SEPT. 8, 1855.] Limited Liability.-Law Reforms of last Session. 355 Companies must not have a compulsory traders cannot feel what are the corollaries quasi Vaccination Act passed as to them. of their own principles. We are not so They must make their regulations them- much surprised at Lord Denman, or any selves in the natural way. These points other lord, not seeing that the Legislature may be advantageous to a company they had got beyond its due province in attemptwill be so to most companies; and if so, ing to deal with the points he refers to in they will be adopted by them voluntarily his letter, because this interference principle There is an old saying, that Parliament can do has been of late so much the habit of the anything but make a man a woman and vice Legislature that individual legislators might versa. It has to learn, however, that there well take its propriety for granted; but we is a great deal else it cannot do; and Lord are surprised that a permanent department Denman, with his compeers, has fallen into like the Board of Trade, with these difficulties the error of over-estimating its power in use- so perpetually brought before it, and with fully modifying the tendencies of nature and instances such as that of our bank inticommerce. In former articles we have mately known to them, should not have pointed out the serious mischief which arises seen and proclaimed this "laissez faire" from the Legislature ever entertaining principle long ago. If the principles on considerations of the kind alluded to by which trade is to be conducted should be him in his letter. We have indicated the left untrammelled, à fortiori so should the important office which, by the constitution organization of the trading concerns by of things and the provision of nature, or which it is to be carried on. we might strictly say, of Providence, the creditor has to perform for the public; and have shown that every legislative interference with the rule of "caveat creditor," is fraught with mischief to the commercial world and to commercial morals. This is a most interesting and important question of the Government for the time being to address economy, and one on which, as far as we know, our leading economists have very in- the House of Lords on the short-coming of the sufficiently and inaccurately treated. We administration. be much more like the American Laws of Acts. LAW REFORMS OF THE LAST IT has been the Parliamentary custom for leading members of the great party opposed to Lord Lyndhurst has fre cannot repeat our former arguments here. quently, towards the close of a Session, given There is no one, we believe, with clearer views a masterly summary of the various measures upon it than Mr. Lowe. We trust that they of Law Reform which have been announced in will be made apparent throughout the whole the Queen's Speech, or in respect of which structure of the proposed new Joint-Stock they have taken credit for introducing, but Companies' Law. If so, the new Law will which they have failed or been unwilling to incorporation than our present Joint-Stock carry. Somewhat earlier than on former ocAll inter se provisions and partner- casions, within about three weeks of the end ship regulations (that is to say, almost the of the Session,-Lord Lyndhurst took the opwhole of the provisions at present contained portunity of asking the Lord Chancellor for in these Acts) will be left to each joint- some explanation of the withdrawal of some stock company to settle for itself: and in- important legal measures and the slow progress stead of compelling all companies to adopt of others. This course was fair towards the one form of organization, it will be enacted, ministry, for it allowed them time to mature that so far as the provisions of the Act are some at least of the numerous bills which were not varied by special bye-laws in each indipending before the respective Houses of Parvidual case, the rules of joint-stock companies shall be as follows. liament. Our summary of the measures relating to the law (see ante, p. 314), which were withdrawn, negatived, or postponed, will show the final result of the Session, so far as the Profession may be supposed to feel an interest. We know the case of a bank consisting of seven partners only. Because they are more than six they have been forced by the Board of Trade Bank Act, to have a charter; and the Board of Trade, under this charter, has compelled them to have directors, anIn the debate to which we refer, Lord Lyndnual and semi-annual meetings, auditors, mi- hurst said, his noble and learned friend upon nutes, secretaries, and all the extensive appa- the woolsack had introduced a Bill for altering ratus useful enough in the case of a company the Law of Divorce, and also for the purpose of 500 members; but in their case purely of transferring the jurisdiction from the Ecabsurd. It is very strange to us that Free- clesiastical Courts to the Court of Chancery. U 2 356 Law Reforms of the last Session. [LEGAL OBSERVER, After that Bill had proceeded a certain length, [ noble and learned friend was the President of part of the Bill was withdrawn by the voluntary