The Sun.
London, England, 1847-05-18 00:00:00

(LEFT SITTING.)

HOUSE OF COMMONS.
The SPEAKER took the Chair at Four o'clock.
BIRMINGHAM AND OXFORD JUNCTION
RAILWAY.
On the motion for taking into consideration the re-
port of the Committee on the Birmingham and Oxford
Junction Railway, and Birmingham, Wolverhampton,
and Dudley Railway Amalgamation Bill,
Sir F. THESIGER moved that the Bill be referred
back to the same Committee, with an inten-
tion to hear the petitions of Sir Henry
Verney and others, and the petitions of other
shareholders in the Birmingham and Oxford Rail way,
against the said Bill. The Non. and Learned Member
entered at considerable length into the details of the
proceedings which had been taken by the shareholders
and the directors of these lines. The Birmingham and
Oxford Railway, .he said, was passed in the last
session of Parliament, and power was given in the Act
to sell or lease the line to the Great Western Company.
It appeared that the. shareholders of the Birmingham
and Oxford line were .dissatisfied with the price which
the Great Western Company gave them, namely, 101. ss.
a share, and a meeting was called, at which resolu•
Lions were passed expressive of such opinions, and
requiring the. directors to repudiate the agreement, and
a requisition was signed, calling upon them to convene
a meeting under the clauses of the Dissolution Act.
This, however, received no attention, and the allotted
number of days was allowed to pass over without
the meeting being, called. The shareholders, however.
then called it themselves, and the shares represented
were no fewer than thirty-five thousand ; the directors
were present also, but they only represented one
thousand shares. It was proposed at that meeting and
carried unanimously, that the proprietors wholly disap-
proved of the amalgamation, and the sale of the Great
Western Company ; and that they did not consider
themselves bound by the proceedings of the di-
rectors. A petition was then preser.ted to the
House stating these !acts, which was referred to
the Committee, who in their turn refused to entertain
it, considering that the petitioners had no locus standi.
It was stated also that there was a rule that slL,re
holders should not be heard against their directors. There
was no such rule, and if there was, the sooner
it was abolished the better. Let him suppose a number
of persons in a canal company, and that a general meet-
ing resolved that they should turn it into a railway, by
a small majority ; did they think the minority
ought to be bound by such a decision ? Would it
not be a very hard case that they should be so ?
Now, he should hardly have thought it necessary to cite
precedents from the Courts of Chancery on this point,
but he could also quote from precedents of their own,
and he would in the first place instance the case of
Henry Smith v. the Exeter and Falmouth Railway
in the year 1837. The petitioner objected that
his money should be expended on the con-
struction of a portion of the line for which he
had signed the subscription deed, and the Committee,
after due deliberation, decided that the petitioner having
signed the Parliamentary contract which empowered the
provisional committee to make any, or such portion of
the line as in their decision they migkt think fit, they
could not grant him redress. In 1842 Mr. Harkhurst
was heard on his petition against the Bolton and Preston
Railway, and there the decision was in his favour, be-
cause the provisional directors had extended the powers
with which they were in the first place invested.
Thus the House would see that the same prin-
ciple was affirmed by two very opposite decisions.
In 1844, in the cases of the Northern and Eastern
Railway, and the Glasgow and Garnkirk Railway Com-
panies, petitioners, being shareholders in the two Cora-
hapeapreda.red
IbieefoeroenCfeosmaemditttheeast,
thisand were allowed
t
lowedo
not the case of individual shareholders, but the
htPoiam tonibeesbe an a fortiori ease, because it was '
case and petition of the whole company. It was
the unanimous petition of almost the whole body of
shareholders, holding upwards of 35,000 shares. Would
the House for one moment permit him to call attention
to the mode in which the parties who were promoting
this Bill were compelled to proceed under the ex-
traordinary circumstances in which they were placed.
Allow him to call the attention of the House to a
recital contained in the preamble of this Bill. Of course
it was the duty of the parties promoting the Bill to
prove the whole of the preamble. Now the preamble
stated that the Birmingham and Oxford Junction, and
the Birmingham, Dudley, and Wolverhampton Railway
Companies weredesirous of being united into one company
for the purpose of jointly executing the two lines
aforesaid. It was a most material element in proving
the preamble to the Bill that it should be shown that
the Birmingham and Oxford Junction Company were
desirous of forming the amalgamation for the purpose
of being afterwards sold and transferred to the Great
Western Company ; but what was the course
pursued by the counsel promoting the Bill ?
Why, he called Mr. Phillip Henry Muntz, the
chairman of the Birmingham and Oxford Junction
Company, to prove that it would be highly advantageous
to unite the two lines; but he never asked him

