expenses, and also that they would passes between them in professional con-
pay the expenses of his solicitor in the fidence; and no court can permit it to be
business. Afterwards that company said that the contriving of a fraud forms
agreed to join with a rival company, part of the professional occupation of an
calling itself The Liverpool, Manchester attorney or solicitor. Follet v. Jefferyes, 3
and Newcastle Company, in applying for
an act for making a railway, the line of 2. A defendant admitted that he had
which, so far as the plaintiff's estate was in his possession documents relating to
concerned, was the same as the line of the the matters in the bill; but refused to set
Lancashire and North Yorkshire Compa- forth a list of them, because they had been
ny; and the two companies agreed to adopt procured by his solicitor since the institu-
the agreement with the plaintiff. The act tion of the suit, and for the purpose of his
passed, and by it the two companies were defence to it; and the same were, as he
incorporated by the name of the Liverpool, was advised and insisted, confidential com-
Manchester and Newcastle Railway Communications. Held, that the allegation
pany. Held, that the incorporated com- relative to the documents did not justify
pany must be taken to be the parties on the defendant's refusal to set forth a list of
whose behalf H. and Y. entered into the them; and, therefore, that his answer was
agreement with the plaintiff. The court insufficient. Balguy v. Broadhurst,
also was of opinion that the true construc-
tion of the agreement was that, as the
plaintiff had withdrawn his opposition to
the bill in Parliament, the company were
bound to pay the sums agreed to be paid
The equity of redemption of a mortgage
to him, although they had not taken pos- in fee, is made legal assets by 3 & 4 Will.
session of any part of his estate. But, the IV, c. 104. Foster v. Handley,
the Master to review his certificate, with
liberty, to either party, to adduce further
evidence. Riddell's case,
The Master certified that he had includ
ed A.'s name in the list of contributories,
not as a shareholder, but as a contributory
1. A bill impeached a deed on the in respect of any expenditure which he might
ground of fraud, and interrogated the de- be proved to have incurred. The court held
fendant as to the contents of certain letters the certificate to be informal, and directed
which had passed between her and her so-
licitor, and which, it stated, showed that
the deed was prepared and executed for
the alleged fraudulent purpose. The de-
fendant, in her answer, declined to set
forth the contents of the letters, as being
privileged communications. The court
held that the transaction, according to the
account of it given in the bill and answer, a will, may file a claim against the execu-
was not a fraud; and, therefore, that the tor without making the other residuary
defendant was not bound to set forth the legatees parties; but the others ought to
contents of the letters. Communications be summoned before the Master.
between a solicitor and his client relative son v. Young,
to a fraud contrived between them, are
not exceptions to the general rule; they 2. Motion for an order under the 31st
do not fall within the rule itself: for the General Order of May, 1845, against a de-
rule applies, not to all that passes between fendant to a claim, who had absconded,
a solicitor and his client, but only to what refused. Smith v. Corles,
1. Some of the residuary legatees under
Lee DEBTOR AND CREDITOR, 1.
and personal estate, to trustees, in trust
for Isabella A. for life, remainder in trust,
as to one-fourth, for such persons as she
should appoint by will; and upon further
trust, to divide, convey, assign and trans-
fer all the rest, residue and remainder of
the trust-property, unto and to the use
1. Testator gave a legacy in trust for of Maria C., Rose B. and John S. absolutely.
his daughter for life, remainder in trust John S. survived his mother, and Isabella
for her children who should attain twenty- A. died intestate. Held, that the trus-
one, remainder in trust for two of his sons tees took the residuary real estate on the
absolutely and he gave the residue of his testator's death; and that Maria C., Roso
personal estate to his other children. By B. and John S. were not entitled to the
a codicil, he declared that, finding that one-fourth of the property which was sub-
his daughter intended to become a nun, jected to Isabella A.'s appointment, but
he revoked the bequest, in the event of that it was undisposed of. Simmons v.
