The Sun.
London, England, 1846-06-25 00:00:00

314 it TIT ft
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LONDON, THURSDAY, JUNE 25, 1846.

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Azo4.'railtvay case of considerable importance
wao.- Taesday decided in the Court of Common
Pleas which the principles that decided the case
of -Virlis.it,,..e:u:So'rriswooDs were confirmed and
extendel.v.i'lliVtlnow have had questions respecting
the liabiltty 4intte*is to bear any portion of
the expenses -of abandur,,4 railway undertakings
brought before all the sAperior courts. In the Ex-
chequer the decision of the full court has been given
in the case of WALSTAB Sporty%
w"lm, and the
plaintiff declared entitled to recover back the entire
amount of her deposit without any drawback or de-
duction whatever for the preliminary expenses. The
present case of WONTNER v. SHARP difTers in some
respect from the former, and will be found to govern
a vast number of cases which, it was asserted, did
not fall within the rule adopted in that case. In
WALSTAB vtigiporrtswoone no scrip had ever been
tba, plaintiff, 'nor bad she, signed the Parlia-
t-Theiatter7 contract ma subscribers' agreement, both of
---ylifq4,:itt'actualtyllgnea, and the scrip received by
the plaintiff in the present ease. The evidence
will shO* what has 'been the cause of the failure of
a vast number of railway undertakings, viz., the im-
proper retention of a large proportion of the shares
by the managing committee, although there were
abundant applications from solvent and respectable
persons, more than sufficient to warrant the allocation
of the entire number of shares of which the project
was to consist. The object of many of the com-
mittees during the palmy days of railway enterprise
appeared to be to allot only such a number of shares
as would produce deposits sufficient to meet the
current expenses, and to retain the greater portion
• for themselves and their friends when the scheme
.waS favourably received and its shares at a premium
t4et market; but should it prove a failure, to cast
the bulk of the expenses on those who had paid their
.tisooey on the faith that the entire number had been
allotted, and that if there should be such a failure
the expenses would be borne rateably by the holders
the ahem We have ever thought

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The Learned Judge left two questions to the jury
—first, was the statement that all the shares had been
allotted false to the knowledge of the defendant ; if
they thought it was, and that it was a material in-
ducement to the plaintiff to pay his deposit, and that
he would riot have done so had he known the real
facts of the case, they should find for the plaintiff:
and, secondly, if they thought the scheme an abortive
one, and at an end, they should also find for the
plaintiff. He also desired them to say whether the
deed was executed by the plaintiff on the same under.
standing. The jury found for the plaintiff on both
grounds, and also that he had executed the deed on
the same understanding as he had paid the money,
and gave the full amount of the deposit, 821. 10s., as
damages. We have been thus minute in detailing
the entire circumstances of this case, because new
elements existed in it different from those which have
already been before the country ; and we are

convinced that there is nothing so important
to all parties connected with railways, whether as
committeemen or shareholders, as to know accurately
the entire amount of their liabilities—to be enabled

to judge correctly of the circumstances in which they
are placed. The law may now be looked on as fully
and entirely settled ; that which a short time since
was doubtful is now perfectly clear. The com-
mitteemen must bear the entire expenses of every
undertaking which has not been proceeded with, and
Imust return the full deposit, without deduction, to
such parties as paid on their shares. The sooner they
make provision for this purpose the better. Every
delay can only increase the amount of the original
claim which the shareholder or allottee is entitled to
make against them, and which he now knows he can
recover in full by the costs necessarily incidental to
that recovery. What, then, is to be done? They
must ascertain the full amount of the debts due by
their respective companies, including the demands of
the allottees, and by a subscription amongst them-
selves raise a fund sufficient to satisfy them. The
sacrifice will undoubtedly be very great, but its

amount can be ascertained, and the party liable wil

be enabled to say whether it will be in his power to

meet it or not. Even this will be valuable. Any,
thing must be better than the uncertainty which has
hitherto prevailed, and which has heretofore prevented
the parties liable from exerting themselves for the
purpose of fairly meeting their creditors, and making
provision for the liquidation of their just demands.

