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The words complained of were apparently contained in the parti- either of them. In this mortgage deed was contained the express proviso culars of claim filed in a county court action.
that the mortgage debts transferred to the Prudential Co. should Were not these statements made in judicial proceedings and continue
foot as subsisting charges on the life estate of absolutely privileged ?
the second earl for the benefit of the Prudential Co. by way The point is of importance to solicitors and their clients.
of an additional security for the principal sum then borrowed of that I refer to Mr. Odgers book on “Libel,” p. 191 of the 2nd company. Subsequent mortgages were executed to secure the further
advances above-mentioned. That was the position of matters when the edition.
second earl died upon the 28th of February, 1895. His lordship could not Dec. 2.
doubt that in these dealings with the settled estates the life estate of the second earl therein was expressly kept on foot as security for the moneys
borrowed thereon, and that it was not extinguished or merged in an CASES OF THE OF THE WEEK.
equitable estate in fee in the Prudential Co. The real substance of what
was done-and this was what must be looked at apart from the form of Court of Appeal.
the conveyancing—was that the second earl mortgaged his life estate to
the Prudential Co. and that his son mortgaged his reversion to that comRe THE DUTY PAYABLE ON THE ESTATE OF EARL COWLEY. No. 1. pany to secure the repayment of the £230,000. He could not agree with 3rd Dec.
the learned judges in the court below that it was one charge on the fee Revenue-EsTATE DUTY-SETTLED PROPERTY–MORTGAGE OF LIFE ESTATE It was true that by the conjoint operation of the father and son the
simple of the settled estates—in other words, an overriding charge thereon. AND REMAINDER-VALUE OF ESTATE PASSING ON DEATH OF TENANT FOR Prudential Co. obtained an equitable estate in fee, but the charge Life -FINANCE Act, 1894 (57 & 58 Vict. c. 35), s. 2, suB- SECTION 1 (B); remained a charge upon the life estate of the second earl and upon the s. 7, SUB-SECTIONS 1, 7 (B).
reversion of Viscount Dangan. The life estate of the second earl remained Appeal and cross-appeal from the judgment of the Divisional Court extant until his death on the 28th of February, 1895, charged with the (Pollock, B., and Bruce, J.) on a petition by the third Earl Cowley under mortgage of £230,000, when the life estate and the mortgage thereon each section 10 of the Finance Act, 1894; reported in 45 W. R. 538 ; (1897) 2 ceased. Coming to the Finance Act, 1894, section 1 would not cover the Q. B. 47. The facts are stated in the judgment of A. L. Smith, L.J. present case, for the life estate of the second earl ceased at his death and The Divisional Court gave judgment for the petitioner allowing him a did not pass to anyone. By section 2, sub-section 1, however, it was deduction from the principal value of the estate in respect of a mortgage enacted that property passing on the death of the deceased should be debt of £230,000, and for the Crown refusing to allow a deduction in deemed to include the following property : (a) Property of which the respect of a sum of £65,000, being the capitalized value of an annuity deceased was at the time of his death competent to dispose.' That did of £3,000, which his father had covenanted to pay to the petitioner not embrace the present case. “(6) Property in which the deceased or during the former's life, and which had been charged on the father's life any other person had an interest ceasing on the death of the deceased to estate.
the extent to which a benefit accrues or arises by the cesser of such interest." The Court (A. L. SMITH, RIGBY, and COLLINS, L.JJ.) allowed the This sub-section, in his judgment, covered the case of the life estate of the appeal of the Crown, and dismissed the cross-appeal of the petitioner.
second earl, which ceased upon his death, mortgaged as it was to the Pru.
dential Co., and was intended to embrace such a case; and the extent A. L. SMITH, L.J., read a judgment, in which he said that the question to which a benefit accrued by the cesser of such interest was the extent of raised upon the appeal was upon what amount was estate duty, under the interest which then ceased. That is the life estate of the second earl, the Finance Act, 1894, to be assessed upon the estate of the second Earl and consequently his life estate, when he died, became property which by Cowley, who died upon the 28th of February, 1895-was it to be upon the the Act was to be deemed to have passed on his death, and came within sum of £538,426 118. 1d., the then net principal value of what he (the section 2, sub-section 1 (6). The next consideration was how by the Act Lord Justice) would call the settled estates, less only the sum of property which was to be deemed to pass upon a death was to be valued £9,140 179., or less also the sum of £230,000, the amount of a mortgage for estate duty. By section 7, sub-section 1, in valuing an estate allowdebt, and less also the sum of £65,200, the captalized value of an annuity ance was to be made for reasonable funeral expenses and for debts or of £3,000 a year payable to the third earl, then Viscount Dangan, by his encumbrances, if such debts or encumbrances were incurred or created father, the second earl, during his lifetime ?. It appeared that on the 27th bona fide for full consideration in money or money's worth wholly for the of June, 1863, the Earl of Mornington by will devised the settled estates deceased's own use and benefit and took effect out of his interest. That, to trustees upon trust for the first Earl Cowley for life, and then to the in his opinion, meant debts or encumbrances to take effect out of the second Earl Cowley for life, and then upon trust for the first and every estate which passed. This mortgage debt of the second earl was not a other son of the second Earl Cowley in tail male. The testator died on debt or encumbrance upon the estate which passed or was deemed to pass the 25th of July, 1863. The first Earl Cowley thereupon entered into pursuant to the Act, for the mortgage upon the estate of the second earl possession of the estates, and whilst in possession died on the 15th of July, I came to an end when that estate also came to an end, and was no longer 1884, and the second Earl Cowley then entered into possession thereof. a charge upon the life estate which was deemed to pass, and was not a The second earl had previously--viz., on the 1st of April, 1865-exercised debt upon the estate which passed, but only upon the reversion. Then a power of jointuring granted to him by the will of the Earl of Morning by section 7, sub-section 7, " the value of the benefit accruing or arising ton and appointed a rent-charge of £500 a year in favour of his wife from the cesser of an interest ceasing on the death of the deceased shall charged upon the settled estates. The second earl, after he had entered (6) if the interest extended to less than the whole income of the property, into possession of the settled estates, mortgaged his life interest therein be the principal value of an addition to the property equal to the income to the London Assurance Corporation to secure the repayment to them to which the interest extended.” It was under this sub-section that the of large sums of money then borrowed by him of them, and he further value
of the benefit accruing was to be ascertained, because the interest secured the repayment thereof by policies of insurance upon his life. In which ceased at the death of the second earl did not extend to the
whole these circumstances the second Earl Cowley and his eldest son (then income, but only to the income less the charges represented by the Viscount Dangan), who was then of age, being each in need before-mentioned sum of £9,140 178. Whatever might be the true of money, agreed to disentail the settled estates, and for that interpretation of the words "of an addition to the property," purpose, upon the 14th of January, 1887, executed a disentailing deed, which they did not mean that the value was to be arrived at by making was duly enrolled, whereby the father and the son conveyed the settled
an allowance for & mortgage debt like the mortgage debt of estates subject to the above-mentioned mortgages and charges to a trustee upon such trusts as the second earl and his son might thereafter $230,000 in this case. It was the value of the interest which passed or
