and taxed off. The defendant having moved to
rescind the order, it was held that though there was
a discretion in the court to allow or disallow the
costs of taxation to the plaintiff, the court would
not now rescind the order on the ground that the
items taxed off were such as the plaintiff's attorney
must have known to be not allowable, no objection
having been made before the master on that ground:
(Carpenter v. Calvert, 17 L. T. Rep. N. §. 578. Ex.) FRANKS (Rev. G. H.), Misterton Rectory, Misterton, Leicester-

SETTING ASIDE AN ORDER OF A JUDGE AT CHAMBERS. To set aside an order of a judge on the ground of irregularity, surprise, &c., it is generally necessary to apply in the term next succeeding HARPEEY (John). Kogate, Sussex, grocer, &c. March 31; J. the date of the order. But this rule will be relaxed L.T. Rep. N. S. 579. Bail.) if adequate cause be shown: (Baker v. Sayers, 17

objected, the Court refused to dismiss the petition
on consent, and held that he was entitled to prove
the adultery charged by him against the petitioner: PAGE (Jonathan), Clarence-cottage, York-street, Southsea,
(Clapham v. Clapham, 17 L. T. Rep. N. S. 584.
Div. & Mat.)

EQUITY PRACTICE-REMEDY AT LAW.-A plaintiff DOWNTON (Jonathan), 2, Conant-place, Limehouse, Mid-
led a bill for a partition (as between the defendant
ad himself) of certain real property devised by the
ill of the testator in the cause.
ad for some time been in exclusive receipt of the
ents and profits; and it was held, that the plain-
iff's remedy was at law, and that the bill must be
stained for a year, with liberty to the plaintiff to
ring an action against the defendant: (Bolton v.
Bolton, 17 L. T. Rep. N. S. 556. V.C. S.)

the local, personal, and private Acts take more than 1200 pages. It requires 213 folio pages to give an index of the Railway Acts; 22 for Gas Companies' Acts; 23 for Acts relating to trading and other companies; 246 for turnpike and other road Acts, and Acts relating to bridges and ferries; 48 for Acts relating to canals, rivers, tunnels, drainage, and embankments; 10 for Acts relating to county affairs, 13 for parish affairs, 57 for improvement of towns, 100 for inclosures and allotments; 26 pages are occupied with waterworks Acts, 12 with Acts relating to markets and fairs, 34 with harbour and pier Acts, 3 with fisheries Acts; 8 pages are required for small debts courts Acts; 57 for church-building Acts, and Acts relating to tithes and other ecclesiastical matters; 32 for Acts relating to schools, hospitals, and other charities. No less than 103 pages are filled by the index of Acts relating to estates, page after page containing Acts giving power to sell or exchange or grant building leases of settled estates; 25 pages are filled with the list of other Acts of a personal nature; 39 were Acts passed for authorising a change of name; 389 Acts were passed in the 65 years for naturalising foreigners who had come to reside here, the list being headed by Prince (afterwards King) Leopold and Prince Albert. Dissolution of marriage was an expensive affair until ten years ago, and these volumes show only 200 Acts for that purpose in 57 years. The volumes, as has been stated, come down to 1865; the present Parliament in the two Sessions of 1866 and 1867 has added 868 Acts to the statute-book, 268 public general Acts, and 600 local, personal, and private Acts.

THE BENCH AND THE BAR.

We are requested by the Lord Chancellor to contradict a statement of the intended marriage of his daughter, which, without any authority, was most improperly inserted in the Court Journal, and for which there is not the smallest foundation.-Times. THE MIDLAND CIRCUIT.-In consequence of the death of Mr. Justice Shee, it is anticipated that the Right Honourable the Recorder of London will go the Midland Circuit, Mr. Justice Montague Smith being the other judge.

Dr. James Parker Deane, Q.C., the Admiralty advocate has been appointed chancellor and official principal of the Consistorial Court of the diocese of Salisbury, in the room of the Right Hon. Sir R. J. Phillimore, who has resigned, after a tenure of the office during nearly 23 years.

LORD BROUGHAM.-We are authorised to state that Lord Brougham has not enjoyed better health in every respect during the last eighteen months than he is doing now. He rises every morning punctually at eight o'clock, makes a hearty breakfast at nine, drives from eleven to one, and then has lunch. He again takes carriage exercise from two to half-past five, and at six sits down to dinner, and eats with evident appetite and relish. At eight o'clock he retires to bed, and will sleep ten hours, or even more, uninterruptedly.-Penrith Paper.

O'Loghlen, O'Hagan, Keogh, Monahan, and the like,
which do not sound like those of "an alien race."-
Pall Mall Gazette.

MAGISTRATE AND PARISH

LAWYER.

NOTE. The current Law under this department is noted by
T. W. SAUNDERS, Esq., Barrister-at-Law, Author of "le
Practice of Magistrates' Courts," &e]

READING ON NEW DECISIONS. HIGHWAYS-PROSECUTION FOR NON-REPAIRREMOVAL BY CERTIORARI-TRIAL EPON THE CIVIL SIDE AT THE ASSIZES-COSTS.

