and Westminster Bank. It was objected that, admitting Richmond to be entitled as a partner to make promissory notes on behalf of the Newcastle and Sunderland Wall's End Coal Company, yet this was not a note drawn on their behalf, and could not bind them, "The Newcastle Coal Company" not being their firm, nor the London and Westminster Bank one with which they dealt. The lord chief justice, in summing up, observed that the three defendants were partners and Richmond might draw bills or notes as their agent, and that, if he had done so in the name of the Newcastle and Sunderland Wall's End Coal Company, or if the plaintiff had been used to deal with them as the Newcastle Coal Company, the defendants would have been bound; but he left it to the jury to say, on the evidence, whether the note in question was one which Richmond, as a partner in the first mentioned firm, had authority to draw. Verdict for the defendants, Barbour and Hannay.

Mr. SMITH now moved for a new trial on the ground of misdirection. The lord chief justice ought not to have left it to the jury to say whether Richmond was authorized to make ́the note, because, if it was a partnership note, authority was to be inferred from his being a partner. The real question was whether the firm was known by the name used on this note; not as the jury were led to suppose, whether Rich mond had authority given him to draw this particular instru ment. [Lord DENMAN, C. J.—I do not think the case was put so.] If there was sufficient evidence that the name here used did in fact designate the partnership, a slight irregularity in the description could not invalidate Richmond's act. In Wil liamson v. Johnson, 1 B. & C., 146, the managing partner had been used occasionally to indorse bills in names which did not accurately describe the existing firm. Abbott, C. J., held, that as the partner had been in the habit of issuing bills so indorsed there was sufficient evidence of an indorsement by the then firm, in an action by the endorsee against the acceptor; and the court also was of that opinion. Holroyd, J., observing that evidence of the partner's handwriting would, as between third persons, have been sufficient without proof of any usage on his part to indorse in this manner. In the present case it did appear from the evidence that the company had no very

fixed name or style. [LORD DENMAN, C. J.-The question I put, though I may not have explained myself sufficiently, was whether the deviation from the real partnership name was so great as to show that Richmond must be considered as making the note on his own account, and not entitled to bind the firm by it; or whether the style used, though slightly varying from that of the firm, was essentially the same.]

LITTLEDALE, J.-There is no ground for a rule. Richmond had authority, as a partner, to make notes in the name of the firm. It does not appear that they empowered him to use any name but that which the firm usually went by. In Williamsm v. Johnson there was evidence that the managing partner had on some former occasions indorsed bills in the name objected to. I do not understand that the lord chief justice put it to the jury whether Richmond had authority to sign this particular note, but whether the general authority which he had enabled him to draw such a note.

COLERIDGE, J.-In an ordinary case of this kind the only question would be whether the person making the note was a partner. But here a further question arises, whether, being a partner, he had authority to sign such a note; and it appears that he had not.

LORD DENMAN, C. J.-In this case Richmond had authority to make notes as a partner in the company, but the note in question described a different firm; and the question was whether the evidence raised any exception to the general rule as to the exercise of a partner's authority. I asked the jury whether the designation used, though inaccurate, was substantially that of the firm. But the name was different, and the note was made payable at a place where they never kept

money.

Rule refused.

TREDWEN V. BOURNE.

(6 Meeson & Welsby, 461. Court of Exchequer, 1840.)

Evidence to prove partnership liability. Where a mining company was formed on a capital of £30,000, in 3,000 shares, and 2,000 shares onl wr actually subscribed for, of which the defendant took 100: Held, that letters subsequently written by him to the directors, requiring them to call a meeting for the purpose of changing a director, were evidence to go to the jury to show that he authorized the directors to proceed in the management of the concern with the smaller amount of capital, so as to render him liable for the price of articles supplied to the mines on the order of the directors.

'The members of a mining company have authority by law (in the absence of any proof of a more limited authority) to bind each other by dealings on credit for the purpose of working the mines, if that appears to be necessary or usual in the management of mines.

