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New Statutes effecting Alterations in the Law.
135 shall (so far as the same are or may be appli- for every 20s. granted by the said last-mencable consistently with the express provisions tioned Act. of this Act) respectively be duly observed, ap- 5. And whereas by the said Act of the last plied, and put in execution for assessing, rais- Session of Parliament the clerk of the Board of ing, levying. collecting, receiving, accounting Guardians of every Poor Law Union in Ireland for, and securing the said duty hereby granted, and the collector of general rates in the City of and otherwise relating thereto, as if the same Dublin are respectively required, under a cerwere particularly repeated and re-enacted, tain penalty for any neglect, to transmit to the mutatis mutandis, in the body of this Act, with Commissioners of Inland Revenue yearly withreference to the said rate and duty hereby in the period in the said Act mentioned true granted.
copies of the last rates made for the relief of 3. Provided always, that the interest on ex- the poor, and it is found by experience that the ebequer bills which will become due and pay- yearly transmission of such copies is for the able on the 12th day of June, 1854, for the inost part unnecessary : Be it enacted, that preceding year shall be chargeable with the rate copies of the said rates shall be transmitted at or duty of 7d. only for every 20s. thereof, com- such times only as they shall be required by puted up to and including the 5th day of pril, the said Commissioners, and the penalty im, 1854, and with the rate of 1s. 2d. for every 20s. posed by the said Act for any neglect to transthereof computed from the last-mentioned day mit such copies shall attach and be incurred up to the 12th day of June, 1854 : Provided only for any neglect to transmit the same in always, that the interest on exchequer bills pursuance of any requisition of the said Comwhich shall become due and payable in June missioners. next after the terinination of this Act and of 6. This Act shall commence and take effect the said Act of last Session of Parliament re. from and after the 5th day of April, 1854, and, spectively, or of the duties granted by the said together with the duty therein contained, shall Acts respectively, shall be chargeable and shall continue in force during the present war, and be assessed up to the day of payment in June, until the 6th day of April next after the ratifi. in manner following; that is to say, on the in- cation of a definite treaty of peace, and no terest computed up to the 5th day of April next longer : Provided always, that if the ratification immediately preceding with the rate of duty of such treaty shall take place at any time bewhich shall be in force and chargeable under fore the 6th day of April, 1859, then on and the said Acts respectively on the 5th day of from and after the 6th day of April next after April, and on the interest computed from the the ratification of such treaty the said increased said last-mentioned day up to the said day of rate and duty by this Act granted shall cease, payment in June with the rate of duty which and in lieu thereof the several rates and duties shall be in force and chargeable as aforesaid granted by the said Act of the last Session of from and after the 5th day of April ; provided, Parliament shall revive and be payable during that if the duties by this and the said other Act so much of the respective terms limited by the respectively granted shall finally cease and de- said last-mentioned Act as shall be then unexermine on the said 5th day of April, then the pired, as if this Act had not been passed. aid interest for the whole year up to the said 7. Provided always, that this Act, and the day of payment in June shall be chargeable said rate and duty hereby granted, shall not with the rate of duty in force on the said 5th cease at the time hereinbefore appointed in day of April immediately preceding.
that behalf with respect to any assessment 4. Provided always, that in any case where, which ought before then to have been made, under or by virtue of the said Act of the last but which shall not have been made and comSession of Parliament, or any Act or Acts there- pleted, nor with respect to any duty which in recited or mentioned, any less rate or duty shall have been assessed and shall then remain than the rate of 7d. for every 20s. of the annual unpaid, nor with respect to any penalty before value or amount of any property, profits, or then incurred, nor with respect to any deducgains would, if this Act and the said other tion of the said duty or any portion thereof auAct of the present Session had not been passed, thorised by law to be made out of any rent, hare been chargeable in the present year, or interest, or other annual payment, nor with rewhere any relief or abatement or deduction is spect to any penalty for refusing to allow any by any such Act or Acts as aforesaid directed such deduction, although such refusal may be to be given, made, or allowed at or after any after the time appointed as aforesaid, nor with rate in such Act or Acts specified or mentioned, respect to the assessment of the interest on exthen and in every such case the rate of duty, chequer bills becoming due in the month of or of such relief, abatement, or deduction, to June next after the time appointed for the be charged, given, made and allowed respec- ceasing of the said duty; but all the powers tively under this Act, shall be in the same pro- and provisions of this Act, and of the several portion to the rate or duty of 1s. 2d. for every Acts herein mentioned or referred to, shall 20s granted by this Act as the rate of duty, re- continue in force for making and completing liel, abatement, and deduction respectively all such assessments as aforesaid, and for levywhich in this present year would have been ing and recovering the duties so assessed or to chargeable, or given, made, or allowed in the be assessed, and all arrears of such duties, and like cases respectively under the said Act of the also for re-assessing the same in default of paylast Sersion, bears to the rate or duty of 7d. ment, and for making and allowing such de
AS AMENDED BY THE SELECT COMMITTEK.
