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GRAND TRUNK RAILWAY OF CANADA. Those who have been the most sceptical as to the future of this Railway are now among the strongest believers in it. There is ample foundation for their con fidence. The traffic receipts are beginning to derive some benefit from the opening of the line to Chicago, and there is no doubt that each week will show larger and still larger increases than those to which we have recently become accustomed. As compared with the previous year, the receipts for the last two weeks show increases of £10,870 and £12,923, or 34 per cent. and (42 per cent. respectively. No Railway in Europe can show such progress. It is almost certain that this year the First and Second Preferences will receive their 5 per cent. interest in full, and it is therefore surprising that with the dearth of good investments the First Preferences can be bought to yield £6 88. 4d. per cent. There is the prospect not only of income, but also of considerable improvement in Capital value.

Totally apart from the intrinsic merits of the Railway, there is a contingency which should be steadily kept in view, viz.: the probability that the Dominion Government may desire to become possessed of this Railway, which is now really, what its name implies, the Grand Trunk of Canada.

The Government of Canada have £3,111,500 already invested in this Railway, which does not rank for dividend until the Ordinary Stock has received SIX per cent., and added to this their possession of the Intercolonial Railway, their purchase of the Riviere du Loup line from the Grand Trunk, and their construction of the Canadian Pacific Railway for opening up the western districts of Canada, all tend to show their desire to acquire the Railways. India has made a beginning by the purchase of the East Indian Railway, and in the cases of our other Colonies, Australia, New Zealand, and the Cape, the railways are the absolute property of the Government.

The present moment would be a favourable one for the Government. but hardly so for the shareholders, as the prospects of the Grand Trunk itself were never brighter. Delay is all in favour of the latter, as experience has shown in the acquisition of the Telegraphs and the proposed acquisition of the Water Companies by the English Government, in both of which instances not only present but prospective values have been demanded. The Dominion Government would have no difficulty in raising a loan at 4 per cent. for purchasing the Railways. Presuming that the 5 per cent. Debenture Stock would remain a first charge upon the property, the Government would only have to deal with the Preference and Ordinary Shareholders. No doubt if an arrangement could be arrived at before the close of this year, the 1st Preferences might be obtained at 100, the 2nd Preference at 90, the 3rd Preference at 70, and the Ordinary Stock at 50. These prices are by no means extravagant, seeing that not many years ago such quotations were current, when the position and prospects of the Railway were nothing like so brilliant as they are to-day.

LONDON, CHATHAM, AND DOVER RAILWAY. Shareholders are to be congratulated on the fact that at last the strong position which is occupied by this Company is attracting the attention of a new class of investors. Those who have held on in faith for so many years are not likely to sell now, when such bright prospects are opening out. It will be remembered that when, by the aid of the proprietors, I upset the Fusion scheme with the South Eastern, it was estimated that the progress of the Chatham would have been in the proportion of 31 per cent. as compared with 69 per cent. of the South Eastern. The growth of the Chatham, however, has been largely in excess of these estimates, and I think Shareholders may fairly review their position to-day with strengthened hopes.

Apart from the steady development which is going on all over the system, I have persistently laid the greatest stress upon the importance of the connection which this Company enjoys with the Metropolitan and Northern lines, by its extension across the Thames from Blackfriars, via Ludgate to King's Cross. This section of the line runs through the very centre of the new Fruit and Vegetable Market, the foundation-stone of which was laid last month. It is almost impossible to over-estimate the benefits which this market will bring to the Chatham Company, as it will practically enjoy the command of the traffic in fruits and vegetables with Kent, "the garden of England," and the Continent.

In order to demonstrate to Shareholders at a distance the value of these connections to which I have so frequently referred, I issue with this circular a Map showing the lines within the City of London, and the position of the new City markets which they intersect.

The Preference Stock yielding 4 per cent. to a present investor, with a prospect of 4 per cent. at an early date, is one of the cheapest dividend-paying English Railway Securities to be found. The Ordinary Stock must, of course, be regarded as a speculative investment to lock up for the future.

METROPOLITAN DISTRICT RAILWAY.