MR. COMMISSIONER KERK. - On Tuesday the Aldermen of London, sitting at Guildhall, had under consideration a report from their privileges committee, to whom it had been referred to consider the provisions of the County Courts Act 1867, so far as they affect the commission of oyer and terminer, and gaol delivery of the Central Criminal Court; in other words, whether the judge of the City of London Court, heretofore called the Sheriff's Court, could still continue to act as a commissioner at WHEN, six years since, the Legislature enacted the Old Bailey Sessions. It appeared that the City the Act for the better Management of Highways Solicitor had submitted a case on the subject to the Attorney-General and Mr. Hannen, who had given in England (25 & 26 Vict. c. 61, subsequent y an opinion, in effect, that the new County Courts amended by the 27 & 28 Vict. c. 1011 it Act did not affect the position of Mr. Commissioner placed upon the Statute-book, a law than which Kerr in relation to the Central Criminal Court, and few have been followed by more beneficial that he might legally continue to act as such com-effects. Those only who were much in the missioner there. On the other hand, Mr. Kerr had habit of traversing the parish highways of submitted a case to Sir R. P. Collier, Q. C. and Mr. England, and observed their rutty miry, and Cleasby, Q. C., who had given an opinion diametri often dangerous condition, can properly appre cally opposite. A conversation arose among the ciate the wonderful improvement in these aldermen upon the extreme inconvenience of the state of things arising out of this conflict of opinion. particulars, which has been effected in every And Alderman Salomons, M.P., and Alderman district where the above statute has been put Copeland in particular, urged the desirability of in force. In lieu of roads, sometimes in winter having some authoritative decision upon a subject almost impassable, and involving (especially to of such public concern, as they considered it to be, farmers who mostly had occasion to use them) seeing that otherwise the trial of prisoners by horse and waggon power greatly increased to Mr. Commissioner Kerr might be rendered null and meet the difficulties and dangers of this unvoid. At length Mr. Commissioner Kerr was called happy state of things, and at all times in such in, and agreed to place at the disposal of the court the case which he had submitted to counsel, with along them, to say nothing of the loss of time a state as to require great care in passing their opinion thereon, and the court passed a reso-involved in the very slow pace at which alone lution, in effect, to submit the cases and opinions on both sides to the Lord Chancellor, with a view, if possible, to some satisfactory solution of the

matter.

The Supreme Court of the United States has eight judges, each of whom receives a salary 6,000 dollars, with the exception of the Chief Justice, who receives 500 dollars more. Their ages are: Chief Justice Chase (of Ohio), sixty; Grier (of Pennsylvania), seventy-two; Clifford (of Massachusetts), sixty-five; Nelson, (of New York), seventy; Field (of California), forty-five; Davis (of Illinois), sixty; Swayne (of Ohio), fifty-five; Miller (of Iowa), forty-one. Messrs. Nelson and Clifford are Democrats; Grier, doubtful; Field, Johnsonian; Davis, Conservative Republican; Chase, Swayne, and Miller, Radical. The number of judges has been reduced to seven, so that when one of the judges-who are appointed for life or "during good behaviour"-dies or retires, no suc-cessor will be appointed. The details of the court are left to Congress, which has a constitutional power to say how many shall constitute a quorum, . or what majority shall be required for a decision.

BARONETCIES AND THEIR LEGAL PRIVILEGES. We remarked a few days ago upon the comparatively numerous instances which have recently occurred of the assumption of baronetcies by presumed heirs male, especially in Scotland. It is curious to note, on the other hand, in these days when every man is anxious to have his rights, that existing baronets do not assume all the dignities and privileges which of law belong to them. Thus baronets are entitled to be styled "The Honourable," and are not baronets only, but also knights. This quasi-hereditary knighthood descends like a nobleman's second title to the eldest sou, with this difference, that the one is by courtesy, the other by right. A baronet's eldest son, as soon as he is of age, has only to signify to the Lord Chamberlain his intention to assume the style and title of a knightbachelor, and from the time of such signification he actually is a knight-bachelor, with precedence over all other knights-bachelors. He might, if he liked, wear a gold ring on his thumb, a collar of SS, and gold spurs. The original precedent, however, does not enumerate these privileges. The price the first baronets had to pay for their new honour was the maintenance of thirty soldiers each for three years, at the rate of eightpence a day, to be employed in the settlement of Ulster. They must also be "at the least descended of a grandfather by the father's side that bare armes, and have also of certaine yeerely revenne in lands of inheritance in possession one thousand pounds per annum de claro." The original baronets of Nova Scotia, to whom it was granted to "weare and carie about their neckis in all time cuming ane orange tannie silke ribban," with a certain handsome "cognoissance" thereto appended, have large territorial claims in abeyance. Of the ninety-six baronets whose creation is recorded in the public registers A.D. 1625-1638, no less than sixty-eight had actual seisin of the baronies in Nova Scotia, which had been conveyed to them by their patents, and their rights would in the ordinary course of things descend. But unluckily Charles I. ceded to the French in 1632 Quebec and other territory in Acadia, as that part of America was then called ("Acady, home of the happy," as Longfellow describes it in dactyls and spondees), and the French chose to assume that ROMAN CATHOLIC JUDGES-Finding in the new what we call Nova Scotia was included in what number of Fraser's Magazine-a periodical of high they understood by Acadia. The King was too repute for knowledge and ability-a somewhat weak too defend his rights at that particular crisis, startling generalisation to the effect that the membut he treated the district as his own, and contiuued bers of the Protestant Church "enjoy almost a to make territorial grants with his baronetcies. At monopoly of the Government in Ireland"- that the treaty of Utrecht the British commissioners "they impose taxes and administer justice to a sub-claimed Nova Scotia as having been usurped, not jugated and alien race," &c. &c.-we turned to official sources of information, and made some private inquiries to see if these things were so, especially as regards the great officers of justice. The first fact we discovered was, that of the twelve judges of the Common Law Courts no fewer than eight are Catholics-viz. two in the Queen's Bench, two in the Exchequer, and all in the Common Pleas. The second fact was, that in the course of the last thirty years one Master of the Rolls, eleven AttorneysGeneral, and twelve Solicitors-General have been Catholics. These things scarcely lcok as if the administrat o of justice at least was exclusively in Protestant hands. Most of these gentlemen, too, bear peculiarly Hibernian names, such as Fitzgerald,