whether the Birmingham and Oxford Junction
Company were desirous of uniting the two
companies, or he must have answered that
question in the negative. And yet, in the
face of sill this, without calling any further evidence, the
Committee passed the Bill us an unopposed measure.
Now he did trust that lie had brought a case before the.
Llouse which demanded its serious attention. He had
stated the facts as clearly and distinctly as he possibly
could, and in his opinion they were more than sufficient
to justify the • Hon's) sendin,.. this Bill back to be re-
committed. Perhaps, before he concluded. his observa-
tions, the House would permit him to advert just for one
moment to certain proceedings that had taken place,
both in law and equity, in connexion with this matter.

The Hon. and Learnt elGentleman then related the pro-
ceedings which have been instituted in law and equity
by the shareholders of the Birmingham and Oxtord
Junction Company ; and concluded by moving that the
Bill be recommitted, with instructions to the Committee
to hear the opposing petitioner!.
Mr. GOULBURN would not enter into the legal
merits of the question, but as Chairman of the Com -
mittee on this Bill he would simply state the course
which the Committee had teken in the matter.
Their duty was to consider how far the provisions of
that Bill were consistent with public justice, and how
far its provisions could be carried into:etlect. The ques-
tion upon this particular Bill a as, whether the share-
holders were at liberty to impungn the Acts of the ge
neral corporation, or Acts which affected their interests.
He was far from admitting such a preamble, and the
result of a contrary doctrine must appear to be per-
fectly inconsistent with the conduct of a railway Bill
through Parliament. It might in such a case
be in the power of the minority to come
before that House, and delay and obstruct the progress
of the Bill ,by their petitions. His Right Hon. Friend
informed him that rule must not be taken as a general
one, but he thought that the general rule ought net to
be taken in the other direction, and that the Com-
tt€ e be at liberty to entertain the peti-
tions and complaints of the shareholders. It was
upon this ground that the petitioners against this par-
ticular Bill were not allowed to proceed with their oppo-
sition by the Committee. Whatever the existing law
applicable to the case as existing before the Committee
An Act of the previous year gave the Birmingham and
Oxford Company powers to lease and sell themselves to
the Great Western Company. The Great Western
Company had no concurrent right in the provision,
for the power was to be entirely in the
hands of the Birmingham and Oxford Company,
to exercise the provisions of the Act of Parliament.
An agreement had been entered into by the directors of
the Company, under the authority of the shareholders, but
the shareholders state that they were precluded from ex-
pressing their opinion at the time that the reslutions had
been passed, and, therefore, that these resolutions were
passed in defiance of the wishes of the shareholders.
Now how stood the fact upon the very statement of
these gentlemen themselves ? They told the House that
they were precluded from voting, not having received
the sealed certificates. But if Honourable Gentlemen
would look at the Acts, they would find that share-
holders were permitted to vote under certain conditions.
He thought that this question ought never to have been
discussed, after the decision of the Committee. In the
last se sion of Parliament there was a decision in a
Committee, of which Mr. Edward Buller was chair-
man, on the merits of which Mr. Hope was heard Oa
the part of the Liverpool railway, in which
he openly stated , that the merits of the two
comp:inies were the same.—(Loud cries of "Divide, di-
vide." It had there been decided that the petitioners
had no locus standi before the Committee, and the reports
ere wade accordingly to the Douse. He believed that
Gat decision was premature; contrary to public policy,
and unworthy of the consideration of the Committee, and
that tee amalgamation should take place in opposition to
the votes of a majority of the shareholders. He thought,
therefore, that the House ought to abide by the decision
of the Committee.—(Loud cries of "Divide. divide."
Mr. EDWARD BULLER said, that having been
Chairman of the Committee to which reference bad been
made, he trusted that the House would hear him, as
he believed the decision had been quite correct.
Dad they agreed to what their opponents wanted it
would have been almost impossible to proceed with any
Bill. Having said these few words respecting the
peculiar circumstances which it was stated made
the present case an exception to the general rule.
In his opinion no body of shareholders ever
had a worse case to come before Parliament. What
were the real facts of the case ? An arrangement had

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51. per cent.
61. per cent.
5/. per cent.
6/. per cent.
61. per cent.