her carrying her intention into effect, and Rudall,
115
excluded her from all reversionary advan-
tages from his will. The daughter became| 2. Testator bequeathed the residue of
a nun. Held, that the condition annexed his personal estate to trustees, in trust
by the codicil, was a lawful one; and that, for his wife, during her widowhood, and,
though the bequest in favor of the daugh- after her death or second marriage, in
ter was merely revoked, and there was no trust to be divided, share and share alike,
gift over on breach of the condition, her among his five sisters and their respective
interest under the bequest in the will, families, if any. Held, that each sister
ceased on her becoming a nun. Dickson, and her children living at the testator's
ex parte,
37 death, were entitled, in remainder expect-
ant on the death or second marriage of
2. John William, Earl of Bridgewater, the widow, to one-fifth of the residue, as
devised his freehold estates to trustees, in joint-tenants. Parkinson's Trust,
trust to convey them to the use of Lord
Alford, his great nephew, for ninety-nine|
3. Testator directed the dividends of
years if he should so long live; remain- his residue to be paid to his three children
der to trustees and their heirs during the A. B. and C. in certain shares, and that,
life of Lord Alford, in trust to preserve after the decease of any one or two of them
contingent remainders: remainder to the until the decease of the survivor, the
use of the heirs male of the body of Lord shares of the deceased parents, should go
Alford, with divers remainders over; pro- to their respective children; and that, af
vided that, if Lord Alford should die not ter the decease of his surviving child, the
having acquired the title of Duke or Mar- capital of the residue should be divided
quis of Bridgewater, the estate directed to amongst the children of his said children,
be limited to the heirs male of his body, per capita. A. died first, B. next, and C.
should cease, and the estates should, there- last. Both A. and C. left children, some
upon, go over and be enjoyed according to of whom were living at C.'s death. B.
the subsequent uses and limitations direct- had children, but they all died in her life-
ed by his will. Lord Alford died leaving time. Held, nevertheless, that they took
a son, but without having acquired the vested, transmissible interests in the div-
title. Held, that the proviso was valid. idends of B.'s share of the residue, which
Egerton v. Lord Brownlow,
accrued between B.'s and C.'s deaths.
Homer v. Gould,
CONFIDENTIAL COMMUNICATIONS.
See PRIVILEGED COMMUNICATIONS.
4. Testator gave 4,000l. to his grand-
daughter, and directed his executors to
pay it to her on her attaining twenty-one,
and to apply the interest of it for her
maintenance, during her minority. By a
codicil, he directed that his grand-daugh-
ter should have only the interest of 2,0007
1. Testator bequeathed Greenacre to for her maintenance, until she attained
Catherine S. for life, with remainder to her twenty-three, and that the interest of the
zon, John S., in fee; provided that if he
should die in his mother's lifetime, then
and in such case the testator gave Green-
acre, together with all the residue of his real
other 2,000. should be accumulated, and
that, on her attaining twenty-three, his
executors should have the whole settled
upon her, for her life, and, after her death,
to her child or children, in equal propor-struck off, the Master, on new evidence
tions, so that no husband of hers might being brought before him, ordered the
spend it. The grand-daughter attained name to be replaced on the list. The
twenty-three, and died without having court held that the Master had exceeded
had a child and without the executors his jurisdiction, and ordered the name to
having made any settlement of the legacy. be again struck off Best's case, 193
Held, that the gift in the will was an ab-
solute gift, and, that, in the events that
had happened, it was not affected by the
codicil. Bell v. Jackson,
547
See AGREEMENT, 3.
LEGACY, 2.
PARENT AND CHILD.
POWER, 1.
RESTRAINT ON ANTICIPATION.
SECRETARY'S SALARY.
TRUST.
WILL, 1, 3.
5. B. consented to his name being
placed on the list of the provisional com-
mittee of a company, as an ornamental
member, and to take such number of
shares in the company as might be allot-
ted to him. Afterwards the managing
committee allotted him twenty-five shares.
The letter of allotment stated that, on
payment of the deposits, the receipts must
be exchanged for a certificate of scrip,
which would be granted on the due exe-
cution of the subscribers' agreement and
parliamentary contract, without which no
person would be recognized as a subscriber,
or be entitled to any interest in the undertak
ing. Those instruments were never en-
1. After the registrar of joint-stock com- grossed; and, consequently, A. nover ex-
panies had granted a certificate of the com-ecuted them. He, however, paid the de-
plete registration of a company, an order posits on the twenty-five shares, but not
was made for winding up its affairs. The until after the undertaking had been aban-
Master excluded the name of a sharehold-doned. The Master struck A.'s name off
er from the list of contributories, because the list of contributories; but the court
the deed of settlement had not been ex- ordered it to be restored. Brittain's case,
ecuted by the number of covenanting
281
shareholders required by the Joint-stock
Companies' Registration Act.