It is not many years since I recommended the purchase of this stock at 22. The price now is 82, and to those who can afford to invest regardless of immediate dividend the quotation is by no means extravagant considering the prospects of the line. The Metropolitan lost a great chance when they refused to amalgamate with the District upon the terms proposed of giving £50 of Metropolitan for £100 of District Stock. The day may not be far distant when they will be glad to amalgamate upon equal terms. Such an opinion may now appear to some to be quite as wild as many regarded the recommendation to buy District Stock at 22.

ATLANTIC, MISSISSIPPI, AND OHIO RAILWAY.

The improvement in this Railway is very remarkable. The official report of he working for the month of January, shows that the net receipts amounted to 4,295 dols. against 28,705 dols. in January, 1879, the increase being 55,590 dols., or no less than 193 per cent. Negotiations are now taking place between the English and Dutch Committees, with a view to their deciding upon an united course of action in the interests of the Bondholders.

MEXICAN RAILWAY.

The steady growth of the traffics on this Railway continues, and various securities from the 6 per cent. Debentures to the Ordinary Shares are decidedly attractive investments. The buying of the Debenture Bonds in the market by the Company out of the subvention money received from the Mexican Government will no doubt commence immediately, and there continuous purchases must have the effect of improving the value of the Stock.

SOUTH INDIAN GOLD MINES.

The almost unparalleled success which attended the introduction of the South Indian and Indian Glenrock Gold Companies has naturally brought to the surface a multitude of Gold Mining projects from all quarters of the Globe but the bulk of them, if not all, appeared to have received very little suppost from the public, as those who have hitherto been in the habit of investing in Mines have learnt by bitter experience to become discriminating, and the prə. perties which have been offered for subscription lack one very important feature which distinguished both the South Indian and Indian Glenrock Companies, viz: the Government brand as to their merits.

The Report of the Indian Government upon the Gold Mines of Souther India, just issued, is of deep interest to all present holders or intending in vestors in the shares of these two Companies, and I should advise each one to obtain for himself a copy of the Parliamentary Blue Book, as the perusal of this official document must be convincing as to the intrinsic merits of both undertakings.

The mere butterfly speculators who applied for shares simply to sell at a premium have evidently been entirely cleared off the market, which is conse quently in a much more healthy condition. The fully paid shares of the South Indian and Glenrock Companies can now be bought at £2 respectively, and upon such a Report from Government they must advance considerably.

CANADIAN COPPER AND SULPHUR COMPANY.

A meeting has been called for the 15th instant, for the purpose of raising a small amount of Debenture Stock to enable the Directors to develope and work more vigorously the various valuable properties for the benefit of the Share holders, or to grant leases of a portion thereof to responsible persons on very favourable terms. I am assured upon good authority that this Company can produce refined copper of the best quality at £50 per ton net. The lowest prices touched for this class of copper during the recent depression was £65 per ton its present value here is £75 per ton, while owing to the protective duties in Canada the last sales there realized £86 per ton net.

In view of the important discovery upon the Acton Estate and the circum stances narrated above, the forthcoming Meeting will be one of special interest to the Proprietors, and I have very little doubt that when the position and prospects of the Company are made known the £4 fully paid shares will advance in value. They are now quoted at £2 15s. to £2 17s. 6d. TRAMWAYS.

The traffic returns are improving, and as the summer advances even better results may be expected. The popularity with which Tramway securities were at one time regarded will slowly but surely return to them, as they are a class of investment which everyone can understand. Balance-sheets are issued regularly every half-year showing the exact position of the undertakings, and Shareholders can themselves personally inspect their properties. It is sur prising that there should exist a class of small investors, who, having once made the mistake of entrusting their savings to such impecunious Governments as Turkey, Peru, Honduras, San Domingo, Paraguay, &c., &c., should still cling to these Bonds, in the hope of "something turning up" to benefit them, while they could employ their dormant money in such home securities as Tramways, which, even in bad times like those through which we have recently passed, have paid a fair rate of interest. Dividends will, no doubt, increase this half-year, thus tending to the improvement in Capital values.

DUBLIN TRAMWAYS.

