1912-05-04 — Page 3

DIRECTORS AND THEIR LIABILITIES, DUTIES AND POWERS.

Foreword.

THE HONGKONG, TELEGRAPH, SATURDAY, MAY 4, 1012.

HOME RULE DEBATE.

SIR E. GREY'S SPEECH.

Reuters

[Service to the "Telegraph.")

(The following telegrams ap- peared in an "Extra" pablished yesterday after we went to press.)

Bombay, May 3, 11.10a.m. Received, 4.12 p.ia. During the debate on the Home

PARENTAGE OF NEW

YORKERS

In terms of percentage the population of New York, in 1910, was 18.72, per cont. British, 15.19 per cont. of Russian birth or parentage, 12.74 per cont. Gor- man, 11.18 per cent. Italian, 8.35 per cent Austro-Hungarian, 1.07

Hotels.

HONGKONG Hotel

· A LA CARTE GRILL ROOM. Now Open.

Hongkong, 20th April, 1911.

J. H..TAGGART,

Manager.

GRAND HOTEL,

Tolophons 197,

per cont. Scandinavian, 13.40 por MANAGEMENT & CUISINE UNDER EUROPEAN MANAGEMEN1

F. REICHMANN, Propriet rễ

110 of the new Ordinance, which director. This was so held in require the inspectors to be ap- the case of Shepherd v. Bray pointed by the Court, and conse(1000) 2 Ch. 235, in which quently where the Court must Warrington J. said - “Now in have jurisdiction to removo a oases of contract the right to person it has itself appoint- recover contribution arises, not ed, or to suspend the en “from any motion of implied quiry The ffect of the Seccontract, but as an equitable The article this week deals as to tion in the Ordinance is there-right springing from the rela- the first part with the right fors apparently by: no means the “sions of the portion as persoa As the effect of the cor-liable for tho ssmo dobt. ¡ . . As of a minority of shareholders samo to obtain an investigation of responding section of the Homein oases of contract must mean

44 Acf, and the ongo rited is now no ng in casos...

where the right the affairs of the company, by authority in this Colony, The "of contribution arises from inspectors appointed by the provisions, however, of Section "cortain contraótual relations. " Court. This is not a new provi-112 of the Ordinance render the But, apart from the statutory sion but is taken from the old report of inspectors appointed by provisions before mentioned, a the Court of no greater value, director is entitled to contribui Act and Ordinance the only an oxidoacol than the report of tion from those of his co-directors alteration being that, in long-inspectors in England appointed who have concurred in any ultra kong, the application is to be by the Board of Trade. It is not viros transaction on behalf of the Rulo Bill, Sir Edward Grey The number of Jews in 1910

ENTRALLY situatii, ap-to-dats Hotel, Rently renovated, and under. evidence of the facts stated there. Company, in respect of which ia, but merely of the opinion of money lins been recovered from dealt especially with the advant was 1,265,000. There were in entirely New Management. Large and Confortable Rooms, Excellent the inspectors. This being so, it him. Thus it was hold in the ages of the Bill in relieving the New York in 1900, 600,000 Jews, Culdne under the supervision of an Experiencel FRENCH CHEF would seem that it can nomore be case of Ashhurst Mason L 1. Imperial Parliament of the pre-and the increase of the popula-moderate, First Class accommodation for Families and Tourists.

separata Tables, Hot and Cold Baths, Electric Light throughout. Terma made the actual foundation of any 20 Eq. 225 that whore shares of seat congestion of business. Hetion of Russian parentage since

For partioalar and rates apply to subsequent action than cauan Company were purolased and

Telephone, 170.

Telegram: “ Astór,”- report in England. Nevertheless transferred into the name of one said to reply to Mr. Balfour's ques 1000 has alone been large enough his, co-directors, in respect of the information acquired by the of its directors, in trust for the tions would require prolonged to raise the number of Jews in

OPEN AIR SKATING RINK moneys ordered to be paid by shareholders from the report will Company, pursuant to an ultra historical research, and he frankly New York over the one million him by reason of his having enable them, to decide whether vires resolution of the board, those said he was not prepared to mark.

BELLE VIEW HOTEL nated improperly as 'n dircelor, not to take subsequent pro- others of the directors who con-

made to the Court, instead of as formerly, to the Governor. The second part of the article re-

lates to the right of a director

to recover contribution from

cent, of mixed foreign er mixed 02] native parentage, 19.33 per cent. native whites of native parentago, 1.02 per oant, negro, 13 per cent. coloured.

ceedings; and no doubt also to currod in the transaction were answer them. But he would usk The Italian population of with the assent of such cabtain evidence of the facts liable to contribution in respect a question in return. Mr. Bal-Greater New York, while smaller director. Had it not been for stated in the report, which may of the oalla ho had paid. And four hnd said that there was no than that of Naples, outnumbers

itself be produced as evidence in the inter case of Ram- of the opinion of the inspectors, skill v. Edwards 31 Oh., Dexact parallel with the Transvaal. that of either Roms or Milan to and in justification of the notion 100, where the directors of a The parallel had been mentioned the extoat of about 50,000; the of the shareholders.