Debt for goods so'd, and on an account stated. Plea, nunquam indebitatus. At the trial before ROLFE, B., at the last assizes for Cornwall, it appeared that the action was brought against the defendant as a shareholder in the "Trewalfas tin and copper Mining Company," to recover the price of coals, timber, candles, etc., furnished in 1838 and 1839 to the Trewalfas mine, in Cornwall, belonging to the company. It ap peared, from the evidence of the clerk of the company, that it was formed in the year 1837, the prospectus stating that the capital was to be £30,000, in 3,000 shares of £10 each. The defendant, who resided in Liverpool, took 100 shares; in all 2,000 only were disposed of. There were directors, a secretary and other officers, and an office in London at which the business of the company was transacted. The mines belonging to the company were worked, and mineral raised and sold, but no profits were made by the concern; the goods in question were supplied on the order of the directors, and were necessary for the ordinary use of the mine. There was no evidence that the defendant had ever been at the mine, or had attended any meetings of the company; but two letters signed by him and several other shareholders, of the dates of November, 1837, and February, 1838, being requisitions to the directors for a meeting to remove one of their body, were

Manville v. Parks, 7 Colo. 128; Nolan v. Lovelock, 9 M. R. 360; Burgan v. Lyell, 11 M. R. 287.

put in. It was objected for the defendant, that there was no evidence to charge him in this action; that there was nothing to show that the directors, who actually made the contract with the plaintiff, had any authority, express or implied, from the defendant to do so. The learned judge thought there was evidence to go to the jury, and left the case to them, with the direction that if they were satisfied the defendant was a shareholder, and knew of the concern being carried on by the directors and the parties in their employ in the manner it was, he was liable in this action. The jury found a verdict for the plaintiff damages, £182 48.-leave being reserved to the defendant to move to enter a nonsuit, if the court should be of opinion that there was no evidence to charge the defendant.

CROWDER NOW moved accordingly. First, this company having been originally constituted on the condition that it should be carried on with a capital of £30,000 in 3,000 share,n 2,000 only having been actually taken, the defendant can not be liable as a shareholder, unless upon proof that he assented to its being carried on with the smaller amount of capital (Pitchford v. Davis, 5 M. & W. 2), and there was no such proof in this case. It is clear that the mere circumstance of his being a shareholder is not sufficient to render him liable: Vice v. Lady Anson, 7 B. & C. 409, 1 M. & R. 113; Dickinson v. Valpy, 10 B. & C. 128; 5 M. & R. 126; Bourne v. Freeth, 9 B. & C. 632, 4 M. & R. 512. There was no proof that the defendant had at ended any meetings of the company; nor were any deeds and documents put in to show that he had done any act as a partner. [PARKE, B.-His letters clearly show that he knew the concern had begun, and that he was dissatisfied with the management of it. The sole question is, whether there was evidence to go to the jury of the defendant's having authorized the directors to carry on the concern for his benefit.] There was no evidence whence an authority to them could be implied to pledge his credit to persons supplying goods on their order.

But, secondly, a mining differs in this respect from an ordinary trading partnership. It is in the latter only that the members give each other a general authority to bind them as partners: per Lord Tenderden, C. J., in Vicev. Lady Anson; Dickinson v. Valpy. [PARKE, B.-A mining concern is a trading

concern.] The business of it is carried on quite differently from that of an ordinary trading firm; regular calls are made as money is wanted for the purpose of the partnership, which are paid down; and the directors have only authority to manage the concern with the funds so supplied, but not to pledge the credit of individual shareholders. [PARKE, B.-The directors have authority to do all that is usual to do in the management of the mining companies.]

ALDERSON, B.-Dickinson v. Valpy was the case of a bill of exchange. The doctrine laid down in the case of Flemyng v. Ilector, 2 M. & W. 172, as to the committee of a club, ap plies here. [LORD ABINGER, C. B.-A club is not a partner ship for acquiring profits. The making of calls is quite consistent with a dealing on credit; the calls may not be demanded until the expiration of the credit.] If th credit of the shareholders may be ledged at all why may it not by the drawing of a bill as well as otherwise? [PARKE, B.—It may, where the drawing of bills is necessary or usual in carrying on the concern. You do not prove any engagement whereby it was stipulated that the directors should have only the lim ited authority you contend for; and the question is, whether there was not evidence to go to the jury, that the defendant gave them a more extended authority, viz.: to do all that directors of a mining company usually do for carrying on the concern. In Fiemyng v. Hector, the rules of the club were proved, which showed that the authority of the directors was expressly limited. If the real nature of the transaction here was that the directors were only to manage a ready money fund, and you had made that out, the case would be different. It is submitted that the case is so as it stands. Here money was furnished in the first instance for carrying on the partnership. It is a question of law for this court whether the legal inference of authority, which the plaintiff is to make out, has been established.

LORD ABINGER, C. B.-With rega d to the first ground of objection, if it had been shown that the defendant was ignorant of the fact that no more than 2,000 shares had been subscribed for, and that the concern was going on upon that footing, that would have been a god ground of defense to this action. But the question is whether the defendant's letters