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act? It stated, " that it shall be lawful' titles had a surpassing attraction. But for the said Company to take into con- his conviction was, that their true friends sideration the claims of any persons now were the proprietors of India Stock. or heretofore employed by or under the Public opinion might be elicited upon said Company,” or the widows and chil- matters which concerned the Company dren of any such persons whose interests from what passed in that court, and the may be affected by the discontinuance of reason of the thing we shewn as clearly as the said Company's trade, or who may

it could be derived from any other source from time to time be reduced, and under whatever. It was quite evident that Mr. the control of the said Board to grant Grant had felt this, when he stated, that such compensations, superannuations, or the change then contemplated, and which allowances, (the charge thereof to be de- had since taken place, “ qualified them frayed by the said Company as hereinafter (the proprietors), in a decidedly greater mentioned) as shall appear reasonable.” degree than hitherto, for the duties asDid not the word “company,” here mean signed to them in the system of Indian the great body of proprietors ? and did administration.” If they once suffered not their commercial officers come under their powers to be contracted and conthat clause? Were they not to have a fined in the way which was now profull and fair consideration of their claims? posed, there would be an end to those The clause went on to say:

“ Provided functions which he contended they hail always, that no such compensations, su- now a right to exercise. So far as he perannuations, or allowances, shall be understood the law and the situation in granted without the consent of the Board which the proprietors stood, there was of Commissioners for the Affairs of India, nothing to prevent any of the members of signified by a letter from one of the secre- that court from bringing before the protaries of the said Board to the Court of prietors any matter whatsoever which Directors of the said Company; and that concerned the practice of the Court of such consent shall not be in any case

Directors. Well, if that were the case, given or signified until the expiration of he did not think it quite fair, that the two calendar months after particulars of proprietors should be passed over on an the compensation, superannuation, or al- occasion so important as this; the more lowance proposed to be so granted shall particularly after they had, by the comhave been laid before both houses of par- promise or condition to which he had liament.”

This latter provision only did before alluded, ratified the power of this that which was previously done by the community on that special point. In 53d Geo. III. cap. 155. which ordered order that the hon. Chairman and the that all grants of salaries, pensions, com- court might be quite sure that he was pensations, and gratuities, should be laid not speaking lightly on this head, he before parliament within a certain time; should refer to Mr. Grant's letter of the and why? merely that there should be a 27th of May 1833. He there examined public announcement of such grants to

conditions to which the Company had operate as a sort of check, because it agreed throughout-he touched upon this appeared to the Legislature as a very im- very point-and he would read to the portant matter that all grants of this na- court what that gentleman said on the ture should be watched, that they might subject. Mr. Grant said, not become extravagant, unjust, or cor- position contained in the fourth suggesrupt. It was a mistake to suppose that tion, that a sufficient power be retained any thing else was meant by that part of over the commercial assets to enable the the enactment, and it did not in any way

Court of Directors to propose to the whatever affect the rights of the proprie- Company (not to the Court of Directors), tors. Parliament was only desirous of and ultimately to the Board for their conknowing what was going on, and, there firmation, a plan for making suitable fore this part of the clause was inserted provision for outstanding comniercial obto act as a sort of beacon to warn the ligations, and for such of the commercial Company from too lavish an expenditure, officers and servants of the Company as and no individuals had any right to give may be affected by the proposed arrangea different meaning to the passage. Some ments,' his majesty's ministers although people run away with the idea that under not aware of any peculiar occasion for its the recent act of parliament, when once adoption see no reason to object; reservthe Directors and the Board of Control ing always (which of course is underhad come to a snug understanding toge- stood) the full power of the Board to act ther, that then the court of proprietors in the matter, as their duty and responwas of no use at all. He did not think sibility may in their judgment require.” that this was a general feeling amongst Here the right of the proprietors was the servants of the Company, or that they recognized, the Board of Control only rewould rather have to treat with parlia- serving to itself the power of altering the ment than with that court, though with scale of compensation, wherever it apsome, no doubt, high names and sounding peared to fall short of or to go beyond Asiat.Journ.N.S.Vol.15 No.55.

