which he dispensed with the condition precedent of a request On her part. Short v. Stone, 15 Law J. Rep. (N-S-> Q.B. 143; 8 Q.B. Rep. 358; 3 Dowl. & L. P.C. 580.

A declaration in an action for a breach of promise of marriage stated that the defendant promised the plaintiff to marry her, that the plaintiff was ready and willing to marry him, but that the defendant married another woman. Plea, that the defendant was not requested by the plaintiff to marry her:Held, on special demurrer, that the plea was bad; and that the defendant having pleaded over, the declaration was good without the averment of the lapse of a reasonable time.

Semble

that the declaration would have been good, even on special demurrer. Caines v. Smith, 15 Law J. Rep. (N.S.) Exch. 106; 15 Mee. & W. 189; 3 Dow 1. & L. P.C. 462.

A declaration averred, that in consideration that the plaintiff being unmarried, at the request of the defendant, promised the defendant to marry him within a reasonable time, defendant promised plaintiff to marry her within a reasonable time; that the plaintiff, confiding in the defendant's promise, has hitherto remained unmarried, and has always been ready to marry the defendant until she had notice that he was a married man. Breach, that the defendant has not married the plaintiff, but on the contrary, at the time the defendant made his promise he was married and still is married to another woman. The plaintiff obtained a verdict. On motion to arrest the judgment,-Held, that the declaration shewed a sufficient consideration.

Also that the defendant's promise was not unlawful; there being at the time the promise was made a possibility of performance, as the defendant's wife might have died within " a reasonable time."

Also that the allegation that the plaintiff remained unmarried for a reasonable time was a sufficient consideration, as being a prejudice to her caused by the conduct of the defendant. Wyld v. Harris, 18 Law J. Rep. (N.s.) C.P. 297; 7 Com. B. Rep.

999.

one of

(E) NULLITY OF.

A young lady, eighteen years of age, entitled to considerable property, her parents being dead, having been passing her vacation at the house of the executors named in her father's will, whom she considered as her guardian, was induced by his brother, who was residing in the same house, and was fifty-two years of age, to promise to marry him; she withdrew that promise a few days afterwards, but was importuned again and prevailed upon to renew it, and the marriage was celebrated without the knowledge of any of her friends, upon a false statement made by him of her age and residence in the publication of the banns and in the register of the marriage. There was no cohabitaconsummation of the marriage, as she She, after a few days, went to a friend's house, and by his advice applied for an act to annul the marriage, the same being considered valid in law: Held, that it did not appear by the evidence, that the marriage consent of the lady, and that the case made was not justify legislative interference.

tion nor

alleged.

such

as to

was not solemnized with the free

In re

Field's Marriage Annulling Bill, 2 L.H. Cas. 48.

DIGEST, 1845-1850.

A marriage had in New South Wales (before a Presbyterian minister), where there was a fact of consent between the parties to become husband and wife,-Held, to be a valid marriage notwithstanding a non-compliance with the provisions of a local act, in which there were no words constituting a nullity, and that the husband was entitled to a sentence of divorce by reason of the adultery of the wife. Catterall v. Catterall, 1 Robert. 580.

Allegation on behalf of a woman, responsive to a libel of nullity of marriage by reason of bigamy, pleading deception, fraud and cognizance by the man of the existence of the husband of the first marriage at the date of the second fact of marriage, rejected.

Misconduct, however gross, of a party proceeding, by reason of bigamy, is no bar to a sentence of nullity. Miles v. Chilton, 1 Robert. 684.

(F) MARRIAGE ACT.

The 23rd section of the Marriage Act, 4 Geo. 4. c. 76, directs that the property of the wife shall be so settled under the direction of the Court, that the offending party shall derive no pecuniary benefits "from the marriage." In a settlement executed under the Court in pursuance of that section, the terms were, that if the wife died before her husband, leaving children, the whole was to go to the children. If there were no children then she was to have a power of appointment, by will only in the lifetime of her husband, but by deed or will after his death. If she survived her husband and there were children, then she was to have a power of appointment over one third, and the rest was to be settled on her children. Attorney General v. Lucas, 18 Law J. Rep. (N.s.) Chanc. 100; 17 Law J. Rep. (N.S.) Chanc. 382.

(G) EFFECT OF ON WIFE'S CHOSES IN ACTION.

