For the better administration of Justice in the execution of Commissions of Lunacy. For 2d reading.] The Lord Chancellor. For the amendment of the Law of Bankruptcy. [For 2d reading.] The Lord Chancellor. To define the Jurisdiction of General and Quarter Sessions. [For 2d reading.] The Lord Chancellor. For the Amendment of the Law relating to Bankrupts, and the better Advancement of Justice in certain Matters relating to Creditors and Debtors. Lord Cottenham. [For 2d reading.] To improve the Practice and extend the Jurisdiction of County Courts. [For 2d reading.] Lord Cottenham. To enable the Lord Chancellor to direct certain Proceedings in Bankruptcy, Insolvency, and Lunacy to be carried to the County Courts. Lord Cottenham. [For 2 reading.] For establishing Local Courts. [For 2d reading.] Lord Brougham. For transferring Appeals from the Privy Council to the House of Lords. [For 2d reading.] Lord Campbell. For the more effectual inspection of Houses, licensed at Quarter Sessions for the Insane. Lord G. Somerset. Turnpike Roads Continuance. BILLS IN PROGRESS. To regulate the Sale of Parish Property. [For 2d reading.] Sir E. Kuatchbull. To alter the Law for the adınission of Barrisin Ireland. [For 2d reading.] To amend the Law of Copyright. [In Committee.] Lord Mahon. The comparatively favourable progress made in the committee on this bill, shall be noticed next week. For Registering Copyrights and Assignments, and better securing the property therein. [In Committee.] Mr. Godson. For the Regulation of Buildings. [In Committee.] Mr. F. Maule. For the Improvement of certain Boroughs. Sinall Debt Courts Bills for Leicester, (jurisdiction 157.) Kingswinford, Liverpool. THE EDITOR'S LETTER BOX. A correspondent states that a dishonorable For making better provision for hearing Ap-practice prevails at the examination of enfring peals in the House of Lords. [For 2d reading.] Lord Campbell. For the better Administration of Justice in the Court of Chancery. [For 2d reading.] Lord Campbell. To enable Baptists to make affirmations, inLord Denman. stead of oaths. ing the rule which requires that “no candidate shall copy from another." He says, the disgrace and fear of failing to pass the examination (a circumstance which renders the candidate notorious in the district he may reside in) overcomes the appeal of the master and the rule which prohibits his copying. We thought that effectual means were taken to prevent such a practice; and if it occur next term, no doubt it will be detected. The number will be comparatively small on the 3 May. An attorney practising beyond ten miles from the Royal Exchange may be admitted as a Notary Public, obtaining his faculty at Doctor's Commons. See 3 & 4 W. 4, c. 70; 6 L. O. 422. The nature, duties, and practice of a notary are stated in Mr. Brooke's book. The service of "Mox," from 1831 to 1834, will be deemed good, if he can prove it by sufficient secondary evidence, the attorney being abroad. The Court, on an affidavit of the facts, would no doubt authorize a new contract to another attorney, for the residue of the five years, without the concurrence of the first attorney; or, as the original term has expired, a further contract might be made without applying to the Court; but such application would be the safer course. The communications of T. W. B.; and R. W. S., shall appear in an early number. THE LAW OF JOINT-STOCK COM PANIES. THE FORFEITURE OF SHARES. One A THE forfeiture of shares is a right which is usually reserved to the directors in the formation of a joint-stock company, whether by act of parliament or deed of settlement. It is a very important one, and may be often resorted to with advantage. The forfeiture is usually made to take place either on failure to sign the deed of settlement, or on the nonpayment of calls. The latter is the more usual event on which this right of forfeiture is acted on. of the peculiarities of this species of part. nership is the frequency with which its members are changed, and the more this can be facilitated, the more easily can the affairs of the company be carried on. person frequently takes shares, and pays one or two calls, but from various reasons he pays no more. He, perhaps, speculated for the rise, and cannot readily make any further payment; he gets alarmed as to his responsibility, and is unwilling to incur further risk; he cannot readily dispose of his shares, and hence the question of forfeiture arises. The clause of forfeiture on nonpayment of calls is usually drawn in The first, and perhaps the more usual mode of framing it is to provide that on default in payment of any call, the share shall be forfeited by an extraordinary board of directors specially called for that purpose, and by an extraordinary general meeting called for that purpose. The other, and the better mode of drawing the clause, is to provide that on nonpayment of a call the share shall be forfeited, subject to be restored by the diVOL. XXIII. No. 713. two ways. rectors, on a special application being hand, the shareholder is often desirous of alluded to are inserted in the deed of set tlement; but if there are no such clauses, the case may be different. In a late case, a the circumstances were these - In February, 1825, a jointstock company was established, for the purpose of working a mine, the capital of which was to consist of 200 shares of Prendergast v. Turton, 1 Yo. & Col. N. C. 98. a 2 K 482 The Law of Joint-Stock Companies. 