The Express.
London, England, 1868-11-06 00:00:00

111/W EXP, TDAVPI

LAW 1/iTELLIGENCIA.--(TILIS DAY.)
COURT OF APPEAL.

(Woe the Load (he wean% Lord Justice woad, sad
I oid Ju•tieta Selwyn.)
. 1711,011 P. ?II PIXANI7IAL ONIPOBATION.

This was a bit fils d by a etorshelder in the IlSminsial
Coilenitis a to at ae;de an amalgamation between list
( oiyeration and the Oriental Commercial Sank, ma le ha
ursvirre of an arrangement entered into in Illy, I
71 e allcratiorne in the bill were to the effect that the
•• cianlar" and a paper called " The °allies of
roan fur Con.biriatire." pat forward by the directors in
March, 1666, differed to sevesal important particulars
from the deed of amalgamation as sob* juently et motel
by the reepeetfve parties ; that the amount and putrialare
of the liabilities of the Financial Corporation were con-
coaled from the shareholders ; that so far from throe ha-
b ilities beite assumed bv the Oriental Bank the share-
holders in the corporation were made to pay them, whilst
by accepting shares in the Oriental Bank they else be-
came liable for all the debts and engagements of that
bank. It was further alleged that the objects for which
the Oriental Bank was established were wholly inconsis-
tent with those of the Financial Corporation, and that it
was not within the powers of the corporation to consent to
an amalgamation which would hare the effect of altering
ib fundamental rules and regulations. Another allega-
tion wee that the secretary bad bees promised 6,0001. as
a " gratification," of which be bad received 1,4001.,
for his services in • out the transaction, and that
this had been concealed the shareholders of the
Financial Corporation. With reference to the transaction
the secretary stated that he looked epos the 6.0004. as a
compered/a fee the Mee of his dam and although he
did not mention the cirounistenes he was not aware
that time was any morel as to this arrangement. In the
court below Vioe-('anodise Wood deemed the amalga-
mation to be est sae. The defendants appealed.
Sir B. Palmer, Mr. Drum and Mr. Mannaghten for the
bank and itsdirecton ; Mr. Kay, Mr. Pearson, Mr.
Eddie, Mr. Haddon, Mr. Simpson, and Mr. Marten for
other parties; Mr. W. M. James and Mr. Z. A. Miller
for the plaintiff.
The Lord Chancellor said that the arrangement between
the Financial Corporation and the Oriental Bank was in
substance a trawler from the corporation to the bank of
the business, good-will, connexions, and property of the
firmer, in consideration of 25.000 shares in the
latter, and it was provided that if the surplus
meets of the Financial Corporation, after paying
debts, should not amount to 100,000!., the defluienoy
should be made good by the shareheders of the corpora-
tion. Mr. Clinch complained that this was ultra Tires the
comyeny. It was argue d by the appellants that the in-
tentien was that the call to make good the &bore gua-
rantee should be made only on those who accepted shares
in the bank and assented to the arrangement, but he
(the I.r rd Chancellor) entertained a strong opinion that
even such on arrangement would not be within
the 161st section of the Companies Act of IS id.
In his opinion the liquidates' atAjaw#vALAsLula have
no light to place a shareholder of a eomPaiprilhis
pnil-
tion : that he must other diaent altogether from an ar-
angerntot. and have his sham taken from him, or else
cc we in under it. and thus subject himself to the liability
of comaatceing the sufficieucy of the astute. The pro-
visions, however, of the arrange:uent were clear.
that if the net assets of the corporation should
riot amount to 100,000/., a call would be
untie on the members of the corporation to miss
tl.e di &Odic!, and not made merely on those who
toff/ shares in the bank. Under these circumstances the
anangenient was one which could not be supported either
by Ste ettides of association or by sec. 161 of the Con-
patties Act, and Mr. Clinch was fully entitled t &meat
em it. The appeal must be dismissed with costs.
I and Jict:ce Wood said that ho had not seen any reason
to (+core the view which he entertained at the tiro • of Vic
original hearing. lie therefore acquiesced is the decision
of the Lord Chancellor.
Lord Justice Selwyn also aciniseced.

Whoa tn. Jury frookt4. (
ask to 161.411 1•1114
X,lrobt r of damps. ibe
Myrtle; diet y
reproilta vit•Ae Or)
jb,w
Hoar
noted fu sew tiana ,°lloa f ;6"'
woo agaiaottho wirEht of widows. • • • 1 -
totut groatod a rule nit.

