An Agreement and Subscription made this Nineteenth day of April, Anno Dom. 1670. Anno (que) Regis Caroli Secundi, &c. vicesimo secundo, by his Highness Prince Rupert, Count Palatine of the Rhine, Duke of Bavaria and Cumberland; together with divers Noble, Eminent, and worthy Persons, Joynt Undertakers for the working of certain Mines Royal, in the Counties of Cardigan, and Merioneth, within the Principality of Wales.
WHereas the said Persons have joyntly and unanimously agreed to work certain Mines Royal, in the said Counties; and for the effectual doing of the same, have agreed to advance the summe of four thousand pounds, according to the Subscriptions hereafter mentioned; whereof one Moiety is already pay'd down. And whereas the said Persons have already had divers Meetings, for the reducing the said Work, and the management of the same, into certain Rules, Order and Method: It is now hereby Declared, Articled, and Agreed, by and between all the said Parties, subscribing and sealing these presents; That the same shall be, as hereafter in these presents is declared.
1. 40 Shares, and no more. Imprimis, That the said Undertaking shall consist of forty whole shares and parts, and no more; every of which shares shall be one hundred pounds. And it is hereby Intended and Declared, That no Person whatsoever subscribing, his Heirs, Executors, or Administrators, shall without his or their Consent, be any way liable to be charged with any other or greater summe of money, for the carrying on of the said Works, than is by him subscribed to these presents. And that in the division of any profits, that shall or may arise from any of the said Works, such profits shall be divided into forty equal parts. And every Person so subscribing and paying in one whole share or part, shall receive one full fortieth part of all such clear profits, so arising from the said Works. And every Person subscribing and paying in two whole shares, shall receive two fortieth parts, and so every person proportionably, according to his and their Interest in the same.
2. Edw. Backwel Esq Treasurer2. That the one Moiety of the said four thousand pounds, which is already pay'd in to Edward Backwell Esq upon the accompt of the said Undertaking, shall remain in the hands of the said Edward Backwell, as Treasurer to the said Undertakers. And that all moneys pay'd in to the said Undertakers, or disbursed for their use, shall be payed unto the said Edward Backwell, and disbursed by him, (untill further order be made to the contrary, according to the one and twentieth Article following. How he shall issue money.) And that the said Edward Backwell shall issue no moneys relating to the said Stock, above the summe of twenty pounds at one time, without order under the hands of five of the said Undertakers at the least, whereof three must be of the standing Committee, in [Page 3]the sixteenth Article following expressed and appointed. And the same order be confirmed, as in the one and twentieth Article following is expressed. And that the said Edward Backwell do issue no moneys, to the summe of twenty pounds or under, without order under the hands of five or more of the said Undertakers, whereof three to be of the said standing Committee, as aforesaid.
3. Second Moiety to be paid in upon 14. dayes notice.3. That the other Moiety of the said four thousand pounds, which is yet unpay'd, shall be pay'd in by the several Undertakers, their Executors, Administrators, or Assignes, according to their several subscriptions and shares, at such time and place, and in such manner, as by any order made and signed by five or more of the Undertakers, (whereof three at the least to be of the standing Committee, in the sixteenth Article following expressed) shall be appointed; and the said order be confirmed, as in the one and twentieth Article is expressed. So that such person, his Executors, Administrators, or Assignes, have notice of the said Order, fourteen dayes at least before such moneys due on the second Moiety, be ordered to be pay'd, as aforesaid.
4. Every person failing to pay, to be excluded.4. That if any person of the said Undertakers subscribing these presents, his Executors, Administrators or Assignes, upon notice of such Order so made, as in the next precedent Article is declared, shall not pay in his or their second Moiety, at such time, and in such manner, as by the said Order shall be ordered and appointed; That then every person or persons so subscribing, his or their Executors, Administrators, or Assignes, omitting or refusing to pay in the second Moiety as aforesaid, [Page 4]shall be and is hereby excluded, to have any benefit or advantage by the said Undertaking, or ever after to have any Vote amongst the said Undertakers. But the rest of the said Undertakers, or such Quorum, (as in the one and twentieth Article following is exprest) shall and may take in any other person into the said share and proportion, (subscribing these presents, and paying the whole share with interest) or may let the same sink in the common Stock. But may receive his first Moiety out of the first clear profits. But such person or persons so subscribing, and not paying in his or their second Moiety, as aforesaid, his and their Executors, Administrators, or Assignes, shall and may receive his first Moiety, already pay'd in, out of the first clear profits, arising out of the said Mines and Undertaking, after satisfaction first made to all persons who shall pay in their second Moiety, of all Principal and Interest, out of the said clear profits.
