Charter and Supplemental Charter of the Hudson's Bay Company

by Hudson's Bay Company

And whereas the said original charter similarly provided for the election in each and every year between the first and last day of November of one of the Company to be Governor for one whole year then next following, and required the Governor or Deputy-Governor for the time being to be present at each such election, and required the person so elected to be Governor of the Company, before being admitted to execute his office, to take a corporal oath before the last Governor being his predecessor, or his Deputy, and any three or more of the Committee of the said Company for the time being, that he would well and truly execute the office of Governor:

And whereas the said original charter similarly provided for the election in each and every year between the first and last day of November of seven of the Company to be a Committee of the Company for one whole year then next ensuing, and required the Governor or the Deputy-Governor of the Company for the time being to be present at each, such election, and required the persons so elected to be a Committee of the Company, before being admitted to execute their office to take a corporal oath that they and every of them should well and faithfully perform their office of Committee.

And whereas the said original charter similarly provided for the election of a Governor or a Deputy-Governor of the Company in the event of the Governor or Deputy-Governor for the time being, at any time within one year after being elected and sworn to the office of Governor or Deputy-Governor, dying or being removed from his office (which Governor or Deputy-Governor not demeaning himself well in his office was to be removeable at the pleasure of the rest of the Company or the greater part of them present at a general court), and provided that the Governor or Deputy-Governor so elected should hold office for the residue of the said year, and before being admitted to execute his office should take a corporal oath as aforesaid:

And whereas the said original charter similarly provided in the event of any person or persons of the Committee of the Company for the time being within one year after being elected and sworn to such office dying or being removed from his or their office (which Committee not demeaning themselves well in their said office were to be removeable at the pleasure of the Governor and Company or the greater part of them, whereof the Governor for the time being, or his deputy should be one), for the election of one or more of the Company to be of the Committee in the place of him or them dying or being removed as aforesaid, and the said original charter provided that the person or persons so elected should hold office for the residue of the said year, and before being admitted to execute the office of Committee should take a corporal oath as aforesaid, and the Governor or the Deputy-Governor for the time being was required to be present at each such election.

And whereas by the said original charter the Governor and Company were empowered to assemble themselves and hold court for the Company and the affairs thereof, and it was thereby declared that it should be lawful for them and the greater part of them present at such assembly, whereof the Governor or his Deputy for the time being should be one, to make, ordain, and constitute such and so many laws, constitutions, orders, and ordinances as to them or the greater part of them being there present should seem necessary and convenient for the good government of the Company, and at their pleasure to revoke and alter the same or any of them as the occasion should require:

And whereas by the said original charter the Governor or Deputy-Governor for the time being was required to be present at the admission into the Company of servants, factors, and other persons:

And whereas by the said original charter it was declared that it should be lawful in all elections and bye-laws to be made by the general court of the Adventurers of the said Company, that every person should have a number of votes according to his stock, that was to say, for every hundred pounds by him subscribed or brought into the present stock one vote, and that any of those who had subscribed less than one hundred pounds might join their respective sums to make up one hundred pounds and have one vote jointly for the same, and not otherwise:

And whereas by a deed under the seal of the Company, dated the nineteenth November, One thousand eight hundred and sixty-nine, certain rights of government and other rights and privileges granted, by the said original charter, but not affecting the subject matter of this our charter, were duly surrendered to Her Majesty, and such surrender was duly accepted by Her Majesty by an instrument under her sign manual:

And whereas for many years the capital of the Company has comprised no stock, but has been and is now divided into shares of equal value, and it is desirable that the qualification for votes should be changed from the holding of stock in the Company to the holding of shares therein:

And whereas many of the provisions contained in the original charter have been found very inconvenient in practice, and are not in accordance with the usual provisions regulating the affairs of modern companies, and in particular the following provisions have been found very inconvenient, that is to say: the provisions requiring the Governor, Deputy-Governor, and Committee to be elected every year, and fixing the date of the election between the first and last day of November; the provisions requiring the presence of the Governor or Deputy-Governor at the general courts for the elections of Governors or Members of the Committee, and at the general courts assembled for the purpose of making bye-laws, and on other occasions specified in the said original charter; the provisions requiring a corporal oath to be taken by the Governor, Deputy-Governor, and Committee, and by certain other persons on certain occasions.