was repealed, the division of the penalty being contrary to law. On the amended law being proposed, The Chairman moved, that the following words be inserted, and if the person offending be a director, he shall be liable to be removed from his office, and in all cases" shall be held incapable of holding any employment or office, the qualification for which is subject to re gulation by the general court. Mr. Howorth. "I think the words introduced would render it more accurate." The hon. D. Kinnaird. "In my apprehension the alteration is quite unnecessary." Mr. H. Twiss said, the hon. proprietor did not seem to understand the drift of the amendment. If any member of the Company offered any present or reward to any director, or other officer, it was ordained that he should forfeit double the amount. As the law now stood it was ambiguous; it applied at present to only one of the parties, the person making the offer; but he supposed that it was the intention of the committee to render the party receiving, as well as the party offering, subject to a penalty. The hon. D. Kinnaird. Any person taking fee or reward will be subject to a penalty, under the amended law, which we have just agreed to." Mr. H. Twiss said, that law only applied to directors; it was not co-extensive, with members of the corporation, generally. He understood it was the intention of the committee to prevent the receiving, or offering of any fee or reward, by any director, officer, or mehmer of the Company. If that were the case, the amendment was necessary. Mr. Hume said, when, at an earlier period of the day, he was informed that he was out of order, he had risen for the purpose of drawing the attention of the. court to this subject. He did so now, with great regret, because he looked on the Company as men elevated far above the situation of borough-holders. It had come to his knowledge, very lately, that some of the proprietors had received, as expenses for coming to town, in order to give their suffrages when the election of directors took place, the sum of £30which, indeed, might be said to have been paid for their votes. (Hear! hear!),He stated the fact-and, if it were soif the questioa were brought forward-if it appeared that votes were thus procured -would it not, he asked, tend to invalidate the election of those directors who had recourse to such illegal means?-He had always considered the proprietors as a body of men who would look down with disdain on a little pelf, when offered to effected an improper purpose; and he would ask of their learned counsel, whe " ther £20 or £30, given to any proprietor of that court to come to London, from a distance not exceeding one hundred miles, would be admitted as fair or legal, in a case where the representation in the House of Commons was concerned? He did not blame gentlemen for coming up to vote for their friends-he did not blame others for endeavouring to secure their own election-but he could not avoid blaming, and heavily blaming such paltry conduct as that which he had described; where one man was weak enough to offer £30, and another was mean enough to accept of it. He could assure the court, that he verily believed individuals, to whose names as he understood, four stars were affixed, had been paid the sum he had mentioned, within the last twelve months.- (Hear! hear -He wished to bring this subject forward. He wished that the court, in support of that character-in support of that honour-which many gentlemen, who talked of nothing but "honour! honour! honour!"-had so much vaunted-would make every exertion to do away this disgraceful practice. He trusted that the character of the proprietors would be no longer let down by such mean transactions. He was anxious, therefore, that the court should act on the suggestion of the learned, gentleman (Mr. Twiss), and add some proviso to this by-law, which would bring this matter (and it was not unworthy of consideration) under the immediate operation of a fixed and settled rule. If, therefore, the learned proprietor would introduce words into the amended law, for the purpose of visiting with a penalty the person receiving, as well as the person offering, a fee or reward, he would give his utmost support to the alteration. Many instances had occurred, where, the proprietor said, "I will not come up and vote unless my expenses are paid." The reply of the candidate was, " I will pay the coach." "O! no," said the proprietor, "that won't do I will have a post chaise and four ;"-and this extravagance had actually been submitted to. He (Mr. Hume) entreated the learned gentleman to turn the matter in his mind, and devise a remedy for it. And he now declared, in the face of an election about to take place, that, if it came to his knowledge, that either proprietor or director attempted to proceed in this mean and grovelling way, he would bring the individual so misconducting himself, to the shame he merited. Mr. Lowndes said, he might also claim the gift of second sight, in what he was about to observe; for this subject had, long before it was mentioned in that. court, occupied his thoughts. It struck him as exceedingly extraordinary, that nothing was said about she as well as he, in the law providing against the receiving 1818. Debate at the E.