SOUTH SEA COMPANY'S ARRANGEMENT AND TRUSTS BILL. (Hansard, 5 August 1853)

§ MR. SPOONER
said, he rose to move that the Bill be rejected. The Bill, although standing on the private paper, was 1396 a public measure, and ought to have been brought in by the Government. It contained most extraordinary provisions, and gave the Directors of the South Sea Company power to deal with more than 3,000,000l. of their stock, in a manner which the House would know nothing of for some time to come. One of its objects appeared to be to convert the South Sea Company into a corporation for the administration of trusts. Another of its objects was to give the Directors of the Company and the Chancellor of the Exchequer a power to make any agreement they might think fit as to the conditions on which a large amount of South Sea Stock should be commuted, without consulting the persons interested, and without coming to Parliament for its consent. The Standing Orders had been suspended in favour of the Bill, and although it was a measure of vast importance, they had heard no statement whatever about it. True, it was referred to incidentally by the Chancellor of the Exchequer in his recent statement on the subject of the South Sea Annuities; but he could not gather from that or anything in the Bill itself, that every member of the Company, or at least so large a proportion of them as to justify the House in passing the Bill, had received notice of the purport and intention of this Bill. The South Sea Company, although a chartered company, was, nevertheless, a partnership, and therefore, in law, a measure of this nature to divert the capital of the Company from the object for which it was subscribed, could not be made legal without the sanction of all the partners. He should move that the Bill be read a Third Time that day three months.

§ MR. BOUVERIE
said, the hon. Gentleman had complained that this was a public Bill, introduced under the cover of a private Bill. He begged, however, to inform the hon. Gentleman that this was nothing else but a private Bill. If it had been introduced as a public Bill, Mr. Speaker would immediately have objected to its introduction in that way, on account of its being a private Bill. It was a private Bill, because it was promoted by a private company. He believed that great good would be done to the country if such a corporation as that proposed by the Bill were established. It proposed to perform for executors and trus- 1397 tees the difficult duties cast upon them by testators.

§ SIR FITZROY KELLY
said, he thought the Bill of such importance that it ought to receive further deliberation, and be considered more at length than it could be at that period of the Session. The effect of this Bill would be to make the South Sea Company a great trading company, carrying on business as trustees for other parties; and,; although that change might be advantageous to the proprietors, he contended that, without the sanction of all the proprietors, it would be neither more nor less than an act of spoliation to pass this Bill. The real operation of the Bill would be this—parties who had invested their money in South Sea Stock, under the impression that it was for a particular purpose, would be paid off without ceremony, if they did; not consent to the terms of the Bill. In; point of fact, the South Sea Company was a copartnership, and the object of this Bill was to compel the parties to dissolve the partnership. If the assent of all the proprietors had been obtained to it, of course his objections to the Bill would cease; but without that consent the Bill was nothing more nor less than an act of spoliation, and the House ought, therefore, to reject it. They were told, indeed, that the Bill was founded upon a resolution passed by the Company; but they had no information as to how the resolution was discussed or carried. They did not know whether all the proprietors entitled to vote agreed to it; if they did, of course there would be an end to his opposition, but upon these points the House was, as yet, entirely uninformed.

§ MR. HENLEY
said, he would suggest that the Bill should be sent back to the Select Committee, with instructions especially to report the proportions of proprietors who assented to this Bill. The Bill created new powers and new objects, which the Company were to carry out; and before such a change as that could be made in the constitution of the Company, the House ought to be satisfied that it had been sanctioned by the great majority of the proprietors. The Bill was, however, objectionable on other grounds; for instance, it extended the principle of limited liability, while some of the clauses were so framed that the Company could hold lands to any extent—a power which Parliament had always refused to confer upon joint-stock companies.

The SOLICITOR, GENERAL
said, 1398 that it was a fallacy to suppose that this Bill could not pass without the consent of very individual proprietor. The object for which the Company was originally established had been accomplished, and the Company was now virtually dissolved. It was only fair, therefore, that the Company should have the power of applying their funds to uses of present public advantage; and considering that the assent of the proprietors had been given to the Bill in the usual manner, he thought the opposition was quite uncalled-for.

§ MR. CARDWELL
said, he had examined the provisions of this Bill, and he had no doubt whatever as to its expediency, or as to the necessity for passing it. The policy which the Bill enunciated was approved of by the majority of the Company; and the reason it was not investigated by a public Committee was simply that the forms of the House required that it should be a private Bill. Being unopposed, it was referred to the Chairman of Committees, who thoroughly examined its provisions, and reported it as unobjectionable. Whence, then, arose this opposition? The Bill had been approved of by the Company in public meeting assembled; and since the supposed absence of the consent of the Proprietors was the present ground of opposition, he thought the House ought to experience no difficulty in passing the measure.