No. CIV.

An Assignment to a Purchaser of a Share in a
Company (1).

Variations as below.

THIS INDENTURE made the in the year of our Lord

day of BETWEEN

PURCHASES.

Share in a
Company.

(1) By the 6 Geo. I. c. 18. it is declared, that all public un- 6 Geo. I. c. 18, dertakings tending to the inconvenience of his majesty's subjects in their trade or other lawful affairs, and all public subscriptions, assignments, or transfers for furthering the same, and more particularly the acting as a corporate body, the raising transferable stock without legal authority, or transferring shares therein, shall be deemed illegal and void.-Hence it has been doubted, whether the institutions and undertakings which have lately been established in the metropolis and many other parts of the kingdom for insurances, manufactories, &c. are valid, and the shares of the members lawfully transferable. Upon this subject several of the most eminent gentlemen of the profession have been consulted, and their sentiments have been various. The opinion of the author is, that such of them as have no tendency to aggrieve or inconvenience any considerable part of his majesty's subjects, are valid; but that such as have that pernicious tendency, are void: and of this opinion was a learned serjeant now on the bench; but he conceived that independently.

PURCHASES. (the vendor) of, &c.

Share in a
Company.

Recitals.

WITNESS, that in consi

deration of the purchase money.

(the purchaser) of, &c.

WHEREAS, &c. (recite the title
share intended to be assigned.)

of the one part, and
of the other part.

of the vendor to the
AND WHEREAS the

said (purchaser) hath agreed with the said (vendor)
for the purchase (1) of his said share and interest
in the said mines, &c. (or as the case may be) at
the price or sum of £
NOW THIS IN-
DENTURE WITNESSETH, that in consideration of the
sum of £
of lawful money of that part of the

Auction.

of the legality or illegality of the institution, it was by the above
act made illegal in all cases to transfer the shares, or a portion
of the stock, in any public establishment, without the authority
of parliament; but it appears to the author, that if an institution
be legal in itself, it cannot be rendered otherwise by the cir
cumstance of its shares being made transferable from one per-
son to another, as it appears to be a contradiction, to admit it
to be lawful to possess an interest in a company, and at the
same time to hold it to be unlawful to dispose of such interest;
and a derivative holder cannot, it should seem, stand in any
other predicament than that in which the original proprietor
stood. It may moreover be observed, that it is contrary to the
general policy of our laws, that any species of property should
be unalienable; whence it is presumed, that the words which
seem to forbid the transfer of shares generally and indefinitely,
must necessarily be construed to refer to such institutions only
as are prohibited by the act; and see King v. Webb, 14 East,
406, 414. But the Bristol Ale Brewery has been determined to
be within 6 Geo. I. c. 18. Buck v. Buck, 1 Campb. 547; and see
Davis v. Hawkins, 3 Maul. and Selw. 488, and so of the Philan-
thropic Annuity Society, Rex v. Stratton, ibid. 549. But whether
the Golden Lane Brewery was a nuisance under that act, the
court in a case before it declined deciding. Brown v. Holt, 4
Taunt. 587, but see the case of Buck v. Buck, above cited.

(1) If the sale were by public auction, see ante, No. LXX.
p. 132, n. (1).

1

Shure in a
Company.

United Kingdom of Great Britain and Ireland, PURCHASES. called England, in hand well and truly paid to the said (vendor) by the said (purchaser) at or immediately before the sealing and delivery of these presents, the receipt whereof the said (vendor) doth hereby acknowledge, and of and from the same doth acquit, release, and for ever discharge the said (purchaser) his executors, administrators, and assigns, by these presents, He the said (vendor) HATH bargained, sold, Vendor assigns. assigned, transferred, and set over, and by these presents DOTH bargain, sell, assign, transfer, and set over unto the said (purchaser) his executors, administrators, and assigns, two full and undivided fourth parts, shares, or doles, the whole Parcels. into four equal parts, shares, or doles, being considered as divided, of and in all that copper-mine or adventure of copper, [or as the case may be] called by the name of

of

situate in the parish

in the county of (1), together with the like parts or shares of and in all copper stuff and copper ore, lead, tin, tin ore, and all or any other metals and minerals now or hereafter to be found, broken, or brought up to grass, in,

(1) Or,

"All that one share numbered

of and in the

capital stock of a certain company, called or known by the
name of the
Mine Company, as the same is now

Share in a
Company.

PURCHASES. upon, or out of the copper-mine, or adventure and premises, or any part or parcel thereof, and also of and in all tackle, tools, whims, engines, stamping-mills, and implements of mining whatsoever, and all ways, paths, passages, easements, profits, commodities, advantages, rights, members, and appurtenances thereto belonging. And all the estate, right, title, interest, use, trust, property, claim, and demand whatsoever, of him the said (vendor) of, in, unto, or out of the same parts or shares, and every part and parcel thereof. TO HAVE AND TO HOLD the said two full undivided fourth parts, shares, or doles, and other the premises hereby assigned, or otherwise assured, or intended so to be, with the respective rights, members, and appurtenances, unto and by him. the said (purchaser) his executors, administrators, and assigns, according to the custom of the stannaries of (or as the case may be), from henceforth for and during all the residue now to come of the said term of

TO HOLD for residue of said term.

portion of

years, but Subject to pro- subject nevertheless to the payment of a due proportion of the lord's and founder's dues (being part), payable for or in respect

yearly rent.

And of costs of working.

one

thereof. AND also to two full parts or shares of all costs and charges henceforth to accrue in working, trying, and prosecuting the said mine and premises, and to the articles, regulations, and agreements already or hereafter to be made and entered into for facilitating and prosecuting the

title.

Share in a
Company.

said mine and the affairs thereof (1). AND the PURCHASES. said (vendor) for himself, his heirs, executors, and administrators, doth by these presents covenant and declare to and with the said (pur- Covenants for chaser) his executors, administrators, and assigns, in the manner following, that is to say, that he the said (vendor) at the time of the sealing and delivery of these presents, is lawfully possessed of and rightfully entitled unto the said parts, shares, or doles, hereby assigned, or otherwise assured, or intended so to be, of and in the aforesaid mine or adventure and premises, and now hath in himself good right, full power, and lawful Right to asand absolute authority to assign and assure the same parts, shares, or doles, with the appurtenances, unto the said (purchaser) his executors, administrators, and assigns, in the manner and for the time aforesaid. AND also that it shall and may be lawful to and for the said (purchaser) his executors, administrators, and assigns, from henceforth peaceably and quietly to have, hold, use, ment. occupy, possess, and enjoy the same, and receive

sign.

Quiet enjoy

(1) And, if the case be so,

"But nevertheless under and subject to the covenants, provisoes, clauses, and agreements contained in or referred to by a certain indenture of settlement, of or concerning the said company, bearing date the

the year

court of

of our Lord

day of

in

and inrolled in his majesty's

at Westminster, and other the rules or

regulations of the said company for the time being."