The Sun. — London, England, 1847-05-07 00:00:00

..4 vhav !(1 to `reap rs, rourh Irish which rpo ol . ed aer irt king terest. vith ed in Al fpl; a - cid gut x 1(1 tO PO - eati n g people itO tiC° pi iSeIY Cn d ~i~self nd he ions as 00 the 13 ,osed id e d by s hout , ' If su ch ing t h : taller"' e guar r su ch Aing 6 oor r e ' t came race , aliti• piOn 35 t h be pof the went to be 12th consent ction of y, and dment. e should for de mild be anie nd- a mend . thel of such. 1 hous es 7 to 4 ceipt by uthorta . h o uses be giv e All tribute,. [or that , 00r- 1101 mire the district, , e or-Illw e sai l°. be A - F t " , be dor ►er send n in the ed man , ► of five Ger ea" de some ich they and the 1 to th e be ttP • of the a verag e in Ir e " Engla nd ,ent, 43 In Ire is abov° re 9, and ng o e ", land , .e the Bill, the re" •oor-15/1 bj e c t iotmen of the amen d- jardisn e Govern' ards. t of th e roth e ta rometi ra t" . lorols" rnment. o bject whose would /r ade, whoS . ie dutY Earl on ev er t 9 c d, 1116 rdian s ' ,Nobit 3 °bier ° , up tioa ;r0 Larls rstious Lc) one Was more desirous than he was to see the affairs of Ireland, conducted by local officials ; and if Noble Lords made an effort at the present time to introduce tthe poor law of England into Ireland, at the present 3 l e n3 p e o l athey nwouldg, to an ind e fi n it e per i o d, th at a d van t age :I!hich they were so desirous o f o bt a i n i ng for Ireland. Deeply as he re,zretted the necessity for it, he an Iv " atill conYinced of the necess ity for moving amendment, such as that of tho Noble Lord, which would have the effect of, at once Preventing the introduction of a measure which so l it allY affected t h e whole of the populat i on o f I re l an d. n fact, to carry this Bill out they ought to possess a 'machinery which would enable them to employ persons .1 16 .3 0 were ready and willing to do their duty, but who did not refuse to be shot at once a day at least.—(Cheers 41:14 laughter.) The whole, of course, of society, so far as this Bill was concerned, was alien alike to its opera tien and to the feelings 4,f the people of that country, _and wh a t h e would like to see was a central body I re gulate the wh o l e o f t h e movemen t s i n Ir e l a nd. f knew nothing that appe a red so ruinous as to shrink ro ta _ the means of carrying out relief to the destitute ref Ireland. Ireland was not England, and if the w n ee attemp te d to l eg i slate for that country as t h ey ,U s uld for E ngland, they would only increase the inise -44e f that unhappy country. rThe Marquis of CLANRICARDE said that if the r ° ,r ef Irel an d were to b e rel i eved b y t h e property o f Ofzedi,a:ezould be necessary to have the co-operation The Government believed that the Bill befor e th e Rouse would, if sanctioned, be useful in bene 6Won. The end improving the condition of the country. Marquis of WESTMEATH said that when the C'",! r- law for Ireland was p asse d, he brought forward a ,:"' of evid ence i n support of t h e appaintrnent of a uninsitte e to inquire into the laws. of t Lord MONTEAGLE saw no reason why the power l ie ch° ' 4 ing the relief officers should not be vested in th guardians rat h er t h an t h e Commissioners, as was cas ° in England. To show the effect of out - door or eie Viet' he would instance the case of the South Dublin 1110 n, wh ere t h e ot h er d ay no l ess th an 40,000 persons we r r e i here we relieved,ne v though under the old Poor Relief Act r never more than 2,0 00 persons who applied f. .44 arl After a f ew wor d s f rom the Earl of HannwicK and the o f a mendment, o Wiext, sv, who were both in favour of the The Earl of ROSSE believed that while the relieving (,),Mcers were appointed by the board of guardians, or the uelunaissioners an increase in the number of workhouses Would be necessary. -After a few wcrds from the Earl of CLANCARTY, _ The M arqu i s of LANSDOWNE said if the clause was ,earried, h e would move the insertion of the words " sub- Ject to the approbatio n of the Commis sioners." Their Lordships then divided, whenth Content ............ . 53 e numbers were— Not content ..................................... 59 The clause iaj o w r i a t s y t a h 6 e ra n i n4teed ********************************* ** ***** 6 The Rouse having resumed, other the consideration of the clauses of the Bill was postponed till tomorrow. Their Lordships adjourned at Twelve o'clock. Thy "OUSE OF COMMONS. May 6. ,-1,-,ty) SPEAKER took the Chair at Four o'clock. atnil:llAin3;sohni)re and Gal!oway Railway (Stnithstown to mordered to The followi as r,.a a third tame and p ngErieliPlorrts were d brought time agreed passed. engrossed to, and inei e ._ 33 0 . p as. born, Stamford, and Birmingham Railway (Peter . B rit ,,gh and Thorney line). Jtta Commercial Insurance Company (No. 2). stern Union and Hadleigh Junction Railway (Sale to 80:81:thurittaehitnitt.,:suteirvnerUeen.ion Railway Company). e na e p a to n n d and Dorchester Railway (New Forest De - Wexford and Valencia Itsilway (Killarney to Valencia). The reports on the followi ng Bill s we re considered e to : and agreed ion Improvement. ornwall Railway. S OUTH-EASTERN RAILWAY. ° e . ll f a t eln E E IV, 0. fSTANLEY moved the further considers r S c e e po t r T t ° li n o btrlidegSe)outh-Eastern Railway (Mid that h WEN took th a t o p por t un i ty o f comp l a i n i ng is evidence had not been taken before the Com 111._Itee on the Bill, as that evidence would have gone to .°,." 4 7 what had been the conduct of the South %. tern Railway. He thought the House ought t.. to sanction the passing of any more Bills !Balled for by the South-Eastern Railway until they had completed those lines fur which they had thread obtained Acts of Parliament. Acts had been übtained by the South-Eastern Company no less than hears2_ec ago, for the carrying out of the provisions of rln they had not yet even purchased the land. He geld not see why such a company should oppose the pposed lines for the sake of opposing e In, a ro nd leave that part of the country with re at any railway at nil. He would move that the Port be taken into consideration that day six months. The SPEAKER said that that motion must be made e n the b r i nging up of the report. The rep ort was then agreed to. I "The rep orts on the South-Eastern Railway (North iiftti.l lint(n e) and the uth-Eastern Railway (St roo d to ----Q le) were agreed to. TYNE DOCKS. O then the motion of Mr. STRUTT, it was ordered that )fla',TYne Docks Bill be referred to the Commissioners of R ays ; and that the Committee on the said Bill do hot come to any decision on the preamble thereof until the Commissioners shall have reported upon the Bills Promoted by the Goole and Newcastle Railway Corn- Pliny, in conformity with the resolution of this House of the 23d day of February last. RAILWAY BOARD. 311 r. HUME, pursuant to notice, called the attention of the House to the report of the Railway Commissioners, and pointed out the partiality that existed in those reports . Mr. STRUTT defended the course pursued by the Railway Commissioners, and asserted that they had done all that could be required of them. Mr. HUDSON thought that the reports would be greatly improved if they were shortened. After some further conversation the sul pet dropped. GREAT NORTHERN RAILWAY. Mr. AGLIONBY moved for leave to present e Petition from th e I m p er i a l G as Company, praying . to be heard by counsel against the Great Northern Railway (Deviations between London and Grantham) Bill. Mr. GREENE o ppo se d the motion of his Hon. Friend; it would be a departure from the rules of the House, and he could not accede to the proposition. Mr. AGLIONBY t h en w ithdrew his motion. lle said that he would do so, as he was sure there was no use in pressing the question to a division; one-half of the Atellse would vote against it because they knew nothing about the matter, and the other because they saw such influential men in opposition tc his request, of the jus tice of which, however, he was fully impressed. _ SANATORY BILL. Lord DUNCAN presented several petitions from Bath in favour of the Sanatory Bill. kr. HUME also presented several petitions upon the a cme subject. MEDICAL favo REGISTRATION BILL. Petitions in our o f this Bill were presented by Mr. „s C. Berkele y , from a number of surgeons, general ract itioners and chemists, in Cheltenham ; by Mr. M. rhil iPs, from Manchester ; by Sir W. Clay, from ILiedlcal practitioners carrying on business in the Tower ilittalets ; and by an Hon. Member, from Lincoln. RAJA OF SATTARA. Mr. DE NISON presented a petition which was a .reed to at a publi c mee ti ng a t P ec kh am i n f avour of e Claims of the Raja of Sattara. THE MARRIAGE ACT. • Mr. E. SMITH presented a petition from Norwich, favour of an alteration in the Marriage Act. Sir JAMES GRAHAM presented a petition from a • p la place in Scotl an d aga i ns t any a l terat i on i n t h e marr i age ce of Scotland. R EGISTRATION OF BIRTHS, DEAVS, AND MARRIAGES (SCOTLAND). The RIGHT HON. BARONET also presented a petition In favour of this Bill. HEALTH OF TOWNS BILL. Sir W. CLAY presented a petition from the Tower Ilamlets in favour of this Bill. Sir ROBERT PRICE presented a petition to the same effect. CONSUMPTION OF GRAIN IN DISTILLERIES. Mr. BRIGHT presented a petition from Bridgewater complaining of the consumption of grain in distilleries. NAVIGATION LAWS. Mr. B. BERKLEY presented a petition from the shipowners of Monkwearmouth against any alteration in these laws. POOR RELIEF (IRELAND) BILL. Mr. HUME said that the Noble Lord at the bead of the Government stated in his speech, in introducing the Landed Property (Ireland) Bill, that he intended that • that Bill and the one for the relief of the poor should Proceed pari passu. He (Mr. Hume) now gave notice that he intended to object to the proposition for granting 620,000/. for Irish railways until the fate of the Irish Poor Relief Bill was known. • NEW POOR-LAW. Mr. FERRAND moved for the production of a re turn of th e number of men, women , and children who 0 0 been committed to prison for offences against the Provisions of the New Poor-law, and the rules and Orders of the Poor.law Commissioners, since the pass 111,g of the New Poor-law Act, up to the I st day i i ) ; April last. Also, copies of all complaints o f boards of guardians in Englan d an d W a l es , res pecti ng t he conduct of district auditors, which have been ad . dressed to the Poor-law Commissioners; together with ej i a „ Pie ll of all correspondence of the Poor - law Commis sii,iners with th e boards of gua rdians and district "'liters, in reference to such complaints.