Director going out of office shall be eligible to be nominated at any annual general meeting to the office of Director, unless twenty-eight days previously to the election he shall have left notice in writing at the office of the Company, in London or Westminster or the County of Middlesex, of his intention of becoming a candidate for such office; and in the notice of the annual general meeting at which such election is to be made the name of such candidate shall be specified: Provided always that in case it shall be impracticable to comply with the above condition in consequence of such vacancy having recently occurred before the annual general meeting, then and in every such case any person qualified as herein provided shall be eligible at such annual general meeting, notwithstanding such condition shall not have been complied with.
26.	That it shall be lawful for any Court of Proprietors, at any meeting specially convened for that purpose, to remove any Directors from office; and for any Governor, or Deputy Governor, or Director, at any time to vacate their respective offices, by transmitting their resignation in writing to the Court of Directors.
27.	And in case of any vacancy occasioned by the death, resignation, removal, or disqualification of a Director, the Court of Directors may, at an extraordinary meeting called for that purpose, elect from the Proprietors duly qualified a Director to supply such vacancy: Provided always that the next annual general meeting may nullify and declare void such election, and thereupon either immediately elect or adjourn for the purpose of electing a Director in the place of such Director whoso election shall have been declared null and void: Provided also that any act or proceeding in or to which such Director shall, previous to his election being declared null and void, or in or to which any Director not duly qualified as herein provided shall, previous to his disqualification being notified to and recorded by the Court of Directors, have been concerned or been a party, shall be as binding and effectual in every respect as if he were duly elected or qualified.
28.	Provided also that, if at any time the said Court of Directors shall not in manner aforesaid supply any such vacancy, and such vacancy shall exist at the period of any general meeting of the Court of Proprietors, it shall be then lawful for the said Court of Proprietors to supply such vacancy by the election of a Director, in addition to the number elected at such meeting to supply the places of those going out by rotation.
29.	That notwithstanding any vacancies in the number of Directors, the business of the Company shall continue to be carried on by the other Directors until such vacancies shall be filled up as effectually as if no such vacancies had occurred; and if at any time there shall not be a sufficient number of Directors to compose a Court, a special meeting of the Court of Proprietors shall and may be lawfully assembled by the remaining Director or Directors or the major part of them, or by the proprietors, upon requisition as hereinafter provided, for the election of the requisite number of Directors; and the said Court of Proprietors shall then determine how many and which of such Directors so elected shall go out in each successive year, until the rotation hereby established shall be again restored.
30.	That the Court of Directors shall have power from time to time, subject to any provisions hereafter to be made by any by-law, regulation, or order of the said Company, to elect from among themselves and to remove the Governor and Deputy Governor of the said Company.
31.	And that at every Court of Directors the chair shall be taken by such Governor, or in his absence by such Deputy Governor, and in the absence of both by one of the Directors present chosen for that purpose; and that all questions before the said Court shall be decided by a majority of Directors present and not declining to vote; and that the Chairman for the time being may, in addition to his own vote, decide by his casting vote all questions upon which the votes shall happen to be equal.
32.	That the said Court of Directors shall manage the affairs and business of the said Company; and shall have the custody of the common seal of the said Company, and shall have power to affix or 12 page 46 cause the same to be affixed on behalf of the said Company; and the said Court of Directors shall and may exercise all such powers as the Court of Proprietors shall from time to time, by any by-law, order, regulation, or resolution, vest in the said Directors.
33.	That the Court of Directors may from time to time, in furtherance of the objects of the said Company, appoint any agents, and also any local boards or committees, consisting of any number of persons whatsoever, and whether shareholders or not, in any part of Great Britain or Ireland, or in any other part of the world; and may invest such agents and local boards and committees respectively, with such powers and authorities as the Court may deem advisable; and more than one such agent or local board or committee may be appointed by the Court for the same place at one and the same time; and any one or more of such agents or local boards or committees may be invested with powers and authorities concurrent with or independent of any other or others of such agents or local boards or committees, or partly concurrent, or partly independent, as the Court may think proper; and the Court of Directors may at pleasure remove all or any of such agents, or all or any of the members of any such local board or committee, and appoint any other persons in the place of the persons so removed, or not, as the said Court may think fit; and the Court shall have full power from time to time at pleasure to vary, add to, or recall all or any of the powers or authorities committed to any such agent or local board or committee, and may likewise allow any such agent or local board or committee, out of the funds of the Company, such remuneration for their trouble, and in such manner, as the said Court may think proper.
