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aware of it, for they had grown old a baker his cart. In this two chairs without creating for themselves any of were firmly moored, and on these M. the needs of the new society. And they and Madame Peyrolles placed themwere happy after the manner of fifty selves in the midst of the baggage and years ago in their small house in the provisions accumulated by Scholastique. Grand Place, where the furniture that Said she:had grown dull and faded little by little, "You will go straight on as far as and the mirrors that had slow become Entrepierres” (she knew the country), tarnished, were of the same unchange- “then you will leave the highroad, but able freshness to them, thanks to the any one will tell you the lane that you recollection. On each returning April, must take. You will stop at a spring however, Madame Ambroisine in a high under an oak for lunch, but as carts whitewashed loft spread out an ounce cannot go any higher, madame must or two of silk-worms' eggs. When the afterwards mount the donkey. I have yield was good it enabled the Peyrolles placed the pack-saddle at the back of to indulge in a few little luxuries. The the cart. I wonder if you will be able rearing of silkworms is not looked upon to saddle the donkey?" at Canteperdrix as an occupation of the The

programme marked out by working class, and the old-fashioned Scholastique was followed, and after and impoverished bourgeoisie in this four good hours of up-hill work over provincial nook liked to increase their scrubby and stony ground the travellers income a little in such a way without reached the Jas perdu de Brame-Faim. feeling that they had come down from “It is not beautiful!" said Madame their station. But alas! Madame Am- Ambroisine, pulling hard at the donbroisine's silkworms had not been suc- key's bridle so that she might take a cessful this year.

good look at the reddish-looking hovel Suddenly the good face of M. Victrice built of pebbles, from the low roof of brightened up.

which a little smoke was rising. "How stupid we are! I can buy the “The wheat is very straggling," reshawl for you, of course I can. There is marked M. Victrice. I can see the our rent from the Jas de Brame-Faim. crickets running in it." We have had nothing of it since our Here Madame Ambroisine exclaimed poor uncle left us the property, and that "Bah! You cannot expect to have the wastwo years ago. At one hundred and castle of the Marquis de Carabas for fifty francs a year the total comes to one hundred and fifty francs a year!" three hundred francs without the in- Assisted by M. Victrice, Madame Amterest-just the sum that you hoped to broisine alighted from the donkey, and, get from your cocoons.”

followed by the latter, they moved As M. and Madame Peyrolles thought towards the house. But what they saw over this their spirits rose. How could there impressed them with such an air they have so procrastinated! Why, of wretchedness that they already felt three hundred francs was quite a sum. uncomfortable at the thought of asking And they had not so much as seen the for money. face of this Frédéri, the farmer.

"You will speak first and explain matFor a whole week M. and Madame ters, Victrice!" Peyrolles spoke of nothing but the “I think it would be better for you to journey. Now it was not altogether do so, Ambroisine!" easy to reach the domain of Brame- At the sight of them, two urchins who Faim on a hill above the villa of were playing on a heap of straw took Entrepierres, which was itself perched to their heels. Their mother, who was high. The ascent would take four spinning from her distaff while sitting hours, and it would need as much time on the trunk of a tree, now rose. to return. This meant a whole day's “You have lost your way? No doubt absence. Everything was at length you want to go to Pierre-Ecrite. It is ready. A neighbor lent her donkey and farther down, near the spring."

Victrice looked at Ambroisine, and “Madame Ambroisine and M. Victrice Ambroisine looked at Victrice. Neither are coming back from Brame-Faim with had the courage to speak. They al- their rent!" lowed it to be supposed that they had

E. H. B. made a mistake, and that it was PierreEcrite they were looking for.

The woman who was spinning seemed relieved, and said:"I was afraid at first that you were

From The Spectator. M. and Madame Peyrolles, because the

THE USES OF DIRECTORS. place here belongs to them, and we owe

The examination of the Chartered them some money."