that Commission, he sanctioned all its proact of his noble and learned friend, and the ceedings, and the Law Officers of the Crown other part in consequence of some opposition also attended its meetings. The report of to the Bill on the part of a right rev. prelate. that Commission was laid on the table. On He stated as his reason, that the Testamentary looking at that report, he found it signed Bill had been thrown out in the other House; by all the Commissioners except the Law and his noble and learned friend, in answer Officers of the Crown. He therefore took to the Chief Justice of the Queen's Bench, it for granted that they differed from the Lord said, that the Government would use their Chancellor upon that report. He relied upon utmost endeavour to pass a Bill on that subject. this for substantiating what he stated,-that It was a singular circumstance that that Bill there was a want of co-operation and good went down last year from that House on the understanding with respect to Law Reform 7th of April, but not a single attempt was made between the Lord Chancellor and the Law by the Law Officers of the Crown to proceed Officers of the Crown. This had led to the with it. He had also stated that the Govern- greatest possible inconvenience, and it showed ment would be prepared to introduce in the that without a good understanding between the present Session a large measure of reform, em- Legal Authorities of the Government it was in bracing the whole of the Ecclesiastical Courts. vain to expect an amendment of the law. This He did not find that either in that or the other was a most unsatisfactory state of things and House of Parliament, any attempt had been required explanation; and he had made these made to redeem that pledge. His noble and observations to enable his noble and learned learned friend had not even introduced a Bill friend to make such explanations as he might of divorce or any Bill relating to matrimonial think proper to offer to their lordships. cases. The Testamentary Jurisdiction Bill The Lord Chancellor said, that the first had gone down at an early period of the pre- complaint of his noble and learned friend revious Session to the House of Commons. It ferred to the Testamentary Bill, and he truly was therefore perfected, but, notwithstanding stated that last Session he (the Lord Chanthis circumstance, and that Parliament met in cellor) had introduced that Bill. It was much December, the Law Officers of the Crown considered by a Select Committee, and that did not think proper to bring it forward until Bill went down to the Commons, where certhe end of May, and this Bill had consequently tainly it did not receive approbation and did again fallen through and been withdrawn. not become law. The course that he thought These circumstances required some explana- it best to take in the present Session was, that tion. His noble and learned friend might the Bill should originate in the House of Commention the war as the cause of the abandon- mons, and a great many objections in detail ment of this Bill, but he did not see that either his noble and learned friend or the Law Officers of the Crown in the other House of Parliament had troubled themselves much about the complications of the Eastern Question. From circumstances that had come to his knowledge, he believed that this mode of proceeding might be explained by some want of understanding or co-operation between the Lord Chancellor and the Law Officers of the Crown. having been made to the Bill of last year, he consulted with the Solicitor-General, who was to take charge of it, and adopted some amendments likely to smooth the passage of the Bill in the other House of Parliament. He was not prepared to state the day on which that Bill was introduced, but he was certain his noble and learned friend was mistaken in supposing that it was not brought in until the latter part of May. He believed it was brought His noble and learned friend had introduced in in March, but to this he could not pledge a Bill for the Registry of Deeds, and for the himself. At all events it was prepared quite purpose of shortening conveyances and simpli-early enough, and it was introduced as soon fying titles. That Bill was fully considered and discussed, was referred to a Select Committee, and went down to the other House of Parliament with the approbation and sanction of his noble and learned friend and of that House. But what happened in the other House? The Bill was immediately opposed by the Law Officers of the Crown. The Solicitor-General said, that what was wanted was a Bill not for the registry of deeds, but of titles. The consequence was, that the Bill was referred to a Select Committee, and nothing more was heard of it from that time to this. as the state of public business made it possible to proceed with it. And although he should not fall back upon the war as a justification for doing nothing, he thought that the state of business arising out of the discussions about the war, which had taken up four-fifths of the Session, would explain why so dull a subject had been so little able to obtain a hearing. His noble and learned friend ought to be the last person to express great surprise and to complain that this Bill had not received the sanction of the Legislature, because the same thing had happened to him also when he was But that was not the only fact which showed Lord Chancellor. In 1843, a similar measure the want of cordial co-operation between the was introduced into the House of Commons Lord Chancellor and the Law Officers of the and failed; in 1844 it was introduced into this Crown in the other House. His noble and House but did not pass; and it was again introlearned friend had issued a Commission for duced in the following Session. He hoped the Consolidation of the Statute Law. His that the same course would be again adopted, SEPT. 8, 1855.] Law Reforms of the last Session. 