laden vehicles could proceed, we have now roads, the smoothness and complete repair of which are usually upon a par with our best kept turnpike-roads. True it is that this improve ment has involved some additional cost to the ratepayers, but whilst in so important a matter as that of transit from place to place, cost should not be scrutinised too nicely, the saving to the farmers, who are our principal ratepayers in rural districts, in horseflesh (for in many districts one horse can do the work over a parish highway, which before required two to accomplish), and in the wear and tear of carriages, to say nothing of the increased rapidity with which such highways are now traversed, which in itself is a saving of money, very far surpasses the outlay which the improved condition of our parish roads has occasioned.

The Act of the 25 & 26 Vict. c. 61, however,

contained one great blemish; it was not com pulsory. It was optional with the justices whether they would adopt it or not, and in fact there are a great many counties in England which still prefer going on upon the old system to being brought under the provisions of the new law. If the statute be good for any part of the kingdom, it is good for all parts, and the time has come when it should no longer be left to the option of the county justices whether or not a measure of such vast public utility should be allowed to remain a dead letter as far as their own jurisdictions are concerned. These remarks have been called forth by the facts disclosed in the recent case of Reg. v. The Inhabitants of Ipstones, 17 L. T. Rep. N. S. 497. In that case it appeared that the great, busy, and thriving county of Stafford had not adopted this statute, and the discussion which was involved in it had its origin in that fact. It would appear that in the township of Ipstones in that county a public highway which at a certain place ran through a wood, the property of a Mr. Snead, was out of repair, whereupon he caused proceedings to be instituted in the usual form agains the township under the provisions of the old Highway Act, the 5 & 6 Will. 4, c. 50, s. 94. Upon the hearing, the surveyor denied the liability of the township to repair, whereupon, in accordorder was made for an indictment to be preferred ance with the course laid down by sect. 95, an at the next assizes for the county. The indic ment was removed by certiorari by the defendants, who pleaded the liability of the adjoining landowner, Mr. Suead (the prosecutor) to repair the road ratione tenure. The indictment in due course went down as a record of the Queen's Bench for trial on the civil side of the assizes, and upon such trial the jury returned a verdict for the defendants. An application at the time to the presiding judge for his order for the costs of the prosecutor was refused by him, and upon an application afterwards to him at chambers for the same purpose, he referred the question to the

conquered, by the French; the claim then was
allowed, and again more completely in 1763. The
British Government has recognised the arrangement
made by Charles I., by insisting on boundaries in
accordance with the original charter granted to Sir
William Alexander, the first proprietary lieutenant
of Nova Scotia, and the head of all the baronets.
The descendants of such baronets as had actual
seisin of their baronies would seem to have some-
thing to say in favour of their claim to lands in
Nova Scotia, especially as in their charters a stipula-
tion was inserted that the grant should be valid in
all time coming in all the King's Courts, notwith-court.
standing any law, custom, prescription, practice, or The prosecutor claimed his costs by virtue of
decree, before or afterwards made.—Pall Mall Gazette. the provision of the 95th section of the above

DEATH OF MR. W. HERAPATH. - We have to record the death of Mr. William Herapath, the weil-snown toxicologist, of Bristol. The deceased gentleman, who was seventy-two years of age, had only been ill for a short time, and expired on Thursday evening, at his residence in the Old-parkBristol. Mr. Herapath was the son of a maltster, and for some little time followed the occupation of his father. He had, however, a strong inclination for scientific pursuits, and he devoted himself to the study of chemistry. Nearly forty years ago he, gained a reputation by his analysis in a case in which a woman named Burdock was convicted at Bristol upon circumstantial evidence of poisoning. In the more celebrated case of Palmer, of Rugeley, Mr. Herapath was a witness, and he had also been concerned in many other important criminal and civil trials. Mr. Herapath was also a decided politician. In the period of the reform agitation of 1831, when the disastrous riots took place at Bristol, he was the president of the body then known as the "Political Union," and he exerted such power as he possessed, to stop the tumultuous proceedings which then took place. On the passing of the Municipal Reform Act, Mr. Herapath became a member of the town council; but with advancing years he ceased to be a democrat, and was at last expelled from the Radical ward he had long represented. Mr. Herapath was in the commission of the peace, and was the senior magistrate for Bristol.

