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Jones was argued this term before the Lord Chief Justice and WRIGHT, KENNEDY, DARLING, and OHANNELL, JJ. The judgment was delivered orally by the Lord Chief Justice, and in the absence of the other four learned judges. It must, of course, be taken that all five had discussed the case, and had arrived at unanimity as to what the decision should be. But can a judgment which the four junior members of the court had never heard be taken as the judgment of the whole court? Unanimity as to the decision itself does not carry with it agreement with every observation contained in the judgment of a single member of the court. Here the junior judges had no opportunity of correcting any slip (if such there be) in the ju gment of their chief, or of adding any explanatory observations of their own. The words of the statute are clear, and, with very great respect, it is submitted that a judgment given in this way is not given in exercise of the jurisdiction which Parliament has conferred on “five or more judges.”

Ir WOULD undoubtedly have been useful had the case of Jlfoult v. Iialliday decided the point for which the plaintiff contended—namely, that in the case of the hiring of a domestic servant either party is at liberty to terminate the service at the end of the first month by notice given within the first fortnight; but, under the circumstances of the appeal to the Divisional Court, it was impossible for the existence of the alleged custom to this effect to be determined. The plaintifi entered the service of the defendant as housemaid on the 1st of March, and on the 12th of March gave notice to leave on the 1st of April. The plaintifi left accordingly on the last-named date, but the defendant claimed to be entitled to a month’s notice, and refused to pay the plaintiff her month’s wages. For these the latter sued in the \Vestminster County Court. Ordinarily the contract between the master and a domestic servant is a contract to serve for a year, the contract to be determined by a month’s notice or by payment of a month’s wages (per PARKE, B., in Turner v. Mason, 14 M. & \V., p. 116). Upon this contract the further term allowing special notice to be given for the termination of the contract at the end of the first month can, of course, be grafted by custom, but the question whether or no such a custom exists is one of fact, to be determined in a county court case by the judge of the county court, and in the present case the judge decided against the custom. Since he had done so there was no possibility of altering the result, and the Divisional Court (Hawxms and OIIANNELL, JJ.) confined themselves to observing that the custom was reasonable, and that, on the evidence before him, the county court judge might very well have found that it existed. Probably not a few judges would have been willing to have arrived at this conclusion upon their own extra-judicial knowledge. We should have said that the possibility of settling at the end of the first fortnight whether the service was to continue beyond the month was an accepted axiom in every household. But custom is a matter of slow growth, and, so far, this addition to the ordinary contract of service must be regarded as unproved.

A CURIOUS point as to the validity of a notice of dishonour of a bill of exchange arose in 1"i'el(Zz'n_q v. Corrie (ante, p. 45). The plaintiffs sued as indorsees and holders of a bill of exchange due on Saturday, the 10th of November, 1894, and one of the defendants, Mrs. EDWARDS, was sued as indorser of the bill to the plaintiffs. Just before maturity, the bill was paid in by the plaintiffs to the Cardifi branch of the County of Gloucester Bank ; was sent by the bank to their agents, the London and Westminster Bank, and was by the latter bank presented at the National Provincial Bank of England, where it was payable. The bill was dishonoured, and on the 12th of November the London and Westminster Bank gave notice of dishonour to the County of Gloucester Bank, but by mistake the notice was addressed to the Cirencester branch of the bank and not the Cardiff branch. On the morning of the 13th the mistake was found out, and notice was sent by telegraph to the Cardiff branch. The Cardiff branch then duly gave notice to the plaintiffs and the plaintiffs to the defendant. The defendant alleged, however, that there had been a delay by the London and Westminster Bank


which broke the continuity of the chain of notice, and consequently that her liability as indorser was discharged. Under section 49 of the Bills of Exchange Act, the notice is not in time unless, where the persons giving and receiving the notice reside in difierent places, it is sent off on the day after the dishonour of the bill. Hence, if no notice was sent by the London and Westminster Bank on the 12th, this requirement was not fulfilled, and the defendant was right in her contention. Since the Cirencester and Cardiff branches of the County of Gloucester Bank could not for the purpose of receiving the notice be treated as identical, there was in fact no notice sent on the 12th, and on the strict reading of the statute, the defendant was right. This view was adopted by COLLINS, L.J., who did not admit that the telegram of the 13th could cure the omission to send off the notice on the 12th. The majority of the court (A. L. Siiirrn and Rieiav, L.J.I.), however, treated the sending of the two notices, the first by letter and the second by telegram, as one continuous act, so that the error in the letter was cured by the telegram. Substantially, of course, this is right, since in the result there was no actual delay; but it is difficult to see how a letter which was sent to the wrong persons, and therefore was ineffectual, was entitled to be regarded at all. The actual notice was the telegram, and that was not sent off within the statutory time. It is important to maintain the principle of sending notices of dishonour without delay, but a little more elasticity in the Bills of Exchange Act would avoid the necessity for such a questionable straining of

the law.