357 and that the measure would be introduced extended Summary Jurisdiction in cases of next Session, and then the matter would be Petty Offences. That Bill had passed this placed in the same position that it occu-House and had been referred to a Select Compied during the Chancellorship of his noble mittee of the House of Commons, and his and learned friend. It was said that he had right hon. friend the Home Secretary had aspromised a comprehensive plan of testamentary sured him on Saturday last, that he had not reform. Now the fact was this:-He had been the least doubt of its becoming law. It must, taunted with doing only half his duty in in- however, be remembered, that at the present troducing a measure for the reform of testa- moment the House of Commons were more mentary jurisdiction; he had been told that he anxious to forward Bills which they had origiought to deal with the whole subject, viz.,-nated than to proceed with those which had testamentary jurisdiction, matrimonial jurisdic- been sent down from this House. tion, and Church discipline jurisdiction,-and Another measure which would be of eshe accordingly undertook to get measures pre-sential benefit to the mass of the community, pared which would embrace all these matters. although it might not excite a great deal of The Matrimonial Bill had been prepared, popular approbation, had been sent down to but the subject was so connected with the the other house. It was the Bill for getting Testamentary Bill that it was impossible for rid of the necessity for private Acts of Parliahim to introduce it until he could see how the ment in dealing with Settled Estates, and the Testamentary Court was to be constituted. A Solicitor-General who had taken charge of it Bill had been framed with great care upon the subject of Church Discipline, and had been submitted to the Bishops; but there were great differences of opinion with respect to it, and the subject was attended with many difficulties, and the measure had not therefore been presented to the House. He had been assured by the Solicitor-General that the Testamentary Bill was read a second time with every prospect of success, but the attention of the other House had been so absorbed by subjects of overwhelming interest that it was found impracticable to pass it. With regard to the suggestion that there was not a cordial co-operation between the Law Officers of the Crown and himself, and the example adduced by his noble and learned friend of the Registration Bill, which the Solicitor-General did not support in the other House, he must say that his noble and learned friend was labouring under a mistake. The Solicitor-General thought the Bill did not go far enough, and it was referred to a Select Committee, of which Mr. Walpole and other gentlemen besides the Law Officers were members, which recommended the appointment of a Royal Commission to inquire into the whole subject. He felt bound to issue such a Commission, and the Solicitor-General had assured him that the labours of the Commission were so far advanced that in the course of the ensuing recess they would not only produce a report recommending a better system of registration but would also frame a measure which would be introduced next Session. His noble and learned friend further complained of the sluggishness of the Government in not having introduced any measure of Law Reform during the present Session. He denied that accusation. A Chancellor or a minister was not doing good by simply introducing measure after measure, which he called measures of reform; but if he found that anything was going wrong it was his duty to provide a remedy. The statement that no measure of reform had become law during this Session, was certainly near the truth. But early in the Session he had introduced a measure giving had assured him, that he did not doubt that it would eventually be passed. It had been referred to a Select Committee, because there was a notion in the other House that it would have the effect of permitting the enclosure of Hampstead Heath. It had not the slightest reference to that subject, but the insertion of a clause had been proposed which would obviate all difficulty of the kind. They had been told that the Charity Commission had done nothing since its appointment. He protested against the truth of that assertion, for the Commissioners had done a great deal