The Sun. — London, England, 1846-04-24 00:00:00

RENT VALLEY CONTINUATION RAILWAY. Several Manchester shareholders in this contemplated line being dissatisfied with the proceedings of the directors, a meeting was held yesterday at the London Tavern, at the instance of John Collier, Esq., chairman of the Manchester Sub-Committee, Francis Deflinne, Esq., one of the same body, and Thomas Carlisle Esq., of Hyde-park-place. The Committee of Management issued a counter advertise ment, stating their intentions to call a meeting, after the provisions of the Bill for dissolving railway companies should be ascertained. Some little time elapsed after the hour bad passed for which the meeting was called before the pro ceedings commenced. After that lapse it was moved that Thomas Carlisle, Eaq., take the chair, but that gentleman declined on the plea of a severe cold, and, on his motion, James Troup, Esq., was called upon to preside. The Cam/mug stated that he was but little accustomed to preside at public meetings, but he was ready to hear any gentleman, and having read the advertisement calling the meeting, F. DEFLINNZ, Esq., stated that the chief objection of the shareholders to the conduct of the directors arose from the intention of that body to amalgamate Yr ith the Shropshire Union Company, the London and Dublin Approximation Company, and the Shropshire Mineral Company, part of which Companies were well known to the proprietors pre sent. The proceedings, however, of this day would be much modified by the fact that the directors had issued an adver tisement, stating that they intended to call a meeting as soon as the provisions of the Government Bill for dissolving railway companies should be known. But there were very suspicious circumstances connected with the investment of the funds, and it appeared, that in order to meet the pro visions of that A c t th e di rectors had been largely engage d in buying up shares, and one auctioneer had been engaged to buy all the shares he could obtain at 30s. a share, and several had been pur c h ase d at 1 5s. di scount, an d o th e rs at 17s. 6d. a share. If thi s course were pursue d, it would be evidentthat this the shareholders would be swamped. The ob jec t meeting was to answer any question that might be asked. A SHAREHOLDER suggested that it w ould be well to as certain what proportion of shares had been taken up by the directors. This was the more necessary as the shares came out at a premium. Mr. Dzslannu—TheY Fame out at 5/. premium. The Sn HOLDER wished then to know what had been paid upon. He had applied for information, but could obtain none. Mr. JOHNSON NEALE said that he had replied to the letter which was addressed to them. Mr. JAMES RICHARDSON wished to know whether Mr. Dedhane was about to move a resolution ? The CHAIRMAN stated that Mr. Deflinne had stated/ that he was ready to answer any questions, and that he was ready to submit a petition for signature. Some conversation then ensued as to the real object of the meeting, as several stra ngers h ad j ust entered the room, and, The CHAIRMAN having again read the advertisement, sai d , that the gentleman wh o h a d convened the meeting ' 3 to , was , make a report, the ma t er i a l s of which they had not able to obtain, and th e y were ready, therefore, to submietena petition for the signatures of the members present. After some further conversation, the object of which was to elicit the names of some particular directors, which Mr. • Deflinne refused to give, The CHAIRMAN thought that gentleman ought to be heard to the end of his statement. Mr. DEFLINNE then read the petition which had been pre pared, and which was intended to be presented to the House of Commons, with a. view to give greater efficiency to Lord Dalhousie's Bill, the purport of which was, that the directors had taken originally five-eighths. of the whole of the shares of the company ; that on the 16th of April last year the others had come out at 51. premium, on which a deposit of IL 7s. 6d. had been paid. On the 4th of October a further deed was prepared, by which it appeared that the directors had agreed to take up the whole of the shares which it was incumbent upon them , but had actually taken up only one-eighth of that quantity. The petition still further stated that its ob ject was to prevent a winding up, of the Company without an investigation of the conduct of the directors. Mr. DEFLISNI then moved the adoption of that petition, but it roinaieed without a seconder ; and a Shareh o ld er th en moved that the meeting adjo urn till after the meeting which the directors intended to call, which was seconded ; but a further con:er=ation ensued, from which it appeared that this was the desire of the meeting,„ with the addition that an opinion should ly3 expressed, that the committee of share holdel s ought to have an opportunity of investigating the papers and accounts. Mr. Sor.omoN then moved an adjournment for a fortnight, or three weeks. Mr. JAMES then inquired whether any report had been issued from the Trent Valley. office. Mr. DEFLINNE said there had been no such report. Mr. JA3D./1 moved a resolution, which he was putting i:to writing, when Mr. JOHNSON NEALE said that he had come there to give all the information lie possessed respecting the Company, and he was the more desirous of doing so, because he was anxio us t o refute a slander wich had ap peared in the Moininy chronicle, lie believed in the report of a statement made by Mr. Deflinne, which went to the effect of saying that be had sold the in terests of the Company. Mr. Neale then went into an ex. planation of hi 3 conduct, which appeared to be perfectly satisfactory that it had been in every way honourable. In this statement it was shown that the Staffordshire Junction had offered to abandon the Welsh part of their line, and to give 15,000/. to take up .all the dropped shares; and with respect to the Shropshire Mineral Amalgamated Company equal advantages were proffered ; and on Mr. Neale's motion, at a meeting of the directors, it was decided that the share holders should be called together in order to effect the amal gamation, but from that meeting the Manchester shareholders had refrained from attending Such was the case, yet at a susequent perliitt those gentlemen had openly expressed their disapprobation of the proceeding, and it was not to be.„Wondered at that after this the direc tors did not: work well with the Manchester com mittee:4 As - regarded the opportunity of investigating the accounts, a meeting had been held on t h e 23d of January, since which ti me th committee had enjoyed ample opportu nities of seeing them, but, in their corp 'rate capacity, until the three weeks afterwards, when, by their own conduct; they had precluded themselves frora- this benefit. In reply to an inquiry, Mr. NEALE mud he believed that therewast but little difference between the two deeds alluded to, though he could not recollect precisely their terms ; but still he could say, from recollection, that he had been obliged to hunt threngli them both. Mr. DEFLINNE was about to reply to Mr. .Neale's remark on slander, and stated that he bad been informed by a large shareholder, but after some confusion lie refused to give the nam e , an d t h e previous queStion was moved, but Mr. Deflinne persevered, and proceeded to read a letter, requesting his attendance in London to prevent amalgama tion with the companies alluded to. The letter as:nibed great blame to Mr. Neale; it was dated Carlton Club, and signed 11. Y. Gibbs. The whole of this affair .seerned'to be disapproved of by the bulk of the meeting, and Mr. Neale, after requesting the note, warned Mr. Deflinne to retain the note, and to produce it on a future day. The resolution for the adjournment was then put, when Mr. FIELD begged to know whether in the course of his investigation of the accounts Mr. Neale discovered any rea son for the directors dissolving the Company, to Vritich that gentlemen replied that it depended upon whether the Com pany would put up with the losses already incurred.—(Loud cries of " Dissolve, dissolve.") Mr. CARLISLE said he was quite ready to take the money which he could obtain from the directors, and he repudiated any responsibility on account of the adjourned meeting. Mr. FIEbD then inquired whether it was Mr. Neale's legal opinion that the whole of the money could be recovered from the Directors, to which. that gentleman replied that he should not attempt any such process. Mr. FIELD their moved that the resolution be amended so as to state that the Directors having expressed their inten tion to call a meeting, that this meeting do now adjourn. Mr. siLttv (of Huddersfield) expressed his approbation of the amended resolution, and stated that he had the other day seen Mr. Churchill, wbo had given him every opportunity of investigating the books and accounts of the company, and he believed that those gentlemen were highly honourable. - The motion was then carried almost unanimously. On the motion of Mr. YATES, seconded by Mr. SoLomox, a motion was also almost unanimously carried, expressing the thanks of the shareholders for that gentleman's assist ance, and their confidence in his honour. Mr. NEALE briefly replied, thanks were voted to the Chairman, and the meeting separated. LAW INTELLIGENCE, COURT OF EXCHEQUER, April 23. (Sittings in Banco.) GATHERCOLie, CLERK, V. MIALL. This was an action for libel preferred by the plaintiff, the Rev. Mr. Gat hercole, against the defendant who is the proprie tor of the Nonconformist newspaper, and was tried at the late assizes at Cambridge before Mr. Baron Parke, when a ver dict was given for the plaintiff—damages 200/. The circum stances of the case, it may be remembered, were the composi tion and publication of certain severe strictures in the Nonconformist newspaper, relative to observations made in al charity sermon by the reverend plaintiff in the parish church of Chatteris, :in the Isle of Ely, to the effect that he would exclude Dissenters from a participation in the lipids of the ch arity, en the ground of of their not belonging to the Church f Chris in t. have been so recently and so fully re ported",detailed. ne gu n of f t t rt it will not be necessary now to give Sir Tuoma is Vcr rhe verdict ahould noirara.