of Jameson already cited. The other share holders had pre-emption rights at a fixed price of £100 per share. The executors claimed that that was the correct value. The Crown claimed that the restrictions must be wholly ignored. The decision lay between these extremes, namely, the fair price which a willing purchaser would give, assuming he could get on to the register in the shoes of the deceased, but then to hold subject to the restrictive conditions. It will be seen that this was really the value to the deceased. It was well pointed out that the restrictions cut both ways. They hampered alienation by the testator, which operated for the benefit of the other shareholders, and correspondingly lessened the value of the testator's shares, but the restrictions also hampered alienations by the other shareholders of their holdings, which operated for the benefit of the testator as a shareholder, and correspondingly increased the value of his shares. This is a good example of the case where the free sale which subsection 7 (5) postulates is in fact and in law an impossibility, nevertheless the postulate must have effect by what Lord Ashbourne L.C. called " a feat of imagination." That is to say, you assume (1) that the executors can (contrary to the company's articles) sell to the public in defiance of the pre-emption right, but (2) that what the purchaser will be registered as holder of will be the shares subject to the pre-emption right in terms of the articles. In face of a decision like this it is difficult to argue that the notional sale is not without reserve.

8. "Price.”—This means gross, not net. That is to say, the vendor's sale expenses are not to be deducted. But that is quite a different thing from saying that the purchaser's expense of purchase is to be ignored; on the contrary, that is a relevant consideration in arriving at the figure which a purchaser would give. Further, even as to vendor's expenses, if a sale of foreign property (not necessarily a foreign sale) would be attended with additional expense, there may be an allowance up to 5 per cent. (1894 Act, section 7 (3)); and much the same rule is applied to cases where a specially expensive place of sale, even at home and of home property, is assumed.

UNEXPIRED DEBENTURES.

Let us seek to apply these rules to certain classes of investments where we incline to think that excessive values are frequently inserted in the inventory of the estate. Take, for instance, terminable mortgages or debentures of strong corporations or companies, payable say two or three years after the death, and meantime bearing interest equal to, or more or less than, the rate which can be obtained at the time of the death on similar securities. Such assets are very commonly put in at the par or face value. In one sense there is not very much

wrong in that, for the parties have no need to sell and no thought of selling, and they would not dream of accepting less than 20s. per £, which they may in one view be advised that the assets are "worth." Yes, but all this ignores the statutory test, which is-sale price in the open market at the time of the death. At the present time we may ignore the case where the investment carries a higher rate of interest than can be obtained on a new investment of the same class. If the interest is lower than it would be on a new investment, then manifestly the asset cannot command par. But the same holds even though the two rates are the same, for which there are several reasons, e.g. safety and expense. A new investor is safer with a new bond direct from the corporation or company, and in that case the borrower pays the expense, whereas on purchasing an existing bond in the market the investor has to meet certain expenses, against which he indemnifies himself by taking it out in reduced price; besides, many people will not trouble to look out for such casual transfers, and those who do expect bargains, and get them; thus at present such prices are usually calculated on a basis of about 8 per cent. compound interest, no matter how undoubted may be the security.

HERITABLE SECURITIES.

Exactly the same thing applies to heritable securities, but in a greater degree. Here we are referring not to cases where the margin is questionable, or where there are the restrictive specialties of the Courts (Emergency Powers) Act and the Rent Restriction Act, though these are a fortiori. But let the security be never so good, it is a ticklish thing to buy a heritable security "in the open market." It is very far from clear that the vendor has any power to compel the debtor to open his premises to inspection on behalf of all and sundry persons who may be, or choose to say that they are, contemplating the purchase of the heritable debt; indeed, it may be said that the contrary is clear (cf. 1894 Act, section 7 (8)). Besides, how many people are prepared to take all the trouble, and go to the expense, of having the property and the title examined on the mere possibility of a purchase of the bond, when they can get new bonds without any of these complications?

Therefore not even the best

bond will sell at par. It may be another matter if the vendor undertakes to pay all expenses, but then that is just a discount off par in another form. We said that our point applies to heritable securities even more strongly than to debentures, and the reason is simply the much greater complication and expense of the transaction.