THE OLD FLEET PRISON.-Last week, by instructions of the directors of the London, Chatham, and Dover Railway Company, the materials of several houses and other premises at the corner of Ludgatehill and Farringdon-street, including the boundary wall of the old Fleet prison, were disposed of by auction, in order to carry out the long-contemplated improvements in that locality, and in a few days not a vestige will remain of that celebrated place of incarceration for unfortunate debtors. The prison was burnt in the great fire of 1666; built anew, and again destroyed in the riots of 1780; rebuilt, and finally pulled down in April 1844, when the site was purchased by the Corporation of the City of London for 29,0007.

attendance and sick pay may be secured in connection with local friendly societies. He concludes by recommending for the better security of subscribers to burial societies that disputes should be decided by justices or the County Court; be objects to arbitration, as the claimant is at a disadvantage in not being able to compel the attendance of

witnesses.

JOINT-STOCK COMPANIES' LAW

JOURNAL.

NOTES OF NEW DECISIONS.
GENERAL

INSURANCE AGAINST FIRE-DAMAGE BY EXPLO

SION OF GAS-A policy of fire insurance effected upon certain manufacturing premises, contained the following clause:-"Neither will the company bə responsible for loss or damage by explosion, except for such loss or damage as shall arise from explosion by gas." It appeared that in the course of the certain inflammable explosive vapour was evolved; manufacture carried on at the premises in question, that an escape of this took place, and coming in contact with the lamps, the vapour ignited and burned for a few minutes, setting fire to some triffing articles; it then exploded, doing much damage thereby, and afterwards the fire became general and burnt for a considerable time, doing further damage: Held, that by the word "gas" in the policy, gas used for illuminating purposes was meant, and, therefore, what had occurred was not within the exception of "explosions by gas" that the whole damage could not be considered as being a loss within the policy by reason of the explosion having been preceded by fire, and that with respect to the damage by fire subsequent to the explosion, the plt. could not recover for any damage caused by fire resulting from, and which would not have arisen but for the explosion: (Stanley v. The Western Insurance Company, 17 L. T. Rep. N. S. 513. Ex.)

LANDS CLAUSES ACT, SECT. 68-LANDS INJURI OUSLY AFFECTED.-A company in constructing works unauthorised by their Special Act took in a portion of the road in front of B.'s house, narrowing it from fifty-seven to thirty-three feet, by reason of which the jury found that the house was diminished in value. It was held that under sects. 6 and 16 of the Railway Clauses Act, and sect. 68 of the Lands Clauses Act, a house might be thus "injuriously affected," provided that the house was injured irrespectively of the trade carried on by the par ticular tenant: (Beckett v. The Midland Railway Company, 17 L. T. Rep. N. S. 499. C. P.)