At last the Directors of the various Companies in this City, which is soadmirably adapted for Tramways, have, in the interests of their Proprietors, entered into a preliminary agreement which will, no doubt, culminate in amalgamation. The Shareholders of all the Companies will, as a matter of course, agree to the proposal to exchange their shares for those in the Dublin United Tramways Company. All who, like myself, are well acquainted with the Tramways in Dublin, must have been impressed with the fact that in working four distinct Companies like the Dublin, Dublin Central, North Dublin, and Dublin Southern District (the latter owned by the Imperial Company), there must have been an amount of waste in administration, servants, horses, and vehicles which would, of itself, have been sufficient to pay a dividend on the total capital. Happily for the Shareholders, and equally fortunate for the inhabitants of Dublin, who are nearly all Tramway travellers, there is not the slightest fear as to the success of the scheme. The recent advance in the prices. of the various shares is in anticipation of it, and any opposition to the carrying of a measure which is so manifestly to the interest of all concerned will be ertain of complete annihilation.

I feel sure that the shares of the new Company, when launched, will command a good premium.

IMPERIAL TRAMWAYS.

I am pleased to be able to state that the prospects of this Company are decidedly brightening. The Dublin Southern line will, under the new Tramway combination in that City, now have a chance of development which has hitherto been denied to it. Another favourable feature is the permission granted by Parliament for the conveyance of passengers on the Corris line where steam power is used.

BORDEAUX TRAMWAYS AND OMNIBUS COMPANY.

It was fully expected that the first six miles of this Tramway system would have been opened in time for the Easter traffic, but it was found impossible to accomplish this. Nevertheless the returns from the Omnibus service alone for the four weeks ending 26th March, amounted to no less than £4,697, or an average of £1,174 per week. This Company has already in hand the revenue from 1st November last, so that when the Accounts are made up to 30th June there will be eight months' profits to distribute derived from eight months of Omnibus traffic and three months of partial Tramway traffic. In the course of the next few months there is every probability of these shares being quoted at a considerable premium. Tramways Union £5 shares, for instance, are at £7 (and they are well worth it), equal to £14 for a £10 share. There is every reason why the Bordeaux shares should be equally valuable.

I am so confident that when the Tramway lines are opened the Bordeaux Company will be one of the best paying systems on the Continent that I have secured the balance of unallotted shares in the hands of the Tramways and General Works Company, except those reserved. for issue in Bordeaux, and I am now prepared to receive applications for the same at the price of £10 10s. per share, to be placed in the buyer's name, free of all expenses, and with this Circular I enclose a Form of Application which, if signed and returned to me, shall be considered in the order of receipt.

From Mr. WILLIAM ABBOTT'S CIRCULAR for April, 10, Tokenhouse Yard, London, E.C.

SCHWEITZER'S COCOATINA, NOTICE IS HEREBY GIVEN, that Schedules of

Anti-Dyspeptic Cocoa or Chocolate Powder.

Guaranteed Pure Soluble Cocoa of the Finest Quality, with the excess of fat extracted.

The Faculty pronounce it "the most nutritious, perfectly digestible beverage for Breakfast, Luncheon, or Supper, and invaluable for Invalids and Children."

Highly commended by the entire Medical Press. Being without sugar, spice, or other admixture, it suits all palates, keeps better in all climates, and is four times the strength of cocoas THICKENED yet WEAKENED with starch, &c., and IN REALITY CHEAPER than such Mixtures.

Made instantaneously with boiling water, a teaspoonful to a Breakfast Cup, costing less than a halfpenny.

COCOATINA A LA VANILLE is the most delicate, digestible, cheapest Vanilla Chocolate, and may be taken when richer chocolate is prohibited.

In tin packets at 1s. 6d., 3s., 5s. 6d., &c., by Chemists and Grocers. Charities on Special Terms by the Sole Proprietors,

H. SCHWEITZER & CO., 10, Adam-street, London, W.C.

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ESTABLISHED 1851.

BIRKBECK

BANK.