All this applies with added force when there is a time-bargain, but it holds even when that

element is not present. Take a debenture of the strongest company maturing one month after the death of the holder; put that up to roup on the afternoon of the death, and see whether anyone would offer par. Why should he; what is it worth to anyone? That is to say, what advantage to anyone is there in such a transaction, and how many people would trouble to enter into it? It is no answer to say that of course the successor will not sell, but will keep the debenture, and cash it in full at the end of the month. That will not do, for the statute is peremptory that a sale must be postulated. In this light it almost looks that the nearer to maturity, the less beneficial a sale would be.

It is in accordance with what we have said above that the Inland Revenue Department in practice states no objection to a reasonable discount being taken off the par "value" of such assets, though naturally it is hardly for the officials to instigate this if the contrary course is followed by the successor, or rather by his agent.

BOOK AND OTHER DEBTS.

Passing next to ordinary personal, unsecured, debts and obligations we enter upon a somewhat different sphere. Take the case of a personal bond or I.O.U. in favour of the deceased for £1000, granted perhaps by some one resident in some distant foreign country, and of whom little or nothing is known here. That raises the question of the place where the postulated sale in open market is to be assumed to take place. We submit that the statute intends a notional sale in this country, and if that be so, what price would be likely to be obtained for the foreigner's debt? But indeed it does not much matter though it be conceded that it may be necessary to assume a sale in the country of the debtor's residence, for very little may be known about him even there. The executors themselves may have little or no information, but it is of course implied that all the information they do possess shall be made available to intending purchasers. But there can be no delay assumed in order to obtain or verify particulars, for the statute is peremptory as to the time of the notional sale" the time of the death of the deceased." It is further suggested that these considerations have a very material bearing on the proper values to be put on book debts, totally apart from any specific labelling of them as "bad" or "doubtful." People buy debts in order to make a profit out of them, and therefore, for that reason by itself alone, the statutory test must yield a valuation under par, no matter how good the debts may be. Again, it is no answer to say, "Don't sell at all, but collect," for the sole statutory standard is sale price. But, further, there are the following additional depreciatory elements, namely, (1) the risk of some of the debts turning out

unexpectedly disappointing; (2) expenses of investigation before purchase, of the purchase itself (including stamp duty), and of collection; (3) interest on price during delay in recovery; and (4) the prejudice which undoubtedly exists against traffickers in book debts and the material disadvantage which is commonly believed to result from that. Ask an expert whether any list of 100 book debts, totalling a face value of £1000, could be expected to bring more than, if so much as, £900 under the hammer? But is it not common to find in inventories book debts divided into three sections, the first being put in at 20s. per £; the second, labelled "doubtful," at 10s.; and the third at some nominal figure?

We submit further that, on the matters which we have been considering, it is not relevant to enquire whether, or to prove that, the asset in question has in fact already been got in by the executors at 20s. per £. That is alien to the issue, which is-What price would have been got by sale at the time of the death? This view is, we believe, not disputed by the Inland Revenue Department.

(To be continued.)

CROWN LOSES APPEAL-CASE THAT INVOLVES MILLIONS.-An appeal in a test case, said to involve millions of money, was decided against the Crown in the Court of Appeal, London. Messrs John Robinson & Co. (Ltd.), of Bristol, appealed from the judgment of Mr Justice Darling, who decided against them in a claim for compensation for the requisitioning in 1918 of 677 tons of bran and 251 tons of pollards by the Food Controller. The latter was willing to pay the maximum prices fixed by him, but he said that the suppliants had no right to be paid the cost to them which exceeded those prices. Mr Justice Darling held that the suppliants were only entitled to the maximum price.

A preliminary objection by the Crown, that by reason of the provisions of the Indemnity Act 1920 no appeal lay, was overruled by a majority of the Court.

Lord Justice Bankes, giving judgment upon the merits of the appeal, said that for all practical purposes the Defence of the Realm (Losses) Commissioners were a non-existent tribunal, so far as the claim of the suppliants was concerned. The suppliants had a legal claim to compensation, and no agreement having been come to as to the amount to which they were entitled, they had a right to have an account, but at their own risk as to costs. He thought the appeal should be allowed, with costs.

Lord Justice Atkin concurred, as also did Lord Justice Scrutton, upon the merits of the appeal.

