« PreviousContinue »
not bound to adjourn a meeting, even though the majority of those present desired the adjournment; and that a resolution carried after à motion for adjournment had been rejected by the chairman was effectual.-Salisbury Gold Mining Co. v. Hathorn and Others, L.R. (1897) A.C. 268; 76 L.T. 212.
Company :(i.) C. A.-Substratum of Business Gone-Winding-up Notwithstanding
Ancillary Objects—Companies Act, 1862 (25 & 26 Vict., c. 89), s. 79, sub-s. 5.- On the failure of the special object which a company puts in the forefront of its memorandum of association, the substratum of the company is gone, and a winding-up order may be made though the company may have taken large powers in addition to its particular purpose. - In re The Coolgardie Consolidated Gold Mines, Limited, 76 L.T. 269.
(ii.) C. D.-Debenture Holder's Action-Uncalled Capital on Plaintiff?:
Shares—Companies Act, 1867, s. 25.—Where, in a debenture holder's action, the chief clerk found that the plaintiff was a debtor for uncalled capital on which the debentures were charged, it was held that the certificate of the chief clerk contained a proper finding, and as the plaintiff had submitted to the jurisdiction the matter could be determined in her action.—Madeley v. Ross Sleeman & Co., Limited,
L.R. (1897] 1 Ch. 505 ; 76 L.T. 321. (iii.) C. A.— Winding-up -- Issue of Paid-up Shares — Consideration
Misfeasance—Companies Act, 1867, s. 25.--Agreements by a limited company to pay for property or services by paid-up shares are valid; and the liability of a shareholder to pay the amount represented by his shares can be discharged by any mode in which a specialty debt can be discharged. Decision of Court below (see Vol. 22, p. 58 (vi.)) affirmed.-In re E. J. Wragg, Limited, L.R.  1 Ch. 796 ;
76 L.T. 397. (iv.) H. L.-Winding-up-Shares issued at a Discount.—Holders of shares
issued at a discount are, after outside debts and expenses have been discharged in a winding-up, liable to be called upon to pay their shares to the full amount in order that the rights of various classes of shareholders inter se may be adjusted. Ooregum Gold Mining Co. v. Roper explained and followed. Judgment of Court of Appeal (see Vol. 20, p. 37 (v.)) affirmed, Lord Herschell dissenting.-Welton v. Saffery,
L.R. (1897] A.C. 299; 76 L.T. 505. (v.) C. A.-Alteration of Articles—Issue of Preference Shares.- Decision of
the Court below (see Vol. 22, p. 42 (vi.)) reversed; and held that unless the memorandum of association of a limited company imposes a condition that there shall be equality amongst the shareholders, the company can by special resolution alter its articles and take power not contained in the original articles to issue preference shares. Hutton v. The Scarborough Cliff Co. (13 L.T. 57; 2 Dr. & Sm. 52) overruled. –
Andrews v. Gas Meter Co., Limited, L.R. (1897] 1 Ch. 361 ; 76 L.T. 132. (vi.) C. D.-Declaration of Dividend—Injunction-Alteration of Articles of
Association.-On the motion of a shareholder who had subscribed the memorandum of association of a company, the Court restrained the declaration of a dividend at a proposed general meeting of the company, on the ground that such a declaration would not be in accordance with the articles of association, but refused to restrain the company from altering its articles.--Nicholson v. Rhodesia Trading Co., Limited, L.R.  i Ch. 434; 76 L.T. 147.
(i.) H. L.-Shares described on face as Fully Paid-up--Liability of Holder.
-A company which issues shares described on the face as fully paid up is estopped from denying that they are so paid. Decision of Court of Appeal (see Vol. 22, p. 7 (i.), under name In re Veuve Monnier et ses fils, Limited), reversed.-Bloomenthal v. Ford, L.R. (1897] A.C. 156 ;
76 L.T. 205. (ii.) C. D.-Action by Majority of Debenture Holders—Floating Charge
Foreclosure-Sale.- Foreclosure was refused but an order for sale was made in an action by four out of a total of five debenture holders whose security was a floating charge upon the property of a limited company.-In re The Continental Oxygen Co., Limited ; Elias v. The
Continental Oxygen Co., Limited, 76 L.T. 229. (iii.) C. A.-Auditors—Winding up-Misfeasance— Companies (Winding-up)
Act, 1890, s. 10.-Auditors, if they are appointed as officers of a company fall within sect. 10 of the Winding-up Act, even though they are irregularly appointed; but primâ facie an auditor is not an officer, and does not become one by happening to do some of the work which he would have to do if he were an officer in the proper sense of the word. Decision of the Court below (see Vol. 22, p. 60 (vi.)) reversed.-In re The Western Counties Steam Bakeries and Milling Co., Limited ; e.p.
