to passing the last examination under a fiat against any such company or body adjudged bankrupt, it shall be the duty of the Court, authorised to act in the prosecution of such fiat, to inquire, by the examination of such person or persons as such Court shall think fit, into the cause of the failure of such company or body; and after the passing of such last examination, or after the time allowed by such Court for that purpose shall have elapsed, such Court shall cause a copy of the balance sheet filed in the Court under such fiat to be transmitted to the Committee of Privy Council for Trade and Plantations; and such Court shall at the same time certify in writing to the said committee, what, in the opinion of such Court, was the cause of the failure of such company or body, and shall have liberty to state any special circumstances relating to the formation or management of the affairs of such company or body; and shall cause to be annexed to such certificate a copy of the examination of any person or persons taken under such fiat, and which such Court shall deem material, relating to the formation or management of the affairs of such company or body."

The twenty-sixth section then goes on to enact, That after the cause of failure of any company has been certified to the Board of Trade, the Crown shall have power to revoke all powers and privileges granted to such company by any charter, patent, or Act of Parliament: And by the twentyseventh section the Board of Trade is empowered to lay all the papers relating to the failure of any such company before the Attorney-General, in order to the institution of a prosecution against the directors.

This last enactment, so far as it applies to corporations, is calculated, we think, to infringe a little upon the valuable privilege so long enjoyed by such bodies, of having no conscience.

In conclusion, and by way of summary, we may observe that the following four great changes in the law are effected by the two statutes which we have been considering;

1. Joint Stock Companies have now a statutory definition of their composition distinct from that of ordinary partnerships ; 2. Joint Stock Companies, duly registered, become corporations ipso facto for limited purposes ;

3. The principle of restricted duration of liability upon contracts is specially applied to shareholders in such companies;

4. The law and practice of bankruptcy are extended and adapted to registered Joint Stock Companies, and also to trading companies holding charters, or incorporated by special Acts of Parliament.

It ought not to be here omitted that, by s. 58. of the Registration Act, it is required that all existing companies whatsoever shall, within three months from the 1st November, 1844, be registered as to the following particulars, viz., 1. The name or style of the company; 2. The purpose of the company; 3. The principal or only place for carrying on its

business.

We hope to have frequent opportunities of recurring to the general law of Joint Stock Companies.

ART. VII.—ALTERATIONS IN THE ALIEN-LAW.

An Act to amend the Laws relating to Aliens, 7 & 8 Vict. c. 66. Royal assent, 6th August 1844.

WE propose to give a short account of the Act of the last session of Parliament relating to aliens. It may be well to state the great injustice and equal absurdity of the former law, in order that it may the more clearly appear from what a deformity our legal system has happily been freed.

The former law of this country laid aliens under great disabilities. They could hold no office; they could hold no real estate. If any alien purchased or inherited land, upon an inquest of office and office found, that is a verdict that the lands of Blackacre had become vested by whatever title in A., an alien, the Crown became entitled, and the ouster of the alien was immediate, final, and irremediable.

The original definition of alien was, any person whatever born out of the allegiance of the Crown; so that if, as actually happened, a royal duke, or one of our greatest landed grandees, happened to be born abroad from the casual ab

sence of his mother to recover her health, they were aliens as much as if their parents had never been in this country and had never held any connection with it.

This absurdity was removed nearly a century and a half ago, by two statutes' which provided that the children of all men, British subjects, should be, though born abroad, considered to all intents and purposes as natural-born subjects; and another 2 extended this to the grandchildren of such persons. But it never was extended to the children or grandchildren of females; and hence an heiress to an English estate, if taken in labour abroad, brought forth aliens, and her estates vested in the Crown upon those children succeeding. This is now altered.