Current Accounts opened according to the usual practice of other Bankers, and Interest allowed on the minimum monthly balances. No commission charged for keeping Accounts. The Bank also receives money on Deposit at Three and a half per cent. Interest, repayable on demand. The Bank undertakes for its Customers, free of charge, the custody of Deeds, Writings, and other Securities and Valuables; the collection of Bills of Exchange, Dividends, and Coupons; and the purchase and sale of Stocks and Shares. Letters of Credit and Circular Notes issued for all parts of Europe and elsewhere. A Pamphlet, with full particulars, on application. FRANCIS RAVENSCROFT, Manager. Southampton-buildings, Chancery-lane.

AN IMPORTANT CONVENIENCE TO LAW WRITERS AND SOLICITORS.

under the charge of the Administrators-General of Bengal, Madras, and Bombay, respectively, for the half year ending 30th June, 1879, have been received, and are open to the inspection of the public in my Department of this office.

A list of sums remitted by the several Administrators-General and Official Trustees in India, previously to 1st January, 1879, for payment in this country, which remain unclaimed is also open for inspection in my Department. J. S. OLIPHANT,

Official Agent to Administrators-General of India.

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WELL-SECURED INVESTMENT of £1,250 per Annum.

MESSRS, FULLER, HORSEY, SONS, & CO

instructed by Executors to SELL, by PRIVATE CONTRACT, a NET RENTAL of £1,250 per annum, arising from extensive freehold premises in a neighbourhood increasing in value, and adjacent to the railway depots, the Docks, and the River Thames. Let on lease to a most responsible firm for an unexpired term of 18 years, at the expiration of which time a considerable augmentation may be expected. Will be sold to pay 4 per cent. per annum. For further particulars apply to Messrs. FULLER, HORSEY, SONS, & Co., 11, Billiter-square, London, E.C.

FE

one

STEPHENS' SCARLET INK FOR STEEL PENS situa te, a short distance from the Railway Station of one of the most

This new Ink supplies the demand continually made but never before met, for a Red Ink which is uninjured by Steel or other Metallic Pens. Steel Pens left in this ink for months do not impair the beauty of its colour, nor are the Pens in the least corroded by it. The existing Red Inks rapidly destroy Steel Pens, and lose their red colour if used with other than Gold or Quill Pens. This new colour is a very rich scarlet red of great beauty. The colour of this ink is not affected by use upon parchment, and is consequently of great value to Solicitors and Draughtsmen.

Sold in stone bottles, retail at 1s., 2s., 3s; and Imperial Quarts of 40 ounces at 6s. each. Also in glass bottles at 6d. and 1s. each.

LONDON GAZETTE (published by authority) and LONDON and
COUNTRY ADVERTISEMENT OFFICE.
No. 117, CHANCERY LANE, FLEET STREET.

HENRY GREEN, Advertisement Agent, begs to

direct the attention of the Legal Profession to the advantages of his long experience of upwards of thirty years, in the special insertion of all pro forma notices, &c., and hereby solicits their continued support.-N.B. One copy of advertisement only required, and the strictest care and promptitude assured. Officially stamped forms for adverstise ment and file of "London Gazette "kept. By appointment,

REEHOLD BUILDING ESTATE of about 10 acres, intersected and surrounded by good roads, to be sold in or several Lots by Private_Treaty. The Estate is pleasantly char ming suburbs in the South of London, and is well adapted for the creation of Ground Rents on houses letting at £50 per annum and upwards. The land is quite ripe for building purposes, the first portion having been disposed of and covered with buildings.-Address, Q.Q., May's Advertising Offices, 159, Piccadilly, W.

THURGOOD & CO., Estate and Land Agents,

Surveyors and Auctioneers, Lonsdale Chambers, 27, Chancery lane, W.C., hold PERIODICAL SALES of Property, at the MART, the Second Tuesday in each month. Railway, School Board, Corporation, Board of Works, and other Compensations conducted. Valuations for Probate, Mortgages, &c. Estates man aged. A scale of charges upon application.