İ.H., July 3.-Committee of By LawVER SIT female proprietors, bee what was TIFORNIA Mr. Drewe. "We have not such a bad opinion of the ladies as the hon. proprietor. We do not think they would be guilty of such corrupt practices." The hon. D. Kinnaird said, the words he, she, or they, ought to be inserted in the by-law, so that all parties offending should become liable to the penalty. In his opinion, the by-law, chap. VI. sec. 5, might be amended, so as to meet the object his hon. friend (Mr. Lowndes) had in view. The by-law might run thus :-If any director, or other proprietor, shall take any fee, present, or reward, directly, or indirectly, on business relating to the Company, he, she, or they, shall forfeit, &c. of any fee or reward. He considered the ladies to be particularly open to influence of this sort, and measures ought to be taken to counteract it. What might not be expected from a present of Brussels lace? What would not a handsome shawl do? What might not be effected by a quantity of the finest India muslin? He shrewdly conjectured, that many pieces of East-India muslins had been given away pending an election; and he had no doubt but that they operated more successfully than the eloquence of many a candidate. For his own part, he wished the ladies did not vote; for not being a very young or comely fellow himself, if he stood for the situation of director, he would have no chance whatever, as far as his election depended on the female proprietors.-(A laugh!)—But if a good, handsome-looking young man advanced his claims, he would, from his personal recommendations, have no inconsiderable prospect of success.--(Laughter !)-Now, he should be glad to know, why the committee had omitted the important word "she," in their amendment? Why did they not go on aud say, if any member of this corporation receive any present, he or she shall forfeit double the amount thereof? This was perfectly just. In law, the receiver of stolen goods was held to be as bad as a thief. It was to him most astonishing that this by-law should be so lame. If they looked to the list of two thousand proprietors, they would find that about six hundred of them were ladies. When Mr. Twining, the tea-dealer, was elected a director (and he turned out a most excellent and efficient one) there were nine women to one man, in favour of him. (A laugh!) There was something so pleasing in his manners, that the ladies all declared they would vote for their worthy friend, Mr. Twining-aud a worthy man he undoubt edly was. Perhaps the ladies were gifted with second sight, and saw that he would make a valuable director, and therefore voted for him. He saw the importance of guarding against corruption in so clear a light, that he would propose (and, for that purpose, he would run the risk of not being seconded) that the ladymembers, as well as the gentlemen-members, should be included in the by-law. He should first move, that if any member of the corporation offered any pre sent, fee or reward, to forward business connected with the affairs of the Company, he or she should be subjected to a certain forfeit; and he should afterwards make a similar motion with respect to those members, male or female, who received any present, fee, or reward. Mr. Howorth. "I will give the hon. proprietor one short answer on this subject. The committee did not introduce Mr. H. Twiss wished the law unequivocally to include both the giver and the receiver; it should therefore provide, that if any member of the corporation offered to any director, or other officer of the Company, any fee, present or reward, he, she, or they, should be sub.. ject to a certain forfeit; and if any director, officer, or other proprietor, received any fee, présent, or reward, he she, or they should be liable to a similar penalty. The Chairman: "I apprehend the spirit of the law now proposed; is to guard the purity of the executive body, and to insure the integrity of the Company's servants. And I beg to submit, whether it had not better be confined to this specific object, rather than extended to the whole body of proprietors? Undoubtedly, the executive body and the officers of the Company have it more in their power to do injury to the Company's interests, than the proprietors in general, and therefore, it would, per haps, be better if the law applied only to them." Mr. Lowndes "Surely the purity of the proprietors ought to be guarded a well as that of the directors. The true way to secure upright and honorable dis rectors is, to enforce purity amongst the proprietors. We cannot expect repressa tatives to be pure, when the electors are all corrupt." " Mr. R. Jackson said, many of the by-laws were intended to guard the pu rity of the directors, in all matters where any temptation appeared, which was likely to lead to a deviation from their duty. But, from the earliest pe riod of the charter, as much