CAN A court acquire jurisdiction by prescription ? Ever since the Companies (Winding-up) Act, 1890, the Chancery D1V1B1011 has never hesitated to alter a memorandum of association o_r to reduce the capital of a company. And yet these applications are expressly directed to be made to the court which has jurisdiction to make an order for winding up the company. In R6 Islington and General Electric Supply (36 Somoiroiis’ JOURNAL, 487; 1892, W. N. 81) CHITTY, J., with the concurrence_of NORTH, STIRLING, and Knicizwicii, .IJ., held that the jurisdiction was unaffected by the Winding-up Act, 1890, as the transfer order of the 26th of March, 1892, only operated on a particular portion of the High Court’s jurisdiction, and left the rest untouched. He held that the order did not apply to petitions for reduction of capital or to applications under the Memorandum of Association Act, 1890. Now, the only jurisdiction of the Winding-up Court being derived under the Winding-up Act and Order, it would seem that the Winding-up Court could neither alter a memorandum nor reduce capital. In Re Jlmmg Sim/res Investment Co. (41 W. R. 376; 1893, 2 Ch. 660) and R6 Ocean Queen Steanzslzip C'o.(1b. 570; 16. 666) VAUGHAN WILLIAMS; J ., decided, after an elaborate argument, that the Windiiigjup Court could do both, but refrained from expressing any opiuwll on the powers of the Chancery Division. Under the Winding-up Act the High Court has jurisdiction to wind up companies, but the jurisdiction is to be exercised, either by such judge or ]11dg93 of the Chancery Division of the High Court as the Lord Chancellor may assign to exercise that jurisdiction, or by the judge who for the time being exercises the bankruptcy urisdiction Of the High Court. The decisions are diflicult to reconcile. _ThB same point arises on an application to restore to th_e register under the Companies Act, 1880. The application must be made to “the superior court in which the company 15 liable to be wound up.” In Re City Lands Investment Corporation (Nov. 20) such an application was made to Noarn, .T.,_and was assented to by the registrar. No authorities were cited. Nonrn, J., raised the question of jurisdiction, but on learning that it was the common practice to apply in the Chancery Division; that there was an unreported decision aflirming the jurisdiction, and no decision to the contrary, he made the orderOn the 27th of November the same learned judge made 5 similar order in Re Jllutaal Investment 0'0. without raising tllfl question at all. In the absence of any argument or discussion on the point, these cases can hardly be regarded as dehberato decisions as to the question of jurisdiction. So long as an application is unopposed no difficulty is likely to arise, but should a hostile case arise in the Chancery Division, it is just possible that Re Iklington and General E/eclrie Supply might


be overruled by the Court of Appeal. The jurisdiction would, at all events, be more clearly defined than it is at present.


A CURIOUS QUESTION arises on a point in the law of landlord and tenant which must have frequently occurred in practice, but upon which apparently no precise authority can be found. A. (a landlord) lets a house to B. (a tenant) for twenty-one years determinable at the end of the seventh or fourteenth year by either party_on six months’ notice. During the thirteenth year, B., erroneously supposing that his right to terminate the tenancy has arisen, gives a six months’ notice to A., who, equally under a mistake, accepts it. B. is permitted to go out, and A. puts a caretaker in the house, and attempts to let it. Shortly afterwards, A. discovers that the notice was premature, and claims to hold B. to his covenants to repair and to pay rent, &c., down to the end of the fourteenth year, B. having meanwhile taken another house. It is clear that the notice was invalid, and that the mere acceptance of it by the landlord is of no effect unless followed by some act amounting to a surrender of the tenancy by o eration of law. It is equally clear that if A. and B., with full Knowledge of the facts, had acted in the way above indicated there would have been a surrender of the tenancy ; the principle being that where “ the owner of a particular estate does an act the validity of which he is estopped 1 from disputing, or which could not have been done if the ‘ particular estate continued to exist, there the law says that the act itself amounts to a surrender” (Lyon v. Rood, 13 M. & W. 285). The question, therefore, would seem to be whether A. is estopped from denying the validity of his act—viz., the taking possession (which was certainly inconsistent with the continuance of the relation of landlord and tenant), or whether he can allege that he was acting under a mistake, and that B. was equally acting under the same mistake in going out. If, in the circumstances supposed, A. had let the house to another tenant, it would be clear that the former lease a