tion, of interest to every one concerned in burial societies is their present financial position, and to show this Mr. Pratt gives a tabular view of the condition of ten of them, made up from their last annual reports. The members of these ten societies numbered 486,612; the gross receipts for the year, 94,3234; the expenses of management, 36,3014; and the payments for deaths or sickness, 64,386. These two items make a total of 100,6877, so that the expenditure of the societies has exceeded the receipts by 63611. The funds in hand amounted to only 67,267, or about 2s. 10d. each member, while "the amount insured must exceed 1500,000Z” Among these ten societies is the St. Patrick's of Liverpool, whose members numbered 150,000, paying 33,2701. during the year; its management cost 16,552, or nearly half its receipts, and it paid 20,3277. for burials and sickness, so that every 20s. paid cost by way of management 16s. 3d.; its expenditure for the year exceeded the receipts by 3609, and the amount in its treasury at the close of the year represented 2s. 4d. per member. Another society, members, received 14.8651. in subscriptions for the the United Legal of Liverpool, having 59,614 year; its management cost 67317, and it paid 84677. to its members. at a cost, this shows, of 16s. for every pound. Its assets represented 4s. 5d. for every member, and its expenditure over receipts 333. The Victoria Legal of Birmingham, a sick society, forms a more extaordinary case. Its 8637 members subscribed 17641. during the year; its management cost the enormous sum of 1126, equal to 633 per cent. of the year's receipts, or 31. for every 208. paid to its sick, who received 3764. This society had 261/. in hand, or id. per member, but its receipts for the year exceeded its expenditure by 2627., a fact which seems to show that the amount subscribed by the members far exceeded their need on account of sickness, and that they had, indeed, been extravagant in their providence. The remainder of the ten societies are the Loyal Philanthropic of Liverpool, whose expenditure was 35 per cent. of its receipts, and whose exchequer contained 11,356, or 5s. a member; the Philanthropic Burial of Blackburn, whose experditure was 14 per cent., LONDON MUNICIPALITIES.-Mr. Hardy received last with 10,2707. assets, or 1s. 11d. per member; the Saturday a numerous deputation representing the Protective Burial of Liverpool, with an expenditure authorities of the various London parishes, the of 33 per cent., and 61097. in hand, or 3s. 9d. per object being to oppose the two Bills introduced into member; the St. Ann's Catholic of Liverpool, whose Parliament by Mr. John Stuart Mill, with the view management cost over 37 per cent., and whose of establishing municipal corporations within the funds amount to 8231, or only 8d. per member; the Original Legal of Preston, with an expendimetropolis. Major Lyon was the chief speaker, and stated the various objections entertained to Mr. ture of over 17 per cent., had assets to the amount of 56331., or 3s. 5d. per member; the UnaMill's proposals. Mr. Hardy, in reply, said it had been admitted by all who were present that some nimous Brotherly, which spends upwards of 174 per slight amendments were required in the present Acts cent. in management, had 15577. in hand, or 38. 4d. sentato per member; and the Family Burial of Chorley for the government of the metropolis. gleaned, from their observations, that they would which expended 8 per cent. in management, had not object, where vestries and district boards did not 2371. in hand, or 3d. per member. This society paid carry out that which the law required them to do, 15447. to its members, at a cost of 1s. 6d. per 208.that there should be legislation to force them to a very small charge compared with the expenditure carry out their duty, and he thought that such an of some of the societies, but economy seems in this Act was necessary. Local institutions best consi- case to have been induced by poverty. Only two of dered their own interests when they carried out that the ten societies showed receipts over expenditure which was committed to them. He felt, at the same To one of them, the Victoria Legal of Birmingham, time, that the introduction of new corporations we have referred; the other is the Unanimous would not have that effect. His personal opinion Brotherly of Preston, which shows a balance of 161. was not at all favourable to the federal corporations in its favour. Some particulars are also given with for the government of the metropolis, as proposed respect to the Royal Liver and the Victoria Legal, the prior sections of the Act. The court will not, by the bills of Mr. Mill. Although municipal Liver for the year last reported on were 125,1817.; both of Liverpool. The gross receipts of the Royal government existed in most of the large provincial towns, and was well adapted for them, he was not its management cost 45,857, or above 36 per cent. aware of the existence of any system of federal and it paid its insurers 60,880, so that every pound corporations, and he was quite sure that in the dispensed for the direct benefit of the members cost metropolis it would cause constant conflicts and 158. 1d. The society's assets were 103,355., and Mr, contentions. The deputation must understand that Pratt concludes its members must number 400,000. he spoke entirely for himself, and not for the Govern- The Victoria Legal, of Liverpool, gave its year's meut. He was not prepared to accept Mr. Mill's receipts as 28,4311.; the payments to members, Bills, and would urge his colleagues to oppose them 12,8851., the expenses of management, 12,065, as not desirable for the metropolis. or nearly 20s. for every 20s. paid as benefits. This society's property is estimated at 10,544, and its members numbered 127,286. The whole of the property possessed by these twelve societies amounted to only 181,166., or about three-quarters of their year's premiums. The tables of the Post-office authorities show that the monthly payments usually required by Burial Societies would give to insurers in the Post-office a larger sum, with Government security, than any existing friendly society promises to pay. For instance, payments of 13d. per month from the age of 30 would insure a claim at death of RAILWAY COMPULSORY TAKING OF LANDS-81. 6s. 8d. from the Post-office, 6. from the Royal DEPOSIT.-The valuation to be made under sect. 85 Liver, 77. from the Victoria Legal of Liverpool, and of the Lands Clauses Act before a railway company 87. from the Loyal Philanthropic of Liverpool; but can enter upon lands, must include compensation for at present the Post-office insurances cannot be severance, &c., and a company exercising the power entered upon for less than 201. A return ordered by of entry conferred by that section, since the 20th the House of Lords on the 16th Aug. 1867, will, Aug. 1867 (the date of the passing of the Railway when furnished, supply us with full information Companies Act 1867), cannot avail themselves of a with respect to the whole of these associations, but valuation made prior to that date, but are bound by for the present the registrar suggests that noblemen the provisions of sect. 36 of the last-mentioned Act: and gentlemen should not allow their names to ap- (Field v. The Caernarvon and Llanberis Railway Com pear as presidents or trustees of societies without first pany, 17 L. T. Rep. N. S. 534. V.C. M.) ascertaining that they are based on sound principles, FORFEITURE OF SHARES-CALLS DUE-INTEREST. and that their management is economical, because-Articles of association provided that on failure to intending subscribers are apt to look upon such pay calls interest should be paid upon them at the names as sufficient guarantees of a society's solvency. rate of 25 per cent. per annum; that on nonpayHe also observes that old age pay and payment at ment the directors should be at liberty to declare death can be secured, with Government guarantee, the shares forfeited, and that such forfeiture should by insurance at the Post-office; while medical involve the extinction, at the time of the forfeiture,

BURIAL AND BENEFIT SOCIETIES.-Mr. Tidd Pratt has thought it necessary to issue a caution to the supporters of burial societies, whether patrons or subscribers, because of the numerous and almost daily complaints made to him as registrar of friendly societies by persons who cannot obtain payment of their claims. The original Act for the encouragement of friendly societies, passed on the 21st June 1793, evidently had in view friendly societies or clubs purely local in their character, having managers wholly unpaid except in the case of the secretary, their members, as a rule, known to each other, and without collectors. To these societies Mr. Pratt makes no objection. Not quite twenty years ago however, there came into being a new sort of burial society not managed by its members, but, as an insurance office, by high-salaried treasurers, secretaries, and directors, having under their control a whole army of well-paid agents and collectors in all the principal towns in the kingdom. But although the management of these societies resembles the ordinary insurance office, the results do not. The insurers have no policy given to them, but only a card on which their subscriptions are recorded, and Mr. Pratt points out that this is far from sufficient, and no guarantee if the subscriber should not have been "admitted a member according to the rules." But a more important considera