—Agreed to. CASE OF LORD COCHRANE. FERRAND wished to ask the Right lion. Gentleman the Home Secretary a question. He wished to k oo vv t u f t why the Government had not paid back to Mr. - _ the 1,0 00 1 . which he was fi ne d i n connexion will) ' 4.411 ochrane, th a t N o ble Lord having been exone rated ? ' Sir G. h ad ._ GREY said that some years ago an applicat ion o _ b een made t o t h e H ome S cere !ary regarding this mur.Y. The appli cat i on was d ec li ne d at the time, and step had been taken in the matter since that time. did not think the Government had any power to it - terfere. SALE OF FIRE-ARMS IN IRELAND Sir WIL LIAM VERNER rose to call the attention leethe House to the importation and sale of fire-arms in ous ; and o n t hi s subject he m i ght state to the e.one or two circumstances which came under his immediate atonti3n in the c,:)unty with which he wtt , V c 9 n uected. I a one case he knew that in a smal l age there were fire-arms sold to the extent 1004 , and ammunition to the same amount, and the person who so l d it said that if he had double the quantity he could dispose of it. In another case a poor tenant, after paying his rent, had returned to him by his land lord W. for the purpose of purchasing provisions for his family, and the observation he made was that the money would purehaso him a very good gun. He therefore wished to bring before the House some sufficient proof that he had been fully justified in the course which ho had persued—that ho bad done no more than, under the circumstances, was absolutely necessary. Before, however, bringing before the House such documents and such evidence as he thought wonld convince their minds of the state of Ireland, he begged leave to remind the House that a Bill had been passed within the last four years fcr a similar purpose. On the 271 h of April, 1813. a Noble Lord asked for leave to bi ing in a Bill for registering all the arms in Ireland, and also for regulating the mann fzeture of arms in that country, and the introduc 'ion of gonpowd,r and other ammunition. On the second reading his Lordship stated that the Bill would repeal three Acts—that of George 111., George IV., and Wiltiam IV. By several clauses which were introduced it was decided that no arms should he imported into Ireland without tide license of the Lord-Lieutenant, under a penalty of 501. By another clause it was enacted that gunpowder should not be manufactured in Ireland, and thero was a third clause, by which it was directed not only that arms should be regis tered, but also that they should be brandad. He en tertained no doubt whatever that there were large numbers of unregistered arms in the nosaession of the people of IrelanL, and that impression was confirmed by the information he had received front Colonel M'Gregor and other parties likely to he well informed upon this sub jeet. He recollected some Hon. Members saying that they would oppose the Bill, not only clause by clause, but even word by word. In the month of August it was read a third time. He said that, even if the Irish people were in a state of perfect quiescence, and were amply provided with food, there was no necessity to place arms in their hands; but when they were starving, and starving in the midst of plenty, it was the height of im- • policy to place weapons of destruction in their possession. It was a well-known fact that Tipperary was the most disturbed county in Ireland, and yet this was the county in which arms were sold to the greatest ex tent and in the most open mantier.—(Hear, hear.) (The Hon. Member then read a portion of a letter from the Rev. Mr. Clare, illustrative of the state of thins which prevailed in that county. The Reverend Gentleman stated that nothing was more common than to ace half-a-dozen guns thrust through hedges commanding the public highways.) He should not have troubled the House with so many of these letters, but that he was desirous to convince the House that this system was not confined to one district, but extended to the whole of Ireland. The Hon. and Gallant Member then read several other letters to the same purport, and then proceeded to say, that for the fur ther convincing of some Members of that House, he had other evidence of a different nature. This subject was considered of such serious importance that four judger, on their circuits had thought it necessary to draw attention to it in their charges. The first charge which he would read was that of Judge Jackson. That Learned Judge described the intimidating letters which had been distributed throughout Ireland as re sembling in appearance the proclamations of the Crown, bearing the royal arms, and all the other decorative features of those documents. He had been asked by a friend of his to present a petition to the House on this subject from the town of Hoscrea, complaining of the facilities afforded to the public fur the purchase of fire-arms.—(Hear.) The lion. and Gallant Member read a letter from the Earl of Glengall, stating that the auction of arms was continually going forward in Tipperary, and conducted by the very poorest order of merchants. He had it also, on the authority of Mr. W. Wilton, that in the same county they could get a mate shot for half-a-crown. After reading several other docaMents, he said he would assure the Right Hon. Gentleman, the Secretary for Ireland, that he did not impui the slightest blame to him, and he only wished that the Government had brought forward some such measure as this ; and he would, therefore, conclude by moving for a return of the number of the stand of arms in Ireland. Mr. LABOUCHERE said that nothing could be fur ther from his thoughts than to blame any Irish Member for calling the attention of the Government to the state of that country, or for requiring them to take the proper measures for the preservation of life and property there. When they undertook the government of that country, they at the same time took up that responsibility, and it was a source to them of thankful congratulation, that during the calamitous winter which had just passed over their heads, they had not to contend with the evil of many attacks upon persons, or any increase of aggra rian outrages, and he believed he should be enabled to make suctia statement, as would convince the House that any further proceedings of an extraordinary nature was unnecessary. Undoubtedly it . had been the case that outrages had increased during the present year, over the outrages of 1846, but if the House looked to that simple fact as a proof of the failure of their plan, they would be going upon erroneous ground. The out rages against life and the public peace showed but a trifling increase, while of that class of outrages which used formerly to constitute a considerable number of the whole—namely, what were called aggrarian outrages — there had been no increase whatever. This was a suffi cient proof that the system of refraining from Coercion Bills or Arms A c t s h a d been successful, and the House ought, therefore, to pause before they adopted the recom mendation of the Hon. Baronet, to urge upon Govern ment to resort to extraordinary measures for maintain ingg • epthe : eae dst toehande present prsteteoaaattCereeomofdfllar misrepresentationre el letteral a n n d d . . (f. I rT l oh e me hcoldrcduo .Colonel la. oknxi n e e o nel t iny help upon rh t e h eg i n n o k rp th i r n oe n Ir a e i l e a t n d, an t d o t p la ,, e effectmore a imb that stat the e th than n co i t un h t a r d y Ihveaesnin for a some years, and that what d.sturhances took r3placent arose en tirely be farmers distressed state of the country.) n e siascertainedre o from d;r esp the e e f t a a ct lthatrtheisat o obtain sale o o b fa i arms themarosems from the . n ) or l d t er w i t i a n o s their own defence from th e v i o l ence o might be driven to d es p a i r f rom want men who peasants, of Ireland were taught t o l oo k upon the possession of arms as a privilege, they had been forbid den to them, and there was no wonder if they ran a little riot, on the attaining of this new privilege. If it were necessary, he could go into many details to prove his as sertions, that the character of the outrages which had recently taken place were not of an unusual character, and that there was not an increase over the pre ceding years—and hero he could not refrain from rendering his testimony to the Noble Lord at the head of the Irish Government, of whom ho could scarcely speak without emotion, whose firm and temperate conduct, preserved the peace and the lives and properties of the country. He be lieved, on the whole, considering the difficulties by which he was surrounded, his efforts were crowned with as much success as could reasonably be expected. lie was supported, most usefully supported, by the police of Ire land, and by the officer at the head of that department. He was also supported by the army, under the most try ing and hazardous circumstances. Nor could he omit to say the Government received most valuable assistance from the clergymen of all denominations. He believed that the peace of the country could not have been pre served had not Catholic and Protestant alike preached the doctrines of Christian charity; but,for them, it would have been impossible for all the eff arts of the Govern ment to have prevented calamities which would ha , e greatly increased the difficulties of the Government. After an anxious consideration of the subject, he did not believe that any case could be made out to justify the Government to come to that House and ask for extraordinary powers. He did not believe that a greater evil could be inflicted than by a departure from the first principles of the con stitution. It was the duty of every Government to pro tect the lives and properties of the people committed to their charge ; but he could only say in conclusion that a case had not been made out to justify such an inter ference. With regard to the motion of the Noble Lord he had no objection, upon his part, to accede to it. Mr. SHAW said that he could not help saying that the law with regard to the possession of arms, in Ire land, was not in a very satisfactory condition. He was apprehensive that the Government would find out, at some time, that they would be obliged to interfere, in some manner. In saying this, ho should not be under stood to advocate an Arms Bill ,• he was quite conten to leave that to the care of the Government. He could not help joining in the praise awarded to the Noble Lord at the head of the Irish Government, whose conduct had merited the highest praise. The motion was then agreed to. CULTIVATION OF COTTON. Mr. BRIGIIT rose to move a Select Committee to inquire into the progress of the cultivation of cotton in India. Ile said that what the potato was to Ireland, cotton was to Lancashire and the cotton manufacturing towns, and he believed that. if the scarcity of cotton still continued, woulda lso t sp he rc s aanda its s distress baneful wli effects.ichoverwhelmed To show how lrelandtiide supply of cotton stood for the last few y ears, he give the following results :—ln 1844 the stock of c,) . ion in hand in this country was 950,000 bales, or thirty three weeks' consumption. In 1845, it was 1,060,000 bale', or thirty-five weeks' consumption ; while in 1846, it was only 545,000 bales, or eighteen weeks' consumption The result was that, in 1344 the price was 4d. per pound, while in 1846 it had risen to 71 per pound, or 75 per cent. In the year 1844, the quantity of cotton imported from the United States was. 2,400,000 bales; in 1845, it was 2,100,000; and in 1846, it was only 1,800,000, or 2,000,000. Now let them con • trast the importation of cotton in 1820, compared wiih what it was in 1846. In 1820, of American cotton, the importation was, 216,000 bales; and in 1844, it had in creased to the large amount of 1,229,000. In 1820, there was imported of American cotton, 216,000 bales; in 1846, 1,229,000. Of arst India cotton, in 1820, 184,000 bake ;in 1846, 140.000. Of Brazil cotton. in 1820, 140,000 bales; in 1816, 98,000. Of West Indian, in 1820, 84,000 bales; in 1846, only 14,000. In 1820, no Eyptian cotton was imported, while in 1843, it was 50 000. bates. Thus, from 1820 to 1846, while the American cot ton had increased 600 per cent., the East India had only increased 50 per cent. The real question then which they had to deal with was the power of India to furnish a supply of cotton for this country; and, if so, what were the best measures to encourage its growth. lie, for one, had no doubt of the resources of India to produce all t s li t a a t te w s. as ln re l qui 81s re:l instead there of d had be niemppenordtien(gi into h to t th e Unite isct)utld try from India 140,000,000 lbs ofcotton. If this was how much more might it not have increased lied it been encouraged up till this time. Tne Honourable Mem ber, atter reading extracts from several documents on tho subject of growing co:ton in India, and the necessity of encouraging it, proceeded to say thit it r was in order to devise a remedy, and to acquire some kno?.,ctigc of the b t i r.. ac cf el7 , crsura;zir!g its ;:-,rowC,, . that he proposed the present Committee. Die Hen. Member sat down by moving a Select Committee of the House to inquire into the cultivation and the progress of cotton in the East Indies. THE SUN, LONDON, FRIDAY EVENING, MAY 7, 1847. Sir J. C. HOBHOUSE said it was not the intention of the Government to oppose the Committee ; only, as the conduct of the East India Company had been alluded to, he wished to say a few words in regard to their exertions to encourage the growth of cotton in India. From all he knew of the progress of the question, he did not, however, Selectrendering this country or safe from dependence on the United States of A merica. t e h x a p t ec i t ts la u b c o h urs much be n efit from With regard to the East In dia C om p an y , ever since result a in 1787, that body had done its best to forward the growth of cotton. The native cotton was experimented on till 1822, when an attempt was made to introduce foreign cotton. Since then the Indian Government had sup plied report upon report, which would go far to prove that this Committee was not necessary. Still ho had no objection to its appointment.