Company's directors before the South Then she called to her husband:

African committee was very oppor“You can show yourself, Frédéri. It tunely preceded by that of a solicitor is not what we feared!"

of great experience in company matters Frédéri came down from the loft, fol- before the House of Lords' Committee on lowed by the children, whose timid eyes the Companies Bill. The opinion of brightened. There was no wine, but he this expert may best be summed up in placed before the visitors milk, honey in

one of his own sentences. "I do not the comb, walnuts, and apples.

know," he said, “any large concern "It is all that we have here," he said, where the business could be carried on “the ground is so poor. Fortunately the if every director attempted to make new masters do not worry us to pay. If himself thoroughly cognizant of the they did, we should have to put the key business." This deliverance, coming under the door. We have never seen

from such a quarter, is startling enough these good people, but you must know at first sight, for the obvious inference them, as you are from the town?"

seems to be that directors are a useless Ambroisine and Victrice said they and unnecessary burden upon the reveknew the Peyrolles a little.

nues of the company, the interests of By this time the sun was getting low, which they serve best by remaining as and they felt that they must come to ignorant as possible of the business by some decision.

which it subsists. Nevertheless it is "Speak,” whispered Madame Ambroi- evident that general supervision may sine.

be salutary where detailed interference "No, speak yourself!" said M. Victrice. would be fatal, and though the evidence Neither of them spoke.

given to the House of Lords' CommitWhen Madame Ambroisine tee raised a very interesting question seated again upon the donkey, the by pointing to the inherent weakness tenant's wife said to her:

for some sorts of enterprise of the joint "Perhaps you would not mind doing stock system, it did not justify the asus a little kindness on your return to the sumption that directors should be aboltown? It is to carry this from us to ished altogether. that excellent gentleman and that good Walter Bagehot, dealing in his work Madame Peyrolles."

on “Lombard Street," with the greatest While speaking she held out, with a and most important joint-stock comstring already round its legs, a great pany in the world, the Bank of Encock-a lean and sinewy bird that pro- gland, points out that its "government tested loudly against this treatment. is composed of men with a high ar

The fowl was fastened to the pack- erage of general good sense, with an saddle, and that evening when the two excellent knowledge of business in genold people made their re-appearance at eral, but without any special knowlCanteperdrix, those who were outside edge of the particular business the doors said, with just a suspicion of in which they engaged. Ordienvy:


in joint-stock banks and





companies this deficiency is cured by tional checks. The weakness of jointthe selection of a manager of the com- stock corporations, as compared with pany, who has been specially trained private firms, lies in the fact that the to that particular trade, and who en- manager, who is necessarily a salaried gages to devote all his experience and official, has not the same keen personal all his ability to the affairs of the com- interest in the progress of the concern pany. The directors, and often a select that is felt by the private proprietor committee of them

especially, fighting for his own hand. This weakconsult with the manager, and after ness is only emphasized when the dihearing what he has to say, decide on rectors consider that they know the affairs of the company." In the much about the business as the mancase of the Bank of England, however, ager, and that instead of consulting the two weak points upon which Bage- him at every point, they can best show hot laid most stress were the facts that their utility and enthusiasm by striking the governor and deputy-governor, who out a line of their own and interfering form the chief executive power, change with the details of the management. every two years, and that though The ideal board of directors is

one "under this shifting chief executive which regards itself merely as a subthere are indeed very valuable heads of committee of the shareholders apdepartments ... these officers are es- pointed to give up some portion of their sentially subordinate; no one of them is time to the supervision of the business, like the general manager of an ordi- and report to the rest of the proprietors nary bank,—the head of all action. The from time to time as to its progress. perpetually present executive–the gov- It thus follows that the success or failernor and deputy-governor-make it im- ure of joint-stock concerns depends alpossible that any subordinate should most entirely on the selection of the have that position. A really able and manager, and we have no doubt that if active-minded governor, being required the apparently inexplicable fluctuato sit all day in the bank, in fact does, tions in the fortunes of many and can hardly help doing, its principal panies were carefully examined, it business." Here we find Bagehot ex- would be found that the efficiency, or posing, as a weak point in the constitu- otherwise, of the chief salaried official tion of the bank, the very thing that was at the root of the matter. There the House of Lords' Committee desired is, however, one obvious point at which to insist on in laying down the duties the interest of the manager conflicts to of directors. By stipulating for "dili- a certain extent with that of the progence" and "reasonable care"-both prietors. Expenses of administration very vague and indefinable qualifica- -the salaries of himself and his subtions

on the part of directors they ordinates, the comfort and convenience terded to substitute for “the high av- of the office which they use, and simerage of general good sense,” which is ilar matters—are affairs in which the the real essential, the desire to manage manager might naturally, and the business for themselves instead of rightly, consider himself and his staff consulting with the manager.