court ordered his name to be restored. 6. The managing director of a company
47 having had 150 shares awarded to him by
the provisional directors, in consideration
2. A. applied, by letter, to the commit- of his services, and being the covenantee
tee of a provisionally registered railway in the deed of settlement, his brother, at
company, for fifty shares in the undertak- his request, executed the deed as the hold-
ing, and, thereby, undertook to accept er of the shares; and several other share-
them or any less number that might be holders executed it after him. Afterwards,
allotted to him, and to pay the deposits the directors rescinded the resolution by
thereon, and to sign the parliamentary which they had awarded the shares, and
contract and subscribers' agreement when the managing director delivered up the
required. The committee allotted him certificates for the shares, to them. The
thirty shares; but he did not pay the de- Master excluded the brother's name from
posits thereon, or do any other act in pur- the list of contributories; but the court
suance of his undertaking. The project ordered it to be restored. Holt's case, 389
proved abortive, and the affairs of the
company were ordered to be wound up. 7. The secretary to a company wrote
Held, that A. was not liable, as a contrib-to A., a member of the provisional com-
utory, even to the extent of the deposits.
Capper's case,
mittee, informing him that the managing
178 committee had apportioned one hundred
shares to each member of the provisional
3. Motion that the name of a contrib-committee, and requesting to be informed,
utory might be struck off the list, refused on or before a certain day, whether A.
with costs; the case being undistinguish- would take that or any less number of
able, in principle, from Upfill's case. That shares, otherwise the committee would
case observed upon. Ex parte Sichell, consider that he declined taking any. A.,
187 in answer, requested that the one hundred
shares might be reserved for him. The
4. After the Master had inserted B.'s court directed an issue to try whether A.
name in the list of contributories, and after had accepted the shares.
the court, on appeal, had ordered it to bel
8. The Master ought not to make a call that day, take any steps towards the es
on any contributory, until he has ascer-tablishment of the company. Held, that
tained that the contributory is liable to A. was liable to contribute to the expenses
pay the debt or debts in respect of which incurred between the 14th of October and
the call is made. Upfill's case, 395 30th November, 1845, both inclusive, but
was not liable to contribute to the ex-
9. No order ought to be made for a call penses incurred before the former day or
upon the contributories of a provisionally after the latter. Bright's case,
602
registered company, on account of the
costs of winding up the company, until See JOINT-STOCK COMPANIES' WINDING-
the liabilities of the contributories have
been ascertained, or at least till the Mas-
ter has ascertained the liability of the
contributories to the costs in respect of
which the call is made. The contributo-
ries of a provisionally registered company, See REINVESTMENT OF COMPENSATION
are not liable, in proportion to the number
of their shares, to the costs of winding up
the company: semble. Hunter's case, 435
10. The rights and liabilities of the per-
sons concerned in an attempt to form a
Under the act to amend the law of co-
joint-stock company which fails, are not pyright, 5 & 6 Vict. c. 45, actual payment
affected by the Registration or the Wind- for an article written for a periodical work,
ing-up Acts. Carrick had been a member is a condition precedent to the vesting of
of the provisional and of the executive the copyright, in the article, in the propri-
committee of a provisionally registered etor of the work: a contract for payment
company, and a party to resolutions for is not sufficient. Richardson v. Gilbert,
the appointment of a surveyor, &c., and
had consented to take a share or shares;
and a letter of allotment of a certain num-
ber was sent to him. He had also con-
tributed to a fund raised, after the aban-
donment of the undertaking, for defraying An incorporated company demurred to
the expenses incurred by the company. a bill, because the discovery thereby
On these grounds, the Master placed his sought might subject it to criminal prose-
name on the list of contributories. But, cution under the 59 Geo. III, c. 69, (to
as there was no distinct evidence of his prevent the enlisting of his Majesty's sub-
acceptance of shares, or that expense had jects for foreign service, and the fitting
been incurred in consequence of the reso-out, in his Majesty's dominions, vessels for
lutions, or, if any expense had been in- warlike purposes without his license.)