°. ved for a rule to show cause why 17 , .e l l i get aside, and a new trial had on the ground of the &dm' evidence which , ought not to have been admitt e d, a n : f Counsel 'adverted at great rtri r t ect o he evThideentaearnsuedb =Wed at th e trial, yes 'which was submitted to thegj ?Ft il tein a g tilthee Mme , at. Chatteris, as that sent down to the reZ s iii ta g oor!t and contended that this circ evidence altogether, for the paper t t l o ie the nce invalidated the reading-room ought to have been produced. condemned the doctrine laid down by the Leana . ed Ju a dt 4 Parke ) at the trial, that a sermon preached by a ministerg lo his congregation was not a legitimate subject for public comment, for if that was the case it would be conceding a privilege to clergymen which was not given to judges, advocates, or any other public men, and would be a refusal to the public to take notice of any remarks which might materially affect their interests. Public charity was of the very last importance, and the public Lad a right to inquire into and observe upon anything that had a reference to it. And when, as in the present cam, an attempt was made by a clergyman to exclude Dissenters from participation in charitable funds, OR the ground of their religious principles, he contended that sectarianism was a legitimate subject for public comment. The enunciation of the contrary doctrine to the jury before whom the case was tried was a misdirection, and alone aftbrded grounds for granting the present motion. Under all the circumstances, he submitted that he showed evtlieient grounds why the Court should grant the rule. The. I,(eim CHIEF BARON said that everything that affected the public might be commented or, provided only that truth was made the basis and justice the superstructure of the ob scrvations. lie thought that a sermon made by a pastor to his congsegation was a fair subject fjr continent, but it must be commented on with truth and justice. With regard to the sermon referred to the remarks of Baron Parke could not have effected the issue, as the sermon had not been given in evidence. lie was of opinion also that the evidence submitted to the jury was evidence which ought to have been admitted. He, therefore, thought the rule should be refused. Barons At UP .ththe „eser and IT.OLFE concurred in opinion Lord Chief Baron re l at i ve to the admission o f evidence and did not think sufficient ground had been shown for a new trial. Mr. Baron PARKE reiterated the op ° inion which he ex pressed on the tri a l i n reference t 0 a sermon pre ac h e d b y a clergyman to his cenwegation not a time ie case woulditimate sub be ject for, colitmm aft:. Trl4sermon was printed liclitre. Tlielrule-rfas according , ise - veited great /im beinft filletri4l2,persoiks . :Oesk appllF4tibli. ;4i t, Mused terest, every part of the Court to hear the result of the ipvtlie ti ry € o. N., and the Marchi onoft of I trailtri.an s Hotel yesterday from Efford HiM6 /foul IMPERIA AMENT. MOUSE OF LORDS, April 23.` The LORD CHANCELI.OR took his seat on the Wool sack at Five o'clock. THE SEES OF BANGOR AND ST. ASAPH. The Bishop of ROCHESTER presented a petition from the Dean and Chapter of Rochester against the union of the sees of Bangor and St. Asaph. The Bishop of HEREFORD presented several peti tions to the same effect. The Bishop of BANGOR presented similar petitions. SALE OF INTOXICATING LIQUORS ON SUNDAY. Lord KENYON presented a petition from the church wardens, the overseers, and guardians of the parish of Lambeth, praying that a better observance of the Sab bath might be enforced in the case of tradesmen. The Bishop of ST. DAVID'S presented a petition from the parish of Swabey, in the county of Lincoln, to the same effect. The Marquis of ANGLESEY presented similar pe titions. EMPLOYMENT OF DISCHARGED CRIMINALS. The Bishop of ST. DAVID'S presented a petition from the mayor, the aldermen, and town council of the borough of Carmarthen, praying that occupation might be found for prisoners on their discharge, so that they might not be thrown back upon their former vicious courses. Lord WHARNCLIFFE presented a petition to the 1 same effect. CORPORATION FEES. The Duke of RICHMOND presented a petition from the corporation of coopers in Glasgow, complaining that by the Act contemplated by the Government the enforcement of fees on taking up a trade in the city of Glasgow was done away with. The petitioners were thus exposed to the influx of competition, and they had ❑o power of checking such a ruinous extension in their trade. He (the Duke of Richmond) thought that while these fees were exacted in London,, Glasgow should not form the exception. Lord CAMPBELL wonld be happy to see that these fees were abolished over the country. The Duke of RICHMOND presented similar petitions from the corporation of hammermen. Lord BROUGHAM presented similar petitions from the skinners and glovers. SUNDAY SPIRIT TRADING. Lord COTTENHANI presented petitions against the sale of intoxicating spirits on Sunday. THE CORN BILL. The Duke of RICHMOND presented a petition from the ministers of the Presbytery of Lorn, in the Synod of Argyll, complaining that, as their stipends were de pendent upon the market price of corn'i-the Government 13111 would injure them, and they prayed, therefore, 'that such measure should not be permitted to pass into a law. TAX ON INSURANCES. The NOBLE DUKE then presen ted a petition from Forres, in_the north of Scotland, praying for a repeal of this tax. THE NEW POOR-LAW. The NOBLE DUKE also presented a petition from a place, the name of which we did not hear, praying that in the New Poor-law Bill a clause might be added making it imperative on the officers to provide a super annuation fund. THE CHARITABLE TRUSTS BILL. The Duke of RICHMOND presented a petition from Pavensey, in Sussex, against the Charitable Trusts Bill. Lord KINNAIRD presented a petition from the Re ligious Tract Association against the same measure. Lord COTTENHAM presented a is...talon from' the governor and officers of St. George's Hospital, praying tLat that institution might be exempted from the ope ration of the Act. Lord rI'ItADBROKE presented a petition from a cono-remation ofindependent Dissenters to the same effect. Corc?-STRANGFORD presented a petition from the Skinners Company, against th Bill. , • - Lord DENMAN presented similar petitions from 33 B.ptist . and nearly 1,000 Dissenting congregations in E; -, gland and Scbtland. Lord CAMPBELL presented similar petitions from he Sadlers' Company, and the Deaf and Damb Asso iated Charity. LAND TAXES. Lord GAGE presented a p.?Tiion from Sus9ex, pray ing, that rates on cottages of 6/. annual rental should be ievied on the land. • RELIGIOUS DISABILITIES ACT. The LORD CHANCELLOR cave notice that he would, on Thursday next, move the second reading of the Act for the repeal of religious disabilities. THE RAILWAY BUSINESS OF THE SESSION. Lord DA LH OUSIE, in rising to introduce the Bill of which he had given notice on the last evening of their Lordships' sitting, together with the sessional order, would detain them but a very short time in opening up the provisions of the Bill, and stating the grounds on which he croukl ask their Lordships to sanction it. On the evening on which they had adjourned for the recess he had taken the liberty of stating to their Lordships what was the -.ltbject to which he wished to direct their attention, and to the complaints which had been made by individuals connected with railways, setting forth the evils complained ofi and the pro position which he intended to make with aview of remedying them. He had endeavoured then to , trace the pro gress of the rise in speculation on railway undertakings for the preceding year, but now he would take their Lordships a little further back. Ha had stated then, that in the last year not less than from 1,200 to 1,300 railways had been provision ally registered as joint-stock companies, and opt of this number there had been deposited with the Board of Trade, on the 30th November, 800 plans, whi c h on t h e very last day had only diminished to 7. 0. He (Lord Dalhousie) had, at the commencement . of the session, thought it his duty to direct their Lordships' attention to the subject, and since that time the expectation of the public with respect to rail ways had entirely changed. It was expected at that titre, in the first place, the test of the deposits would greatly reduce the number of Bills which. stood for the consideration of Parlia ment, but nevertheless a sum within a fraction of 15,009,000/. was deposited with the Accountant-General. It was also thought that in consequence of the extraordinary rapidity with which these schemes were got up that the stand ing orders would considerably diminish them, but that Com mittee had only breathed light as a zephyr upon them, and the number reduced was therefore only twenty. It was now dis covered that in consequence of the application of the enormous amount of capital to ether branches of commerce, an uni versal' ' complaint was poured in from every part of the country, and these complaints were not merely confined to those engaged in the ordinary commercial pursuits of the country, but extended to the very persons who were themielVes concerned in railway speculations. It would not be necessary for him to enter into many details on this subject. Their Lordships would see by a reference to the stock of the various companies that what he had stated was true ; and that now, so changed was the public opinion on this subject, that the projects which were the more lik e l y to pass the H ouse were those which were most viewed with apprehension . ; and in proportion as the scheme advanced through Parliament the index of the barometer receded until it got down to zero. He had stated on a former evening that it was often replied to those who thus cOniplained, that they should dissolve their com panies; 'but this they were unable to do, because they had not yet been constituted joint-stock companies, ,and unless those who held scrip were to give an unanimous consent the scheme must go on to completion. Their Lordships would see, that' in consequence of the difficulty of getting this unani mous consent in a company composed of such vast numbers, Parlianient was necessarily obliged to interfere. The Bill which he now held in his hand, and which he would have the honour of submitting to their Lordships, had for its object the applying a remedy for this evil by . . giving power to a certain number of the shareholders to dissolve their projects. With their Lordships' permission he would now proceed to state the main provisions of the Bill. On the requisition being presented to the chairman of a com pany; and the meeting called in pursuance of the provisions of the present Bill, then the question of dissolution shall be put, and the business of the meeting confined to that alone. It is provided before the meeting takes place that due an nouncement of it shall be made in the newspapers and in the Loaiilon Gazette, so as to give notice to all par— ties interested. Regulations are provided for the appoint ment of chairman and the regulation of the business; but before the vote is taken scrutineers shall see that the vote is properly taken.. The actual holders of stock, Whether the original allottees, Dr the parties who have the scrip, shall be eligible to vote, and they may either vete in person or by proxy duly attested, before being forwarded to be used at the meeting, the scale of votes to be regulated according to the provi sions of the Joint-Stock:Companies Act. A clear majority accord ing to this scale of the whole stock of the company, if repre sented at the meeting, should be competent to declare a disso lution of the company ; or if the whole stock is not represented, then of the stock for which the vote is taken three-fifths shall 5e sufficient to aleclare a dissolution of the company— .hat three-fifths represented at the meeting, being not less than one-third of the whole stock of the company. By this Bill it was understood that at least one-third of the proprietary of any company should be necessary to its disso lution. The object they had in view was that they should not allow any company to proceed in which the funds were likely ) to be destroyed - by the int eres t s o f a f ew. —( H ear, hear. It `was, therefore, provided that on the resolu tion of any company to invested do i d n isso th ir, ofa th e e id funds of the and was the effect of the Bill which he had Lordships. -Be was aware that e • ready to put in their claims, but at thaParties be recollected that certain parti ' • c s a u rn c h . to propose to their would be quite same time it should es might - be .made liable for deists to which they were only parties in m o the effect of this Bill was to rendeVe°botnthu. And s w h a Ou a ld w only liable according to their individual respotisibilit Parties ha are ve th t a h t e , ruingdheti: th e6 c f er w ta i i n n di ei ng rcu u m p at t a h n e c ir es, aff ai rs i o u r op n _ d Y r 1 . 