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moneys, rents, and other moneys to be received in respect of any lands or buildings; and for the advancing of any moneys by the society to members on the security of real or personal property; and the rules may prescribe the forms of conveyance, mortgage, transfer, agreement, bond, or other instrument necessary for carrying the purposes of the society into execution.
2. As to copyholds.—Where any society shall have become entitled in equity to any hereditaments of copyhold or customary tenure, either absolutely or by way of mortgage or security, the lords or ladies of the manors of which the same are held shall from time to time, if the society shall so require, admit such person or persons (not to exceed three) as such society shall appoint to be a trustee or trustees on its behalf as tenants in respect of such hereditaments, on payment of the usual fines, fees, and other dues payable on the admission of a single tenant, or may admit the society as tenant in respect of the same on payment of such special fine, or compensation in lieu of fine, and fees, as may be agreed upon between such lord or lady and the society.
3. Receipt endorsed on mortgage to be sufficient discharge without reconveyance.—A receipt under the seal of a society, countersigned by the secretary, for all moneys secured to the society by any mortgage or other assurance, such receipt to be in the form specified by the rules or any schedule thereto, and to be endorsed upon or annexed to such mortgage or other assurance, shall vacate the same, and vest the estate of and in the property therein comprised in the person entitled to the equity of redemption of the same, or in such person as the society may direct, without any reconveyance or resurrender whatever, and if such mortgage or other assurance has been registered under the Acts for the registration of deeds in Middlesex, Yorkshire, or Ireland, or recorded under the Record of Title Act, Ireland, or, in the case of copyholds or lands of customary tenure, entered on any court-rolls, the registrar under the said Acts respectively, or his deputy or assistant registrar in Ireland, or the recording officer, as the case may be, or the steward of the manor or his deputy respectively, shall, on production of such receipt, verified by oath of one of the witnesses thereto, enter satisfaction on the register or on the court-rolls respectively of such mortgage, or of the charge made by such assurance, and shall grant a certificate either upon such mortgage or assurance or separately to the like effect, which certificate shall be received in evidence in all courts and proceedings without further proof; and such registrar, recording officer, or steward shall be entitled to a fee of two shillings and sixpence for making the said entry and granting the said certificate ; and such fee shall in Ireland be paid by stamps, and applied as the other fees of the registry of deeds office and record of title office are now by law directed to be paid and applied.
4. Confirmation of securities, &c., before passing of Act, which would have been valid if made under this Act.-All securities given or taken, assurances and deeds executed, agreements and engagements entered into, proceedings taken, and acts done or suffered before the passing of this Act, by, to, with, in trust for, or on account of a society existing at the commencement of this Act, which, if given, taken, executed, entered into, done, or suffered respectively after the passing of this Act would have been valid, are hereby confirmed and made valid.
5. Construction of Act.— The buying and selling of land shall be deemed to be a trade within the meaning of the Industrial and Provident Societies Act, 1862, and the powers by this Act conferred on any society shall be construed as explanatory of or in addition to any powers conferred by the fourth section of “ The Industrial and Provident Societies Act, 1867," and not as restricting the same.
6. Short title.—This Act may be cited as Industrial and Provident Societies Act, 1871."
“ The PART IV.
BUILDING SOCIETIES NOT REGISTERED.
1. The statutes, contained in the previous parts of this work, relate only to such societies as, by obtaining registration thereunder, become entitled to certain privileges. It is important, however, to consider the legal position of the members of associations which carry on the business of Building Societies, but do not comply with the requirements as to registration of any Act of Parliament. In the absence of provision to the contrary in the statute law, such societies would not be necessarily unlawful because they had failed to acquire å statutory status. There is nothing in the common law that deprives individuals of the right of associating themselves for any lawful purpose,
if they are content to accept the remedies against fraud or embezzlement which the
law (recently amended by Russell Gurney's Act, 31 & 32 Vict. c. 116), gives them. When, however, the Legislature grants exceptional facilities to certain forms of association, it has sometimes limited the common law right of persons to combine, either with or without such facilities.