Marriage does not operate as an assignment to a husband of a judgment recovered by his wife dum sola, by virtue of the Irish Act, 9 Geo. 2. c. 5, passed for the more effectual assigning of judgments, amended by the 25 Geo. 2. c. 14, and made perpetual by the 12 Geo. 3. c. 19. s. 3.

An examined copy of the enrolment of the memorial is good evidence of an assignment under the 9 Geo. 2. c. 5. Fitzgerald v. Fitzgerald, 19 Law J. Rep. (N.S.) C.P. 126; 8 Com. B. Rep. 592.

(H) CLERGYMAN REFUSING TO PERFORM
MARRIAGE.

A man and a woman, who had obtained a registrar's certificate for marriage without a licence, called on the clergyman of the parish at his house, after nine o'clock in the evening, and requested him to appoint a time for marrying them on or before a certain day, by which the certificate would have ceased to be available. He said he would not marry them unless the man, who had not been confirmed, expressed a willingness to be confirmed:-Held, that assuming a refusal to marry to be an indictable offence, no indictment could be maintained in this case against the clergyman, since the parties had not demanded and tendered themselves to be married by him, at a time or place at which he could legally have been called upon to perform the ceremony.

3 I

Semble that the indictment should have averred that the parties were persons who could lawfully intermarry. Regina v. James, 19 Law J. Rep. (N.s.) M.C. 179; 2 Den. C.C. 1.

MARSHALLING.

In 1844, a person mortgaged some household furniture, fixtures, stock in trade, and personal chattels, but was permitted by the mortgagee to remain in possession of them. In August 1847 all the property in the mortgagor's house, consisting partly of property included in the mortgage, and partly of property belonging to the mortgagor absolutely, was distrained by the direction of his landlord. The mortgagee thereupon directed the bailiff to hold the goods included in the mortgage as his bailiff. A part of the goods so distrained was sold, and satisfied the landlord's claim. After this sale the mortgagor became bankrupt :-Held, that the mortgagor was entitled as against the assignees to the benefit of the doctrine of marshalling, so as to throw the landlord's debt exclusively on the property not subject to the mortgage. Ex parte Stephenson re Stephenson, 17 Law J. Rep. (N.s.) Bankr. 5.

MASTER AND SERVANT.

[See NEGLIGENCE-POOR, Settlement-PRINCIPAL AND AGENT.]

(A) CONTRACT OF HIRING AND SERVICE. (B) TRUCK ACT.

(C) LIABILITY OF MASTER FOR ACT OF SER

VANT.

(D) OFFENCES BY SERVANTS.

(E) DISCHARGED Servant.

(a) Remedy for Wages.

(b) When Wages not apportionable. [See (A).]

(c) Pleading and Evidence in Action for Wages.

(A) CONTRACT OF HIRING AND SERVICE.

The plaintiff declared on a contract by the defendant to employ the plaintiff in his service until the service should be determined by due and reasonable notice, and alleged as a breach, that the defendant wrongfully dismissed him without notice; with a count for work and labour. The defendant pleaded to the special count, that the plaintiff misconducted himself by refusing to work, and that the defendant discharged him; and he also pleaded to that count, that the defendant, in consequence of the plaintiff's misconduct in absenting himself, summoned him before a magistrate under the statute 4 Geo. 4. c. 34; and that the magistrate discharged him. The proof was, that the plaintiff was hired generally as an agricultural labourer, and left work before eight o'clock on a particular day because beer was not supplied, and that he was on the following day taken before a magistrate, who ordered his discharge from service:-Held, that the hiring being general, the defendant was entitled to a verdict on the first count on the ground of variance.

Held, secondly, that the defendant was entitled to a verdict on both the special pleas, though the jury did not find that the plaintiff wrongfully absented himself; and lastly, that the facts stated in those pleas being proved, the plaintiff was not entitled to recover on the count for work and labour. Lilley v. Elwin, 17 Law J. Rep. (N.s.) Q.B. 132; 11 Q.B. Rep. 742.

A contract whereby an infant agreed to enter into the service of a master for twelve months, at certain weekly wages, and to serve him at all times during that term, and to work fifty-eight hours a week, contained a proviso, that in case the steamengine should be stopped from accident, or any other cause, the master might retain all wages of the servant during that time:-Held, that the agreement was void against the infant, and that a conviction for absenting himself from such service could not be supported. Regina v. Lord, 17 Law J. Rep. (N.S.) M.C. 181; 12 Q.B. Rep. 757.