curred, that it remained unliquidated or The court held, that a corporation was not
had been liquidated by those who were liable to be indicted under that act, and
entitled to call upon him for contribution, overruled the demurrer. King of the Two
the court ordered his name to be struck Sicilies v. Willcox,
off the list, but gave the official manager
liberty to apply to the Master to restore
it, if he could show that the debts remain-
ing to be discharged, were debts for which
Carrick was liable. Currick's cuse, 505
11. A. had been a member of the pro- 1. A petition praying either that a com-
visional committee and had accepted pany might be wound up, or that a pre-
shares in a company which was ordered liminary inquiry might be directed as to
to be wound up. The Master placed A.'s the expediency of winding it up, was dis-
name on the list, as a contributory to the missed, as having been presented without
expenses of the committee incurred be- sufficient ground; and the petitioner was
tween the 14th of October, 1845, the day ordered to pay the respondent's costs, al-
on which he accepted his shares, and the though the respondent was not liable as a
30th of November, 1815, on or before contributory, nor had been served with
which day they ought to have deposited the petition, but appeared voluntarily
their plans, &c., in order to obtain an act James, ex parte,
of incorporation in the then next session;
but they did not do so, nor did they, after
2. The demurrer on the record having
been allowed, and a demurrer ore tenus, ted that he had paid all the testator's debts
for want of parties, having been overruled, which had come to his knowledge, and also
the court ordered the defendants to pay the legacies given by the will, and that he
the costs of the former, but made no order was the residuary legatee. The plaintiff
as to the costs of the latter; and gave the proved the debt; and, after the hearing
plaintiff leave to amend either by adding of the cause, contended that the decree
parties, or striking out the passages which ought to be prefaced with a declaration
made the new parties necessary. Macin- that he was a creditor on the testator's es-
tyre v. Connell,
257 tate for the amount of his debt. But the
court held that, notwithstanding the spe-
cial circumstances of the case, the declar-
ation ought not to be made, and that the
plaintiff was bound to prove his debt over
again in the Master's office. Field v. Tit-
muss,
The owner of an estate covered it with
houses, and sold some of them subject to
a covenant not to carry on any trade,
business or calling, therein, or to otherwise
use or suffer the same to be used, to the
annoyance, nuisance or injury of any of
the houses on the estate. Held, that the
carrying on of a girls' school in one of the
houses, was a breach of the covenant;
and that the covenantee had not waived
the benefit of the covenant, though he had
permitted other houses held under the
like covenant, to be used as schools.
Kemp v. Sober,
1. A judgment entered up, in 1845,
against a beneficed clergyman, for a debt,
was duly registered. Held that, under
the 1 & 2 Vict. c. 110, s. 13, it was a
517 charge upon his benefice, and that the cred-
itor was entitled to have a receiver of the
profits of the benefice appointed. Haw-
kins v. Gathercole,
The registered secretary to a provision- 2. A. conveyed all his property to three
ally registered company, in pursuance of of his creditors, in trust to pay the debts
instructions given to him at a meeting of due, from him, to themselves and to his
the members or committee of the company, other creditors who should execute the
gave orders to an advertising agent to deed. The trustees and some of the other
cause the scheme, &c., of the company to creditors executed the deed, but with notice
be advertised. The agent executed the that B. had a demand upon A. and was
orders, and paid for the advertisements; about to enforce it. Afterwards B. filed a
and afterwards claimed, before the Master bill, against A. and the trustees, to set
charged with the winding-up of the com- aside the deed, on the ground that it was
pany, to be admitted a creditor of the com- a mere voluntary deed of agency. The
pany for the amount paid by him; but he court, at the hearing, dismissed the bill,
did not know the names of the persons with costs. Mackinnon v. Stewart,
present at the meeting. The Master de-
clined to admit the claim as a proof, be-
cause the affidavits in support of it did
not establish a debt against any particu
lar persons or against the whole class of
contributories: and the court, on appeal,
confirmed the Master's decision. Ex parte
Lloyd,
248
See ASSETS.
CREDITOR.
PARTIES AND PLEADING, 3.
DECREE IN A CREDITOR'S SUIT.
A suit was instituted by A. on behalf of
himself and all the other creditors of a tes-
tator, against the executor. The execu
tor disputed the plaintiff's debt, but admitted
that he had paid all the testator's debts
which had come to his knowledge, and also
A suit was instituted by A. on behalf the legacies given by the will, and that he
of himself and all the other creditors of a was the residuary legates The plaintiff
testator, against the executor. The exec-proved the debt; and, after the hearing of
utor disputed the plaintiff's debt, but admit- the cause, contended that the decree ought
|