was deemed to pass which was to bear the estate duty, and when this jointly appoint, and in default of such appointment to the use of the interest passed it was no longer, except by the son's own act, clogged with second earl for life, and then to the use of Viscount Dangan in tail. The this mortgage, for when the life estate ceased so did the mortgage thereon. second earl and his son proceeded to raise money from the Prudential It was not upon the value of what a man succeeded to that estate duty Assurance Co., and, to summarize the figures, they obtained from
was payable, and how could the act of a reversioner in diminishing the that company a loan of £210,000, afterwards increased by further value of his reversion when he got it affect the value of the property advances to the sum of £230,000, of which the father, the second earl, which passed upon a death? In his opinion, the value of the benefit took £199,987 118. 8d., and the son, Viscount Dangan, took $30,012 88. 4d. accruing
upon the death of the second earl must be ascertained under To secure the repayment of the £210,000 to the Prudential Co, a mort section o7, sub-section 7 (6), without making any allowance for the gage, dated the 8th of June, 1888, was executed by the second earl and £230,000 mortgage. As regards the annuity of £3,000 charged upon the his son, with the concurrence of the Countess Cowley, in favour of the life estate of the second earl and payable thereout during his life to hi Prudential Co., whereby they transferred to that company the mortgages son, in his opinion the same reasoning applied, and no deduction could which the second earl had given to the London Assurance Corporation and be made for that. As before stated, the Finance Act made liable to estate which were then existing upon his life estate in the settled estates, which duty the value of the estate which passed, and not the value it might be mortgages the London Assurance Corporation by deed of the same date to any individual successor, and this was the key to the construction of conveyed and assigned to the Prudential Assurance Co. The policies the Act; and consequently the point taken by Mr. Haldane, that the upon the second earl's life were also assigned to the Prudential Co. This third earl, when he succeeded to the settled estates, was no better off by mortgage deed recited that it was part of the arrangement for the loan the cesser of this annuity than he was before, was in reality not in point. that ihe mortgage debts to the London Assurance Corporation should be The appeal of the Crown as to the £230,000 mortgage succeeded, and the paid off and that they should be transferred to the Prudential Assurance cross-appeal of the third earl failed. Judgment must be entered for the Co. as a further protection and security for their loan; and by this deed Crown with costs. the second earl and his son, as beneficial owners, in the exercise of the
RIGBY and COLLINS, L.JJ., read judgments to the same effect.power of appointment vested in them by the disentailing deed and in the COUNSEL, Sir R. E. Webster, Á.G., Sir R. B. Finlay, S.G., and Vaughan exercise of any other power in that behalf, with the consent of the countess Hawkins'; Haldane, Q.C., and H. Fellows. Solicitors, Solicitor of Inland conveyed to the Prudential Co. the settled estates in fee subject to an
Revenue ; Collyer-Bristow & Co. equity of redemption reserved t the second earl and Viscount Dangan or
(Reported by W. F. BARBY, Barrister-at-Law.]
Re THE PEVERIL GOLD MINES (LIM.). No. 2. 1st Dec.
he gave ber a deposit note for £500, but forgot to endorse it, and so
she could not get the money; but he afterwards endorsed it, and she COMPANY-WINDING-UP-Right of CoNTRIBUTORY TO PETITION --Condi. did get the money on the day he died or the day before. He made
TIONS IMPOSED BY ARTICLES_VALIDITY-COMPANIES Act, 1862 (25 & 26 a will leaving everything to his wife, whom he made executrix. The VICT. C. 89), ss. 79, 82.
widow knew of the existence of the 1.0.U. and of the promissory Appeal from a decision of Byrne, J. A shareholder in the above-named note. Whether she knew of the transaction relating to the deposit company holding 5,000 fully-paid shares presented a petition to the court note I think does not appear; but she certainly knew of the other for a winding up order. It was admitted that he was entitled to present two documents, and knew that neither of them had been paid. She a petition but for clause 164 of the articles of association, and the question did not long survive her husband. As to her will, the important was whether he was estopped by that clause, as he had not fulfilled any point to bear in mind in reading it is that she had the whole of the of the conditions precedent. Clause 164 was as follows: “No petition assets of her husband, and that she was the person to pay his debts. Of shall be presented or proceeded with by a member to wind up the com
course the promissory note and the I.O.U., being given without considerapany, except and unless (a) by consent in writing of not less than two of tion, were not legally enforceable. Whether she knew the law about that the then board, or (6) in pursuance or by permission of a resolution I cannot say. By her will she appointed as executors her grandniece passed by a majority at a general meeting of the company, or (C) the Miss Hamlyn, and a person of the name of Stone, who renounced probate. petitioner or petitioners shall hold, or together hold, not less than one- She gave certain legacies. There is no direction to pay debts or do any. fifth of the then issued capital of the company, upon which all calls shall thing else, but amongst the legacies she says this : " I bequeath to the have been paid.” The company and two shareholders, one holding said Margaret Ann Hooper Hamlyn, the sum of £300 in addition to the twenty shares, on which 16s. 6d. had been paid, and the other holding sums owing to her from my late husband's estate.” Now, so far as the 13,600 fully-paid shares (being £1 shares nominal value), moved the evidence goes, there were no sums owing to Miss Hamlýn from Mrs. court to stay proceedings. Section 79 of the Companies Act, 1862, is as
Rowe's late husband's estate, but there were the promissory note and the follows: "A company under this Act may be wound up by the court, as I.O.U. Now, the question is, What are, first, the true construction, and hereinafter defined, under the following circumstances (that is to say): secondly, the legal effect of this bequest to Miss Hamlyn ? Romer, J., (1) Whenever the company has passed a special resolution requiring the said that he could not find any legacy of those two sums, and that it company to be wound up by the court; () whenever the company does amounted to no more than this, that the testatrix, being under the not commence its business within a year from its incorporation, or
erroneous impression that those were binding debts, gave Miss Hamlyn a suspends its business for the space of a whole year; (3) whenever the less legacy than she would otherwise have given. Now, with great members are reduced in number to less than seven ; 4) whenever the deference to the learned judge, I cannot adopt that view. It appears to company is unable to pay its debts ; (5) whenever the court is of opinion me that can find here language which, when the facts that it is just and equitable that the company should be wound up”; are known,, amounts to a clear legacy of $300 and of those and section 82 is as follows: "Any application to the court for the wind two sums of £500. It is in the form of a legacy of A. plus B.; A. ing up of a company under this Act shall be by petition, it may be pre- and is in a position to pay B. as well as A., it appears to me that that is a
in addition to B. Now, if a testator makes a legacy in that form, sented by the company, or by any one or more creditor or creditors, contributory or contributories of the company, or by all or any of the legacy of A. and B., and of B. as much as of A.” Of course, if the testator above parties, together or separately." Byme, J., being of opinion that is not in a position to pay B., then the legacy cannot be extended beyond clause 164 was inconsistent with sections 79 and 82 of the Companies Act, A. In this case, if the testatris had not been the paymaster, if she had 1862, refused to stay proceedings, and dismissed the motion. The com
not succeeded to her husband's assets and been in a position to make this pany and the two shareholders appealed.