BILLS AND NOTES.
136 Frauds' Prevention Bill.-- Judgments Execution, &c., Bill.- New Stamps' Bill.
The following clauses have been added by
is proposed to alter to A Bill to enforce in
Orders of the High Court of Chancery of EngThe preamble to this bill recites, that it is land and Ireland, and of the Commissioners expedient to amend and extend the provisions for Sale of Encumbered Estates in Ireland, and of the 7 & 8 Geo. 4, c. 29, relating to bills of Decreets of the Court of Session in Scotland, exchange and promissory notes, and then pro- the United Kingdom, under Judgments or De
and to allow Execution to issue in any part of poses to enact as follows:
creets obtained in Courts of Record in England, The words “ bill” and “note" in the 7 & Scotland, or Ireland:"-8 Geo. 4, c. 29, s. 5, shall be taken to include 41 Geo. 3, c. 90, ss. 5, 6 and 12 & 13 Vict.
any paper having any signature written ihere- c. 77, s. 14, are repealed; and decrees and on, and purporting or intended to be, or ca- orders of the Court of Chancery in England, pable of being written upon, so as to be or to for the payment of any money, may be repurport to
exchange or promissory gistered and enforced in Ireland, and vice rersá, note, drawn, made, accepted, or indorsed by and decrees or orders of the Encumbered Esthe person appearing to have signed such tates' Commissioners in Ireland may be repaper ;” (s. 1).
gistered and enforced in England. If any person by false pretence, menace, or
Decreets for the payment of money of the force, or other fraudulent means, shall obtain Court of Session, or of any Sheriff Court or any bill or note or signature either as drawer, Burgh Court in Scotland, may be registered acceptor, or indorser thereto, or to any paper
in the Courts of Chancery, and enforced in capable of being converted into a bill or note, England or Ireland, with a proviso for the stay whether such bill, note, or paper be his own or of such enforcement on the production of a not, with intent to appropriate or convert to certificate of the passing of a note of suspension, his own use or otherwise fraudulently dispose or the granting of a sist of execution. of the same or the proceeds thereof, such of- The Judges to make rules for the execution fender shall be guilty of felony, and be liable to of this Act, to be laid before Parliament. penal servitude not exceeding six years, or to
The Judges at Westminster and Dublin to imprisonment with hard labour not exceeding issue altered forms of writs of execution if nethree and not less than one year; (s. 2).
cessary. Every person becoming the holder of such
A fee of 2s.6d, to be charged for granting bill, note, or paper knowingly and wilfully, shall
a memorial of any judgment or office copy
of be guilty of felony and be liable to a like any decree or order, or extract of any decreet ; punishment; (s. 3).
and a like fee for registering the same; and
any person may search the registry on payment If any person intrusted with a bill, note, or of 18. paper, for the purpose of the same being discounted, or of a credit, advance, or loan of
THE NEW STAMPS BILL. money, or for any special purpose or with any special directions whatsoever, whether in writing or not, shall fraudulently appropriate or otherwise dispose of the same, or the proceeds, such offender shall be guilty of a misdemeanor, A CORRESPONDENT at Vanchester has and be liable to imprisonment with hard lübour called our attention to the 14th clause of this not exceeding three years; (s. 4).
Bill, by which deeds made for several valuable Every person, knowingly and wilfully becom- considerations are to be chargeable in respect ing the holder of such inisappropriated bill or paper, shall be guilty of a misdemeanor, and be of each,—that is, where a conveyance is partly liable to a similar punishment; (s. 5).
consideration of an annual sum and partly The defendant in any action on a bill or note in consideration of a suin of money or stock, may, at any time before trial, apply to a Judge the deed is to be chargeable with the ad at Chainbers, on affidavit that the same was valorem duty in respect of each consideration. obtained by any false pretences, or menaces, or force, or other fraudulent means, or has been Our correspondent apprehends that this may fraudulently appropriated; and thereupon the give the authorities at Somerset House a power Judge may order the same to be forthwith de- of requiring a larger duty than at present, on posited with an officer of the Court to abide conveyances effected according to the practice the event of the trial, and may further order the stay of proceedings until satisfactory se
prevailing at Manchester, where the consideracurity for costs be given by the plaintiff'; (s. 6). tion consists of a chief rent. We have not
heard that the Manchester Law Association,
AD VALOREM ON
Warwick Assize Bill... Review : Tudor's Treatise on the Contract of Partnership. 137 usually most attentive to proposed alterations in what mode those codes were framed and in the Law affecting their district, has inter- to what extent their framers were indebted fered ; and we presume, therefore, that the ap. to Pothier,—“Honour to whom honour is prehension of our correspondent cannot be due.” well founded.