0 re (theHe sessional order; but if the measures which they propose should meet with the approbation of their Lordship a House of Parliament, that the if it should meet with the approbation of the ; oth n e d r Y would accede to the powers as a request of the Government, and give sich would enable the shareholders to employ the test, atop to any scheme which had not the approbation of put the chief proprietors of the scheme. What he was anxious for was, that she majority of the prbprietors should be enabled to put a sop to any scheme of which they did not approve ; but, at the male time, he felt it necessary to render the proprietors of rival sehmes a power of adjudication. He believed that a sensible benefit would arise from this change. On the eveningbetore the recess , Although be was aware that a change took place from (lay to clay in the state of these companies, that a great ad vantage would be obtained, yet, on the evening of the recess, h e had moved, that on the presentation of a petition, the re spective p; oprietniship of the shareholders should he taken into conside. eation; and that, on a decision of a majority, the company she 7tild be closed, and enabled to wind up their ;ifftira as a ccnsetrienco of a decision of the majority. The holders of at, ock are scattered all over the country. No body knows who sec the scrip-holders. They have no means , J f communication wl th each other—they have no organisation among themselves. Some of them are holders for small amounts, and they do not' think it worth while to trouble them • selves about the matter ; and At vast number, who are the most substantial persons concerned in them, would reface to come ' ,forward in order to wind up hue concerns in which they were 'interested, as it would have the effect of destroying their credit, and you have no hold whatever upon the smaller parties, who. , are scattered all ever the world. We propose, therefore, n• st to adopt tth r e ee p o l in nendation which has, without one except c railsep ray an proposed before Easter, hut we propose t le o n, been adpt h made to us al 'nom the hi g hest authority, to stop .. , Bills of every de scription, to allow no Bill to be read a Oa ' r d woe' unleis a peti tion, e pres e nted to that House prayir g sinned by a majority of scriphold(s of the company, should b their Lordships to h pass s uc h Bi ll. He cons i dere d suc h a c aurae as that he had Pr°Posed would b e b e t ter t h an any su bt er t itge• It would only be acting in the more manly and straightf. )( ' ward manner, and 1 1 silt under cove r of the imposition of condh ;ions which it w ould e company be impossible to comply with. We propose that no Bill should h the stock-holders evidence should of b e given to that ny pthe m fifths of that me e ti ng o had e bee f n th h e el e d e — m t p h a a n t y, m a e n e d tint at re t p h r r e e s e e - nting one-third of the s desired their Bill should pass. House read tahatt third a d meeting time taxless ofss Lord BROUGHAM—A.O proxies te be admitted to vote? Earl DALHOUSIE—*exies must be admitted, because the directors and other parties connected with the government of the company, who, having a vast amount of shares, would in every instance be able to rule the meet ing. For that reason they require that at such meetings there should be a quorum consisting of one-third of the stock of the. company. If such conditions were not imposed their Lordships might spare themselves the trouble of passing the proposed Bill, as the meeting would be formed of the directors and their friends, who would rule the meeting. But it was necessary a further test should be applied, and that was, that in case it should be said that a company was desirous to go on, it would be necessary that a meeting should be held, at which three-fifths of those then present should ex press an opinion to that effect. This had been rendered necessary by the fact that the circumstances of the present time were such as to call fer it, and such as were of no ordinary nature, and, in fact, he might say they were of an unprecedented character. The num ber of Bills sought for in the year 1844 involved an outlay to the amount of 18,000,000/, sterling; and those for which the sanction of Parliament was sought in 1845 amounted to about 60,000,000/., so that in fact the amount of liabilities this session would amount altogether to between seventy and eighty millions. The number of Bills for railways, which were to come before the Legislature this session amounted to about 519, which involved an outlay of about 300,000,000/. Now he need not say that that amount of money was not to be had • but there could b e no d ou b t that about 70,000,0004 sterling would be required. He would not now go into the question as to the amount of the surplus capital of the country; he merely wanted their Lordships to look at those circum stances as they now really stood. He had heard it stated by a Noble Friend of his, that to so great a height had this rail way fever risen, that it exceeded by 50 per cent. that of last year. It had been remarked, why not let the parties to these companies bear the consequences of embarking in them ; but he begged to say that unfortunately they would not alone be the suferers. Such was the state of the railway trade, that even in some of the very best lines parties were so enable to get in the calls made, that they had to give up tke schemes in despair; and such a feeling had spread over the trade of the country, that it had been found impossible to procure capital to carry it on ; and as a friend of his from Scotland had observed in a letter of his, it was taking away the very heart of the country. On these grounds, then, he would ask, was it too much to ask that, in future, the parties to every railway should be satisfied of the utility and feasibility of the scheme, and of their ability to go on, before they should call upon the Legislature for its sanction to those Bills? He would now conclude by reading the resolutions he intended to submit te their Lordships, and which he would leave for their consideration until to-morrow night. Having read the resolutions, the Noble Lord went on to say that it had had also been endeavoured to provide against cases when a large proportion of shares had been reserved or held back—that clause was to the effect that all scrip issued should be paid for before the 31st of March. The necessity for this clause was apparent, when it was remembered that in rna::y cases parties would purchase, speculating on the winding up, and by which many would make one hun dred per cent. on the bargain. ( Hear, hear. ) The Noble Lord then read the resolutions, which are pre cisely the same as those proposed in the other House of Par liament ; and, in concluding, said he wished to correct a mistake he had made in explaining the mode of winding up rail way companies. The subject was so complicated, that it was difficult to make it ao clear as he was desirous of doing. The way proposed was to wind up the affairs in conformity with the provisions of the Bill he had explained; or if that course was dissented from, then the company might be o w f o l u a n s d t up u session, er and t epo varn a ssi gnee i hns o f te.Ti appointed n t Satto the Companies' h k e m e et i ng t o Act act with the official assignee. He had now set before them the provisions of -the-present Bill, and also the sessional order which was to give effect to the objects of the Bill. The subject was a dry and complicated one, and in the statement he had made he had generally given the provisions of the Bill and the reasons why it should be adopted, in order that those companies that thought fit might be wound up with as little trouble as possible.—(Hear, hear.) He had before stated his opinion, that if the subject were left as it now is, that one-third of the railroad plans which had been submitted to Parliament could not possibly go on this session. Lord BROJJGHANI was quite aware that their Lordships were aequainted with the interest which he took in the subject of railway speculations. Nothing could have delighted him more than the luminous statement which the Noble Lord (Dal housie) had just made to the House. They were aware, also,. of the interest whi c h h e t oo k i n t h e su bj ect of railways gene rally; but, without more time to consider the business, he felt incompetent to come to any positive decision on this matter. He had repeatedly warned their Lordships of t let effects of the rail way mania during the last two years, and he must beg to remind them not only of the evsls that were likely to arise to the commercial credit of the country, but also to the moral interests of the communi'y at large. He regretted to find that, as he had anticipated not only was the spirit of gambling in railway shares experienced by the higher classes of society, but that it was extending to the middle classes, and further still that it seemed to have extended to the lower classes, whose livelihood was dependent on their industrial exertions. He had repeatedly warned their Lordships that it was likely to affect the morale of the whole of the com munity. He had stated instances in which poor clergymen and widows with small means had been deprived of all their 'subsistence, of ladies living upon their jointures and with small means, as well as of other individuals, who had been deprived of the whole of their subsistence by this mania. Many parties were exiled from their native homes in conse qeence of their inability to meet the demands made upon them, or answer to the liability which they had incurred, but to a great degree this measure would prevent the evil from proceeding further. Great relief would be administered, by the Act of his Noble Friend, to the poor sufferers ; and he would fain hope the mere statement which they had then heard, and the recep tion it hail met with would have a salutary effect before the Bill would pass into a law, for there was a railway house else where—( Laughter)—which vv,ss "admirably adapted for talki ng , tie - ugh little so f or aeting —( Hea r , hear.) There were some railway bodies so full of discussion that they could debate for twelve days without intermission. They could snake speeches by the score, and obtain attention by the hour.—( Hear, hear.) But there seemed to be amongst them an utter incapacity for business. He did not know to what it was owing. The Duke of RICHMOND—It is the directors' fault. Lord BROUGHAM—No, no, I did not say that. lam not to be caught that way. It arose from some bad construction in the bady itself—they could debate for ever—they could argue fir ever, but as for coming to a decision it was quite another thing ; in truth, it was so much out of their power, that it was quite out of the question. But he most devoutly hoped that the bare promulgation of the plan would have a great effect in remedying the evils which existed. The course they were about to adopt of not reading a Bill a third time was not a very usual one—to pledge themselves that no consideration would tempt them to read a Bill for the third time after it had become ripened, unless something was done out of the House by parties over Whom they had net control, was certainly a proceeding exceed ingly dangerous, and requiring ieptrwwo awas . 