5. Survivorship not to t [...]ke place, but to go to the Executors.5. That for such person and persons, subscribing and paying in the said second Moiety, as aforesaid, it is hereby Intended and Declared, That the share and proportion of such person or persons, shall not by his or their death survive to the remaining Undertakers. But the same together with all profits and advantages, shall go to his and their Executors and Administrators so dying, as aforesaid, only subject to such Rules and Orders, as in these presents are contained, and not otherwise.
6. Liberty to assign; and in what manner.6. That any person so subscribing, and paying in his second Moiety, as aforesaid, may at his pleasure assign and transferre his Share or Shares to any person, so as he first do acquaint the said Undertakers with the same: [Page 5]And that the said person be allowed, by Order made by the said Undertakers, or any five or more of them, (whereof three to be of the standing Committee, in the sixteenth Article following expressed.) And so as that he do not assign less, than one whole Share to one person.
7. Leases to be taken in Cardigan and Merioneth.7. That the said Undertakers shall forthwith take from the Society of the Royal Mines, one or more Lease or Leases, for one and forty years, in their own names, or in the names of some others in trust for them, of all those Mines of Comsymlock, Goginian, Combmarvin, and Tallibont, lying within the Parishes of Lambatherne, Vaur, and Llanyhangell, alias Llanyhangell Castle Gwalter, in the said County of Cardigan. And also of all those Mines near Bermouth, in the said County of Merioneth; and of such other Mine or Mines within the Principality of Wales, or elsewhere, as by the said Undertakers, or any five of them, (whereof three at the least to be of the standing Committee, in the sixteenth Article following exprest) shall be Ordered and Agreed upon. So that such Order be confirmed, as in the one and twentieth Article is limited, at and upon such Rents and Terms, as can with best advantage be procured from the said Society. And that the said Undertakers shall likewise proceed to perfect one Agreement, for the purchasing in of a Lease of certain smelting and refining Mills, with the appurtenances, in Skybory Coed, in the Parish of Llanyhangell Generoglyn, in the said County of Cardigan: And the Interest of the Mills. The interest of which Mills, with the appurtenances, now is or late was in William Dickenson, of the Middle Temple London Esq or his Assignes. And for which said Lease and Interest of the Mills, with [Page 6]the appurtenances, To the use of the Undertakers. the said Undertakers have contracted with the said William Dickens [...]n, for the summe of eight hundred and seventy pounds; the interest, benefit, and advantage, of all and every which Lease and Leases, as well of the said Mines as Mills, shall be to and for the said Undertakers, their Executors, Administrators and Assignes, according to their several shares and proportions, hereafter expressed, in the present Subscription.
8. The Min [...]s to be effectually wrought.8. That the said Mines, or so many of them, as by the said Undertakers, (or such a number and Quorum of them, as in the sixteenth Article following is expressed) shall be thought fit and appointed, shall be forthwith effectually wrought, at the charge and cost of the said Undertakers; and that such Adits and Shafts be driven and sunk; and such Veins wrought within the said several Mines, as to the chief Steward, or Conductor of the said Works, and other the Officers and Workmen of the said Mines, shall be given in charge by the said Undertakers, or such number and Quorum as aforesaid, at the costs and charge as aforesaid. And that all charge of working the said Mines since Candlemas day last past, be born. And all profits of Oar since the said time, are intended to enure to the said Undertakers.
9. Chief Steward, and his Salary.9. That Henry Rumsey Esq be the chief Steward or Conductor of the said Mines and Works, untill farther order, as in the one and twentieth Article following is expressed. And that for his pains and care therein, he shall have allowance at present, untill the said Mines shall be improved, to a full working thereof, the summe of one hundred and sixty pounds per annum, for [Page 7]himself; and for a Clerk, (to be chosen by the said Undertakers) for the keeping of the accompts of the said Mines, out of which he is to allow the said Clerk thirty pounds per annum. And that after the said Mines shall be improved to a full working of the same, the said Henry Rumsey shall be allowed for his care and pains, the summe of two hundred pounds per annum, over and above the summe of thirty pounds per annum, to be allowed to be said Clerk. And that the said Salary shall commence from Candlemas day last past. And that the said Henry Rumsey shall proceed according to such order and instructions, as have already been sent unto him from the said Undertakers; and upon such further order and instructions, as by any five of the said Undertakers (whereof three to be of such standing Committee, as in the sixteenth Article following is expressed) shall be directed and appointed.