—(Hear, hear.) He said there were now 200,000 acres preparing for the cultivation of cotton, and although it had not yet been s uccessful, he had certainly seen a samp l e perfectly wh ielicould compete with the New Orleans cotton, In deed the prices of the two were near a par. The prin cipal reason for cotton not being imported from India. last year to so great an amount was th e great amount of sp culation in opium. There was also a very great amount of speculation at home. and a large number of freights were taken up for bread stuffs. This accounted to him for the diminution of imports. The Indian Go vernment had made very great sacrifices for the culti • nation of this article in that country. They had spent already 100,0001.. and there was scarcely a mail which did not carry out despatches encouraging works, roads, and canals necessary for the cultivation of this article. He assured the Hon. Gentleman that the India Company telt great interest in the cotton manufacture, and would offer every facility to the Honourable Gentleman in all his inquiries. e rspt: in truhi shoGcold olkaoi tint : lds) b:s ( emt : ohff ß inave, its7t: E caslgoi uotdno ß lfp. ara E iGrconno N pe mtien T ittlritphar l i et_ N utmpei C trorahyl, l Nn)d i leti, einwte s itEnit a ohi said he the ,s h eeae e ldswnuu jodobt was finjiusaeilt Ctcd m estcod.ao o mtns r sd e umlt otpar wpta a : el : puns; it:, not only England with cotton, but all the world besides, With such a guide as this they were not likely to stray when they urged inquiry. But one element for gotten by the Honourable Member for Durham, when speaking of the use of cotton cultivation in the United States was, that it was fostered by a protective duty. That was the point which had been quite lost sight of by the two free-traders who had spoken, but which, he hoped, would not be lost sight of before the Committee which had been moved for. The importance of the subject before them might be ascer tained from the amount of imports from America in 1846, which, at 6.1. a pound, would amount to 13.000,0001. Yet, in return, the whole amount of exports to that country, was something like 1.0560001. Now, that was as item which might be provided for in the colonies of this country. Another point that had been quite lost sight of by the Right [Ton. Gentleman, was the effect which the railways in India would have upon the cultivation of cotton in India. It was not rail Ways that the Right lion. Gentleman seemed to patronise, but those anti deluvien works, the canals.—(Laughter.) The con struction of railways would save the use of four regi inents of infantry, and that would go far to liquidate the whole of the expense of the railway ; and he, therefore, honed that this would be one of the subjects that would soonest be brought under the consideration of the House. It had been boldly asserted that foreign nations would take either gold, or manufactures, as payment for their corn, but he did not think that opinion would be entertained row either on 'change in London, on the Corn Exchange in Manchester, or in Liverpool. Last Monday the first Minister of the Crown said, it was not expected that other countries would allow us to take their corn without paying for it, and then addressing himself to him (Lord G. Beretinck) he said, " You say that we shall have to send out gold for it. I shall, per haps, astonish you," continued the Right Hon. Gentle man, "when I say that I wish it may be so."—(Great laughter.) -But would the late First Lord of the Trea sury say so now. We were taking the corn of Prussia, and the timber of America, but the words of the Right Hon. Gentleman has been justified with a vengeance for the United States would take gold, and nothing but gold, for their corn, and he would venture to say that the most rabid advocate of free trade would not now be disposed to say either on 'change in London, at the Corn Exchange in Manchester, or at Liverpool, that the Americans would take either gold or manufactures in exchange for their corn.—(Laughter.) Ho thought that the best question for this Committee to consider was, whether they should encourage the growth of cot ton in India, by restoring the duty on American cotton? By such a proceeding they would be encouraging the cotton of a country that would be satisfied to take our cotton manufactures in payment ; whereas the Ameri cans had expressed a determination to be paid in sovereigns, and nothing but sovereigns, and those s?ve• reigns, too, of the last coinage, in order that there might be no loss of weight —(Cheers.) At this point an Horr. MEMBER moved that the House be counted, when there not being forty Members pre sent it was adjourned shortly after Eight o'clock. ROYAL POLYTECHNIC INSTI- TUTION. At this popular establishment, on Monday last, the firit of a course of lectures on the highly interesting subject of the Chemistry of Vegetation was delivered by F. H. Holmes, Esq., chemical lecturer to the Aldersgate and Charlotte-street schools of medicine, &c. - - The subject of this first lecture was on the composi tion of plants, which be explained was made up of various chemical substances. These substances he pro posed to take seriatim, and to show that the structure as well as the proper nourishment of plants was dependent on these agents. The distinguishing features of the lecture were how the salts of potassum, sodium, and lime were taken up from the soil in their different forms, pointing out those upon which their mechanical structure was essentially de pendant, in contradistinction to those which were selected for the food of plants, and also how the col our of the foliage had its origin. There was a great deal of new and useful information given in a most simplo and engaging manner, and, as the lecturer proceeded, the facts were demonstrated by many striking experiments. The chemical portion of the lecture embraced too much for our limited space, but we would advise th ose w h o are interested in the subject to attend and judge for themselves RAILWAY INTELLIGENCE. HOUSE OF COMMONS.—TIIIIRSDAY. THE BIRMINGHAM AND OXFORD JUNCTION, AND BIRMINGHAM, WOLVERHAMPTON, AND DUD LEY RAILWAYS AMALGAMATION. The following is the areument of Mr. Cockburn in this most important case, in support of a locas standi, on the part of the petitioners against the Bill, and to which we could only allude last evening, in consequence of the late period at which the Learned Counsel concluded. Mr. WHATELEY having addressed the Committee on be half of the promoters, The CHAIRMAN' wished to know who were th e opposing parties? Upon which Mr. COCKBURN rose and said :—Sir,—Some difficulty has, it appears, arisen as to the rights of certain parties for whom I have the honour to appear before you. I have now to make an application on their behalf, and claim to be heard for them in support of the allegations contained in their petition. I am prepared to support that application by numerous precedents, and I am satisfied that from the facts of the case, as I shall have the honour to bring them before you, you will say that if there were no precedents this is a case in which a precedent should be made. I have the honour, Sir, to appear before you on behalf of certain parties, who are neither more nor less than the great mass. Allow me for a moment to descend from the prayer of the petition to the objects sought to be attained by the petitioners. The petitioners pray that the Bill may not be allowed to be pro ceeded with, and they pray to be heard by counsel against the Bill, and against the clauses, as affecting their interests. The CHAIRMAN—It is with tha preamble of the Bill that we have to deal, we have nothing to do with the conduct of the directors. Mr. COCKBURN—I really hope that the Committee will allow me to proceed with my address to the Committee. I will not put forward a single argument which, when you, have heard me, will not, I think, lead you to the conclusion that that which I seek to effect on the part of the petitioners is entirely within the power of this Committee to grant. The preamble of the Bill states, first, that an Act was passed in the last session of Parliament, called the " Birmingham and Oxford Junction Railway Act, 1846," by which Act a company was incorporated for carrying the undertaking thereby authorised into effect, under the name of the" Bir mingham and Oxford Railway Company," and then comes the important recital to which I beg to call your particular attention, as it is a part upon which the shareholders are re solved to make their stand before this Committee —they being convinced that justice cannot be done them, or them selves protected from, to say the least of it, most flagrant in justice. The CHAlRMAN—lnjustice to individuals is not part of our province to inquire into. Mr. COCKBURN—I trust you will hear what I have to sa y , if not I shall not further trouble the Committee. If, Sir, you have made up your mind not to hear my case, why then I shall sit down. The CHAIRMAN—Go on, Mr. Cockburn, Mr. COCKBURN—Sir, I beg to call your attention to the recital of that Act. Now I turn to the petition : the peti tion states that the recital in the preamble is positively unjust. And what does it recite? It states to your Honourable House that it is expedient that the three railways should be united into one; and the Birmingham and Oxford are desirous of being united into one with the Birmingham, Wolverhampton, and Dudley; and upon' this ground they come forward and require powers to dissolve both companies and fuse them into one—one destroying altogether the con stitution of the essential bodies, dissolving the constitution and forming a new company out of the two existing com panies. And in order that that could be done it was neces sary that the consent of the Birmingham and Oxford Railway company should be obtained. You cannot when a company is constituted purchase the right vested in them by their Act of Parliament, unless by the consent of the shareholders. It would be a monstrous thing, to