501. each. The directors had the power to exact the full payment of 507. on each share, but if further aid were required, then they were to call a meeting of the proprietors, and submit to their decision the propriety of increasing the number of shares, or of taking such other steps as might appear advisable. The plaintiffs, who were shareholders, paid the full amount of their calls, but in October, 1826, were informed, by the secretary of the company, that he had some time since mentioned to a person (who was the plaintiff's agent for payment of their calls) that in the previous July, the directors had resolved to increase the amount of calls on each share. To this the plaintiff's objected, and they refused to pay the additional calls. After some altercation, the plaintiffs left the country, and in July, 1828, the shares were declared forfeited. The other shareholders then continued to work the mine, but the concern was unsuccessful till the year 1835, when it began to make an increasing profit. In November, 1837, the plaintiffs, as they alleged by their bill, returned to this country. In September, 1838, they filed their bills to be let into the account of the profits with the other shareholders. Sir K. Bruce, V. C. said, "whether the course which the directors thought proper to take as to the forfeiture of the shares was such as ought to have been pursued, and whether their proceedings could not have been set aside, if steps had been taken in time for that purpose, it is not necessary to decide. The point which has struck me is the time at which the suit has been instituted having regard to the peculiar nature of the property and the circumstances of the case. This is a mineral property - a property, therefore, of a mercantile nature, exposed to hazard, fluctuations, and contingencies of various kinds; requiring a larger outlay, and producing, perhaps, a considerable amount of profit in one year, and losing it the next. It requires the parties, therefore, to be vigilant and active in asserting their rights. I was anxious to have the chasm between the years 1828 and 1837 in some manner filled up,-to have the conduct of the plaintiffs during that time, in some manner explained. But I am unable to find the means of doing this. Here is a mineral property, the subject of great uncertainty and fluctuation. After its character has been established with much difficulty; after a period of nine years, during which they rendered no assistance to the concern, a claim is brought forward by those who are now willing to share in its prosperity. It appears to me, that although this is a case to be decided in Equity, and at the hearing, and not on any interlocutory motion; it is impossible to say that the plaintiffs can be assisted. There is no evidence of their recent discovery of their rights." The bill was accordingly dismissed, but without costs, his honour intimating it as his opinion that it was not an unfit case to be submitted to the Lord Chancellor. Another point bearing on the same subject has been recently decided by the same learned Judge. By one of the clauses in a deed of settlement, on the formation of a joint stock banking company, it was provided, "that all debts due to the company by or on the part of any proprietor in respect of cash advances, or otherwise, should at all times, and in all cases, be the first and paramount lien on all the shares and stock of such proprietor, and the directors were empowered to cancel, extinguish, and declare forfeited, or to sell and dispose of such shares, either wholly or in part, as the case might require, by way of or towards satisfaction or liquidation of such debts, and that every such person should henceforth cease to be a proprietor of the company, or to retain any interest therein in respect of the shares so cancelled, extinguished, and declared to be forfeited, or so to be disposed of as aforesaid." A holder of 1000 shares being indebted to the bank for cash advances, a notice, dated 30th May, 1837, was given to the shareholder, that unless he redeemed the 1000 shares by payment of the balance of his account with the bank, on or before the 13th day of June, the directors would on that day proceed, under the clause of the deed of settlement, to cancel, extinguish, and declare his shares forfeited, and to place the value of the shares, on that day, to the credit of his account with the bank. The balance not being paid, the directors, by a resolution, declared the shares to be cancelled and forfeited; and it appearing to them that the value of the shares on that day was 10,0007. it was resolved that credit should be given to the proprietor for that amount in his account. A bill having been filed to set aside the cancellation, it appeared that the market price of shares on the 13th of June, slightly exceeded the price allowed by the directors, but the evidence proved that if the 1000 shares had been carried into the market, the price would have been reduced greatly below the amount allowed by the directors. It was held that the directors, Lord Campbell's Bills.