(B) TRUCK ACT.

The deductions made either by the master manufacturer, or by the undertaker or middleman who rents frames of such master manufacturer, from the workmen or artificers employed by him, in respect of frame-rent, winding, and a poundage compensation of 1d. in 1s. for every 1s. above 14s. per week earned by such workman or artificer, the balance being paid in money to such workman or artificer, is not a payment of the portion so deducted to the workman, of a portion of his wages in goods, or otherwise than in the current coin of the realm, within the 1 & 2 Will. 4. c. 37. Held, also, that there was not in this case any demise of a "tenement" within section 23; and quare, whether there was a demise of anything at a rent therein reserved, within that clause. Chawner v. Cummins, 15 Law J. Rep. (N.S.) Q.B. 161; 8 Q.B. Rep. 311.

(C) LIABILITY OF MASTER FOR ACT OF
SERVANT.

Where servants in the performance of their ordinary work for their master use the implements of another person, without the leave of the owner or any direction from their master, and injure them, and the owner seeks a compensation from the master for the wrongful act of his servants, the proper form of action is case, not trespass. Gordon v. Rolt, 18 Law J. Rep. (N.S.) Exch. 432; 4 Exch. Rep. 365.

(D) OFFENCES BY SERVANTS.

No other instrument is necessary to authorize the detention of a servant sentenced by a magistrate to imprisonment and hard labour for an offence under the 4 Geo. 4. c. 34. s. 3. than a warrant of commitment, founded on a sufficient information; and the legality of the imprisonment must depend on the legality and sufficiency of that instrument alone.

Semble-that such an instrument is an order, and not a conviction.

Whether such an instrument is to be construed less strictly, as an order, or more strictly, as a conviction, it is bad if it does not shew on the face of it, either that the contract between the master and servant was in writing, in which case a failure to enter into the service is an offence under the act, or

Amenial servant, who has been discharged without cause, cannot, under the common indebitatus count for wages, recover wages for the month subsequent to his discharge. He ought to declare specially- Fewings v. Tindal or Tisdal, 17 Law J. Rep. (N.S.) Exch. 18; 1 Exch. Rep. 295.

The plaintiff was hired by the defendant at a yearly salary, payable quarterly, and was wrongfully dismissed by the plaintiff in the middle of a quarter. He then brought an action against the defendant, declaring in a special count for breach of the agreement, and in indebitatus assumpsit for the wages due for the year during which he had actually served. The plaintiff in this action recovered the wages for the year, and also on the special count damages for the dismissal, but the jury expressly omitted to give any damages for the broken quarter. He afterwards brought indebitatus assumpsit for work and labour to recover a proportional part of the quarter's salary up to the day of dismissal: -Held, that the second action could not be sustained, as he had by the previous action elected to treat the contract as existing, and had recovered damages for its non-performance, and could not afterwards treat it as rescinded, and recover on a quantum meruit.

Held, also, that this defence was open under non assumpsit, as, under the circumstances, no debt had accrued.

The damages in the former action should have been calculated to include the wages for the broken quarter. Goodman v. Pocock, 19 Law J. Rep. (N.S.) Q.B. 410; 15 Q.B. Rep. 576.

able or

(b) When Wages not apportionable.

[See (A) CONTract of Hiring.] (c) Pleadings and Evidence in Actions for Wages. In an action for dismissing a servant, a plea that the defendants did not wrongfully, without reasonProbable cause, dismiss the plaintiff in manner and form, &c., puts in issue only the fact of dismissal; and affirmative evidence is not admissible under it for the purpose of shewing that there was reasonable cause for the dismissal. Powell v. Bradbury, 18 Law J. Rep. (N.s.) C.P. 116; 7 Com. B. Rep. 201.

To

an

action for the wrongful dismissal of a servant, the defendants pleaded in justification that the plaintiff had been guilty of various acts of misconduct, which were specified in the plea, and that by reason of the premises they had dismissed him: -Held, that the replication, de injuria, only put in issue the misconduct, and not whether it was known to the defendants at the time of the dismissal. Spotswoode v. Barrow, 19 Law J. Rep. (N.S.) Exch. 226; 5 Exch. Rep. 110.