use the mildest terms, to take away that right from them, and appropriating that to some one else. Then it is essentially the very foundation of these whole proceedings that that part contained in the recital of the Bill to which I have alluded should first have to be proved. How then, is it to be proved? Is it to be proved by ex parte statements ? or if not to be proved by ex parte statements, how can it be proved except by allowing the petioners to give evidence upon the subject? But that is not given ; but, upon the contrary, if all the statements of the promoters which this Act contains be ; received as true by the Committee, they would evidently be - going,if the facts contained in the allegations of the petition be proved, upon a false and erroneous position. It is impossible to collect from the prayer of the petition, which is of the common form, without looking to the petition itself, the scope which the petitioners have in view in framing their petition. Nor can any person see to what that petition relates except the whole facts and statements contained in the petition are care fully considered. In the usual form of presenting petitions, it is usual to set forth your grievances in the body of the pe tition, and then at the end you commonly pray to be heard by your agents-.by your counsel—against the Bill. It is not necessary, in the prayer of a petition, to recite all the points of the petition. Lou state your facts, and then you pray to be heard against the Bill. That petition begins by reciting that a Bill is pending now. Now, Sir, I show that it was quite necessary that the consent of the shareholders should be received under the Act of Parliament. Let me pause for a moment, and turn to the Act incorporating the Oxford and Birmingham Railway Company. By the 69th clause of that Act provision is made that the power of leasing or selling the line to the Great Western Company shall not be enacted unless by consent of three-fifths of the shareholders. (The clause was here read.) The next section is the 70th, which makes further provision on the subject. (Clause here read.) These two sectioas appear in the allegations of the petitioners to which I have called your attention, and you will find by and, bye, as we go on, that the sale or lease of the Birmingham and Oxford to the Great Western Company has not been approved of (as we are aware the provisions of the Act require) by three-fifths of the shareholders. A special general meeting had been assembled for the purpose of considering the propriety of the transfer of the line to the Great Western. On the other hand, it was also important to bear in mind that by the provision contained in the next clause it is enacted, that in the event of the sale or lease not taking place, the Great Western Company has the right con ferred upon them by their Act to compel the Oxford and Birmingham Company to convey to them, by what is called in Parliamentary language running clauses, by which they should have the power of running over the line under such circumstances and regulations as the Board of Trade, or whatever public department that may be intrusted with the management of these railways should determine. The petition then went on to say Tbat a Bill is now pending before your Honourable House, intituled, `A Bill for uniting the Birmingham and Oxford Junction Railway Company and the Birmingham, Wolverhampton, and Dudley Railway Company into one company, and for authorising the sale of the Birmingham, Wolverhampton, and Dudley Railway, and other new works to the G rea t Western Railway Company.' " That your petitioners are shareholders in the Birmingham and Oxford Junction Railway Company. " That besides the object of opening a second line of com munication from Birmingham and the North of England to London, by means of the said Birmingham and Oxford Junction Railway, another main object aimed at by the pro moters of such railway was a better communication from Lancashire and the north, as well as the central parts of England, to the port of Southampton, for the purpose of effecting which the line of the Birmingham and Oxford Junction Railway was so laid out as to join the line of the Great Junction Railway at the station of the latter at Birmingham. s That in the Act of Parliament incorporating the said Birmingham and Oxford Junction Railway Company, after giving powers of sa l e or lease of the railway to the Great Western Railway Company ,f(3 it is express ly provided, that if the Birmingham an d Oxf ord be purchased or rent e d by the rd GreatJunct Westernon ltail Railway l s w h a o y u l d not Com pany, it should be lawful for such company to use the rail way, by the said Act authorised, on such terms and subject to such regulations, and on not exceeding the rat es and tolls of suchArcattelsimaintdedt,ols as tolls by that might be agreed up on t etween the said companies , or in the event of difference between them, as might be settled by re ference to arbitratio n , th e umpire being a pp o inted by the Board of Trade or oth er G overnment board for the time beini, intrusted with the supervision of railways." The petition then goes on to state Oxford Junction Company was "that the Birmingham and thus subject to the right of the Great Western Railway Company to use the line, in any event as an independent company, and was at full liberty Co receive and make arrangements for the transit over its line of the traffic of any other comany as well as that of the Great Western Railway Company." That is clearly the ex pressed intention of the Legislature. They contemplated by the passing of this Act th at t h e G rea t Western Railway Company should have the power of purchasing or leasing this line, and that the shareholders of the Birmingham and l Oxford Railway should have the power of selling their line to the Great Western Railway Company. Powers were given in the Act for the one party to sell or to let, and for the other to purchase or to take, as they would be minded. No com pulsory power was granted by Parliament in passing this Act to either of the parties, either to the shareholders of the Bir mingham and Oxford Company on the one hand, or to the proprietors of the Great Western; on the other; both parties were left perfectly free, they could come to terms if they thought proper, to sell, to buy, to let, or to take, if they thought proper, or hold the line if they thought proper. Then, in case no such arrangement was made with the Great Western Company with respect to the lease or pur chase of the line. both parties were left precisely in the same situation • a permission was granted to the Companies to do certain th ' ings, but no obligatory power was given to eithor parties, either parttes were left entirely at liberty_ to enter or not into contracts if they thought proper. The petition then goes on to state a that, on the 12th day of August,, 1845"—I call particular attention to these dates, as they will be found to be important in the consideration of this question—" that, on the 12th of August, 1846, the directors of the said Birmingham and Oxford junction Railway Com pany issued an advertisement, calling on the shareholders to send in their scrip certificates by the 15th of September then next, to be exchanged for sealed certificates, and that they afterwards extended the tim e f or sending in such scrip cer- tificates until the 24th of October next. That many of the shareholders in the said Birmingham and Oxford Junc tion Railway Company sent in their scrip certificates accordingly before the end of the month of September, 1846. That many others of the shareholders sent in their • scrip certificates before the 24th of October, but that no sealed certificates were issued by the said direct ors until on or after the 14th of Decembe r, 1816;" and I obs erve h ere that these facts and dates will be found to have a material bearing otherupon the question with respect to whether the consent of the shareholders ever has been given at all to this undertaking, We say that the petitioners been prevented from express ingg, their epinions on the subject by the use on the part of the directors of undue and unfair means, and that the real s e of the shareholders has never been taken in the affair at all, roposed to and even when the sense of the shareholders was taken a was found to be decidedly opp o _aed ey to g t a h e e n ce t i e ur a s a e y, p " That in be pursued by the directors. Th the interval between the sendingeinat,oe ofsu chsuSechripeeeaelretdificatee and the issuing, or coming cer tificates, large quantities of shares in the said company w ere sold, or con tracted to be s old , and according to the custom of the share market, it was a condition of such contracts that they should be completed and the purchase money paid, on the issue or coming out of the sea l e d cert i f i • cates, until which time t e names e shares remained atihneedaerlelgerisa,tewrehdeinalothaea books of the company in th c ould vote in respec t thereof at any meeting of the said com pany held before the issuing of su c h sealed certificates. " Now, Sir, it is possible that Hon. M em b ers who have had no thing to do with railway shares may not perfectly under stand the meaning of this—if not, allow me to explain it to the Committee. You are aware that when a party signs the Par liamentary contract, and . pa's his deposit, he receives what is ca ll e d scrip shares, which simply record the fact of the holder having been a subscriber to undertaki ng ,t w h yh e etheerntl legally e t e o t t , h h e aa sh e a ft r e e i s l payment of the deposit money has and t h at the i e t g ie a l ll in the company. deed is separated end se been parted with Thatfrom hand to hand, that perhaps the party by an interval, not who signed the . . by the board or provisional committee as before. The direc tors then issue an a d ver tisement, calling th e part i es h o ldi ng scr ip certificates to b rin g them in and receive in exchange the sealed certificates of the company, making them members of the company, and registering them as such. At that time the shares are in of twenty, thirty, or even fifty persons from the party who is entitled to receive the shares in the company. When the Act of Incorporation passes, then the directors w h o continue in office, till, according to the provisions of the Bill, a jeneral meeting is called for the ele c t ion o f f res h di rec t ors , an d e:ftet their title to the interest which they have i n the compii. ll 3". The directors of the company issued an adverti s eme n t, tha: the scrip certificates should b e sent i n by th e 15th o f September, 1846; that time was afterwards extended to the middle of October, 1846. The petition, Sir, then goes on to state as follows :—" That the first general meeting of the Birmingham and Oxford Junction Railway Company was held on the 30th of October, 1846, and up to that time the Great Western Railway Company had made no overture whatever to the shareholders, nor, as your peti tioners believe, to the directors of the Birmingham and Oxford Junction Railway Company, for any purchase or lease of their undertaking. That at such meeting the following reso lution was put, namely, 'That as this meeting deem it expedient that an amalgamation of this company with the Birmingham, Wolverhampton, and Dudley Railway Company should be formed, the directors be authorised and requested, in con junction with the Birmingham, Wolverhampton, and Dudley Railway Company, to apply to Parliament in the next ensuing session for an Act or Acts to carry such amalgamation into effect, providing in the said Act for power to lease or