2. An example of this is given by a recent Act, having reference to Life Assurance Companies (33 & 34 Vict. c. 61), which provides that, “any person or persons, corporate or unincorporate (not being registered under the Acts relating to friendly societies) who issue or are liable under policies of assurance upon human life within the United Kingdom, or who
grant annuities upon human life within the United Kingdom,” shall be liable to heavy penalties for failure to comply with the provisions of that statute. In like manner, the Companies' Act, 1862 (section 4), enacts that
no company, association, or partnership consisting of more than twenty persons shall be formed, after the commencement of this Act, for the purpose of carrying on any business (a) that has for its object the acquisition of gain by the company, association, or partnership, or by the individual members thereof, unless it is registered as a company under this Act, or is formed in pursuance of some other Act of parliament, or of letters patent, or is a company engaged in working mines within and subject to the jurisdiction of the stannaries” (b).
3. As amongst the objects of a building society is the acquisition of gain for its members, or, at all events,
(a) “ The word 'business' has a more extensive signification than “trade."" Per Willes, J., in Harris v. Amery, where farm. ing was held to be a business within the meaning of the Com. panies Act. (1865, L. R., 1 C. P. 148).
(6) The subject of unregistered societies, with regard to Friendly Societies, i.e., societies for relief in sickness and burial allowances, has been briefly discussed in Tidd Pratt's Law of Friendly Societies, 8th edition, by Brabrook, pp. 82—85. Her Majesty's Friendly Societies' Commissioners, in their Fourth Report, pp. clxxvii
, clxxviii, have done the editor of that work the honour to notice his remarks on this head, and have cited the sections of the two Acts above quoted. Whatever the application of these sections may be to the class of societies known as Burial Societies, or to other societies of an exceptional character
as the Dividing Societies referred to in the report) it is clear that the sections have no application to the ordinary sick society, which is neither a society for the acquisition of gain, nor an assurance society, further than that it provides, by levy or otherFrise, for the funeral expenses of a member or the wife of a member. Such a society may not have a right to recover subscriptions, but it is not an illegal society, whether registered or not. It is not, however, to be supposed that a society which contracts for a payment of a sum at death can relieve itself from the responsibility of complying with the provisions of the statutes merely by not calling the contract a policy.
for those who are investors, it would appear that any association, or partnership, of more than twenty persons, formed, after the 2nd November, 1862, to carry on the business of a building society, is illegal, which has not been enrolled under the Act of 1836, nor incorporated under the Act of 1874, nor registered under the Industrial and Provident Societies Acts or the Companies Acts. The question arises, whether all parties concerned might not be found guilty of a misdemeanor at common law, for violation of the requirements of the statutes, since, in the words of Lord Campbell, “ to violate an Act of Parliament, although there is no specific penalty attached to the violation, is a misdemeanor, and a person who does so is liable to be indicted and punished” (c). It is not the practice, however, of modern legislation to rely on the procedure for a common law misdemeanor alone. Usually, provision is made for meeting disobedience to the injunctions of a statute by an appropriate penalty : but no such provision is contained in the Companies' Acts with regard to the prohibition of unregistered companies.
4. A question of more practical importance probably than the one of criminal liability, is that of the means which persons, joining an unregistered society, have of enforcing their claims against the officers or the persons whom they trust. No court would give effect to the rules of a society which by its constitution was illegal, or would recognize the association in any way as an aggregate body, and it might be doubted whether even Russell Gurney's Act (referred to above), bene. ficial as its operation is, would avail to protect the members of such an association, if its illegality were proved. That Act provides for the punishment of any person “ being a member of any copartnership, or being one of two or more beneficial
(c) In his judgment in Longworth’s case, 1859; 1 De G. F. & J. 31.