Such a as entitled to more consideration than system, condemned nearly a quarter of the shareholders; and it is here that dia century ago by Bagehot in the case rectorial supervision is occasionally reof the bank, is now protested against quired. Other less legitimate crannies still more strongly by an experienced for leakage require sterner watchfulcompany solicitor, on the ground that ness. Ugly stories are heard directors would thus "cease to be direc- times, for example, of mining comtors,” and that no large concern could panies being equipped with magnificent be carried on on such terms. It is ob- machinery which their output is quite vious that all enterprises, large or inadequate to keep employed, the handsmall, are best conducted by a despot, some commission given by the makers qualified by the necessary constitu- to the company's offcers being the





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cause of this unwarranted extrava- market in titled directors. The plaingance. The shareholders can only look titi's case that he had been to the directors to prevent such frauds; promised £500 in cash and five founders' but unfortunately, if half of what shares for the production of three dirumor says is correct, it is too often the rectors any of whom the defendant, fact that the board shares the plunder. who was bringing out a company,

It may be contended that if the utility should consider eligible. li appears of directors is confined to so narrow a from the Daily News' report ihat he field, most companies are provided with "professed his ability to obtain the contoo many of them. This we believe to sent of distinguished gentlemen to act be true to a great extent, though in as directors, he being a member of a some cases they are also useful as a sort select club in the West End." He fulof high-class canvassers. The great filled his boast and produced a belted competing railways, for instance, find it earl, who was willing to take a seat on expedient to have on their boards a the board. Unfortunately, the noblelarge number of the chief merchants man was a little late in sending in his and producers of the districts that they written consent, so that the board was serve in order to secure their custom, formed without him and the defendant and that of others whom their influence refused to pay the £500 promised. Mr. may attract. In the case of banks and Justice Day confessed that he "did not insurance companies, again, which trade understand this buying and selling of

public confidence, names well- peers or of anybody else. It appeared, known as "sound" in the world of however, to be a practice, and the plainfinance are a very valuable asset, and a tiff having completed his part of the goodly array of them in the list of direc- bargain, was entitled to payment. tors is practically essential. And all Judgment for plaintiff for £500, with new companies that appeal for subscrip- costs." An appeal to the “Directory of tions must strive to show good names on Directors” reveals the fact that the said their prospectuses. Unfortunately, the earl is already on the board of three general mass of investors—“the flock companies, and we are tempted to wonthat's sheared, but not discriminates," der whether his name and influence can, if we may parody Mr. Quiller-Couch's or can not, have been secured for them parody-does not know a good name by the same sort of agency. This, howfrom a bad, and is induced by natural ever, is merely a side-light on the uses human snobbery to consider a name of directors; but when the curtain of with a "handle” to it as an allurement. mystery that usually screens the maWe should have fain believed that this chinery of company promotion is thus superstition was dying a natural death, accidentally raised, it must be admitted but an amusing case recently reported that the secrets exposed donnent furie. suows that there is now an organized usement à penser.


A Model of the Thames. — The popular the clear water will sprout up from the attraction at the fisheries and yachting bowels of the earth, away in the Cotsexhibition at the Imperial Institute, wold and Chiltern valleys; from a dozen will certainly be the exceedingly clever tributaries such as the Thame and the model of Father Thames. The spec- Churn it will meander gracefully down tator will be able to view our famous into Isis, into Thames and Isis, and. river from its very source in the Cots- finally, into Father Thames himself. wold Hills down to the Nore. Every In its unfinished state the fifty or sixty three minutes, by an ingenious arrange- taps which run along the sides of hill ment, the tide will ebb and flow, and and dale are also revealed with all their flow and ebb. From fifty little springs brazen faces.

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Nineteenth Century,
nald Statham,

National Review, III. IN KEDAR'S TENTS. By Henry Seton

Merriman. Chaps. XXV. and XXVI.,

New Reriew,

Temple Bar,
drew Lang,

Cornhill Magazine,
VII. ON SIDEBOARDS. By S. Baring-Gould, Good Words,

Title and Index to Volume CCXIII.




885 893 895



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