0 uedei g ify r me e cm a et t a,usheuherbe ediwi deliberation isepovouesldde,dab b gteo e r f e o esaff r tt e regac t iot h nuo e ad y al. point s_ H h e o u l s hould 'didn dhnoiosptt instance,tith.inkßu theta' without some such order.—(Hear, h ear .) If he were to state which of the two measures he thought would be most effectual he should prefer the order, but he did not see why he should be put to the selection. His opinion was they would both be efficacious, hilt there was one quality in the order which the Bill- did not - possess. The one was certain and 'eCty-, while of th e o th er they wereere net sure t sat it would pass. He wou ld not detain their L He could hav e d es i re d t h at all these things had taken another course, be could have wished that all private legislation, -including railways, canals, - and roads, should have been transferred to another tribunal, and that Parliament should have made'sonie arrangements which would have en abled all private business to be satisfactorily and cheaply done within a resonable time, so as to avoid the great expense and the anxiety consequent on the present system, and to avoid the inefficient manner in which of necessity (without imputing any blame) the committees of both Houses, but more e s p ec i a l ly the Committees - o f th e other ouse, were obliged to carry on that important branch of legislation. Whets they looked at the enormous amount of private business, amounting for this year in one departMent only to the enormous sum of 591,000,0001. —when they re flected that these Bills' had power to inflict a most trani cendental. injury —when they reflected that these Bills gaie power to interfere with every man's private property, to re move his wood, to grub up plantations, to overthrow houses, to drive a . road through a man's pleasure -grounds, to make a person's estate worthless to him, and incapable of being in habited by human beings; to compel people to part' with their property whether they would or not, and. that too, not at prices fixed by themselves, though that would be bad enough, but at prices fixed by others—when they considered that this branch of legislation, and of all the branches of legislative functions that could be named this was one which required to be 'entrusted to tribunals of a diferent kind than that of a Committee of this House, he hoped that the difficulties which the country and the Parliament had now got into would lead to some steps being taken by that House which, he must say, should have been adopted years before. There was some ground for encouragement even in the pre sent state of affairs, because, from the very necessity of the case, better arrangements would be made for managing the private business of the,House.. He felt grateful to the Noble Earl for the statement of the opinions of her Majesty's Goverment upon this subject, for the candour, as well as the unadorned and severely-fitting nature of the statements on the occasion. He felt thankful to the Government for bringing forward so necessary a measure as the present. The Earl of WICKLOW. considered that the expense of taking Bills through both Houses of Parliament would form a prominent part of consideration in the meetings that were to be held under the provisions of the proposed Act, and he thou r, Treh g ce h t t 3di i a t a a n g e oa c fi e st s ho s a of rwys, expenses right oy c u o lh n d s a i db d e e aa r s a cg t e i er o es n saitb o al f e t h h too e r r c t oh a re s e mo , h th at e f railwayint d a i ren i a ta h . d e tpa H h ee e u h i nr o thought, i g yn h rg: p , un h ps o e w de f e b v t e h r teh ,they ffo ba w l re o s u E. d a r T h l a tho v e e rwe s h o wi m eah e to e e woul p d ropw call d tthoe o f holders l fifth their L or d s hi ps . ofo the " T ri rie hlt was to assent to.-the winding up of le meeting was to represent one-third of the scrip e ko e ld e e re rs . of the company. It would require three -fifths of those pre sent to assent to the petition to their Lordships. It would, th erefore, er tivigoeeThi prevent neßn the ndhp tseuEpps art twhßoh po i e l tou l hsegeaoh e tdnt a tne s t e w m e p el o d we n r et t h w a o- re fi t f h th e i ve to w ill wu Ire- a es also be glad to know how the amount of the scrip present u t o Thebr e e g t a a Ar k id e ae n rd, under uEisnogil ac t n h Ld e A a b r N r u a ßt n land and Scotland he thought the proposed measure an indica tion of the disposition of the Government towards —they were endeavouring to put a stop to what was called the railway mania. The evils which had been described by the Noble Earl who had proposed the Bill were su ffi cient to justify the step that was about to be taken. But what as the railway mania? Why it was neither more nor less t w ha f n that upon which depended the great communications country. Railways, .in a military poi Leos o this great of the utmost importance, and the view, were be careful how they checked their cogslaturo must nstruction. For some years past he bad thought the to have taken some step upon t h Government ought is subject. If they had done so years ago the present railway mania never I exited. At present, and under existims circums w t o an u d have the proposed resolutions were necessary, and', so far, he m c su e lci obj. et to them ; but he would remind the Government ttltiaot in I-eland especially it was their duty to take the railways under their care and control, and if they did so, there un be no doubt that railways would be mace . cuu d 1 without ernbtrrassing the country. ut e The, Earl of ROSE FIERY rose for the purpose or puttin g ri annt t he extend, Beilb hu el d a question to the Noble Earl who had proposed the resolutions, fie apprehended that his Noble Friend did not intend this les sional order to become a standing order upon which Parliament was to proceed in future, but merely as a sessional order for the regulation of the proceedings of the House during the pre sent session. It was desirable under existing circumstances to facilitate the winding up of companies with as little incon venience as possible. Lord ASHBURTON said it was useless to complain of what should have been done some time ago. The real question THE SUN, LONDON, FRIDAY EVENING I APRIL 24, 1846. they had to consider was the peculiar and anomalous position in which they found themselves placed, and the wisest course it behoved them to take. Taking that "pesition into con sideration, he mast say, that as far as he understood the Bill submitted, with the sessional order with which it was ac companied, it appeared to him the best means of relieving them from the difficulty in which they at present stood, and to meet the evil arising from the enormous demand on the capital and labour of the country, which stood in the way of the legitimate commerce ef the ceuntry.—( Hear, hear.) He must, at the same time, remind the Noble Lords who sat on the Railway Committee, at the early period of the session, that he (Lord Ashburton) stated very similar views to those stated that night, respecting the difficulty in which they would find themselves placed.—( Hear, hear.) It was impossible to go on with the present mass of adventure, which was beyond the means of the country to accomplish in any reasonable time. A Noble Lord opposite had referred to the case of Ireland, and the relief which the construction of railways would afford in the peculiar circumstances of the country; but, however anxious they might be to relieve Ireland, they must recollect that if they went beyond the means of the capital of the country, instead of benefiting Ireland, they would clog all pro ceedings intended for that purpose, and defeat the very end sought to be obtained.—( Hear, hear.) He must say, con sidering the peculiar circumstances of the country, that the -measure was a necessary one to meet the difficulties. His object was to insure the classification of these several schemes, and he thought that this classification ought to be observed—that is, that the several railway schemes ought to be apportioned into classes. He was aware, that under the direction of the Noble Lords who had formed the Com mittee, that certain lines ought to be preferred, and the first class they recommended was that which comprised the lines of the national defences. The next class was that which was described as being likely to fill up gaps in established railways ; though, if the business were to be conducted as it was at present devised, there was little proba bility of obtaining their Acts during the present session. It was much to be regretted that such should be the case, as the passing, of these Bills was likely to contribute largely to the advantage of the public. The next class was that which was called the offspring of the strong companies, more particularly those of the Great Western, South-Western, and the London and Birmingham, and others of &similar character, which com panies, from their enormous incomes, possessed all the ap pliances for carrying out their designs. He was not aware of the precise feelings ef the Government, but he thought it was necessary to look to the results of such pre ference ; and he must say, that in the consideration of the Select Committees the object of the national benefit should be particularly observed— (Cheers)--particularly when the object of such companies was kept in view. Lord CAMPBELL was satisfied that the interval of the re cess had been advantageous in the consideration of the several plans which had been submitted to Government, and for the regulation of private enterprise. He was satisfied also that this direction of private enterprise would be advantageous in the improvement of the railway system. A great evil had been complained of, but he thought if they ss ere only to look - to the Continent, the Government would have a very effectual cure, salutary as weil as effectual. But his, reason for thus presenting himself to their Lordships upon this subject was, to ask the Noble Lord opposite whether it was proposed to insert any clause for the purpose of indem nifying those who should have become liable to the creditors of a railway company ? At present a person might take an action against a member of the committee, and he had no means of indemnifying himself. Lord WH ARNCLIFFE was of opinion that it was at pre sent premature to be discussing the merits of the Bill not yet before the House. He had hearcLof the proposition of the Noble Lnrd in reference to the mode in which parties should proceed who were desirous of winding up a company ; but in cases wi ere it might not be possible to procure the proposed number, would the meeting then have the power of disposing of the ques tion ? He thought that if the number required were larger, they would be more likely to get at the real opinion of the sub stantial body of shareholders. What they had to dread was, that attempts would be made to get up these meetings for fallacious purrses. He