anxiety had been manifested to prevent corrup tion from creeping in amongst the ordinary members of the corporation, as was shewn to preserve the purity of their officers; and the statement of his hon. friend (Mr. Hume), proved the necessity of guarding against those corrupt feel ings, which, if not checked, might influence the proprietors. If such a system as that which he had described were suffered to go on, the expense of an election would bear down a large fortune; and, instead of the man of ability and integrity being elected a director, the choice would fall on him who could expend the most money, no matter how unfit he might be for the situation. This would be one effect of such a proceeding; exclusive of the disgrace which it must reflect on every person, who, from his situation, aflixed the word gentleman to his name, but who, forgetful of himself, might be induced to traffic for his vote. The clause on this subject, in the act of 1793, was copied from one far more ancient. That act provided, that if any person offer present, fee, or reward, on any account whatsoever, relating to the business of the Company, he shall forfeit double the amount, and, if a director, be liable to be removed from his office. But his learned friend (Mr. Twiss) said, he would punish the receiver, as well as the person offering. Now, he asked, would it not be better to make this a distinct matter of by-law, instead of interweaving and combining it with that which is already ordained? A law might be introduced, enacting "That if any person or persons shall receive any fee or reward or if any member or officer of this court shall receive any present, directly or indirectly, on account of any thing relating to the business of the Company, he, she, or they shall be subject to a certain forfeiture, and shall be liable to be removed from the office which they hold, and shall be for ever incapable of holding any pension, &c. Mr. Cumming said, a by-law might originate in that court, as well as in the committee. He thought, therefore, it would be as well to let the amended bylaw, which provided for part of the evil, remain, and a new by-law could be introduced to meet the defect which had been pointed out. Mr. Lowndes" What the hon. proprietor suggests will do very well, provided the net be made for catching fishes of all sorts." Mr. Impey observed, that what the hon. proprietor had stated was worthy of consideration, and something certainly should be done to prevent the recurrence of such disgraceful scenes at their -elections. The trae mode of proceeding would be, in his opinion, to form a new by-law; for the present one, on which some gentlemen wished to graft an amendment, appeared to have a different ob ject in view. This by-law seemed to him to have been formed, in order to prevent the taking of fees or rewards from persons who came to do business at the India House, and had no relation to election transactions. And what would be the penalty, if they introduced the words proposed in the present by-law? It would be this, that he, she, or they, offending against the by-law, should be liable to be removed from the office of djrector, and be for ever incapable of holding any employment in office, subject to the regulation of the general court. Such a provision would be completely nugatory, with respect to female proprietors. Mr. Lowndes-" I wish to catch the Maid, as well as the John Dory." Mr. Impey" It is necessary that any tendency to corrupt practices should be done away; but, for that purpose, I think a new by-law should be introduced." Mr. Hume was of opinion, that the court might as well agree to the law now before them, after which a separato law might be introduced for the purpose of remedying the evil that had been pointed out. This would probably prevent much discussion and it would certainly be the means of avoiding the inconsistency which the learned gentleman (Mr. Impey). had noticed. Let the question, then, be put on the amended law; and, at a future, day, a new law may be brought in to meet the whole of the objection. The amended law was then agreed to, with the introduction of certain words, by which the penalty was confined to "the use of the Company." It The hon.D. Kinnaird now rose to suggest an amendmeut in the previous by-law (sect. 5, chap. VI.) which merely confined the penalty, for receiving fee, present, or reward, to the directors. was, however, clearly intended, that the penalty should also extend to the officers of the Company; for the law which they had just agreed to, provided that neither officer nor director should offer any fee, present, or reward. It seemed that the committee, in amending section 5, chap. VI. had omitted to preclude the officers of the Company from receiving fees, and had affixed no penalty to such a breach of confidence, although, with respect to the directors, they had done so. This was an error which evidently called for correction. He should now take the liberty of asking, whether there were any fees received by the officers of the Company, with the concurrence of the