LAW INTELLIGENCE.
VICE CHANCELLOR’S COURT— Monday.
(Before Sir RICHARD KINDERSLEY.) 

SMALL v. CURRIE.—PETERSFIELD ELECTIONEERING. 

     The Vice Chancellor delivered judgment in this case, which was argued before him during the sittings after Michaelmas Term. His honour said the question was, whether a certain bond of indemnity which had been given by a person named Lipscombe (the testator of the plaintiffs, who were his executors,) to the defendant, Mr. Currie, a solicitor, ought to be declared invalid, or ought to be re- formed. The circumstances of the case were somewhat peculiar. In and previously to 1833, and subsequently to that time, Colonel Jolliffe was the owner of some property in or near the neighbourhood of Petersfield. He had established some political interest in that borough, for which he had been returned to parliament as a member. He had employed as his agent in that borough a gentleman of the name of Hector, who, it appears, was a banker. But a quarrel had taken plaoe between Colonel Jolliffe and Mr. Hector, and they severed their connection. Mr. Hector became his political opponent, and succeeded subsequently in being elected in opposition to Colonel Jolliffe. There were two parties in the borough — the Jolliffe party and the Hector party. After the severance between Mr. Hector and Colonel Jolliffe, the latter employed as his agent the defendant, Mr. Currie, a solicitor practising in London, and a member of the well-known firm of solicitors practising in this and other courts. There were living at that time at Petersfield two persons whose names figured very conspicuously in the case — the one, a Mr. Lipscombe, who was the testator of the plaintiff, a retired farmer, a person of some not inconsiderable property; the other a Mr. Butterfield, who was also a farmer, or had been a farmer, and who had married a favourite niece of Mr. Lipscombe (he having no children of his own), which niece was treated by Mr. Lipscombe as his daughter. He seemed to have regarded Butterfield very much in the light of a son-in-law. He seemed to be very much interested in his welfare, and in promoting his interests in life. Both of these persons, Lipscombe and Butterfield, were strenuous partisans of what had been called the Jolliffe faction in the borough of Petersfield. In the early part of 1833 a suggestion was made, that it would be a very expedient measure to establish an opposition bank at Petersfield, by way of counteracting tbe banking influence of Mr. Hector, and drawing away, of course, if possible, some of his customers, and also, by means of making advances to the electors of Petersfield, to obtain an interest and influence over their votes. This suggestion seemed to have been very strenuously supported by Mr. Lipscombe. Accordingly, in April, 1833, a bank was established, the partners in which were Col. Jolliffe, Mr. Currie, his agent and London solicitor, and Mr. Butterfield. Articles of partnership, dated the 24th of April, 1833, were executed, by which the partnership was established for three years, upon the terms that Colonel Jolliffe and Mr. Currie were to share the profits in the proportions of two-thirds to the colonel and one-third to Mr. Currie; Butterfield was to have a salary of 250l. a year for managing the business. It was also stipulated that a capital not exceeding 3000l. should be brought in by Colonel Jolliffe and Mr. Currie, in the same proportion of two- thirds being payable by Colonel Jolliffe and one-third by Mr. Currie. On that occasion a bond of indemnity was given by Butterfield to Lipscombe, Lipscombe being surety for Butterfield, for the purpose of guaranteeing to Colonel Jolliffe and Mr. Currie that Butterfield would duly observe the articles of partnership, he (Butterfield) being then the managing partner. The banking business went on, but instead of being put an end to at the expiration of three years, as provided by the articles of 1833, it continued without interruption until 1839 when new articles, dated the 22d February of that year, were executed between the same parties, by which they agreed to continue the partnership for five years longer. Substantially these articles were the same as those of 1833, with the exception that instead of 250l. a year, which by the former articles Butterfield was to receive as his salary, he was, by those of 1839, to receive 300l. per annum. Upon this occasion there was no bond of indemnity or of guarantee required. In August, 1842, Colonel Jolliffe desired to retire from the partnership, and accordingly a deed of dissolution was executed on the 26th of August in that year. By this the partnership was dissolved as to Colonel Jolliffe, and, indeed, dissolved as to all the members of it, but by a deed of the same date a new partnership was established between Mr. Currie and Butterfield for the term of five years, the fact being that the colonel was to retire, and the banking business was to be continued by Mr. Currie and Butterfield as partners. By the articles of 1842 Butterfield was to have all the profits up to and not exceeding 300l. per annum; and the surplus profits beyond 300l. per annum were to be divided equally between Mr. Currie and Butterfield. There was no stipulation at all in the articles about capital. The articles of 1842, as might be expected (considering that Colonel Jolliffe, one of the most efficient and one of the monied partners, retired), differed