Company had advanced money not as an exact parallel but simply fussion group outnumbers Odessa By Section 111 of the Or. upon unauthorised securities, and to show that the prophet of evil adinance it is provided that a the money 99 lent had been lost, was not always right even when by about 300,000 and is more than Company may by special resolu- it was hold that each of the directe was the Leader of the Op-half the size of St. Pataraburg tion appoint inspectors to intors who had suuctioned the loan position. He would ask Mr. at the Austro-Hungarian group

WAB. thore over B vestigate its affairs; but in such was liable for contribution; and, Balfour

the express provisions of the Ordinance to this effect the old rule that there is no contri bution between joint wrong- doors would have prevented

director from receiving centr

bution from the others.

•

ASTOR HOUSE

(LATE CONNAUGHT HOTEL). QUEEN'S ROAD, HONGKONG.

at

PROPRIETORS

Sessions: 10 A. to 12 NOON. 2 PM to F.. Admission 25 cents. Telephone No. 907;

Őrint, to 8 F.3. 9 PM to 117.M. Admission 50 cents. String Band will play at the above fotel every Sunday, commending from

W. GALLAGHER, Manager.

p.m. to 10 pm.

THE

гяв

GENERAL ELECTRIC

(Contingeil From last Saturday) un to the Court bat to the contribute survived against the for the monstrous over-concontra- Budapest.

Company in General Meeting.ostate of one of such directors tion of business in the House of

an event the report is not to be moreover, that the liability to parallel in the British Empire is more than half the size of CO. OF CHINA, LIMITED.

Contribution.

As already stated; the directors

Cominous? The present system had been proved unworkable ani Devolution was required not for plan was admittedly not complete Irolandulous. The present and the Bill did not lay down a pattern of a Federal system to the United Kingdom, as per- which was applicable universally

fect similarity was unnecessary.

He admitted the Ulster diffi-

culty, but if Ulster defeated the solution proposed it would be impossible for the present state

of affairs to continue, and ̈sotne

·Notices

THE TAIWAN RAILWAY HOTEL.

Inder

1

TAIPCH, FORMOSA.

the Direct Management of the

Taiwan Railway Dept

EXCELLENT QUISINE AND GOOD SERVICĖ, RATES

YEN AND UP.

Büste,

· MANUFACTURERS AND IMPORTERS.

MEAD OFFICE—

7,. Jinkee Road,

Shanghai.

Telegrame-

"Genlectrio."

16, Des Voeux Road,

Hongkong. Telephone 518. Telegrams-"Sparkless."

MANUFACTURERS of Complete Electric Plant, Power

Schemes and Complete Telephone Installations.

WORKS.

By Section 110 of the New An authenticated copy of that who had died. Ordinance (Section 109 of the report may, however, bo after- Act of 1908) provision is made wards used in legal proceedings of a Company are in the position somewhat similar to that which as evidence of the opinion of the of trustees for the Company of its was made by Sortions 105-110 inspectors.

money and properly coming into of the Ordinance of 1885 (Sec.

their hands. They are therefore tions 50-61 of the Act of 1862 },

each outitled to contribution from whereby a minority of the share-

the others of them who have con holders of a Compnay (members By Section 86 (4) of the new curred in any breacli of trust, in holding not less than one-tenth Ordinanco (Section 84 (1) of the

respeel of any loss thereby incur.. of the shares) can obtain an in-Act of 1908) it is provided that red and recovered from one of vestigation of its affairs, upon every person who by reason of his them; and are so entitled ns against application to the Court for the being a director, or name as the ostato of a docensed director appointment of inspectors for that director or as having agrood to who when living, had auctioned purposo. There is a difference become a director, or of his that breach of trust (Jackson other solution mast. be found to between the wording of this sec-ing authorised the issue of the Dickinson (1903) 1 Ch. 947). the House of Commons and Lion, and thas of the correspond)-[prospectus, hocames liable to

LONDON, WITTON, MANCHESTER, BIRMINGHAK. Moreover, who10 directors havo ing section of the Home Act, in nuke any payment under that paid dividends out of capital, they to put the control of Irish affairs

