Full Text: Royal Charter of the Manchester and Salford Baths and Laundries Company

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 Each been represented to us that Benjamin Nichols of the City of Manchester in the County of Lancaster Cotton Spinner and Mayor of the said City of Manchester[,] William Neild of Mayfields Print Works in the said City of Manchester Calico Printer and Joseph Heron of the said City of Manchester Gentleman and Town Clerk of the said City and others have by their petition to us in Council (among other things) stated

That during the last few years work has been done and more attempts for the purpose of improving the condition of the working classes by orienteering their attention to those personal and domestic habits which have so large an influence on their societal position that whilst the movement had been unquestionably founded on the best intentions it has too frequently had a pamperizing tendency and been calculated to exercise a baneful influence upon an industrious and naturally self reliant people

That this had been more particularly the case in many of the efforts made to establish Baths and wash houses a fact the more to be regretted when it was considered how much good would be thereby accomplished without in the slightest degree interfering with the praiseworthy feelings of Independence and self reliance which should always actuate the labouring Classes and which must be the foundation of any real improvement of their social condition

That the success during the past eight years of the small and very imperfect establishment of Baths in Miller Street in the City of Manchester has satisfactorily proved that Baths and Laundries under proper direction and management might be established on a scale sufficiently extensive to give accommodation to the vast population of Manchester and Salford at charges that would place those important accessories to personal and domestic cleanliness within the means and reach of the poorest Classes and at the same time yield a return of five pounds per cent upon the Capital invested in the undertaking

That until recently it has not been possible to carry out a proper scheme in consequence of the deficient and uncertain supply of water in Manchester but that such obstacle had been removed

That for the purpose of providing the poorer inhabitants of Manchester and Salford with the benefits of Baths and Laundries at the lowest charges compatible with the securing of a fair return for the capital invested

The said Petitioners and others had agreed to form a Joint Stock Company under the name of the Manchester and Salford Baths and Laundries Company with a joint stock or capital of Thirty five thousand pounds to be divided into Seven thousand shares of five pounds each and to be increased in required for the purposes aforesaid

That on the eighteenth day of December one thousand eight hundred and fifty four the said Company was provisionally registered and it is intended to obtain complete registrations thereof

That the said undertaking could not be effortually prosecuted unless our Royal Charter of Incorporation should be obtained and that the said petitioners prayed that we would be pleased to grant unto them our Royal Charter incorporating the said Company

Now know Ye that we taking the above circumstances into consideration and of our especial grace certain knowledge and more motion Do by those presents for us our heirs and successors give grant and ordain that the said Benjamin Nichols William Nield and Joseph Heron and all such other persons and bodies politic or corporate as have become or from time to time hereafter may become members of the said Company or Copartnership so agreed to be formed and shall hold shares in the Capital thereof shall be one body politic and corporate by the name of The Manchester and Salford Baths and Laundries Company for the purposes hereinbefore mentioned and by that name shall sue and be sued implead and be impleaded in all Courts whether of law or equity as well as in our United Kingdom of Great Britain and Ireland or elsewhere and shall have perpetual succession with a Common Seal which may be by them changed or varied as their pleasure but subject to the directions and provisions in this our Royal CHarter contained

And we hereby further declare that it shall be lawful for the said Company to purchase take hold and enjoy to them and their successors as well in for simple or for any terms or number of years or other limited interests in or near Manchester or Salford all such Baths buildings laundries lands and hereditaments as may be necessary proper or convenient for the purposes of such undertaking as aforesaid and the successful prosecution thereof or for a house or offices but not for the purpose of speculation or for any other purpose than as aforesaid and to sell convey and dispose of the same when not wanted for the purposes of the said undertaking

Provided always that the yearly value of such lands and other hereditaments amounts at the time when the said Company shall enter into possession thereof shall not exceed in the whole the annual sum of two thousand pounds

And further we do hereby expressly direct and declare that nothing herein contained shall authorize the said Company to make any purchase of mossnages lands or hereditaments beyond the extend or current or annual value hereinbefore provided and that when and as any purchase of buildings lands or hereditaments shall be made by the said Company the Directors of the said Company shall in all cases within three calendar months from the making and completing any such purchase report the same in writing to the President for the time being of the Lord of the Committee of our Privy Council for the consideration of all matters of Trade (commonly and herein after called the Board of Trade) stating the amount of the purchase money paid for the same and any rent payable in respect thereof and giving a description of the buildings lands and hereditaments so purchased and such other particulars relating thereto as may from time to time be required by the said President for the time being of the said Board of Trade and in case any hereditaments so purchased shall be resold by the Company they shall within one Calendar month after any such sale give notice in writing to the President for the time being of the said Board of Trade of such resale and the price obtained for the same and we do hereby grant unto all persons and bodies politic who may be otherwise competent so to do our especial honour and authority to grant sell demise assign alien and convey in mortmain unto and to the use of the said Company and their successors any such hereditaments as aforesaid accordingly hereby nevertheless declaring that it shall not be necessary for such persons or bodies or any purchases of land or hereditaments from the said Company to enquire as to the amount of the income or value of the property which may have been previously acquired by the said Company but this Declaration is not to enlarge the power of the said Company to make purchases as aforesaid and we do hereby direct that the Board of Directors to be constituted according to the provisions of the Deed of Settlement hereinafter required or directed to be executed or according to the provisions of any Supplemental Deed executed in conformity with or in pursuance of such Deed of Settlement shall have full power and authority to make and enter into and effect all contracts purchases sales and assurances on behalf of the said Company and generally to make so and execute all onto Deeds matters and things which they shall consider necessary for the well ordering the affairs thereof also as the same be in conformity with the provisions of this our Royal Charter and of the said Deed of Settlement or any such Supplemental Deed as aforesaid

