May 19, 1906.]
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have got as far as the committee stage and have been dropped. I believe at the present time there is an Ordinance dealing with this question in the Straits Settlements which has now either passed the second reading or else is in the committee stage. As I have said, from time to time this question, a very important question, has come up for consideration, and my only excuse for coming before the Council and bringing the question up again is that I have a scheme to propose on different lines from soy legislation hitherto proposed. Your Excellency is perhaps aware that in 1901 representatives of a com- mission sat here in this Colony and made a report which was published in the Government Gazette of October, 19 1, dealing with the question of registrati n for Chinese partners in firms. But, sir, that commission sat upon the basis that if such Chinese partners registered as partners in ■ firm all the provisions of English law would apply, by virtue of which every partner would be liable for the entire loss sustained by the whole. The question of registration was discussed upon the basis that although that was English law it would be applied to Chinese partners so registering. It was pointed out by varions witnesses who gave evidence before that commission, and by various gentlemen who sat upon that commission, that the probable result would be that the wealthy Chinese would put forward some poor relation as a man of straw and get him registered as a partner in the Arm. But, sir, I would think that the very essence of successful registration of partners of Chinese firms is that we should follow out in the adoption of any soheme of registration Chinese law with regard to the liability of part ners. And that law, as I understand it, makes a partner only liable for the losses of the firm in proportion to his total share of capital in the Arm. In other words, let us assume the capital of a firm to be $10,000; if a partner subscribes 81,00 and the firm gets into difficulty as regards making good a deficiency, he would only be liable to one-tenth of the amount because his share of capital was $1,000 out of $10,000. I am speaking from a Chinese point of view now, because we have to consider the view they will take of the matter. The Chinese must look upon the view of each partner being held liable as being inequitable; I say inequitable purely looking at it from their point of view. That being so, it seems to me obviously useless to expect them to come forward and register their true names if it would bring upon them the law. What I would suggest is this: that as an inducement to persuade the Chinese to register their proper names 88 partners, and to persuade the proper people to come forward as partners, if they registered it should be enacted that by so doing they could come forward and obtain the benefit of the Chinese law of partnership. That would be an inducement I would suggest should be held out in order to persuade the Chinese to register. It seems to me that if anything like penal provisions are suggested in a bill, all forms of registration will entirely fall short of their object. Unless we hold forth some such substantial inducement as I have hinted at, we shall always fail, always have a man of straw put forward in place of the partner. Of course it would also now be necessary in any such legislation to provide that individual names should be registered as opposed to
"tong names. Those of us who have met in partner- ship disputes in this Colony are aware of the great difficulty occasioned the learned judges when a tong name is introduced. The question is-Who is represented by tong? The reply is -I am not the principal tong: it is my donsin or somebody else, not me. Of course, sir, I am perfectly well aware that there are a good many things to be said on the other side in connection with the question of registration, but my reason for bringing forward this ques. tion now is that this point of registration with liability socording to Chinese law may be con- sidered and discussed in this Colony. Of course I don't expect your Excellency at the present moment to pledge the Government to anything. No doubt the question will be considered and discussed in the Chamber of Commerce, and it is a point requiring consideration before any action is taken. It is a question put forward on somewhat new lines to those on which it was dealt with before.
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CHINA ÖVERLAND TRADË REPORT.
Hon. Dr. Ho Kar I beg to second the liabilities; when the liability of each partner is motion. I think there cannot be any two opinions in direct proportion to the amount he has about the desirability of doing something t› bave contribute towards the capital of a firm, and it a registration of partnerships in this Co legislation were attempted on these linse I think ony 25 well 8.5 in other colonies like it would have a very beneficial result, and would Singapore, Penang and other Straits Settle-give the Chinese revident in the Colony, or menta. This subject, as the hon. member away from the Colouy in Canton and neigh- opposite just stated, cam up for consideration bouring ports, an opportunity of: taking part 30 years ago, and I believe at that time it in business enterprise in the Colony which was by a pa ition
of leading Chinese otherwise they would not dare to do openly. merchants, praying that measures should be I think a very good example could be shown, taken and laws enacted that all Chinese and members of Connoil will see the fores partnerships should be registered, and that the of it: A firm starts with, say, a lakh of dollars, real partners of Chinese firms should be made | ≥10,0×, capital. A man who is worth under known. Sino that time the question has been a lakh might be glad to take a $10,000 share in raised and discussed, and the concensus of that firm. Well, the firm might go on steadily opinion is that it is a desirable thing if we could for a few years until a commercial orisis bring it about. Commissions have been courred, and then it might lose something appointed to consider the question, and in two like two lakhs in addition to its capital, Au of them I have taken part. In the last one, in honourable man, this partner might give away the year 1991, the result of our inquiry, so far all the money be had left, but he could not as I can remember, was that we would have satisfy more than 50 per cent of the whole no objection at all to recommending an amount. What he would do is simply aRY*** Ordinance to be passed for the registration of Well, I couldn't do anything more even if I partnerships, but at the same time we found were to