of good in an unobtrusive manner, and he was satisfied that they would do more good if their powers were further extended. He had consequently introduced a measure extending their powers. It had been sent down to the other House, and he should be much disappointed if it did not become law this Session. He had also introduced a Bill for reforming the University of Cambridge. He therefore felt not guilty of the charge made by his noble and learned friend having introduced many important measures which promised to become law before the end of the Session; and he thought his noble and learned friend would have done better to wait until the Session drew nearer to a close before making his complaint. He much regretted that the Attorney and Solicitor-General had not thought fit to sign the report of the Statute Law Commission, but he had no authority to call upon them to sign it, if they did not think proper to do so. He should be glad to be the means of introducing next Session measures which had failed in the present, but he thought that his noble and learned friend's attributing blame to him because the House of Commons did not pass the Testamentary Jurisdiction Bill was really attributing blame to him to which he was not obnoxious. In the course of the present Session he had received two reports which he had anxiously considered. One of these reports had reference to the County Courts, and would necessarily give rise to legislation, and indeed a Bill had been partly prepared, but he could not with any propriety have introduced it 358 Law Reforms of the last Session.-New Statutes. during the present Session, for it was impossible that it could have passed into law. The other report was as to the Sale of the Encumbered Estates Court, Ireland. He was in hopes that he might have introduced a Bill on this subject this Session, but the changes recommended by the report were so important, and on the whole so useful, that they would require considerable consideration. He might have obtained some credit for introducing this Bill, but he felt that it would have been obtaining credit under false pretences, for the Bill could not have passed this Session. [LEGAL OBSERVER, was justly due to his authority in that House, the country, and the Profession, the subject which had been referred to. Lord Lyndhurst said, that he could not understand why there should be a difference between the Law of Divorce in the northern and southern parts of the island. He believed that in Scotland the Law of Divorce worked exceedingly well, and he saw no reason why it should not be extended to England. Lord Brougham was convinced that if his noble and learned friend would peruse the evidence and the report of the Committee, over He had also, at the suggestion of his noble which he (Lord Brougham) presided a few and learned friend, Lord Brougham, intro-years ago, he would find abundant reasons for duced a bill which had passed their lordships' holding more firmly the opinion which he had house for additional Sessions and Assizes; the now expressed.' Bill, however, was objected to by the other House, and required more consideration than RATIONS IN THE LAW. could be given to it this Session. He had NEW STATUTES EFFECTING ALTEbeen in communication with the Secretary of State for the Home Department, and was informed that though this Bill would not pass into law this Session, yet the Royal Prerogative would be brought to bear on the subject, and additional Commissions would be issued for several counties. Lord Lyndhurst said, that his noble and learned friend had replied to him by a tu quoque, but this did not apply to his case, for when he held the office now held by his noble and learned friend he did his utmost to pass the Testamentary Jurisdiction Bill. His complaint was not that they had failed in passing Bills, but that they had let the last two Ses. sions pass without making any attempt to pass any Bills. His statement was, that not a single Bill for the improvement of the law which had been proposed by her Majesty's Government had received the Royal Assent. His noble and learned friend had met this statement, not by contradicting it, for that was impossible, but by stating that a considerable number of Bills had passed their lordships and had been sent to the other House; and though they had not passed a single Bill during the six months, yet his noble and learned friend flattered himself that during the four or five remaining weeks of the Session they would pass these Bills. His noble and learned friend was much more sanguine on this point than he was; for he took what had been done as a good picture of what was likely to take place, and had no hope that the Bills would be passed this Session. Lord Brougham trusted that his noble and learned friend (Lord Lyndhurst) would early next Session apply himself to one of the subjects to which he had directed his observations, viz.,-to that of the Ecclesiastical Courts Jurisdiction, particularly with regard to the matter of divorce; for the state of the law with regard to this subject was in a most shameful and disgraceful state. His noble and learned friend, among