34.	That the Court of Directors may, in pursuance of the objects of the Company, sell and deliver, or authorize to be sold or delivered, any of the lands, tenements, hereditaments, goods, chattels, and effects of the Company, with or without taking security for the price or re-delivery thereof; and such sales and deliveries may be made on credit and to persons in trade as well as others; and the Court may also make or cause to be made contracts, purchases, sales, leases, exchanges, partitions, and other operations on account of the Company, upon such conditions and under such terms and stipulations, and also with such restrictions in regard to title or evidence of title, or otherwise, as may be thought proper, and to do or cause to be done all acts necessary on the part of the Company for giving effect to or insisting on the performance of any such conditions, terms, and stipulations; and may likewise make any sale, lease, or purchase, on account of the Company, either by public auction or private contract, as the Court may think fit.
35.	That in case the available capital of the Company shall at any time be found insufficient for carrying on the business of the Company with proper vigour and effect, or it shall be deemed expedient to increase the same, it shall be lawful for the Court of Directors, with the consent of a Court of Proprietors especially convened for that purpose, from time to time to borrow and take up, at any lawful rate of interest the Court may think proper, any sum not exceeding in the whole five hundred thousand pounds, on the credit of the profits of the undertaking, or on the credit of any of the lands, tenements, or hereditaments, and other property of the Company, as the said Court of Directors may think proper; and it shall be lawful for the Court of Directors, after any such consent shall have been given, to assign and convey, or cause to be assigned and conveyed, in such manner as they may think proper, any such profits, Lands, tenements, or hereditaments, or other property whatsoever, to any persons who shall lend or advance any money thereon, or to their trustees, as security for any principal money so to be borrowed, with interest thereon; the expense of all which mortgages, assignments, and conveyances, shall be defrayed out of the moneys so lent or advanced, or out of the funds of the said Company.
36.	And it shall not be incumbent on any mortgagee to ascertain or inquire whether the money so advanced be required for or towards making up the amount for the time being authorized to be raised by way of mortgage; but the circumstance of the same being borrowed or taken up by the Court of Directors shall, as between such mortgagee and all claiming from, through, or under him and the Company, be conclusive evidence of the fact.
37.	That in case the whole or any part of the said sum of five hundred thousand pounds, authorized to be raised on mortgage, shall have been raised, and the Company or the Court of Directors shall afterwards be required or shall be desirous to pay off, or shall have paid off, any part of the principal sum secured by such mortgages or any of them; then, and in every such case, it shall be lawful for the Court of Directors, by an order of a special meeting of the Court of Proprietors, and either immediately or at any time thereafter, to raise a further sum or sums at the like or such other rate of interest as the Court may think proper, and so from time to time, as often as the same shall happen; but so, nevertheless, that there shall not be borrowed or owing for principal upon mortgage at any one time more than five hundred thousand pounds in the whole.
38.	And we hereby ordain and declare that in the month of May in every year there shall be holden, in London or Westminster or within the County of Middlesex, a general meeting of the proprietors of the said Company, for the election of Directors and other officers of the said Company and for the transaction of other business, and that at any other times it shall be lawful for the said Court of Directors, if it shall deem it expedient, to convene a special meeting of the said proprietors.
39.	And that upon the requisition in writing of any twenty-five or more proprietors, holding among them at least two hundred shares, the Court of Directors shall, within fourteen days from the time that such requisition shall have been delivered to the Secretary or other proper officer of the said Company, convene a special meeting of the proprietors; and if the said Court of Directors shall neglect or refuse so to do, it shall be lawful for the proprietors who shall have signed such requisition to convene a special meeting of the proprietors, and every such general or special meeting shall constitute and be styled a Court of Proprietors of the said Company.
40.	That such general meetings shall be convened by the Court of Directors, and such special meetings by the said Court of Directors or by the Proprietors as aforesaid, by advertisement in the London Gazette and in two or more of the daily London newspapers at least fourteen and not more than twenty-one days before the day appointed for such meeting, and such notice shall specify the time and place of such meeting, and every such requisition as aforesaid, and every notice of a special page 47 meeting, shall further specify the business for which such meeting shall be convened or required, and it shall not be lawful for the said Court so convened to enter on any other business.
41.	That in case, within one hour after the time fixed for any general or special meeting of the Court of Proprietors, there shall not be present at the place fixed for such meeting at the least twenty proprietors of the said Company, such meeting shall not proceed to business; but in such case every general meeting shall be adjourned to such day as the major [gap — reason: damage] of the proprietors then present shall determine, and at every such adjourned general meeting all business may be transacted, notwithstanding fewer than twenty proprietors qualified to vote be then and there present.
