would take £20 paid-up shares, or whether he would take £10 paid-up shares. L. J. G. 1869 CASE. In that state of things I cannot see any distinction whatever DRUMMOND'S between Drummond's position and the position of a person who, after having signed this memorandum of association, without saying anything more, had agreed to take 479 shares, and had paid up money in respect of those 479 shares. If a man comes to an agreement with a company to take 25 shares, and positively takes 479, saying nothing more, and pays up the money in respect of them, it would be impossible in that state of things to say that he had not satisfied the contract to take the 25 shares. The whole of that view of the case is entirely fortified by the statement of facts which has been agreed to. Amongst other things in that statement of facts, I find, first of all, that the directors state "that they considered that they would not be justified in issuing to persons in England any of the shares thus, in accordance with the prospectus, reserved for Bombay and for the members of the two old companies respectively, as that would have been a breach of faith towards those who had subscribed upon the faith of the statements made in the prospectus, and would have depreciated the value of the shares reserved to be allotted in England." That is quite consistent with the prospectus, because there was there a distinct stipulation that that number of shares should be reserved for persons in Bombay. Then the statement in the prospectus is, that 7500 shares, some fully paid up, and some with £10 paid up, were reserved for allotment to the shareholders in the two old companies, and that 1500 shares were reserved for allotment in Bombay. This left 18,000 shares only for allotment in England. It appears that all these 18,000 shares and 20 more were allotted on or about the 25th of February, 1865, and the company commenced business. At this time the shares were at a premium, but before the month of May, 1865, they were at a discount. Afterwards, that is to say, in October, 1865, and not before, it was ascertained that the shares reserved for allotment in Bombay and to the shareholders in the two old companies would not all be required by them; 6594 of such shares, however, were taken by them so that literally, when Mr. Drummond really took these shares, he could not, consistently with the duties which he had L. J. G. 1869 DRUMMOND'S undertaken to perform, have got any other shares. For these Solicitors for the Appellant: Messrs. Meyrick, Gedge, & Loaden. L. J. G. 1869 July 30. In re OWEN. Appointment of New Trustees-Person of Unsound Mind-Trustee Act, 1852, 8. 10-Lunacy-Jurisdiction. Where a Petition is presented under the Trustee Acts, 1850 and 1852, for the appointment of new trustees in the place of trustees some of whom are dead and the survivor a person of unsound mind, not so found by inquisition, the Petition may be presented in Lunacy only, and not in Chancery. In re Boyce (1) considered. THIS Mr. W. N. Lawson, for the Petitioner, stated that some doubt had been raised by the case of In re Boyce (1), whether in such a case, inasmuch as three of the trustees were to be appointed in the place of persons who were not of unsound mind, the Petition ought not to be presented in Chancery as well as in Lunacy. He also referred to Re Ormerod (2). SIR G. M. GIFFARD, L.J., said he was of opinion that the 10th section of the Trustee Act, 1852, was an express provision that the application may be made in Lunacy only. He thought there was no reason for the existence of any doubt. The order would be made as prayed, and drawn up in Lunacy alone. Solicitors Messrs. Redpath & Holdsworth.. (1) 12 W. R. 359. (2) 3 De G. & J. 249. In re RENSHAW'S TRUSTS. Appointment of New Trustee-Trustee Act, 1850-Bankruptcy Act, 1849. A new trustee appointed in the place of a trustee who had become bankrupt had never surrendered, and had not been heard of for several years. THIS was a Petition under the Trustee Act, 1850, and the Bankruptcy Act, 1849, by the cestuis que trust under the will of B. Renshaw, for the appointment of a new trustee. The trustee whose place it was sought to fill up had been adjudicated bankrupt about three years before the Petition, had never surrendered, had absconded about the time of the adjudication, and had never since been heard of by his family. Mr. Charles