ARRANGEMENT WITH CREDITORS—When a railway company has, under the provisions of the Railway Companies Act 1867, filed a scheme of arrangement with its creditors, the court has, notwithstanding the proviso at the end of sect. 28, "Nor shall anything herein before contained affect any claim for land taken, &c., by the company," jurisdiction to restrain, pending the confirmation of the scheme, proceedings by landowners against the company to enforce the payment of unpaid purchase-money. That proviso only qualifies the prior part of sect. 23, and does not derogate from the powers conferred in landowners or other outside creditors of the comhowever, exercise this jurisdiction either against pany, unless it sees that a scheme is proposed in good faith which, if it reached maturity, would afford a reasonable prospect of providing for the payment of the claims of creditors, and thus compensate them for a temporary suspension of their remedies. Where therefore a scheme proposed to give to general creditors and unpaid landowners, in satisfaction of their claims, rent-charges, mortgages, or debenture-stock redeemable in five years, the court refused to exercise its jurisdiction to restrain the proceedings of land

RAILWAY COMPANIES ACT 1867 - SCHEME OF

owners.

A scheme of arrangement under the Act is not made by sect. 18 binding on the outside creditors. the minorities of those particular classes of creditors The only persons bound without their assent, are or shareholders with regard to which the Act provides that the assent of a certain majority shall bind the whole class: (Re The Cambrian Railways Com pany, 17 L. T. Rep. N. S. 522. Lord Cairns, LJ.)

FEB. 22, 1868.]

of all interest in and all claims and demands against the company in respect of the share, call, or other rights incident to the share; but that the shareholder should notwithstanding be liable to all calls on such shares at the forfeiture. It was held, on appeal, that a member whose shares had been forfeited was not liable to pay interest on the calls due from him when the forfeiture was declared: (Stocken's Case, 17 L. T. Rep. N. S. 554. Cairns, L. J.)

SALE OF SHARES BY BROKER-CUSTOM OF STOCK EXCHANGE When a jobber in shares on the Stock Exchange agrees with the broker of a registered holder to buy shares in an insolvent company, but does not deliver to the broker, those names of transferees which are subsequently entered upon the transfers, he is responsible to the holder for calls in case the nominees fail to complete the transfers by The cus om of the Stock registering their names. Exchange, by which the jobber's liability ceases upon the payment of the agreed value of the shares and the nomination of transferees, is unreasonable, and therefore does not bind persons who are not members of the Exchange. On the day after the stoppage of Overend, Gurney, and Co. (Limited), a registered holder of shares instructed his brokers to sell them. They accordingly entered into a contract for sale with a firm of jobbers, who were also, like the brokers, members of the Stock Exchange. No names were given by either the brokers or jobbers, but it is a rule of the Stock Exchange that a broker cannot deal in shares himself. On the next account day, the jobbers having sold to the brokers more Overend, Gurney, and Co.'s shares than they had bought of them, the brokers received the transfers of the balance only of the shares negotiated between them, according to the usage of the Exchange. Subsequently, the transfers of those shares which were sold by the brokers to the jobbers, were filled up by names received from other purchasers of the brokers, and the agreed price of the shares was paid by the brokers to the holder. The persons to whom the transfers were made failed to have their names entered upon the register instead of the holder's, in consequence of which the latter had to pay a call made in respect of those shares which were sold to the jobbers, but which were still registered in his name. By the custom of the Stock Exchange, the liability of a jobber ceases upon payment of the agreed price of the shares and the nomination of transferees: Held (per Bovill, C. J., Willes and Keating, JJ.), upon a special case stating these facts, and embodying the rules and customs of the Stock Exchange, that, in an action by the registered holder against the jobbers, the defendants were liable upon their contract for the amount of the call which the plaintiff had to pay through the failure to complete the transfer; that there was no lability on the part of the nominees to indemnify the plaintiff until the transfers were executed or accepted by them; and that the custom of the Exchange, by which the jobber's responsibility ceases upon pay ment of the agreed value, was unreasonable, and did not bind the plaintiff: Held (per Byles, J. dis sentientem), that this custom governed the contract, and that the plaintiff's remedy was against the nominees: (Grissell v. Bristowe, 17 L. T. Rep. N. S. 564. C. P.)

THE LAW TIMES.

professional accountants.
In your remarks on the subject you have allowed, as
was to be expected, that the strictures were not of uni-
versal application.

The conclusion is
among both classes, having regard to the amount official liquidators, especially if they have happened to be
of capital they had embarked.
that where a company by its articles provides for
payment of dividends preferentially, but does not
provide for the division of capital when the concern
stops, that the capital must be divided among the
partners, without any reference to their rights:
Re The London Indiarubber Company, 17 L. T. Rep.
N. S. 530. V. C. M.)