w s surrendered, and B. would be estopped from denying that his notice was a good one ; and if this is so, it would apparently follow, inasmuch as estoppels are mutual, that A. is equally estopped from denying the validity of the notice after it has been acted upon by both parties. On the other hand, where parties come to an agreement under a mutual mistake of fact, such an agreement will generally be set aside, even if the parties cannot be put in etatu qua ; and it is equally the law that an act, such as acceptance of rent, which is generally unequivocal and gives rise to the presumption of a tenancy, may be explained so asto rebut that presumption (see Doe v. C1-ago, 6 C. B. 90). It is, however, submitted that the true conclusion in the present case is that, the act of taking possession being voluntarily done, although under a mistake, will operate as a surrender, upon the same principle upon which it has been held that if a tenant during the currency of his lease takes a new lease on disadvantageous terms, his old lease will be deemed to be surrendered. In other words, surrender takes place, according to the judgment in the

case above mentioned of Lyon v. Reed, “independently, and even in spite of, intention.”

A CONVICTION was lately obtained at the Kensington Petty Sessions against certain well-known refreshment contractors for selling spirits adulterated with water, contrary to the provisions of section 6 of the Sale of Food and Drugs Act, 1875. It was proved to the satisfaction of the justices that the offence was committed by servants of the defendants without the knowledge or connivance of the defendants, and against their express orders, but it was held that this fact constituted no defence to the charge. It is hardly open to question that the magistrates came to a right conclusion. Apart from decisions of the courts, the Act of Parliament seems clear, and the Legislature appears to have deliberately intended that it should have the meaning put upon it by the judges. Sections 3 and 4 of the Act refer to the serious offences of deliberately mixing any injurious substance with any food or drug, or selling any food or drug so mixed. \Vith regard to these offences, it is expressly provided, bysection 5, that absence of knowledge shall be a good defence. This nroviso does not apply to section 6, which enacts that “ no


person shall sell to the prejudice of the purchaser any article of food or any drug which is not of the nature, substance,_ and quality of the article demanded by such purchaser.” Since, then, the word “knowingly” is not used in section 6, and since section 5 expressly refers to the two preceding sections, but not to section 6, it seems clear that absence of knowledge_ is no defence to a charge under section 6. Thus, it was decided in Betls v. .4;-mam! (36 W. R. 720, 20 Q. B. D. 771) that a baker charged with selling bread containing alum was not excused by proof that he did not know of the presence of the alum in the bread. This was followed in Pain v. Bouyktwoorl (38 W. R. 428, 24 Q. B. D. 353) and in Brown v. Foot (66 L. T. 649). _It was on the authority of the last-mentioned case that the Kensington justices based their decision. BROWN was a milk-seller, who was convicted of selling watered milk. The evidence shewed that his servant, contrary to his express orders, had secretly added the water in question, and had sold the milk in that adulterated condition without his master’s knowledge. The court, however, held that under these circumstances the conviction was right, and that a person is bound, not only to abstain himself from selling adulterated food, but to see that it is not sold by anyone on his behalf. There is, however, one recent _case which, as reported, is not in agreement with the other decisions. This _is Koarley v. Tylor (65 L. T. 261), which was decided some six months before Brown v. Foot, but is not noticed in the latter case. In this ease the defendants were convicted under section 6, their servant having infringed the Act without their knowledge, and apparently by mistake. The High Court quashed this conviction, one of the learned judges being reported to have said that “there is nothing in the Sale of Food Act, 1875, which prevents the applicability of the ordinary law as regards the criminal liability of a master for his servant to cases under that Act.” The respondent in this case was not represented by counsel, and the cases mentioned above do not appear to have been cited. It is submitted that the above-quote observations (if correctly reported) are not reconcileable with the other decisions, and that this case was wrongly decided.

