The defendants pleaded,-first, to the whole declaration, never indebted.

Secondly, to the first count, that the defendants were not at any time served with any summons or process issuing out of the said Court of Queen's Bench in Ireland, at the suit of the plaintiff in the action upon which the said judgment in that count mentioned was obtained, and that the plaintiff irregularly, behind the back of the defendants, caused an appearance to be entered for the defendants in the said action, and thereby obtained the said judgment thereon, when the defendants were not within the jurisdiction of the said court, and had not been served with any summons or other process to appear to the said action in which the said judgment was so obtained as aforesaid.

The plaintiff joined issue on the first plea, and replied to the second, that the said action in which the said judgment and decree were respectively obtained, was commenced in the said court, the said court being one of the superior courts of common law in Ireland, after the making and coming into force of a certain act of parliament, &c. (13 & 14 Vict. c. 18), intituled An act for the *regulation of process and prac[*213 tice in the superior courts of common law in Ireland, and that the said action was duly commenced by writ of summons, and in every respect according to the said statute; and that, after the issuing of the said writ, and whilst it was in force, it was duly made to appear by affidavit to the satisfaction of the said court wherein the said judgment was obtained, that the defendants had not been personally served with the writ of summons issued in the said action, but that the defendants then resided out of the jurisdiction of the court, and could be properly served through or upon a certain agent or representative of the defendants within such jurisdiction; and thereupon the said court, to wit, on the 16th of January, 1852, did order that the writ of summons in the said action should be served by delivering the same, together with a true copy of the said order, unto, and by leaving the same with, one James Wilson Ramsay, therein described as agent in Dublin of the said. defendants, and also by delivering true copies of the said order and said writ in a letter in and through the general post office, directed to the London agent of the defendants; and that the plaintiff thereupon in all things complied with the said order, and effected service of the said writ as thereby directed, and afterwards, on the day and year aforesaid, upon due proof of such substituted service as aforesaid by affidavit, the plaintiff, in pursuance of such order, in default of appearance by such defendants in due time, entered an appearance for the said defendants under and by virtue of the said statute, and proceeded thereon in the said action as if the defendants had entered their appearance: that afterwards, on the 4th of February, 1852, the plaintiff filed his declaration in such action, and thereupon afterwards, on the day and year in the declaration mentioned in that behalf, in default N. S., VOL. II.—11

of plea, the said judgment was obtained as therein alleged; that *afterwards an application was made on behalf of the defend*214] ants, by attorney and counsel, in the said court, and the said court was then on behalf of the defendants moved to set aside the said appearance and declaration filed in the said action, and all subsequent proceedings thereon; and that, on hearing the said motion, and counsel on behalf of the plaintiff and defendants, it was ordered by the said court that the said motion should be and the same then was refused.

Rejoinder to the replication to the second plea,-that the defendants are, and were at the time of the commencement of the said action in the said court in Ireland, a corporation aggregate within the true intent and meaning of the said statute in the replication mentioned, and that they had not before or at the time of the commencement of the said action any clerk, treasurer, or secretary within the jurisdiction of the said court, nor any known or responsible officer or agent, or any agent, representative, or manager of their real or personal estate within the jurisdiction of the said court, and that they the said defendants could not have been, and were not, properly served with the said writ of summons through or upon any agent or representative of the defendants within the jurisdiction of the said court; and that the plaintiff caused and procured the said order to be made for service of the said writ of summons on the said James Wilson Ramsay, by falsely representing to the said court that the said James Wilson Ramsay was the agent of the defendants within the meaning of the said statute, whereas in truth and in fact he was not such agent.

Surrejoinder,—that the said company, the defendants, had at the time of the commencement of the said action in the said Court of Queen's Bench in Ireland, an agent within the jurisdiction of the said court, and that he the plaintiff did not cause or procure the said order *of the said Court of Queen's Bench in Ireland in the replica*215] tion and rejoinder mentioned, to be made, by falsely representing that the said James Wilson Ramsay was the agent of the defendants within the meaning of the said statute, because he the plaintiff said, that, at the time of suing out and serving of the said writ of summons in the said action as in the replication mentioned, the said James Wilson Ramsay was an agent of the defendants within the jurisdiction of the said court, that is to say, in the city of Dublin: that the affidavit by which it was made to appear to the satisfaction of the said court that the defendants could be properly served with the said writ through or upon an agent of the defendants within the jurisdiction of the said court, was an affidavit of one Bernard Egan, duly made and sworn in the said court in the said action, and duly filed in the said court on the 15th of January, 1852, in which the said writ was set forth and recited, and it was sworn and represented to the court that he the said Bernard Egan had on the day and year aforesaid served

The Professional Life Assurance Company (meaning the defendants, being such incorporated company as in the rejoinder mentioned), with the original writ of summons in the said action, by delivering unto and leaving with the said James Wilson Ramsay, the agent for the said company in the city of Dublin, in person, at his office, No. 103 Abbey Street, in the said city of Dublin, a true copy of the said original writ, and that he the said Bernard Egan had desired him to send the said copy so served to the office of the said company, in London, and that he the said Bernard Egan at the same time showed him the said James Wilson Ramsay the said original writ of summons, and told him the true intent, nature, and meaning thereof: that, the said affidavit, being so sworn, and filed in the said court, was afterwards, on the 16th of January, 1852, read to the said court by *counsel on behalf [*216 of the plaintiff in the said action, and that afterwards, on the said day and year, the said court, on hearing such affidavit read, did make such order as in the replication in that behalf alleged, and which said order was in the terms following, that is to say,-On motion of Mr. Synan, of counsel for plaintiff, and on hearing affidavit of Bernard Egan read, it is ordered that service of the writ of summons upon the defendants in this cause, by delivering a true copy thereof, together with a true copy of this order, unto, and by leaving the same with, James Wilson Ramsay, the Dublin agent, and also by enclosing similar copies in a letter through the general post office directed to the London agent, be deemed good service of the said writ upon the said company: that the said James Wilson Ramsay in the said order mentioned was and is the said James Wilson Ramsay in the said replication and rejoinder respectively referred to, and thereinbefore and in the said affidavit also referred to: and that the plaintiff no otherwise caused and procured the said order to be made than as aforesaid, and that he made or caused to be made no false representation to the said court, as in the rejoinder alleged, nor, save as aforesaid, any representation whatever in that behalf; and that the contents of the said affidavit in that behalf were in fact true.