•
COURT OF PROBATR ASD DWORORta ~(
• (Bofors Qs hedge Oidimary.) I t 7
oar. aro =um C. slam ann 44anotintreiii •
De. Doane, .0., and lb. Daybed &tram At.,
Tristram sad lir. Harries for &no
a?
di; Isolator, llarsuaoulus Bilis, a null farms% IA Des.
soar Ilariugato, died at the 17th of Nov. last, leaving
oneoutnil inhblet illness. By it ho bequeathed IJdL
to hob kMls datiplatw, and a Ills intend ia thoessidso of
hi portly to hit woo, provided that she did sot many
gam; with towtakider to his daughter, or, to tin (mat
of b else: to Alt aiwiwor. It woo alleged that the
intermese lig heat givue to his wits, hat, es It whoa
fortheowas, prolate was asked of a draft On •
band ittudairipa tin widow who opposed tr. 71,0
bow ow boat of Made sad that
sago, wish doosawat
Lad ono hi to low arkoly ; sad wren gamin( it ID
Lave hat. eseestei, sad not to lave reviesd, thrd
List carry into OW Ilia owl whim id tin EsouraL
[!Le can wow pootoodiog whoa oat toollotioN

COURT OP BANKRUPTCY.
(Before Mr. Registrar Raslitt.),
IN II If. IL rarer
The bankrupt was described as a geelimirest
Gloucester-tear Regent's-park, now et
Covent-garden. The bankrupt ascribes Ye bikes le Pm
failure of the Remelt Paper-making Company (Limited),
of which he was one of the directors, and had
guaranteed the debts. elated that he was
led to believe that the company we in a flourishing
position. and that his guarantee maid ealy be nominal
bat to hie surprise the eompeny Mopped payment int 2
last, with liatolitise to a very large vary
assets. The unsecured debts are alseuirimair4ar aarther
rum of 3,600/. is secured by the dogma and poli-
cies of assurance.
This was the brat sitting, and thei areal pralaimaries
were gone through.

MIDDLESEX SESSIONS.
(THIB DAY.)

(before the Assietaat-Judge.)

'AZT lASI.

Esters Dab", wno was convicted at the lest session of
stealing a large quantity of wearing apparel and other
articles, the propel ty of her mistress, Lady dune Sherson,
was biought up for judgment.
It may be rimembeied that, daring her Mstress's
abet nee, the pnooner seemed her ladyship'( position, '
both in the house and out of it, and also performed '
tte darrestor - livissmes. 66 a seigftborriag-i
mutic-hall. Judgment was deferred, b give the
rrirentr en oppoitunity of affording the police
tome info? n &Von terpceting property the had pawns lor
uthei wise auroptiatod. Thu only effect of the delay,
hcwcfcr, Las been to inctiminette a man named Cron,
who was to-de, confided of iereiving.
En ma Baiter was sentmced to five years' penal servi-
tude, and Cross to nine mouths' imprisoammt.

POLICE COURTS.-(THLS DAY.)

MANSION-HOUSE.
INOZNIOIIB NE•tD ON • auirrmo •01CIT.

A well-dressed Frenchman' KW who gave the name of
/),aire , • lid who was d
two escribed as a master mariner,
was ctargici before the Lord Mayor with obtaining 201.
on the security of a fictitious bill of lading.
It enaumil that on Saturday, the 24th October, the
ripener called at the office of Mr. Atkins, shipping agent,
Water-lane, and told him that he had arrived the is;
Lame from Dunkirk, where he had shipped a cargo
of potatoes for London on board the Bain.
Victoire, and he desired Mr. Atkins to get
the goods landed and sold for him. Mr. Atkins Wok him
to reveral merchants and he gave a description of the
and said they would arrive on Monday, the
potatoes
The prisoner subsequently told Mr. Atkins that
he had some potatoes at Boulogne, and that
he was going there to see to their shipment.
Eventually the prisoner obtained from Mr. Atkins
a sum of 201. on the security of the bill of
lading for the potatoes represented to have been shipped
at Dunkirk. The vessel, however, never arrived, and
from inquiries which the prosecutor had since made at
Dunkirk he ascertained that there was no such vessel as
the Reins Victoire, and meeting the prisoner in the duets
yesterday, ho gave him into custody.
The prisoner was remanded for a week.
BOW-STREET.
RIVAL OMNIBUS DIIIPUTIOL

Mr. Tors, the proprietor of • new penny omnibus
plying between the Strand and Waterloo Station, ap-
peared with one of the drivers to answer the charge of
stopping in Wellington-street longer than wan necessary
for the purpose of biking up and netting down pawn geru.
It was alleged for the defendant that this prosecution
was the result of jealousy of the Waterloo Omnibus
Company, and that the driver had simply waited to take
up • passenger.
Sir Thomas Henry adjourned the cam for • week, in
order to rive the police an opportunity of carrying out
an arrangement which he suggested.

THE GALATIA.

PLYMOUTH, Pamir, 10 a.m.

Thee screw steam-frigate Galatea, 26, Captain
8.8. H. the Duke of Edinburgh, having had her broken
forefoot repaired, was this morning towed by two tugs from
Hamoaze into the Sound. She will probably sail on
Monday morning for Madeira and the Cape.— Times,
Second Edition.