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A CORRESPONDENT draws our attention to _the recent case of Klamliorowski v. Cooke, before the Lord Chief Justice and a special jury, in which the plaintiff sued in respect of a l._ibel contained in the particulars of claim in a cou_nty_court action. Our correspondent suggests that such a claim is absolutely privileged, and refers to Odgers on Libel, 3rd ed., p. 2_l6. The cases quoted by Mr. ODGERS amply support the proposition that matters occurring in the course of judicial proceedings are privileged, and if it were not so it would obviously be impossible for the parties and their advisers to take the necessary steps to state and prove their claims. With respect to pleadings this appears hardly to have been doubted, and the authorities relate to cases where it has been questionable whether the statement was made in the course of a judicial proceeding (Lake v. King, 1 Wms. Saunds. 131b, note (1) ). Thus in Buckley v. Wood (Cro. Eliz. 230, 248) a charge of procuring murder and piracy contained in a bill in the Star Chamber was held to be actionable, because over such matters that court had no jurisdiction. On the other hand, Ea-re v. Mollere (3 L_eon. 163) decided that no action lay for defamatory expressions contained in a bill in Chancery, although addressed directly to the Sovereign. In recent times the rule was recognized by POLLOCK, B., in Proctor v. Wobstm- (16 Q. B. D. 112), whereit w_as held, however, that a letter addressed to the Privy Council with respect to the conduct of an official whom the Council had power to remove was not a proceeding in the course of justice, and was actionable. It might be supposed that there was less need to allow the privilege to atfidavits than to pleadings, but even here the same rule prevails, and though an afiidavit _is scandalous, false, and malicious, and the person injured by it is not a party to the cause, no action of libel will lie (Henderson v. Broomlwad, 4 H. & N. 569); and it makes no difference that the statement complained of was irrelevant and has been expunged from the affidavit as impertinent and scandalous by an order of a competent court (Konnerly v. .Hi'lZi7a/rd, 10 C. L. R. l95). Provided only the court has power to entertain the action in which the pleading is made or the affidavit sworn, such documents come

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within the rule that statements made in the due course of judicial proceedings are absolutely privileged. The fact that this point was not taken in Klamborowalci v. Cooke is certainly not to be regarded as casting doubt upon the rule.

Tarzan ARE many cases in which the law implies indemnities, in obedience to principles of justice (De Colyar on Guarantees, 8rd ed., p. 59, and cases there cited). Thus it is a well-established general rule that whenever a. person mortgages his estate to secure the debt of another, the mortgagor can call upon the debtor to indemnify him by exonerating the estate so mortgaged (Lea v. Rook, Mos. 318 ; Pairs v. Pain, 1 Ves. 521). To this rule the case of a married woman joining with her husband in raising money by mortgage of her separate estate is no exception, she being regarded, under such circumstances, as a mere surety for him, and therefore entitled to all the rights incident to that relation (Hudson v. Carnticliael, Kay 613 ; Hunt1'n_qdon v. Hunta'n_q¢Zon, 2 Bro. P. C. 1; Aguila/r v. A_quz'lar, 5 Mad. 414). It has, however, been recently held by KEI(EWICH, J., in Payet v. Pa-got (ante, . 67), that where a wife’s life interest under a. settlement has been made available for raising money to pay her husband’s debts by means of relief from the restraint on anticipation obtained by order made under section 39 of the Conveyancing Act, 1881, the wife cannot compel the husband to indemnify her or her separate estate against her contributions towards payment of his debts. The ratio dscidemli of the judgment seems to be that, as the order giving the relief prayed made no mention of an indemnity, therefore none could be implied and none could have been contemplated or intended by the married woman herself. Without venturing to question the accuracy of this decision, having regard to all the facts of the case, we would nevertheless suggest that the mere omission from the order of the court of any reference to an indemnity is by no means inconsistent with the notion of an implied indemnity. On the contrary, it seems rather to favour the view that the court considered the indemnity implied by law to be sufficient, and therefore did not prescribe any other.

Tm: osss of The Glongylr, recently decided by Mr. Justice Bsamzs, is a good instance of foreign enterprize. The steamship Glmgyle collided with the steamship Coronet in the Straits of Gibraltar, and, in a sinking condition, was salved by the steamships lformes and Nerra. The Iflrmos belongs to the Neptune Salvage Company, of Stockholm, and the Norva to the Nordischer Bergungsverein, of Hamburg, two companies formed solely for the purpose of rendering salvage assistance to vessels in distress. It seems extraordinary that, with the amount of shipping sailing under the British flag, this class of salvage work should apparently be in the hands of foreigners. It cannot altogether be an unprofitable undertaking, considering that Mr. Justice Bsnnss in this case awarded £19,000 to the owners, masters, and crews of those two vessels, and the Admiralty Court is always liberal in its awards for services rendered by steamers specially fitted for salvage purposes. The maintenance and establishment, said Bnnnss, J., of salvage steamers such as the Herrncs and the Nor-vo is for the general benefit of owners and underwriters, and others interested in sea-going vessels and their cargoes, and the crews and passengers of such ships, and must be liberally rewarded. The princi 1e acted upon by the court is, not that of a quantum moruit, but of giving such an award as will encourage people to keep vessels of adequate size and dimensions ready to go out. Some day, perhaps, the constant encouragement held out by the Admiralty Court to this class of salvage will bear fruit, and we shall find salvage steamers owned by British owners.