A declaration in assumpsit against the defendant for dismissing the plaintiff, his servant, during the

period for which he was employed, stated that the defendant refused to permit the plaintiff to continue in his service during the said period, and wrongfully dismissed him without reasonable cause. Plea, that the plaintiff disobeyed the defendant's orders, without this that the defendant dismissed him without reasonable cause, concluding to the country. The dismissal having been admitted at the trial, the Judge refused to receive evidence, on the part of the defendant, of the reasonable cause of the dismissal, being of opinion that the dismissal alone was in evidence, and accordingly directed a verdict for the plaintiff:-Held, that the direction was wrong: that, although the averment in the declaration of reasonable cause was immaterial, and the plea was specially demurrable in putting it in issue, yet issue having been joined thereon, the question of reasonable cause was essential to the determination of that issue. Lush v. Russell, 19 Law J. Rep. (N.s.) Exch. 244; 5 Exch. Rep. 203.

MERCHANT SEAMAN'S ACT. [See PENALTIES.]

MERGER.

[See DEED-LIMITATIONS, STATUTE OF.]

METROPOLIS.

(A) PAVING ACT. (B) POLICE ACTS.

The act for the construction and use of buildings in the metropolis, 7 & 8 Vict. c. 84, amended by the 9 Vict. c. 5; 24 Law J. Stat. 46.

The office of Registrar of public Carriages consolidated with the Commissioners of Police by the 13 Vict. c. 7; 28 Law J. Stat. 10.

Provisions for the interment of the dead in and near the metropolis by the 13 & 14 Vict. c. 52; 28 Law J. Stat. 89.

(A) PAVING ACTS.

Ashes falling from the furnace of a brass-founder, and containing particles of metal, were by him subjected to a process whereby a portion of the metal was extracted. The residue having been given by him to his apprentices as a perquisite, was by them sold to a brass-refiner, for the purpose of extracting a further quantity of metal. The plaintiff, who was employed by the brass-refiner, whilst in the act of conveying the ashes from the brassfounder's premises for this purpose, was apprehended by the defendant under the Metropolitan Paving Act, 57 Geo 3. c. 29, which gives the power of apprehending all persons who, not being employed by or contracting with the Commissioners under the act, shall carry away any dust, cinders, or ashes," within the district:-Held, that the ashes in question were not "dust, cinders, or ashes" within the meaning of the act of parliament.

The 136th section of that act enacts that no action shall be brought against any person for anything done in pursuance of the act until after twenty-one days' notice in writing; and "if it shall appear that such action was brought before twenty-one days' notice was given," the jury shall find a verdict for the defendant :-Held, that the defendant could not avail himself of a want of notice of action without specially pleading it. Law v. Dodd, 17 Law J. Rep. (N.s.) M.C. 65; 1 Exch. Rep. 845.

(B) POLICE ACTS.

County magistrates who, acting under the 3 & 4 Vict. c. 84. s. 6, convict a party of an offence under the 2 & 3 Vict. c. 71, are entitled to the privileges of a metropolitan police magistrate, under the lastmentioned statute, and, therefore, to the same limitation of three months upon any action against them, which a police magistrate would have had.

The Metropolitan Police Acts are not local and personal acts, or acts of a local and personal nature, within the statute 5 & 6 Vict. c. 97. Barnett v. Cox, 16 Law J. Rep. (N.s.) M.C. 27; 9 Q.B. Rep. 617.

A metropolitan police magistrate, sitting alone, has jurisdiction to hear and determine an information by the auditor of a metropolitan poor-law district, for non-payment of disbursements regularly disallowed, and surcharged by such auditor, and certified to the Poor-Law Commissioners under the 7 & 8 Vict. c. 101. s. 32, where such information is laid within nine calendar months from the time of the disallowance, as required by the 12 & 13 Vict. c. 103. s. 9, although not until after the limitation of six calendar months mentioned in the 2 & 3 Vict. c. 71. s. 44. has expired. Regina v. Tyrwhitt, 19 Law J. Rep. (N.S.) M.C. 249; 15 Q.B. Rep. 249.

