inconvenient, or the utmost inattention to the affairs of the concern, neither of which can be allowed to place him in a better position than his fellow shareholders, or exempt him from contributing with them to the losses of the Company. The VICE-CHANCELLOR: Without deciding, I assume that the true nature of the transaction between Mr. Lowther, Mr. Buckland, and the Company was such as it is on the part of the respondent alleged to have been. Then the first question is, whether the circumstance of Mr. Hollwey holding shares in the Company, although he was not a director, was sufficient of itself to affect him with constructive notice of this state of things? I think it was not. I am not aware of any decision which has carried the doctrine of constructive notice to that length. And if I am to exercise my own judgment, in the absence of any authority, I decide as I have said. If Mr. Hollwey believed that Mr. Buckland bought the shares on his own account, and was not affected with notice that such was not the true state of the case, can he be prejudiced by the circumstance that Mr. Buckland in fact bought the shares (if he really did so) on behalf of the Company? Then, was it possible for a reasonable man in Mr. Hollwey's position to believe that Mr. Buckland, in his individual character, but as an individual interested in supporting the Company, was desirous of purchasing the shares, and was at the same time desirous that the Company should have the advantage of borrowing the amount which Mr. Hollwey advanced to them. I am of opinion that a reasonable man might have believed this; and, on the evidence before the Court, I cannot conclude that Mr. Hollwey did not believe what a reasonable man might have believed, and what he positively swears that he did believe. I cannot, on the evidence, take it that he had notice of the transaction being (if it really was) such as it is represented to have been. Being of this opinion, on this mixed question of law and fact, I must refer it back to the Master to review his report. 1849. In re NEATH AND SOUTH WALES BREWERY Co. HOLLWEY'S CASE. MEMORANDA. IN March, 1848, Sir David Dundas resigned his office of Solicitor-General to her Majesty, and was succeeded by John Romilly, Esq., one of her Majesty's counsel, who afterwards received the honour of knighthood. On February 23, 1849, Edward Lloyd, John Greenwood, Richard Malins, Frederick Calvert, Henry Singer Keating, and Roundell Palmer, Esqrs., were appointed of her Majesty's counsel. On March 6, 1849, James R. Hope, Esq., received a patent of precedence. In Trinity Vacation, 1849, Sir Thomas Coltman, one of the Justices of the Court of Common Pleas, died, and was succeeded by T. N. Talfourd, Esq., the Queen's Ancient Serjeant. INDEX TO THE PRINCIPAL MATTER S. ABATEMENT. ACCOUNT. ACCOUNTS. ACCRUER. ACCUMULATION. ACKNOWLEDGMENT. ACQUIESCENCE IN DEPAR- See WINDING-UP ACT, 7, 8, 14. ACT OF PARLIAMENT. ADMINISTRATION. VOL. I. ADMINISTRATOR AD LITEM. AGREEMENT. 1. By the terms of the resolutions '421 rent, which offer was accepted by the lessees. The original lease contained a clause, usual if not universal in the leases in the neighbourhood, giving the lessees the option of determining the lease on notice. The correspondence respecting the new lease was silent as to the insertion of such a clause; but one of the earliest letters alluded to the proposed lease as a renewal of the former :-Held, first, that the lessees might have understood that such a clause was intended to be inserted in the new lease, without putting a perverse or absurd construction on the correspondence; and that, whether such understanding was correct or incorrect, or was confined or not confined to the lessees, they ought not to be ordered to accept the lease without such a clause; secondly, that the tenant for life had not, under the will or otherwise, power to grant such a lease; and that the reversioner, though able to fulfil the agreement, was not entitled to demand a specific performance of it. Ricketts v. Bell, 335 Quare, whether, in executory agreements, there is a presumption in favour of the insertion in the executed contract of all such stipulations as are customarily inserted in such contracts. 3. Bill for the execution of a covenant contained in a renewed lease, granted by trustees, dismissed; the covenant being ultra vires of the trustees. Bellringer v. Blagrave, 63 See INJUNCTION, 3. VENDOR AND PURCHASER, 1, 2, 3. AMENDMENT. See PLEADING, 1, 4, 6. PRACTICE, 5. ANNUITY. See ASSETS, 3, 4, 5. HUSBAND AND WIFE, 3. ANSWER. See HUSBAND and Wife, 1. PLEADING, 5, 7. PRACTICE, 1. APPEARANCE. See PRACTICE, 6, 7. APPOINTMENT. See POWER, 2. ASSETS. 1. A testator bequeathed specific chattels, charged with the payment of a pecuniary legacy, and of all the testator's just debts and funeral and testamentary expenses, and he bequeathed other specific and pecuniary legacies, but made no residuary bequest:Held, that, notwithstanding the charge, the general undisposed-of residue was first applicable. Hewett v. Snare, 333 2. A testator devised his real estate to trustees, in trust for sale, and, out of the proceeds and out of the rents till sale, to pay his debts, and the trustees' costs, charges, and expenses, and then upon trust to pay three legacies of 500%. each; and, as to all his personal estate and effects, the testator gave the same to T. R., his executors, administrators, and assigns:-Held, first, that the will did not give to T. R., nor dispose of the surplus of the beneficial interest in the produce of the testator's real estate, after paying the charges which ought to be considered as imposed thereon, and that such surplus belonged to the heirat-law. Held, secondly, that, as between the heir and T. R., the personal estate was the fund first applicable to the payment of the testator's debts. Semble, that the 3 & 4 Will. 4, c. 104, ought to have some influence in favour of the exoneration of the personal estate. |