sell the two lines when amalgamated, or any part thereof, to the Great Western Railway Company, the directors being requested and authorised at once to negotiate with that com pany for some arrangement for that purpose. That at the said last mentioned meeting—(l beg to call your particular attention to this fact) —that at the said last mentioned meeting Mr. Charles Russell, the chairman of the Great Western Railway Company, being also a director of the Birmingham and Oxford Junction Railway Company, was present, and a discussion having arisen on the subject, it was stated by the said Charles Russell that he was not prepared to make any overture on the part of the Great Western Railway Company for the purchase or lease by them of the Birmingham and Oxford Junction Railway, referring at the same time to the power of the Great Western Rail way Company, under the Birmingham and Oxford Junction Railway Act, to use the line of the Birmingham and Ox ford Junction Railway in any event, and expressing a strong opinion in favour of the proposed amalgamation with the Birmingham, Wolverhampton, and Dudley Rail way Company." Now, it will be observed that. the proposal made at this meeting was entirely different from that pro posed in the Birmingham and Oxford Act, for the sale or lease of the line to the Great Western; but it was a proposal for a totally different thing; it was a proposal for an amalgamation of the Birmingham and Oxford Junction Railway with the Birmingham, Wolverhampton, and Dudley Railway, and proposing to unite them both into one line. But the Birmingham, Wolverhampton, and Dudley Rail way was a totally independent and different company from that of the Oxford and Birmingham Railway Company. You will observe this most important fact, that when Mr. Russell, the chairman of the Great Western Company, was called upon to say whether or not the Great Western Com pany proposed to rent or to purchase the Birmingham and Oxford Railway, Mr. Russell says—" No; we are not pre pared to do that, for it is not necessary to do so ; we have already the power to use you : we' can use you, whether you will or not. It is not at all essential to in to purchase a lease of you; but I tell you what I will do: if you, the Bir mingham and Oxford shareholders, will consent to a dis solution of your own company, and an amalgamation of your company with the Birmingham, Wolverhampton, and Dudley Railway Company, then we, the Great Western Company, will be prepared to take you up and agree to puchase both companies." The share holders, as might. justly be expected, dissented from the proposition made to them by Mr. Russell, the Chairman of the Great Western Company. The petitioners then proceed to state in their petition " That many of the shareholders of the Birmingham and Oxford Junction Railway Company were wholly opposed, and several of those present at the said last-mentioned meeting expressed themselves as opposed, to the proposal made at the said meeting for the amalgamation of the Birmingham and Oxford Junction Railway Company, and the Birmingham, Wolverhampton and Dudley Railway Com pany, and the negotiation then proposed for the sale of the Birmingham and Oxford Junction Railway to the Great Western Railway Company, inasmuch as the undertaking of the Birmingham and Oxford Junction Railway Company would be more valuable by being in a position to receive and make terms for the traffic of other lines, and by not being confined to that of the Great Western Railway Com pany alone, and inasmuch as the shares of the Birmingham, Wolverhampton, and Dudley Railway Company, were of much less value and at a much h.wer price in the market than those of the Birmingham and Oxford Junction Rail way Company. That, notwithstanding the opposition so made at such meeting of the 30th October, the said resolu tion so proposed as aforesaid was pressed by the directors, and declared to be carried." Now, Sir, I come to a most impor tant allegation in the petition, as tending to show that the consent of the shareholders was not obtained. The petition states "That the shares of the Birmingham and Oxford Junction Railway were, and are still, of much greater value than the shares of the said Birmingham, Wolverhampton and Dudley Railway Company, and that the shares of the Birmingham and Oxford Junction Railway Company are, in the opinion of your petitioners, worth considerably more than a premium of 101. ss. per share. That your petitioners believe that the pro posal to amalgamate the same two undertakings was supported by the directors of the Birmingham and Oxford Junction Railway Company contrary to the interests of their proprietors, and because they were, to a great extent, direc tors in both such companies, and because three of the directors of the Great Western Railway Company were also directors in both such companies. That the interests of the shareholders in the Birmingham and Oxford Junction Railway Company, as a separate company, were in conse quence attempted to be sacrificed to the interests of the Great Western and Birmingham, Wolverhampton, and Dudley Railway Companies. That at the time of the said meeting of the 30th of October the directors of the Birmingham and Oxford Junction Railway Company held large quan tities of shares in that company, and in consequence of the changes which had taken place in the real ownership of large quantities of shares in the said company during such interval between the sending in of the scrip certificates and the coming out of the sealed certificates as afore said,the number of bona fide shareholders in the said company entitled to attend and vote at the said meeting had become very much reduced." The petition then goes on to state the various provisions of the Act, and the agreement entered into by the directors with the Great Western Railway Company to the six articles of which I beg to call your particular attention, more especially to the sixth article in the agreement. I will now read to the Committee the general terms of an agreement entered into between the directors of the Birmingham and Oxford Rail way Company, and of the said two lines by the Great Western Railway Company:— " Ist. The capital of the Birmingham and Oxford and Bir mingham, Wolverhampton, and Dudley Companies to be considered as amalgamated, and taken at 1,700,0001. .2d. The Great Western Railway Company agree to pur chase the said two undertakings by payment of 101. ss. premium on each share of 201., the said premium to become payable within six months after the completion and opening of the lines. The Great Western Railway Company are to be subject to any liabilities necessary for the completion of the said lines, and for the purchase of the Stratford-upon- Avon Canal, over and above the same capital. "3d. That if the railways shall not have been completed by the Ist. of January, 1850, the premium of 101.55. per share shall be considered due on the Ist of July, 1850, to those proprietors who have duly paid up the amount of their calls, and who have not been in arrear at any time for three months, interest being paid half-yearly at the rate of five per cent. per annum on the said premium of 101. 55., from the let of July, 1850, until the said premium shall become payable as hereinbefore provided. The Great Western Rail way Company may require the opening of any portion of the line previous to the completion of the whole of the works being executed, in which case the premium of 101. ss. shall become due and payable within six months after such partial opening in the same manner as if the whole line had been completed. "4th. Interest at the rate of five instead of four per cent. per annum to be allowed to the proprietors of the said com pany upon all calls duly paid during the construction of the lines, and in respect of any sums paid in anticipation of calls, interest at the rate of four per cent. per annum shall be al lowed on so much as is advanced until it shall have been called up, when five per cent. per annum will become pay able; coupons:to be given by the Great Western Railway Company when the 201. share shall have been paid up or advanced, entitling the holder to the premium of 10/. 55., and interest upon the terms hereinbefore provided. " btb. That any further capital required for the purpose of the said companies shall be provided by the Great Western Railway Company, either by creation of shares or otherwise, as may be sanctioned by Parliament. 6th. The Birmingham and Oxford and Birmingham, Wol verhampton, and Dudley Companies are to be amalgamated, and powers taken for laying the broad as well as the narrow gauge thereon, and an arrangement is to be made for blend ing the Great Western board with the directors of the amal gamated company in such manner as to give the Great Western Railway Company an effectual control over the expenditure of the said undertaking." Now the petition; goes on to allege: this important point— namely, that such an agreement was not within the powers of the Act of Parliament by which the Birmingham and Oxford Company had been incorporated, and that it was a violation of the powers conferred by such Act on the directors of the company. With respect to that there cannot be the slightest shadow of a doubt that the Act which constituted the Birmingham and Oxford Railway is an Act to form a company to construct a railway between Oxford and Bir mingham. This claim, therefore, made by the directors to carry out that which was the very essence—that the shareholders should be consenting parties—had been totally disregarded. The proposal was to amalgamate the Birmingham, Wolverhampton, and Dudley Railway Company with the Birmingham and Oxford. Railway Com pany. Now the Birmingham and Oxford shareholders say this—they say it is not fair upon us that the Great Western Railway Company do not choose to purchase us, and give us those terms which the value of our shares in the market en title us to expect. The Great Western Railway has, it is true, offered to purchase us, provided we became fused with the Birmingham, Wolverhampton, and Dudley Railway Company. Now the shares of the Birmingham, Wolver hampton, and Dudley Company are not so valuable as our shares. They are lower in the market, and the consequence of the fusion or amalgamation of the two lines will be that of bringing the shares to a mean value, equivalent to the premium to which the respective companies are entitled, and the effect will be a loss and great sacrifice on our part, be cause that, whereas we can get 15 per cent. for our shares, if we are amalgamated with the Birmingham, Wolverhamp ton, and Dudley Railway Company, we shall only get a something for our: shares equivalent to the mean value of the shares of the two companies. The petition then goes on to state, " That certain of the shareholders of the Birming ham and Oxford Junction Railway Company, who had at the same meeting, of the 30th October, dissented from the proposal of amalgamation then made, became aware, be tween the said 12th of November and the end of that month, of the said agreeement of the 12th of November; they entered into a communication with with the directors of the London and North-Western Rail way Company, and addressed .to them a memorial of which will following is a copy." I 11just call your attention to this as important because it is n ecessar y to see what was the opinion of the shareholders upon the subject . thatvery m I t t i we a great would not b e material except to show that at body of the s h are holde . rslw7e m d a is k s i e n n g tie t n h t e s. ir A o s pi f n a i r o , n a s t l k ea n s o t :v a n s , dissentients they were they had the opportu t n s aT of the propositions and designs of the wh e d n i r t e h c e t o s r e s n , s e e n o d f y t h o u e will shar e s i e i e o l a d f e t r e s r , h Itake is a d you been taken further, k enitthat the ctiloenaroefstthcase Lewgilisiicahtawrf eTvheer memorialbrought before goeson th to e sctoantsei—dera " To the Directors of the London Company.Londonand North-Western Rail waythe undersigned, j anetJunction Railway-, proprietors adw a o y f , shares eing iwnh " otl G hlye en dß t i l si e sr m amt e ii - h d at w e i ' t a h n t d h e Oxford v rep t ort n ed c proposals ompann i a n n a d d ee especially e u i s a l b l )y -"atteermpt which is being made, as a N tlie Great Western, to unite the disapproving the oafa f the th e Greatinjurioush treaty Railway ;s a preliminary measure distinct undertaking, the Birmingham, with and Dudle).