ORDER AND DISPOSITION-A solicitor was a share-
holder in and joint-secretary of a railway com-
pany. He deposited the certificates of his shares
with a client by way of equitable mortgage, with
a memorandum accompanying the deposit to
secure money lent. No notice of the trans-
action was given to the company other than
might be inferred from the facts of the mortgagor
being secretary, and of his being solicitor for the
mortgagee. It was held, (reversing a deci-
sion of one of the Commissioners) first, that the
shares were chattels within the meaning of the
125th section of the Bankrupt Law Consoli-
dation Act (12 & 13 Vict. c. 106); secondly,
that if a valid equitable mortgage can be made
of railway shares, notice is necessary in the same
way as in the case of other choses in action;
thirdly, that the knowledge of the transaction by
the mortgagor as secretary was not notice to the
company within the meaning of the Companies
Clauses Consolidation Act (8 Vict. c. 16); fourth-
ly, that the duty of the mortgagor as solicitor to
the mortgagee to give proper notice was imma-
terial against the assignees, for that the shares
were in the order and disposition of the bankrupt.
Quare-whether there can be an effectual mort-
gage of railway shares without transfer?
parte Boulton, in re Sketchley, 45

Ex

Owners of a cotton-mill, fixtures, and steam-
engine, demised the whole together to lessees for
a term of years. The lessees covenanted to
keep upon the premises, as a security for the
rent, machinery for cotton spinning of the full
value of 3,000l. at the least; also not to assign
or underlet without the leave of the lessors.
There was a clause of re-entry if the rent should
be in arrear, or on breach or non-performance
of the covenants, or if the lessees should become
bankrupt or insolvent, or assign their estate and
effects for the benefit of creditors. One of the
lessees died, and the survivor became bankrupt,
and an official assignee was appointed. No rent
was due. The value of the machinery was less
than 3,000l. The official assignee took possession
of the mill, engine, and machinery, and was
about to remove and sell the latter when the
lessors interposed; and it was arranged that a
special case should be submitted to the Court,
the lessors being plaintiffs, and the official
assignee the defendant. It was held that the
machinery was in the order and disposition of
the bankrupt, the surviving lessee, and in his
reputed ownership, with the consent of the true
owner, the lessors, and that, therefore, the offi-
cial assignee, the defendant, was entitled to
remove it. In re Wallworth. Shuttleworth v.
Hernaman, 61

And see Bartlett v. Bartlett, ante, Chanc.
577; Day v. Day, ante, Chanc. 585; and Raw-
bone's Will, ante, Chanc. 588

PARTNERSHIP. See Proof.

PRACTICE-A firm at Buenos Ayres drew five bills
on a firm at Liverpool, who accepted them, and
they were indorsed for value by the Buenos Ayres

firm to another firm there; the drawers agreeing,
at the same time, to remit to the Liverpool firm
to meet the bills when due, and their broker
asserting that the drawing and the accepting
firms were distinct. Bills were remitted to the
Liverpool firm to meet the five bills; and that
firm became bankrupt on the petition of the
partners. The firm to whom the bills were in-
dorsed applied under the bankruptcy for a
declaration that they were entitled to a specific
lien on the bills remitted; but one of the Com-
missioners dismissed their petition. After the
dismissal, fresh evidence was discovered; but as
the twenty-one days, allowed by the 12th section
of the Bankrupt Law Consolidation Act, 12 &
13 Vict. c. 106, had expired, the Commissioner
said that the rehearing was an indulgence, which
indulgence he refused to grant on account of
delay. On appeal from both decisions, it was
held, that although the twenty-one days had
expired, the Court was not precluded from hear-
ing the case upon its merits on the whole evi-
dence, considering the domicil of the parties;
secondly (overruling the judgment of the Com-
missioner), that the remitted bills were speci-
fically applicable to cover the five bills; and,
thirdly, that the question involved the law of
England only; and the fact of the Buenos Ayres
drawing firm and the Liverpool accepting firm
being identical or not, was immaterial. Ex parte
Imbert, in re Latham, 65