legacy of these two sums, of course this would be a legacy of £300 only, THE COURT (LINDLEY, M.R., and OHITTY and VAUGHAN WILLIAMS, and you could not read it as a legacy of anything more ; but as it is, the L.JJ.) dismissed the appeal without calling upon the respondent.
intention is perfectly clear to my mind, and you cannot miss it, that out LINDLEY, M.R.- I will start with reading an extract from the judgment of her estatē, which she has obtained from her husband, and which she of Lord Macnaghten in Welton v. Saffery (45 W. R. 508, at p. 515 ; 1897, calls his estate, her great-niece is to have those two sums, plus £300-a A. C. 324): "These companies are the creature of statute, and by the gift of the £300 plus what she erroneously describes as “the sums owing statute to which they owe their being they must be bound,'in
regard to to her from my late husband's estate.". That is a mere falsa demonstratio. shareholders as well as in regard to creditors, in all matters coming within It is perfectly plain that she intended to regard these sums as debts. the conditions of the memorandum of association. Shareholders in these She eo describes them. She treats them as debts, but she says they are to companies require protection just as much as creditors, perhaps even more.
be paid out of her estate. That is the legal effect of this clause, and the Shareholders are not partners for all purposes; they have not all the rights key of the whole position is that she is the person to pay. Mr. Farwell of partners; they bave practically no voice in the management of the made a point about the deposit note being a satisfaction of one of those concern; their security in a great measure depends on the directors
sums of £500. I do not think there is anything in that, because it is a adhering to the requirements of the Act.” Anybody who is familiar with they are known to us. I do not dispute that if I send a person a cheque
mere question what is the true inference to be drawn from the facts as these Acts knows that companies are formed on certain conditions and are regulated and dissolved on certain conditions. The important sections in
or give him a promissory note I am supposed, if nobody knows anything the Act are sectious 79 and 82. (His lordship stated their provisions and further about it, to pay him a debt, or to constitute a loan, or even continued :) I take it that any article contrary to those which in substance possibly to make him a present. But you have a great deal more than says that the life of a company shall not cease in conformity with the that here. You not only have a man who is making presents to this lady, statute is a condition which is fundamentally at variance with the statutory but you have the very important circumstance that when he gave the obligations. I am not disposed to deny that a bargain may be made deposit note he never asked for either his I.O.U. or his promissory note. with a contributory or a creditor under certain circumstances, but a bar- If you take Miss Hamlyn's version of what occurred-and I see no reason gain such as this would be contrary to the true principle of the statute. to discredit it-it is quite obvious that there was, in effect, a gift intended. Sections 14 to 16 are not in point. I regard this as contrary to the inten. It appears to me, therefore, that Romer, J.'s judgment must be reversed. tion of the Act. The appeal must be dismissed with costs.
CHITTY and VAUGHAN WILLIAMS, L.JJ., delivered judgment to the same CHITTY, L.J.-I am of the same opinion. We are not concerned to effect.-Counsel, Neville, Q.C., and Jenkins, Q C.; Farwell, Q.O., and consider whether a shareholder may contract not to present a petition. Stewart Smith; E. U. Bullen. SOLICITORS, Taylor, Hoare, g. Pilcher ; Mear There is a condition annexed that a company may be wound up under & Fowler ; E. & J. Mote, for Carter 8: Carter, Torquay. certain prescribed conditions by section 79, and an article which stipulates
(Reported by R. C. MACKENZIE, Barrister-at-Law.! that sharebolders shall not present a petition must be invalid. I think this condition attached is an essential one and cannot be varied by the consent of the shareholders in the articles. Varghan WILLIAMS, L.J.-I entirely agree and have nothing to add.
High Court-Chancery Division. Appeal dismissed.-COUNSEL, Jenkins, Q.O., and W. H. Cozens-Hardy; Eve, Re TESSYMAN'S SETTLED ESTATES. North, J. 27th Nov. Q.O., and Eustace Smith. Solicitors, White & De Buriatte ; Robinson g Stannard.
PRACTICE-MARRIED WOMAN-DISPENSING WITH SEPARATE EXAMINATION(Reported by W. SHALLCROSS GODDARD, Barrister-at-Law.]