By the statute 10 Geo. 4. c. 44. s. 10. (the Metropolitan Police Act) a receiver for the metropolitan police district is to be appointed, who is to receive all monies applicable to the purposes of that act and to pay thereout all salaries, &c. to the police force, and all other charges and expenses in carrying that act into execution; and by section 37. all sums adjudged by Justices to be paid for offences against the act are to be paid to the receiver, to be applied as part of the funds for the purposes of the police. By the 2 & 3 Vict. c. 47. a portion of all penalties adjudged by any magistrate, whether sitting at a police court or not, within the police district, are to be paid to the receiver for the purposes of the act. By the 2 & 3 Vict. c. 71. police courts are established, and the receiver of the metropolitan police district is to receive all fees, &c. applicable to the purposes of this act, and is to pay all the expenses and charges attending the courts and in carrying the act into execution. In an action by the receiver against the clerks to Justices acting for a part of the metropolitan police district for which no police court had been established, for monies payable to him as receiver under the above acts, the defendants claimed to retain against him the fees payable for summonses, &c. applied for by police constables acting under the directions of the Commissioners of Police, and to which they were entitled under a table of fees sanctioned as required by the 26 Geo. 2.

c. 14:-Held, that the defendants were entitled to demand these fees from the constables applying for the summonses, &c., but that they had no right to retain them as against the receiver out of the monies payable to him under the provisions of the above acts. Wray v. Chapman, 19 Law J. Rep. (N.s.) M.C.

155.

MINE.

[See VENDOR And Purchaser.]

(A) RIGHTS AND DUTIES OF OWNERS OF MINES.

(a) As regards adjoining Mines.
(b) Right of Action.

(1) For Consequences of wrongful Ex

cavation.

(2) Against the Hundred.

(c) Under Local Custom.

(B) AUTHORITY AND LIABILITY OF DIRECTORS AND MANAGERS.

(C) MINING LEASES.

An act for the inspection of coal mines, 13 & 14 Vict. c. 100; 28 Law J. Stat. 296. (A) RIGHTS And Duties of Owners of MINES. (a) As regards adjoining Mines.

Each of the owners of two adjoining coal mines, neither being subject to any servitude to the other, has a right to work his own mine in the manner most convenient and beneficial to himself, although the natural consequences may be that some prejujudice will accrue to the owner of the adjoining mine, so long as that does not arise from the negligent or malicious conduct of the party.

The plaintiff and the defendant occupied adjoining collieries. A predecessor of the defendant, but with whom he had no privity, committed a trespass, and made holes, called "thyrlings," in a barrier (of coal belonging to the plaintiff) which separated the two collieries. The defendant, in working his mine, broke down a seam of coal of his own, and the consequence was, that the water flowed from his mine into the plaintiff's through the "thyrlings"-Held, that there was no duty incumbent on the defendant to prevent the water from flowing from his mine into the plaintiff's. Smith v. Kenrick, 18 Law J. Rep. (N.s.) C.P. 172; 7 Com. B. Rep. 515.

(b) Right of Action.

(1) For Consequences of wrongful Excavation.

Case, for breaking and entering a coal mine whilst in possession of S, and before the plaintiffs were possessed of it, and getting coal therefrom, and causing an aperture to be made therein, and the declaration alleged that though the defendant, after the plaintiffs became possessed of the mine, was requested to stop up the aperture, yet he had neglected to do so, whereby water deluged and damaged the plaintiffs' mine. Plea, that H, the former owner of the plaintiffs' coal mine, brought an action on the case against the defendant for breaking and entering the mine, in possession of S, and making excavations, and carrying away coal