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the justice of the case. He did not know tors. But how he could arrive at such a that he had any thing farther to say, in conclusion, how he could twist the clause order to show the opinion of the learned to such a meaning, it was impossible for advocate was contrary to law and prác. him to say. He had set out with stating tice. He should, however, briefly advert that he hoped the learned counsel would to the by-law's. By sect. 19., cap. 6., it not consider any thing which fell from was ordained, “ that every resolution of him in an offensive light. He was far the Court of Directors for granting a new from wishing to say any thing umeourpension or an increase of pension,” (it teous; but being an unprofessional man, was very true that the circumstances of he was obliged to stand on the plain facts the Company were altered, but the right and plain sense of the case. He honoured of making pensions still continued), and admired generally the talents and ceeding in the whole £200 per annum skill of the learned counsel in his profesto any one person, shall be laid before sion ; but when he was called on to deand approved by two general courts spe- liver his sentiments with reference to a cially summoned for that purpose, before subjeet which nearly affected the interests the same shall be submitted to the Board of the proprietors, he felt it to be his duty of Commissioners for the Affairs of India, to support, with the best arguments which in the form of a report, stating the grounds lie could offer, the grave and important upon which such grant is recommend. principle for which he contended, in spite ed;" (now he was sure that the Court of personal feeling. It was his duty, if of Directors must have some grounds possible, to show that the reasoning of ou which they came to a decision in this the learned counsel was erroneous, The ease, because they did not act without learned counsel, after a summary declaconsideration and deliberation, and those ration that the Court of Directors had grounds ought to be stated to the pro- the power to do so and so, proceeded to prietors) “ which resolution and report state, that in his opinion the compensashall be signed by such Directors as ap. tions, superannuations, and allowanees prove of the same,”. (let the proprietors contemplated in sec. 1, were not grainark the caution with which the by-law tuities, or, as expressed in the by-laws, was drawn up)," and that the documents given by way of gratuity, within the upon which such resolution may have meaning of the 53d of Geo. III, or the been formed, shall be opened to the in- by-laws, but were compensations foundspection of the proprietors from the day ed on just moral considerations, though on which public notice lias been given of not amounting to legal elaims. But the proposed grant; and that such allow had not many such claims, founded on ances in the nature of superannuations as just moral considerations, been laid the Court of Directors are empowered to before the proprietors ? Was not the grant to the officers and servants, shall be grant of £1,500 to Captain Ross, of laid before the vext general court." Then of the India marine, for his valuable sersect. 20, cap. 6, ordained that every reso- vices in India, formed on just moral con. Jution of the Court of Directors, for siderations ? Was not the alteration in grantiug to any person by way of gratuity the pensions of the Indian judges founded any sum of money exceeding in the whole on moral considerations ? Was not the £600, shall be laid before and approved grant of £1,500 to Sir Murray Maxwell, by two general courts specially summoned for his conduct with reference to Lord for that purpose, stating the grounds Amherst's embassy to China was not upon which such granit is recommended; that founded on just moral considerawhich resolution and report shall be tions ? The appointment of a chaplain to signed by such Direbtors as approve the British factory at Canton, with a sathe same, and that the documents on

lary of £800 per annum; though the salary which, such resolution may have been was to be defrayed out of the commis: formed shall be open to the inspection of "sion; the addition of £500 per year to the proprietors from the day on which the salary of Lieut.-colonel Salmonds the public notice has been given of the pro- grant of 75,000 rupees to Mr. Wilkinson ; posed grant. Now could any thing be the grænt to the Marquis of Hastings: more clear or more explicit than this? the pension to Sir George Barlow---were

The 7th sect. of the new act said: “It not these founded on just moral consile shall be lawful for the said Company to. rations, though not amounting to legal také into consideration the claims of any claims ? Undoubtedly such was the fact i person now or heretofore employed by or yet all these cases were brought before under the said Company;' and the by- the Court of Proprietors in the krst inlaws pointed out very clearly that the ştance, for their consideration and apcompensations to be awarded to such proval. But, according to the statement persons should be submitted to the pro- of the learned counsel, with these the prietors in a certain form.-- But the learn. Court of Proprietors bad no longer any al counsel seemed to contend that the thing to do. Now let the Court mark word Company meant Court of Direc- the ingenuity of the learned counsel ; for