MINISTRY OF SHIPPING.-By an Order in Council, dated 24th March, the powers and duties of the Ministry of Shipping were transferred to the Board of Trade as from 1st April, and the remaining work of that Ministry has now been combined with that of the Marine Department of the Board of Trade. The combined Department will be known as the Mercantile Marine Department, and for the present it will be housed in Lake Buildings, St James's Park. Communications on Ministry of Shipping business or on Marine Department business should in future be addressed to the Mercantile Marine Department, Board of Trade, St James's Park, London, S. W.1; telephone, Victoria 9700.

HOUSE OF LORDS.

POOR LITIGANTS' EXPENSES-A COMPLEX
QUESTION.

Lord Balfour asked the Lord Chancellor if he could state how far it had been possible to carry out the suggestions made during the debate on 29th June of last year in regard to the Poor Litigants' Expenses Bill.

The Lord Chancellor said the matter had not escaped his attention, and the result of his research into the matter had been to convince

him that it was one of extreme complexity. The matters concerned were of Scottish rather than English interest, and could only be disposed of after fully hearing the views of those

who were interested in the law north of the Tweed. He was convinced that the countrymen of the noble Lord were very tenacious in all matters relating to the administration of the law, and such enquiries as he had been able to make had convinced him that there was no unanimity amongst Scotsmen who were engaged in the profession of the law upon the subject.

The matter presented other difficulties. A

decision come to by their Lordships, if one were given, would, of course, require legislation, and would involve alteration in the law affecting England and Ireland as well as Scotland. The time for the consideration of the question from this point of view had been very inopportune. Those who were particularly concerned with the administration of justice in England outside the House had their attention very largely occupied with this matter in observation of poor persons' litigation in the superior Courts of the country, and it did not appear desirable to approach the question until greater experience had been gained as to the volume of litigation which had accrued. For these reasons he had not found it possible to come forward with any substantive proposal. He could quite understand that Lord Balfour would feel disappointed, and might even be apprehensive that the matter was being neglected. But that was not so, and if the noble Lord would allow him a little further time for consideration, and would put his question down later in the session, he could confidently undertake to give him a definite answer, and he was very hopeful it might be in his power to give him one more favourable than he could do at present.

Mr

THE Benchers of Gray's Inn on 12th May entertained to luncheon Mr Justice Isaacs, Judge of the Federal High Court of Australia. Justice Greer, treasurer of the Inn, was in The chairman and the Lord the chair. Chancellor offered a warm welcome to Mr Justice Isaacs on behalf of the legal profession.

Mr Justice Isaacs, in response, said the substratum of our legal system and what it connoted was a greater bond of unity than many people had given it credit for. So great was the influence of our common law that it reached across the Atlantic, and he rejoiced to see how the sentiment which existed enabled even the American Ambassador to refer in terms of veneration to this country as the Mother Country. They in Australia had a constitution of their own, but they were a rampart of the Empire.

S.S.S. SOCIETY.-At a special general meeting held on Thursday, Mr George Forsyth, solicitor, 45 York Place, and Mr Russell Patrick, solicitor, 8A Abercromby Place, were admitted members of the Society.

BANKERS' NEW OFFICIAL.-At a meeting of the Executive Committee of the Scottish Bankers' Association, Mr James Gibson, who has for some time been acting as general organiser, was appointed to the post of general secretary in place of Mr John M'Fadzean, writer, who resigned.

SHERIFF GUY'S SUCCESSOR.-Sheriff-Substitute Edward William Neish, who was recently appointed to succeed Sheriff-Substitute Guy, has been formally sworn in at Edinburgh Sheriff Court. Sheriff Crole, in introducing the new Sheriff-Substitute to the Court, said he had known him at the Bar for many years. For the long period of sixteen years he had been Sheriff-Substitute at Greenock and Dundee, and at both places had served with great acceptance. His Lordship bespoke for him the warmest welcome to the Court, and said he had no doubt that he would prove there-as he had proved elsewhere a distinguished and competent judge. Mr H. Hilton Brown, the Procurator-Fiscal, and Mr A. H. Harrison, Sheriff-Clerk, welcomed Sheriff Neish on behalf of the officials. The new Sheriff briefly returned thanks for the welcome that had been extended to him.

