restraints on commercial co-operation. He said that he had received letters from those who were anxious to establish cotton mills by means of a company with 11. shares; and he thought it an impolitic state of the law which admitted associations to be formed by the rich but denied them to the poor. His remarks on this head may be quoted as another instance of how greatly he has been misrepresented to the mass of his fellow-countrymen as a man who, if not eager to grind the faces of the poor, was yet without sympathy or consideration for their lot.

When we allow those who are possessed of capital to establish companies for their mutual benefit, and when contests take place between capital and wages, shall we not allow the workmen to enter upon the formation of companies for themselves, because we think it right to fix as the amount of shares a sum larger than they can possibly raise? Let them try the experiment, or they will never be satisfied; and be assured that there can be no more flagrant specimen of law than that which gives facilities to the rich and excludes the poor from combining in any matter of trade or for any legitimate object that they may demand. Take, as another example, the Truck system. What can be a more natural remedy for people who find that, at the only shop to which they can have access, they are cheated by having to pay a price far beyond what is fair and just, that they should join together their small earnings in order to save themselves from the overcharge and the adulteration, and all the oppressions to which they are subjected? I shall deeply regret if it is not the policy of this House to support the measure which we are prepared to lay before it on this matter—a measure which I believe to be cast in a spirit of comprehensive liberality; or if any difficulty should be expressed as to giving facilities to poor persons in the conduct of affairs of which they themselves may be expected to be the best judges. The only argument which I have heard against these small share companies is, that they will lead to gambling. It is not impossible that this may, to some extent, be so; but if we were to refrain from legislation on all matters that might possibly lead to gambling, the consequences would be more comprehensive than at first sight might be imagined. On this principle we should begin by burning haystacks lest people should draw straws out of them.

These doctrines may seem elementary and axiomatic to us; but that they are so, is largely owing to Lord Sherbrooke's

speeches and enactments of 1856-7. It could, I suspect, be found that, not only Mr. Cardwell, but many other leading lights in the Liberal party of that day, were very much alarmed by this thoroughgoing advocacy of joint stock companies on the principle of limited liability, and at the express desire to facilitate such enterprises among the poor as well as among the rich.

Lord Sherbrooke's success was complete. The Joint Stock Companies Act of 1856 was passed, into which he himself introduced, in 1857, a provision with regard to the winding-up of companies, which was further amended in 1858. In 1857 he also passed the Joint Stock Banking Companies Act; and in the following year An Act to enable Joint Stock Banking Companies to be formed on the principle of Limited Liability.'

In the excellent biographical sketch of Lord Sherbrooke which appeared in the Times the morning after his death, it is stated that "Though it did not fall to him to give full effect to the principle of limited liability, he was the parent of measures which were the forerunners of the Act of 1862.' This, I think, is calculated to give a somewhat erroneous view of Lord Sherbrooke's achievement in this field. As the author of the Joint Stock Companies Act of 1856, he may rightly claim to be the legislative parent of limited liability. As Lord Thring, the highest living authority, specially states in reference to the Act of 1856, 'All the subsequent legislation on the subject is merely an extension of its principles; '1 and this, of course, includes Lowe's own subsequent enactments, as well as the Companies Act of 1862 and those of succeeding years.

Sir Thomas Farrer remarks, as characteristic of Lowe, that in his discussions of limited liability, the only thing which he thought necessary was to reverse the decision in the case of Waugh. Carver. Sir Thomas has also taken the trouble

'Thring's Law and Practice of Joint Stock and other Companies. Fifth edition, p. 12.

to give the correct version of a well-known story which has long been current among the recorded obiter dicta of Lord Sherbrooke. Like all sayers of good things, he has had many silly and pointless jokes fathered on him; and, as with other wits and sharp-tongued persons, his sayings have been either habitually distorted or else related without any allusion to the circumstances which elicited them. The story generally runs thus: Let us begin by assuming we are all d-d fools, and now to business,' was his abrupt opening of proceedings on a committee of which X., a fussy bore, vacant and captious, was a member.'

