be bound if the act is not done in that way.] Clause 74 Cur. adv. vult. The judgment of the Court was now delivered by BRAMWELL, B.-We are of opinion the rule should be made absolute. The declaration is on two policies of insurance, which the plaintiffs caused to be made by and effected with the defendants: it alleged the premiums were paid to the defendants. There were counts for losses adjusted and on an account stated. The pleas to the counts on the policies denied that they were made or effected as alleged the general issue was pleaded to the residue. The Hull and London Fire Insurance Company was a company registered under the provisions of 7 & 8 Vict. c. 110. It was a corporation, and had a seal. The instruments in question were headed "Hull and London Marine Assurance Company," and had a stamp or device on them with the same words. The policies were not signed by two directors, nor by an officer expressly authorized thereto by resolution applying to this particular case, so as to be within the 7 & 8 Vict. c. 110, s. 44. The deed of settlement, clause 77, expressly requires that in every policy the funds of the Company shall alone be made liable. There is no such qualification in this policy. Neither the directors therefore, nor any one else, had any actual authority to enter into such an engagement on behalf of the Company as these policies purported to create. According to certain opinions, this would decide the case. But the plaintiffs denied the validity or application of those opinions, and contended that if what had been done was done in conformity with the usual practice 1858. HAMBRO v. HULL AND LONDON FIRE INSURANCE COMPANY. 1858. HAMBRO v. HULL AND INSURANCE COMPANY. of such companies or partnerships as the defendants', and within the ordinary authority of such directors and agents as had purported to act here for the defendants, that they LONDON FIRE were bound. Assuming the law to be as the plaintiffs contend, we think the case fails on the facts. There neither was nor could be any evidence that such acts as had been done here, in a name not that of the Company, were in accordance with the usual mode of conducting such matters, nor within the scope of the ordinary authority of the parties who acted. An attempt was made to support the account stated by proof of an adjustment. But if the defendants were not liable on the policies, they are not on the adjustment. Our judgment therefore must be for the defendants. It is not to be understood, however, that we express any opinion that the plaintiffs are not entitled to policies, or the benefit of policies, such as the directors might properly have issued. Judgment for the defendants. W., Nov. 5. described as "gentle MARY MOREWOOD and WILLIAM BAYNE v. THE SOUTH INTERPLEADER.—The plaintiffs averred that the man," by bill goods were the goods of the plaintiffs, or one of them, of sale, regis- 17 & 18 Vict. presence, which the defendants denied. At the trial, before Bramwell, B., at the last Hertford Assizes, it appeared that the goods in question, having been assigned the goods to B. to secure an advance made bonâ fide. W. had been a colliery agent, but for six months before the date of the bill of sale had been out of employment. There was evidence that the conveyance to M. was fraudulent and void as against W.'s creditors under 13 Eliz. c. 5.-Held: First, that the conveyance to B. being bona fide and without notice, his title was good as against such creditors. Secondly, that W. was sufficiently described in the bill of sale and affidavit as “gentleman." Quare, whether, if such description had been insufficient, B.'s title would have been affected. 1858. MOREWOOD v. SOUTH RAILWAY AND RIVER DUN seized by the sheriff of Hertfordshire under a writ of fi. fa. against one Watson, at the suit of the defendants, the execution creditors, were claimed first by Morewood and then by Bayne: whereupon the sheriff obtained an order YORKSHIRE that the parties should interplead. The facts were: that, on the 4th of February, 1848, Watson had conveyed the goods by a bill of sale by way of mortgage to the plaintiff Morewood to secure 3001. Watson was described in the bill of sale, which was registered, and in the affidavit filed under the statute 17 & 18 Vict. c. 36, s. 1, as "gentleman." There was evidence from which the jury might have inferred that this bill of sale, which was executed on the day when the action "The South Yorkshire Railway and River Dun Company v. Watson" stood in the paper for trial, was fraudulent and void as against the defendants. But on the 13th of May, in the presence of Watson, Morewood assigned the goods to Bayne by way of mortgage to secure the sum of 2501. then paid by Bayne to Morewood. It was proved that Watson had formerly been superintendent of the South Eastern Railway, and had been a colliery agent, but had been out of employment since August, 1857. Upon these facts, the learned Judge told the jury that it was not material whether the transfer to Morewood was fraudulent or not. If Bayne advanced his money in good faith, and Watson stood by while Morewood mortgaged to him, neither Watson nor the defendants could dispute the validity of the transaction. The jury found that the assignment to Bayne was bonâ fide so far as he was concerned. Bovill now moved for a new trial on the ground of misdirection. First, assuming the bill of sale to Morewood to have been fraudulent as against the defendants, the conveyance was "utterly void" by 13 Eliz. c. 5. Morewood therefore had nothing which she could convey to Bayne. [Wat 1858. MOREWOOD บ. SOUTH YORKSHIRE AND RIVER DUN son, B.-Section 6 provides that nothing therein contained shall extend to any estate or interest conveyed bonâ fide and upon good consideration to any person not having notice or knowledge of the fraud.]—Secondly, the bill of sale to Morewood was not duly registered. Watson was a colliery agent, though out of employ, and should have been so described. That being so, the bill of sale was void as against the sheriff and the defendants by 17 & 18 Vict. c. 36, s. 1; and that statute contains no proviso in favour of purchasers. [Pollock, C. B.-"Void" does not mean utterly and absolutely void, but void sub modo. Here, before the question of the validity of the bill of sale arose, the property was divested out of the first assignee. An honest purchaser would not buy under a bill of sale not registered at all. If he did, probably he would not be protected. Bramwell, B., referred to Allen v. Thompson (a) and Sutton v. Bath (b).] POLLOCK, C. B.-There will be no rule. Assuming the assignment to Morewood to have been fraudulent within the statute 13 Eliz. c. 5, Bayne, having taken bonâ fide by a conveyance made by Morewood in the presence and with the assent of Watson, has a good title. As to the other point, it is not necessary to say what would have been the effect if the bill of sale had been void for want of registration, because the description of Watson was sufficient. WATSON, B.-The question is, whether my brother Bramwell ought to have left it to the jury to say whether the bill of sale to Watson was fraudulent or not. The conveyance was only void as against creditors. Morewood retained an interest until some creditor interfered. The (b) 3 H. & N. 382. (a) 1 H. & N. 15. 6th section of the 13 Eliz. c. 5 only does what justice would require, and makes her transfer for value good. In the case of a deed void as against creditors, there must be an election to avoid the deed, but before any election. the property was gone out of Morewood. As to the last point, a person who has had an occupation, ceasing to have it, may well be described as "gentleman." BRAMWELL, B.-I am of the same opinion. Watson, a person possessed of goods, puts them into the hands of another. That other, with his assent, sells the goods to Bayne, a bonâ fide purchaser. Watson's creditor then says that, inasmuch as the title must be traced through a malâ fide purchaser, he is entitled to treat the sale to Bayne as null. To that there are two answers. If the transfer operated as between the malâ fide purchaser and Bayne, the title of the malâ fide purchaser was defeasible; but before any step was taken to defeat such title the property passed. If the first transfer had no operation, then the bonâ fide purchaser took directly from the original owner. As to the other point, no other description could have been given of Watson. It is therefore not necessary to express any opinion whether, if the description had been incorrect, the title of the assignee could have been defeated; but I think that Mr. Bovill's argument on that point is not well founded. Rule refused. 1858. MOREWOOD 1. SOUTH YORKSHIRE RAILWAY AND RIVER DUN VOL. III.-N. S. EXCH. |