Uniformed hoto. power racets all

LARGE STOOKS held of all Electrical Supplies, Wires, Cables, that the latior providon (similarly Section may recover contribu-

in Irish hands. He believod, are entitled to recover back from

trelas and steamere to the Act of 1882) that inspectors tion, as in cases of contract, from the shareholders the dividends so animosity in different parts of ranged for without any trouble to Switch Apparatus, Steam Dynamo Sets, Motors, Are Lamp Carbons, however, that the present

Luggage aro Fittings, Shades, Belle, Tolephonos, Batteries, Switolboards and may be appointed to investigate any other person who, if sued paid to the latter, when they the affairs.of a Company upon ap separately, would have been themselves have been compelled Ireland would disappear when Hongkong, at Feb., 1012. [192 Robertson Lamps and Osram Metal-Filament Lamps, plication being made for that pur- liable to make the same payment, pay such amount to the liqui- for the first time they had a sense pose to the Board of Trade. In unless the person who lins be- dator of the Company upon its of joint responsibility. the new local Ordinamen power to come, so liablo was, and that being wound up (National Funds make much appointment is given other person was not, guilty of murano Co. 10 Ch. D. 118). to the Court. Under the ropical-fraudulent misrepresentation. And they are also entitled to re- ed Ordinance it was given to the This provision is taken from cover fuck from the share- Governor, In Eagland it was Section & of the Directors Liabi-holders money paid out of the hold by the Court of Appeal in lity Act 1890. The effect of it, to capital of the Company, other- the case of re The Grosvenor, &c., a large extent, alters the law, in wise than by way of divi Hotel Co., La., 70 L. T. 337, that so far as directors are concerned,londe, if they are themselves "the object of the sections as laid down in the well-known ordered to repay such money on "is simply to afford to minority ense of Merryweather e. Nixon 8 the ground that it had been im- London, May 3, 4.5 p.m. "of a Company constituted unT. R. 186, in which it was held properly paid by them, although "der the Act an opportunity for that there is no contribution be paid with the assent of tho

Received 4,15 a.m. "obtaining information which tween joint tortfensora. In the shareholders (Moxham e. Grant "they could not otherwise ob ease of Gerson v, Simpson (1903) 2 (1000) 1 Q.B. 88). Not only are White Star Line, has left Now Mr. Ismay, Chairman of tho "tain;" that "the examination is K, B. 107, where an action was the directors entitled to be in-York for England.

to be made for the purpose of brought to recover damages from demnified by the shareholders in making a report, and that re-the defendant for alleged false respect.of payments ivproperly "port, when monde has

no representations contained in the made to the latter with their

#4

to

"fegal effect with regard to prospectus of a Company of which assent, but they are also entitled "any one, and cannot

be the defendant was a director, it to be similarly indemnified by "used as against any

one; was argued on behalf of other creditors of the Company who are "The enquiry held by the directors, whom the defondant cognisant of, and parties to, a "inspector" appointed by the brought in as third parties, that the payment of their debts by impro- Board of Trade" is not a judi-action being one of deceit the lia per means (Alexandra Palabe Co. "cial enquiry, and has nothing in bility of the defendant arose 21 Ch. D. 140). "the nature of a judiciul deter- under the common law, and not "mination"; and that "the rounder the Directors Liability Act,

་་

(To be continued.)

FRANCE LACKS COPPERS

MR. ISMAY.

LEAVES FOR ENGLAND.

AMBASSADOR BRYCE.

HIS RECALL DENIED.

London, May 3, 4.5 a.. Received 4.15 p.m.

KING EDWARD HOTEL.

Under Entirely New

Management.

Thoroughly Renovated.

Excellent Cuisine.

FULL PARTICULARS AND ESTIMatej given

ON APPLICATION. Retall Agent in Hongkong-

WM, C, JACK & CO., LTD,

Telephone, 358.

14, DES VŒUX ROAD.

THE BOOK TO BUY.

READY MAY 15

PROFUSELY ILLUSTRATED ORDER YOUR

COPY NOW

$7,50

$7.50

CHINA'S REVOLUTION: 1911-1912”

net,

160

H. HAYNES, Manager. Hoagkong, 16th. Jan., 1912.

HOTEL CRAIGIEBURN.

By EDWIN J. DINGLE

not,

(Postpald in Chiqs)

The Truthful Historioal and Political Record of China's Civil·

War and the Birth of the Republic.