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A coon deal was said, and very well said—-especially by the President—-at the annual dinner of the Bradford Incorporated Law Society, as to the objects and utility of organizations of solicitors. The President, we are glad to observe, discarded the cant current in some quarters about the importance of these societies not putting forward the so-called selfish interests of solicitors. “They were,” he said, “men of a profession which could not be entered without hard labour and training, and without serious expense, and it would be unnatural if lawyers saw efforts being made, for some reason or other, to take the work which they had been declared qualified to perform out of their hands, and to place it in the hands of officials specially created for that purpose, and did not advocate their own interests. They had done so in the past, and it would be their duty to do so until they were satisfied that the change was not only necessary in the interests of the public, but was also, in all details, capable of being satisfactorily worked." This declaration, which we hope represents the attitude of most of the country law societies, is especially welcome at the present time; because in the future it is probable that the profession will have to look to these societies for the efficient protection of their interests from encroachments which the Government of the day or Parliament may attempt to make.

The Incorporated Law Society has done, and will continue to do, valuable work as regards the discipline of the profession, and its protection against interlopers other than Government officials or Parliament. But no one who has observed the course of recent events can doubt that, as regards the protection of the profession against the progress of officialism, the Central Society has ceased to be an etficient agency ; and it seems to us that the sooner this fact is recognised by the profession, the better it will be for their interests.

\Ve do not mean to impute blame to the council of the society; the fact is the almost necessary (if unforeseen) result of the success which has attended measures taken by them with a sincere regard to the interests of the society. They thought it well to call in King Stork, and they now find (what perhaps they did not anticipate) that they must submit to his rule. They succeeded in getting their President for the time being placed on the Rule Committee, with the result that on any questions affecting the interests of the profession which come before that committee their mouths as a council are closed. They can only “ instruct” the President. But the President for the time being may be, either a man with strong opinions of his own and in a minority on the council on the particular question, or he may not be a self-assertive person, and may habitually allow himself to be “ snuffed out ” by the masterful judicial members of the Rule Committee. It requires a good deal of courage to stand up to some of these members, and a year is a short time in which to learn how to deal with them. No sooner has a President attained some influence in the Rule Committee than he disappears, and is succeeded by a man who has all to learn over again.

Bearing this in mind, anyone can compare for himself the present chance of success in resisting an encroachment on the privileges of the profession with that which existed before the recent change. Formerly we should have had an admirable report of the council, pointing out the evils of the proposed change, circulated among solicitors ; representations would have reached the Rule Committee from all parts of the kingdom ; the council of the Central Society would have brought all their influence to bear on the committee ; and as there is nothing the committee fears so much as a public agitation (see their course with regard to the Scottish question), the encroachment would have been promptly abandoned.

But this is not the most serious of the recent changes. Disguise it as you like, the fact is that the Incorporated Law Society have become pensioners of the Government of the day. If they are in any way unruly as regards any measure on the passing of which the Government have set their minds, the continuance of the pension will be endangered; and its cessation would mean pecuniary difficulty to the Society. We_ do not mean to say, by any means, that this will prevent the council from acting for the protection of the interests of the profession; but W6

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do say that it will inevitably dispose them to enter into some com romise which may not commend itself to the profession as the iiest which could have been obtained. We need not here refer in detail to the difierence between the terms obtained by spirited country law societies with regard to a matter of the highest importance to the profession, and those which were meekly and joyfully accepted by the council of the Central Society.

The moral is that there is more need at present than there ever was before for well organised and energetic country law societies, as well as for the organisation which knits them together under the name of the Associated Provincial Law Societies. We should be glad to hear that this latter body was in a prosperous condition.

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UNDER Mr. Justice VAUGHAN W1LL1Ai1s’ control the practice in the winding-up court and registry seems to have become fairly well settled. Some reported decisions of the year shew that certain supposed rules of company law are not quite sound. For instance, most lawyers, up till quite a recent date, believed the court would never order a company to be wound up on the ground that it was “just and equitable” that it should be wound up (the 5th head of section 79 of the Companies Act, 1862), unless in a case qjuedem generic with those referred to in the preceding heads of the section. But this rule, which undoubtedly is to be found in the earlier cases, has now been more or less whittled away. Mr. Justice VAUGHAN WILL1A.\is, who delights in detecting a weak splot in an old Chancery case, had for some time been feeling is way towards upsetting this doctrine, and he received encouragement from what other judges said at the meetings of a recent committee. The learned judge’s decision in R0 T/zomas Edwa/rd B-rinamead §* Sons (41 Somoirons’ JOURNAL 12; 1897, 1 Ch. 45) was not exactly in accordance with the ejusrlem generic doctrine. The aflirming decision of the Court of Appeal (1897, 1 Ch. 406), although it is based on different grounds, recognized that the old construction of “ just and equitable ” was a narrow one, and Mr. Justice VAUGHAN W1LLIAms evidently did not consider that the Court of Appeal wished to perpetuate the old doctrine, for shortly afterwards he held that the desirability of having a scheme sanctioned under the Act of 1870 was enough to make it “just and equitable ” that the company should be wound up, although the petitioner was only a creditor whose debt was payable at a future time: Ra Australian Joint-Stock Bank, 41 Souolroas’ JOURNAL 469, W. N., 1897, p. 48. Shortly afterwards the learned judge boldly declared that the qjusdem generic doctrine might now be disregarded, and held that a complete deadlock as to the management of a company’s aifairs was a good ground for a winding-up order: Ra Sailing Skip “Kentmere” Co., W. N., 1897, p. 58. In a recent edition of a wellknown work the authors say: “It is to be regretted that the ajusrlem generic principle was pushed so far in some of the earlier authorities, and, whatever reported cases may say, there is a strong inclination now to relax the rule ” : Palmer’s Co. Prec., vol. 2, 7th ed., p. 36.