It was

his own párt, he complimented him upon the crown in aid of the sources out of it. The learned counsel threw his man- which the payment of the dividend is setle over it, and protected the Court of cured, and are incumbrances upon it.”. Directors from the law of the land as well But he had shéwn, by the condition as the by-law. But he observed, that which he had read, that the funds so he did not mean to say that the Proprie- given up were liable to be charged with a tors were deprived of all powers. No, suitable provision for such of the commerhe admitted that the Court of Proprietors cial officers and servants of the Company had, in certain cases, the power to con- as might be affected by the new arrangesider of such matters. -. The learned coun- ments; that condition was to be fulfilled. sel said : “ Perhaps I may be permitted He did not say that the property was not to say a word on one point, though not given up, but he contended that there strictly required by the terms of the was a fair and equitable lien on it. An question. I am of opinion, notwithstand- individual, placed in similar circum- , ing the Court of Directors, being the stances, would have just cause, if the legal organs of the Company, have the condition were not strictly fulfilled, to go power to settle and adjust any scheme of to a court of equity, and have himself compensation under sect. 7tli, which on righted. Such was his decided opinion, receiving the approbation and confirmation founded on the compromise. of the India Board, shall become fixed, stated by the compromise, that the Comthat the General Court of Proprietors pany were prepared to give up their comstill retain all the authorities which are inercial assets on certain conditions. And compatible with the established system of what were those conditions? Why, that. control, in this as in any other case." a proper compensation should be made to What was the established system of con- such of their commercial officers and sertrol in this case ? The Board of Control vants as would be affected by the new would not give up their power; and what arrangements. He was quite sure that could the Proprietors do, after the Court the proprietors would not lift up their of Directors had proposed a scheme, and voice to the Court of Directors in vani, the Board of Control bad approved and when they called on that body to see that confirmed it ? Where was the system of those officers and servants received a just control of wlrich the Court of Proprietors and proper compensation. He gave the Di. could avail themselves? They could not rectors credit for the liberality with which, see through stone walls--they could not he understood, they had treated one part tell what was doing in the Court of Di- of their establishment. He had heard that rectors-how then could they call a ge- the home establishment was very libeneral court in time to express their opi• rally provided for. He should be the last nion upon any measure ? The proprietors man to dispute the right of the Directors ought to be protected by the law; they to propose compensation; but, as it had ought also to be supported by the Court been the practice heretofore to bring such of Directors, always favourites with the grants before the proprietors, he hoped proprietors, who had been

that they would now be submitted to " To their faults a little blind,

them, although in the second instance. And to their virtues very kind," He now called on the Directors only to They ought therefore to be treated with act in the same way towards the commerconfidence by the Directors,

No danger cial officers of the Company, as they were could assail them if they were united. said to have acted towards the disThe proprietors had always stood forward charged servants of the liome department. and assisted the Directors; they had often (Hear, hear !)He thought that the same turned the scale in favour of the Direc- principle, the two-fold principle of pension tors, when it was doubtful whether it and gratuity, ought to be extended to would ascend or descend. Whenever a both. They were, he conceived, bound mistake in practice appeared to have been in duty to do so. Could any establishcommitted, the only desirc evinced by ment command their respect in a greater the proprietors was to get the Directors degree than that service, which might be out of it, and they had no other object in said to have grown up with the Comview on the present occasion. They were pany's greatness, which was the origin acting for the good, of the Directors, as of all the power that they possessed. But well as for their own; but, above all, they for that service, the first achievements of were acting for the common good of Clive, which laid the foundation of their India. This was á most grave and serious present empire in Indii, would not have question, and the learned counsel having been effected; they would not have been given an opinion on it, it was very desir- able to boast of the battle of Plassy, and of able that an opportuuity should be afforded many other victories, which, while they to show that he was wrong in his con- enlarged their territories, secured the struction of the law. In the latter part prosperity of India. If this were so, he of his opinion, the learned counsel said : would ask, why it was that they were