Although the suggestion made on Tuesday even-
ing by Mr. Wrzim, during the discussion upon Mr,
CHARLES BULLER'S motion in reference to the esta-
blishment of a Public Record Office, was rather irre-
levant to the original proposition, there was, never-
theless, a considerable amount of justice in the shape
of inferences deducible from that suggestion. That
there are manuscripts of inestimable importance to
the world of letters, and which would moreover tend
to the political guidance of our statesmen, among the
papers which are at present scattered about the me-
tropolis, no one for a moment would undertake to
dispute ; and unless, through the interposition of Go-
vernment, their publication will for ever prove an
impossibility. We are not desirous, however, that
the public money should be rendered so accessible
upon every case of apparent emergency as to im-
part to our Legislators the character of profligate
spendthrifts ; but still more are we opposed to that
niggardly denial of assistance, by which many most
admirable national undertakings have never been
attempted. It is another of those Scylla-and-Cha-
rybdian straits through which a Government is ex-
pected to pass without collision or submersion. From
the execrable prodigality which our rulers have in ,
bygone days displayed, from their readiness to un-
loose the purse-strings of the empire, and from
their total disregard to economy, have sprung
those monstrous parasites, those sinecureships,
those causeless pensions, and those secret boun-
ties, which, like political excrescences, have
extracted all our monetary vigour, and debilitated
the nation by the ever-present responsibility of
835,000,000/. debt. From the penuriousness, on the
other
een
thee hand which, almost without exception, has
displayed by the various Administrations of
n,
Great Britain towardsf many of its noblest and most
illustrious children, from the stinting and doling
charities which
have been srp and apathy evinced
from the Exchequer by the an
wrung
anguish of destitute
genius, and by the general
to or
by Government towards the woes and vicissitudes
of
some of our most eminent countrymen, have pro-
ceeded the starvation, andthe,hch impart such a
lunacy,i and the sudden
and sometimes violent
deaths
melancholy but significant gloom to the memo.
rials of the most gifted beings in the land.
Hence a double reformation is not only
u
advisable, but is absolutely incumbent upon the Legis-
laturep ;—a contraction of that tendency to squander
moneys upon insufficient occasions and upon utterly
worthless recipients, a large and more generous
philosophy in regard to the starving labourers in the
vineyard of knowledge. Had the former
course been more speedily adopted, we should
not have to disemburse 358,0001. annually to the
paltry hangers-on of placemen, or for ex-ambassadors
(men who have already performed their services and
received their wages), 34,048 annually ; we should be
spared the degradation of perpetuating the recollec-
tion of CHARLES the SECOND'S debauchery by
large yearly payments, and have been preserved
from the fangs of many a voracious vampire,
in the shape of some portly ex-official.
Had the latter been adopted as a coniti-

J-' ' ,
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and stated, that the strong ground that
existed for the refusal of those persons to
whom shares had been allotted after the panic had
set in to pay the deposit thereon, or to contribute any
sum whatever to the expenses of the defunct company,
which we conceived they were not bound either in
law, in equity, or in point of honour to do, consisted
in the fact that no reciprocity existed—that if the
the scheme had been a prosperous one they would
never have received an answer to their applications;
the good things would be reserved for the especial
behoof and benefit of the committee; but, if the con-
trary, all the shares would be molt impartially distri-
buted when it was known that a loss and not a gain
was to be the result. It originated in the proceed-
ings of the Direct London and Exeter Railway Com-
pany, which had been provisionally registered in the
month of May, 1845, with a proposed capital of
3,000,000/. sterling, in 120,000 shares of 251. each.
The plaintiff applied for sixty shares, which were
grante l to him on the 15th of October ; and adver-
tertisernents appeared on the 17th of October, stating
that the allotment had been completed, and an
apology made to the numerous persons, with un-
doubted claims on the score of wealth and social
standing, whose application had either been passed
over or cut down. In fact, there had actually been
applications for more than 400,000 shares, and yet
the allotment committee, of which the defendant
was the chairman, only distributed 58,000 shares,
retaining no less than 62,000 shares, or more than
half the number, for the use of the managing com-
mittee. Had the allotment token place a few weeks
later, when the panic had set in, and all new projects
were at a discount, in all human probability the full
number of 120,000 shares would have been distri-
buted amongst the applicants for the 342,000 shares,
whose requests were not complied with ; and we
should have heard an outcry against the English re-
pudiators, who refused to confirm the contract which
they had deliberately entered into, to take up
the shares for which they had applied. In this case,
however, the allotment took place a little too soon
and the usual practice was followed of retaining the
lion's share for the promoters. On the 21st October
the plaintiff paid up his deposit, and on the 4th No-
vember signed the Parliamentary contract and sub.
scribers' agreement and received his scrip. On the
15th December a meeting was called, when it ap-
peared that 32395/. only had been paid for deposits,
but of which 31,900/. had actually been expended,
leaving a balance of 4921. to pay the Parliamentary
deposit and all future expenses, and that no less than
44 of the provisional committeemen had neglected to
pay any deposit whatsoever on the shares agreed to
be held by them : of course they were raa,le to go
before Parliament. It was contended, oti behalf of
the plaintiff, that the scheme might he said to be
virtually abandoned and that he had a right to
recover back his deposit on the ground of the failure
of consideration on the part of the projectors, and
also on the ground of fraud. The company it ap-
peared defended the actin and secured the services
of the Solicitor-General.