of the taxes due by the Compagnie d' Orient on account of each mine worked by them, the said company must declare that they consent in every respect to abide by the regulations drawn up by the Chinese Foreign Office and the Board of Railways and Mines and sanctioned by the Throne.

ARTICLE 11.

If the Campagnie d' Orient Branch Co. does not within three years lay before the Bureau of Mines and the Hua Yu Co. a sketch map with explanatory notes showing the situation of the mines it is desired to work, with the railway and other similar works in connection therewith, then this agreement will be null and void.

ARTICLE 12.

This agreement is to be executed, as is customary, in both Chinese and French, and in quadruplicate. One copy bearing the Official seal, to be filed at the Bureau of Mines, one copy at the French Consulate, one to be delivered to the Hua Yu Co. and one to the Compagnie d'Orient. In case of doubt or error, the French text is to prevail.

(2) AGREEMENT FOR JOINT MINING OPERATIONS BY NATIVES AND FOREIGNERS OF FUKIEN PROVINCE, IN THE THREE PREFECTURES OF KIEN-NING, TING-CHOU, AND SHAO-WU.

ARTICLE 1.

The Viceroy of the Min-Che provinces being desirous of developing the mines of Fu-kien, has created a Bureau of Mines, with officials at the head of it, whose duty it is to devise methods for profitably exploiting the mines in the three prefectures of Kien-ning, Ting-chou and Shao-wu. With this object in view the Bureau has invited the Hua yu Co. and the Cie d' Orient to raise capital.

The issue of shares both to foreigners and natives is to be under the supervision of the Bureau. The purchase of land, through the agency of the Chinese officials will be the special province of the Hua yu Co.

Foreigners who hold shares will be entitled to satisfy themselves regarding the profits declared on the shares but must not concern themselves with the control of the company. The Cie d' Orient will have exclusive direction of the actual mining operations, and will be allowed a period of three years to prospect in the above mentioned districts. However many sites the company selects, they will have the right to work them. On the expiry of this term, another company may be granted the right of selecting and working the sites not selected by the Cie d' Orient. When the Cie d' Orient has decided on a sight, a term of one year will be allowed: if work is not begun. within that time, their rights may be transferred to another company.

ARTICLE 2.

The Hua yu Co. has made a separate agreement with the Cie d' Orient for the purpose of raising money and floating a Company. The Hua yu Co. agrees to provide in the meantime a sum of $80,000 for the acquisition of land, and the Cie d' Orient a sum of 7,400,000 for the expenses of opening and working the mines. Both these sums are for preliminary expenses. When actual mining sites have been determined on, as each centre is selected, the amount of capital required will be calculated and shares offered to natives and foreigners. In the allotting of shares the majority will be sold to Chinese-if the latter are able to buy them, and natives and foreigners will enjoy equal rights and advantages without favour to one party or the other.

ARTICLE 3.

When this agreement is sanctioned, and before the exploitation of the mines, the Cie d' Orient will send foreign superintendents or mining engineers to explore and examine the mining fields. The Bureau of Mines will send an official to accompany them.

ARTICLE 4.

When the Cie d' Orient have carried out their surveys and investigations, they must make a sketch map with explanatory notes showing clearly what mines they wish to work, and the map will be forwarded to the Bureau of Mines by the Hua Yu Co. The Bureau will report to the Viceroy who will apply for the Imperial sanction. If the mining sites are the property of private individuals, or held in common by several persons (as ancestral temples, and such like) the Hua yu Co. must come to terms, by leasing or buying, with the owners, before they can begin work. Where mines are already worked by Chinese, the Cie d' Orient must not encroach on their property; but if the former wish to sell their interest, the Hua yu Co. can treat with them for a transfer of their mines. If the Hua yu Co. cannot come to an understanding with the owners of the property, whether individual or joint owners, the Bureau of Mines may send an official to make a valuation and fix a fair price. The owners must not hold out for future higher prices, nor must the Bureau attempt to depreciate the value. The Company may if they desire it, lodge with the Bureau of Mines the amount demanded by an owner, and the Board will negotiate with the owner for a lower price, and will hand over the money to him. Should the owner desire shares in the company, he may receive payment in that form instead of in cash.

ARTICLE 5.

The Hua yu Co. will deliver to the Bureau of Mines half of the 5% of the shares which the Hua yu Co. are entitled to receive gratis from

the Cie d'Orient: also in accordance with the agreement by which the dividends on eight per cent, of the "free shares" allowed to the Cie d' Orient, are to be assigned (to the Hua Yu Co.), so eight per cent of the "free share" scrip is to be handed over to the Bureau of Mines.

ARTICLE 6.

The Hua yu Co. will in acknowledgement of its indebtedness to the Chinese Government, pay to the latter 25% of the profits on the "free shares," viz: 25% (of the dividend on) the before mentioned "free share" scrip. The Bureau of Mines created by the Government will have the right to verify the accounts in connection with the payment. All articles intended for mining work or for other works in connection with the mines and all mining produce, are to pay likin and other Inland duties. Customs duties will be paid according to the tariff in force.