- Railway Company , respectfully yoi will consider the propriety of proposing Birminghamrt oafnottheertarnaeacind that ternents by which the Birmingham and Oxford Wolverhampton,requestsome rr line might be connected with the London and North-Western Rail ray Company, and if you think such a measure de sirable, that you will at once submit some offer for con sideration." Ir. C the Chairman of th e L on d on and North 1,. Glyn) T t ;1( estern Ra it,wompany, sent in r e ply to t hi s memorial ay the following M iswe ' r :L7ndon and North-Western Railway, London, 2d Dec. 1846. 44 sirs,-1 have the honour to acknowledge the receipt of . •noria 1 signed by you and other parties interested in the mk- .0,. , - T et and Oxford Railway (having recei ve d a the Birmi,.._ u 1 from other shareholders in that company similar inernoZia- 'hire), expressing your dissatisfaction with resident in Lailea'-, by the Great Western Railway directors the terms offerZeu,. t. hat uidertaking, and calling on the Lon for the purchase of ..rn Company to propose some other ad don and North-West-, , s, and to secure the effectual carry vantageous arrangemen, 1 original intention of the under ing out of that part of th. •-•) a continuous communication taking which had reference 1, ' and the Sontb. There is no between Lancashire and Oxfora ••_ Western Company have doubt that the London and Nortt. "Inction had before their still the same interest that the Grand u . , ted communication union in obtaining the most uninterr4 =pion, and they N• • between Lancashire, Oxford, and Sout view to the local would on that a c coun t, as we ll as with a - • }sting , Lrar ~ ex oc, objects of the li ne , an d th e p ur p os es of their „aid be pre be ready to con s id er y our sugges ti on . They w, ~ •,,;, pared to unite with th e G rea t W es t er n Company `'-, t, 8 i 1 -" r lease of the Birmi ng h am an d O x f or d li ne , u nd er whit. v i se objects might b e secure d, an d th e pu bli c wou ld h ave c 's° the advantage of a very low scale of rates and charges . ,' and by the amalgamation Act of the London and: North- Western Company lower than that of the Birmingham and Oxford, and much lower than that of the Great Western. With this view, and to effect this joint arrangement, the London and North-Western directors are prepared to unite with the Great Western Company in proposing terms considerably more ad vantageous to the Birmingham and Oxford Company than those which have been offer e d by th e G rea t W es t ern. - If the Great Western decline this suggestion, which we have com municated to them, the London and North-Western, desiring still to carry out these important objects, are prepared, when the present offer of the Great Western is disposed of, to pro pose on their own acccunt a basis of arrangement which will, they doubt not, meet with the views expressed by you and the other memorialists. I beg to add, that we shall be ready at any time to receive a deputation from the memorialists as aeon as you may think it desirable that a meeting should take place.—l have the honour to be, Sirs, your obedient ser vant, _ .._ " GEORGE CARR GLYN, Chairman. .._ " To James Buchanan, Esq., and others." Now, Sir, it is clear that at that time the shareholders had the fall right to recede from any engagement into which the directors might have led them. This fact is important, because the petitioners allege that on the 12th day of November the directors entered into an agreement with the Great Western Railway which could not be binding, inasmuch as it had not received the sanction of the share harebolders, but preparatory they called a meeting, a special general meeting, which was convened on the 4th day of De cember. On that day the meeting was held. The petition stated—" That a general extraordinary meeting of the Bir mingham and Oxford Junctionaailway Company was called by the directors for the 4th day of December, 1846, for the purpose of considering the said agreement between the directors of the Birmingham and Oxford Junction Railway Company and the directors of the Bitmingliam, Wolver hampton, and Dudley Railway Company cn the one part, and the directors of the Great Western Railway Company on the other part. " That on the said 4th of December a still greater change had taken place in the ownership of shares in the said Bir mingham and Oxford Junction Railway Company, and fur ther, large quantities of shares had been sold on the condi tion that they should be paid for the purchase completed on the issue of the said sealed certificates; and several of the directors of the said company h a d , previously to the said 4th day of Decemb er agree d to sell certain of their shares on the same condition, and they had obtained for the sarße, in consequence of the negotiations aforesaid, premiums " That shortly before th e sa id 4 t h of December. the said directors had declared their intention to issue the sealed certificates on the said 14th of December. That strong representations had been made to the said di rectors betbre the said meeting, but after it had been advertised, by Mr. Elias Joseph Masley, Mr. John Meeson Parsons, and others of the dissentient shareholders, calling upon them to postpone the holding of the proposed meeting until the said sealed certificates should be issued, in order that the bona fide proprietors cf the shares might be repre sented; but the directors wholly disregarded such repre sentations. " That under the circumstances before stated it was highly improper in the said directors to hold the said meet ing of the 4th of December for the determination of so vital a matter as the absolute sale of the undertaking, inasmuch as no sealed certificates of shares had been issued by the said directors; and in consequence of non-issue of such cer tificates many persons who had agreed for the purchase of shares in the said company were unable to complete such purchases, and were unable, therefore, to attend and vote in respect oisuch shares at the said meeting." Now, Sir, I pause and ask whether, under these circum stances, considering that the Act of Incorporation passed in the month of August, and that the directors had advertised for sending in the scrip with a view to the issue of sealed certi ficates on the 15th of December, that they themselves after wards postponed the issue of those sealed certificates. On the 24th of October, the first general meeting was about to take place; on the 13th of October they further postponed the issue of the sealed shares till the 14th day of December, and then having entered into an agreement with the Great Wes tern Railway Company, of the directors of which six were directors of the Birmingham, Wolverhampton, and Dudley Railway Company. A number of these directors sold their shares on the 4th of December anterior to the issue of the sealed certificates, knowing, as they must have well known, of the fact of the postponement of the meeting, and of the issuing of the sealed certificates till the 16th day of December ; and knowing, as they well did, that by the postponement of the issue the effect would be, that a great body of the share holders would be prevented from attending that meeting, and giving their voice, or expressing their opinion upon the sub sect of the agreement. Let us see, now, what took place on the 14th of December. The petition goes on to state, "That, notwithstanding these remonstrances, the directors of the Birmingham and Oxford Junction Railway Company per sisted in holding such a meeting. Philip Henry Mentz, the chairman of the said Birmingham and Oxford Junction Railway Company, then referred to and produced a copy of the said reply of the said Mr. Glyn to the said memorial. which is stated to have been forwarded to him by the directors of the Great Western Railway Company, to whom the same had been sent by the directors of the London and North-Western Railway Company, and many of the proprietors then present opposed the then proposed arrangements with the Birming ham, Wolverhampton, and Dudley and Great Western Rail way Companies, and insisted on the propriety of making terms for the possession of a portion of the traffic of the Lon don and North-Western line, as well as that of the Great Western Comnany. "That at the said meeting of the 4th of December the said Elias Joseph Mosley, being called upon to do so by certain observations then made on the subject produced, and referred to the said letter from the said Mr. Glyn, stating the readiness on the part of the London and North- Western Railway Company to treat on such an offer of 15!. per share. " That at such meeting of the 4th of December the said agreement of amalgamation and sale made on or about the 12th of November, was read to the meeting, and a resolu tion was proposed that such agreement should be ratified and confirmed, and that the directors should be authorised and requested to take the necessary steps for carrying the same into effect ; whereupon an amendment was moved by Mr. George Turner, an original shareholder, to the following effect :—"That, inasmuch as by the non-issusing of certifi. rates in this company it has been impossible to complete the purchase of a large number of shares, by which parties en titled to hold them, not being able to obtain the necessary transfers, are precluded from giving their opinion on the subject submitted for the consideration of the meeting this day, and and it appearing that the certificates are to be issued on the 14th instant, it is expedient that this meeting be adjourned until the 14th of January next." Such was the nature of the proceedings to which I have alluded. If that was too long a period, why did they not adjourn to the 15th December, so that all the shareholders entitled to vote would then be able to be pre sent and express their opinion of the agreement with the Great Western Railway Company? By adjourning t o that time all the persons shareholders in the concern would have been enabled to be present to vote. I ask, therefore, is it not the bounden duty of the directors, if they were bona fide anxious to serve the true wishes of the shareholders upon the subject, and whether, conformably to the provisions of the 9th and 10th Victoria, an Act constituting the Birmingham and Ox ford Railway, and requiring an attendance of shdreholders at a general meeting for the purpose of approving such agree ments—l ask whether the directors were not in duty bound to call that meeting? They had postponed issuing their shares from the middle of September till December, that being a period of three months. The meeting was called for the month of October. It was again postponed till the 14th of December. We believe that had not this arrangement been carried out a great number of the parties holding shares