Star.
London, England, 1829-05-20 00:00:00

of the property of Covent Garden theatre. The defend-
ants( Messrs. Kemble,Willet, and Forbes, were, together,
instilled to 7 twenty-fourth shares; and Mr. Const was
—duo entitled for life to the remaining 3 twenty •fourth
. Ames, and.the reversion of these three shares were
vested in persons claiming under the will of Mr. Mar-
tindale, to whom Mr. Const was executor. On the llth
of Match, 1822, the plaintiff Harris and the defendants
entered into the agreement which was the subject of the
present lengthened litigation. The effect of this agree-
ment was, that the defendants, Messrs. Kemble,Willett,
and Forbes should be considered as the Lessees of the
Theatre for a term of ten years, to be computed retro-
spectively from the Ist of August, 1821, at a rent of
12,0001. Mr. Harris, the elder, the plainturs father, and
who was proprietor of half the Theatre, and manager
at a salary of 1.0001. per annum, died in October,lB2o.
• and was succeeded in the property and management of
the Theatre by the plaintiff. Previously to the execution
ve of the agreement of 1822 various offers were made, and
ultimately the defendants became the Lessees. at. the
- rental of 12,0001. a year. The plaintiff then retired from.
the Theatre, and the defendants assumed the manage.
meat. In this management the defendants continued
when Mr. Const filed his bill in 1823,,thereby stating,
a certain deed, bearing date the 9th of Mevels, 1812, by
which the then proprietors contracted with each other
that the funds of the Theatre should be applied in pay-'
• ment of certain specific debts until the whole of them
were paid off. The bill of 1823 further stated, that
many of such debts remained unsatisfied, and that the
funds of the Theatre were then applied contrary to the
proeieioas of the deed of 1812; and praying, therefore,
that effect might be given to the deed of 1812. The result
- of -this aux was the appointment of aßeceiver to the
profits of thoTheatre, who bad ever since acted under
the direct•On of the Court. This apPointmeet took place
in February, 18241 and very shortly afterwards the
defendants, Messrs. Kemble, Willett, and Forbes
caused a letter to be written to the plaintiff), re-
, pudiating the agreement of March. 1822; and alleging
that although the plaintiff was a party to the deed,
• they (the defendants) had had no notice whatever of its
existence. At the time of the appointment of the re-
ceiver, there remained unpaid of the debts minded to
. be provided for by that deed a sum of 10,0001. The
ponies to the deed of 1812 were Mr. Harris, tire fa-
ther; who was then possessed of twelve of the twenty-
' fourth shares; the late Mr. John Philip Xemble then
possessed of four twenty-fourth shares; • the late
Mr. White then possessed of three shares; and the
late Mrs. Martindale then possessed also of three
twenty-fourth shares; and the plaintiff, who was pos-
. sessed of the two remaining twaityvfoarth. Abates.--
It s. as not until 1813 that the defendants, Willett
• and Forbes, who had married two daughters of Mr.
Wtrite,bec arise entitled to the three twenty-fourth shares,
which in 1812 belonged to him. In April, 1824, the
plaintiff filed the present bill for compelling the de-
• lendants Kemble, Willett, and Forbes, specifically t•
rertorm the agreement, s;l* the 11th of March, 11+22,
and Mr. Court was made a party defendant to the bull.
• These, his Lor Jship stated, were the main facts Of the
case upon which ci e Bill proceeded: and the only
• questi $ll now to be decided ss as, whether, baviig dub
regard to all the circumstances of the case, this agree-
ment r•f 'March, 1822, could or could not be 110 b.
tained ? The first point to be considered was as to
• the deed of 1812. upon which Mr. Copses bill was
founded. The defendants alleged that they had' no
notice of the existence of the deed at the time the agree-
ment of 1822 was executed, and contended that it was
the duty of the plain, iff to have apprised them of it.
Whatever weight this might have in the case, certain it
was that the defendants had no notice of it, and showed
at- least a disposition of concealment on the part of the
plaintiff. The next point, however, as to the rental of
theatre, was by far the most important to be considered
in all its beatings. The defendantsas to this point insisted
that for want of more correct information they were
compelled to make their calculations as to the rent which
ought to be paid for the theatre, from statements and
'accounts furnished by the plaintiff, and purporting to
be founded upon his Cif erience and knowledge of the
affairs of the theatre; and it was alleged that these state-
ments and accounts were grossly erroneous. For the
purpose of shoWing what was the nature of these re-
pte)entations certain martinis called Exhibits, i 4 G"
and • H," were produced, by which the profits of the
theatre in the seasons of 1819 and 1820, and 1820 and
1821. were shown to be considerable. For these state-
mints it now turned out there was no-foundation in
fact; and instead of there being a profit of 7001. or 80(11:
a considerable loss had been expersenced. This was
the direct misrepresentation of which the defendants
complained, and upon which they mainly founded
their opposition to the prayer of the bill. The defen-
dants also rested their defence upon a, letter proved as
" Esbibit L," written by the plaintiff-to Mr. &imam,
far the purpose of being connnuoicated to Mr. Harrison,
acting is the part of the defendants. In this letter it
was stated theft the total amount of the receipts during
the eleven seasons was 991,8111. being an average per
season of 82,6501. and the plaintiff added, that be had
no d)ubt one-third of this sum might be accounted as
profit; and was sure. if the sums were cakulated
erbich had been paid (independently of the working
of the theatre). he should be fully borne out in his asset •
deafly this letter, as well as the exhibits G"and•• H,"
before mentioned, the defeidaets alleged they were sir
ceived, for although it appeared by Mr. Braudoe's (the
• Treasurer's) accoutre, that the receipts-Joe the eleven
seasons did amount to 991,8111. ybt of this bum
86,2891. bad been paid over to the actors for benefits,
and ought not therefore to have been included. It was
said, in answer to these allegations of the defendants,
that this was the statement which appeared in the books
of account kept by Mr. B. and that these were equally
• open to the defendants as to the plaintiff. This was per-
fectly true, bat it was to be recollected that the plaintiff,
by constant reference tp them, was sequential with them,
and that the defeedantstad had no such opportunities.—
that the accounts were most complicated, as must se-
cassava, be the case in so large a concern, and that
under such circonntancee it was easy to mislead. That
- @misrepresentations had been made was indisputable,
and the question, therefore, was, whether it was
competent for the plaintiff, under such 'circumstances.
to compel a performance of the agreement? When the
bill was filed, only two years of .tribe lease bad run,
and therefore eigi.t tears yet remained of this disad-
'antis:ars lease. Were the defendants compelled to
abide by elicit contract, to ptit up with the losses they
bad thus sustained, through the misrepresentations of
theApiaintiff? The evidence of Mr. Harrison was most
clear, diatiuct, and positive) and in ao way, astir as he

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.. . ~ ~we ' CHANCERY, NAT 19.
Ifi .• ,
_. ' T 11,TIINATIZ.••••NIDDIDIENT.
ri.. ''.:. '4,1 ' Aitilp.'.l. IDIBLZ AND WNW.
... t 1; - • • • in deliveritig the Judgment
et. ,- n , is.loog litigated ease, went through
diiiiiiiinikfilhigiti; as chltailed at the bar. The plaintiff
in Match, 18V2, was iMtitled to 14 twenty•fourth shares