'The real history of the saying,' writes Sir Thomas Farrer, 'is as follows: Thring, whom Lowe respected extremely, used to come to discuss the Limited Liability Bill in the evening, about five o'clock. One day Lowe had sent him in the morning a trio of suggestions. Thring came in about five o'clock with these suggestions in his hand, exclaimingmore suo-that they were d-d nonsense; whereupon Lowe replied: "Let us begin by assuming," etc.

It will be seen at a glance that this puts an entirely new complexion on the story; and when it is known that the oftquoted remark was made to the great parliamentary draughtsman, whose intellect, needless to say, is one of the clearest in England, it may be charitably hoped that we shall hear no more of that imaginary bore whom, as the tale generally runs, Lowe merely insulted in the grossest manner.

There is ever occupation for the advocatus diaboli, especially in regard to the results of human legislation. As Mr. Herbert Spencer reminds us, the unseen consequences are often so much more important than those which have been foreseen. It has sometimes been urged by the opponents of limited liability, that it has unfortunately led to the increase of reckless speculation and mere commercial gambling. An eminent banking authority in Melbourne has recently traced

the terrible financial collapse that has taken place in Australia to the facilities given for land-jobbery, mining, and other speculation by joint stock and limited liability companies. At the same time it should be remembered that young communities would find it a matter of insuperable difficulty to raise the capital for legitimate commercial enterprises in any other way. The Lord Dudleys who could, at their own risk and from their own resources, keep alive the industry on which a whole town depends, are not to be found in young colonies. To form an estimate of the effects of such far-reaching legislation as that of Lord Sherbrooke when at the Board of Trade, it behoves us to reflect on what would have been the slow progress of even an old and wealthy country such as this, if men in every town and village had not been able to enter into commercial cooperation without each individual having to run the risk of losing his entire fortune should the enterprise prove unsuccessful.

Upon this subject a story is told by Sir Thomas Farrer which is quite to the point. That gentleman visited his old chief at Caterham shortly after the death of the first Viscountess Sherbrooke, and found him, as might be imagined, in a very low and depressed state. To cheer him, Sir Thomas began to talk of the classics, and of his garden and grounds at Sherbrooke, the two things that had always been his pride and solace.

'Classics! yes; you read them like a gentleman: I read them as a coach. What's the use of opening Eschylus when I know to a letter what's to come on the next page? As for my garden, I only saw it through her eyes!'

There was a long pause; when Sir Thomas, desirous of changing the subject, remarked that, in his opinion, Lord Sherbrooke's Limited Liability Acts had had a greater and more beneficial effect on the community than almost any measure known to him in his long official experience. They had promoted enterprise and encouraged thrift. They had

democratised Capital by providing the means of employing small savings. Only then (adds Sir Thomas) did he brighten up and appear pleased with the thought of what he had contributed to the common good.

Three nights after delivering his great speech on the law of partnership and joint stock companies, the Vice-President of the Board of Trade tackled another thorny question, in such a manner that his name rang through the land and caused one universal shudder, not only in official and municipal circles, but among the landed proprietors of Great Britain and Ireland. There had been in the Queen's Speech what was no doubt thought a harmless passage in reference to the burdens on the mercantile marine. On February 4,

1856, the House having resolved itself into Committee, Mr. Lowe delivered his remarkable, or, as it was thought, revolutionary speech, in introducing his Bill on the local dues upon shipping. The subject had been first brought forward in 1852 by Disraeli with marked ability but with no effect. It then passed into the eminently cautious hands of Mr. Cardwell A Royal Commission was appointed by the Aberdeen Government, which, in 1854, reported against all dues levied by corporations and others on ships and cargoes which were not applied for the benefit of shipping. This was a question into which a born administrative reformer like Lowe plunged with all the zeal and enthusiasm of his ardent nature. He took up the case warmly, and worked at it day and night until he had prepared an admirable Bill, which (observes Sir Thomas Farrer) he introduced by one of the ablest and most injudicious speeches ever made in Parliament.'

The effect was prodigious. Not only did his searching and exhaustive remarks perturb every seaport town, but in the course of his argument he used that famous phrase, 'musty parchments,' which made every squire in the kingdom tremble for his title-deeds. The whole question of the rights