The Sun.
London, England, 1845-05-27 00:00:00

THE SUN, LONDON, TUESDAY EVENING, MAY 27 1545.

clauses of the Newcastle and Berwick Railway Bill. The fares
were settled at 3d., I Ad., and Id. per mile in the first, second, and
third classes respectively,

NEWCASTLE AND DARLINGTON (BRANDLING
JUNCTION).

Mr. Philipson was called, and examined by Mr. TEMPLE—There
was some difficulty in carrying out the works of the Brandling
Junction Company, of which he was one of the Directors. They
were obliged to raise the sum of 200,0001. over and above the
sum allowed by the Act of Parliament, in order that no injury
might accrue to the shareholders. Immediately preceding the
time of the opening of the Newcastle and Darlington
line, the shares of the Brandling Junction rose,
in consequence of the understanding that such an
opening would be made. There was a gradual improvement up
to the time of the opening, when the shares became 50/. each. A
committee was appointed afterwards to enter into some negotiation
with Mr. Hudson on the subject of selling or leasing the Brand-
ling Junction to the Newcastle and Darlington Company. It was
agreed that Mr. Hudson should purchase all the shares at 551. per
share, and pay all the debts of every description due from the
Brandling Railway Company, and indemnfy the directors
and proprietors. As the Company had not the power by Act of
Parliament to purchase, they required the personal responsibility
of Mr. Hudson. The agreement met the universal approval of
every director of the Brandling Company, including Mr. Brandling,
the head director. He was of opinion that it was very highly ad-
vantageous to the shareholders, and if that bargain had gene off,
he would gladly have sold his share for 20/.
The CMAIIRMAN said that the Committee wished to know what
line of objection the counsel on the opposition side wished to take
to this agreement. Prima facie, it appeared to be highly advan.
tageous to the public.

Mr. Mainstre said that the principle of his case was this : his
clients were shareholders in the Brandling Junction Railway Co:sl-
imily, and he totally denied that any number of shareholders in that
Company had a right to sell the shares of the parties whom he re-
Presented. In August, 1844, a certain number of shareholders
thought that it was their interest to sell their shares and his clients,
which they had no power to do. But if the Committee should
come to the conclusion that the shares of the Brandling Company
should become the property of the Newcastle and Darlington
Company they ought not to come there to assess the value of his
clients' shares, but ought to send them to a jury to get their value.
Mr. TEMPLE said that the objection taken by his Learned Friend
was quite different from that taken by him yesterday, and lie would
assert, that if Mr. Greene his (Mr. Manistre's) client had been pre-
sent at the meeting of the directors which agreed to this proposal,
he would have given his consent so to dispose of his shares. In
many cases under the same circumstances, a large majority of the
shareholders had the power to dispose of the minority to the gene-
ral advantage.

After a few instances were given by Mr. HILUVARD, in which
shares were transferred from one company to another, on the con.
sent of a much smaller majority than that which existed in this
casc—

The room was cleared, and on our rcadmittance,
The CHAIRMAN stated that it was the desire of the Committee
to offer a suggestion to the promoters of the Bill to insert a clause
in this Bill to the following effect:—" Provided that nothing in
this Act with regard to particular shareholders (here naming
them) tends to take away any right of actiJn at law that may be
vested in these shareholders for the recovery of an enforcement
of such rights as they may be now possessed of."
Mr. AUSTIN said, that he would not take upon himself the re-
sponsibility of such a clause; he should leave it to the Committee,
and go on with the case, as he saw that much difficulty might arise
from the insertion of such a clause. If they agreed to the bargain
it would be all right, but let them, if they object, have their
shares valued as they were before the time they were enhanced by
the amalgamation.
After the room was again cleared for a short time,

The CHAIRMAN said that the Committee came to the resolution
that they felt that this preamble of the Bill should first be proved,
as they had not sufficient evidence to show that they should take
away their shares from these Shareholders. They would proceed
with the case to-morrow morning at eleven o'clock.