Every man has a right, so long as his ideas are unpublished to publish them or not as he thinks fit, and to hinder their publication, either wholly or partially, by any one else. This principle received a striking illustration in a well-known leading case (1) on the subject, in which the late Prince Consort obtained an injunction to restrain the publication of copies of certain unpublished etchings, and also of a descriptive catalogue of them. The Lord Chancellor, in delivering judgment, said: "It being admitted that the defendant could not publish a copythat is, an impression-of the etchings, how in principle does a catalogue, list, or description differ? A copy or impression of the etching would only be a means of communicating knowledge and information of the original, and does not a list and description do the same? The means are different, but the object and effect are similar; for in both the object and effect is to make known to the public more or less of the unpublished work and composition of the author, which he is entitled to keep wholly for his private use and pleasure, and to withhold altogether, or so far as he may please, from the knowledge of others."

Rights of The Crown has prerogative copyright in the following the Crown. books:-The English translation of the Bible, the Book of Common Prayer, the Statutes, Orders of the Privy Council, State Proclamations, and other State documents. It formerly claimed the sole right of printing Almanacs, Lilly's Latin Grammar, the Year Books and Reports of Judicial Proceedings, but these claims have long since been exploded or abandoned. The Crown's exclusive right of printing and publishing Acts of Parliament is rested by Blackstone on grounds of public policy. The right to print, publish, and sell the Bible, the New Testament, and the Book of Common Prayer was granted to the Universities of Oxford and Cambridge, concurrently with the Queen's printer, by letters patent of 13 Eliz. The English and Scotch Universities, the colleges of Eton, Westminster, and Winchester, and Trinity College, Dublin, also possess the exclusive right of printing and reprinting books bequeathed or otherwise given to them by their respective authors.

(') Prince Albert v. Strange, 2 De G. & S. 652; 1 Mac. & G. 25.

CHAPTER XI.

BILLS OF SALE.

of the law

as to bills

In commencing the consideration of the difficult and intri- Principle cate subject of bills of sale, it may be desirable first to point out the leading principle upon which the law with regard to this of sale. peculiar class of instruments is founded. The possession of goods and chattels raises a presumption which does not exist with regard to the possession of real estate. A person in possession of real estate is, as all the world knows, oftener a tenant than an owner of the property. The possessor of chattels, on the other hand, is generally assumed to be the proprietor. If the chattels are not his, he may obtain a fictitious credit on the strength of them, and creditors have therefore a right to be protected against the frauds which arise from their secret alienation. This principle had been to a considerable extent recognized law before it was embodied in any enactment, but it was not until 1854 that an Act was passed (subsequently amended by another passed in 1866) which, after reciting that "frauds were frequently committed upon creditors by secret bills of sale of personal chattels, whereby persons are enabled to keep up the appearance of being in good circumstances," provided that all bills of sale, as therein defined, should be void against execution creditors, and the trustees in bankruptcy of the grantor, unless registered.

law.

The Acts of 1854 (17 & 18 Vict. c. 36) and 1866 (29 & 30 Present Vict. c. 96) are repealed, with the usual saving clauses as to instruments executed under their provisions, and the present state of the law is that bills of sale executed between the 1st of January, 1879, and the 1st of November, 1882, are governed by the Act of 1878 (41 & 42 Vict. c. 31), and those executed on and after the 1st of November, 1882, by the joint operation of the Acts of 1878 and 1882 (1).

What is a bill of sale? In attempting to answer this question, What is a we shall first consider the general definition of this species of

() 41 & 42 Vict. c. 31; 45 & 46 Vict. c. 43. Certain instruments are excepted from the provisions of sect. 9

of the Act of 1882, by the Bills of
Sale Act, 1890 (53 & 54 Vict. c. 53).
See post, p. 334.

bill of sale?

Definition. instrument, and subsequently the statutory definition with such light as has been thrown upon the many obscurities and difficulties of the subject by judicial decisions. A deed or other instrument transferring the property in personal chattels (1), is usually called a bill of sale. Bills of sale are either absolute (2), entitling the grantee to immediate possession; or conditional, entitling him to take possession on the performance or nonperformance of some condition, e.g. a mortgage, where the mortgagor is entitled to retain possession until default. It is needless to point out that bills of sale of the latter class, i.e. conditional bills of sale given as security for money, are infinitely more important and numerous than those of the former class. Bills of sale given by way of security for the repayment of money are subject both to the Act of 1878 and the Act of 1882, the provisions of which we shall presently consider, and must be in accordance with the form prescribed by the Act of 1882. Bills of sale which are not given by way of security may be in any form, and are in nowise subject to the Act of

Statutory definition of bills of sale.

1882.

Sect. 4 of the Bills of Sale Act of 1878 defines bills of sale to include:

(1) Bills of sale, assignments, transfers, declarations of trust without transfer, inventories of goods with receipt thereto attached, or receipts for purchase-moneys of goods, and other assurances of personal chattels.

(2) Powers of attorney, authorities, or licences to take possession of personal chattels as security for any debt.

