not payable then, but at another date, so it contradicts or varies the written agreement just as much as if the bill was for £100 and an oral agreement that only £50 should be paid were put forward. Then it has been suggested that this was a case in which equity would step in between the immediate parties and prevent the plaintiff enforcing the written agreement in direct violation of his verbal promise. And if equity meant in all cases what it means in ordinary language, namely, fairness, one might have expected that equity would have done something to remind the holder of the bill that his word was, or ought to be, as good as his bond. But equity never really was more than an aggravated form of law, with different and more complicated rules and a higher scale of costs, and so the equity judges said, "No, this "is a rule of evidence that the oral evidence is not admissible "to contradict or vary the written document, and so we cannot "interfere." So that though now any Court is supposed to administer law and equity equally and indiscriminately, this defence would not avail the defendant who found himself sued on the bill, despite the oral agreement to renew.

Now, the circumstances in the case I have alluded to of The New London Credit Syndicate v. Neale, which was decided by the Court of Appeal on July 17th last year, were exceptional, inasmuch as there the plaintiffs were indorsees, who admitted that they had knowledge of the circumstances under which the bill was accepted by the defendant, viz., on an oral agreement, made at the time he accepted, that if he could not meet it at maturity the drawer would renew. So that while the indorsees could not, and did not, claim to stand on any better footing than the drawer, the acceptor was able to argue that the promise to renew involved a promise not to part with or negotiate the bill; that it was therefore negotiated in breach of good faith, and that therefore the plaintiffs, not being holders in due course, could not recover, founding his argument on sec. 29, sub-sec. 6 of the Bills of Exchange Act. So that really the indorsees were in a worse, not a better, position than the drawer, because there was this negotiation against them, which it was contended constituted a breach of faith on the part of the drawer. And the defendant's other contention was that the delivery of the bill was conditional only; conditional, I take it that is, either on its not being negoti

ated or its being renewed at maturity; the report of the argument is not very clear. And these arguments prevailed with the Judge of first instance, who decided for the defendant. But the Court of Appeal took the opposite view, and gave judgment for the plaintiffs, the indorsees. And they were clearly right. The Bills of Exchange Act has not altered the rules of evidence, and this rule that evidence of a prior or contemporaneous oral agreement is not admissible to vary the effect of a written instrument was fatal to both the defendant's contentions. Take the case of the negotiation in alleged bad faith. But how could defendant show such breach of faith? Only by setting up the oral agreement to renew, and that he was precluded from doing. Then as to the conditional delivery. What condition was it on? An oral agreement to renew at maturity. But that is contradicting the terms of the bill; it is making it not payable at the time it specifies for payment, and that makes such evidence inadmissible.

Now, of course, there may be conditional delivery, which, save as against the holder in due course, affords a defence on the bill unless the condition is fulfilled. That is obvious from sec. 21, and was the law before the Bills of Exchange Act.

over.

And, equally of course, the circumstances which make the delivery conditional and not absolute, are constituted or evidenced by something said before or at the time the bill is handed And at first sight the distinction that oral evidence is admissible in this case and not in the other, might seem an arbitrary one. Why, for instance, it might be asked, can the acceptor say that he gave the bill for the purpose of its being discounted or retiring other bills, and not that he gave it on condition that the drawer would renew it at maturity.

But the answer is this. So long as the verbal evidence is confined to the delivery, to showing that the bill was not to take effect as a contract at all until some condition is fulfilled, that evidence is admissible. The examples as to bills given for the purpose of being discounted or to take up other bills, have always been held to come under this head. And this view may be justified on several grounds.