MESSRS. DEBENHAM, TEWSON & FARMER'S

LIST of ESTATES and HOUSES to be SOLD or LET, including Landed Estates, Town and Country Residences, Hunting and Shooting Quarters, Farms, Ground Rents, Rent Charges, House Property and Investments generally, is published on the first day of each month, and may be obtained, free of charge, at their offices, 80, Cheapside, E.C. or will be sent by post in return for two stamps.-Particulars for inser tion should be received not later than four days previous to the end of the preceding month.

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GENERAL CORRESPONDENCE..................................... 461
NEW ORDERS, &c...

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CASES OF THE WEEK:

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Kinlock v. The Secretary of State for India in Council.......... 464 Fyfe, Re 464 Dronfield Silkstone Coal Company (Limited), In re ............ 465 465

Robins v. Maclean

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Rees v. The Metropolitan Board of Works.................................................. 465
Wailer v. Tanqueray..
OBITUARY.

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APPOINTMEN18, ETC................ 467
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LAW STUDENTS' JOURNAL .................................................................... 469
CREDITORS' CLAIMS

SOCIETIES........

COURT PAPERS

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arrangements which have been made under the new rules for giving certificates of search for judgments, &c. The first step is to send in a requisition for search upon a form which is supplied gratuitously on application at the office. A separate requisition is necessary for each name to be searched for. The requisition must be sent in some days before the certificate of result of search is required, and it is so framed that a search can be directed to be made up to two o'clock on the day up to which search is requested to be made. Under No. 48 of the new rules (ord. 60a, r. 8) no judgment now be received for registration after the hour of two in the afternoon; the new provision as to certificate of search will, therefore, enable a purchase to be completed in the afternoon of the day up to which search is requested in absolute safety as regards judgments, &c. The fee for the official certificate of search has not yet been settled.

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WE REFERRED last week to the probable effect of the last clause of No. 48 of the new rules-which provides that 464 a person shall not inspect nor take any extract from any of these registers or indexes [including the register of bills of sale], or any document filed in connection therewith, until he has specified in writing to the officer in charge of the register or index the name against which he wishes to search, and has satisfied the officer as to the object of the search"-in stopping the private enterprize so long carried on of publishing a list of the names of persons giving bills of sale. There have since been addressed to the authorities very energetic remonstrances from the persons and societies affected by this provision, and we believe we are correct in saying that hitherto no attempt has been made to enforce the rule. We have reason to believe that the rule was framed with the deliberate object of putting a stop to what, under the changed state of the law since the Bills of Sale Act, 1878, is nothing short of an injustice-viz., the publication of the name of every one who gives an instrument which has to be registered under that Act. The result of this is, that the names of persons of perfect solvency and respectability are published side by side with the names of the money-lenders' victims. We see no reason for the hesitation which appears to exist as to bringing the new rule into operation; and we hope that pressure will be applied by the law societies to counterbalance the efforts of the "trade protection societies."

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THE QUESTION whether a Jew can hold the office of Lord Chancellor may, some of these days, become a practical one, and it is worth while to inquire into the nature of the supposed obstacles. So far as we know, there is no enactment in the statute-book which, expressly and in terms, disqualifies a Jew from holding this office. The oath formerly taken by the Chancellor, on the true faith of a Christian" was, of course, an effectual bar, but these words were omitted from the form of oath prescribed by the "Office and Oath Act, 1867," and there is now nothing in the nature of the Chancellor's oath to exclude a Jew from the office. Lord Coleridge, when AttorneyGeneral, referring to this question, went so far as to say that 66 a Jew could hold any office, either in England or Ireland." But we apprehend that in saying this, the learned speaker overlooked the fact that a disqualification may exist at common law, without the existence of any disabling statute; and this, we submit, is the case with Jews as regards the office of Chancellor. It is clear that the Legislature thought that this was so when the Act enabling Jews to sit in Parliament was passed; for by that statute (21 & 22 Vict. c. 49, s. 3) it was expressly provided that "nothing herein contained shall extend, or be construed to extend, to enable person professing the Jewish religion to hold the office of [inter alia] Lord High Chancellor." An enabling statute, we apprehend, would be necessary to enable a

any

Jew to become Lord Chancellor of England, and for such a statute a precedent might be found in the Act of 21 & 22 Vict. c. 49, already referred to, by section 1 of which all the Queen's subjects, without reference to their religious belief, were made eligible to hold the office of Lord Chancellor of Ireland; by section 2, provision was made for the ecclesiastical patronage in cases where the Chancellor was not a member of the Established Church, and by section 3 the exercise of certain other functions of an ecclesiastical character was provided for.