had already stated that he con sidered three-fifths too small, and he could wish that the number requir , el had been somewhat larger. He would not detain their Lordships longer, but he hoped that the suggestion .he had made would have the consideration of the Noble Lord, Lord KIN NAIRD asked if the standing order would be considered to-morrow? Lord DALHOUSIE—No ; on Monday. It was exceed ingly satisfactory to him to find that their Lordships ap pr,sved of the course pursued by the Government on he subject of the standing order and of the Bill. It would be necessary, however, that the Bill and the sessional order should go hand in hand. He would endeavour to reply to the various remarks made by the various speakers in their ro•i , er order ; and first he would.refer to what had fallen from his Noble Friend beside him. His Noble Friend objected to the amount fixed as likely to be too small, and as likely also to open. the door to a system of jobbing and fictitious meetings, which would be unsatisfactory, inasmuch as it would not really represent the sentiments of the shareholders in the companies: That objection had been carefully considered, and although tha amount fixed upon appeared to look small, yet the Neble Lord would recollect that it was the minimum. But he would find, on looking at it in another point of view, that it would be amply sufficient. Supposirg, for instance, in such companies as the London and Birmingham and Great Western, which bad each a capital of five or six millions that a meeting were called ander the operation of this order it would require a very considerable degree of exertion to ob lain that amount. Other companies, it was true, had advan. tages which these great companies had not ; but it would be found that even in their case, the sum in the Government pro position would be found to act very stringently. His Noble Friend who sat further down had offered a different objection. He felt that to ask the sanction of the three-fifths of the subscribers was to ask too much for the purpose of pi e-• venting the progress of the Bill. But when their Lordships: looked to the circumstances of the times—when they looked to the consequences which would result from any considerable ad dition to the railway. projects which had already passed the . House of Parliament —when they recollected that a vast num ber of these Bills were forced through Parliament contray to the wishes of the proprietors, he thought they would find that the objections urged by his Noble. Friends were untenable. Wherever there was a doubt, Parliament should throw the doubt on the side of the negative. With respect to the ques tion of the Noble Earl, the order was only sessional—of a pe- , culiar character it was true, but it was intended to apply to an extraordinary crisis—it was to expire with the session. It might b.e in the recollection of their. Lordships that her Ma jesty s Government, at the commencement of the session, ex pressed an earnest desire that every possible indulgence should be shown to those Bills which had for their object the construc tion of railways in Ireland. But he did not think his Noble Friend would wish that Irish Bills should be excepted from the operation of the order. He was anxious to say that there should be no obstacle thrown in the way of those Bills. They should receive their third reading in that House, and they should not come under the operation of the order until they went - into the other House, and he was accordingly prepared on the 27th, to move the third reading of all those Bills which had arrived at the proper maturity. With respect to the other Bills, he wished to mention that they would receive no additional delay. Lord CAMPBELL wished that something would be said in reference to the indemnities to be granted to shareholders. The Earl of DALHOUSIE said that whatever liabilities were now imposed on the parties, would remain. The lia bilities would remain exactly as they were at present. Lord CAMPBELL—The liabilities will remain, but the in! demnity will be gone. The Earl of DALHOUSIE said that creditors would have the same security as existed at present. The Bill was then read a first time. u ll. s l h o s nday-. Age ß d i t i o l . was The Earl of DALHOUSIE then moved that the sessional • o rd l e ,h r e b 4 e ee ta o k n e d n r i e n a t d o in c g ons o i f de t r h a e tio vo n on ro (Scotland) postponed until Monday. The House then adjourned. HOUSE OF comAlioNs April 23. The SPEAKER took the Chair at. Four o'clock. REPORTS. . , The following reports were brought up, the amend meets and alterations agreed to, and the Bills ordered to be engrossed, viz.:— West of Scotland Junction Railway. Exeter, Topsham, and Exmouth Railway. Easters Union and Harwich Railways and Pier. Saint Austell Small Debts. Western-super-Mare Pier. Numerous petitions were presented, some in favour of, and others against, different railway Bills. • Mr. LABOUCHERE moved that the report on the Rugby and Huntingdon Railway Bill be presented this day, notwithstanding the resolution of the House of the 7th of April.—The motion was agreed to. METROPOLITAN SEWERS. .Sir R. INGLIS presented a petition from the Dean and Chapter of Westminster respecing a Bill which was now pending before the House for the better regulation of the Metropolitan Sewers. The petition complained that the deposits of the common sewers were very noxious. and productive of great dioe.ase in the metro- Polis. Mr. WILLIAMS presented a petition from the in habitants of Coventry, expressing their satisfaction that a Bill had been introduced into the House for the entire removal of the penalties and disabilities to which per sons professing the Roman Catholic religion were liable. Sir G. STRICKLAND presented three petitions in favour of the Ten Hours' Bill. EDUCATION IN IRELAND. Mr. MILES presented a petition from the Church of England Association in the town of Shepton Mallet, in favour of Church Education in Ireland. BISHOPRIC OF MANCHESTER. The HON. MEMBER presented a petition in favour of the establishing a bishopric: in Manchester, without en croaching on th e resources o f th e Welsh dioceses. THE LAW OF SETTLEMENT. The Hort. ME MBER a l so p re sented a petition from the guardians of th e poor i n W e lli ngton , Complaining of the Law of Settlement brot>ht l orw ard by the Government. FREE-TRADE MEASURES. The ~. ''"' MPIPER further presented a petition from the county of S omerset, against the commerc i a l mea sures of the Government. ItA ILWAY BUSINESS OF THE 'SESSION. t: i e I. ( ' o P" rdi Is more notice, two days since, that I should feel it my duty to ordinary rose and spoke as follows:—Sir, I gave call the attention of the House to the state of the rail "ay and 411 y business now pending before Parliament. No one impressed than I am with the conviction, in Current of affairs, of adhering to the great principle of permitting, in a com mercial country, the free application of individual l arge of capital for purposes of commercial enterprise under capital, and although, in the application the existing law, it has been the practice of Parliament to f.,vour inchoate companies who applied to Parliament power s For ate for'mation even in respect to commercial enterprise, that were powers, still the general principle is so valuable, the circumstances of ay. ordinary character I should not seek or deem it nec(%stry to interfere. The better role is in the applicatiou of capital in individual enter. l'ns''' and th '' ll , 'lgc of Pallifu-nent ha 3 been to grant strong opo(,eition from lac downers was givon, and where s.uocvinpetiag lines urged - reasons sufficiently strong why - .L, _ • 1 3. Erger . s ahould not' be given. Even in resp:et to , o f railway companies where no " 1 ise should not deuise. it, under ordinary circurn . paralyse stances, a.t advisable rule for Parliament - -to in • terf,re. But at the . salne tithe, at the risk of :if.teat public inconvenience I deem it advisable that • riiament should de err. from those principles in the present state of the coup try, in order that its capital ! 1- ' 5 3 7 not be sleedles li• applied to railway specula wouldtions which co:rrer no B - t üblic benefit, and which In doing so it 1 . 9 before asking be necessary, " CO '! :' n r e e r a c ommercial engagements. you for that qualified interference with this rail way speculation, for me to describe the circum stances, and detail the reasons why I think it necessary to depart from the ordinary course observed in such matters, in order that what I now propose may not be taken as a precedent on future occasions. In the first place I shall state to the House the amount of ca pital already pledged for the Railway Acts already ob tained from Parliament; and also the amount of capital which would be necessary for the Bills now pending, in order to carry out into effect those projects. I find that in 1844 the number of Railway Acts which obtained the sanction of the Legislature was thirty-seven. The capital authorised to be raised by share amounted to 13,900,0001., and that authorised to oe raised by loan amounted to 4,600,0001., being a total amount of capital authorised to be raised by share and loan, by Bills passed in 1844, of 18,500,0001. In 1845 the number of railway Bills were 180, and the share capital authorised to be raised by those Acts amounted to 45,585,000/. ; and the total amount of loan was 14,635,000/. ; being a total amount of capital authorised by Acts in 1845 of 60,400,0001. I have a return of the names of those Bills which were under the consideration of the Committee, and I find that the number of Eng lish Bills amounted to three hundred and sixty-nine ; that the number of Scotch Bills were one hundred and seven, and that of the Irish there were forty-three, being a total of five hundred and nineteen Bills for the United Kingdom. I find from these that ninety English Bills have capital to the amount of 184,000,000/., and, supposing they received the sanction of Parliament, an additional loan of 58,000,0001. might also be raised. The capital proposed to be raised by the Scotch Bills amounted to 28,500,000/., with a loan of 9,500,0001. By the Irish Bills it was also proposed to raise 18,400,0001., and loans to the amount of 5,000,000/. would be sanctioned. So, therefore, the total amount of capital authorised to be raised by English, Irish, and Scoth Bills amounted to 231,322,000/., and the total amount of capital authorised to be raised by loan amounted to 72,000,000/., making a total, independently of invested capital authorised by Acts in 1845, of 304,000,0001. I know it is.quite true that many of these Bills are delusive, that many of them are of a competing nature, and that the carrying out of many of them would be unnecessary for the public interest. But a very great reduction must be made of that total amount ; and certain it is that Parliament will reject many of the Railway Bills submitted for its considera tion and approval during the present session. In short, many of the Bills are incompatible with the wants of the public; 4till, whatever deduction is made in the number of Bills during the present session, the total amount of capi tal, if there be no interference of Parliament—the total amount of capital which will be sanctioned in the course of the present session will be much greater than, having a due regard to the public interest, ought to be applied to the construction of railways. Now, I am afraid, owing to the number of Bills, unless there be most rigid inquiry by the committees appointed to inquire into the subject, I fear that at the end of the session, Bills will pass which, under ordinary circumstances, would not receive the sanction of Parliament.