the many great and invaluable services which he had rendered to his country, could not render it a greater service than by taking it up with all the weight which THE Acts relating to the Law of the present Session, printed in the Legal Observer, with an Analysis to each, will be found at the following pages: p. Purchasers' Protection, 18 Vict. c. 15, p. 5. Income Tax, c. 20,-p. 197. Administration of Oaths Abroad, 18 & 19 Ecclesiastical Courts (Defamation Suits Common Law Pleadings, c. 26,—p. 176. Infants' Marriage Settlements, c. 33, p. 198. Palatine of Lancaster Trials, c. 45,- p. 241. Bills of Exchange and Promissory Notes, c. 67,-p. 256. Cinque Ports, c. 48, p. 258. Commons Inclosure (No. 2), c. 61,—p. 275. Incumbered Estates Acts (Ireland) Continuance, c. 73,-p. 276. Places of Religious Worship Registration, c. 81,-p. 276. Friendly Societies, c. 63, pp. 296, 319, 342. Charitable Trusts, 1855, c. 124,-p. 358. CHARITABLE TRUSTS, 1855. 18 & 19 VICT. C. 124. 16 & 17 Vict. c. 137, and this Act to be construed together; s. 1. Provision as to the salary of one of the Commissioners repealed; s. 2. 1 From The Times of July 21. SEPT. 8, 1855.] New Statutes effecting Alterations in the Law. Power to appoint additional inspectors; s. 3. The Acts of the Board, how to be authenticated; s. 4. Entries in and extracts from the books of the Board, how to be authenticated; s. 5. The powers of the Commissioners and inspectors to inquire into charities extended; s. 6. Power to require trustees and others to attend and be examined; s. 7. Precepts or orders for the preceding purposes, how to be made; s. 8. Persons not complying with requisitions, &c., to be deemed guilty of a contempt of the Court of Chancery; s. 9. Power to apportion parochial charities after division of parishes; s. 10. Evidence as to annual income of any charity not exceeding 30l.; s. 11. The official trustees of charitable funds may be empowered to call for transfers to them of stock, &c. ; s. 12. Notices to be given of certain orders of the Board; s. 13. Proceedings upon the receipt of objections or suggestions; s. 14. The official trustee of charity lands constituted; s. 15. Power to acting trustees to grant leases; s. 16. Appointments of official trustees of charitable funds regulated; s. 17. Such trustees to have perpetual succession, and may hold funds in that name; s. 18. Funds to vest in the official trustees for the time being; s. 19. The official trustees to keep banking account; s. 20. Mode of drawing on the banking account; s. 21. Trustees may transfer stock to official trustees; s. 22. As to disposal of principal moneys paid to them; s. 23. All dividends and interest due to the official trustees of charitable funds to be placed to their banking account; s. 24. For the regulation of transfers and payments to or by the official trustees; s. 25. Copies of orders affecting the account of the official trustees to be sent to the Board; s. 26. Indemnity to the bank and others; s. 27. Dividends on stock in name of official fund trustees to be carried to account free from income tax; s. 28. Restrictions of charges and leases charity estates; s. 29. 359 Sinking fund to be provided for paying off mortgages in lieu of provision in mortgage deeds; s. 30. Extension of power of Board as to compromise of claims; s. 31. Board may authorise payment for equality of exchange or partition; s. 32. Power to ascertain lands charged with rents to charities; s. 33. Expenses of exchanges and partitions, and determining application of charges; s. 34. Incorporated charities and trustees for charities, may re-invest in land; s. 35. Order of Board for investments to be carried into effect, and cost to be raised; s. 36. Board may direct official trustees to convey land, &c.; s. 37. Leases, &c. to be valid, notwithstanding disabling Acts; s. 38. Board may approve schemes for letting charitable property; s. 39. Power to refer bills of costs in charity matters to taxation; s. 40. Construction of section 27 of the 16 & 17 Vict. c. 137; s. 41. Deeds, &c., relating to charities may be enrolled at the office, and copies to be evidence; s. 42. Construction of sections 55 and 59 of 16 & 17 Vict. c. 137; s. 43. Amendment of section 61 of 16 & 17 Vict. c. 137, and other provision made as to the annual returns of accounts by trustees of charities; s. 44. Board may make orders as to delivery and publication of account by trustees, &c.; s. 45. Application of section 64 of 16 & 17 Vict. c. 137; s. 46. Acts not to apply to Roman Catholic charities until 1st September, 1856; s. 47. As to the term " charity;" s. 48. Act not to extend to Eton or Winches ter; s. 49. Short title; s. 50. The following are the Title and Sections of the Act: An Act to amend the Charitable Trusts Act, [14th August, 1855.] 1853. Whereas it is expedient to extend and amend the Charitable Trusts Act, 1853, as hereinafter provided: Be it therefore enacted, as follows: 1. "The Charitable Trusts Act, 1853," hereinafter called "the principal Act," and this Act, shall be construed together as one Act, and any provisions of the principal Act of inconsistent with this Act are hereby repealed. |
