« PreviousContinue »
not being bound to supply any capital, purchased £ 1000 of the stock of the City of Glasgow Bank for behoof of their firm. In the list of contributors they were each placed as holders of £1000. A. and B. presented a petition to have each charged for £ 500 as one-half belonged to each as individuals : Held, that A. and B. were trustees for the firm and so jointly and severally liable for the whole £ 1000. Per Lord President: “ These gentlemen hold the stock as joint owners and in a fiduciary capacity, and the result of it is, on the one hand, that the survivor, as it is expressed, will be the sole owner of the shares when the first owner dies, and secondly, that upon the authority of the cases, they are liable jointly and severally on the obligations of partners in respect of the stock so registered." 27 Feb., 1879. Gillespie and Paterson v. City of Glasgow Bank, 6 S.C., 714. Public Company-Register of Members-Trustee in
Sequestration. After the stoppage of a public company the trustee on the sequestrated estate of a shareholder, was entered on the register as trustee on the bankrupt estate, and after the stoppage of the company he was placed on the list of contributories as in his own right, because of some prior arrangements whereby he had agreed to make up a title and transfer to a third party : Held, that he was not legally made a partner. Per Lord President: “ The petitioner, at the date of the stoppage of the bank, and when its hopeless insolvency was declared, was not on the register, and any attempt to put him on afterwards by the bank officials was, on their part, improper and illegal. Whatever he had undertaken with a third party, he had not so agreed either with the bank or with a seller or transferer' of shares. He had, no doubt, agreed with a third party to do something which, if it had been carried out, would, it is said, have put his name on the register, but that was an agreement in which neither the bank nor its creditors nor shareholders had any right or interest." 28 Feb., 1879. Myles v. City of Glasgow Bank, 6 S.C., 718.
Publio Company-Trust. Petition to have name removed from list of contributors, on the ground that the petitioner at request of the manager agreed to accept two shares of stock for the bank, as authorised by their contract, and that the manager afterwards agreed to have
his name removed from the register : Held, that the petitioner's name being regularly entered on the register he was liable, as a shareholder, to calls, but reserving to him any claim of relief he might be able to establish against the bank or its shareholders after the debts had been paid. Per Lord President: “ The petitioner having consented as the representative of a latent trust to become a partner of this bank to the extent of these shares of bank stock, cannot possibly escape from his liability in a question with the creditors by alleging any trust or any arrangement with the bank or any of its officials. The parties for whom the stock is held are not the parties liable as partners in respect of that stock. The parties who are liable are those in whose name the stock stands, whatever recourse they may have against the parties at whose instigation they have become partners, and for whose benefit they hold in trust.” English cases were cited. 28 Feb., 1879. Hunter v. City of Glasgow Bank, 6 S.C., 728.
Harbour Dues. The Clyde Commissioners, under an Act (1858), were authorised to levy dues on goods “ shipped or unshipped in the river or the harbour, or using any transit shed or warehouse." Timber merchants were in use to float logs to ponds within the limits of the river to be there stored until sold. In 1877 the Clyde trustees for the first time claimed dues on these logs as falling within the schedule annexed to the Act : Held, by a majority of seven judges (three dissenting) that dues were not under the circumstances exigible, the more especially that the logs did not enter the deepened channel formed by the trustees or any works constructed by them, though the timber was within the limits of the " river." Per Lord Justice Clerk: “It is conceded that hitherto the Clyde trustees have not been in the habit of levying rates or dues on timber to which the conditions expressed in the prayer of the complaint apply, and therefore the question we have to consider is whether the state of possession in this respect is to be inverted or maintained.” “ The quality of being shipped or unshipped is not an unnecessary or accidental test of the liability of goods to pay harbour or river dues. On the contrary, it expresses and implies the consideration for which the power of rating goods is given, and on which the liability rests, namely, the use of the accommodation and structural work for the loading and
unloading of cargoes.” Lord Deas, the Lord President, Lords Ormidale and Mure concurred with the Lord Justice Clerk. Lord Gifford dissented: “If the suspenders use the river in the sense of the statute they must pay the statutory dues, even although this may subject them to disadvantage as compared with other timber ponds situated in a different locality." Lord Shand concurred with Lord Gifford, and the decision of the Lord Ordinary (Adam), who had held that the dues were exigible, was reversed. 6 March, 1879. John Laird & Son v. Trustees of Clyde Navigation, 6 S.C., 756.