ARTICLE 7.

The Hua yu Co. will, on the issue of the Cie d' Orient's shares, forward at once to the Bureau of Mines, the 24 per cent of the shares, referred to in Arts. 5 and 6, as also the 33% of the "free shares."

ARTICLE 8.

If the mines lie in land belonging to the Government, the Board will depute an official to confer with the directors of the Hua yu Co. and fix a rent charge to be paid by the company.

ARTICLE 9.

The expenses of the deputies from the Bureau of Mines who accompany the mining experts and of the military escorts will be defrayed by the Cie d'Orient. Deputies of the Bureau of Mines will look after and protect the machinery etc., despatched to the Mines.

ARTICLE 10.

If the Cie d'Orient wish to bore or sink shafts or commence any other works for purposes of prospecting, they must first notify the Hua yu Co. who will report to the Bureau, and will also come to terms with the owner of the land: but they need not include in the purchase, other land lying apart from the mine. If these operations occasion any damage to the owner of the soil, the company must agree to compensate him. If there exist any tombs or temples, which can be moved to another place, The company must come to an agreement with the family concerned of the local officials who will decide what compensation is due. If the owners refuse to move the tombs or temples, the company must find means of keeping clear of them; they

must not be pulled down, undermined, damaged or enclosed. The Bureau of Mines will strive in every way to facilitate mining operations. The local and provincial officials pledge themselves to protect to the fullest extent of their power the staff and the plant and machinery of the mines, and not to allow any trouble.

ART. 11.

The Cie d'Orient has power to dredge rivers, in the vicinity of places where shafts have been sunk, in order to improve the means of transport; also to construct a small branch railway to the nearest navigable waterway, or to places connected with the mining works. But it is expressly declared that such a line must be merely a branch line. A main line must not be constructed. These waterways and railway can only be used for the transport of the produce of the mines. If it is proposed to carry passengers and merchandise, regulations for that purpose must be drawn up and a new agreement made..

Maps showing these waterways and railways must be submitted to the Bureau of Mines, who will enquire into the facts connected with the localities, and ascertain if any obstacles exist to the project. The matter will be referred to the Chinese Foreign Office and the Board of Railways and Mines, who will telegraph instructions to the authorities of Fu-kien; prior to this no work may be begun.

If it is necessary to acquire land (for the above mentioned means of communication) the Hua yu Co. will in this case also proceed in accordance with the regulations laid down (for purchasing mining sites). If telegraphs or telephones are required for purposes of communication between the different mines, forwarding stations and godowns, application may be made to the Bureau of Mines.

ART. 12.

The Cie d'Orient will have the direction of all mining operations, but under the supervision of the Bureau. Each mining establishment will have a foreign and a native manager whose salaries will be paid by the Company. Native employees only will be engaged, if they are competent for their duties, and they are to be most carefully instructed in their work. Workmen are to be engaged locally as far as possible. These last regulations are not to be construed too strictly.

ARTICLE 13.

The mining establishments with their godowns are all to be effectively protected by the local officials in accordance with the intention of the Bureau, and they must themselves conduct their business with scrupulous regard for the laws, and must by careful surveillance prevent the mines from harbouring malefactors.

ARTICLE 14.

Out of their yearly profits the Cie d'Orient will, after paying all expenses, appropriate three sums viz:

1. A sum sufficient to pay 7% for the year on the shares and this interest to be cumulative.

2. 10% of the remainder to be applied to gradually redeeming the shares, the value of the latter being, for this purpose, reckoned at 10% premium.

3. A sum to be applied to forming a reserve fund for the purposes of renewing the plant. The balance of the profits left after these deductions will be profits of the "free shares," and the dues to which the Government and the Provincial Authorities are entitled, with the exception of the Customs duties, will be levied on these last profits. The rest will be divided equally amongst the holders of the “free shares." As regards the amount of taxes due on each mine, the company declares explicitly that it will abide in every respect by the new regulations drawn up by the Chinese Foreign Office and the Board of Railways and Mines and sanctioned by the Throne.

ARTICLE 15.

Each mining establishment and branch establishment will keep separate accounts and the profits of one must not be set off against the losses of another.

ARTICLE 16.

At the end of each year complete detailed accounts will be prepared, and verified by the two foreign and two native directors. The accounts will be also presented at a meeting of the shareholders and afterwards submitted to the Bureau of Mines, who will examine them once more and then publish them in the papers and report to the Peking Government and also to the high Provincial Authorities. Neither the Chinese Government or the Bureau of Mines is to be in any way concerned in cases of losses.

ARTICLE 17.

A term of 50 years is granted for the working of the mines, commencing from the ratification of this agreement. On the expiration of this term, the mines with all the roads, bridges, telegraphs, railways etc., will all revert to the Bureau of Mines, who will restore to the original proprietors the mining lands which have been leased from them. All other property, including the works and the buildings, will devolve in the Chinese Government, who will not be bound to make any payment for them.