Parsons and Robjent, L.R.  1 Ch. 617; 76 L.T. 239. (iv.) C. A.-Shares—Underwriting Letter—No Communication of Acceptance
-Authority to apply for Shares-Estoppel.--By a letter declared to be irrevocable, a person engaged to underwrite shares in a company, and authorised an application for shares to be made in his name if he himself failed to apply. Acceptance was not communicated to him. Held, reversing the decision of the Court below, that communication of acceptance was necessary and therefore there was no contract; that in the absence of communication, he could not fail in his obligation to apply, and therefore the authority to apply in his name never arose ; that there was nothing to shew that he was precluded from denying å failure on his part, and therefore the doctrine of estoppel did not apply.
-In re The Consort Deep Level Gold Mines, Limtd.; e. p. Stark and
Elliston, L.R. (1897] 1 Ch. 575; 76 L.T. 300. (v.) C. D.-Articles of Association-Reduction of Capital-Loss of Voting
Power of Class of Shareholders.-A limited company had by its articles power to reduce its capital and power for a majority in a class of shareholders to consent to any scheme prejudicial to the class. Such a majority resolved to reduce the capital in a manner which would reduce the voting power of the class. Held, that the Court had power to sanction the resolution. The Continental Union Gas Company (7 Times L.R. 476) not followed.-In re James Colmer, Limited,
76 L.T. 323. (vi.) C. A.-Writ of Prohibition-Examination of Company's Affairs by Board
of Trade-Companies Act, 1862, ss. 56, 57, 58, 59, 60, 61.–Neither an inspector appointed by the Board of Trade under sect. 56 of the Companies Act to inquire into the affairs of a joint stock company, nor the Board of Trade itself, is liable to a writ of prohibition in respect of the inquiry.--In re The Grosvenor and West End Railway Terminus Hotel Co., Limited, 76 L.T. 337.
Contempt of Court:(vii.) C. A.-Breach of Injunction-Committal of Person Abetting.- The Court
has jurisdiction to commit for contempt a person who aids another against whom an injunction has been granted to commit a breach of the injunction.-Seaward v. Paterson, L.R.  1 Ch. 545 ; 76 L.T. 215.
Contract:(i.) C. A.-Building Contract—Penalties--Delay caused by Extras.—A
building contract provided under penalties for the completion of specified work and any additional works by a fixed date. Additional work was ordered, and the contract was not fulfilled by the time named. Held, that independently of construction of the contract, the building owner had, by ordering extra work, rendered it impossible for the builder to complete by the date, and had deprived himself of the right to claim the penalty.-Dodd v. Churton, L.R. (1897]1 Q.B. 562 ;
76 L.T. 438. (ii.) C. A.-Statute of Frauds—Memorandum in Writing-Letter and
Envelope.—Where a posted letter on which a contract was founded did not shew the name of the party to whom it was addressed, the envelope was, on verbal evidence connecting the two, held to make with the letter one document sufficient to satisfy sect. 4 of the Statute
of Frauds.--Peerce v. Gardner, L.R. (1897) 1 Q.B. 688; 76 L.T. 441. (iii.) C. A. -Contract to Take Debentures is Contract to Lend Money–Breach
Remedy-Measure of Damages.—A contract to take debentures is a contract to lend money, and the remedy for breach is damages for actual loss, and only nominal damages can be recovered if no loss is proved.--South African Territories, Limited, v. Wallington, L.R. (1897) 1 Q.B. 692 ; 76 L.T. 520.
Copyright: (iv.) Q. B.-Unregistered Assignee-Action for Infringement—Copyright Act,
1842 (5 & 6 Vict., c. 45), s. 24. – The assignee of a copyright must register himself as proprietor under sect. 24 of the Act of 1842 before he can maintain an action for infringement.—The Liverpool General Brokers' Association, Limited, v. The Commercial Press Telegram Bureaux, L.R.  2 Q.B. 1; 76 L.T. 292.