executive body? In that case, it would be necessary, perhaps, only to say, that a penalty should be attached to the receiving of fees, "other than were allowed by the court of directors." Either a new law should be brought in, after chap. VI. sect. 5, which would run precisely in the words of the by-law, section 6, converting dir rector to officer, or an amendment should be introduced, to prevent the receiving of fees by persons in the Company's employment. The Chairman" There is a by-law, sect. 15, page 34, which provides for the case stated by the hou. proprietor. That by-law ordains, that no officer or ser vant shall take any fee or reward, directly or indirectly, which is not authorized by the directors, and noted down in the table of fees." Mr. Lowndes said, before the court came to the end of this system of corruption, he had a right to come forward and state his opinion; and, while so doing, he hoped he would not be cut short by the impatience of any gentleman. There were six candidates for the next election. To render candidates independent, the expense of election ought to be made as light as possible; and, for that purpose, every thing that looked like corruption should be absolutely prevented. Mr. H. Tuniss rose to order. They were met for the purpose of going through the report; and what the hon. proprietor was now stating, would be offered, more regularly, when the business for which they were convened was finished, than as an interposition between the passing of the amended laws. The old law, section 7, page 30, which ordained, that if any director should go beyond sea, and continue there for twelve months, his office of director should become vacant, was repealed; counsel being of opinion that the directors being elected, under the stat. Geo. III, c. 63, sec. 1, for four years, it was not competent for the Company to ordain, that, in a particular event, the office should become vacant, before the expiration of that time. The amended law, which provided that when a director remained beyond sea, for a period exceeding one year, the same should be notified to the general court, and such director should thereupon be liable to be removed from his office of director, was then put from the chair. Mr Hume said, before they proceeded to any amendment, he wished to know the meaning of that part of the counsel's opinion, which stated, that "if a director so misconduct himself as to render himself liable to be removed from his office, his removal must be effected under the power of A MOTION, which every corporation possesses for that purpose." He did not understand what was meant by this "power of A MOTION," which was specified in the opinion. Mr. Serjeant Bosanquet and Mr. R. Asiatic Journ.-No. 25. Jackson informed the hon. proprietor that some confusion was occasioned in this passage by a misprint. It should not have been two words "a motion," but one word," amotion." The sense would then be clear, viz. "the power of removing," which every corporation possessed. The amendment was agreed to. The old law, chap. VI, sec. 16, which provided that no officer or servant of the Company, acting as a broker, should continue in the service of the Company, was repealed. The amended law, which simply ordained that no officer or servant of the Company should take upon himself the office of broker, was then proposed. Mr. Howorth observed that the learned counsel, in their opinion on this law, had recommended t at the words "officer or servant of this Company," should be restrained by the words "whose qualification is subject to regulation by the general court." But, as this was already provided for by act of parliament, he did not think it was necessary to introduce those words; therefore the by-law was presented in its present shape. The Deputy said, the only question was, whether a specific punishment should not be affixed to the conduct of those who improperly undertook the situation of a broker, Such a person would be liable to be dismissed, under a lateral branch of the by-law; but, he conceived, it would be as well to affix some specific and definite penalty to the offence, which would leave no room for doubt. Mr. Hume wished to know whether a broker must not have a license? Must he not have the permission of the directors to act? And, if that permission were withheld, could he perform the duties of a broker? The Deputy-" He may be a broker without coming to this house at all." Mr. Hume begged leave to ask, before the question was decided, whether there were not some individuals who procured permission from the court of directors to clear away baggage or presents? If his recollection were correct, this used to be the case, for he had himself employed a person, who was acting in the warehouses, in business of that description Before this amendment was passed, he demanded whether it would destroy the business of persons thus employed, or do any injury to individuals who had acted in this manner for a series of years? The Deputy said, the individual to whom the hon. proprietor alluded, acted as a servant; but a