In fact, the compensations to be made not favowed by the Court of Directors are to be taken out of the funds ceded to with something like an explanation to

enable them to judge of what was about He did think, however, that they had to be granted to their commercial sers not sufficiently deliberated on this mats: vants? He should like to know what was ter'; and he hoped that they would now, to be done for one branch of their servicehowever Jate, receive the assistance of as well as for the other. With respeet the Court of Proprietors in coming to, & to existing pensions, he had no wish to sound decision. He, at the same time, disturb theni. His argument, on the wished to take nothing out of the hands winding up of this concern, which they; of the Court of Directors. If, from the all knew the necessity of the case com multiplicity of business which they were pelled them to submit to“; his argument, obliged to attend to, they had not been they might recollect, on that occasion, able to give to this subject all the con and he had never seen it contradicted, sideration which it deserved, be trusted: was, that the assets of the Company, as a they would review the matter, tanil, if, commereial body, were not only equal to they did so, he felt quite sure that they guard themselves, with reference to the would arrive at the same conclusion as payment of the dividend, but were amply the gentlemen at that side of the bar had, sufficient to meet all claims whatever done, and that they would alter the scale which their servants, of every description, of compensation which he had heard they could advance. The hon. Chairman might proposed to allow. He should now only. remember that such was his opinion at take that opportunity of asking the bon. the time, and he had since seen no reason, Chairman, whether the scale of compen, to change that opinion. It was indeed sation for their discharged commercial true, that there was not the same inter- officers and servants was then before the change of money with India now as for- court? merly-the treasury at one time over-: The Chairman.-“ I formerly stated, flowing, at another very low. But they that I should order the papers to be premiist recollect that the Company still pared, if the court saw it necessary to call commanded a very large sum of money. for them; there is no scale before the He conjured them to consider what, it

court at present." yas that claimed their first consideration. Assuredly, they were called on to com

"Mr. Weeding then said, that he meant

to propose the following resolution : pensate, and compensate liberally, the captains and officers of their ships, who

" Resolved,—That, in compliance with the

terms of the 4th condition of the compromise enhad behaved so gallantly during the last

tered into with his Majesty's Government by the war. They could not forget the defeat of East-India Company on the 3d May 1833, -viz., a powerful French fleet, under Admiral

That a sufficient power be retained over the commercial as

urt of Directors Linois, by Commodore Dance. By that to propose to the Company, and ultimately to the gallant action a large fleet of Indiamen Board, for their confirmation, a plan for inaking was protected; and the prowess then

suitable provision for outstanding commercial

obligations, and for such of the commercial offidisplayed saved the Company several cers and servants as may be affected by the promillions of money --not less, he believed, posed arrangement, which condition was ratified

on the 27th May 1833, by the Right Hon. Charles than six or seven millions. If this, were

Grant, on the part of his Majesty's Ministers, and so, if the people of England hailed this has since been confirmed by Parliament, it is the achievement with enthusiasm, then he plan the Court of Directors may propose for com called on the Company to be liberal in pensating the discharged commercial officers and their compensation. If the natives of servants of the Company, shall be submitted in

the first instance to the General Court of ProIndia, wlio reaped the profits of that

prietors for consideration and approval." trade which their commercial officers had so admirably carried on, were consulted,

He was sure that he should have the supthey would say, let those individuals be port of the 477 members of that court, compensated in the most ample man

wlio, on the 3d of May 1833, sanctioned ner; for the honour of their own char ment and the Company. On that occa,

compromise between the Governracter, as well as in justice to those in, dividuals, they ought to act thus. He sion 477 individuals voted for it, and conjured them, therefore, to listen with nine to one. He hoped also that many

fifty-two against it, being a majority of something like attention to the voice which now ventured to address them on

members of the Court of Directors would this important subject. He only asked also support him, the Court of Directors to lend their asa

The motion having been read from the sistance and sanction to the Court of chair, and seconded, Proprietors, in doing that which was The Chairman said, he felt it to be bis strictly conformable to justice. He was duty to make a few obseryations on w

what anxious that they should, in the first in, had fallen from the hon, proprietor, The stance, get out of the error or the diffi- hon. proprietor had commenced by mak culty into which they had inadvertently ing a charge of error against the Court of fallen. He did not mean to accuse the Directors. Now he should be extremely Court of Directors of any want of cours sorry if the Court of Directors should fall tesy, in not consulting the proprietors. into any error in the exercise of the high