SETTLED ESTATES Act, 1877, s. 50-SETTLED LAND ACT, 1882, s. 33—
No TENANT FOR LIFE. Re ROWE, PIKE v. HAMLYN. No. 2. 30th Nov. ; 2nd Dec. This was a petition under the Settled Estates Act, 1877, under the WILL-CONSTRUCTION -LEGACY “ IN ADDITION TO SUMS OWING"
following circumstances : By his will, dated the 4th of February, 1871, LegateE—No Sums LEGALLY OWING -- Money SECURED BY PROMISSORY invest the same, and to pay or apply the whole, or such part as they should
TO Richard Tessyman gave his residuary estate to trustees upon trust to Note AND I.O.U. GIVEN WITHOUT CONSIDERATION-SUMS 80 Secured, think fit, of the income to arise from the investment of his residuary WHETHER PAYABLE--SATISFACTION of Debt-GIFT OF MONEY INTER VIVOS. personal estate or the capital thereof “unto or for the personal benefit
This was an appeal by one of the defendants from a decision of Romer, of my son Charles Edward Tessyman, or unto or for the personal benefit J., in favour of the plaintiff.
of his wife and child or children during his life, to the intent that my The Court (LINDLEY, M.R., and CHITTY and Vaughan WILLIAMS, L.JJ.) trustees may be enabled to adapt the disposition of the income or capital allowed the appeal.
of the said funds or moneys to the circumstances for the time being of my LINDLEY, M.R., said : In order to make my judgment intelligible, I will said son, and thereby to secure as far as possible his and their personal state shortly what were the circumstances at the date when the testatrix enjoyment thereof respectively”; and after the death of his said son, the died, which are legitimately in evidence. It appears that a Mr. and Mrs. testator directed his trustees to hold his residuary trust funds upon trusts Rowe, two married people, had staying with them as part of their family in favour of his son's children as therein mentioned, and the testator a grandniece of Mrs. Rowe named Miss Margaret Ann Hooper Hamlyn. devised his real estate to his trustees, upon trust that the rents thereof Mr. Rowe in his lifetime made Miss Hamlyn certain presents. On the should be held and applied during the life of his said son under and 15th of February, 1894, he gave her an 1.0. U. for £500, and on the 2nd of subject to the same truets and for the same purposes as were thereinbefore July, 1894, he gave her a promissory note for £500. In February, 1895, declared concerning the profits arising from the investment of his
residuary personal estate. Charles Edward Tessyman, his wife, and two and which now belonged to the county council ; that the reversion had children of the marriage were now living. The trustees, in October, 1897, pot, as a matter of fact, been damaged; and that prior to compensation entered into a conditional contract for the
sale of part of the estate, and being fixed he was not in a position to sue. Sections 4, 5, 6, 7, 12, 20, now asked for the approval of the court. It was asked that the separate and 21 of the Housing of the Working Classes Act were referred to examination of Mrs. Tessyman should be dispensed with.
For the plaintiff it was submitted that the special provisions in section 21 North, J., held that section 33 of the Settled Land Act, 1882, applied as to the estimate of value referred to a period prior to the provisional although there was no tenant for life to exercise the option conferred by order. that section, and (following Re Halliday, L. R. 12 Eq. 199) that although BYRNE, J., held that up to the date of the Confirming Act the plaintiff the words of section 50 of the Settled Estates Act, 1877, are imperative, was entitled to bring an action, and that had the action been tried before the court had power to dispense with the examination of a married he would have been entitled to an inquiry. The plaintiff's contention woman whose interest was remote and protected by trustees.-COUNSEL, that under section 21, sub-section 1 (a), the estimate to be made referred Adams ; Micklem. SOLICITORS, Bell, Brodrick, g Gray, for H. J. Ware š to a period anterior to the provisional order could not be supported. Sons, York.
Further, the evidence did not shew that the plaintiff's reversion had been (Reported by G. B. HAMILTON, Barrister-at-Law.]
damaged by the defendants, and therefore he was not entitled to an Re RIPLEY'S TRADE-MARK. Kekewich, J. 3rd Dec.
inquiry. His lordship was against the contention that the action was
premature. The plaintiff was entitled to bring the action until the duty TRADE-MARK — REGISTRATION -INVENTED WORD “PIRLE"
- WORD was cast on the county council. There would be no order, except that the SIMILAR IN SOUND TO WORD REGISTRATION OF WHICH HAS BEEN REFUSED defendants pay the costs of the action.—COUNSEL, Eve, 'Q.C., and Mac
- PATENTS, DESIGNS, AND TRADE-MARKS Acts, 1883-1888, ss. 64, 69. Swinney ; Āstbury, Q.C., and F. Dodd. SOLICITORS, Edell & Gordon; This was a motion on behalf of Messrs. Ripley & Son, of Bradford, Nicholson, Graham, & Graham. dyers and cloth finishers, made under section 69 of the Patents, Designs,
(Reported by J. ARTHUR Price, Barrister-at-Law.] and Trade-Marks Acts, 1883-1888, by way of appeal from the decision of the Comptroller-General of Patents, Designs, and Trade-Marks. The applicants had attempted in the first place to register the word "Pearl" as a trade-mark in respect of woollen goods in class 34. The comp
Winding-up Cases. troller refused to register
as a trade-mark, and thereupon the Re INTERNATIONAL SOCIETY OF AUCTIONEERS AND VALUERS. applicants attempted to obtain registration of “Pirle," but registration
BAILLIE'S CASE. was also in this case refused, on the ground (inter alia) that the word “ Pearl
was not registrable, and that " Pirle” was merely a mis-spel- COMPANY – WINDING-UP-MISREPRESENTATION-CONTRIBUTORIES-REMOVAL ling of “ Pearl.” From this refusal of registration of “ Pirle” the appli.
OF NAME. cants now appealed. It was contended in support of the application that “ Pirle" was an invented word within section 64 of the Act of 1888; that list of contributories of this company on the ground that the applicant
This was a summons for the removal of the applicant's name from the it was formed by the transposition of the letters in the name Ripley had been induced to become a shareholder by the misrepresentation of the (omitting the y), that it was neither geographical nor descriptive of the character or quality of the goods, and so did not come within the promoter of the company. It appeared from the evidence that there
is another and older society, the Institute of Auctioneers and Valuers exceptions of the section; and that consequently it was registrable as a
of the United Kingdom, and that Baillie was induced to join this society trade-mark, and the comptroller was wrong in refusing to register it
on the representation that it was the institute. merely because it happened to have a similar sound to " Pearl.”
