COURT OF EXCHEQUER, June 10.
LAW v. WILSON.—PROVISIONAL COMMITTEEMEN.
This was an action brought by the plaintiff, a station in Abchurch-lane, to recover from the defendant, as a provisional committeeman in the Southampton, Petersfield, and London Direct Railway, the sum of 58l. 17s. 6d. for stationery, printing, &c. supplied to the company.
It appeared that a letter was sent to the defendant in September last, signed by Mr Duncan, a solicitor in Lombard Street, requesting to know whether he was desirous of being placed on the committee of the company. A few days afterwards he called at the office, and said he had no objection to become a director, whereupon the clerk wrote upon his letter, "agreeable to become a director." When the prospectus came out the name of the defendant appeared in the list of the provisional committee. The deposit of 2l. 2s. per share was paid, but when the panic had seized the railway market, it was resolved to break up with concern, and to return 25s. per share to the shareholders. This was eventually done. An allotment of 50 shares had been forwarded to the defendant, but of that letter nor of any others he had never taken the least notice. He had never attended any meeting, nor, indeed, had he ever gone near the place. Upon winding up the concern, a letter had been sent to him requiring that he should pay the sum of 35l. as his proportion, as a member of the provisional committee, of the expenses. Of this letter too the defendant took no notice, and eventually the plaintiff had selected him as the object of his suit as against the company.
On behalf of the defendant it was contended, that he had never given his consent to become a member of the provisional committee, and therefore that he could not be held in any way responsible for any debts which either the company or the managing committee had incurred.
Mr. BARON PARKE, in leaving the case to the Jury, said it was quite clear that the defendants consent, such as it was, had been to become a director, and not a member of the provisional committee. There could be no doubt as to the claim of the plaintiff against somebody, but then the question was, who? Prima facie, Brooks, the Secretary, was liable; but, then, if that person has contracted the debt as the agent of others, the question at once arose as to who those others were, and whether the defendant was one of them. The plaintiff might, with the certainty of success, have brought his action against the Managing Committee or their agent, Brooks; whereas, he had thought proper to go against the defendant. Then the question was, had it been made out to the satisfaction of the jury that the responsibility of that gentleman had been established? The consent of that person was to become a Director, not a Provisional Committeeman. To enable the jury to find against the defendant, they must be satisfied that at the time when he had given his consent to become a Director, he had intended to become a member of the Provisional Committee. It appeared that the defendant had never taken any part in the concern, either as a Provisional Committeeman, or in any other character; and upon no occasion has he replied to any letter which had been sent to him from the Company. There had been no proof, therefore, of any intention on his part to take upon himself the responsibility which was attempted to be cast upon him by the Company, for it was impossible that there eyes could be closed to the fact that, as had been suggested by the learned counsel for the defendant, the present proceedings were rather those of that body, than of the party whose name was used. The Provisional Committee, it seemed, had nothing to do but to lend their names and accept an allotment of fifty shares; and yet, it was now sought to render one of that body liable for a debt incurred by Brooks, one of the Managing Committee.
The jury at once returned a verdict for the defendant.
Mr. Baron PARKE remarked, that it must not be imagined because a man permitted his name to be inserted in a list of Provisional Committeemen, that he therefore made himself responsible for every debt and every act of the Managing Committee, unless it was shown that he had acted in the concern.