42.	That a Court of Proprietors shall at all times have power to adjourn from time to time as they may determine, and no business shall be transacted at an adjourned meeting besides the business left unfinished at the meeting from which such adjournment took place, unless otherwise agreed upon previously to the adjournment of the original meeting.
43.	That at all meetings of the Court of Proprietors the Governor, or in his absence the Deputy Governor of the said Company, or in the absence of both of them any Director to be elected by and from the Directors then present, or if only one Director be present then such Director, or in the absence of all Directors any proprietor who may be chosen by the majority in number of the proprietors present, shall be the Chairman of such meeting, and such Chairman shall not only have the privilege of voting according to the scale of votes hereinafter provided, but shall likewise have an additional casting vote where there shall be an equality of votes.
44.	That all elections and other matters which may come before the said Court of Proprietors shall be decided by a show of hands, unless some one or more of the proprietors present and qualified to vote shall require that the vote be taken according to the scale hereinafter provided.
45.	And that in such case such proprietor so qualified, and being present in person or by proxy, shall be entitled, for five shares or less holden by him, to one vote; for more than five and less than ten shares, to two votes; for ten and less than twenty shares, to three votes; for twenty and less than forty shares, to four votes; for forty and less than sixty shares, to five votes; and for sixty or any greater number of shares, to six votes and no more.
46.	That it shall be lawful for the Court of Proprietors, subject to the provisions herein contained, from time to time to make by-laws, orders, and regulations, and to pass resolutions for the affairs and government of the said Company, and from time to time to repeal and alter the same; and the said Court of Proprietors may from time to time, by any such by-law, order, regulation, or resolution, invest the Directors of the Company with all such further powers and authorities as the Court of Proprietors shall deem necessary or expedient for the promotion of the objects of the Company.
47.	And the by-laws, orders, regulations, and resolutions in force for the time being shall be duly entered in a book kept for that purpose, to be at all reasonable times accessible to the proprietors of the said Company: Provided always that such by-laws, orders, regulations, and resolutions be not repugnant to the law of this realm, or to any of the express directions and provisions or to the general intent and purposes of this our Charter.
48.	And we hereby ordain and declare that such persons as now are or may, before the general meeting of the Court of Proprietors in the month of May, one thousand eight hundred and forty-one, be appointed Auditors of the said Company, shall continue in such office, and exercise all powers, and perform all duties thereof, until the said general meeting in May; and that at such general meeting such persons shall go out of office; and that it shall be lawful for the said Court of Proprietors, by any by-law, order, or regulation, to be by them made at such or any subsequent meeting of the said Court, from time to time to regulate the election of Auditors of the said Company, and the rights, powers, and duties of such office of Auditor.
49.	And we hereby ordain and declare that the several persons who have subscribed or shall subscribe for or towards the capital stock of the said Company, or who shall at any time hereafter have or hold any share or shares in the same, shall and they are hereby required to pay any unpaid sum or sums of money by them respectively subscribed.
50.	And that it shall be lawful for the Court of Proprietors, on the recommendation of the Directors, to declare, out of the profits of the capital of the said Company, such dividends amongst the Proprietors as the Court of Directors may recommend.
51.	And we do hereby will and declare that whenever in this our Charter, or in any of the provisions thereof, words are used importing the singular number only, or the plural number only, or the male sex only, yet such words shall be construed to include several persons as well as one, and the converse, and females as well as males, and bodies politic and corporate as well as individuals; and that the word "proprietors" shall mean the proprietors for the time being, and the words "capital stock" the capital stock for the time being, unless it be otherwise specially provided, or unless such construction would be repugnant to the subject or context, or contrary to law.
52.	And we do, for us, our heirs and successors, will and declare that these our Letters Patent, or the enrolment thereof, shall be in all things valid and effectual in the law, according to the true intent and meaning of the same, and shall be taken and construed in the most favourable view for the said Corporation, as well in our Courts of Record as elsewhere, notwithstanding any non recital, mis-recital, uncertainty, or imperfection in these our Letters Patent.
53.	And our will and pleasure is, that these presents to the Company aforesaid, under the Great Seal of the United Kingdom of Great Britain and Ireland, shall be in due manner made and sealed without fine or fee great or small to us, in our hanaper or elsewhere, to our use therefore or anyways to be rendered, paid, or made.
54.	In witness whereof we have caused these our Letters to be made Patent. Witness ourself, at our Palace at Westminster, this twelfth day of February, in the fourth year of our reign.