County Court:(v.) C. A.-Execution-Sale of Goods Wrongfully Converted— Title-County
Court Act, 1888 (51 & 52 Vict., c. 43), s. 156.-A purchase at a sale by a bailiff under sect. 156 of the County Court Act, 1888, confers a good title on the purchaser of goods the property of a claimant who does not give security or make a deposit as provided by that section.
Goodlock v. Cousins, L.R. (1897] 1 Q.B. 558; 76 L.T. 313. (vi.) Q. B. D.-Appeal—Security for Costs.—Where there is reasonable
ground for appeal, the Court will not order security to be given for costs merely on the ground that the plaintiff has no visible means of
paying them.-Pritchett v. Poole, 76 L.T. 472. (vii.) Q. B. D.-Practice-Venue-County Court Act, 1888, s. 74–County
Court Rules, 1889, 0. v., 1. 9a.-, plaintiff can of right bring an action in the county court of the district within which the defendant dwells or carries on business. But it is within the discretion of the Judge of the court of the district where the cause of action arose, to give or refuse leave to the plaintiff to sue there.Reg. v. Turner (Judge) and Hodgson, L.R.  1 Q.B. 445; 76 L.T. 556.
Easement: (viii.) C. A.-Light- Obstruction—Derogation from Grant-Conveyancing Act,
1881 (44 & 45 Vict., c. 41), s. 6, sub-ss. 2, 4.–Vendors conveyed to the plaintiff a new house, windows of which overlooked a vacant piece of ground the property of one of the vendors, described in the conveyance
and plan as “building land.” On this the owner built a house which interfered with access of light to the plaintiff's windows. Held, that there was nothing on the plan and description to shew an intention to exclude the operation of sect. 6 of the Conveyancing Act, 1881, and that the defendant was not entitled so to build on his land as to create an obstruction to the light which came to the windows of the plaintiff's house at the time of the grant by the defendant. Swanborough v. Coventry, 9 Bing 305, is not displaced by the Birmingham, Dudley, and District Banking Co. v. Ross, and Myers v. Catterson.-Broomfield
v. Williams, L.R. (1897] 1 Ch. 602; 76 L.T. 244. (i.) H. L.--Light and Air.--On some remarks of their Lordships on the
decision of the Court of Appeal (see Vol. 21, p. 9 (iii.)) the parties came to terms, on which that judgment was varied by consent.-Chastey and
Another v. Acland, L.R. (1897] A.C. 155 ; 76 L.T. 430. (ii.) C. D.-Obstruction of Photographer's Light-Injunction.-A photo
grapher, who had used his premises for less than twenty years, obtained an injunction to restrain the erection, or the keeping erected, a new building interfering with the access of light to his studio.Lazarus v. The Artistic Photographic Co., Limited, 76 L.T. 457.
Factories :(iii.) Q. B. D.-Factory and Workshop Act, 1878 (41 & 42 Vict., c. 16), s. 51
—“ Open for Traffic on Sunday ”- Persons of Jewish Religion.-A person of the Jewish religion employed a female of the same faith on a Sunday in a workshop which was open only for the receipt and despatch of goods of customers in pursuance of agreements previously made. Held, that the workshop was not “open for traffic on Sunday” within the meaning of sect. 51.--Goldstein v. Vaughan, L.R.  1 Q.B. 549 ; 76 L.T. 262.
Fixtures :(iv.) C. D.-Mansion House-Museum—Cases fixed to Wall-Stuffed Birds.
-Stuffed birds and animals fastened to boughs or rocks contained in iron cases fixed to the wall of a building erected as a museum are not fixtures passing with the mansion house.-Hill (Viscount) v. Bullock, L.R.  2 Ch. 55 ; 76 L.T. 417.
Foreign Court:(v.) C. A.-Company-Winding-up-Ship-Lien-Foreign Court-Companies
Act, 1862, s. 163.-Decision of Court below (see Vol. 22, p. 44 (ii.)) affirmed.- The Minna Craig Steamship Co. and James Laing v. The Chartered Mercantile Bank of India, London, and China, L.Ř. (1897] 1 Q.B. 460; 76 L.T. 310.
