43.
5Relevant nineteenth century developments
96 The plaintiffs submitted that support for their contentions about s 51(xx) was provided by its drafting history and by what was said in the course of the Convention Debates. It will be necessary to examine both of these subjects. Before doing so, however, it is important to say something about the legal context within which those events occurred.
97 It is necessary to notice only the bare outline of the many British enactments dealing with companies and corporations enacted between the repeal in 1825 by Statute 6 Geo 4 c 91 of the Bubble Act[1], and the passing of The Companies Act 1862 (UK) ("the 1862 UK Act")[2]. (The word "company" was used in the nineteenth century to refer to a group of individuals associated together for a particular purpose or purposes. The word "corporation" was used to describe a juristic person distinct from its corporators. It is convenient to maintain this distinction when dealing with the nineteenth century legislation.)
98 In 1826 the first British legislation was enacted[3] by which a company could acquire any of the privileges of a corporation, or the power of suing and being sued by a public officer, without making special application to the Crown (for incorporation by Royal Charter) or to Parliament (for incorporation by private Act). The 1826 Act applied only to joint stock banking companies. The Trading Companies Act of 1834[4] empowered the Crown to confer by letters patent all the privileges of incorporation, except limited liability, without granting a charter. In 1844 the Joint Stock Companies Act[5] required all companies (with some exceptions) to obtain a certificate of incorporation. (In the
- ↑ 6 Geo 1 c 18.
- ↑ The history is discussed more fully in Gower, The Principles of Modern Company Law, 2nd ed (1957) at 39–50. See also Buckley, The Law and Practice under the Companies Acts 1862 to 1890, 6th ed (1891) at 1–5; Lindley, A Treatise on the Law of Companies, 6th ed (1902), vol 1 at 2–7; Manson, The Law of Trading and Other Companies, (1892) at 1–7.
- ↑ The Country Bankers Act 1826 (UK) (7 Geo 4 c 46).
- ↑ 4 & 5 Will 4 c 94.
- ↑ 7 & 8 Vict c 110.