-Practical Points of General Interest. placing themselves by the cancellation in the situation both of vendors and purchasers, were bound to allow the highest market price, which could be obtained for the shares without speculating on what might be the effect of throwing the 1000 shares into the market, and the cancellation was declared void, and was set aside.a JOINT STOCK BANKS. We have already stated the law relating to joint stock banks. See 21 L. O. 129, 273, 372; 22 L. 0. 18, 308. In these references, our readers will find all the cases relating to these institutions, which are daily becoming more important. They chiefly relate to actions and suits by and against joint stock banks, and we now add the following on the same subject. A joint stock bank may sue under 7 G. 4, c. 46, by their public officer, members of the company, jointly with strangers. This has been decided by Sir L. Shadwell, V. C., Manner v. Rowley, 10 Sim. 471. His Honour came to this conclusion after careful examination, both of the statute 7 Geo. 4, c. 46, and 1 & 2 Vict. c. 96. LORD CAMPBELL'S BILLS. a 483 was now considerably larger than in the time of Lord Cottenham; and there can be no doubt, that as the appeals to the Court of Chancery are now from four Courts instead of two, the number of appeals must increase, even if there were the same power of subduing them in the Lord Chancellor; which can hardly be supposed. We have little doubt, therefore, that we shall see the scheme of Lord Campbell adopted at a future time. PRACTICAL POINTS OF GENERAL LIFE INSURANCE. We have, from time to time, given the cases relating to concealments on effecting policies of insurance, (See 12 L. O. 89, and 16 L. O. 522)-a subject of considerable importance to the profession. In a late case it was contended, life was insured was the general agent of the asby the defendant's counsel, that the party whose sured, and that the latter was responsible for all the acts of such party connected with the insurance; but Lord Denman, C. J., laid down the rule to be, that the assured "is to answer all questions put to him, and if he answers them falsely, that will vitiate the policy. Or, even if, without being distinctly interrogated as to his habits, the jury thought that he was aware of them, and, knowing their importance, studiously concealed them from the insurers; in that case, his lordship advised them to find the issue on the sixth plea for the defendant. But the mere non-communication of his habits of life, by the party whose life was insured, would not in itself vitiate the insurance, even though those habits were in the opinion of the jury, such as tended to shorten 329. We subjoin an extract from the note of life." Rawlins v. Desborough, 1 Moo. & Rob. the reporter in this case, which is worthy of at tention. Lord Campbell's bills to which we have already fully adverted, (see ante, p. 369.) were withdrawn on Monday last, for the present session. This is, probably, no disappointment to the noble lord with whom they originated: he could hardly have hoped to have carried them in the present session. Still, we have no hesitation in saying that no one argument, entitled to consideration, was adduced against them. That there should be one supreme appel- "In most cases it is required that the perlate court for the whole country, and that sons intending to effect an insurance, shall this court should be the House of Lords, previously sign a declaration, containing anwith power to obtain assistance from any swers to specific questions as to the age and quarter that may be necessary, we conceive health, &c. of the party, whose life is intended to be clear; and that, moreover, this will, at to be insured; and amongst the questions, he is no remote time, become the law of the land, required to give the names and residences of two gentlemen to be referred to, respecting the we entertain no doubt. At the same time, present and general health of the life to be init may be well to wait until the recent alte-sured, one to be the usual medical attendant rations in the Court of Chancery have been of the party.' And in the policy, and frea little longer established-until the busi- quently in the declaration itself so signed, ness is a little more settled; and, until, con- it is provided that a declaration as to all sequently, the demands for a permanent Judge in the Court of Chancery can be enforced by a larger arrear of appeals to the Lord Chancellor, than exists at present. Lord Campbell stated, that the number Stubbs v. Lister, 1 Yo, & Col, N. C. 81. the above points is to be considered as the claration be not in all respects true, the policy basis of the contract; and that if such dewill become void.' Such was the form of the instruments in the principal case. (See the form in Everett v. Desborough, 5 Bing. 503.) What then is the extent of this warranty? It is clear that in its terms it reaches only the 484 Practical Points of General Interest.