therefrom, and thereby injuring his reversionary estate, and that several sums were on that occasion awarded and paid to H and to S, and to the plaintiffs, in respect of the injuries sustained by them respectively by the matters in the declaration in that cause alleged, and that the breaking and entering in the present action was part and parcel of the grievances in the said action of H mentioned, and in respect of which such damages were awarded, and that the same were so awarded and paid in respect of such damages and all consequential damages to arise or happen in consequence thereof. The plaintiffs new assigned that the defendant, after the commencement of the first action, and after the making of the award in the plea mentioned, kept and continued the aperture open and unfilled up and neglected to divert or turn off the water, whereby it flowed into the plaintiffs' mine. To the new assignment the defendant pleaded the action brought by H, and the award in his favour, and averred that the grievances newly assigned were merely consequential damages arising to the plaintiffs by reason of the matters and injuries in the declaration in the said action by H alleged. The plaintiffs set out the award, and replied absque hoc, that the damages were consequential damages, arising to the plaintiffs by reason of the matters and injuries in the declaration in the action by H alleged. At the trial it was proved that the coal mine was demised to the plaintiffs by S, in 1839, and that at that time I was mortgagee, S being mortgagor in possession, and that before the demise to the plaintiffs the defendant broke and entered and took away the boundary coal; that in 1840 the plaintiffs worked the mine till they came to the place where the excavations were made by such breaking and entering, and the water came in and continued to flow in ever since; that according to the custom of mining the defendant, whose mine was on the rise, had a right to work to the extremity of his mine without leaving any barrier. It further appeared that, in 1841, H, the mortgagee, brought an action against the defendant for the breaking and entering above mentioned, and that the cause was referred to an arbitrator, with liberty to the now plaintiffs and S to become parties to the reference; that substantial damages were awarded to H and the now plaintiffs, and nominal damages to S:-Held, that on the above facts, the defendant was entitled to a verdict on not guilty, and on the issue raised on the plea to the new assignment. Clegg v. Dearden, 17 Law J. Rep. (N.S.) Q.B. 233; 12 Q.B. Rep. 576.

(2) Against the Hundred.

The lessees of a mine constructed a wooden trough, by means of which water was conveyed from a distance to a pool half a mile distant from their mine, being as near as the nature of the ground would admit of. The water so brought was used for the purpose of washing the ore obtained from the mine :-Held, in an action by the lessees against the hundred for the felonious destruction of such trough, that it was an " erection used in conducting the business" of the plaintiffs' mine within the meaning of the 7 & 8 Geo. 4. c. 31. s. 2. Barwell v. Hundred of Winterstoke, 19 Law J. Rep. (N.S.) Q.B. 206.

(c) Under Local Custom.

A custom for a miner or bounder to enter and work land, in search of minerals, (such working not having been commenced or prosecuted by the owner or other person), rendering a portion of the produce to the lord or owner of the soil, and giving due notice of his proceedings, is not an illegal or unreasonable custom; and the interest so acquired by virtue of the custom is, if the bounder continues in possession and works the mine, such an interest in the mine as may be recovered in ejectment; but such customary right cannot exist unless there be a bona fide continuing by the bounder to search for ore: and, therefore, where the plaintiff declared on his possession of a certain "tenement," to wit "the right to dig and get ore found and being within certain tin bounds," and charged the defendant with disturbing him, and carrying away the ore, &c.,-Held, that although the statement of the plaintiff's right might properly describe that which existed when he first took possession of the bounds under the custom, yet in order to make out his right as claimed he must shew a bona fide continuing to work the mine, and that the annual renewal by new cutting the turves, however useful for ascertaining the limits, could not be considered as equivalent to such working.

Held, also, that such a claim was to be tried as a custom limited in local extent, and not as the local law of a particular district. Rogers v. Brenton, 17 Law J. Rep. (N.s.) Q.B. 34; 10 Q.B. Rep. 26.

(B) AUTHORITY AND LIABILITY OF DIRECTORS AND MANAGERS.

A certain number of persons formed themselves into a company or association, to raise a fund for working mines in America, and 6,000l. was subscribed in shares of 1001. each. The deed by which the company was formed was dated November 1, 1833, and it provided, that the directors should have the power of creating and issuing new shares from time to time, and that the shares should be assignable. Bills of exchange having been drawn on the company by their agent in America, which they required funds to meet, an agreement, dated December 24, 1835, was entered into by three of the directors with the plaintiffs, for borrowing the sum of 5,8001. from them, which sum was accordingly advanced by the plaintiffs. In an action by them against certain of the shareholders, of whom A was one, to recover the sum so advanced,-Held, that the fact of A having, on the 17th of December 1835, attended a special general meeting of the company, at which resolutions were passed relating to the sale of certain of the company's mines, in order to provide for the payment of the bills, was sufficient evidence to go to the jury, to fix him with liability as a shareholder, though A did not sign the deed, nor was he proved to be the proprietor of any shares, or to have attended any other meeting, or to have done any other act in connexion with the company.

Held, also, that his attendance at that meeting, together with the nature of the business transacted at it, shewed sufficient authority in the directors to enter into the contract declared on, on behalf of A and the other shareholders present.

Held, lastly, that the association could not be