10. Master-Worker, and Refiner, and his Salary. 10. That Major Richard Hill be the Master-Worker and Refiner, untill further order, as in the one and twentieth Article following is expressed. And that for his pains and care therein, he shall have allowance at present, the summe of one hundred Marks per annum. And that the said Richard Hill shall proceed, as in the preceding Article is declared.
11. Steward of the Mines, and his Salary.11. That Edward Hacklett be the Steward of the Mines, untill further Order, as in the one and twentieth Article following is expressed. And that for his care and pains therein, he shall have allowance the summe of thirty pounds per annum. And the said Edward Hacklett to proceed, as in the ninth Article precedent is declared.
12. Clerk of the M [...]nes.12. That Mr. Meredith Lloyd be the Clerk of the Mines, untill further Order, as in the one and twentieth Article following is expressed. And that for his care and pains therein, he have allowance at present the summe of thirty pounds per annum, which for the first year is to be pay'd out of the Stewards allowance, as in the ninth Article precedent is declared. And the said Meredith Lloyd is to proceed, according to such Order and Directions as he shall from time to time receive from the chief Steward or Conductor, except only where he shall receive any particular Orders or Instructions to the contrary, from the said Undertakers, or any five of them, whereof three to be of the said standing Committee, in the sixteenth Article following expressed.
13. Register.13. That Mr. Henry Kempe shall be the Clerk or Register to the said Undertakers, untill further Order, as in the one and twentieth Article following is expressed. And that for his care and pains therein, he shall have allowance at present the summe of twenty pounds per annum. And that he shall make entries of all such Acts, Orders, and other things material, relating unto the said Undertaking, as he shall be thereunto required and appointed.
14. Serjeant.14. That Thomas Greenfield shall be the Serjeant attending the said Undertakers, untill further Order, as aforesaid. And to give notice and summons, and do other things relating to the said Undertaking. And that for his care and pains therein, he shall have allowance at present the summe of ten pounds per annum.
15. That when the said Mines shall come to a full [Page 9]working, there shall be likewise a Clerk of the Mills, Clerk of the Mills. who shall be chosen, and have such allowance, as by the said Undertakers shall be Ordered and Appointed, according to the one and twentieth Article following.
16. Standing Committee, and their power.16. That there shall be a standing Committee of the said Undertakers, consisting of the number of nine, and no more, unto whom the principal care and management of all affairs relating to the said Undertaking, shall be and is hereby committed. The said Committee to continue, and a new elected, as in the eighteenth Article is expressed. And that the said Committee shall meet at the Robes Chamber in Whitehall, every Tuesday in the afternoon, in Term time, and during the actual sitting of any Parliament; and in the forenoon out of Term, and the Parliament not sitting, untill further order, as in the one and twentieth Article following is expressed. At which time and place any other of the said Undertakers may be present, and assist therein, and have equal Votes with any of the said Committee, so alwayes that three of the said Committee at the least be present. And that there be in all at the least five of the said Undertakers. And it is hereby Declared and Intended, That any five or more of the said Undertakers, (whereof three at the least to be of the said Committee as aforesaid) meeting at such time and place as aforesaid, and not otherwise, shall be accounted a full Meeting of the said Undertakers. And shall have full Power and Authority to do any Act, or make Orders, relating to the said Undertaking, as fully as if the said Undertakers were all present. And that whatsoever Orders shall be made by such number so meeting as aforesaid, or by the [Page 10]major part of them, shall be good and effectual to all intents and purposes, untill the same shall be reversed by subsequent Order of the Undertakers, as aforesaid; except alwayes, that the Acts and Orders of such number and Meeting, shall not be effectual and binding, in such cases as shall be particularly named in the one and twentieth Article following. And it is hereby Agreed, That Sr. Paul Neile, Present Committee. Knight, Sr. Francis Cobb, Knight, Thomas Henshaw, Esq Dr. Williams, James Hayes, Esq John Ball, Esq John Wright, Esq Edmond Warcupp Esq and Mr. Henry Kempe, shall be the present standing Committee, untill a new one shall be elected, as in the nineteenth and one and twentieth Articles following is expressed.
17. Manner of Voting.17. That in all cases where it shall come to a Vote, in any Meetings or Committees relating to the said Undertaking, every person and persons subscribing and paying in one hundred pounds, shall have one Vote; and likewise subscribing and paying in two hundred pounds, shall have two Votes; and so for the third hundred, three Votes. But that no person whatsoever shall have more than three shares or proportions, or more than three Votes; nor shall any person be admited to give more Votes than one, unless five of the said Undertakers at the least shall be personally present, in such manner as in the sixteenth Article precedent is expressed. And that no person whatsoever shall have more Votes than one, in any case relating to the ordering or disbursing of money, or sharing of profits, or stating and allowance of any Accounts, or altering of these present Articles, or any of them.