Sheriff Neish presided at the ordinary Sheriff Court in Edinburgh, on Friday the 6th May, when he was welcomed by the Society of Pro

curators of Midlothian and the members of the

Bar. Mr Allan M'Neil, President of the Society, said: "On this, your Lordship's first ordinary Court here, I, as President of the Society of Procurators of Midlothian, on behalf of that Society and of this Bar, congratulate you on your appointment, and extend to you a cordial welcome to this important Sheriffdom. We learn with appreciation that your Lordship brings to the discharge of your duties the benefit of a ripe and varied experience. For long there has existed between the Bench and the members of

the Bar a justified feeling of mutual loyalty and confidence, and I feel sure that same spirit will be maintained during your tenure of office. Of this, however, I can assure you, that you will

at all times receive from the members of the Bar every assistance in their power in the due discharge of your official duties." Sheriff Neish, in reply, thanked the members for their welcome,

and stated that he would do his best to maintain the honoured traditions of the office he now held. ideal of the duties of a Sheriff, and he would endeavour, so far as possible, to act up to his ideals and maintain that spirit of confidence with the Bar upon which alone public business could be satisfactorily accomplished.

He had placed before himself a high

GLASGOW UNIVERSITY GRADUATION.-26th April 1921:

BACHELORS OF LAWS (LL.B.) Alexander Edwin Blair, M.A.; George Coghill, M.A.; John George Ferrier Robb, M.A.; Duncan Scott, M.A.; *Laurence Hill Watson, B.A.; * Charles Scrimgeour Williamson, M.A.

BACHELORS OF LAW (B.L.)

John Allan; Alexander Gemmill; William Mair, M.A.; Peter Ross Shields; John William Stewart, MA.; Alexander Smith Thom; Hugh M'Phee White; *Harold Gilmour Wylie.

With distinction.

LAW AGENTS' EXAMINATIONS.-The Examiners of Law Agents held an Examination in Law in Edinburgh last month, when 34 candidates presented themselves for examination. Of these 29 were examined in all the subjects and 25 passed, and 5 graduates in law holding the degree of LL.B. or B.L. of the Scottish Universities were examined in Court Procedure and all passed.

The Examiners at their meeting also granted certificates of exemption from the First Examination in General Knowledge to 6 applicants who have served in His Majesty's Military Forces during the late war, and who have satisfied the Examiners as to their general education for entering upon indentures of apprenticeship in terms of the Act of Sederunt of 19th March 1919.

candidates have passed the Examination in Law
LAW AGENTS' EXAMINATIONS.-The following
which was held in Edinburgh on 25th, 26th, and
Robert Black, Edinburgh; Thomas Blair, Dun-
27th ulto., viz.: Hugh Alexander, Glasgow ;
fermline; John William Lyall Bowie, Perth;
David Briggs, Maybole; James Brown, Hamilton;
Thomas Hepburn Burns, Dingwall; Isabella
Burt, M.A., LL.B., Dunfermline; Francis
Cassells, Hamilton; James Naughton Dandie,
Faichney, Oban; Robert Ferguson, Motherwell;
M.A., LL.B., Edinburgh; John Thomson
Cuthbert Gemmill, Glasgow; John Hunter
Graham, Falkirk; John Jackson, junior,
Hamilton; Alick Ferguson Laing, Edinburgh;
George Laird, Edinburgh; Donald Macdonald,
Glasgow; Duncan Harald M'Neill, LL.B.,
Edinburgh; William Mair, M.A., B.L., Glasgow
Robert Munro, Motherwell; Edward Robbie,
Dundee ; Thomas Roy, Leith; Alfred Simpson,
Glasgow; Harry Arthur Flett Sinclair, Edin-
burgh: Ninian Bannantyne Stewart, M.A.,
Glasgow ; William Turnbull, Blairgowrie ;
Charles Scrimgeour Williamson, M.A., LL.B.,
Thomas Young, Edinburgh.
Robert
Glasgow ;
Wotherspoon, Wishaw ;

CENTRAL WAGES COMMITTEE SHERIFF MORTON APPOINTED CHAIRMAN. - The Board of Agriculture for Scotland have appointed Mr G. Morton, K.C., Sheriff of Dumfries and Galloway, to be Chairman of the Central Agricultural Wages Committee for Scotland, established under the provisions of the Corn Production Act 1917, in succession to Sir James Wilson, K.C.S.I., who has acted in that capacity since October 1917, and whose tenure of office expired on the 31st March. The appointment is for a period of three years, and is on an honorary basis.