Mr. Dingle's writings on China show sound judgment and a wide knowledge of things Chinese. As the historian

PLUNKET'S GAP of the war, he needs no introduction. He has travelled widely

The papers, deny the rumour that the Right Hon. James Bryce, British Ambassador to Washing 271 ton, who has started on a holi-

port is merely evidence of tlie and that therefore the defendant opinion of the inspector." Con- had no right of contribution. sequently it was held that the Lord Halsbury L. O., however, Court could not prohibit the hold (tho other Judges of the Board of Trade, nor the inspec-Curt of Appeal concurring) that coins in Paris just now. The big called. They state that his There is a famine of copper day to Australia, has been ro tor appointed by the Board, from the Act stated with unusual business firms in Paris feel it leave was arranged long before continuing

the investigation."clearness that, with reference most, and the absurd position although other proceedings were" to this particular class of tort, has arisen that firms which need the publication of an old letter? pending against the directors," and to this class of persons, a certain amount of copper coin valt declaring that reciprocity which proceedings, it was con-"namely co-promotore and congo every day have been obliged would make Canada only an ad- tended, were embarrassed and "directors, who have issued to pay as much as 5 per cent. junct of the United States. prejudiced by the enquiry.

prospectus as in the present premium for half-pennies and

from President Taft to Mr. Roose

The letter has created

sona-

The Peak,

Ir the Tram Terminus.

Tel. 58:

For Terms, apply to the

GRAVING DOCK

MANAGER

By Section 111 of the Act of "case, the ordinary rule that there ponnies in any large amount. 1008 it is expressly provided shall be no contribution benquiries at the mint do not sation in Canada. (and is similarly provided by "tween tortfessors shall not apply elucidate the mystery. The mint Section 112 of the now Ordinance) but the rights of the parties struck 200,000 worth of copper that a copy of the inspectors' re- "shall be treated as though it coinage during 1911, turning out SHIPPING EXPANSION. 707, by 88 by it in.. port, authenticated by the seal of were a question of contract, between £480 and £800 of perce

Contribution the Company, shall be admissible" and not of tort."

and half-pence every day. Owing

--London, May 3, 4.5 nm.

Received 4.16 p.m.

in Chins, and as a political student has already made his mark for his sane and well-balanced utterances upon Republican affairs in this land:

THE COMMERCIAL PRESS. LTD., Publishers, Shanghal,

SHIPBUILDERS, SALVORS, AND REPAIRERS, BOILMMAKENS- FORGEMASTERS, BRASS AND IRON FOUNDERS; CONSTRUC- TIONAL, ELECTRICAL AND MECHANICAL ENGINEERS.

Modern Appliances for quick construction, and repair of Ships. Engines, Boileris, Railway Rolling Stook, Bridges, and ail

Classes of Engineering, Iron and Wood Work Electri cal Drives, Hydraulic & Pneumatio Tools, installed

throughout the Works

50-ton Hydraulic TESTING MACHINE

* and-Metal Specimens.”

for Chains, Wire Ropes, Brysta

DOCKYARD & ENGINEERING co. HONGKONG

TAIKOO TAIKOO DOCKYARD,

OF HONⱭKong, limited.

Pamps empty Dock in 25-boum

THREE PATENT SLIPWAYS taking remesls up to 8,000 tons displacement, providing conditions for palating ships with most affelent, reent 100-Tor ELECTRIC CRANE QUAY

in any legal proceedings as evid was therefore ordered to be made to the famine, £80,000 worth of ence of the opinion of the inspec-|‹. The right of contribution, in- copper coins will be issued this tors in relation to any matter con-asmuch as it is specially stated year, but it is still a mystery what tained in the report. This provi- in the Act and Ordinance to becomes of them. Superficial The Royal Mail Steamship sion, however, is precisely similar be a right "as in cases of thinkers blame the increase of Company offers £900,000 in to the provisions of Section 81 of "contract," is not lost as against omnibus traffic, the tube, and the ordinary stook at a price of 2110 ELECTRIC OVERHEAD'URANES THROUGHOUT The Act of 1862 (Section 110 of a decoused director who might extension of the use of penny-in- the Ordinance of 1805), and there have been separately sued had lie the slot machines of all possible construction of new steamers and Bellmates given for Docking, Repairs to Hull and Machinery, tore in no way affects the decision lived, but a director against kinds, but even the penny-in-the the gene of the Court of Appeal in the onse whom damages have been re slot machines, though they absorb od on the opening of the Die 2 covered in respect of the issue of copper coinage in largo" quant- Canal, which But, in Hongkong, the position a fraudulent prospectus, is entities, disgorge it eventually n tuulty, of devel would seem to be very different tled to, obtain contribution from that the famine remains inexplo: ya under the provisions of Blection the estate of sun-

The capital is required for the The Suore BANGING OF TO 100 Tou

Constructions Work Idevelopment anticipat pakan.AND AQUITET

connections of Kha

Telegraphis

"TAIKO

BUTTERFIELD & SWIRE.

HONGKONG, CHINA,