18. Manner of Voting, in case a share fall into more hands than one; or in case of a Feme or Infant.18. That where in any case, by the death of any of the Undertakers, or otherwise, the share and proportion of any such person or persons, shall happen to fall into more hands than one, such share and proportion shall be accounted but as one, in the said several hands; and that such persons into whose hands the said share and proportion shall fall, shall have no Vote amongst the said Undertakers, unless one of the said persons shall happen before to be one of the Undertakers. But otherwise the said several persons shall make a Proxie of one of the Undertakers, who shall and may give a Vote in the right of such a share and proportion, so long as it shall so continue in several hands as aforesaid; the same Rule to hold place where such share or proportion by death or assignment, shall happen to come to any Woman or Infant, or to any other person who shall not be allowed and approved by the said Undertakers, or any five or more of them, (whereof three at the least to be of the standing Committee, in the sixteenth Article expressed) according as by the sixth Article precedent is Ordered and Appointed.
19. Last Tuesday in Mich. and Trinity Terms, a general Meeting.19. That every last Tuesday, in the Terms of St. Michael, and the Holy Trinity, yearly, shall be esteemed a general Meeting of the said Undertakers; on every of which dayes, (at such time and place, as in the sixteenth Article precedent is expressed) every of the said Undertakers shall be, and is hereby obliged, to be present and assisting; Names to be called, and every person absent to forfeit 20. s. and the Names of every person then having any share, shall be called; and every person that shall not be present at the said time, without sufficient cause to be allowed, shall forfeit the summe of twenty shillings, such penalties to be deducted, as in the next following [Page 12]Article. And it is hereby Declared and Agreed, That on the said last Tuesday, Last Tuesday in Mich. Term, Committee to be chosen. in the Term of St. Michael, yearly choice shall be made of the standing Committee, (in the sixteenth Article expressed) for the year from thence next ensuing, who shall have such and the like power and authority, as by these presents is given and appointed unto the said Committee. And that at the said time and place, such and so many of the said Committee for the present year shall be continued, and so many new elected, (to the number of nine, and no more in all) as to the said Undertakers, or the major part of them then present, acording to the twentieth Article following, shall seem good. But if it should happen no Election to be made on the said day, that then the said Committee for the year precedent, to have the same power and authority as before, untill a new Election be made, according to the said one and twentieth Article.
20. Forfeitures to be deducted out of the profits:20. That all such Penalties, Forfeitures, and Mulcts, as shall happen to be made in any cases, relating to the said Undertaking, shall be deducted out of the dividend and proportion, of the profits of such share and proportion, and shall be pay'd to the Clerk, for such uses as by the standing Committee, or any three of them, shall be appointed.
21. In what cases and in what manner Orders shall be binding.21. That in all cases of making or discharging any Officer, relating to the said Undertaking, or of taking any other Lease, or working any other Mine or Mines, than in the seventh Article precedent is and are particularly mentioned; or touching the admittance of any new Member or Adventurer, in the said Undertaking, or [Page 13]the choice of any Member into the standing Committee, upon the death or displacing of any of them; or touching and concerning the expending and ordering out of any summe or summes of money, exceeding the summe of twenty pounds at one time; or touching and concerning the allowance of any Accounts, audited and stated; or touching the allowance of any division and sharing of profits; or touching and concerning the increase or alteration of these present Articles and Agreements, or any of them; no Order shall be effectual to bind the said Undertakers, unless the same be made at such Meeting of the said Undertakers, and such place, as in the sixteenth Article precedent is expressed. And that the said Order so made, be ratified and confirmed by his Highness Prince Rupert, and the Lord Ashley, or one of them, under his or their hands, or by such person or persons, as at the yearly Election of the standing Committee, (as the same by the nineteenth Article is limited) shall have such power and authority given them, as by this present Article is given to his Highness, and the Lord Ashley, as aforesaid; which Order so made and ratified as aforesaid, shall be effectual and binding in all and every the cases aforesaid. To the well and truly performing of all and every of which Articles and Agreements, according to our several shares and proportions hereunto subscribed; We the said Undertakers do mutually and reciprocally bind our selves, our several and respective Heirs, Executors, and Administrators, by these presents. Witness our Hands and Seals this said nineteenth day of April, in the said two and twentieth year of the Reign of our said Soveraign Lord Charles the Second, over England, &c. Anno (que) Dom. 1670.