During Mr. Justice VAUGHAN WrLLIA1us’ absences on circuit Mr. Justice Brnnn occasionally undertook the winding-up business, and undonbtadly he gave great satisfaction by following the lines of the practice as adopted when Sir R. VAUGHAN WILLIAMS was sitting. Mr. Justice BYRNE has neither gone back to the old practice nor ventured on experiments of his own. He certainly declined to follow Ra rllont (la Piété of Englanrl (37 Somclroas’ JoUa1vAI. 48), in which an advertisement of a winding-up petition was allowed, although it omitted tb.e final note in the prescribed form. But the final note was printed on the other side of the leaf in the Queen’s Printers’ copy after the page on which the form apparently ended. Mr. Justice BYRNE 111 Re Hills India Rubber C0, N., 1897, 6) considered that peojiie had had time now to learn all about the form, and dec ed to overlook the irregularity of omitting the final note.

Solicitors who act for more than one of the parties appearing on


a winding-up petition should take warning by the rule of Mr. Justice VAUGHAN Wn.L1AMs, which has recently been adopted by Mr. Justice BYRNE in Ra Brighton 1/[arine Palace zmzl Pier Co. (41 Somciroas’ JQURNAL 257; W. N., 1897, 12). Creditors or contributories supporting the successful side will not, under the usual order as to costs, be allowed any share of the costs if they are represented by the same solicitor as the successful petitioner or other litigant. The names of the supporters should be added to the brief for the petitioner or company as the case may be ; but possibly the rule may be easily evaded.

In Re London 1llZ*tallur_q[cal C0. (45 W. R. 601; 1897, 2 Ch. 262) the official receiver tackled an outside liquidator on the question of the costs of certain proceedings. Mr. Justice VAUGHAN W1r.LIAMs distinctly laid down what was already known to company lawyers—that there is no such oflice as “solicitor to the liquidator." The liquidator commonly employs a solicitor, with the sanction of the court or the committee of inspection, to take proceedings or do legal business (see section 12 (4) of the Companies (Winding-up) Act, 1890), but he is under no personal liability to the solicitor for costs. The case just cited shews clearly that obtaining the sanction of the court or committee (under section 12 (1)) to the bringing or defending of legal proceedings does not free the liquidator from the obligation of obtaining sanction under section 12 (4) to the employment of a solicitor; that a sanction, though not obtained prior to the initiatory steps of a proceeding, j ustifies future steps to which the sanction has been previously obtained; and that the court will not, as a rule, though it has power to do so, give subsequent sanction to legal proceedings commenced before sanction to employ a particular solicitor, except in cases of urgency.

The decision of Appeal Court No. 1 in Minna Crazy Slea-melujn Co. v. Clzarterad Jllisrcantile Bank (45 W. R. 338; 1897, 1 Q. B. 460) is interesting as showing that the judgment in ram of a foreign court gives priority over the title of a liquidator although the winding-up order was made before the proceedings

, abroad were commenced. As to the effect when the proceedings

are in personam, see Re Oriental Inland Steam Co. (22 W. R. 810, L. R. 9 Ch. 557).

Under sections 32 and 43 of the Companies Act, 1862, certain rights of inspection of the company’s books are given to members and others. Section 156 provides that where a compulsory winding-up or supervision order has been made an order for inspection of the books by creditors and contributories may be obtained from the court, and it has been held that, after such a compulsory winding up or one under supervision has commenced, the power of in» -~ ~- '\o. at any rate under section 43, is gone : Somerset v. Lani.’ .J._... mus Co. (W. N., 1897, p. 29).