The Court held that the applicant was entitled to have his name KEKEWICH, J. (without calling on the defendants), said : It seems to me removed, on the ground that the contract was not voidable on the ground that this application may be disposed of on extremely short grounds. I of the misrepresentations made to him, but void ab initio ; in other words, am not called upon to consider whether or no the word “ Pearl” is that there was no contract at all.-COUNSEL, Herber Hart; 4. C. Clauson. capable of registration. I wish to say nothing whatever on that point SOLICITORS, Timbrell & Deighton; Riddell, Vaizey, & Smith. because it may be competent for the applicants to bring forward the word
[Reported by C. W. MEAD, Barrister-at-Law.] again, possibly basing their application upon different evidence to that in the present cage, and it is only right that such an application, if made, should be made without its being prejudiced by anything that may be Re PEABODY GOLD MINING CORPORATION (LIM.). 26th Nov. and said now. But the word “Pearl” has been brought before the comp
3rd Dec. troller and has been rejected; therefore I must for the present purposes COMPANY-WINDING UP-ARTICLES OF ASSOCIATION " SURPLUS ASSETS hold that that word could not be registered. In order to decide whether
AVAILABLE FOR DISTRIBUTION." the word “Pirle" is capable of registration, not the eye only, but also the ear, must be consulted, and to an ordinary person the difference in
This was a summons by the liquidator of the above-named company for sound between “ Pearl" and " Pirle” is not to be perceived. If " Pearl" the direction of the court as to the meaning of certain words in one of the is wrong, I think that " Pirle” is equally wrong, and I agree with the articles of association. This article provided that in the event of the corcomptroller in saying that this is a mere mis-spelling of the word “Pearl," poration being wound up the "surplus assets available for distribution and if the applicants fail as regards one, they must fail as regards the
should be divided among the holders of
among the shareholders" other. It is said that "Pirle” is an invented word, but this transposi-founders’ shares and the ordinary shareholders in certain proportions.
THE COURT held that there was no real distinction between this case and tion of the letters in the word Ripley, with the final letter left out, seems but a poor attempt at humour. I do not, however, decide the case upon
Re New Transvaal Co. (1896, 2 Ch. 751), and that, therefore, the “surplus that ground, but simply on the ground that “Pearl” not being capable of debts, costs, and other liabilities had been paid and the shareholders
assets available for distribution" meant the assets which remained after registration, COUNSEL, Moulton, Q.c., and A. J. Walter ; The Attorney-General (Sir Rawlins, fCo; Neish, Howell, f Macfarlane. registration. On that ground I refuse the application with costs. — repaid their paid-up capital.—Counsel, A. G. Lawrence ; Christopher
SOLICITORS, Meredith, Roberts, f Mills; Clarke,
[Reported by C. W. MEAD, Barrister-at-Law.]
High Court-Queen's Bench Division. INJUNCTION-ANCIENT LIGHTS-REVERSIONER-PROPERTY ACQUIRED UNDER
PONTEFRACT PARK TRUSTEES THE HOUSING OF THE WORKING CLASSES Act, 1890-RIGHT OF ACTION
V. PONTEFRACT UNION; AND -HOUSING OF
HARTLEY v. SAME. Dir. Court. 3rd and 26th Nov. THE WORKING CLASSES, 1890-PROVISIONAL ORDERCONFIRMING ACT-COMPENSATION.
Poor LAW-RATING-EXEMPTION-PARK LANDS STATUTE EXEMPTED
FROM ASSESSMENTPART OF PARK LANDS DEUISED TO TRUSTEES UNDER This was an action without pleadings. The plaintiff by writ issued the 13th of October, 1896, claimed an injunction to restrain the defendants
LOCAL IMPROVEMENT ACT FOR CERTAIN PURPOSES —20 Geo. 3, c. 55, ss. 1, from building opposite to premises known as the Fishmongers' Arms in
6-PONTEFRACT BOROUGH IMPROVEMENT AND EXTENSION Act, 1875 (38 & Clare-market so as to damage the plaintiff's ancient lights, and damages.
39 VICT. C. LXXXII.), s. 15. The defence relied on by the defendants was that the plaintiff's premises These were two appeals by the guardians of the poor of the Pontefract had been acquired compulsorily by the London County Council under Union by way of special cases stated against the decision of the Recorder the provisions of Part 1 of the Housing of the Working Classes Act (53 of Pontefract, T. R. D. Wright, Esq., who had quashed an assessment & 54 Vict. c. 70), 1890. The facts were as follow : In November, made by the guardians imposing a liability to poor rate upon certain pro1894, an official representation within the meaning of section 4 of that perty known as Pontefract Park.
THE COURT (WRIGHT and KENNEDY, JJ.) dismissed the appeale. premises in which the paindlife Maerine Health of the Strand district. The
KENNEDY, J., who delivered the considered judgment of the court, said in the representation, and the London County Council prepared a scheme the recorder at quarter sessions held in January last at Pontefract had and presented a petition for a confirmatory order. An inquiry was held decided that the respondents were exempt from the rate and quashed the at the Home Office in March, 1896, and a provisional order was made on assessment. The respondents were the occupiers of land forming part of the 20th of January, 1897, confirming the scheme, which in turn was Pontefract Park and they had upon the land grand-stands, a house, and confirmed by an Act, the 3rd of June, 1897, entitled, “The London, refreshment rooms. They occupied this property under a lease granted Clare-market, Strand, Provisional Order Confirmation Act, 1897,” 66 to them in July, 1895, bý a public statutory body called the park trusVict. c. 59. It was admitted that but for the action of the county council tees. Prima facie the respondents would be liable to pay poor rate, but the plaintiff would have had a good right of action. It was submitted on they claimed exemption under the provisions of an Act of Parliament behalf of the defendants that the plaintiff being owner of a reversion had passed in 1780 intituled " An Act for providing the park of Pontefract, in no title to sue in respect of a house declared unfit for human habitation the county of York, and for other purposes therein mentioned.” Under
that Act a large tract of land belonging to the Duchy of Lancaster, known the court. The debenture-holders sought to prove their security, but the as the Pontefract Park, was divided as there set out, and a portion or liquidator refused to admit their proof (1) on the ground that the deed allotment of it, containing 325 acres, became vested in trustees * on trust not having been registered as required by the Stannaries Act, 1887, their for and for the sole benefit of the inhabitants of Pontefract and Tan- security was postponed, certain creditors mentioned in section 19 of that shelf," and the residue of the Pontefract Park became the King's share, Act taking precedence over their claim, and (2) on a question of title. and was by section 6 erected into a separate “vill” or holding, the Section 19 of the Stannaries Act, 1887, is as follows: " All mortgages, tenants or inhabitants of which were to be assessed and rated "to mortgage debentures, and other documents whatever, whereby power is all taxes and assessments within the vill,'
not to given by any company to any persons to take possession of any mining contribute 10 taxes, rates, or assessments, or to the relief of effects of or å mine shall, in addition to any registration the poor or the repair of the roads and highways elsewhere except thereof now required by law, be registered
