The Lord Chancellorsaid, that as he was now on his legs, he would address to their lordships a few words relative to Joint Stock Companies, on the subject of which he had, on Thursday last, given notice that it was his intention to bring in a bill. He did not mean to go further than he had then stated: but he thought it right to observe, that in point of fact he was not aware, that a suit which related to the subject to which he proposed to call their lordships' attention was actually pending before the court of King's bench, and that the lord chief justice gave judgment on that on the very day on which he had addressed their lordships. He did not mean to say what the law was; but, whatever it might be—and he did not wish it to be understood that he had not made up his mind upon that point—the public ought not to be left in the present state of uncertainty on the subject. His lordship then proceeded to state, that his bill would not apply to companies already constituted, or which might be constituted by charter or act of parliament. But, whatever might be the existing law, it could never be intended, that the public should stand in this situation—that before the authority of the Crown or of parliament shall be given to constitute a Joint Stock Company, persons should be permitted to sell at 128 an enormous profit the shares of that company; which was nothing more nor less then laying a bait for their own benefit, by which innocent individuals were great sufferers. The object of his measure Would therefore be, to prevent the transferring of shares of any Joint Stock Company, until such Company shall have received the sanction of a charter or an act of parliament.
The Earl of Lauderdalewished the learned lord to consider what the House ought first to do, in order to ascertain the law. The regular mode of proceeding in such a case would be, to ask the judges what was the law, and upon their answer, a declaratory bill might be introduced.
The Lord Chancellordid not think that declaring the law would answer the purpose he had in view, as the penalties inflicted by the 6th Geo. 1st. were so severe. The transgression of the statute might be allowed to go on; because, the effects of premunire, or loss of goods and chattels, were so enormous, that it was probable nobody would be disposed to enforce them. His object was, to prevent persons out of doors from transgressing the law with impunity; which would not be accomplished by a declaratory law.