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as a person might on his own land, which he must do at his peril. The preamble of the Act incorporating the defendants’ Company, stat. 2 W. 4. c. xlviii., recites the

advantage which would accrue to the district from the

making and maintaining a railway or tramroad “ for the '

passage of waggons, engines, and other carriages ;” that may refer to locomotive engines or to moveable machines such as cranes, which are mentioned in sect. 3. By sect. 3 the Company are empowered to make roads and ways convenient for hauling or drawing waggons and other carriages passing upon the railway “ with men or horses, or otherwise”; the latter word may refer to locomotive engines, but more probably to stationary engines, which are the only ones mentioned in sect. 5. The utmost that can be said is, that the statute authorises the making of a railway or tramroad, and the drawing of carriages along it by some means or other, and does not prohibit the use of locomotive engines. It follows from the view I take that the decision of the Judge must be overruled, but it is a question of some nicety.

Lusn J. The case raises a point of nicety, but I entirely concur with my brother Blackburn. I cannot see that the Company have any statutory authority to use locomotive engines. Therefore they are subject to the common law liability, and must use them at their peril. This principle is illustrated by Fletcher v. R_z/lands, in error (a), and the cases there referred to, and by passages in Com. Dig. tit. Action upon the Case for Negligence (A. 6.).

. Judgment for the plaintifl' for a new
trial, without costs.

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1868.

Jonas
V.
FESTINIOG
Railway
Company.

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In the matter of The Companies Act, 1862,
and of The BAHIA and SAN FRANCISCO
Railway Company, Limited, and of Aarisnrs
TRITTIN, R. BURTON and M. A. GOODBURN.

In the matter of The Companies Act, 1862, and of The Rnorrs and SAN FRANCISCO PERNAMBUCO Railway Company, Limited, and of AMELIE TRITTIN, J . J. LANGLEY, others (a).

and c. 89. s. 35., on behalf of Amélie Trittin, and upon 1868. cause being shewn in the first of them on behalf of In re

T., the registered holder of five shares in a. joint stock Company, limited, deposited the share certificates with a stockbroker. A forged transfer of the shares to S. and G. having been left with the secretary of the Company for registration, together with the share certificates, he in accordance with the usual custom of business registered the transfer and removed the name of T. from and placed the names of S. and G. upon the register as holders of the shares, and share certificates were handed to t em. 15’. and G. having, through their broker, bought on the Stock Exchange five shares in the Compan , S. and G. transferred the shares comprised in the forged transfer to . and G. respectively, and they were registered as the holders of the shares, and share certificates were handed to them. U 11 application to the Court under The Companies Act, 1862, 25 & 26 act. c. 89. 0. 35., it was ordered that the name of T. be restored to the register, and a special case be stated between B. and G. and the Company for determining the amount of damages (if any) which the Company were liable to pa them. Held,

1. That the Compan , b givin the certificates, re resented that S. and G. were the lawful {Ol.(K3l‘8 of t e shares mention in them, intending that persons purchasing the shares should act thereon, and that, B. and G. havi bond fide acted upon that representation, the Company were estoppo from denying the truth of it.

2. That B. and G. were entitled to recover from the Company the value of the shares at the time the Company refused to reoogmse them as shareholders, with interest at 4 er cent.

3. Qu¢re. Whether the Company rad a remedy over against S. and G. ‘.7

IN Hilary Term, 1867, rules were obtained in these cases under The Companies Act, 1862, 25 8: 26 Vict. (a) The report of these cases has been unavoidably delayed.

R. Burton and M. A. Goodbum and The Bahia and San BaA:dIA Francisco Railway Company, Limited, it was ordered that FMbNC':sc0

A. Trittin’s name should be restored to the register of CRai1“'ay ompany,

the Company in respect of the five shares in the Com- Tnallfim pany numbered &c., and that the Company should pay and others. to A. Trittin any dividend that had fallen due since the Rlafgs

shares were transferred from her name. And it was

further ordered that a special case should be stated FRANCISCO Pr-zmumauco

between R. Burton and M. A. Goodburn and the Com- Railway . . Company’

pany for the purpose of determmmg the amount of and damages (if any) which the Company were liable to pay $5‘ them respectively.

In the second of these cases a similar order was made in respect of twenty-six shares in The Recife and San Francisco Pernambuco Railway Company.

The following special case was accordingly stated in the first of these cases.

On the 8th March, 1866, A. Trittin was the registered holder of five shares in The Bahia and San Francisco Railway Company, Limited, and deposited the certificates of the shares with T. C’. Oldham, a stockbroker, and requested him to keep them and to receive the dividends payable on them.

On the 17th April, 1866, a transfer of the five shares to J. A. Stocken and S. Goldner, purporting to be executed by A. Trittin, but which was admitted to have been a forgery, was left with the secretary of the Company for registration, together with the certificates of the shares.

The secretary of the Company in the ordinary course

of business then sent by post to the last place of

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residence of A. Trittin a written notice that the deed of transfer had been received by him, and after ten days, having received no answer from her, he registered the deed of transfer, and removed the name of A. Trittin from, and placed the names of J. A. Stocken and S. Goldner upon, the register of shareholders as holders of the five shares, and share certificates in respect of those shares were handed to them.

In May, 1866, R. Burton, through his broker, bought on the Stock Exchange four shares in the Company, and M. A. Goodburn, by her broker, bought one share. About the same time J. A. Stocken and S. Goldner sold five shares in the Company to A. Bristowe, a stockbroker, and in pursuance of those contracts, transferred four of the shares comprised in the forged transfer to R. Burton, and the remaining one to M. A. Goodburn.

It was admitted that R. Burton and DI. A. Goodburn entered into the contracts bona fide and for value of the shares without notice of any fraud, and according to the usual course of business with reference to the purchase of shares, and that on or shortly after the 28th May, 1866, they were duly registered by the Company as the holders of the shares, and share certificates in respect of the shares were duly handed to them. In these transactions everything was done by the Company in accordance with the usual course of business, and there was nothing in the circumstances so far as they were known to the Company to excite their suspicion, or to induce them to depart from the usual course of business.

The form of share certificate used by the Company was as follows :—

“Certificate of shares. 1868. “ Bahia and San Francisco Railway Company, Limited. In re “ Registered under the Joint Stock Companies Act 12:1“ of 1856. 26th January, 1858. F,,S,f;f,co Nos.......... to é::%)‘;:§ Five shares of £20 each. Taaffrlm “ This is to certify that is the and others In re

registered holder of the shares Nos. to in the Rm“ above Company (subject to the Articles of Association), and

San on each of which there has been paid up to this day F““"sC° Przss/msuco three pounds. Railway “ . CompanyGnven under the common seal of the Company, the and TTIN day of 1858.” aiidbthers.

“ Directors.”

Among the articles of association attached to the memorandum of association of the Company were the following.

“ lst. Only such of the regulations of Table B. of The Joint Stock Companies Act, 1856, as are expressly set forth in these articles of association shall apply, and the other regulations of Table B. shall not apply.”

“ 25th. The Board shall determine the mode and conditions of and the charges for the transfers of shares, but no such charge shall exceed 2s. 6d. for every transferor named in the instrument of transfer, and no such transfer not valid according to the law of England shall be binding on the Company.

“ 26th. Every original shareholder shall, on payment of such sum, not exceeding 2s. 6d., as the directors prescribe, be entitled to a certificate, under the common seal of the Company, and under the hands of two of the directors, specifying the share or shares held by him, and the amount paid up in respect thereof ;” Sec.

\0L. rx. 3 L B. 8: s.

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