and no such as expressly provided in the Act. The respondents' property was mortgage, &c., unless 80 registered, shall confer any priority over not within the vill, but was within the 325 acres vested in the trustees, and or title as against the claims of any persons whatever for work the section of the Act, upon the true construction of which, read in connec- and labour done or services performed in or upon such mine, or for goods tion with the other provisions of the statute, the case mainly turned, was and material supplied to any company by which the said mine is carried section 1. That section provided that this portion or allotment of 325 on ; such registration shall not affect any priority in respect of wages acres should from henceforth“ be and remain vested in the several persons under the provisions of this Act.”. For the appellants it was argued that who should for the time being be the trustees under the statute
as the liquidator had refused to admit their claim, they were entitled as a and this portion or allotment should be united and annexed unto, and be matter of practice, if not of right, to commence an action to test the for ever thereafter deemed and taken as being within the parcel of the validity of their security. Lloyd v. Lloyd (6 Ch. D. 339), Re Henry Pound, borough or township of Pontefract, and be subject to the jurisdictions and Son, & Hutchins (42 Ch. D. 402), and also the preferential payment sections enjoy all the exemptions and privileges of the said borough and township, of the Bankruptcy Act, 1897, were referred to. [WRIGHT, J.-Are the but should in no wise be assessed to any church rates, poor's rates, constable debenture-holders willing to pay to the liquidator such a sum as in his rates, or highway rates, or be subject to any statute duty within the said opinion will meet the claims of those creditors secured under section 19 townships of Pontefract and Tanshelf, or either of them, or any other of the Act of 1887? If so, then he could remain in possession and act township, parish, or place whatsoever.” The respondents' contention was as receiver for them. We cannot direct the appointment of a receiver for that by the words of section (1): "The said portion or allotment shall in the debenture-holders now the liquidator is in possession.] Counsel for no wise be assessed to any church rate, poor's rate, &c.,” they occupying the debenture-holders said he was willing to agree to that proposal ; the as they did part of the allotment to which the exemption related, were amount was not large. If the liquidator sold the machinery apart from pot liable to be assessed as they had been by the appellants. The appel- the mine, the sums separately realized for the machinery and mine would lants contended that the exemption was by implication conditional and be very small compared with the amount that might be obtained if a puronly applied to such occupiers as occupied in conformity with the condi- chaser could be found to buy the whole as a going concern. Counsel tions, regulations, and restrictions imposed upon the park trustees which on behalf of the liquidator stated he had no instructions, and could were referred to generally in the earlier part of section (1), and that as the neither object nor assent then to such a proposal. The liquidator was an park trustees had divested themselves of all interest in the demised official of the Board of Trade, and as such could not, he submitted, act premises and had only a reversionary interest therein they were not for both parties. His present instructions were to sell the machinery, and entitled to avail themselves of the exemption granted by the Act. The the sum realized would be sufficient to cover the claims admitted up to recorder came to the conclusion in favour of the respondents on this point that date. Nothing would be gained by an action in the High Court, for and his decision in the opinion of that court was right. The cases of Williams the debenture-holders could prove as unsecured creditors in the ordinary v. Pritchard and Eddington v. Borman, both reported in 4 T. R., Durnford winding up. He opposed the application on the ground of expense. and East's Reports, at pp. 2 and 4-cases of exemption of houses built on The COURT (Wright and KENNEDY, JJ.) decided that the application, so land which had been embanked from the Thames and which had been far as it related to leave to commence an action to prove the security, must vested in the owner of adjoining wharf free from all taxes and assessments be allowed, but without costs. The application as to the second point raised whatsoever-could not be regarded as direct authorities in the present was dismissed, and also without costs. The order would be that the officase. Nor, indeed, was the later case of Reg. v. London Gas Light and Coke cial receiver and trustee should act as receiver for the debenture-holders, Co. (8 B. & C. 54), which was also cited by the respondents. The but subject to an arrangement being made to fully protect the interests of appellants contended, in short, that by the various provisions of the Ponte preferential creditors under the Act. Liberty to apply in the county court fract Extension Act, 1875—which was clearly intended, and did in fact, for a postponement or rescission of the order to sell upon terms.-COUNSEL, impose liability to rating in respect of lands within Pontefract Alexander, Q.C. ; Seddon ; Muir Mackenzie. Solicitors, Nye & Moreton ; Park for all purposes for which hereditaments in the old part The Solicitor for the Board of Trade. of the borough might be assessed--that inasmuch as the poor rate assessment was essential to the levying of rates by the corporation, a
[Reported by ERSKINE REID, Barrister-at-Law.] poor law assessment to liability in respect thereof was enacted for all time by the terms of this later local Act. The words of the exemption in section 1 of the Act of Geo. 3, which came into force in 1780, might have contained some such proviso limiting the exemption as was contained in 3 & 4 Will. 4, c. 30, with regard to the exemption from rating of
LAW SOCIETIES. churches and chapels. There was no such proviso, however, in that section, and the words being absolute the court ought to give them their
THE BRADFORD INCORPORATED LAW SOCIETY. full and natural meaning. The appeal, as raised by the first case, failed, The annual dinner of the Bradford Incorporated Law Society was held and must therefore be dismissed. The second case was that of the Pontefract Assessment Committee against the same respondents. The questions of the society), and amongst those present were Mr. Justice Kennedy and
on Tueeday. The chair was occupied by Mr. W. B. Gordon (the president to be decided were practically the same. The facts were there that the Mr. Justice Phillimore. appellants sought to make the respondents themselves liable to the poor
Mr. J. H. Wade, in proposing “Her Majesty's Judges,” remarked rate in respect
of their occupation of three acres of the same allotment on which the trustees had constructed and enclosed a lake or artificial piece for the first time in the history of the society. Nearly thirty years ago
that on this occasion the company included two of Her Majesty's judges, of water, and at certain times made charges on persons using the same for boating.