The volume treats 1st. Of the nature of the contract of partnership. 2nd. Of the
different kinds of partnerships. 3rd. Of the WARWICK ASSIZE BILL.
different clauses in partnership contracts. This Bill proposes to repeal the 5 & 6 Vict. Ath. Of the forms which the law requires in c. 110, ss. 7, 9, which provided, that
the in- the contract.
5th. Of the rights of each habitants of the City of Coventry should not of the partners to the partnership property. be liable to be summoned or to serve on any 6th. How each of the partners is bound by inquest or jury for the County of Warwick the debts of the partnership. 7th. Of the elsewhere than within the County of Coventry, obligations which arise from the contract. and that the Judges of Assize and Nisi Prius, 8th. Of the dissolution of a partnership. and others named in her Majesty's Commis- 9th. Of the distribution of the partnership sioners of oyer and terminer and gaol delivery, effects. should hold their sittings at Nisi Prius, oyer and terminer, and gaol delivery, within the said
There are so many able works on the City of Coventry for the said City, and for such Law of Partnership in this country, that it other parts of the said County of Warwick as would be beside our duty to enter upon a her Majesty, with the advice of her Privy general review of this branch of jurispruCouncil, from time to time should order, and dence ; and we shall therefore confine our at Warwick for so much of the rest of the said attention to the immediate topic before the county as should not be included in order, and that the sheriff of the County of public :--the limited liability of partners. Warwick should give his attendance upon the
In treating of the Debts of Partnerships said Judges and Commissioners, and should en commandite and anonymous Partnerships, cause to be summoned to Warwick and Co- we find the following notes from the Comventry such grand and petty jurors of the mercial Code of France :County of Warwick as should be needed for the execution of the said several Commissions;"
* In a partnership en commandite, when there and to enact that the Assizes for the whole are several partners jointly and severally reCounty of Warwick, including the said City of sponsible by name, whether all manage toCoventry, shall be holden at Warwick, and the gether, or one or more manage for all, the inhabitants of the said City of Coventry shall partnership is at the same time a partnership be liable to be summoned and serve upon all en nom collectif with respect to them, and a inquests and juries at the said Assizes, in like partnership en commandite with respect to manner as the other inhabitants of the said
those who are merely holders of funds or
shareholders. Comm. Cod. of France, 24. county.
“ The name of a partner en commandite can
not form part of the style of the firm. Ib. NOTICES OF NEW BOOKS.
“ The partner en commandite is only liable A Treatise on the Contract of Partnership, for losses to the amount of the funds which he
by Pothier: with the Civil Code and Code has contributed, or ought to contribute, to the of Commerce relating to that subject, in partnership. Ib. 26. the same order. Translated from the of management, nor be employed in the busi
“ The partner en commandite can do no act French, with Notes referring to the De- ness of the partnership, even under a power of cisions of the English Courts. By Owen attorney. Ib. 27. Davies Tudor, of the Middle Temple, “ In case of contravention of the prohibition Esq., Barrister-at-Law. London : But- mentioned in the preceding article, the partner terworths. Pp. 144.
en commandite is responsible, jointly and seveThe recent discussions on the Law of rally, with the partners en nom collectif, for all
the debts and liabilities of the partnership. Partnership, and particularly the subject of Ib. 28. “limited liability,” have excited so much
“An anonymous partnership is indicated by public attention, that the present work must the designation of the object of its enterprise. be deemed peculiarly appropriate. Mr. Ib. 30. Tudor observes, that the Treatise of Pothier “ It is managed by temporary directors, who has often been cited in our Courts and re- are revocable, and are either partners or not ferred to by our text-writers, and the prin- partners, with or withovt salaries. Ib. 31. cipal object of the translator, by adding to tion of the powers confided to them. They do
“The directors are only liable for the executhe notes the French Civil and Commercial not contract by reason of their management Code upon this subject, has been to show any personal or joint and several obligation
with relation to the engagements of the part of obtaining a rate of interest varying with the nership.' Ib. 32.
profits of the concern, and were therefore "The pariners are only liable for losses to within the mischief of usury; but as the laws the amount of their interest in the partnership. against usury (except where land forms part of Ib. 33."
the security) have been repealed, this objection To these extracts we may add the follow
can now have no weight.