And we do hereby will and declare that the custody of the Common Seal of the said Company shall be provided for as the said Board of Directors shall from time to time determine

And we do hereby further will and direct that the sum of Twenty one thousand pounds at the least being three fifth parts of the Capital proposed to be raised for the purposes of the said undertaking shall be taken or subscribed for by Deed under hand and seal within twelve Calendar months from the date of this our Royal Charter by persons or bodies each of whom shall hold at least four of the said shares and that the sum of Five thousand pounds at the least shall be actually paid up within that period

And we do hereby direct that a proper Deed of Settlement shall within twelve months from the date of this our Royal Charter be executed by the several persons and bodies politic and corporate who shall have taken or subscribed for shares in the said Capital and that by such Deed of Settlement it shall be provided that such Capital shall consist of the sum of Thirty five thousand pounds and that the same shall be divided into shares of five pounds each and that such shares shall be numbered in regular succession beginning from one upwards and the persons and bodies politic so from time to time taking or subscribing for shares in the said Capital shall bind themselves respectively in proper covenants for the payment of their respective shares of the said Capital as and when the same shall be called for by the Board of Directors and provision shall be made by the said Deed of Settlement for the registration of the names of the holders or proprietors for the time being of the said shares in proper books to be provided for that purpose and for the management of the affairs of the said Company by a Board of Directors to be

Elected by the Shareholders in General meeting assembled and until such election by the Directors in the said Deed of Settlement to be named

And also for the election of two auditors by the Shareholders and for two auditors to be named in such Deed until such election and all such other Clauses and provisions shall be inserted in the said Deed as are usual and expedient in the like cases

And we do hereby further direct that in such Deed of Settlement shall be contained provisions for holding annual meetings of the Shareholders and producing at such annual meetings a true and correct balance sheet such as is usual in mercantile accounts with suitable provisions for dissolving the said Company or Partnership and winding up the affairs and concerns thereof in case and when it shall appear or be certified by any report of the Directors or the Auditors of the Company that three fourth parts of the Capital for the time being of the said Company or Partnership which shall have been paid up has been lost in the course of trade or otherwise or in case and whenever it shall by a joint Report made by the said Directors and Auditors be certified or stated that the affairs and concerns thereof cannot be conducted with prospect of benefit or advantage to the said Company or Partnership and also for the furnishing annually to the President for the time being of the said Board of Trade or otherwise as may be directed by him

Copies of such balance sheet and also of all such other Accounts relating to the affairs of the said Company and in such [...] form as may from time to time be required by the said President of the Board of Trade

And we do further direct and declare that in and by such Deed of Settlement so to be executed as aforesaid it shall be provided and declared that whenever it shall happen that the net yearly profits to arise from the said undertaking and which shall become divisible or be liable to be divided amongst the shareholders in the said Company as dividends or profits conformably to the terms of such Deed of Settlement shall exceed the amount or rate of Five pounds on every One hundred pounds of the paid up Capital of the said Company then and from time to time when and if and so often as such case shall happen the charges and fees to be demanded and taken from the Public for the use and enjoyment of the said Baths and Wash houses used by and belonging to the said Company shall be from time to time reduced and abated so that in no case shall a dividend exceeding five pounds per cent per annum be paid on the amount of the paid up capital by such charges

We do hereby further declare that it shall be lawful for the said Company or Partnership by a resolution or resolutions of the Shareholders in general meeting assembled according to the provisions to be in that behalf contained in such Deed of Settlement or any Supplemental Deed as aforesaid either at one time or from time to time to determine that the Capital of the said Company or Partnership shall be increased to the sum of Fifty thousand pounds sterling but such increase shall not be made until the whole if the original capital shall have been subscribed for under hand and seal and at least one half thereof paid up and no such increase shall be made except with the assent of the said President of the Board of Trade and any such increase shall be made under such terms and conditions as to the obligations of the Shareholders and the time and mode of subscribing for and paying up the same as the President of the Board of Trade shall direct