Mr. Baron Martin came to Bradford to try an election petition, and Sir In this
case also the decision of the recorder was in favour Edward Fry, also, who had ceased to be a judge, came to a gathering in of the respondents, and in the opinion of the court his decision was right and ought to be upheld. Both appeals, therefore, would be dis- this occasion two of Her Majesty's judges were present in Bradford ; and
the Friends' Meeting-house. However, as he (Mr. Wade) had said, on missed with costs. Leave to appeal granted.- COUNSEL, E. Tindal he could assure them of a hearty welcome.
tkinson, Q.C., and W. L. Williams ; A. W. Bairstow and G. Banks. SOLICITORS, Clarke & Blundell ; Carter, Atkinson, 8 Bentley, for the trustees ; of his fellow-judges and bimself to foster anything that brought
Mr. Justice KENNEDY, in responding to the toast, said it was the desire and Charles Lowden, for the Racecourse Committee, Pontefract.
any branch of their great common profession. He was quite sure that [Reported by ERSKINE REID, Barrister-at-Law.1
the organization of public opinion in every branch was good for the tone
of the whole. He understood that it was the first occasion on which the Re NEW PAR CONSOLS. Div. Court. 26th Nov.
judges of assize had had the pleasure of being present at one of the
gatherings of the Bradford Incorporated Law Society. It was certainly COMPANY WINDING-UP - APPOINTMENT OF LIQUIDATOR — DEBENTURE- hot
so serious an undertaking as trying an election petition, but, speaking HOLDERS-APPLICATION FOR LEAVE TO RECEIVER TO TAKE POSSESSION OF
for his fellow-judges ag well as for himself, he could say that any member COMPANY'S PROPERTY AND FOR ORDER OF SALE TO BE POSTPONRDDEBENTURE-HOLDER’s Right to COMMENCE ACTION TO Prove Security-country' which he was appointed to serve. Though he had never been in
of the judicial Bench was pleased to see as much as possible of the DISCRETION OF COURT-Costs—STANNARIES Act, 1887 (50 & 51 Vict. c. Bradford before, he had heard a good deal of the city from Mr. Justice 43), s. 19.
Brnce, who always spoke of Bradford with enthusiasm, and mentioned Appeals by a debenture-holder and by the debenture-holders' trustees with special pleasure the work done by the Bradford Discharged from a refusal of the judge of the County Court of Cornwall to admit Prisoners' Aid Society. He did not know whether the relations of Leeds their claims or grant them leave to commence an action in the High Court to Bradford were those, as he hoped they would be, of friendly rivalry, for the purpose of enforcing their security. The facts were these : In but he could quite understand from the kind reception given to his brother September, 1896, the company were proceeding to issue debentures for Phillimore and himself that night that the members of that society the purpose of raising the sum of £2,000 on the assets of the property, would not be sorry to have an assize at Bradford as well as and a deed in ordinary form was entered into by the present appellants, at Leeds. He was afraid he could not hold out any great hopes Charles and Albert Gregory, managing directors of the company, and on that point. The great battle being fought in legal circles was the certain other parties.
The company shortly afterwards went into extent to which judges must concentrate themselves even more on Lonliquidation and an official receiver and trustee was appointed by order of don. He himseli hoped that the great system of assize would, with such
improvements and developments as time showed to be desirable, continue could not be entered without hard labour and training, and without to bring round to the country regularly judges whose sole duty was to serious expense, and it would be unnatural if luwgers saw efforts being do the best to maintain unimpaired the fabric of judicial administration made for some reason or another to take the work which they had been in this kingdom. With the growing assize lists and the increasing declared qualified to perform out of their hands, and to place it in the variety of civil and criminal business due to the constant advance of hands of another body of public officials specially created for that purpose, civilization and science, which constantly introduced new classes of and did not advocate their own interests. They had done so in the past, commercial disputes, and, he was afraid, occasionally new classes of cases and it would be their duty to do so until they were satisfied that the for the Crown Court, the difficulties of maintaining the assize system with change was not only necessary in the interests of the public, but was the same number of judges was great. He hoped the time would never also, in all details, capable of being satisfactorily worked. But the come when the assize or some similar system did not bring near to the Council of the Bradford Incorporated Law Society did not endeavour to work poorest as well as to the richest, in all parts of the country, the even- entirely on selfish grounds. They were not only an exclusive profession. handed justice of judges whose purity was never called in question, and They were a body of experts --better qualified in many ways than anyone whose independence and efforts, he might add, were encouraged by the else to speak on certain subjects. They come closely into contacthelp received from the bar and from solicitors. He hoped that the more closely, he ventured to say, than any other body of men-with the welcome accorded to his brother Phillimore and himself on that occasion working of some branches of the law, and their experience enabled them was only a sign of the feeling which the profession at large had for those to form an opinion of some value on the working of certain laws and on who were deputed to do justice to the best of their ability to every one of the possibility of increasing their efficiency. It was to be hoped that the Her Majesty's subjects.
voice of the Bradford Incorporated Law Society would be heard in the Mr. Justice PHILLIMORE proposed “The Bradford Incorporated Law councils of other professional societies on such questions, but to that end Society;" He said he knew generally of the advantages of the Incor. unity in the legal profession was necessary. "It was to promote that porated Law Societies—from the local one to the central body-to the unity that they had met that night, and they needed all the help they profession of the law. The time was when lawyers of all kinds partici- could get, especially from those who might very well consider that the pated, if not in public contempt, in public abuse, and when that branch time had come when they might rest from their labours. which was now received with respect and honour was a byword to the novelist and the dramatist. But only isolated specimens had given rise to
UNITED LAW SOCIETY. much of this picturesque illustration. The profession as a whole was
Dec. 6.-Mr. C. W. Williams in the chair.-Mr. Neville Tebbutt moved amongst the very highest. The Inns of Court had done much for the bar. and many solicitors owed much to the Incorporated Law Societies. . It Dipple (L. T., Nov. 13, 1897) was wrong.
"That the decision of His Honour Judge Sir A. G. Marten in Mathias v.
Mr. G. D. Elliman opposed, was in circles such as this that effective discipline could alone be main and the debate was continued by Messrs C. H. Kirby, A. W. Marks, and tained. He had long regretted that at Liverpool, Manchester, and at Leeds there had been no local council of the bar.