—(Hear, hear.) Now I will proceed to state what amount of capital has been paid up out of the amount which has been authorised to he raised by the Bills which have already received the sanction of Parliament. Now, in respect to Bills which passed bcfore the year 1844—1 am speaking of the Bills which passed before the session of 1844—the sum of 20,867,000/. has not yet been called up upon the shares in the rail ways which obtained before this period. Again, that must not be taken as the real amount of capital autho rised to be raised and ready to be called in, but never theless remaining unpaid, because, in many cases, - money has been raised on loan on the security of out standing shares—a course which has been frequently adopted instead of calling upon shareholders fir pay rin:nt for the shares which have been issued to them. \Vhat proportion does the amount, raised by loans, bear to the amount of 4hares on which, the capital has not been pa:d? I can only state the fact that there re mains, an unpaid capital connected with railways, which received the sanction of Parliament before 1844, to the amount of 20,867,000/, suppos ing no loins to have been raised on o u t s t an di ng shares for the purpose of completing works.. With _respect to Bills passed in the session of 1844, the amount of capital stock that is still unpaid is 5,293,0001. In respect to the railways which passed in 1845, 113 in " number, or. the • capital stock or shares authorised .to be raised, there remains an amount of stock which is still unpaid of nearly 28,009,000/ , or in more general terms 27,900,000/, which, added to the amount remaining unpaid on Bills which were passed before 1844, gives a total amount of capital stock to be paid up of 33,242,0001.—(Hear.) Of course in addition to the amount of capital whfch will be authorisedao lae raised in the course of the present session. Therefore, even with regard to this. amount of capital, may we not safely take the opinions of those parties, who have clitered on these speculations, and be guided by that opinion which shall - determine whether or no , these speculations shall go on before they get sanctioned by Act of Piirliateedt. There is one reason for doing this, and' fortcalling for the retractatioa of these p trties after mature inquiry and conside tion. There has. been a' great change in the circumstances, of these projects since many of these par ties had committed themselves. In the first place, I must refer to.the opinions of a Committee appointed by this House in coraiag to a decision on a Bill which was. brought before them. I understand that when Mr. Brunel —a_ gentleman whose name must be fami liar to you" for the great ability, great ex perierkce, and great acuteness exhibited by him, when you heard him, in being examined before, I think, the Committee on the London and Oxford, and London, Worcester, and Rugby Railways, gave this evidence :---" The prices are SQ increased, that _the lines mentioned (the London and Oxford) cannot be con structed at their settled prices. The materials for the construction of railways is now 50 per cent. higher than at this time last_yatar." At this point of the pro ceedings the Chaiitnan said that the Committee thought it unnecessary to hear any more evidence on the London and Oxford line ; and after the room had been cleared for a few minutes, the Committee declared that the preamble of that'Bill had not been proved. If the expense has so materially increased on those kinds of materials necessary: for the construction of railway—such' as iron, land, and labour--of course the estimates of the rail way company must be affected, the cost of executing the line must be increased, and the prospect of profit must be diminished. I do not say that these circum stances alone would warrant a withdrawal of their pro posals, but it must justify our giving these parties an op portunity of saying whether or no, on first consideration of the circumstances in prospect, they can :,till wish to go before Parliament for the construction of their lines. find also' in the paper to whiCh I am referring, by an advertisement from the London and York Railway Company, ,that the increase in the cost of many of the articles' necessary in the construction of railways has produced an effect with respect to the value of stock on many companies. I find it stated,'that in the case of several railway • companies the premium on' the shares in • 1845 before the Bill was obtained, decreased .to a aiscount in 1846, when the calls were being made ; and I think, on mature con sideration, that < in- some of the cases where Bills have been obtained, and - where in consequence of increased cost, or - increased competition, and where there is a material difference between the prices paid and those which can now 'be realised, that the parties purchasing- these shares ought to have a fair opportunity of consideration.' It appears from this statement that the shares of the Caledonian Railvvay, with 101. paid up, were, at a pre mium of 12/. befo're the passing of the Bill. Since the Bill has been obtained .the shares are, however at a discOunt of j/. 6s. Th ere are severa l other railways in a similar position, according to this statement. I will not detain: the House by reading to k the names - of these railways. But in every case shares in railways, which bore a considerable premium previous to obtain ing the Bill; have since they have received the sanction of the Legislature, fallen to a very considerable dis count. This is the case of Bills which have already ob tained the sanction of the Legislature. With re spect to the Bills now before the House, I am of opinion the same apprehension applies. It is clear, however, that there are many railways, first projected in the month of October, 1845, with respect to which the same sum could not now be obtained on- the sale of' s h ares. —(L aughter.), This state of thing , , therefore, differs most materially from the state in which they were placed in October, 1845. I apprehend that our object is not to encourage enterprises unprofitable to the parties engaged in them ; and that is, I consider; one reason why we should give to the parties interested an opportunity of re .considering their position, and apprising us of their opinions upon the subject. Now I have_ mentioned these considera tions, which I think should have some weight with this House. The first reaatsn to which.' have alluded is the enormous amount of capital which, with whatever reduc tion you may make in the amount of Bills, must be pledged by the Legislature - to railway enterprise.. The second reason why I think we are ca ll e d upon to interfere is the greatly. incre . a.sed price in the .artiCles* required for the construction of railways, and the great difference in the present value of shares, compared with that which they bore when the projects Were originally started. The third reason, I apprehend, is to be found in the fact • of the anxious desire of many parties to relieve themselves from their engagements and liabilities. With respect to these enterprises, I understand that a great number of the parties connected with . these .under takings entertain a very sincere desire to have the oppor tunity afforded themof releasing themselves from their engagements.—(Hear, h ear .) I mus t say, that.winayst he present state of the l aws re l at i ng t o inch oate T railways, some alteration is necessary.—(Hear, h ear. ) laws relating to inchoate railway com panies not having received the sanction of the Legislature . is not one which should long continue. By the present aw the liabilities of parties are very great, and the power of the directors and the provisional committee is very great. So far as I can judge, there is no effectual controlover the acts of the provisional committeemen and directors. I have received letters from various persons, I shall not give their names—but any Honourable Member can see the original letters, and if the statements contained in them be correct, there are proceedings on the part of those which do most certainly require some Parliamentary interference. This gentleman states, in a letter which I received yes terday, that a great proportion of the new companies had been holding back largo numbers of their shares fur the purpose of " rigging" the market. Ia one in stance out of 42,000 shares 8,000 were kept back. In another, out of 100,000, 10,0000 were kept back, and in another a clear half of the shares were reserved and sold out when the markets ranged high. But the last statement in this letter is really most extraordinary. It is stated that in the case of one railway which • is mentioned several thousand pounds were taken out of the banker's hands to rig the market, that is to say, out of the 10 per cent. paid by the shareholders as de posits, money was withdrawn for the purpos e o f b e i ng invested in the purchase of shares to raise the price of the scrip. --(Hear, hear, and laughter.) In the case of some companies it is mentioned that when parties applied for shares they were told that all the shares had been allotted and taken up, while in truth not a single share had been issued.—(Hear, and laughter.) I ant quite sure that no respectable company could have been guilty of such proceedings as these, but still it is confi dently asserted that these practises have been indulged in by many of the existing companies which are now before the public.--(Hear, and cheers.) Really, if parties will not take care of their own interests, it is impossible for the Government to take care of them. (Hear, hear.) Ido not think that they will gain any thing by the withholding of their names ; but, really, if Parliament gives them the power of releasing them selves, and they do not avail themselves of that privilege, then I think they will not deserve any of our sym pathy or commisseration.— (Cheers.) All that we can do is to give them an opportunity of stating fairly, " This was a moment of excitement, in which I specu lated to the extent that I have done, and if Parliament gives me the opportunity of repenting, and of re leasing myself from those engagements, I will gladly do so." And I think that no false sense of shame shotild prevent them from doing so. But this I do say, that if provisional committees or directors contin u e to traffic in these shares we shall be called 'upon, in justice to the public, to subject their conduct to strict inquiry, . for I do not believe that per sons acting under such circumstances are exempt from Parliamentary inquiry —(Loud cheers)—and that in quiry will be the foundation of future legislation in respect to these inchoate companies. I really believe that it may be necessary for us, as the foundation of such legislation, to expose these transactions— (Cheers) —and to lay them bare before the world as a guide to other parties who shall be inclined to speculate in such matters.--(Cheers.) Now, Sir, the law is in a very un satisfactory state with respect to those inchoate railways.