3

When the House of Hanover was called to the succession early in the last century, additional precautions were taken by the legislature with the view of preventing the influence of foreigners in our government and in our legislature, and generally in our public offices. It was provided, among other jealous enactments, that no bill for naturalising any alien could ever be presented to either House of Parliament, unless it should contain a clause disabling the petitioning party from holding any office whatever, from being a member of either house of parliament, and from being a privy councillor. 4 This provision affected to do almost the only thing which all the authorities agree is beyond the power of the legislature, namely, to bind future parliaments. To this extent of course it could not go. For if a bill were introduced having the clause in question, the exigencies of the Act of Settlement were complied with, and yet that clause might be struck out in the progress of the bill, at any stage. It seems, however, to have been doubted if this omission could boldly be effected. The grounds of such a doubt are not very easily understood; but it so far existed as to disincline parliament from having the question raised; for on the naturalization of any foreign prince, marrying one of our princesses, or a foreign princess marrying into our royal family, there is also a bill previ

17 Ann. c. 5., 4 G. 2. c. 21.

2 13 G. 3. c. 21.

3 Sect. 3. Every person now born or hereafter to be born out of her Majesty's dominions, of a mother being a natural-born subject, shall be capable of taking any estate real or personal by devise, purchase, or inheritance.

4 12 W. 3. c. 3., 1 G. 1. c. 4.

ously introduced suspending the operation of the restricting clause in the Act of Settlement, and then the naturalizing bill is brought in without the clause.

The absurdity and inconsistency of this course can hardly be described in too strong terms. A man of the most humble state is subjected to the whole disability. A small trader, an ensign in the army, a midshipman on board a vessel, are not allowed to fill the office of petty constable, or justice of peace, lest he should influence the government of the country, and turn its operations in favour of a foreign country, and away from the interests of England. But as soon as a marriage is proposed with a foreign prince, he who may be the Queen's consort, and exercise the greatest influence over the course of the government, is, quite as a matter of course, relieved from the restrictions which the Act of Settlement imposed in order to prevent the accession of foreigners to places of influence and power. It has thus happened that gentlemen possessed of ample estates, and who happen to be aliens merely because their property came from their English mother married to a foreigner, have been unable to hold either the place of member of parliament, or of justice of the peace, in the county where the estates were situated.

The late Act removes this absurdity by so far repealing these Acts. It provides that the government may by a simple certificate 2 grant naturalization to all intents and purposes, except the capacity of holding the place of privy councillor and member of parliament; but it leaves them to be dealt with by the legislature in each case, repealing the clause in the Act of Settlement, and thus enabling the parties to be completely naturalized by private act.

That there can be no danger from this amendment of the law, is manifest, for no man can be enabled to sit in parliament or be a privy councillor, without the special assent in his case of Queen, Lords and Commons. That assent never will be withholden unless there be good and sufficient grounds. But as the law before stood, it never was given, for the clause in the Act of Settlement prevented it from being given unless a special Act was first passed to suspend its operation.

1 Sects. 1. and 2.

2 Sects. 6, 7. 9.

ART. VIII.-SPEECH OF LORD CHIEF JUSTICE DENMAN

ON THE BILL FOR RELIEVING SCRUPULOUS PERSONS FROM TAKING OATHS. JUNE 27. 1842.

THE subject of this able, well-reasoned, and most admirable speech is of the greatest importance. It concerns neither more nor less than the security against false testimony on the one hand and the sacred rights of conscience on the other. We rejoice, therefore, that the speech of the Lord Chief Justice has been given to the public in a more correct form and with greater fulness than the course of publication in the daily newspapers rendered possible; and we deem it an imperative duty to direct towards the question the attention of our readers and of all lawyers, the rather because the Bishop of London having proposed referring the whole matter to a select committee, and the Lord Chief Justice having acceded to his proposition, the committee has only begun its labours, and will consider of its Report next session. Consequently a discussion of the subject in the mean while becomes of essential importance to the right decision of the committee.

We must begin by observing that the introduction of such a measure as this by such an authority in the law is an event of much importance, and demands from all persons and in all places the greatest respect. The Lord Chief Justice of England, the first common law judge, the first criminal judge in the realm, one, too, who has held for above twenty years judicial offices intimately connected with the administration of the criminal law and with its practice, comes down to his place in parliament, the tribunal of the last resort in all criminal cases, and declares, as the result of his long and varied experience, that he deems the investigation of truth in courts of law to be obstructed, and in many cases precluded, by the present forms of the law, and that both for enabling judges well to examine cases brought before them, and for relieving tender consciences from an unbearable load