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The Daily Press.
HONGKONG, JUNE 20TH, 1891.
HONGKONG LEGISLATIVE COUNCIL.
The Legislative Council met yesterday after- noon. There were present :-
HIS EXCELLENCY THE ACTING GOVERNOR. Major-General G. DIGBY BARKER. B.
Hon. W. M. GOODMAN, doting Colonial Ss. oretary
Hon. A. J. LEACH, Acting Atto.noy-General. Hon. W. M. DEANE, C.M.G.. Captain-Sa- perintendent of Police.
Hon J. H. STEWART-LOCKXA&T, Registrar- General.
Hon, N. G. MITCHELL-INNES, Colonial Tron- Jurer.
Hon. S. BROWN, Surveyor-General.
Hon. P. RYRI
Hon. Ho KAL.
Hon. J. J. K@<WICK.
Hon. T. H. WHITEHEAD, Mr. A. M. THOMSOY, Acting Clerk of Councils. fnE SALE OF SHA TS REGULATION BILL. HIS EXCELLENCY-Ths next order is the second reading of the Bill entitled u Ordinance to amend the law in respect of the sale of shares in companies registered under the Companies Ordinances 1865 to 1886 and in other Joint Stock Companies.
Ron. T. H. WHITEHEAD-I rise to move that Counsel be heard on the Bill.
Hon Ho KAI seconded. Crried.
Mr. J. J. FRANCIS, Q.C.-May it planse your Excellency and this hon. Council. I appear in- structed by the Sharebrokers Association to present to this hon. Conneil certain argumeutz which in their opiniou. as an organ sed body and as persous largely interested in share-dealing in this Colony, are of very great weight as onposed to this Bill and which they believe will if! fairly presented before this Council, probably induce the Council to refuse to pass the second eading of the BILL I have in the first pace to tender their bearty thanks to your Freel leney and to this Council for peritting them to be heard here to-"ay by Couusel. The Bill before the Council is entitled "An Ordinance to amend th Low in respect of the Sale of Shares in Com- pauica registered und r the Companies Ordia. unces 1863 10 1886 and in order Joint Stock Com- pani," and the preamble is as follows:-'Where. is it is expedient to make provision for the pre- vention of contra ts for the sale and purchase of shares and stook in Joint Stock Companies of which the sellers are not possessed or over which they have no control, be it enacted as follows.” l'he object therefore of the Bill as stated in the preamble is to prevent the sale of shares of which the vendor is not in possession at the time be enters into a contract or which he has not un- dor his control, and the means by which it is proposed in the Bil to giv· effect to this obj ́ot urs very simple, namely, to co apel the vendor to enter on the face of any contract he may enter into for the sale of shares and stook the numbers or other marks by which thesharesare to be identic fed in the registers of the respective companies and in a fanlt of his doing so to render the contract nall and void; secondly, to render any parson liable as a orixinal who shall insert in any such ontract fa se numbers or false marks; and third- ly. to render null and void any contract which fails in complying with the requirements of the Ordinance. It is a rale of legislatures in con- sidering the passing of new measures that they shall take into consideration, frat the state
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of the law they propose to amend, second- ly the evil which exists and which is pre- posed to be remedied, and thirdly to consider the means by which it is proposed that that evil may be remedied. Now in the first place. the state of the law in this Colony and in Eng land at the prevent moment leaves it perfectly lawful for any man to enter into a contract for the sale of any property whether he possesses it or not, and the only penalty imposed upon him by the present law is this, that it when the time comes and he is unable to carry out his con- tract because he has not be n able to procure that which he undertook to procare, he is subject to no action at law and may be made to pay whatever damages, if any, have been suffered by the other party. In most cases the ascertain- ment of the amount is very simple and easy If the vendor fails to deliver when the time comes the purchaser goes into the markat, buys what was contracted to be delivered. and claims from the vendor the difference in the price if he has to pay more If the buyer fails to take delivery the vendor tak s the article he bas for sale into the market, sells it, and if there is a loss on the transaction claims it from the man who failed to take delivery. Of course there are extraordinary cases when that rule cannot be applied, of which we had one recently in the Colony, when it was eft to a jury to say what were the dimages and assess them. That is the state of the law here and it is the same in England and has been for many years past. There was formerly an act of George II called the Stook Tobbing Act, the preambls of which ro sited that "Whereas great inconvenien es have arisen and do daily arise by the wicked, pernicious. and d strutive practice of stock jobbing, where. by many of His Majesty's good subjects ha e been and are divertet from pushing and exere's- ing their lawful trades and vocations, to the atter ruin of themselves and families, to the great discouragement of industry, and to the manifest detriment of trade and comm-ros." And of the many sections which that lat coat ined there was one, the eighth, which was spoilly directed to the particular mischief aid af by the Bil now before this Council:-" And whereas it is a frequent and mischievous prac- tice for persons to soll and dispose of stocks or other securities of which teg are not pos sessed, be it enactod," &o. Now, sir, in the twenty-third year of Her present Majoels this was found practically an inconvenient and 10 hamper 80 exceedingly dealings io the Stock Exchange and dulings in shares that that Act was repeated in its entirety. and 23 Victoria c. 28. by which that repoal was eff-ated, reciles that Whereas an Act was passed, 7 George II, to present stock jobbing. und was made perp tual be another Act, 191 Gorge II, and whorens such Acts impose uu- necessary restrictions on the sale and transfer of stocks and shares, and it is expedient to repeal the same," therefore it is anaated in one line; that that Stock Jobbing Act and the Act aking it perpetual should be repealed I sabuit with some cnfidence it is a very strong argument in itself to present to this! Council that legislation did exist in England' for many years to precisely the same effect as the Bill now before this Council, to prevent the same mischief, and applying the same re- medly amongst others, and that in the twenty- tbird year of the resent reign that Act was deliberately repealed, and in the recital to the repealing Act the reason given was that it annecessarily impeded the free transfer and sale of stooks and shares. Briefly that is the argument I have to lay before this Conn. cil to-day. that if this Bill is pas ed, and if it has any effect, the only effect it can and will have will be to seriously impede the salo and transfer of stocks and shares and in
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