W. F. Symonds ; Mr. Tebbutt replied. The motion was lost by two
He was sure that the high standard which had been maintained there existed in spite of, and Wright in Wilkinson and Wife v. Downton (1897, 2 Q. B. 57) was wrong;
votes. Mr. W. F. Symonds moved “That the decision of Mr. Justice not in consequence of, that state of affairs. He knew very well that as the local bar and local professional bodies grew up, it was essential, as had Marks, and S. E. Hubbard ; Mr. Symonds replied. The motion was
Mr. C. H. Kirby opposed, and the debate was continued by Messrs. A. W. been found in other countries-France, for instance, and Belgium-that lost by two votes. there should be local professional councils and tribunals. It was for that reason, amongst others, that he heartily welcomed the formation of local Incorporated Law Societies. Disagreeable instances of professional mis
SOLICITORS' BENEVOLENT ASSOCIATION. conduct occurred in all bodies. There was another and a much pleasanter The usual monthly meeting of the board of directors of this association side to the work of such societies. Such societies fostered a high standard was held at the Law Institution, Chancery-lane, London, on Wednesday, of legal education; they encouraged a thoroughness of learning such as the 8th inst., Mr. Henry Morton Cotton in the chair. The other director 3 would not exist in their absence.
Moreover, he personally had present being Messrs. W. F. Blandy (Reading), W. B. Brook, Robert been extremely indebted to the Bristol Incorporated Law | Cupliffe, Grantham R. Dodd, Samuel Harris (Leicester), John Hunter, Society, for he had frequently made use of the reference library John H. Kays, F. Rowley Parker, Henry Roscoe, Sidney Smith, R. W. owned by that society, wbich contained the tools without which a Tweedie, F. T. Woolbert, and J. T. Scott (secretary). A sum of £310 lawyer could not properly ply his trade. They might have an advocate was distributed in grants of relief, four new members were admitted to in the flesh and a careless adviser, but they could not have a thorough and the association, and other general business transacted. complete lawyer unless he constantly imbued himself with the great sources of his profession and applied himself to the fountain-head. There were many other grounds—the good-fellowship, the good-comradeship, the spirit of honesty, and the spirit of professional chivalry-which all those societies engendered, of which he might have spoken. But anyone
NEW ORDERS, &c. who was interested in the due and complete administration, without flaw
COUNTY COURTS ACT, 1888. or wrinkle, of the law, would rejoice in the development of such societies as the Bradford Incorporated Law Society.
ANNUAL VACATION AT CHRISTMAS. THE PRESIDENT, in responding to the toast, said that there was an old I, Hardinge Stanley, Baron Halsbury, Lord High Chancellor of Great maxim referring to the legal profession, “It's hard to get on, it's harder Britain, pursuant to " The County Courts Act, 1888, and all other powers to get honour, it's hardest to get honest.”. It might be that in the past enabling me in that behalf, do hereby order that the offices of the there was reason for resenting such pleasantries on the ground that there County Courts may be closed every year, until further order, on the was an element of truth in them. But to-day, if Diogenes were to return following days (not including Sunday), viz. : On the day before Christmas to the earth and with his lantem were to search for an honest man, the Day, the Bank Holiday following Christmas Day, and the two days next ranks of solicitors, he believed, would not be the last in which the cynic after the Bank Holiday. would search to find ope. That such was the fact was largely due, he was Given under my hand this 3rd day of December, 1897. quite sure, to the work of organizations such as theirs. The Incorporated
HALSBURY, C. Law Society had done a great deal-more than was generally supposedto raise the character and tone of the profession of the solicitor. It was
TRANSFER OF ACTIONS. the duty of societies such as theirs to assist the central society, and in
ORDER OF COURT. every way in their power to conduce to the higher tone of the legal pro
Thursday, the 2nd day of December, 1897. fession. The first object of the Bradford Incorporated Law Society was I, Hardinge Stanley, Baron Halsbury, Lord High Chancellor of Great the formation of a library-a most important thing in these days, when Britain, do hereby Order that the Actions mentioned in the Schedule even colicitors were expected to advise and to act with an almost impossible hereto shall be transferred to the Honourable Mr. Justice Wright. celerity which often prevented them from even having recourse to mem
SCHEDULE. bers of the higher branch of the legal profession. He was glad to say that
Mr. Justice Kekewich (1897-D.-No. 1,869). a most useful legal library had been formed in Bradford. The second In re 'The Deburgo Spring Wheel Company, Limited
The London and object of the society was “ The protection of the character status, and
South-Western Bank, Limited v The Deburgo Spring Wheel Company, interests of solicitors, the promotion of honourable practice, the settle- Limited.
HALSBURY, C. ment of disputed points of practice, and the decision of all questions of
ORDER OF COURT. professional usage or courtesy in conducting legal business of all kinds." In one unpleasant branch of their work they could not act independently,
Monday, the 6th day of December, 1897. but merely as adjuncts of the central society, who undertook the investi: Britain, do hereby Order that the Action mentioned in the Schedule
I, Hardinge Stanley, Baron Halsbury, Lord High Chancellor of Great gation of cases reported to them and the delivering of judgment. the Professional Etiquette Committee of the Council of the Bradford
But hereto shall be transferred to the Honourable Mr. Justice Wright. Incorporated Law Society occasionally had to perform more pleasant
SCHEDULE. duties. He had seen solicitors come before the committee full of wrath
Mr. Justice North (1897-S.-No. 4,262). against each other, and had seen them depart with misunderstandings John Charles Tucker Steward v The
Mayfair Property Co Limited cleared up, personalities done away with, and amicable relations renewed.
HALSBURY, O. Next to these points came that of considering general questions affecting the administration of the law. A large section of the public regarded
a sort of close corporation, more or less in the nature WARNING TO INTENDING HOUSE PURCHASERS AND LESSEES.-Before purtrade union. It assumed that if lawyers pro- chasing or renting a house, have the Sanitary Arrangements thoroughly
opposed any legislation they did it with selfish Examined, Tested, and Reported Upon by an Expert from Messrs. Carter
He was not going to say that lawyers never acted in Bros., 65, Victoria-street, Westminster. Fee quoted on receipt of full those matters from selfish motives. They were men of a profession which particulars
. (Established 21 years.)-[Apvr.]
lawyers as of a moted ог objects.