Vice-Chancellor's Court - Cumberland and Westmorland Newspaper Transcriptions

Vice-Chancellor's Court

             VICE-CHANCELLOR'S COURT
                             November 15
(Before Vice-Chancellor Sir R. T. KINDERSLEY)

IN RE THE NORTHUMBERLAND AND DURHAM DISTRICT BANKING COMPANY
                                                   - EX PARTE BIGGE

This was an application that Mr. Charles Selby BIGGE might not be put upon
the list of contributories of this company under these circumstances: - It
appeared that Mr. Bigge attained 21 on the 21st of July, 1855, and was
entitled to a life estate under his grandfather's will, part of such estate
consisting of a number of shares in the Northumberland and Durham District
Banking Company, his uncle, Mr. Matthew Robert Bigge, being executor of such
will, and himself a director in the company. Mr. Charles Selby Bigge was a
commoner of Christ Church, Oxford, and having left college and retired to
his family estate at Linden, 60 of the shares belonging to his grandfather
were transferred to him for 4s consideration, for the purpose of qualifying
him as a director of the company. The dividends on these shares, however,
were not paid to him, but were carried to the account of the estate of the
testator. It was alleged in support of the application that two reports
issued by the directors were misrepresentations, and the evidence of Mr.
COLEMAN, the well-known accountant, and one of the official liquidators of
this bank, was read in support of that allegation, and that the bank at that
time was in a state of insolvency. It was contended on behalf of Mr. Bigge
that he was induced on the faith of these reports to become a director, and
that it was a breach of trust on the part of his uncle to make the transfer,
who, being himself a director, Mr. Charles Selby Bigge being scarcely of age
and inexperienced, was placed, by this transaction, in a position to say
that as between himself and the other shareholders he should not be put upon
the list of contributories, but that his uncle, Matthew Robert Bigge, and
the estate of his grandfather should alone be liable. This case came within
the principles of "Brookwell's And Ayres's cases."

Mr. GLASSE and Mr. KARSLAKE appeared in support of the application; Mr. G.
M. GIFFARD appeared for the official manager, but was not called upon.

The Vice-Chancellor said that this gentleman, not so young but that he knew
what he was doing, being desirous to become a director of this company for
occupation's sake, was told that he must possess a certain number of shares
to qualify him for the office. The matter appeared to have been discussed
in his family circle and more than a year after he came of age. He did not
say that his uncle suggested to him to become a director, but that he learnt
from him the necessary qualifications, and had no reason to believe that the
company was in an unsatisfactory condition. Many persons had been put on
the list of this company who were more to be pitied.

There were two grounds upon which Mr. Bigge sought to escape liability, -
false representations, and a breach of trust in transferring the shares, and
these were perfectly independent. As to the first, this case wanted every
ingredient, except the false accounts, that was to be found in "Brockwell's
case"; Mr. Bigge did not say that he had read the reports, but that he
believed he had seen them. There was no fraud, as between the company and
the public, but an inducement for A to deal with B.

The fact that Matthew Robert Bigge was a director could not affect his other
co-directors, for Charles Selby Bigge did not pretend to say that he took
the shares on those representations. On that ground, therefore, he could
not be relieved from liability. The second was still less tenable, for if
there was a breach of trust at all he was a party to it, and it did "not
lie" in his mouth to complain of it.

Notice of the shares being part of an estate and in the hands of an executor
did not affect the directors, who were only bound to see that they were
regularly dealt with. As between himself and the other directors, Mr.
Charles Selby Bigge was responsible. He knew the nature of the nominal
transfer, and could not avoid the consequences. His Honour was very sorry
for him, but he must be placed upon the list. Costs of the official manager
out of the estate.
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              VICE-CHANCELLORS' COURTS
                           November 13
         (Before Vice-Chancellor Sir J. STUART.)

YOUNGHUSBAND V. THE CARLISLE AND SILLOTH BAY RAILWAY AND DOCK COMPANY

On Saturday this case came before the Court for further consideration. In
April, 1856, the defendants, whose line of railway passed through the
plantiff's lands, entered into an agreement by which they agreed to
construct a road under their line of railway communicating with the
plantiff's lands on either side thereof, and other works in connextion with
such a road.

On the 24th of April, 1857, the plantiff filed his bill, alleging that the
road and other works connected therewith had not been constructed according
to the terms of the agreement, and praying for a specific performance
thereof. The defendants, by their answer, filed on the 5th of June, 1857
stated that the works had been completed according to the agreement on the
29th of the preceding month of May.

On the cause coming on for hearing in January last, the Court directed an
inquiry whether on the 29th of May, 1857, the works in question were in a
sufficiently completed state, and the chief clerk certified that at the
period last mentioned such works were in a sufficiently completed state. The
question now was as to the costs of the suit.

Mr. BACON and Mr. C. SWANSTON were for the plantiff, and Mr. MALINS and Mr.
SALMON for the defendants, the railway company.

The VICE-CHANCELLOR said that he thought the plantiff should pay the costs
of the suit since the date of the performance of the agreement, and that
with respect to the costs preceding that period each party should pay his
own costs.

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