When the sheriff is in possession under an execution at the commencement of a winding up the court will order him to withdraw, the priority of the execution creditor being preserved : See Form 366 and the cases cited 2 Palmer, 6th ed., p. 306, 7th ed., p. 332. Mr. Justice Bvmvn, in Ra Hills India Rubber 00. (No. 2) (W. N., 1897, p. 20), followed this form and applied it, in eifect, in favour of other creditors who, the sherifi being already in possession, simply lodged their writs of execution with him before the commencement of the winding up.

The courts have recently had before them several cases in which landlords, execution creditors, and others have claimed to have rights superior to those of the general creditors of a company in winding up. In Croshaw v. Lg/ndhurat Ship Ca. (45

. R. 570; 1897, 2 Ch. 154) a judgment creditor of a company obtained the appointment of a receiver of the rents, profits, and moneys receivable in respect of the company’s interest in a ship and her freight, but before this order was acted on, a winding-up order was made against the company. Mr. Justice Srmnnvo held, following certain bankruptcy cases, that the order created no charge so as to make the judgment creditor a secured creditor, and that it was not the same as seizing the property in execution, and he therefore refused to give leave, under section 87 of the Companies Act, 1862, that the order should be further proceeded with. There were prior incumbrauces on the property—-the order was made without prejudice to them—aud in the argument it is stated that their existence rendered it impossible to issue execution. There was something which rendered the issuing of aft. fa. a useless proceeding, otherwise


a receivership order would not have been the remedy sought for. In an earlier case in the Court of Appeal (Lavasseur v. Mason @Barry (Lz'mz'ted), 1891, 2 Q. B. 73) Lord Consumes says that a receivership order (in much the same form and also against chattels) “has been called a step or process of equitable execution,” and proceeds to say: “ I should say that it is an order which shews that, in the judgment of the court, the person obtaining it would be entitled to execution, but that from some legal impediment execution cannot be had. It ascertains that, but that for that legal impediment, the person who obtains it would be entitled to the money or subject-matter upon which the order is to operate.” And Lord ESIIER says that when the difliculty is got over, the court orders the balance to be paid to the execution creditor, “ and the moment that order is made it relates back, in my opinion, to the time when the receivership order was made, and the receivership order takes effect from that time.” And the words of Sir Enwsan FnY's judgment go an equal length, for he says that in Chancery “ an order for a receiver was only made in the event of the plaintiff proving a primd faoik title to execution against the goods in question, and proving that primd facia title as of the day when the receiver was appointed.” When this case and the cases as to obtaining equitable execution as regards an interest in land are compared with Mr. Justice Sr1ui.ise’s decision, the propriety of that decision seems open to some doubt. The same learned judge again had to consider section 87 of the Companies Act, 1862, in Re Rozmdwood Collz'er_1/ O0. (45 W. R. 324; 1897, 1 Ch. 373). His decision-~that a power of distress on premises adjoining those demised made a mining lease a bill of sale—was reversed on appeal; but his dictumthat the court will not, at the liquidator’s instance, restrain further proceedings under a distress levied on a company-lessee before winding up commences, but not completed by sale, unless there are special circumstances rendering the distress inequitable—is untouched by the Court of Appeal, although apparently the court has jurisdiction in every winding up to restrain further proceedings under a distress. This case also bears on the position of a receiver, for the Court of Appeal held that, as the evy was before winding up, and before a receiver was “ effectively appointed" on behalf of the debenture-holders, it was good against them. The receiver appears to be “efiectively appointed” before he takes possession (see 1897, 1 Ch., pp. 392, 393); and effective appointment would appear to be the time at which the security actually attaches.



THE ANNUAL PaAcricE, 1898. BEING A COLLECTION or THE STATUTES, ORDERS, AND RULES RELATING TO THE GENERAL PiiAor1oE, PnocE1)UaE, AND JURISDICTION or 'i'iiE SUPREME Coimr. Wrrii NOTES, Foams, &c. By THOMAS Sivow, M.A., Barrister-at-Law; Cnaanss BURNEY, B.A., a Master of the Supreme Court; and FRANCIS A. Stamens, of the Central Olfice, Royal Courts of Justice. IN Two VoLUi\ias. Sweet & Maxwell (Limited); Stevens & Sons (Limited).