ALTHOUGH THE CAUSE LISTS in the Chancery Division are so heavy, it would appear that many of the causes contained in those lists, are, from one reason or another, not ready for hearing. This, we conclude, is due to the practice so often resorted to of setting down a cause in the book as soon as ever the rules permit, without regard to the fact that the witnesses are not ready, so that briefs cannot be delivered. This unreadiness necessitates a consent on both sides to the cause standing out of the paper, and it is matter of daily experience, that causes already in the day's paper, or apparently ready to be in the next day's paper, are suddenly found to have been marked by consent to stand out of the paper for a considerable period. To so great an extent is this carried, that Mr. Justice Fry, who has a large list of causes, is, on account of so many of them standing out by consent, compelled to ask for a transfer to him of forty causes. The Master of the Rolls' list is in a very similar condition, and the difficulty is aggravated by his having to part with some of his causes to Mr. Justice Fry. On Tuesday last his lordship got through his paper, which was very short, by two o'clock, and there was some difficulty in compiling a paper for Thursday, although the list contains a large number of causes. A remedy for the inconvenience experienced by reason of causes being marked by consent of parties to stand out of the paper might be found if a regulation were made that causes once set down in the book should not be marked to stand out without special leave of the court, or, in the alternative, that causes so marked should, ipso facto, lose their place in the list, and on being restored, should go to the bottom. The object in setting down causes at the earliest possible date is to obtain a place in the list, and then by marking a cause to stand over it gradually comes to the top of the list and will come into the paper immediately on being restored. If some such rule as we suggest were adopted, causes would not be set down until they were ready to be heard, and the chancery judges would not so often be in the position of the ancient mariner, with "water, water everywhere, but not a drop to drink."

WE ARE GLAD to find that a vigorous effort is being made by the Newcastle-upon-Tyne Law Society to meet the wants of articled clerks in preparing for the intermediate examination. There have been established, under the auspices of the society, classes meeting once or twice a week for reading and illustrating the books presented for that examination. These, we believe, are the first classes of the kind which have been established by any provincial law society, and we heartily hope the effort may be successful.

IT WOULD BE ABSURD to attempt to predict the course of events as regards the forthcoming occupants of legal offices; but it may be noticed that rumour already asserts that Mr. Herschell, Q.C., will be Solicitor-General, and Mr. Osborne Morgan, Q.C., Judge Advocate General in the new Administration.

Mr. Justice Bowen will preside at the forty-eighth anniversary festival of the United Law Clerks' Society, which will take place on Monday, June 7, at the Freemasons' Tavern.

LIABILITY OF COMPANY IN RESPECT OF REGISTRATION OF TRANSFEREE OF SHARES OR STOCK.

THE case of Simm v. The Anglo-American Telegraph Company (28 W. R. 290, L. R. 5 Q. B. D. 188), recently decided in the Court of Appeal, raised a point of great importance to companies and their shareholders. The question which arose was as to the liabilities of a company receiving a transfer of shares or stock in respect of the registration of the transferee. The facts appear to have been briefly as follows:-The clerk of a shareholder in a company contracted with B. & Co. to sell £5,000 stock in the company. He subsequently forged his masters' signature to a deed purporting to transfer that amount of stock to the nominees of B. & Co., who

then, acting on behalf of B. & Co., presented the transfer to the company for registration. The company sent a letter to the shareholder inquiring whether the transfer was correct, but this being intercepted by the clerk was not answered, and the company thereupon registered the transfer to the nominees of B. & Co. Before, however, a certificate was issued to them, they, at the request of B. & Co., transferred the stock to the plaintiffs, who were registered by the company as transferees thereof, and in due course received certificates of registration. The plaintiffs were the trustees of a bank, and the arrangement was that they should hold the stock as trustees for B. & Co., subject to any charge the bank might have upon it, the intention being that the bank should make advances to B. & Co. upon the Certain advances were then made security of the stock.