81. per cent.
81. per cent.
51. per cent.
51. per cent.
51. per cent.
61. per cent.
51. per cent.

s. d.
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CANALS.
. •
Names of 1 4
2 Dividend , ~,,, Names of 5,4 Dividend/
Companies. ,d per 2“-- 1 - Companies. per Price.
ri: Annum.' 4in Annum
-- -
tstitn& Ohlhi 97'51.55. p e 70 Monmouthsh 100 101. -
Ash by-d-la-Z 113' 41. ! - Mntgomrysh 100 51. -
liarnaley •- • • 1601 121. i 180 Macclesfield. 100 - °-
Basingstoke. 100 - - iNeath .... • • 100' 20/. 340
Ilrkiik&Abrgllso 51. 85 'Nottingham. 150 121. -
Jrolnford.... 1001 14/. •• - Peak Forest. 78 31. 40
Dudley 104; 41. 1 - Regent's • ... 33 1/. 4t. 18%
1-P.iri-4Y. ••• • • 100 61. 63 Rochdale .. • • 85 41. , 54
Eilmirv&Clis 133 4/. 85. Shropshire • • 125 81. -
Er6vasii . -..1100 321. ' - Somrset Coal 150 71. 10i. 130
Forth & ClydLl 601 . 4/. - Do.Lk Fd St 12 6/. p. c. -
,GrandJunctniloo, 6/. , 7.5 Stffrd &Wore 140 281. 275
Grand trnionloo; IL 10s. - Shrewsbury.. 125 151.
--
Glamorgnsh .1172' 13,0. -- Stourbridge.. 145 20/. 305
44-Istr & Tirkly -- .001 - Strtfrdon Av 79 1/. 10s. -
,
,:ranthain • • 1150 12/. I - Severn and
liud.lc.rsileld.; 57 - - Wye Rail. j 26 IL 88. -
Komi& Axil! 39' 7s. 6d. 5 Trnt & Mr-
Lancaster 1 47, 1/. 10s. - sey j
.... 5O 30/. -
Leeds& Livrpiloo 341. 520 Thams &Med 19 - -
Laicestcr .. • . 140, 10/. 75 Worcstr &"1
Leiestr &Nth 83' 4/. 36 Birming. j 78 2/. 42
Lougliborogh 142. 70/. 530 ill Tilts & Bike 67 11. -
INSITIMANCE COMPANIES.
Dividend Amount
Name of Company. per of Paid. Pric .
Annum. Share.
---
' .Z s. d. X s. d.
Albion .• --.••• • • •• 31. 10s. 500 0 0 50 0 0 74
Alliance Brit. and For. 6 per cent. 100 0 0 11 0 0 -
Ditto Marine. ••• • • • 6/. per cent, 100 0 0 5 0 0 -
',. Atlas ... .. .. ..... .. . • 13s. 6d. pr sh. 50 0 0 5 0 0 14
' British Commercial • • 7s. per share 50 0 0 50 0 6%
' Oleriel,Med.&Gen.Life 51. per cent. 100 0 0 210 0 22
Jounty .............. 3/. 100 0 0 10 0 0
12s. 50 0 0 5 0 0 -
Eagle 6s. 50 0 0 50 0 5%
Eng.& Scot. Law •• •• 51. per cent. 50 0 0 2 0 0 -
. European Life ••• • . • 5% per cent. 20 0 0 All paid. -
F7eemasons' .-•• • • • • 5/. per cent. 20 0 0 3 0 0
4:'obe ......... •••• • • • 6/. per cent. Stock. - 128
Guardian ....... ••• • • 51. per cent. 100 0 0 36 10 0 47%
imperial Fire .... •• .. Gl. and bonus 500 0 0 50 0 0 226
imperial Life --•• • • 12s. 100 0 0 10 0 0 14%
Eademnity Marine.... 11. sh. & bs. 100 0 0 513 1 -
Law Life.. • . -
,egal and General Life - 5(1 0 0 2 0 0 -
..andon Fire •.•• • • • . 10s. 25 0 0 12 10 0 15