—(Hear.) I do not believe that with re spect to a company which has not obtained its Act—l very much doubt, I say, whether such parties, before they have obtained the assent of the Legislature to their Bill, have it in their power to dissolve their company.—(Hear, hear.) I believe the general principle of the law to be this—that those matters are guided, not by the State, but by the com mon law ; and if either shareholders or scripholders were unanimous as to the expediency of dissolving their company before t hey obtain their Act, that they have it in their power to do so. But I believe that without a perfect unanimity to that effect it is impossible for them to do so, because, in the first place, the original ,hereholders may not be the holders of the presentshares ; and I -believe that no case of this kind has as yet been settled that a company can under such circumstances dissolve itself without the consent of the whole of the shareholders. Now, it may be in some cases that power has been providentially taken to dissolve a company before they have obtained their Act.—(Hear.) I believe that in many cases there is no remedy as to the time in which that assent shall be given, and it would not at all follow that the rejection of a railway ,Bill in the course of the present session would enable the directors, or any- other parties in a company, to dissolve that company.—(Hear, hear.) If such be the case, and that the deed did not contain a special clause to the contrary—and I need not say that it verT seldom happens that these deeds do contain such special exceptions—if the power of the directors be so imperfect as not to enable parties to a company to retire if they should deem fit, then I say that state of things requires a remedy.—(Hear, hear.) What may be - done hereafter upon this subject will defiend , oil future circumstances, but I am now dealing with the state of things as I find them at present, and I do think that the state of the, law in this respect is such as to require the interference of the Legislature.—(Hear, hear.) There have been se veral discussions in the courts of law upon the powers of joint-stock companies, particularly_ in reference to railway companies, and there was an Act passed in the month of December, 1844, which conferred some very important powers on joint-stock companies. That Act, in one of its clauses, provides .that companies -hall proceed with what is called provisional registration before they can do any other act ; but in respect to Companies which did not require the sanctioa of Par-. lies-Dent,- that Act requires %%hat is called compete re -gistration, and until that be done the power of the di rectors circumscribed. Provisional_ registration .applies .to all companies, but in railway, com panies complete registration is not necessary, ,for the sanction of Patliainent stands in place -of that. But then this important question has aris• n in the 'country, namely:—Whether the transfer of shares in an inchoate company, or in other words, the 'sale of scrip was - legal. In a certain case a party brought an action against another to whom he had sold scrip. The defendant alleged, that under the 7th and Bth Victoria railways were included, and that therefore in this case there had nbt been a com plete' registration ; but the court 'decided that the Act exempted railway companies, and there fore the plea was overruled, and th a t t h e sa l e Of scrip in a railway company was a legal -transfer. Some doubts have been entertained in equity whether the decision is strictly proper ; but the transaction has, in consequence of that decision, been invested with a legal` character, and has obtained a legal' sanction- Seeing the defects, however, which have attended these-transactions in scrip. and the defects which have been found in the law respecting railway matters, and . secing also the defects which' :have resulted from improvident speculation, her. Majesty's Government have thought proper to originate a measure for the purpose of putting' an end as far as possible to this state; of things. This is the time when such an in terference becomes necessary, and had we attempted it before; twe would have laid ourselves open to this charge of having done so prematurely. We do not propose to throw any arbitrary obstacle in the way of the promotion of any schemes that may be attended with public advan tage, but to ascertain the wishes of parties who - have railway Bills before Parliament. The very expression of those wishes May operate as a check agliinit many . schemes which are not of a bond fide character, We pro pose to bring in an Act of Parliament to -provide chat with regard to all companies, no matter how cir cumstanced,, all railway speculations, a power shall be given to scripholders to dissolve the company under cer tain conditions. This we propose to effect, first by Bill and then - by sessional order. We shall propose to enable a number, and a very small, number of the "share holders, say five, to address a requisition to the directors or managing committee of the company, requiring theni to call a meeting of - the subscribers for he purpose .of ascertaining their views as to proceeding with the Bill or giving it n - up. We propose th a t i t shall be obligat or y on the managing committee to call that mee ti ng. We shall take pre cautions that du e no ti ce o f t h at meeting shall be given. If the managing committee should refuse to call the meeting, we shall ,introduce provisions ,which shall ensure its being called. We shall then propose that at that meeting a number. of scripholders, either of original shares or shares that have been sold, holding shares to the amount of . More than one-half o f the whole shares originally issued, shall determine whether the company shall proceed or not. But, as it must be very difficult to have a meeting which shall re 'present one-half of the capital stock of the company, we propose that a meeting of shareholders, represent ing one-third of the capital stock issued, shall be' capable of dissolving the company, provided that the persons, present holding three-fifths of , the share s i n value, those person s voting either 'personally or by proxy; - shall-signify their desire to dissolve the , company. We take, therefore, this security that the meeting shall not be packed, as we shall require that the stock represented at the meeting shell not be less than the third of the whole capital. It may be that at that meeting the amount of stock represented will not -be one third, and in that case there will be a power of . adjournment to another day, after due notice of the ultimate result of" the two meetings, provided that one-third of the capital stock be r presented, and sh ou ld the majority voting shall e consist of three-fifths of the meeting, shall be taken as decision. I n or d er to prevent the applications ofres-* served shares to an undue influence at the ,meeting, we propose that the scrip to be represented shall be scrip that was issued p r i or to the 31st of March. With re spect to scrip, in regard to which purchases have taken . plece,- the only secur i ty which we can take is to require that that also shall have been issued before the 31st of March. Now, connected with,this Bill an ancillary to it is the sessional order which I have now to propose. I believe' that some such resolution is absolutely necessary in order to give due effect, to the Bill, because it is impossible not to foresee that some time niust elapse before this Bill: is passed into a law. Unless each, House of Parliament makes some regulation with respect to their assent being given to these Bills, in some companies, which I am sure are no specimen of the general class of companies, the directors and parties interested may press their Bill unduly on the consideration of the blouse. It is manifest that many of the parties have a direc t t obe in terest in passing their Bill into a law. This, sa I y expected uuder the circumstances. believe that i is n many case, if the, Bills should receive the sanction of Parlia ment,eefterwards would a the fi rat thing that would ld take pla be to dissolve the companies, for it is my belief that many of these lines of railway are not intended to b e made. Well, then, if that is to be the ultimate result before Parliament at all ? I propose that should not come . g such a meeting of each of many of these schemes, is it not, l'say, best that they and that t such this shall be remedied by having meeting,-if it shall be carried . that t to be ona notthe company as I have already . stated,haenßill isa Cott partproc proceeded etdEowisthha, shareholders d l e rssayth mustis want of binding..of sanc sanction h trouble the House by reading the Bill at length which her Majesty's Ministers propose for their con sideration. I presume you aro already ac quainted with its provisions. I believe there are many Bills entirely unopposed, and I are of opinion that many of them might pass without Par liament interfering at all, from the very fact of there be ing no opposition. I believe that many of the Bills will not be of any public benefit, and the country can sustuin no lose by such schemes being abandoned. I can state that there is a valley through which eleven different railways are contending to pass, and there are eleven companies specifically registered for those lines. Now it is well known that Parliament will not pass more than one line. I think that unless we have the etidence of the sanction of the scripholders, as proposed by this Bill, for carrying on the nhemes, we should not allow them to proceed. .Now, Sir, I , ad m i t t h at this is a subject of the greatest importa nce ; b ut, , instead of again proposing a Commit tee to make a distinct list of Bills, which ought, in their estimation to receiVe the sanction of Parliament, during the present session, her Majesty's Government, with a - deep sense of the inconvenience which may ensue if there is no interference with the speculation which has taken place--with a deep conviction of the advantages which will be gained by the course they have adopted, namely, that the renewed consent is perfectly legiti- ' mate—that it is no dangerous principle of interference with prima capital and sanctioned by the Llouse, is likely to release, for investment in profitable business, and in other dealing;, a vast amount of capital now locked up from the purposes of trade, leading to unpro fitable expenses—nam e ly, i n p ayments to engineers, and in payments to solicitors—(Cheers)—in a mass of Bills which will not finally receive the sanction of this House.—(Hear, bear.) I commit these resolutions to the consideration' and decision of the House ; and whatever may be th e resu lt o f t h at d ec i s i on, I shal feel satisfied that her Majesty's Government have done their duty in permitting no time to be lost in bringing these matters before the, House.—(Cheers.) The Right Hon. Baronet then resumed his "Seat, after proposing the fol lowing resolutions : _ I. That this House will not read a third time any Bill to empower any company (whether intended to be incorporated by such Bill, or already incorporated by Act of Parliament), to construct a railway, unless three clear days before the third reading, there shall have been deposited at the Private Bill office, there to be open to the inspection of all parties, a cer tificate signed and authenticated in manner hereinafter mentioned, and comprising the particulars hereinafter ex pressed, and stating the following facts, viz. :- 1. That a copy of the Bill was submitted to the con sideration of a meeting of the holders of scrip, or of bankers' receipts for scrip, of the company, or (in case of a company already incorporated) the shareholders or stockholders of the company, 'specially called for that purpose. 