Sheriff Morton has acted as chairman of the

Dumfries and Galloway Wages Committee since his appointment to the Sheriffdom.

Mr Alexander Steedman, M.A., LL.B., the new Sheriff-Substitute of Inverness, Elgin, and Nairn, is a native of Edinburgh. He was educated at the Royal High School and graduated at Edinburgh University. In 1899 he was called to the Bar. During the war he served as a member of the Civil Liabilities Commission. He has acted recently as interim Sheriff-Substitute at Oban, Perth, and else

where.

NEW SHERIFF-SUBSTITUTE FOR DUNDEE.-In presence of a good attendance of the local Bar, Sheriff Robert C. Malcolm, formerly at FortWilliam, was on Wednesday installed SheriffSubstitute at Dundee. The installation was conducted by Sir John M. Lees, Sheriff-Principal of Forfarshire. Complimentary speeches were made by Mr H. A. Pattullo, Dean of Faculty of Procurators, and Lord Provost Spence, and Sheriff Malcolm returned thanks.

ROXBURGHSHIRE J.P. FISCALSHIP.-At Roxburghshire Quarter Sessions, at Jedburgh, Mr Sydney B. Murray, solicitor, Jedburgh, was appointed J.P. Procurator-Fiscal, in room of Mr James Barrie, Hawick, resigned. Mr Murray is a Forfarshire man.

NEW CLERK OF GLASGOW PARISH COUNCIL. -The Glasgow Parish Council and District Board of Control held a special meeting recently to consider the appointment of a successor to Mr James R. Motion, who is retiring from the position of clerk and inspector. Two names were submitted-those of Mr D. R. Cunningham, the present deputy clerk and inspector, and Mr Matthew Reynard, inspector of poor and clerk to the Parish Council of Falkirk. On a vote, Mr Reynard was selected by 15 to 11, and, subject to the approval by the Scottish Board of Health of Mr Motion's retirement, he will be duly appointed. Mr Reynard has gained considerable experience as clerk to the Parish Council Association of Scotland, an appointment which he has held since the inception of the Association about ten years ago. Mr Reynard is forty-two years of age.

AN increasing number of practising advocates at the Scottish Bar are taking the English qualification. We note with pleasure that Mr J. A. Lillie, M.A., LL.B., advocate, was called to the English Bar at the Middle Temple on 20th April 1921.

MESSRS WALLACE & BEGG, W.S., 20 Young Street, Edinburgh, intimate that they have assumed as a partner Mr Sam. Macfie, M.A., LL.B., solicitor, sole partner of the firm of Gardiner & Macfie, S.S.C. The business will in future be carried on under the firm name of Wallace, Begg & Co.

MESSRS TAYLOR & ANDERSON, Commercial Bank Buildings, Cupar, intimate that they have assumed as a partner Captain Angus Hugh Macdonald, M.C., solicitor, lately Secretary and Treasurer to the Fifeshire Local War Pensions Committee, and who, prior to the war, practised as a law agent, and was Town Clerk, Collector, etc., of Tobermory, and that in future their business will be conducted under the firm name of "Anderson, Macdonald & Co."

MR ALEXANDER BARKER, solicitor, intimates that he has commenced the practice of his profession at 11 Queensgate, Inverness.

RETIREMENT OF MR DAVID RENTON.—A familiar figure will be missed from the Parliament House at the beginning of the Summer Session. Mr David Renton, who for many years has been in charge of the Law Room of the Advocates' Library, has resigned his appointment for reasons of health. Mr Renton joined the staff of the Library in 1879, and in 1884 was placed in charge of the Law Room. His duties there included not only the general charge of the Law Library, but the prompt and accurate supply of all books required by counsel in the preparation of cases, and of authorities required in the Courts. So long as health permitted, these duties were carried out by Mr Renton with knowledge, method, and unfailing devotion to duty, and under his charge the Law Room was kept at a high level of efficiency. His retirement will be sincerely regretted, not only by all members of the Faculty of Advocates but by all professional frequenters of the Parliament House.