“ Another objection is, that these kinds of ing valuable remarks :
partnership would lead to undue speculation." “ With regard to partnerships en comma lite To this we may answer that in private under-" it will be observed that the partners whose takings the owners of capital are in general the names appear to the world are, like partners en best judges as to whether they would or would nom collectif, jointly and severally liable for not be productive, and that the Legislature all the debts, while the partners en commandite which confers the privilege of limited liability whose names do not appear, if they comply upon companies formed for carrying out una? with the provisions of the code, as to registra- dertakings of a public character, might depend tion and non-interference with the management upon individuals exercising ordinary prudence of the affairs of the partnership, will only be in their own affairs. liable to the extent of their capital. This “ Another objection is, that it is not right species of partnership does not exist in Eng- that the partner with limited liability should land, because it is here a maxim of the law participate in the profits and throw the losses" that all persons entitled to a share in the profits upon innocent parties. There is, however, no of a partnership, even dormant or concealed weight in this objection, for if a partner en partners, are, as regards third parties, notwith- commandite contracts with third parties (as he standing any stipulations among themselves, does in all cases), that he will be liable only liable in solido for all the debts of the partner- to the extent of his capital in the concern, ship. (See Blundell v. Winsor, 8 Sim. 601; those parties who, after full notice, deal with Walburn v. Ingilby, 1 My. & K. 61, 76; Stor. the partnership, have no natural or equitable Partn. 254). So likewise if a person advance right to more than what they have contracted money to a firm at a rate of interest varying for. with the profits of the concern, he will be liable " That creditors are better circumstanced as a partner. Partnerships of this kind exist when part of the capital to carry on a business in all parts of the Continent of Europe, and is subscribed by partners en commandile, tban have been adopted in many of the States of when it is borrowed by a firm, is clear. Thus, North America; and it appears to be the if a firm carries on business with a capital of opinion of mercantile men, and of lawyers in 20,0001., 10,0001. of which is borrowed, in the those countries, that they have greatly contri- event of ill success the lender, after obtaining buted to commercial prosperity, and towards perhaps a far higher rate of interest than the bringing capital, which would otherwise have average rate of profits, either obtains a preferremained dormant, into active and useful cir.ence over the other creditors, or proves as a culation.
creditor for what remains unpaid of the 10,0001., “The introduction of partnerships en com- whereas a partner en commandite would only mandite into this country has been recom- be entitled to a share of the profits, if there mended by many persons whose opinions are were any, and would be riable to the extent of entitled to great consideration; and as it is his 10,000l. embarked in the concern to its believed that here as well as elsewhere they creditors. would promote the prosperity of small capi- “The principal opponents of partnerships talists, and especially of the working classes, with limited liability will most likely be found it is to be hoped that the commission now amongst the large capitalists, who perhaps na. sitting for the purpose of taking into consi- turally fear that a combination of small capideration the mercantile laws of England, Scot- talists, by bringing dormant capital into active land, and Ireland, with a view to their assimi- competition with their own, would thereby dilation, will not pass over without notice a minish their profits." subject of such deep importance. The principle of limited liability, as in partnerships en
On the distinction which exists in our commandite, has been long since recognised Law between Partnership and Community,'! and adopted in this country, where Acts of or Part ownership, we may cite the following Parliament or Charters have constituted com- note of the learned Editor :panies for public undertakings, such as for railways, gas, or waterworks, docks, &c. The “In both, indeed, there exists a community Irish Anonymous Partnership Act (21 & 22 of interest; in the former, however, it is the Geo. 3, c. 46), passed so far back as the year result of a contract between the parties, where1781-2, adopts the principle of limited liability, by there is either expressed or implied a com-' but as it interferes too much with what ought munity of profit and loss ? the latter often to be left to the discretion of the parties, its either exists independent of any contract whats! success has not been very encouraging. ever, as in the case of joint legatees, or de
“One of the objections which might for- visees, or coheirs, or at any rate independent) merly bave been raised to partnerships en com- of any contract implying a community of profit mandite was, that they were merely the means and loss; as where persons jointly purchase. i
ddministration of Oaths in Chancery Act--Construction of the Act:
139, property, which is not to be sold for their com- places of business, to administer oaths and take mon benefit, but to be allotted to them in dis- declarations, affirmations, and attestations of tinct shares, such community of interest will honour in Chancery, and to possess all such not constitute a partnership. Hoare v. Dawes, other powers atid discharge all such other Doug. 371; Coope v. Eyre, 1 H. Black. 37; duties as aforesaid ; and such persons shall be Gibson v. Lupton, 9 Bingh., 297. So, like styled . London Commissioners to administer wise, although there is a community of in. Oaths in Chancery;' and they shall be entitled terest between the representatives of a deceased to charge and take a fee of 1s. 6d. for every partner and the surviving partners, there is oath administered by them, and for every demut, independently of contract, any partner-claration, affirmation, or attestation of honour ship between them. Pearce v. Chamberlain, 2 taken by them, subject to any order of the
Lord Chancellor varying or annulling the "Upon the same principle, where persons same.” engage to do some particular work and receive J. H. Taylor, for the Suitors' Fee Fund, conmnoney for it, not on a joint account or for their tended, that if the words “at their respective joint benefit, but to be divisible between them places of business” were not construed to deon receipt ; the contracting parties, it seems, note the place at which the oath was to be adwill not be partners, but joint contractors. ministered, those words would be mere surFinckle v. Stacy, Sel. Ch. Ca. 9. See the re- plusage, as it must of necessity follow that a marks of Wigram, V. C., 7 Hare, 174; 3 Ersk. solicitor must practise at his place of business ; 39 13; Bell's Law of Scotland, 133."
and further, that if the contention of the other
side be right, then there would be no limit as The concise description we have given of to the distance from London at which a the scope of the work, and the quotations London Commissioner might administer an we have thus laid before our readers, will oath ; whereas it was the object and intention show that Mr. Tudor has in this transla- of the Act of Parliament that there should be tion, and the notes he has appended, made a distinction between the London and Country a valuable contribution to our stores of legal this from what took place in Parliament upon
Commissioners. He was proceeding to show literature.
the discussion of the Bill, but was stopped by
the Lord Chancellor. He stated that the case ADMINISTRATON OF OATHS IN
in the Legal Observer was an exparte applica
tion. CHANCERY ACT.
Lord Chancellor. Although the order there
was made exparte, yet it was not made without CONSTRUCTION OF THE ACT. due consideration. I am of opinion that the London Commissioners to administer Oaths words“ at their respective places of business”
must be referred to "persons practising as soin Chancery are not limited as to the place at licitors," whose respective places of business which they may administer the oath by the for practice are within 10 miles of Lincoln's words “at their respective places of business," Inn Hall. If this was not the construction, in the 2nd section of the 16 & 17 Vict. c. 78, quently be defeated, for if a party was sick and
then one object of the Legislature would frethose words being only used to indicate the unable to attend at the Commissioner's office, he area within which they are to be taken as could not be sworn. Another objection would " practising."
be, that if the oath could only be administered
by a solicitor at his place of business, it could The Clerk of Records and Writs having re- only be administered to parties other than fused to file an affidavit taken before a London his own clients, so that A.'s clients would have Commissioner, on the ground that it was not to come to B.'s office, and B.'s clients to A.'s sworn at the place of business of the Commis- office. I do not think that it could have been sioner (it was, in fact, sworn in the Accountant- the meaning of the Legislature that the ComGeneral's Office),
missioner could only administer the oath at his Follett moved for an order that the Clerk of own place of business. I think probably that Records and Writs should file the affidavit, and the meaning of introducing the words “ place referred to a decision of the Lord Chancellor of business ;” was only to indicate the area and Sir G. J. Turner, L.J., reported in the within which the solicitors were to be considered Legal Observer for the 14th January, 1854. as “practising.” I therefore think that this The application was first made to the Master affidavit ought to be filed. of the Rolls, but his Honour intimated a wish J. H. Taylor said, that the inconvenience that the point should be brought before the was found to be very great at the affidavit Lord Chancellor. The point turned upon the office, in consequence of many of the London Construction of the 2nd section of the Oaths in Commissioners making appointments to swear Chancery Act, 16 & 17 Vict. c. 78, which is in the affidavits there. these words :-" It shall be lawful for the Lord The Lord Chancellor said, that if parties Chancellor' from time to time to appoint any came into the offices who had no business perkons practising as solicitors within 10 miles there, they must be turned out, but that inconfrom Lincoln's lon Hall, at their respective veniences must be met as they arise. In re the