The most noticeable fact about this edition of the Annual Practice is the increased bulk of Vol. II. Upon examination it proves to be due to the transfer to that volume of the tables of cases and of statutes which were fonnerly at the commencement of Vol. I. As these tables fill some 250 pages the change in the appearance of Vol. II. is at once accounted for. But we question greatly whether this change will tend to the convenience of the reader. Apart from this alteration, the volumes retain the arrangement with which the profession has become familiar, and the editors refrain, perhaps prudently, from any forecast as to a revision of {the work such as that in which they were wont to indulge. The changesin the rules which are incorporated in the present edition are few. There is the new rule 1 of order 16, allowing persons to be joined as plaintiifs where their claims, although based on distinct causes of action, de end on a common question of law or fact, and there is the comPISBOIY summons for directions under ord. 30, r. 1. The efl'ect of this rule on procedure, and, in particular, in cases where the defendant is in default as to delivering his defence, is discussed in the notes to order 27. The edition has been prepared with the care which the profession have become accustomed to expect, and it is stated in the

reface that many of the notes have been condensed and rearranged. gut the condensation of the entire work seems as far off as ever.



A GENERAL Visw or run LAW or PROPERTY. By J . ANDREW STRAHAN, M.A., LL.B., and J. SINCLAIR BAXTER, B.A., LL.B. (Lond.), Barristers-at-Law. SECOND EDITION. Stevens & Sons (Limited).

The appearance of a new edition of Mr. Strahan‘s work on the Law of Property shews that his attempt to combine the outlines of both real and personal pro erty has been appreciated. He has had to content himself, indeed, with givin the outlines, and, considering the size of the book, no more could is expected; but, subject to the necessary limitations of space, he has touched with remarkable lucidity on the topics which go to make up the law of property. Starting from a general description of ownership, founded to some extent on Austin's analysis, and of things which are capable of being owned, he treats in successive chapters of kinds of interests in things owned, of modes of holding interests, and of modes of acquiring interests. This disposes of the main part of the subject. Then there are rights over things owned by others, such as easements and the like; proprietary rights not over things, including chases in action; and the various personal disabilities in respect of property imposed by status. Notwithstanding the approximation of the law of real property to the law of personal property, instanced quite recently, as Mr. Strahan points out, in the Land Transfer Act of the present year, the two systems are still essentially different, and it has required no little arrangement and ingenuity to exhibit them as parts of one symmetrical whole. But Mr. Strahan has succeeded in doing this, and to students who use his book the advantage of seeing in close juxtaposition matters which are ordinarily kept so far apart will be very great. A specially useful chapter is that on modes of holding interests, where the division of interests which takes place when property is held in trust or 15 mortgaged is explained. The student will not easily find a better

general view of the law of property than that which is contained in this book. _ 7 _i_V*’


Lectures on the Principles of Local Government. Delivered at the London School of Economics, Lent Term, 1897. By GEORGE LAURENCE Gonna, F.S.A. Archibald Constable & Co.

The Trial of Lord Cocliraue before Lord Ellenborough. By J. BATLAY, M.A., Barrister-at-Law. With a Preface by EnwAan DOWNES LAW, Commander, Royal Navy (retired). Smith, Elder, & Co.

A Code of the Law of Rating and Procedure on Appeal. With an Appendix containin all the Statutes (including the Agricultural Rates Act, 1896), Fufiy Annotated, and Specimens of Valuations made for the Purposes of Rating. By SYLVAIN MAYER, B.A., Ph.D-. Barrister-at-Law. Waterlow and Sons (Limited).

Table of the Death Duties, including the New Estate Duties. By E. HARRIS, of the Legacy and Succession Duty Department, Somefflfit House. Second Edition. William Clowcs & Sons (Limited). Price 65.

Addenda to the Third Edition of Edwards’ Law of Property_i11 Land; forming a Summary of the Land Transfer Act, 1897, With some Provisions of the Land Transfer Act, 1875.


STAMPS ON GRANTS RESERVING RENTSA TO MIORTG'AGEE5[To the Editor of the Solicitors’ Journal.]

Sir,—The question of the duty on such grants was referred to ill letters appearing in 26 Somcrrons’ JOURNAL, pp. 403, -162, and 491The mo es there indicated of avoiding the extra 10s. stamp on Such sale were (1) to dispense with a separate declaration in the conveyance that the rent should be subject to the same equity of redemP' tion and power of sale and other powers as the land was subject t0. and to add these words in the limitation of the rent to the moli~B’“' gee ; a deed so framed has quite recently been adj udieated without any stamp on the rent as a security for the mortgage debt; ('3) l° have a general deed which should apply to all rents (this would b9 either before or after the rents were created) ; or, if not too late. (3) gleipddifiiculty could be met by an express provision in the mortgltge

If the conveyances contain a declaration framed as suggested Bl p. 64, one efl’ect would appear to be to give the mortgagor a right i° redeem each particular rent on payment of its proportion (as stated) of ]t)he mortgage debt. B

ec. 3.

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