give up every penny I possessed; and very great difficulty in recommending the he wouldn't dare to come forward to make provisions that should be contained in that any arrangement at all, because the law is Ordinance. First of all we found that if the working against him. If I were a creditor I Ordinance or law we proposed should be made should prefer that this man should come forward would have any chance of success at all, it would and pay $20,000. A debtor doesn't mind paying require a very large staff, and secondly, a very his proportion, but when you saddle him with great deal of expense. Then, another difficulty the whole of the load, he will simp‹y al -Well, was supposing we expended a very large amount I cannot meet all the liabiliti a of the kem, and in trying to get overy registration as correct as therefore I won't. I think there is a great deal possible, the question would stise, ovald We in this, aud I am quite sure Your Excellency depend upon the correctness of those registra- and the Guverum at will give your best tions? think that under English law, as attention to the subjot, and if an O.dinance is explained to the Council just now by my hon. to be drafted my friend opposite says he will and learned friend opposite, that the Chiness be glad to contribute his services, and I also would not, in spite of any penalty inflicted by shall be very glad indeed to contribute my the Ordinance, come forward and register their servi vs. true names. They would do just as they are Hon. Mr. HɛwETT—Sir, with regard to the doing now without any compulsion by law; they motion поп before bon. members of the would supply a "long" name, ora fictitious name. Council, the question naturally attracted the The registration might contain one character attention of the Cummber of Commerce, of which of a man's real name and one character of another I bare the honour to be the representative. Bo name, and the result of so much labour and
8000 as i heard that this motion was to ba expense on the part of the Government would be brought before the Couneli to day, I asked my lost when a real case of insolvency or bankruptcy colleagues at the Chamber of Commerce to hoid occurred. We know that the more stringent a meeting and to discuss the mɔtion as wɑ kueW the law we make the more we will drive away it at that tim•. At the Chamber of Commsros capital from the Colony and prevent the sending when we considered the question, the only son. of money to be invested in the various businesses clusion that we came to was that this motion was here; and that evil we considered to be very extremely vague, and we did not understand what great, and it would overbalance whatever benefit it meant. The Chamber thought that certain we might derive from such a law. Now, without conditions were contemplated, and that being so that law we have a large number of bankruptcy it requested me to state, with your Exceltenoy's cases, partnership disputes and so on, still we permission, before this Council, that the only have a large amount of capital seat from out. view they could express was that until they ports of China to this Colony, but if we have a road the speeches mad, by the proposer aud stringent law compelling registration of partner- secunder of the moʻion and any further debate ships it may be that we will not have the beneft which might take place, they were unsols to of that money. The only point we considered express an opial o, and they requested me there. of any interest at all, and I believe all Chinese fore to express the hope, if such were permissible, merchants who gave evidence and sat on the that should the view of the Chimber of Com. commission agreed, was that if we could modify meros b required, a division should not be taken the provisions of the English law, and conform of it, but final division be deferrel until more or less with the Chinese law and practice, a later meeting when the committee of the
have 80 requiring each partner to contribute towards Chamber couid
oppor、n ity of the liabilities of the firm in the same proportion considering the arguments brought forward, as they contributed to capital, then I believe a aud could request ma 10 slate its views. large number of Chinese residents in the Colony, I may say that so far as I am personally con and out of it, would be glad to make known corned I go farther. The opinion I hold, your their real names, and to register their true Excellency, is that nothing could be gained by names and the capital of their firms; and fur- carrying such a motion; I do not see that any thermore, it would induce them in times of advantage could acorne by nocep ing or reject- trouble to com· forward and honestly discharge ing it. The committee of the Chamber of Com- their share of liabilities, and also to assist the merce as at present composed support their pre- creditors in getting hold of some other partners decessors in the firm belief that legislation in who might be well to do and able to pay their this direction is desirable, and they would gladiy share of liability, and induce them to come for welcome it provided such legislation could be ward and settle." Aud instead, sir, of everybody brought before the Council in the form of a bill, ruhning away when a case of bankruptcy❘ and would result in a satisfactory solution of the occurred, we would have some substantial | difficulties and abuses which we now experienos man,
forward all events, come
and in the conduct of trude, and at the simē tīme pay his share of liability, and also get other not affecting the prosperity of the Colony by partners, whom they would know much better frightening Chiness capitalists from coming than creditors, to pay their share as well: nad investing their money here. As I have, and even if the worst came to the worst, iu already stated, your Excellency, I am not in every case fifteen per cent. might be paid, favour of the motion personally. I have listened and that would be much better than the whole to the able speeches made by the learned gentle- of the partners of the firm running away. men, but regret to say I do not consider the Some of them might be got at by creditors | motion should be adopted by the Council. To through proceedings in the Supreme Court, show the vagueness of the resolution as under- but what they would get out of the estate would | stood by the committes of the Chamber of Com.. hardly pay Conrt expenses. For that reason merce, 1 may say that until the hon. member who alone I will support this motion for legislation | proposed the resolution spoke I certainly did not for the registration of partners with Mnited understand that the proposed legis'ation wi
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