in the company- were adverse to the arrangement made with the Great Western Company, and had they postponed the meeting till the 14th of January, when the sealed certificates would have been issued, the se and express would have been enabled to at tend the mee t ing express their opinion as dissentien t s hareholders. Now. the shareholders present did not represent, we are sure, the majority of the company; they were but a small minority. They might have said we are a miserable handful, the mere minority of the proprietary of this company, and sealed certificates not having been issued, the great majority of shareholders cannot possibly have the right; and had such persons been present at the meeting there is not the smallest doubt that the resolution would have been carried. They persevered, however, with the resolution, and it was carried. I know it is an argument to be relied upon by my Learned Friend, that it was not necessary that those sealed certificates should be issued to enable the body of shareholders to vote. I have no doubt, my Learned Friend might say, that if the meeting had been postponed till the 14th of January it would have been fatal to the Bill. Not at all ; because the directors of the company could have gone on with the preliminaries of the BilL What was required of them was only to commence the initiatory proceedings. That was all that was necessary before the directors came to the Com mittee to ask them to sanction the dissolution of the Bir mingham and Oxford Railway Company, and its amalgama tion with another company. I cannot, then, think that there can be much weight in the argument of my Learned Friend on this point. I will show you, if I am allowed to do so, that they could have postponed the meeting without the least danger to the Bill. The directors , however, boldly took up their position and said—We are the directors of the company—we are the majority of the per sons present—we Now have got a majority, and we will exercise on m rri n g t ht. e was . ment let us see what took place after the amend The petition goes on to state, " That g rsiuci resolution t ench e _ l amend was declared to be lost , and the was then put, and declared to be carriedo at the same meeting, although the directors the said Birming ham and Oxford Junction Railway Company had no power under an Act of Parliment to enterintotehree sa t id he a r gr ef e o e r - e agree ment of amalgamatio n and sal e, and were obliged to apply for a new Act of Parliament to carry the same into effect. That your petitioners believe that the issuing of the said sealed certificates was purposely delayed by the said directors of the Birmingham and Oxford Junc tion Railway Company, for the purpose of preventing a large and influential number of persons, who had purchased shares, and were bond fide entitled to and compellable to pay for the same on the issuing of such certificates, and who, to gether with the dissentients actually present at such meeting of the 4th of December, might h ave prevented the passing of the said resolution, declar e d t o h ave b een carried thereat from attending and voting at such ;meeting. That your petitioners further believe that the said directors fixed the time for holding the said meeting of the 4th of December prior to the coming out of the said sealed certificates, and refused to adjourn the said meeting, with the same object and design of preventing such persons from so attending and voting thereat. "That the said agreement of amalgamation and sale so de clared to be ratified by the said meeting of the 4th of Decem ber, is wholly invalid at law and in equity, and is an excess of the powers granted by the Birmingham and Oxford Junction Railway Act. "That it is essential, f for the interest of the publicas.w.e.ll as of your petitioners and their fellow-shareholders, h e a madet the Birmingham and Oxford Junction Railw a y should be COURT CIRCULAR. The Queen and Prince Albert rode out on horseback yes ;erday, attended by the Hon. Miss Stanley, Lieut.-Colonel :he Hon. C. B. Phipps, and Colonel Bouverie. Lord John Russell had an audience of her Majesty yester day at Buckingham Palace. Their Royal Highnesses the Prince of Wales and the Princess Royal took an airing in au open carriage and four yesterday. Their Royal Highnesses Prince Alfred, the Princess Alice, and the Princess Helena took airings yesterday in the Royal pleasure grounds. The Royal dinner party, yesterday, at Buckingham Palace, included his Serene Highness the Prince of Leiningen, his Excellency Count Kielmansegge, the Duchess of Inverness, Viscount Sydney, and Lord and Lady John Russell. The band of the Royal Regifitent of Horse Guards was in attendance during dinner, and, under the direction of Mr. Tutton, performed the following pieces : Piano Forte Sonata, No. 2, Op. 2, arranged by J. R. Tutton— Beethoven. Selection—" Les Huguenots"—Meyerbeer. Andante e Finale—" Sth Symphony"--Beethoven. Quadrille—" Bondman"—Coote. Her Majesty the Queen Dowager took an airing in a car. ri age yesterday. Her Royal Highness the Duchess of Kent, attended by Lady Augusta Bruce, honoured her Majesty's Theatre with her presence last evening. Their Royal Highnesses the Duke and Duchess of Cam bridge visited the Duchess of Gloucester yesterday. Her Royal Highness the Duchess of Kent visited the Royal Duchess on Wednesday at Gloucester House. A deputation from the Birkenhead Docks, including Messrs. Bailey, Vyner, Davis, and M. Laird, had an inter view with the Commissioners of her Majesty's Woods and Forests yesterday, at their office in Whitehall-place. A deputation on the subject of improved mail communica tion between Belfast and Fleetwood, and between Belfast and Ardrossan, had an interview with the Chancellor of the Ex chequer yesterday at his official residence in Downing -street. The Deputation - from Belfait consisted of Messrs . Robert James Tennent, William Pirrie, John Doraville, and Robert Henderson, and was accompanied by the Members for Belfast, Lord John L. Chichester, and Mr. D. R. Ross. The deputation was also supported by the Right Hon. T. Milner Gibson, M.P., the Earl of Eglinton and Winton, Mr. Thomas Bateson, M.P., Mr. James Oswald, M.P., Mr. J. Dennistoun, M.P., Colonel Rawdon, M.P., Mr. Talbot Clifton, M,P., Sir Horace Seymour, M.P., Mr. S. Crawford, M. P., Sir Robert Ferguson, M.P., Mr. George Wilson, Mr. Shafto Adair, Mr. John Leadbeater, Mr. A. Graham, and Mr. henry Smith. A deputation, headed by Viscount Sandon, M.P., Sir Howard Douglas, M.P., and Mr. Entwistle, had an interview with Lord John Russell yesterday at his official residence in Downing-street. Count de Jarnac, French Charge d'Affaires, transacted business yesterday at the Foreign-office. A deputation from the vestry of Marylebone had a long interview with Lord Morpeth at Gwydyr House yesterday, on die subject of their objection to the machinery of the health of Towns Bill. The deputation consisted of the Rev. Dr. Spry, Sir James Hamilton, Bart., and Messrs. George Daniell, Potter, H. C. Wilson, Mc. Evily, and Armson, accompanied by the Members for the borough of Marylebone, and attended by the vestry-clerk and surveyor. The Commissioners of the Metropolitan Improvements had a meeting yesterday in Whitehall-place. There were present Viscount Morpeth, Lord Colborne, Lord Lyttelton, Sir Robert Inglis, and Mr. A. Milne. The Governor of the Bank of England and the Deputy Governor had an interview yesterday with the Chancellor of the Exchequer. The Mayor of Manchester and Mr. Brotherton, had an in terview with Sir George Grey yesterday at the Home-office. The Ecclesiastical Commissioners for England had a general meeting yesterday. A deputation from the Health of Towns Aesociation, had an interview with Viscount Morpeth and Sir George Grey yesterday, at the office of the Woods and Forests. The deputation consisted of Lord Ashley, Dr. Southwood Smith, Dr. Grey, Mr. R. D. Granger, Mr. Joseph Toynbec, Mr. T. W. Tottie, Mr. J. D. Fletcher, Mr. Charles Fowler, Mr. Marshall, Mr. C. Gatliff, Mr. H. Austin (Honorary Secre tary), the lion. F. Byng, and Mr. A. Slaney. Mr. P. Mahony had an interview with the Earl of Claren. don yesterday at the office of the Board of Trade. FESTIVAL OF THE SONS OF THE CLERGY.—The anniversary festival of the above institution was celebrated yesterday by the customary choral service in St. Paul's Cathedral. which was attended by a very numerous congre gation. In the evening a number of the friends and sup porters of the charity dined together in the splendid hall of the Merchant Tailors, the Lord Mayor presiding. The en tertainment, which was of a very splendid description, was enlivened by a variety of songs, glees, &c., and after the cloth was drawn appropriate addresses were spoken by his Grace the Arel.Ushop of Canterbury, the Bieiiop of London, Lord Denman, the newly-elected vice-presidents in the room of Sir N. Tindal, Rev. H. Rowarth, and other gentlemen. The results of the day's proceedings must have proved highly beneficial to the interests of the charity. 1 available for traffic which may come upon it from mili,, l other lines of railway with which it is cannot. led, where the purchase thereof by the Great Western Rat T way Cora_ s pany would enable that company to exclude all o‘ter mat_ panes of availing themselves of the same." This amendment, th e C omm it tee w ill reco ll ec t , W as i le el ered to be last at this meeting. Now, Sir, havi og occupied your atte n ti on so long on this point, I vi ill call your attention to the facts, which I an DO W about t o b r i ng before you, and from the arguments aelfich I a will present to ou,i h o e nwill, lam sure, be of opinion,, that ts t oi h d e e sr consent ehdowa s wttaken kae a•tnf tkl s s har n e i h l o l cannotldersaw,weshall bell pause to place afte N r, in order to prove that when the sense of the shareholders was taken, it turtle! out that the whole as a body, the whole mass of the share holders, were opposed to that which had been proposed' to ba done by the directors. Thepetition goes on to state-- "That on the 27th day f February, 1847, an ordinary sreneral meeting of the proprietors rl co eto m rs of the said Birminielanz y o the Compass. c a a n n d t O in x n f e o d rd n3, ad .Junction jnnrn m ß e a n il t wl t at which four of the existing directors ought to have retired from office, and ought to have been then elected by the stead, according to the provision of the - Ac inaorporating the said company • but, although r e was held, which was. d f ay of March, 1847, Proprietors directors o in their Parliament the proprietors of such meeting 'to determineheamsaoisetsmttelspadb selves, as required by the said Act, which four of their nun. ern. be." should so retire, the said directors, both at the said meeting a,id the adjournment thereof, refused to do so ; th e proprietosia were thereby deprived of the right intended to be given to ti:em by the said Act, of their electing four new directors, and by reason of the premises, tna said directors thee.' in office have, as your petitioners are advised, all become friegal directors, incapable of acting in the affairs of the said c•rflPan.v . ." The petition then goes on to allege, "That on the requisi tion of the shareholders, and according to the provisions of that said Act, an extraordinary general meeting of the Birming ham and Oxford Junction Railway Company was called for the 13th of March, 1847." I stop for a moment tee point out that under the operation of the Birmingham and Oxford Railway Act provisions were made for the purpose of holding ordinary general meetings, whicla were to take place on particular