-New Bills in Parliament. declaration made by the party proposing the insurance. If anything which he represents to the company be untrue, he is to forfeit the be nefit of the policy. If, therefore, he refers the company for information respecting his health to persons who are not able to give such information or if he represents one of the referees to be his usual medical attendant, when, in fact, he is not in either of these cases the declaration made by the assured is untrue, and the NEW BILLS IN PARLIAMENT. JURISDICTION OF JUSTICES. The following bill has been introduced by the Lord Chancellor, intituled "An Act to define the Jurisdiction of Justices in General and Quarter Sessions of the Peace." 1. Justices in Sessions restrained from trying policy therefore void. (Everett v. Deshorough, certain offences. Whereas it is expedient that and Huckman v. Fernie, 3 M. & W. 505.) But the powers of justices in general and quarter there would seem to be nothing in the language sessions of the peace, with respect to the trial of the policy making the assured responsible of offences, be better defined; be it enacted for the conduct of his referees. Is there, then, by the Queen's most excellent Majesty, by and anything in the nature of the contract itself, with the advice and consent of the Lords or in the relation in which the parties stand towards each other, which should carry the spiritual and temporal, and Commons, in this responsibility of the assured for the conduct Present parliament assembled, and by the auof his referees, farther than the words of this act neither the justices of the peace acting thority of the same, That after the passing of the contract seem to extend? It is sub-in and for any county, riding, division or mitted there is not. It is sometimes, in 1. Misprision of treason. 2. 3. Offences against the Queen's title, prerogative, person, or government, or against either house of parliament. Offences subject to the penalties of præ munire. 4. Blasphemy and offences against religion. deed, contended that the referees are the liberty, nor the recorder of any borough, shall, agents of the assured, and that he is on that ment thereof, try any person or persons for at any session of the peace, or at any adjournground liable for the consequences of their falsehood or negligence; but this appears a any treason, murder, or capital felony, or for very forced construction. It might as well any felony which, when committed by a perbe contended, that when a servant, applying nishable by transportation beyond the seas for son not previously convicted of felony, is puto be hired, is asked for the name of his for-life, or for any of the following offences; mer employer, and gives it truly, such former (that is to say,) employer is to be considered the agent of the servant. It seems a more natural and just conclusion to hold that, in both instances, the referee is a middle-man, the agent of neither but himself liable for the party; consequences of any falsehood of which he may be guilty. The only reported case which appears, at first sight, inconsistent with this view of the law, and to make the assured liable for the misrepresentations or concealments of his referees, is that of Lindeman v. Desborough, 8 B. & C. 586. The policy was there in the same form as in the principal case, and no communication having been made, either by the assured or by his referees, of a fact (proved on the trial to he material) respecting the health of the life insured, the policy was holden to be on that ground void and if the fact concealed had not been known to the assured, but only to the referees, the question must have arisen, whether the assured be responsible for the concealment of facts by the referees. But it does not appear from the report in what relation the plaintiff himself stood towards the life insured, or what knowledge he had of the fact not communicated; and it seems to have been assumed that he did not know the fact, for Lord Tenterden C. J. says, he should have directed the jury to find for the defendant, if they thought the plaintiff had failed to communicate to the insurers any material circumstances within his knowledge. It is conceived, therefore, that this case does not at all go the length of establishing that (in the absence of any express condition to that effect) the policy can be avoided by reason of the referees not communicating a material fact, that fact not being within the knowledge of the assured." 9. Unlawfully and maliciously setting fire to 11. Abduction of women and girls. 13. Offences against any provision of the laws 16. Unlawful combinations and conspiracies, |