broker was a sworn officer. No man could perform the duties of a broker without appearing before the Lord Mayor; but the person whom the hon. proprietor had employed, was under VOL. V. K . Mr. R. Jackson said, if sworn broker' were specified, the penalty could only attach to a person who had undergone the ceremony of swearing; but it now operated against those "who took upon themselves the office of broker." The Deputy said, in all the other bylaws, they began with a prohibition, and followed an infraction of it with a certain punishment; but this was a solitary instance where there was a prohibition, but there was no mention made of a dismissal. Mr. Howorth said, the infraction of the law would be on pain of dismissal. Hon. D. Kinnaird-"It would be contrary to law so to proceed. We cannot summarily dismiss a director, and a director is an officer." Mr. Howorth-" An infraction of the law would be on pain of dismissal from any office, 'whose qualification is subject to the regulation of the general court.' These are the words of the learned counsel." Hon, D. Kinnaird “Then I submit that another law must be ordained to prevent the directors, eo nomine, from becoming brokers. But, before we proceed to such a measure, I beg to suggest that this question was discussed at great length in the committee, and the present amendment was finally agreed to. If we reject the amendment now proposed, it will be necessary for us to have another very long law, ordaining, that any director who shall take on himself the office of broker shall be liable to be removed from his office of director; and that, if any other officer shall act in that capacity, he shall be rendered incapable of continuing in the service of the Company. The object of the committee in abstaining from proposing this, was not to burden the by-law with too much matter. As it at present stands, it applied to any officer or other person employed by the Company; and, in my opinion, these three lines completely answer the purpose for which they are intended.” Mr. Howorth said, the hon. proprietor had brought to his mind the discussion which took place on this subject in the committee; and, fully recollecting it, he hoped the amended law would pass without alteration. The amended law was agreed to. The old law, sec. 21, chap. V1, which ordained, that no director, officer, or servant of the Company in Europe, except the commanders and officers of the Company's ships, should trade either as principal or agent, or execute any mercantile commis sion, under any colour or pretence what soever, to or from India, otherwise than in the joint stock of the Company, or transact any kind of business for persons resident in India for any gain or emolument whatever; and that if any director, officer, or servant, offended against this ordinance, he or they should forfeit to the use of the Company, such goods, merchandizes, and money, as he or they had traded for, and should be incapable of serving the Company as a director, or in any other office whatever, was repealed; counsel being of opinion, that it was objectionable, first, because it interfered with the qualification of directors; and 2d, because it ordained forfeiture of goods, which it was not competent for a corporation to do. The statute of William III, which authorized punishment by imprisonment, mulct, fine, and amerciament, did not appear to include forfeiture of goods. The amendment, which provided that the value of the goods, traded for by any officer or servant, should be forfeited, and that any director acting against this ordi. nauce should be rendered liable to be removed from his office, was then proposed. Mr. Cummins said, that part of the by-law which ordained, "that no director, officer, or servant of the Company, in Europe, other than the commanders and officers of the Compauy's ships, should transact any kind of business for persons resident in India," might bear very hard on some gentlemen. It was possible, that an officer of the Company might have a brother, or other relation in India, whom he might be anxious to serve, without any mean or interested views; and he conceived it very hard, that he should be prevented from so doing. This he threw out merely as a hint. The Chairman." The by-law does not prevent an individual from transacting business for another in India, provided he acts without any view to "gain, profit, or emolument." If it were meant to do so, then I have erred myself. I certainly have transacted business, without gain or emolument, for persons in India, and I never conceived that I was acting improperly." Mr. Lowndes-"Why is this by-law confined to Europe? a servant of the Company, in Asia or America, may do all those obnoxious acts, which he is forbidden to effect in Europe." Mr. Hume-" In India, the Company's servants are obliged, officially, to transact business of the nature referred to in the by-law." Mr. Lowndes" The by-law ought to include all parts of the world." Mr. Hume-In many transactions, the Company's servants in India are obliged to act as agents. If the hon. proprie |