The handing over of the bill is only provisional, the rea delivery is postponed until the moment when the bill is utilized for the specified purpose; or the person to whom it is handed

may be looked upon in the light of a bailee or agent, only holding the bill for a specific purpose and having no title himself, though able in fulfilment of the specific purpose to confer one. I think the latter is the more comprehensible view, and it seems to me the one aimed at by sec. 21, sub.-sec. 6 of the Bills of Exchange Act, which says, as between immediate parties, and as regards a remote party other than a holder in due course, the delivery may be shown to have been conditional or for a special purpose only, and not for the purpose of transferring the property in the bill. For it follows that if the bill is delivered to a person as agent or bailee, such delivery is not for the purpose of transferring, and does not transfer the property in the bill to him, any more than the delivery of a plate-chest to a servant to be taken to a banker's, or the receipt thereof by the banker for safe custody, makes either the servant or the banker the owner of the plate-chest. Lastly, the rule may be supported on the ground that oral evidence of conditional delivery does not contradict or vary the terms of the bill. I cannot say that I much appreciate that argument. If it is a note, it says, I promise to pay; if it is a bill, the acceptance means the same thing, and it is varying, if not contradicting, that written contract, if you set up a verbal agreement to pay on a certain condition or in a certain event, and not otherwise. So I think the other grounds I have enumerated are the far better ones to rely on.

But you can see the essential difference between such cases as these, and the case of a bill really delivered, albeit in reliance on the promise of the transferee to renew on maturity The bill is delivered, the property passes, it is delivered as, or as evidence of, an existing contract; it would suspend the remedy for a pre-existing debt, in respect of which it was given, which is not a bad test; you cannot suggest that there is any relation of principal and agent or of bailor and bailee in relation thereto. It is not really, even looked at apart from technicalities, a conditional delivery. It is delivered absolutely, such absolute delivery being induced by the verbal promise that at a future date the transferee will do something which would be unnecessary were it not that the bill is delivered absolutely and as a valid and existing contract.

I have had a good many of these cases to deal with, and I have always found this the truest test: Was the bill, when it left the acceptor's hands, or the note, when it left the drawer's hands, an existing contract? If so, oral evidence has nothing to do with it, and is inadmissible.

And I may as well state here again what I alluded to briefly before. I said you could, after execution of a written contract, vary the terms thereof by word of mouth, unless the contract were of such a nature that the law required it to be in writing. Now, a bill by sec. 3 of the Bills of Exchange Act must be in writing, a cheque must be in writing because it is a bill, and a promissory note must be in writing by sec. 83.

Therefore there can be no verbal variation or contradiction of a bill, note, or cheque at any stage of its existence, even after full delivery. Nor can it be waived and the rights thereunder of the holder be abandoned, except by writing, or by the delivery up of the bill to the party primarily liable, which the Bills of Exchange Act, by sec. 62, constitutes an effectual discharge.

THE

THE CURRENCY LAWS OF CANADA

HE subjoined compilation embracing the different Acts of the Dominion Parliament relating to the currency of the country has been prepared for publication in the JOURNAL in response to suggestions made by Associates. Its publication has been deferred until now for want of space.

Denominations

AN ACT RESPECTING THE CURRENCY

1.

(Chapter 30, R.S.C.)

Her Majesty, by and with the advice and consent of the Senate and House of Commons of Canada, enacts as follows: The denominations of money in the currency of Canada, shall be dollars, cents and mills, the cent being one-hundredth part of a dollar, and the mill one-tenth part of a cent. 34 V., c. 4, s. 2.

in currency.

Standard of

currency.

Public accounts,

2. The currency of Canada shall be such, that value of Canada the British sovereign of the weight and fineness now prescribed by the laws of the United Kingdom, shall be equal to and shall pass current for four dollars eightysix cents and two-thirds of a cent of the currency of Canada, and the half sovereigns of proportionate weight and like fineness, for one-half the said sum; and all public accounts throughout Canada shall be kept in such currency; etc., to be kept and in any statement as to money or money value in any indictment or legal proceeding, the same shall be stated in such currrency; and in all private accounts and agreements rendered or entered into on or subsequent to the first day of July, one thousand eight hundred and seventy-one, all sums mentioned shall be understood to be in such currency, unless some other is clearly expressed, or must, from the circumstances of the case, have been intended by the parties. 34 V., c. 4, s. 3.

in it.

No bank notes, etc., to be in any other

3. No Dominion note or bank note payable in any other currency than the currency of Canada, shall be issued or reissued by the Government of Canada, or by any bank, and all such notes issued before the first day of July, one thousand eight hundred

currency.