HC Deb 22 April 1858 vol 149 cc1550-3

VISCOUNT GODERICH, in moving foe leave to bring in a Bill to provide for the Registration of Partnerships, said that as he understood that the President of the-Board of Trade did not intend to oppose his Motion he should not trouble the House at any length, but he thought it right to state shortly what were the objects of the measure, and in what manner it had originated. The question of the general registration of partnerships had engaged the attention of commercial persons for some time past; and in 1856 the Commercial Association of Manchester, in concert with another body in that city, the Law Association, prepared the heads of a measure for this purpose, which were submitted to the Conference held in London in the commencement of 1857 on the subject of mercantile law. That Conference was presided over by Lord Brougham, and a resolution was passed at it, expressing the opinion of the members that a measure of this description was desirable. That proposal was subsequently sanctioned towards the end of last year at the meeting of the Association for the Advancement of Social Science at Birmingham, and a large number of the Chambers of Commerce and other commercial associ- ations bad since passed resolutions favourable to legislation of this description. The object of the Bill was simple. It was merely to require that all persons engaged in any partnership, all associations of persons which entered into trade under the style of any company, which did not come within the provisions of the Joint-Stock Companies Act, all those who were trading in any other than their individual names, should be required to supply the public with exact information as to who and what they were. Those who were at all acquainted with commercial affairs were aware of the great difficulties which very often existed, when you had to transact business with a firm or company, in ascertaining who were the persons with whom you had to deal. It often happened that the name of a firm was retained, while the names of those persons who now carried it on did not appear; there were cases in which a single individual traded in the name of a company; while, again, a man might belong to several concerns, though his name appeared ostensibly in but one, and he thus obtained a credit which people, perhaps, would not give him if they knew that he had so many irons in the fire. Far be it from him to say that all these arrangements were reprehensible; but this uncertainty opened a wide door to fraud, and entailed great injury on the public, and the want of the information this Bill proposed to enforce frequently interfered with the easy prosecution of legal remedies; and it would also give aid towards the improvement of our bankruptcy laws, a portion of the law which required much amendment. The measure would, he believed, supply a remedy for some of the frauds which had of late cast such discredit upon our commercial character. It required that every person engaged in a partnership or company which did not come within the provisions of the Joint-stock Companies Act should register the names of the partners and the places of business at which they carried on their occupations. To this provision, however, he made an exception in the case of persons engaged in banking, whom he exempted because they were already required to be registered, and because there was already applied to them the principle which he desired now to extend. For the accomplishment of the object thus proposed he did not ask the House to establish any new machinery, or appoint any fresh officers with large salaries. He proposed that the superintendent registrars—who existed in almost every Poor Law Union throughout the country—should be charged with the new duty. He also provided that copies of the registers should be sent up to the office of the Register General in London; so that in London there would be a central registry for partnerships. That was the only machinery which would be necessary for carrying out the objects of this Bill. He proposed to enforce obedience to the provisions of the measure in two ways. In the first place, it would be proposed in the Bill that firms which did not comply with its provisions should not have the right to sue; and in the next place it would be provided that the registrars should have the power to call upon partners to register themselves, or to show cause why they should not do so, and that if they disobeyed that call, two Justices should have the power to inflict upon them a limited penalty. He trusted that those means would be found sufficient to carry out the provisions of his Bill, which he could not think were of a vexatious character, because all he asked was that persons who engaged in a certain kind of partnerships should once for all register their names, and that they should reregister them upon any change, but not otherwise, paying a small foe upon registration for the purpose of covering the expense of carrying out the Act. Such being the provisions and such the object of his measure, he hoped the House would permit him to lay it upon the table tonight. It was his intention to give ample time for its consideration. He admitted that the subject was one which would require consideration from the Government, the House, and the country. He would be most ready to receive any suggestions which might be made with regard to it, and give them the best consideration in his power; but the Bill which he now sought leave to introduce was approved, at all events, by a large portion of the commercial community; he believed it was calculated to guard their interests, and to prevent, to a great extent, those frauds which had cast discredit upon our commercial character. He did not propose to make people either wise or honest by Act of Parliament. All he wanted was publicity, and that persons who engaged in partnerships should be required to state plainly and honestly to the public who and what they were. Nor did he propose in the present Bill to touch the question of the liability of partners. He had no clause which rendered a man legally liable as a partner because he was registered. Of course, the fact of being so registered would be strong evidence that he was a partner, but beyond the effect which that evidence would have upon a court of justice he did not propose to interfere with the legal question of the liability of partners. The noble Lord concluded by moving for leave to introduce the Bill.


seconded the Motion. He confirmed the statement of the noble Lord, that the Bill was brought forward at the instance of the Commercial Association and the Lay Association of Manchester. The lawyers considered the measure necessary in order to enable them to ascertain who were the acting partners in firms; while the commercial community believed it to be for their interest that they should have an accurate knowledge of those persons with whom they were dealing. The Bill had been discussed by the Law Reform Association of London, presided over by Lord Brougham, and had received the cordial assent of the Manchester Chamber of Commerce. He hoped, therefore, that the House would consent to its introduction.


had no intention on the part of the Government of offering any opposition to the introduction of the Bill. The noble Lord the Member for the West Riding (Viscount Goderich), considering his position in that House and the importance of the interests which he represented, had no need to make an apology for bringing forward any measure which he thought likely to contribute to the public welfare. The present was an entirely new subject to the House, and, he might say, to the country at large, with the exception of the discussion which had been referred to, and it was one which well deserved consideration. He was glad that the noble Lord proposed to allow some time to elapse before moving the second reading, for the question was not so easy as might at first sight appear; and in agreeing on the part of the Government, to the introduction of the Bill, he must be understood as reserving to himself full power to take upon a future occasion whatever course might seem best for the interests of the commercial community.

Leave given, Bill to provide for the Registration of Partnerships ordered to be brought in by Viscount GODERICH Colonel WILSON PATTEN, Mr. CHEETHAM, and Mr. TURNER.

Bill presented and read 1°.