London Ship ..•• • • • • 10$. 25 0 0 12 10 0 15
Marine - ........... 5/. per cent. 100 0 0 15 0 0 9%
Med. Invlid & Gen. Life 4%1. per ct. 50 0 0 20 0 2%
Yational Loan Fund.. 51. per cent. 20 0 0 210 0
National Life......... 8/. per cent. 100 0 0 5 0 0 -
'alladiuni Life. • ..... . 51. per cent. 50 0 0 2 0 0 41s xd
'ficenix .. - - -
'rutector Life.... ... 5/. par cent. 20 0 0 1 0 0 11. 3s.
'rovidentLife ••- . . -1/. ss. 100 0 0 10 0.0 -
lock Life.. • • ........ 4s. 5- 0 0 010 0' 4%
loyal Exchange ...... 5/. per cent. Stock. - 180
ion Fire. - _ -
Ditto Life . - e-
Universal
6s. -
--.:
Universal Life • • lONi. pr cnt 100 0 6 15
x ____.. d .
11000X0 so. dot,
115603
LIST Or SCOTIVISIE COMPANXES' przzcz S.
Dividend Junol-unt Paid. Price.
Name of CompanY• per
Share.
Annum. ---
Bank of Scotland • • . • •
Royal Bank of Scotland 61. p
cent. - 100 0 0 200
-----
61. p:rr :Z..
- 100 0 0 159
Commercial Bank • • • •
L per cent. - 10 0 0 13/.13s
British Linen CornPstnY
National Bank • ..... • •
7%1. pr sent. - 50 6 0 90%
Union Bank of Scotland -
81/. per cent.
50 0 0 81
50 0 83i
North of Scotland Ban. f4,:ir• cent.t.
.....
10 0 0 12%
Clydesdale Bank • • • • •
51per cent - 10 0 0 111.14 s
Western Bank ...... • •
Bank •••• • • - . cent.
Eastern 6l.
6611.. per cent. -
ed 2 10 0 41. 9s
Edinb &Glasgow Bank 61. per cert. - 50 0 61. lOs
o y f n
sg .
oawnk ..... 7%1. pr cent. -
Bank . 5/. per cent. - 10 0 0 121.128 •
Ins. 1. per cent. 20 0 0 1 0 0 225. Od
Caledonian 13
ns.
Scottish Union Co..
Hercules Insurance Co. 71. per cent. 100 0 0 10 0 0 12%
fnsur. Co. of Scotlnd• • 5/. per cent. 10 0 0 All paid. 9%
north Itritish Incur... 5%1. pr cent. 200 0 0 10 0 0 27 i
Caledonian Fire Insur. 10/. per cent.,loo 0 0 10 0 0 22%
F.dinburgh Life Insur. 6/. per cant. 100 0 0 12 10 0 18 3
Edi„. sy Giasg. Railway 11.108. pers. 50 0 0 50 0 0 69% i
Ditto, 14 Shares •• .. 78. 6d. p. 3. 12 10 0 All paid. 16 i..
Edin., Leith, & Grautn - 20 0 0 .10 0 0 261 q
Lila w & Ayraliir Rail. 7/. per cent. 50 0 0 All paid. 61 N -
huserlw & Greenck Rail. 2/. per cent. 25 0 0 All paid. 18 1
,;,f,,.. w & Gurnkirk Rail. 5/. per cent. 25 0 0 All paid. 39% t
I •uni,ee&Arbi oth Rail. 61. percent. 25 0 0 All paid. 37 i
-4.indard LiteAssornee.l 51. per cent. 150 0012 10 0 9
------. --W.
DiviATEßucl-VlA(Moo:unt .
Pail--.
Price. t
1
N.inie of Company. per
Annum. Skare. 1
f fast London
00 0 0 - - P
3/
grand Junction
5/. 1023.1 p. r cnt. 11(60300 1200 900 / ----• 90 8'
47'''''',1 xt
1-;i al
11.114•1 ie•s•e•x• :•• : • : - it
15n el

Price.