(3) Any agreement, whether intended or not to be followed by the execution of any other instrument, by which a right in equity to any personal chattels, or to any charge or security thereon shall be conferred. And sect. 6 also makes subject to the Act, every attornment, instrument, or agreement, not being a mining lease, whereby a power of distress is given or agreed to be given by any person to any other person by way of security for any present, future, or contingent debt or advance, and whereby any rent is reserved or made payable as a mode of providing for the payment of interest on such debt or advance, or otherwise for the purpose of such security only. But this is not to extend to a mortgage of real estate, which a mortgagee in

(1) See as to gift of chattels, Cochrane v. Moore, 25 Q. B. D. 57, where the authorities are elaborately reviewed.

(2) An absolute bill of sale com

prehends any written or printed disposition inter vivos of corporeal personalty, other than a transfer by way of security: Cavanagh's Law of Money Securities, 2nd ed. p. 224.

possession has leased to the mortgagor at a fair and reasonable rent (1).

Only bills of sale of "personal chattels" need be registered under the Acts. Personal chattels are defined to be goods, furniture, and other articles capable of complete transfer by delivery, and (when separately assigned or charged) fixtures and growing crops (2).

Chattels personal also include for the purposes of the Act Trade trade machinery, and any mode of disposition of trade machinery machinery. by the owner thereof, which would be a bill of sale as to any other personal chattels, is to be deemed a bill of sale within the meaning of the Act. For the purposes of the Act "trade machinery" means the machinery used in or attached to any factory or workshop, exclusive of the fixed motive powers, such as the water-wheels, and steam-engines, and the steam-boilers, donkey-engines, and other fixed appurtenances of the said motive powers, and exclusive of the fixed power machinery, such as shafts, wheels, drums, and their fixed appurtenances, which transmit the action of the motive powers, and exclusive of the pipes for steam, gas, and water in the factory or workshop. The machinery so excluded is not to be deemed personal chattels within the meaning of the Act (3).

to have

schedule of

Every bill of sale, given as security for money, must have Bill of sale annexed to it, or written on it, a schedule containing an inventory of the personal chattels comprised in the bill of sale; and property. such bill of sale, save as thereinafter mentioned, shall have effect only in respect of the personal chattels specifically described in the said schedule; and shall be void, except as against the grantor, in respect of any personal chattels not so specifically described. The question in each case is whether, considering the nature of the goods and the circumstances of the

(1) 41 & 42 Vict. c. 31, s. 6. See as to the attornment clause: Re Willis, 21 Q. B. D. 384; Mumford v. Collier, 25 Q. B. D. 279 (ante, p. 102).

(2) The following are not personal chattels within the Acts :

Chattel interests in real estate, fixtures (except trade machinery) when assigned together with a freehold or leasehold interest in any land or building to which they are affixed, growing crops when assigned with any interest in the land on which they grow, shares or interests in the stock, funds, or securities of

any government, or in the capital or
property of incorporated or joint
stock companies, choses in action, any
stock or produce upon any farm or
lands, which by virtue of any cove-
nant or agreement, or of the custom
of the country, ought not to be
removed from any farm: Bills of Sale
Act, 1878, s. 4.

(3) Bills of Sale Act, 1878, s. 5,
Re Yates, 38 Ch. D. 112, where it was
held that a mortgage of freeholds,
with fixtures which were not specifi-
cally mentioned, did not operate as a
bill of sale, and therefore did not
require registration.

Attestation

tration.

case, the specific goods are sufficiently described. There must be a business description (1).

Every bill of sale must be duly attested and registered under and regis- the principal Act within seven clear days after its execution, or if it is executed in any place out of England then within seven clear days after the time at which it would in the ordinary course of post arrive in England, if posted immediately after the execution thereof. It has been decided that a bill of sale which does not contain both the address and the description of the witness attesting it, is not made in accordance with the form in the schedule (2). The bill of sale must also truly set forth the consideration for which it was given; otherwise it shall be void in respect of the personal chattels comprised in it (3).

Exceptions
specified
in the Act.

A great change was made by the Bills of Sale Act, 1882, with regard to after-acquired property by providing that with the exceptions specified in the Act, a bill of sale shall be void, except as against the grantor, in respect of any personal chattels specifically described in the schedule thereto of which the grantor was not the true owner at the time of the execution of the bill of sale.

It has been decided in the House of Lords that the section must be read in connection with sect. 9 (post, p. 333), and that a bill of sale is bad in toto as being contrary to the statutory form, if the goods be not specifically described, notwithstanding this section, and therefore that a bill of sale was bad, which professed to assign future chattels not specifically described in the inventory.

In this case, Lord Halsbury said: An essential condition of the deed appears to me to be a present assignment of goods capable of specific description and present assignment. It is obvious that a bill of sale which purports to assign after-acquired property, whether in the form of a covenant (its true legal effect) or as stated specifically in words, as part of the security, is not in accordance with the form, and therefore void (4).

The exceptions from the Act, i.e. the "after-acquired property" which may be assigned by bills of sale are as follows:(1) Any growing crops separately assigned or charged where

(1) 45 & 46 Vict. c. 43, s. 4; Witt v. Banner, 20 Q. B. D. 114; and see Carpenter v. Deen, 23 Q. B. D. 566; Hickley v. Greenwood, 25 Q. B. D. 277.

(2) Parsons v. Brand. Coulson v. Dickson, 25 Q. B. D. 110.

:

(3) 41 & 42 Vict. c. 31, ss. 8, 10; 45 & 46 Vict. c. 43, s. 8; and see Tuck v. Southern Counties Deposit Bank, 42 Ch. D. 471.

(1) Thomas v. Kelly, 13 App. Cas. 506.