Gaming :(vi.) Q. B. D.—“Place” for Purposes of Betting—Betting Act, 1853
(16 & 17 Vict., c. 19), ss. 1 and 3.-At a horse race a bookmaker stationed himself in an unenclosed place and made bets. Held, that he was using a “place” for the purpose of betting within the meaning of sect. 3 of the Betting Act, 1853.—McInany v. Hildreth, L.R. (1897]
1 Q.B. 600; 76 L.T. 463. (vii.) Q. B. D.- Meaning of a “ Place" used for Betting-Betting Act, 1853
(16 & 17 Vict. c. 119), 88.1 and 3.-Any area of enclosed ground, covered or uncovered which is known by a name or is capable of reasonably accurate description may be a “place” within the meaning of sect. 1 and 3 of the Betting Act.--Hawke v. Dunn, L.R.  1 Q.B. 579; 76 L.T. 355.
(i.) C. A.-Money lent for Deposit at Boxing Match.-An action cannot be
maintained for the recovery of money lent to be deposited with a stakeholder on conditions of repayment depending upon the result of a boxing match.—Carney v. Plimmer, L.R. (1897] 1 Q.B. 634; 76 L.T. 374.
Husband and Wife :(ii.) C. A.-Divorce—Husband's Petition-Dispensing with Co-respondent
Matrimonial Causes Acts, 1857 (20 d: 21 Vict., c. 85), 88. 27 and 21; 1858 (21 & 22 Vict., c. 108) s. 11–Divorce Court Rules, 1865, rr. 2, 4, 6.- The Court will, according to the circumstances of each particular case, exercise the discretion conferred by sect. 28 of the Act to give leave to a petitioner for a divorce on the ground of his wife's adultery, to proceed without naming a co-respondent. Jones v. Jones (see Vol. 22, p. 11 (ii.) ) disapproved. - Saunders v. Saunders, L.R.  P. 89;
76 L.T. 330. (iii.) C. A.-Deed of Separation-Judicial Separation--Alimony and Main
tenance--Agreement set up in Bar-Matrimonial Causes Acts, 1857, $8. 32, 34, 35; 1859, s. 4; 1866, s. 1.-On a dissolution of marriage or a judicial separation, the Court may grant maintenance, and may order alimony agreed to in a prior deed of separation to be increased, notwithstanding a covenant by the wife not to sue for an increased allowance. Decision of Court below (see Vol. 22, p. 62 (ii.)) affirmed. Gandy v. Gandy (30 Ch. Div. 57; 53 L.T. 306) considered.- Bishop v.
Bishop; Judkins v. Judkins, L.R. (1897] P. 138; 76 L.T. 169 and 409. (iv.) Q. B.-Summary Jurisdiction (Married Women) Act, 1895, s. 11
Appeal.—The only mode in which a decision on an application for an order under the Act can be questioned is by appeal to the Probate, Divorce and Admiralty Division under sect. 11 of the Act.-Manders v.
Manders, L.R.  i Q.B. 474. (v.) P. D.—Divorce--Alimony-Practice-Permanent Maintenance out of
Income to which Husband had no legal right. The facts on which alimony pendente lite has been fixed are those in which permanent maintenance should be determined. The Court granted permanent maintenance out of an allowance made voluntarily to the respondent
by a relative.—Bonsor v. Bonsor, L.R.  P. 77 ; 76 L.T. 168. (vi.) P. D.- Divorce-Suit of Wife for Judicial Separation--Counter Charge
of Adultery-Leave to Intervene Refused to Alleged Adulterer.—Where, in a petition by a wife for judicial separation, the husband countercharged adultery, but asked for no relief, leave was refused to the alleged adulterer to intervene and defend. Farrell v. Farrell,
76 L.T. 167. (vii.) P. D. - Divorce-Variation of Settlement.-Where a wife had obtained
a decree absolute for dissolution of marriage, an ante-nuptial settlement of the husband's property was varied so to give her more than one-third of the income of the settled property, and after his death more than one-half, and the limitation of the settlement dum sola
virerit was not imposed.-Bashall v. Bashall, 76 L.T. 165. (viii.) P. D.-Divorce Practice-Notice to Queen's Proctor-23 & 24 Vict.,
c. 144, s. 7–36 Vict., c. 31.-In an undefended suit by a husband for nullity of marriage, on an intimation from the Queen's Proctor that he did not intend to intervene at the initial stage of the proceedings, the case was set down for hearing after the undefended causes in the supplemental list had been disposed of.-M. v. M., otherwise A., 76 L.T. 172.