Public Company-Trustee. Two executors accepted the trust : part of the estate consisting of stock in a bank. Two of the three executors granted receipts for dividends. One of these two resigned office, but made no transfer of the shares, nor was intimation made to the bank. The dividends were afterwards paid on the receipt of the other trustee : Held, in liquidation, that the executor, tho' he had resigned office, was still liable as a contributory. Per Lord President: “ It appears to me that it is impossible to remove this gentleman's name from the register. He was placed there by his own authority, and his name continued in the register down to the stoppage of the bank. It is not matter in the discretion of the officials of the bank to remove a name from the register, nor are they entitled to do so unless they have distinct authority for doing it.” 7 March, 1879. Tochetti v. City of Glasgow Bank, 6 S.C., 789.
Public Company-Trusts Two of three trustees purchased shares in a bank, and took the transfers in the name of the three, but unknown by the third. The two signed the transfer as a quorum. The third subscribed a minute approving of the purchase, and also as one of the quorum subscribed a mandate to the bank to pay the dividends on the stock : Held, that the third trustee was not entitled to have his name removed from the register. Per Lord President: “ The minute is an acknowledgment that the trustees, including himself, and with the approval of the beneficiary, directed the money to be invested in the purchase of the stock. " It is an adoption immediately after the execution of the transfer of that which the quorum of the trustees had done by
signing the transfer.” Many English decisions were quoted. 12 March, 1879. Roberts v. City of Glasgow Bank, 6 S.C., 805.
Public Company-Parole Evidence to Contradict Writing.
A trustee was assumed into a trust-holding stock in a bank. He subscribed a mandate to pay dividends : Held (Lord Deas dissenting): “ That it was competent by parole to prove that he was ignorant that the stock stood in his name, and on such proof he was entitled to have his name removed from the register.” Per Lord President: “ The mandate is quite insufficient as evidence standing alone, and in contradiction to the other evidence in the case, to make out that the petitioner consented to act as a trustee originally, or afterwards acquiesced in his being a trustee, and intended by the subscription to the document to do a trust act in connection with that estate." Per Lord Deas: “If the petitioner had read the mandate, or heard it read, he would have known that it was a document addressed to and intended to be acted on by third parties, and if he did not read or hear it read, he must take the consequences of not having done so.” 12 March, 1879. Gillespie v. City of Glasgow Bank, 6 S.C., 813.
Public Company-Married Woman's Property Act,
1877, (40 & 41 Vict., c. 29. Held, (1.) where a transfer of stock in a bank is accepted by two persons in liferent and fee, both are held to be partners and liable as contributories in liquidation. (2.) Where a woman at the date of her marriage held stock, the husband, under the Act, was entitled to have his name removed from the register, but was bound to surrender any property he had acquired through his wife. Per Lord President: “Both persons are registered. they have both become partners for their respective presently existing rights of liferent and fee, and have undertaken in these characters all the liabilities of partners.” « The obligation was contracted by the lady becoming a partner of the company. No doubt the obligation was not prestable except when the bank or its creditors required it to be performed, but it was contracted at that date unquestionably, and if I am right in holding that 'antenuptial debts, means debts contracted before marriage, then I think this debt was contracted before marriage; namely, at the date when this lady became a partner of the
bank, and it appears to me that the husband is entitled to be relieved of the obligation for this debt of his wife, upon surrendering any sum of money or other valuable consideration which he obtained upon the occasion of the marriage.” 14 March, 1879. Wishart & Dalziel v. City of Glasgow Bank, 6 S.C., 823
Public Company. The name of a last surviving trustee was retained on the register for six years after his death : Held, that though the company was aware of his death, and his executors were not aware of his being a trustee or holding the stock as trustee, yet his estate was liable as his name was on the register at the date of the stoppage of the bank, and that his executors must be placed on the second part of the list of contributories as representing him. Per Lord President: “It is quite impossible for us to order this gentleman's name to be taken off the register. It was properly put there and it has never been taken off by any competent proceedings.” 14 March, 1879. Low's Executors v. City of Glasgow Bank, 6 S.C., 831.
(2.) CANADIAN: EXTRADITION. In connection with a subject of considerable importance with regard both to International and Inter-Colonial relations, and to the relations of the Mother Country with her colonies, we think it well to lay before our readers two very recent Extradition cases, reported in the March numbers of our valued contemporaries, the Canada Law Journal and the Canadian Law Times respectively.
SUPREME CourT OF CANADA, ONTARIO.-Q.B., VACATION
Court, MARCH II, 1881. The Queen v. McHolme. Arrest in Canada, on Telegram from England, for Larceny:
Extradition. The prisoner was arrested and detained on a telegram from the Chief Constable at Liverpool, saying that a warrant charging prisoner with conspiracy to defraud his creditors, and with committing larceny, was out against him, and that he had absconded to Canada. The prisoner was brought before the police magis