PRACTICE-LIQUIDATOR.-A company was ordered
to be wound-up voluntarily under supervision.
Two liquidators were appointed, one of whom went
to Canada and delegated his office to other persons.
An order was made for his removal under sect. 141
of the Companies' Act 1862: (Re The Scotch Granite
Company, 17 L. T. Rep. N. S. 533. V. C. M.)
CONTRIBUTORY-SET-OFF.-A contributory may
set off a debt due to him from the company in an
action for calls brought against him by the liquida-
tor on a winding-up: (Brighton Arcade Company v.
Dowling, 17 L. T. Rep. N. S. 541. C. P.)
ACT 1862,
s. 133, c. 8.—In a voluntary winding-up the liqui-
dator is not bound to give notice to a member before
he puts his name on the list of contributories, and
the fact of no such notice being given is not an
answer in an action for calls: (Ibid. 543.)

CONTRIBUTORY-NOTICE-COMPANIES'

PETITION REFERENCE TO COUNTY COURT.

Under sect. 41 of the Companies Act 1867, the
court, to save expense, will refer a winding-up
petition to chambers for the purpose of transferring
it to the County Court. It will also enlarge the
time for filing the affidavits under rule 73 of the
Companies Act 1862: (Re The London and Westminster
Co-operative Store Company (Limited), 17 L. T. Rep.
N. S. 559. V. C. M.)

DUTIES OF OFFICIAL LIQUIDATORS. (From the Times Money Article) THE subjoined on the duties of official liquidators illustrates the nature of their task in a number of cases where suffering shareholders and others are apt to fancy that large remuneration is earned without corresponding service. The position of these functionaries is at present exceedingly unsatisfactory, alike to the public and to themselves. On the one hand, there are among them persons of such business talent, experience, and commercial posi. tion as to be able, in the winding-up of large estates, to save tens of thousands of pounds to creditors and shareholders through prompt and conciliatory arrangements effected by the mere force of the reliance which all parties place in their skill, good feeling, and integrity; while on the other there are a swarm of pettifoggers whose only qualifi cation for the duties of accountants has been obtained by a series of personal experience of failure in every occupation they have tried, and whose object when, in league with some unscrupulous attorney or small shareholder or creditor, they can fasten upon a case is to contrive, if possible, that not a shilling of the assets shall ever pass out of their hands. Yet it is the latter who mostly escape criticism. The concerns on which they feed are usually such as among leading city capitalists were looked upon with a certain amount of contempt even in the height of the mania, and the instances are too numerous and WINDING-UP. GARNISHEE ORDER—INJUNCTION.—On Nov. 28 diffused to attract any concentrated attention. With B. obtained a garnishee order to attach property of the failure of some influential company or firm of a company in the hands of C., and subsequently extensive repute, having liabilities for five, ten, or issued execution. On Jan. 2 a petition to wind-up twenty millions, a different state of feeling prevails, and the accountants' charges then become a subject On the 15th C. pleaded to the was presented by C. action and notice of trial was given for the 23rd. of keen remark, because a direct payment of 20,0007. or 30,000l. at once challenges discussion. At the The order to wind-up was made on Jan. 18, and the best the concern is one in which all parties are liquidators moved for an injunction to restrain the sufferers, with the exception of the accountants and action. This the court refused, but held, that "no the solicitors, and it requires self-control and a attachment, sequestration, distress, or execution" must be put in force by plaintiff against the estate peculiarly equitable turn of mind to regard these or effects of the company if he should obtain a ver- exceptions with complacency. The more effectually dict: (Re The United English and Scottish Life Assurand rapidly an accountant can bring about a happy adjustment of an estate, the more is he exposed to ance Company, 17 L. T. Rep. N. S. 526. V.C. S.) the impression that he has been exorbitantly rewarded, so that his very skill, character, and He is also likely to influence tell against him. encounter the hostility of secretaries and all kinds of officials who have no desire for an economical and speedy termination. Some remedy for the existing state of affairs might be found by the formation of an Accountants' Institute, from which questionable individuals could be excluded; but meanwhile, perhaps, the only way in which the difficulty can be obviated will be by some understanding on the per-centage principle being entered into at the commencement of each liquidation. The accountant will then have a direct interest in getting through his work as quickly as possible, and in realising the assets to the best extent. Sometimes a popular and sagacious man can settle in ten minutes a matter that in ordinary hands would have kept an estate in permanent litigation or decay; but he cannot put his popularity or sagacity as items in his bill, and if he leaves the appreciation of these qualities to the ultimate pleasure and gratitude of a body of halfruined men when everything is concluded, and there is no further need for their exercise, the settlement is likely on both sides to prove unpleasant:

CONTRIBUTORY MISREPRESENTATION IN PROSPECTUS.-A bill was filed by a shareholder against a company ordered to be wound-up, for return of the moueys paid by him, and the removal of his name from the register of shareholders, on the ground of misrepresentation in the prospectus. The directors having admitted that they were cognisant of those statements, they were held to be personally liable, an action for calls against the shareholder was restrained, and the name ordered to be taken from the register: (Henderson v. Lacon, 17 L. T. Rep. N. S. 527. V. C. W.)