by the bank to B. & Co., but they were subsequently paid off, and the plaintiffs became bare trustees of the stock for B. & Co. The forgery being afterwards discovered, the company refused to recognize the plaintiffs as the owners of the stock. The action appears to have been in form for wrongfully representing that certain persons were registered holders of stock in the defendants' company, and as such had title to transfer and sell the same, and also for the recovery of the purchase-money of the stock and the dividends thereon. A second action was brought by the company against the nominees of B. & Co. for an indemnity. The actions were tried together before Lindley, J., and it was agreed that B. & Co. should be added as plaintiffs in the first action, and as defendants in the second. Upon these facts Lindley, J., held that the plaintiffs-that is to say, in reality B. & Co.-were entitled to recover the value of the stock from the company. This decision was reversed by the Court of Appeal.

We cannot quite understand the line of argument adopted by Lindley, J., in the first part of his judgment as reported. He seems, to some extent, to rely on the fact that the original plaintiffs, the trustees of the bank, had a good title to the shares by estoppel against the company. This was, no doubt, the case at one time, because the company had held out to them that the nominees of B. & Co. were the owners of the shares, and they had altered their position on the faith of such ownership. But it seems to us that this was immaterial, because, in reality, B. & Co. were the plaintiffs. The estoppel in favour of the original plaintiffs, the trustees of the bank, arose out of their advances on the faith of the representation that the nominees of B. & Co. were owners of the shares. Those advances had been paid off. As Brett, L.J., put it, when the advances were paid off, the trustees of the bank could not have recovered in respect of any estoppel in their favour; consequently they could not transmit a right of action to B. & Co. It is true that Lindley, J., does advert to the argument that the repayment of the advances made the trustees of the bank mere trustees for B. & Co., and consequently left them with no further title to the shares than B. & Co., and says that he will deal with that argument subsequently; but in the latter part of his judgment, which relates to the second action, he seems to treat the case

entirely as between B. & Co. and the company, and puts it wholly on the broader ground that, as between themselves and an innocent transferee, it is the duty of the company to ascertain the validity of the transfer. It seems to us, therefore, that the trustees for the bank, and the facts of the case relating to their part in the transaction, may be dismissed altogether from consideration.

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The case then simply resolves itself into one between a company and the innocent transferee under a forged transfer. Lindley, J., considered that it was the duty of the company in keeping their register to see that it was correct, and for that purpose to make the necessary inquiries, and satisfy themselves as to the validity of the transfer. He says that B. & Co. were entitled to say, "We did not deceive you; you made inquiries, and you accepted us as shareholders, and put us on the register, and you cannot now turn round and say that as between you and us we do not hold the position which you have led us to believe that that we are entitled to. But the question immediately occurs to the raind, assuming that there is a duty on the company to make the inquiry, What is the consequence of a breach of such duty? Can it be that the innocent transferee is entitled to recover the value of the shares unless he has suffered the loss of that value through the company's breach of duty? This would depend on whether he parted with the purchase-money of the shares on the faith of the company's registration of him as shareholder. But we take it that he parts with his money as the consideration-money for the execution of the transfer. The registration or non-registration of the transfer by the company is matter altogether subsequent, and his position cannot be thereby prejudiced. Therefore, even assuming that there was in some -sense a duty on the part of the company to see that their register was correct, it is difficult to see how there is any damage enabling the transferee to bring an action for the breach of such duty. It might, however, be contended that, the company's conduct entitling the innocent transferee to consider himself the holder of the shares, he is prevented from promptly pursuing any remedy he might have against the party selling to him as he might do if he knew that he had not obtained what he had bargained for, and, therefore, that the company ought, at any rate if it can be shown that the transferee was prejudiced, to be responsible to him for the value of the shares. But assuming that there is some duty on the part of the company, what, at the utmost, can that duty be? Surely only to use due care in reference to the entries made in their register. The view taken by Lindley, J., seems to go to the length of holding that they are absolutely bound to have their register correct. But what ground is there for this extreme view of their responsibility? In the case we are discussing they took the usual precaution of writing to the transferor, but the letter never reached him. We do not see what further precaution, in reason, they could be expected to take if the question is one of negligence.