very materially from the articles of 1833 and 1839. By a bond of the same date—namely, the 20th of August, 1842 — which was the bond now in question, Lipscombe and Butterfield became bound to Mr. Currie for the purpose of indemnifying him. This bond had been granted originally, not merely for the due performance on the part of Butterfield of his duties, but to indemnify Mr. Currie against all losses which, under any circumstances of whatever nature, might arise in the course of business. It ought to be mentioned that by arrangement, by the articles of 1842, all the debts, assets, and liabilities of the old firm were transferred to the new partnership. By the bond of indemnity Lipscombe, as surety for Butterfield, gave an indemity to Mr. Currie against all losses that might arise from the failure, insolvency, or bankruptcy of any one of the debtors to the concern — the debtors whose debts were transferred from the old to the new firm. The business went on from 1842. The articles would have expired in 1847, but it was not put an end to. It was continued for the purpose of winding up the affairs. It was dissolved on the 3d of April, 1849. In the July following a fiat in bankruptcy had issued against Butterfield, who absconded. In the meantime, in October, 1848, Lipscombe had died, the plaintiffs having been appointed his executors. These were the facts of the case. The contention on the part of the executors of Lipscombe was this :— the bill insisted that they were entitled to have the bond of the 20th of August, 1842, delivered up as void against Lipscombe, or, in the alternative, that it might be declared that that bond ought to be reformed and made conformable to the former bond of 1833, and that the liability of Lipscombe’s estate might be ascertained upon that footing. After the bankruptcy or absconding of Butterworth Mr. Currie brought his action upon the bond against the representativea of Lipscombe, which, by the bill, it was sought to restrain. The first point taken by the plaintiffs’ counsel was founded upon the duty a solicitor owed to his client. It was insisted that Mr. Currie was the solicitor of Lipscombe in the transaction, and that it was the duty of Mr. Currie, as such solicitor, to have carefully explained to his client, not only the tenor and effect, but the circumstances and condition of the act at the time, and particularly as to the debts due to the concern, and as to the capital of the concern. But, inasmuch as no such information was given, and the provisions were of a very unusual and onerous description, the transaction could not be supported as between a solicitor and his client. But this argument rested entirely upon the assumption that Mr. Currie was Lipscombe’s solicitor in the transaction. Was this the fact? He thought it was clear he was not Lipscombe’s solicitor in any other manner or matter, unless it was in the preparation of the bond in 1833. It was then submitted that at all events, when he prepared the bond for Lipscombe, he was his solicitor pro hac vice . But there was no ground for that assumption. He had prepared it on his own behalf, as the party to be indemnified. The next ground urged was, that, as between principal and surety, Mr. Currie ought to have given Lipscombe full information of his liability, and that he should have volunteered to do this. There was, however, no authority for this proposition, especially in a case like this, where Lipscombe, as the father-in-law, as it were, of Butterfield, must have had as full means of information as Mr. Currie, who lived in London. Whether it was a bond, or any other instrument, could make no difference. It would have been quite another case had Mr. Currie misled Lipscombe, but this was not pretended. There was no ground for saying that Lipscombe did not perfectly comprehend the nature and extent of his liabilities. Lipscombe was one of the persons who first suggested the establishment of the bank, not for the ordinary banking purposes, but for thwarting the proprietor of the existing bank, who was the political opponent of Colonel Jolliffe, and for making advances to the electors of Petersfield, and gotting them under the peculiar, he had almost said, the corrupt influence, of Colonel Jolliffe and his agents. It was a curious state of circumstances under which the bank was formed, one of the partners being the member for the borough, with a military title, the other partner being a retired farmer, with a species of banking tutor, and a London solicitor. Of this extraordinary establishment, this bank, so anomalous in its constitution, and so objectionable in its nature, Lipscombe was, in fact, the sole originator. The debts were due, for the most part, from the electors of Petersfield, on account of advances made to them, intentionally to obtain an influence over their votes. One of their objects was to preserve that influence. Most of the objections taken by the plaintiffs to the validity of the bond would be open to them at law, if they were of any value and could be proved in evidence. He was of opinion the bill must be dismissed; but he could not part with the case without expressing his disapprobation of the gross impropriety of all the parties to these extraordinary transactions, the party who sought relief by this bill being himself the principal originator of the bank; and he must, therefore, not only dismiss the bill, but dismiss it with costs.