SURPLUS ON WINDING-UP-HOW TO BE DIVIDED. -A company was formed to carry on a manufacture. It purchased certain leasehold premises, and repaid to the vendors 12,000l. which they had laid out in machinery, &c. It also purchased patents worked by the machinery, and it was agreed that the patentees should conduct the business, and that the shareholders should be divided into two classes, A and B; the A class, who found the money, having certain preferential rights as to dividends and profits. The company was wound-up, and after settlement of its affairs there remained a surplus of 3000l., which the A shareholders claimed in priority. It was held that this surplus should be divided rateably

London, December 1867.
Sir,-Some hard thrusts have lately been made at

To support this view, to open still further the eyes of
the public, and no less to illustrate the difficulties with
which liquidators have not unfrequently to contend,
your sense of impartiality to give it publication.
About two years ago an insurance company was formed,
send you the following unvarnished tale, and rely on
with a capital of 500,000, but of which, it appears, about
was ordered to be wound-up compulsorily. By that time
150,000, only was subscribed for. In eighteen months it
there were some 150,000 insurers, the majority making
weekly or monthly payments.

In its short career it had become the focus of five
amalgamations.

To test the validity of two of these the Vice-Chancellor to whose court the winding-up is attached has already sanctioned as many suits.

According to the register of members there are nearly 400 contributories, the majority of whom contest their liability.

To this time I have received upwards of 1000 claims on the company, respecting nearly the whole of which it is my duty to require more or less formal proofs.

When it collapsed the company had in the United Kingdom about 700 agents, the balances appearing due So generally, however, from whom exceeded 25.0007. were these balances repudiated when applied for that the court appointed a Special Commission to take evidence in relation to them during the past long vacation in London. Manchester, and three of our principal towns. In spite of this assistance and my best endeavours, not more than An early difficulty in dealing with them arose from the 1 per cent. has yet been recovered. gap of four months in the books of the company, and in fact of there being, in respect of the agents' accounts, a their eighteen months' existence they had managed to bring into use some 350 books, without reckoning those at the various agencies or any- an equal number-handed

over by the amalgamated companies.

This gap I have had to supply from loose sheets, at a labour which may be inferred when I state that a great portion of the documents of the company came into my possession in about such order as would have resulted from their being shot from a cart. Perhaps their condition is mainly to be explained by the circumstance, appearing company's clerks and some thirty were employed-a from the claims sent in, that to nearly every one of the When the concern could go on no longer, a meeting of considerable arrear of salary was due. the shareholders was he'd with a view to winding it up voluntarily, and a resolution to that effect was declared by the chairman to be carried, and a liquidator appointed,

who since I have been in office has rendered a claim on

the company for 16007. (apart from his liquidatorship an unpaid check for salary of the manager, drawn when expenses), and which claim to the extent of 6007. is on there were checks already issued for 13001. more than the balance at the company's bankers, the remainder being for an alleged deposit by the manager, who, through his assignee, claims 26001. for unpaid salary, and who, under payable under the articles of association for promotion examination on oath, has admitted that a sum of 10,0007. money was, in fact, payable to him, he having assumed another name for the occasion.

By means of the same promotion money the interest in the company of nearly every director has been made to appearpaid up.

Not any of the directors of one of the amalgamating companies took a share in the company to which they handed over their shareholders; and in another instance there were special provisions for annuities in favour not ments to be distributed among the new board, but of only of such of the directors as did not receive the emolutheir widows after them.

The company issued one balance-sheet only. I have in my hand, however, two of the same date, materially liffering in nearly every line, but both bearing the names of the same auditors. One certainly does correspond with the balances in the company's books, though that is of

small real value, since the cash-book itself contains at This account was not once too much and too little.

issued. Scarcely an item in the other corresponds with the books, and this was issued.

What wonder if in such a case the costs of liquidation are heavy? What wonder if the directors desired a friendly. voluntary winding-up, under which might be with others to refer to them further now I dare not concealed the circumstances I have mentioned, and which trespass-will in due course and in proper place be made fully public? And who but a professional accountant could be expected to cope with the complication of figures involved?

I grant that I have described an extreme instance, but in degree.

assert, from my own experience, that it is peculiar chiefly

On the whole recent management of public companies
let fall the discredit of causing a state of things which
makes liquidations conducted with due regard to the con-
tributories, the creditors, and the public so costly; on
directors without experience of affairs they undertake to
gain; on managers, ignorant, or worse; on secretaries
couro, and careless, except for their own immediate
and book-keepers, appointed, not for their skill, but
through the interest of somebody whose name may be
found higher on the prospectus; on auditors, so called,
Not unfrequently a liquidation could be brought to an
too often without a single qualification for the office.
to be unearthed, and were their authors to pass scot-free;
early close were matters of the kind I have described not
but what a cost is this! If not every delinquent can be
reached as he deserves, it is no slight advantage by
exposure to tend to stop his course.

I am, Sir, your obedient servant,
THE OFFICIAL LIQUIDATOR

CLUB LAW.-A question important to club-men was raised at the winding-up of the Marlborough Club Company in the Rolls chambers. It was proshares should, as debtors, be placed on the list of posed that the gentlemen who had paid up for contributories, in order that proceedings might be taken against them for their annual subscriptions.