2. That such meeting was called by advertisements, inserted once in each of two consecutive weeks in the London Gazette (if the railway be an English railway) or in the London and Edinburgh Gazettes (if the railway be a Scotch railway), in the London and Dublin Gazettes (if the railway be an Irish railway), and in each case in at least three London daily news papers, and note less than three times in each such paper, in each of such two consecutive weeks ; and in case the railway be a Scotch railway, not less than three times in each of two Edinburgh news papers in each of two such consecutive weeks ; and in case the railway be an Irish railway, not less than three times in each of two Dublin daily news papers in each of such two consecutive weeks. 3. In the case of the company being intended to be incorporated by the Bill :—That such meeting was con stituted of persons producing thereat, scrip, or bankers' receipts for scrip, of the company representing not less than one-third part of the whole capital proposed to be raised by the company under the Bid (such scrip having been actually issued, or the deposits in respect thereof haying been paid before the 31st of March is the present year). 4. In the case of the company being already incor porated :—That such meeting was held, except so far as is herein otherwise provided, according to the constitu tion of the company, and was constituted of shareholders or stockholders thereof competent to vote at the ordinary meetings of the company, and representing either per sonally or as proxies not less than one-third part of the 1. whole capital or stock of the company. 5. That at such meeting the Bill was approved of by persons producing thereat scrip, or bankers' receipts for . scrip, equal to at least three-fifths of the total amount of scrip, or- bankers' receipts for scrip, produced at the meeting; or, in the case of a company already incorporated, by three-fifths at least of the meeting, the votes being given and computed' according to the constitution of the company. - 6. That those cases in Which the Bill is promoted by an incorporated company, but the parties interested are holders of scrip which it is proposed shall be converted into-shares or stock, or otherwise become portion of the interest of the incorporated company on the passing of the Bill, and contingently only on that event, shall for the purposes of this resolution, be deemed to be cases of - companies not yet incorporated. 11. That for the purposes of this resolution it shall be compe tent for the chairman of any meeting called in. pursuance thereof, in the event of the above prescribed quorum of scrip shares or stack (as the 'case may be) not being 'represented at such meeting, -to cause the votes of the persons consti tuting the said meeting, approving or not approving of the Bill, to be taken and recorded, and then to adjourn the same ,to some day, hour, and- place to be declared by the chairman, such day not-being less than three days, and not more than one week, from the ori . g,inal day of meeting; an d iuch day, hour, an d pl ace , being in the meantime advertised twice in each of three London daily newspapers, or the Edinburgh or Dublin newspapers, as above directed in the case of Seotch or Irish railways ; and at such ad journed meeting it shall ,also be competent to the chair man thereof to cause to be taken and recorded the votes of such of the persons constituting the same as have not voted at the original meeting; and the total amount of votes given at the original and adjourned meeting shall be received as if given at one and the same' meeting. 111. That such certificate shall also comprise, in a tabular form, the following particulars 1. The day, time, and place of the meeting, and of the adjourned meeting (it' any). 2. The dates of insertion of the advertisements for the meeting, and the names of the newsopers in , which they were inserted. 3. The names and addresses of the persons producing scrip, or.baukers' receipts fur scrip, at. the meeting, ac cording to the statements of such persons ; Or, in the case of- a c om p any a l reat l y i ncorporated, or The names and addiesies of the shareholders or stock holders present at tlieaneeting, according to the register book nf names and addresses. 4- The denoting numbers, if any, of the scrip, and in - -the case of hankers' receipts, - the names - of-the persons from whom the deposit is thereih' stated' to be'received, 'and the amout of the scrip and receipts respective;y pro dueed by tto persons so producing -the same at the meeting : Or, in the case.of a eompany al rea d y i ncorporated, The respective amounts of shares or stock held or - represented by the shareholders - or stockholders attend ing the meeting. 5. The fact of the approval or non-appreval of the Bill (as the case may be) by the several persons pro ducing scrip, or bankers' receipts, at the meeting, or by the several shareholders or stockholders attending the meeting. 6. The total amount of scrip and bankers' receipts produced at such meeting, and the. amount thereof pro duced by the persons approving of the Bill, or in the case of. a company already incorporated, the - total amount of shares or stock represented, either in person or by proxy at the' meeting, and the amount thereof so represented by persons approving of the 8i11.,.. 7.. The total amount of the - capital proposed to be raised by the company under the Bill ; or in the case of a company already incorporated, the total amount of the capital or stock of such company. IV. That such certificate be signed by the cher man of the meeting, and by one of the solicitors of the tome pany, and the authenticity of such certificate shall be . rrerified by the signature of the Parliamentary agent depoi t ting the same. • Mr. F. FRENCH rose : to make some remarks with respect to Irish Bills. The House would remember that at an early period Of the - Session the Right Hon. Gentle man referred to the rail Way Bills connected with Ireland, and stated that their Bills should be first sent to the House of Lords, and then to that House. At the present moment there were forty-three Irish Bills before the House of Lords,. five of w hich were waiting for a third reading, and although he had not the slightest objection to the course pursued by her Majesty's Government, he could nethelp stating that the promoters of these . Bills would be sub jected to considerable hardship if the resolutions, as - now worded, received the sanction of the House —for instance, the three Bills to which he had call upon this—that t i h s Lp th ros at &Aided would b e unnecessarily retarded. •All het , m M o rij e e r s s ty so fGoaverrnamilewnatyhaßd ilal right to prior . to the third reading of a Bill, or its passing, that the decision of a majority of the shareholders should be obtained to its passing. He would recommend that all Bills that originated in that House should not be detained for their third read ing, but that it should , be competent for them to pro ceed ; and that the same principle should be fairly carried out in referetete to tho Irish Bills , that had com menced in the Lords—namely, that they- be allowed to pass there, and not be tied up from proceeding for the space of three weeks, as such an order; would be the source of' vast inconvenience to all parties. He asked for nothing that was unfair to any party. But ,tt e HOD., Gentleman should be aware that there was a reaction going on among the scripholders, and that a number of persons were buying up scrip for the purpose of compelling the companies to come up for their own purposes. He did not con Sider that such jobbers were entitled to much consideration. The board of directors never knew who were the scrip holders, nor' were' they bound by any re gulation whatever .:..to , abide by their wishes. The original shareholders' had disposed, as far as they were concerned, of their interest in the original un dertaking. They had disposed of all their prospects of gain, and nothing but the liability remained to them, and of course they must be anxious that - the affairs of the company with which they were connected should be settled. The only persons who appeared to hini to have a legitimate right to give their opiuions as shareholders were the persons to whom the original allotment -of shares was m a d e . Th ere was a great facility of giving annoyance held out by the Right H on . Ba ronet _ to per sons who either had , or represented themselves to have, some interest as shareholders, and it was, only experience that would make - him aware of that circurnstknce. The Right Hon. Baronet said that, if a meeting composed of a certain number of proprietors was called, and ex pressed its wish for a dissolution of the company, the directors should be bound by that wish. The number of proprietors was to be one-third, and if three-fifths of the meeting wished for a dissolution, the dissolution was to be carried. How would the Right lion. Baronet act if another meeting of one-third of the proprietors were to be called in another place, and three-fifths of that meet- In cal to express a hto goon with the undertaking? In conclusion , he trusted thatn o unnecessary delay would be allow d to • • of Iris h Bills. etake place in the passing Sir ROBERT PEEL, could not speak f or th e H ouse of Lords, but he proposed th a t a ll Bill s b efore be that Rouse, which sto o d f or t h e t hi r d reading, should poet yoned till a meeting had been held, in conformity with his resolution. With respect to the question which the Hon. Gentleman put to him, that if a meeting were held of only a third of the shareholders, three-fifths of whom might agree that the Bill should not be proceeded with, and afterwards another meeting of another third of the shareholders took place, who would agree to have the Bill passed, how were they to decide whether they should read the Bill a third time, he (Sir H. Peel) cou ld on l y say th at t h e latter third ' Of the shareholders, to obviate this difficulty, shotild take care to be preient at the first meeting. Mr. BERNAL regretted that these resolutions had been brought forward so late in the session ; had a similar step been taken at an earlier period many of the evils which they were now suffering would have been prevented. But even now, why were they to allow the contingent expenses of committees and second readings to be incurred ? Why were they to suffer parties to be at the expense of bringing witnesses from all paris of the country, and providing for them ' at taverns for a long period of time ? He dared to say that, at the present moment, from Hyde-park-corner to Victoria-park, there could not be found an unoccupied bed at any respectable tavern.—(Hear.) He contended ,that the course proposed by the Right Iron. Baronet was not fair to the country at large. If that Right Hon. Gentlenian felt that the public had'sub jected theinselers to great difficulties in the late mania of railway gambling, he might have proposed some other remedy better calculated to meet these