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duty which was entrusted to them. But, and high character, for a most important he would ask that hon. proprietor, and judicial situation in India, and who held he would ask him boldly, in what the a high rank and station in his profession alleged error consisted ? The Court of in this country. The hon. proprietor had Directors had proceeded to give effect to rested his case mainly and entirely on the various instructions of the late act of par- by-laws, setting aside the act of parliament liament, which they had been called on altogether. But he ought to know that to carry into execution. Under the 7th the statute law superseded every thingclause of that act, they were authorized that it rode over the by-laws. By the to make certain arrangements touching supreme law of the country the hon, procompensations to be granted to servants prietor was bound, and the Court of Diof the Company and others who might, rectors was bound. Here then was that by reason of the very great change in the law, which had been expounded by their constitution of this body, be placed in a learned counsel ; and was it fit, this being disadvantageous situation. They had pro- the case, to charge the Court of Directors ceeded to do so accordingly; and they with error ? was it proper to bring forwere fully justified by the legal opinion ward a resolution attributing error to of the learned counsel, who was their them, when they had acted in conformity proper adviser. He contended that they with a legal opinion, and which was the had proceeded legally and correctly. The most obvious and the most convenient hon. proprietor seemed to doubt the course for them to pursue ? Was it for soundness of the law on which the Court that court (and he must say this, highly of Directors had acted, and he wished as he respected his constituents), was it to submit his own in lieu of it. Now, for that court to enter into all tlie mihe must say, with respect to clause. 7, nute and particular details connected that not a doubt had occurred with refe: with this subject ? rence to the legality of their proceedings Mr. Lowndes.-" It is our duty.-(Orunder it; and the hon. proprietor himself, der, order!) with all his acuteness and legal know- The Chairman said, it was a little inledge, had not, until that day fortnight, decorous in the hon. proprietor thus to discovered that any thing was wrong. interrupt him, when stating to his conThis sudden illumination on the subject stituents his motives for the course he had taken him entirely by surprise. He had taken. (Mr. Lowndes again athad told the hon. proprietor, at the last tempted to interrupt the hon. Chairman.) court, that, if he had proposed his doubts He begged the hon. proprietor to be sito him

short, time before the meeting lent, and at the proper time he would, took place, he should have endeavoured with the utmost patience, hear what the to satisfy those doubts by taking the opi- hon. proprietor had to say. Much of the nion of counsel. But the hon. proprietor hon. mover's argument hinged on the then stated, that it was only on that word" Company.” The meaning, howa morning that any doubt had occurred to ever, of the word had been clearly exhimself. Certainly no doubt had pre- plained by their learned counsel, who had sented itself to him (the Chairman), and, stated that there were certain acts which according to the opinion given by counsel, must of necessity be performed by the it appeared that there was originally no Court of Directors, although the word room for doubt at all, and that there was Company” was used. Looking at the just as little at the present moment. 4th clause of the new act, where the word Such being the case, he certainly had not " Company was made use of, he would the presumption, layman as he was, unin, ask the hon. proprietor whether under formed as he was on matters of law, he that clause the proprietors should settle had not, he repeated, the presumption all the accounts of the establishment, or to oppose the professional opinion given whether that duty did not manifestly deby a gentleman who was selected as the volve on the Court of Directors ? legal adviser of the Company. Was it Mr. Weeding—"I never said any thing his business then to come forward and like that I said that it was proper for express doubts? He certainly felt none; the Court of Directors to initiate probut, if he had felt them, was he, who was ceedings, but that they ought to be not a professional man, to oppose his brought before the proprietors afterwards doubts to such a high legal opinion? On for their approbation.” what other grounds could the Court of The Chairman said, that he and his col. Directors act? On any question involving leagues, according to the opinion of their the law, they were bound to act on the learned counsel, were perfectly competent opinion of their légal

to proceed in giving effect to the act of could not act contrary without incurring a serious responsibility,

parliament. If they had proceeded incor

. And who was that legal adviser ? a gen- error could be imputed to them, because tleman selected on account of his profes- they had acted on such an exposition of sional knowledge, his high attainments the law as they were bound to take. He

adviser, and they

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