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have no right of action against me. of this kind depends (as was pointed out by th judges in the Court of Appeal) upon a representation made by the party estopped upon the faith of which the other party has altered his position. Here there was, in truth, no representation at all made to the transferee by the company. The representation was the other way. The transferee brings to the company a document which he alleges to be a transfer of the stock from the true owner. The company, on the faith of that transfer, register the transferee, but they do not make any representation to him. Apart from the question of any duty thrown on the company, it is obvious that there can be no estoppel. It would seem that there can only be such a duty as must be contended for on the transferee's behalf if some statutory enactment, either expressly or impliedly, makes it the duty of the company upon the transfer being presented to them to determine the title to the shares, and makes such determination conclusive as against them, if they determine in favour of the transferee. No section of any statute was cited showing that there was such a duty cast upon the company. It may possibly be contended that, having regard to the exigencies of business, it would be desirable that the company should be placed in this position. We believe a good many business men are dissatisfied with the judgment of the Court of Appeal and prefer the conclusion at which Lindley, J., arrived; but, if so, it seems to us that the desired effect must be produced by future enactment, and that the alleged duty cannot arise under any common law doctrine of estoppel.

Various questions arise upon the facts of the case we are discussing which, though not immediately material to the decision, have considerable theoretical interest. It has always seemed to us difficult, in those cases where the question is which of two innocent parties is to suffer for a fraud or criminal act perpetrated by a third party, to determine how far the principle is applicable that of such parties he shall suffer who has enabled the fraud or criminal act to be committed. It does not appear in this case how the certificates for the stock came into the hands of the clerk. It is, we take it, on the production of those certificates that the company acts in giving effect to the transfer. If the original shareholder intrusted those certificates to the clerk, he certainly enabled the fraud to be committed; but yet we cannot think that the original shareholder would be liable in any way to any person in consequence of the fraudulent act of his clerk. It is not negligence to intrust such certificates to a clerk. Persons are not bound, under all circumstances, to suspect others of the intention to defraud. Business could not be carried on if they were. It would be a long step towards reducing stock to the same position as bonds payable to bearer to hold that the holder cannot part with the certificates from his possession to any person without running this risk. The tendency of mercantile men is ever in the direction of the negotiability of instruments, and towards making the title to anything depend on the possession of the usual indicia of title, as, for instance, is enacted by the Factors Acts with regard to particular matters. But it seems to us that, after all, there is something besides mercantile convenience to be considered in the world. It would be a very dangerous and sweeping doctrine to hold that a man is to forfeit his property because he has allowed it to leave his possession, and another person has been deceived with regard to the title to it and has innocently purchased it.

The Court of Appeal, indeed, appear to have been of opinion that there was no duty cast on the company to make inquiry as to the genuineness of the transfer at all. It was said that the company, having registered the forged transfer, were estopped from afterwards denying the title of the transferees. But whence can such an estoppel arise unless there is an absolute duty thrown on the company, when a transfer is presented to them, to determine whether the person presenting it is the true owner of the shares, and they are bound by the determination they then make? Otherwise it is merely this case. I have certain goods in my possession which I believe to On Monday, in the Exchequer Division, on Mr. Baron belong to A. B. comes and claims them either as assignee after an absence of some months, Mr. Watkins Williams, Huddleston taking his seat on the bench for the first time of A. or otherwise, bona fide believing them to be his. IQ.C., the senior Queen's Counsel present in court, rose and write to B. a letter acknowledging his title to the goods and promising to give them up to him. I ascertain from information subsequently received that the goods are indisputably A.'s, and that B. has no right to them. I then refuse to give them up to B. Surely he would

congratulated his lordship and the public on his return to the bench in restored health. The learned baron feelingly acknowledged the compliment, and said he hoped to complete on the Bench that convalescence which was already far advanced.

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