PROOF OF DEBT-A. and B. became, the former
as principal and the latter as surety, liable to
pay a stated sum. A. became bankrupt, and B.
on a subsequent day paid the principal money
and interest due up to the day of payment. The
surety subsequently made his will and died four
years afterwards, when his will was proved, and
his executors administered his estate upon the
supposition that the proof was good. More than
two years later it was discovered that the proof
should have been for interest only up to the date
of the bankruptcy, and not up to the time of
payment. Application to reduce the proof was
held too late. Ex parte Sanderson, in re Alex-
ander, 26

A trader entered into a contract to deliver
goods at a stated time at a specified price. He
performed part of the contract, but before the
time or times for the performance of the re-
mainder he petitioned under the 211th and sub-
sequent sections of the Bankrupt Law Consoli-
dation Act (12 & 13 Vict. c. 106.), but no
arrangement being effected, he was adjudicated
bankrupt on that petition. In the account of
debts filed, he inserted a sum as due from him
for loss on the unfulfilled parts of the contract.
A proof was tendered by the purchaser of the
goods, for the amount (less than that specified by
the bankrupt) of the loss by reason of the non-
delivery of the goods. One of the Commissioners
allowed the proof for the sum claimed. Upon
appeal it was held, that the original petition for
arrangement created a valid act of bankruptcy
under the 76th section of the statute; that the
bankruptcy did not relate back to the presents-

tion of that petition; and that the admission of
the debt by the bankrupt in his account was
evidence of a debt as against the assignees, and
the purchaser was entitled to prove for the
amount he claimed. Ex parte Harrison, in re
Lawford, 30

The holder of a bill of exchange received
from the drawers payments in respect of it
amounting to nearly 158. in the pound. The
acceptor afterwards became bankrupt, and upon
the holder tendering a proof against the estate
for the full amount of the bill and interest in
arrear, the proof was cut down to the amount of
principal money due at the time of the proof,
and the decision was affirmed, with costs. Ex
parte Taylor, in re Houghton, 58

A. and B. who had been partners as solicitors,
renewed the partnership for their joint lives, and
in the agreement it was stipulated that upon the
death of either, the survivor should during his
life and the life of the widow of the deceased
partner, pay to the appointee of the deceased
partner either an annuity of 2001. or one-fourth
of the profits of the business, at the election of
the surviving partner. A, by settlement on his
marriage, appointed in favour of his intended
wife, who became his widow. The partnership
continued till the death of A. in 1851, and B.
carried on the business till his bankruptcy in
1856. At the death of A. the firm was greatly
in debt, and the debts B. paid off, but he did
not pay the widow either the annuity or any
share of the profits, nor make any election.
The widow claimed to prove under the bank-
ruptcy, but her proof was rejected. It was held,

on appeal, that the assignees had still the power
of election, and they having elected to pay one-
fourth of the profits, the debts of the old firm
must be set off against the profits, and that for
the purposes of the proof, the business must
under the articles be considered, not as a new,
but a continuing business, and its debts be dis-
charged before any profits could be divided.
Ex parte Harper, in re Parry Jones, 74

See Bills of Exchange.

RECEIVER-A banking company was ordered to
be wound up, and was afterwards adjudicated
bankrupt. Some of the creditors petitioned that
an application might be directed to be made to
the Court of Chancery, for the appointment of a
receiver under 7 & 8 Vict. c. 111. s. 20, to receive
such sums of money as might be found necessary
and proper for the purpose of paying all the
debts and liabilities of the company, and the
costs of winding up and finally settling the affairs
of the company. It not having been found what
sums would be necessary for the purpose, it was
held that the Court could not interfere under
this section, even if the section was not repealed
by the Winding-up Acts. Ex parte Shore, in re
the Royal British Bank, 17

SHARES. See Order and Disposition.

STATUTE 7 & 8 Vict. c. 111, 1

11 & 12 Vict. c. 45, 1

WINDING-UP ACTS. See Act of Bankruptcy. Re-
ceiver.