occasions. With ra spect to extraordinary general meetings provisions are co' 1• tained expressly stating, that in compliance with the requi sition of a certain number of the shareholders, the directo tat shall be called upon to hold a special general meeting for av purpose of discussing such special subjects as may be brouglen before them, and the directors, in conformity with this pna vision, are empowered to convene such meeting. This petition states— " That although the said directors were by the s: ea requisition required to call such meeting forthwith, ru ed might have called it on fourteen days' notice, they did aof call the same till after a lapse of forty-five days, taking ahe utmost limit allowed by the Act." In this manner the directors endeavoured to thwart /he views and intentions of the shareholders of the Birmingb am and Oxford Railway. The effect of that was that a spatial general meeting should have been called, under the provi sions of the Oxford and Birmingham Railway Act. The petition then goes on to allege—and this is a point to which I desire to call the particular attention of the Committee— " That at such last-mentioned meeting, at which upwards of 35,000 shares in the company were represented, the fol lowing resolution was carried unanimously, with the excel), tion of the said directors." Forty-five days had not expired (which period would hays. satisfied the requirements of the Act), yet there were thirty five thousand shareholders present out of the fifty thousand., and these were against the resolution of the directors. .1 am now about to call your attention to the resolution whinvl was passed at that meeting without a single dissentient voice, excepting the directors themselves ; no single hard was held up against that resolution. The resolution was as follows—and this will give the Committee a pretty tolerable view of what was the opinions of the shareholders upon this 1 subject : " That the proprietors of this company, wholly disap proving of the proposed amalgamation of this undertaking, with the Birmingham. Wolverhampton, and Dudley line. and the proposed sale of both concerns to the Great Western Company, and not considering themselves legally or equit - ably bound by the proceedings of the meeting of the 4th of December last, held in defiance of the protest of the sha'..e holders disqualified by the acts of the directors, the directors be, and they are hereby instructed not to proceed further with, but to withd raw from the proposed Bill now before Parliament for un i t i ng t h e Birmingham and Oxford Junction Railway Company and the Birmingham, Wolverhampton, and Dudley Railway Company into one company, and for authorising the sale of the Birmingham, Wolverhampton, and Dudley Railway, and other new works, to the Gi'cat Western Railway Company; and that the directors be further instructed forthwith to affix the company's seal to the petition now read against the Bill, and, to cause such petition to be presented to the House of Commons, and to oppose such Bill by counsel and witnesses and all other necessary means i' i both Houses of .Parliament; and that this meeting do nu w instruct the directors not to take, but to oppose anyprocee l ings for or towards any amalgamation, sale, or lease, V Ath or to the Birmingham, Wolverhampton, and Dudley Rally ay Company, or the said Great Western Company, or either of them, without the further instruction of the sharehold ere. That the petition referred to in the said resolution was a s follows :--' To the Honourable the Commons of the United Kingdom of Great Britain and Ireland, in Parliament as sembled. The bumble petition of the Birmingham and Ox ford Junction Railway Company, under the common seal, showeth that a Bill is now pending before your Honourable House, intituled, " A proposed Bill for uniting the Birming ham and Oxford Junction Railway Company and the Bir mingham, Wolverhampton, and Dudley Railway Company into one company, and for authorising the sale of the Birmingham, Wolverhampton, and Dudley Railway, and other new works, to the Great West ern Railway Company." That your petitions s. are adverse to the provisions of the said Bill, which affectr, their interests and professes to dispose of their property; and desire that the same should be no further proceeded with, so far as they are concerned. Your petitioners, therefore, humbly pray your Honourable House that the said Bill may not pass. into a law, and that they may be heard by themselves, their counsel, agents, and witnesses, against the preamble of the said Bil', and such of the clauses thereof as effect the interests of your petitioners.' " Hera now was a flagrant omission of duty on the part of th'3 directors of this company towards the shareholders whose ir. terest they were bound to protect. " That the said directors, nevertheless, refused to affix the seal of the company to the said petition, and it was there upon resolved by the meeting unanimously, except the said directors, that Sir Harry Verney, Bart., and five other share holders, should sign the said petition on behalf of the tXIM. pany._ " - That the petition has accordingly been signed by Sir Harry Verney, Bart., and five other shareholders, and has been presented to your Honourable House." Now you will observe that' according to that resolution the directors were called upon to affix the common seal of the company to the petition which was then and there drawn up, and it was the bounden and imperative duty of the directors to affix such seal to the petition. If the-3- had done so there weld have been an end of this Bill; there would be no question as to locus standi raised before the Co mmittee ; we should have been here with the common seal Of the company, prohibiting the directors frcm promoting tEis measure. You would then nave sent the promoters of the Bill from this Committee-room as soon as the petition was brought before you. Was it not the bounden duty of the directors, who are neither more nor less than the agents of the shareholders, at the meeting assembled, to have affixed the seal of the company to this petition? They thougnt, however, because they were possessed of the seal, and becaiire they refused to affix it to the petition, that therefore the petition would not find its way into that House, and the con sequence would be that this agreement entered into with the Great Western Company by the directors, in opposition to the wishes of the shareholders, would be carried out. That petition is, however, before you, and I have the honour to appear on behalf of the petitioners, who pray that the allegations contained in it will be taken into your most serious consideration. Had the common seal of the company beets affixed, this petition would be irretrievably fatal to the Bill. Is it, then, to have less authority before the Committee, as expressing the opinion of the shareholders in resisting the proceedings of the directors, because, instead of the common seal of the company, the petition is signed by Sir Harry Verney and other shareholders? I cannot see wby I should he called on to argue the case of my locus standi before the Committee. I have an indisputable right to be heard, and to be beard successfully too, against this Bill; and I trust that the Committee will, when they have heard the remarks that I shall have to offer to them, be of the same opinion. " At the said meeting of the 13th of March, 1847, the fol lowing resolution was also passed unanimously, except the said directors That the directors be instructed to talia measures for adopting and carrying into e ffect the p ro p osals made to them in December last by the directors of the Lon don and North-Western Railway Company, having for their object the joint use of this line by the Great Western and London and North-Western Companies, either upon the terms proposed, or some equally satisfactory basis of arrange ment, and failing this that the line will be completed forth with, and kept independent of either company." Now, Sir, I would ask, can there be the slightest doubt that what passed at that meeting was, in effect. the tutee sense of the great body of the shareholders? Can there be the slightest doubt that, as compared with the proceedings of the meeting of the 10th of December, that this must be considered as the unanimous representation of the sense of the shareholders? Observe the difference—on the 4th of De cember the only persons at that time that could come to the meeting were the holders of scrip, the sealed certificates had not been issued at that time, because, you observe, I shall be able to prove the allegations of the petition—that almost all the transactions which took place in the market were what is called transactions to be completed upon the issue of the sealed certificates. The person who gets his shares in that way takes his chance of the state of the market at the time of the issue of the sealed certificates. There is a vast deal of speculation in all these This sort of transaction is what is co c n a s l e l q ed uen "buying,for the coming out." In the interval t man who has got his right to transfer is not entitled to bold the scrip, and the agent gets the sealed certificates. The holder of the scrip shares transfers his scrip to the man who has[,ought his right to be registered as a shareholder. Under these circumstances the holders of the scrip shares would be entitled to come there and vote. The directors of the company who held on the 12th of September 4,C00 of the shares of the company, had parted with 3,000 of them at a considerable premium; they kept the scrip, and became entitled to vote in the right and to the amount of the 4,000 shares which they previously held ; and there were also numerous other persons still h o ldi ng shares in the litr mingham,Wolverhampton and Dudley Railway who would be entitled to vote at that meeting. There is nothing, there fore, to satisfy you that the persons present who voted at the meeting were, in fact, b on d fide shareholders, ehold and really e en titled to any perm anent i nterest i n the concern. There can not be a doubt as to what was the case at the meeting held on the 13th of March, because by that time the scrip certifi cates had been issued, and the 35,000 shares which were re presented at that meeting were held bond fide by bona fide proprietors. This is clear to a demon stration, and the whole of these shareholders were unanimously in favour of putting a stop to the arrangement.; entered into between the directors of the company and the Great Western Company. Then the petitioners state, thst at the same meeting they elected, as they were empowered to do under their Act, six new directors. Let us see what was done upon that. To give you a notion how far the pre sent directors can be considered as fairly representing the company I can show you how absolutely important it is to get at what is the true sense of this company, whose rights these directors tt are called upon to deal with, ai , so far a. my Learned Friend can represent their presence liere. Let us sce n ow what the directors did. The six new di. rec t or s, upon this same day, just before the general meeting. of which no notice had been given, adopted this step to frustrate the purposes of the shareholders in the course they meant to take. They had recourse to this miserable cxpr dient—they appointed a sub-committee of seven of 1:1••:t• own number, and transferred all the powers incidental to 'the directors, without a single reservation or exception, to this knot of seven, so as to prevent the possibility of the appointment of six new directors having the slightest effed