Browne stated that he mentioned the case to the Court by the desire of Vice-Chancellor James, who felt a difficulty on the ground of the decision in Turner v. Maule (1). He referred to the Trustee Act, 1850, ss. 10, 32, 34, and the Bankruptcy Act, 1849, s. 130. The LORD JUSTICE GIFFARD stated his opinion to be, that as the circumstances of the case, independently of the bankruptcy, would have justified the appointment of a new trustee, the order might be made. The reporter is informed that Vice-Chancellor James accordingly made the order. Solicitor: Mr. W. Lovell. (1) 15 Jur. 761. L. J. G. 1869 July 31. L. J. G. 1869 July 26. In re HORSLEY AND KNIGHTON'S PATENT. Jurisdiction-Patent Law Amendment Act, 1852, s. 38-Right of Appeal from the Master of the Rolls. There is no right of appeal to the Court of Appeal in Chancery against an order made by the Master of the Rolls under the 38th section of the Patent Law Amendment Act, 1852 (15 & 16 Vict. c. 83), to expunge an entry in the register of proprietors of patents. THIS was an appeal from an order made by the Master of the Rolls under the 38th section of the Patent Law Amendment Act, 1852 (15 & 16 Vict. c. 83), to expunge an entry made in the register of proprietors of patents established by the 35th section of the same Act (1). The case is reported (2). On the appeal being opened the counsel for the Respondent took the preliminary objection that there was no right of appeal from such an order. Sir R. Baggallay, Q.C., and Mr. Cracknall, for the Appellant:There are no words in the Patent Law Amendment Act which exclude an appeal from an order of the Master of the Rolls. The case, therefore, differs from that of Sir Samuel Romilly's Act (52 Geo. 3, c. 101), in which the power to make orders was given to the Lord Chancellor, or Lords Commissioners of the Great Seal, (1) The 38th section is as follows:"If any person shall deem himself aggrieved by any entry made under colour of this Act in the said register of proprietors, it shall be lawful for such person to apply by motion to the Master of the Rolls, or to any of the Courts of Common Law at Westminster in term time, or by summons to a Judge of any of the said Courts in vacation, for an order that such entry may be expunged, vacated, or varied, and upon any such application the Master of the Rolls, or such Court or Judge respectively, may make such 1869 In re AND KNIGHTON'S PATENT. or Master of the Rolls, or Court of Exchequer, with an express L. J. G. proviso that every order so made should be final and conclusive unless the party aggrieved appealed within two years to the House of Lords: In re Royston Grammar School (1). In the Infants HORSLEY Custody Act (2 & 3 Vict. c. 54, s. 1), the jurisdiction is given to the Lord Chancellor and the Master of the Rolls, and yet it is exercised by the Vice-Chancellors, and an appeal is allowed to the Lord Chancellor: Warde v. Warde (2); In re Taylor (3). In the Solicitors Act (6 & 7 Vict. c. 73, s. 39) similar words are used, and an appeal has always been allowed under that Act. [They also referred to the Municipal Corporations Act (5 & 6 Will. 4, c. 76); Bignoll v. Springfield (4); Challet v. Hoffman (5). Mr. Jessel, Q.C., Mr. Rodwell, and Mr. T. Aston, for the Respondent : The jurisdiction under the Patent Law Amendment Act is specially given to the Master of the Rolls, not as one of the Judges of the Court of Chancery, but as the keeper of the records. As no appeal is given by the Act, none exists. By the County Court Equitable Jurisdiction Act (28 & 29 Vict. c. 99, s. 18), an appeal is specially given to one of the Vice-Chancellors, but his decision cannot be reviewed by the Lord Chancellor. SIR G. M. GIFFARD, L.J. :— I think the case is too clear for argument. Probably a right of appeal would have been given if the attention of the Legislature had been called to the subject. An entirely new register of proprietors of patents was created by the Act, and then the 38th section creates a new jurisdiction, and gives the power of expunging entries to the Master of the Rolls, or to one of the Common Law Judges; but nothing is said about an appeal from their decisions, and without such an enactment I think there can be no appeal. In coming to this conclusion I do not forget that in Sir S. Romilly's (1) 9 L. J. (Ch.) 250. (3) 11 Sim. 178. (4) 7 Cl. & F. 71. (5) 7 E. & B. 686. |