The defendants joined issue on the surrejoinder, and demurred thereto; and the plaintiff joined in demurrer.

The demurrer was argued in Trinity Term, 1853, when judgment was given for the plaintiff, on the ground that the second plea was bad: see 13 C. B. 787 (E. C. L. R. vol. 76).

At the trial of the issues of fact, a special verdict was found, which was in substance as follows:

As to the first issue joined on the first count of the declaration, it was found, that, before and at the time of the suing out of the writ of summons in the said action, and until the recovery of the said judgment in the Court of Queen's Bench in Ireland in the said count mentioned, the defendants were a joint stock company duly

[*217

registered in London according to the statute, as "The Professional Life Assurance Company," and carried on business as such life assurance company in London, one Edward Baylis then being the manager, secretary, and actuary of the said company in London; and that the said company also carried on such business in Dublin by one James Wilson Ramsay, their agent in that behalf, the said James Wilson Ramsay being employed by the defendants to obtain insurances for the said company, and having been appointed by and acting under a letter addressed to him by the said Edward Baylis on behalf of the said company, which letter was written on the 12th of February, 1850, and was in the words and figures following:

"Professional Life Assurance Company.

"Sir, I have the pleasure to inform you, that, upon the recommendation of your father, conjointly with the numerous testimonials of your highly respectable friends in evidence of your qualifications and eligibility, you have been appointed agent for Dublin, in connexion with James Wilson Ramsay, Esq.

"The advantages and support offered by this corporation to the exertions of an agent, are of a very encouraging character. The institution possesses popular features exclusively peculiar to itself; and the directors allow a commission more than usually liberal; added to which, the operations of an agent are deemed co-extensive with his influence, that is to say, he is not confined by place or space as to agency, but is entitled to the full benefit of commission arising from every description of business introduced by him to the office, in whatever town or *county parties having transactions with the company through him may be resident.

*218]

"The commission allowed, is, 10 per cent. on the amount of the first year's premiums, 7 per cent. on the amount of the second year's premiums, 5 per cent. on the amount of all future renewal premiums, or 20 per cent. in one payment in lieu of the above; also 2 per cent. on the amount of the purchase-money of immediate annuities; and 18. per share for every share disposed of.

"I am desired by the directors to remind you, that, in undertakings of this kind, which are considered by capitalists the best of investments, it is the usual practice to absorb the whole of the shares in a London proprietary, leaving none for the creation and advantage of a provincial influence. The contrary is the course pursued by this company, which, as you will perceive by a perusal of a printed list of shareholders, has already obtained a sufficient guarantee for all the purposes and contingencies of a properly managed life assurance company.

"The directors are, therefore, desirous, and resolved, through the medium, and with the support, of their numerous agents and medical

referees, to extend their proprietary among every class, through every town and city in the United Kingdom, by an allotment of a few shares to each individual whom they may have it in their power and be disposed to recommend; while it will at the same time occur to you that that agency cannot fail to be most prosperous which contains the greatest number of shareholders.

"The deposit is 108. per share, without the probability of a further call being made or required; and the liability of the shareholders is by the deed of settlement limited to their several amount of shares, while the advantages and privileges to the original proprietors, as *stated in full in the prospectus, are of a truly comprehensive and beneficial character.

[*219

"In reference to the shares, you will be pleased to notice the following particulars-1. The entire capital of the company is 250,000l., arising from 40,000 shares of 67. 58. each, the greater part of which have been actually sold and signed for,-2. The original deposit is 108. per share; the remaining 5l. 158. will be made up by the additions accruing from profits and bonuses,-3. By the deed of settlement, no proprietor is liable beyond the amount of his shares,--4. The holder of five shares, up to fifty, is entitled to one vote, and to an additional vote for every additional fifty shares held by him,-5. Interest is paid at the rate of

per cent. per annum on all paid up capital; such interest increasing year by year as the shares increase in value by the appropriation of profits; so that very considerable interest will be realized, until the amount of profits shall be sufficient to pay off the shares in full; after which, the corporation will be declared and constituted a mutual life assurance society,-Lastly. In addition to these advantages, there is one novel and most excellent feature, worthy of special attention, viz. that one-tenth of the entire profits of the company is set aside as an annuity fund.

"You will receive herewith powers of attorney to be filled up by parties taking shares, and authorizing any friend in town, or myself, to sign the deed of settlement on their behalf.

"You will also please to remember the shares constituting the proprietary and securing their influence, are in order to obtain life policies, annuities, endowments, and other business from which the profits are to be derived, and which you will therefore make it your constant endeavour to obtain.

"Anticipating the best results from your valuable co-operation in behalf of the institution, and soliciting your *earnest perusal and due appreciation of the above important details. I am, &c.,

"EDWARD BAYLIS,

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"Resident manager and actuary."

It was further found, that, after the coming into operation of the 13 & 14 Vict. c. 18, intituled "An act for the regulation of process and