HC Deb 09 May 1864 vol 175 cc240-4

Bill considered in Committee.

(In the Committee.)

Clause 3 (A Limited Partnership may be formed).

Amendment again proposed, At the end of the Clause, to add the words "and all such partnerships shall be distinguished by the addition of the word 'registered' to the name of the firm, in all its dealings and transactions."—(Mr. Thomas Baring.)


said, the proposition of the hon. Gentleman was fully discussed on a former evening, and he would not repeat the arguments which were then used against it. However, he might observe that it would be just as reasonable for the hon. Gentleman to ask that every loan should be registered as to ask that loans under this Bill should be registered. The Amendment would be a serious detriment to the measure, and he hoped the House would not adopt it.


supported the Amendment. He should like to have some proof of the injury likely to be done by the insertion of the word. The word "limited," as at present applied to various undertakings, was not detrimental to the investment of capital therein. Surely when a partnership changed its character, and came under the operation of the Bill, the public were entitled to be acquainted of the fact.


, as a Mend of the Bill, would be glad to see a provision introduced to compel the announcement in the Gazette of an alteration in the constitution of a firm. That, he thought, would answer the purpose required.


supported the principle of giving the most complete publicity to the circumstances of these partnerships.


protested against the attempt to combine in the present Bill objects not compatible with its provisions. If such objects were desired, they might be made the subject of a special Bill, but ought not to be included in this. Hon. Gentlemen might depend upon it that they were taking care over much. People concerned with firms under the Bill were shrewd enough to take care of their own interests, if they only had perfect liberty to act. He could not help thinking that a great deal of the zeal shown by the hon. Baronet was opposed to the Bill itself. Years ago he was opposed to the principle of joint-stock liability, and predicted that disasters would result from it. But the change had been most successful. Freedom of commerce had been attended with enormous advantages here, as it had in every country where it had been adopted. He (Mr. Bright was satisfied that, if the Bill were passed without any of the endless irritating restrictions sought to be put on its free working, we should in a few years be as content with the working of the measure as we were with the working of that of limited liability.


saw no reason why, if these partnerships were to be registered, they should not say so plainly to all the world.


said, that if the Law Officers of the Crown were content to allow the clause to be passed in its present shape he would offer no further opposition to it.

Question put, "That those words be there added."

The Committee divided:—Ayes 58; Noes 43: Majority 15.

Clause 4 (Any person lending money to General Partners on certain Terms to be a Limited Partner).


moved the omission of the words "or contract to lend." His objection to the proposal for contracting to lend was, that all those who had advocated the measure did so on the ground that it would chiefly be of use in enabling young men to come forward in business, by their friends advancing them a loan without incurring the risk of a partnership. No doubt the advance of money to such young men was of the utmost importance, but it was quite a different thing to "contract to lend" and to actually advance money.

Amendment proposed, in line 40, to leave out the words "or contract to lend." — (Mr. Buchanan.)


opposed the Amendment. He had never put the case which his hon. Friend had just put to the Committee. The Committee would surely not compel a limited partner to pay into a concern which did not want the money. The clause only carried out the principle of a company whose shares were not paid up in full.


remarked that in France and the United States the money must be actually paid to the firm. Supposing the person contracting to lend money should fail, what claim would the limited partnership have on the estate.

Question put, "That those words stand part of the Clause."

The Committee divided:—Ayes 39; Noes 46: Majority 7.


said, after the decisions of the Committee he thought it would be useless to proceed further with the Bill. He would, therefore, move "that the Chairman leave the Chair."


hoped the hon. Gentleman would not abandon the measure, as notwithstanding the alterations that had been made there was much good in it.


thought the principle involved in the measure was of far too great importance to be left in the hands of a private Member, and was of opinion that if it was to be dealt with at all it should be dealt with by the Government.


contended that the hon. Member for Birmingham had adopted the right course in withdrawing the Bill, and trusted the Government would bear in mind the fact that the commercial community would expect from them the introduction, with as little delay as possible, of a measure embodying the principle involved in the present proposal.


said, that his hon. Friend had, he thought, done wisely in withdrawing the Bill. As far as he could see, the Government appeared to have no decided opinion on the matter, inasmuch as some of its members had voted one way and some another in the divisions which had just taken place.


urged the expediency of having a Bill dealing with the law of partnership, if introduced at all, brought in on the authority of the Government, and under the auspices of the Law Officers of the Crown.


thought his hon. Friend the Member for Birmingham had a fair right to expect that his Bill would have received the support of the House, seeing that a similar measure had passed through the House, after having been referred to a Select Committee last Session. If exception were to be taken, as seemed to be the case, to every word in every clause, it would be impossible even for the Government to carry through such a measure. The Government, he might add, had several Sessions ago brought forward a proposal embodying the principle of enabling persons to lend money to prosecute a business without making themselves general partners, but the proposal had not met with much favour. He could only say, in conclusion, that he regretted his hon. Friend had been so discouraged as to be induced to give up the Bill.


, as a Member of the Select Committee to which reference had been made, wished to observe that they refused to hear any evidence. Were they a tribunal, then, he would ask, which ought to be looked to to inform the public as to the merits of the question?


trusted the hon. Member for Birmingham would re-consider his determination to abandon the Bill. Even with the Amendments which had been introduced into it, there still remained in it, he thought, no small amount of good.


wished to make a similar appeal to his hon. Friend, who, he was sure, was of too high a character to be influenced in the matter by mere feeling. If he were to take further time to consider the course which he should pursue, it was quite possible he might find in the Bill provisions still untouched which would render it worth his while to persevere with it. If, however, he should withdraw it, he had no doubt the Government would be quite ready to take into consideration the question, whether it was possible to frame a measure on the subject; while, at the same time, it was not, in his opinion, desirable to lay it down as a rule that all questions would be more advantageously dealt with by the Government than by a private Member.


said that, in compliance with the suggestions which had just been made to him, he should withdraw the Motion that the Chairman leave the Chair, and simply move that he report Progress, with the view of proceeding with the Bill after the Whitsuntide recess.


remarked that in the divisions which had just taken place the President of the Board of Trade had voted one way and the Attorney General another.


said, that by the vote which he gave he did not intend to take a step which would be prejudicial to the Bill, and he had heard with great regret his hon. Friend's announcement that he should abandon the measure. He was entirely favourable to the principle of the Bill, and had only voted to-night as he had voted last year. He thought that if a new class of partnerships were introduced and required to be registered, they ought to go into the world avowedly such as they were.

House resumed.

Committee report Progress; to sit again on Thursday, 19th May.