And we do hereby further direct that the said Deed of Settlement shall be prepared to the satisfaction of the President for the time being of the Board of Trade and that a Copy of such Deed of Settlement shall within the period of twelve calendar months from the date of this our Royal Charter be lodged with the said Board of Trade and that a Certificate that such Deed had been so prepared as that such Copy had been so lodged as aforesaid endorsed on this our Royal Charter under the hand of one of the Secretaries of the said Board of Trade or other person authorized in that behalf by the President of the Board of Trade shall be conclusive evidence that the said Deed of Settlement has been duly prepared and that a copy thereof has been lodged in accordance with our directions in that behalf above contained

But such Certificate shall not be given until it shall be made to appear to the satisfaction of the said President if the Board of Trade that such Deed has been executed by all the Directors for the time being of the said Company or Partnership and by persons or Bodies Politic or Corporate who shall hold at least in the aggregate three fifths parts of the Capital of the said Company or Partnership and that least the sum of Five thousand pounds part of the said Capital had been actually paid up

And we do hereby further declare that the several regulations to be contained in the said Deed of Settlement or to be contained in any Bye laws to be made pursuance thereof or in any supplemental deed to be made in pursuance of or in conformity with such last mentioned Deed shall be taken to be the existing regulations of the said Company or Partnership and the Company hereby incorporated except so far as the same may be altered or varied or as the same may be repugnant to the provisions of this our Royal Charter or the Laws of our Realm

And we do hereby further declare that no

Such supplemental Deed or Bye laws shall be valid or effectual unless the same shall be approved of by the President of the Board of Trade to be certified by a Memorandum of one of the Secretaries to the said Board to be endorsed on this our Royal Charter

And we do hereby further direct that the said Company or Partnership shall not begin business until it shall have been made to appear to the President of the said Board of Trade by the Certificate of at least three of the Directors of the said Company or Partnership or by such other evidence as he shall direct that the sum of Twenty one thousand pounds at least of the joint stock or capital to be raised for the purposes of the said undertaking has been subscribed for and covenanted to be paid by Deed under hand and seal by parties holding at least four shares each in the said Capital and that the sum of Five thousand pounds (part thereof) at least has been paid up acknowledgment the said President if the Board of Trade of having received such Certificate or evidence as aforesaid to be endorsed on this our Royal Charter shall be sufficient evidence that the aforesaid provision has been complied with

And further we do hereby direct that the whole Capital of the said Company shall be subscribed for under hand and seal within three years from the date of this our Royal Charter and that such evidence if such subscription shall be produced to the said President of the Board of Trade as he shall require Provided always

And we do hereby declare that if it shall be made to appear to us our heirs or successors on the representation of the President of the said Board of Trade for the time being or otherwise that default has been made by the said Company in the observance and performance of any of the provisions conditions or directions in this our Royal Charter contained then and in any such case it shall be lawful for us our heirs or successors if we or they shall be so minded by writing under the Great Seal to revoke this out Royal Charter and every matter and thing herein contained either absolutely or under such terms and provisions as we or they may think fit and without any further or other proceeding whatsoever

And further we do hereby declare that it shall be lawful for us our heirs or successors at any time after the expiration of thirty one years from the date of this our Royal Charter if we or they shall be so minded by writing under the Great Seal to revoke and make void this our Royal Charter and every Clause matter and thing therein contained or to add such modifications conditions or provisions thereto as we our heirs or successors shall think fit

And we do hereby further declare that when the said Company or Copartnership shall have been dissolved in pursuance if the provisions of the said Deed of Settlement or of any such Supplemental Deed as aforesaid and the affairs thereof shall have been completely wound up and its debts and obligations fully discharged this our Royal Charter shall be absolutely void Provided always that the power of revocation hereby reserved shall not have or be construed to have the effect of preventing or barring any proceedings by scire facias or otherwise according to law to annul or repeal this our Royal Charter

And we do hereby direct that the aforesaid Deed of Settlement so directed to be prepared shall within six calendar months from the date thereof be enrolled in our High Court of Chancery in England and that any such Supplemental Deed as aforesaid shall be enrolled in the like manner within six calendar months from the date thereof and any bye laws to be made by the said Company shall be from time to time enrolled in like manner within six calendar months from the making thereof respectively

And we for ourselves our heirs and successors grant and declare that this our Royal Charter 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 recognized by all out Courts and Judges in Great Britain and Ireland or elsewhere and all other officers and persons and bodies politic or corporate whom it may concern and that the same shall be taken construed and adjudged in the most favourable and beneficial sense and for the best advantage of the said Company as well in our several Courts of Record in Great Britain and Ireland as elsewhere notwithstanding any nonrecital misrecital uncertainty or imperfection in this our Royal Charter

In witness whereof we have raised these our Letters to be made patent

Witness - Ourself at our Palace at Westminster this twenty first day if June in the nineteenth year or our reign

By Her Majesty's Command Edmunds