The Gazette 1971

CURRENT LAW DIGEST In reading these cases note should he taken of the difference between English and Irish statute law. Company Law No resolution of a company in general meeting is necessary to authorise the company to relabel shares, designated in its memorandum of association in shillings, as shares of the equiv- alent amount in new pence. His Lordship gave this ruling arising out of a petition seeking a reduction of capital under a scheme of arrangement which he confirmed on March 15th. [In re Harris and Sheldon Group Ltd.; 'Ch. Div.; The Times, 23rd March 1971; Brightman J.] Brightman J. granted to Mr. Michael Copeland Worster, a member of Carlton Holdings Ltd., a declaration that Priam Investments Ltd had become entitled and bound under Section 209 of the Companies Act, 1948, to acquire his shares on the terms on which the offer for Carlton shares had been accepted by approving shareholders. The offer was made by Slater Walker Ltd., on behalf of Priam, in a circular dated 23rd April 1970 and it included an alternative offer by Slater Walker to purchase the Priam shares offered in exchange at a price of 60s per share. [In re Carlton Holdings Ltd.; Ch. Div.; The Times, 10th March 1971.] Contract See "The Onisilos"; The Times, 7th April 1971. A covenant in a conveyance that the purchaser should be given "the first option of purchasing . . . at a price to be agreed upon" certain land adjoining that conveyed imposed an obligation on the vendor to offer the land at the price at which she was in fact willing to sell, and was not void for uncertainty. Mr. Justice Brightman so held in giving judgment on a summons by Mrs. Haidee Smith, of Cricklewood, asking the Court to determine whether she was legally bound to offer the land to Mr. Geoffrey Morgan of Flamstead, Hertfordshire, and, if so, at what price. [Smith v Morgan; Ch. Div.; The Times, 26th March 1971.] The acceptance of a wrongful repudiation is a right given to the creditor by the law of contract. Therefore, where a person has guaranteed performance of a debtor's obligations to pay money by instalments and the debtor wrongfully repudiates the contract by failing to pay some of the instalments, the creditor's acceptance of the repudiation does not release the guarantor from liability to pay either past instalments due and unpaid before acceptance of repudiation or future instalments due and payable alter the acceptance. The guarantor is liable for the full amount of the debt subject to any credit for money paid by the debtor. [Lep Air Services and Another v Rolloswin Investments and Another; Court of Appeal; The Times, 29th March 1971.] Crime A tenant who, having been given notice terminating his tenancy, dishonestly gave his landlord a worthless cheque for rent in arrear and in advance and was convicted of obtaining a pecuniary advantage by deception contrary to Section 16 of the Theft Act, 1968, successfully appealed against his convic- tion because the evidence did not show that the deception caused the landlord to refrain from pressing for payment. [Regina v Locker; Court of Appeal; The Times, 6th April 1971.] Alphacell Ltd., manilla fibres manufacturers, of Radcliffe, Lancashire, whose pumping system failed to stop effluent entering the River Irwell because leaves and bracken obstructed a rose at the bottom of a stilling tank, lost their appeal against conviction by the local justices of causing polluting matter to enter the river contrary to Section 2 (1) of the Rivers (Preven- tion of Pollution) Act, 1951. Section 2 (1) provides " . . . a person commits an offence . . . (a) if he causes or knowingly permits to enter a stream any poisonous, noxious or polluting matter." Leave to appeal was granted. The question for the consid-

eration of the House is. "Whether the offence of causing polluting matter to enter a stream contrary to Section 2 can be committed by a person who has no knowledge of the fact that polluting matter is entering the stream and has not been negligent in any relevant respect." [Apphacell Ltd. v Woodwerd; Q.B.D.; The Times, 6th April 1971.] Tesco Supermarkets Ltd. were not guilty of an offence under the Trade Descriptions Act, 1968, where they, as a body corporate, proved that the offence was committed by the default of one of their shop managers, who was not the alter ego of the company but a mere cog in its organisation, and that the company had taken all reasonable precautions and exercised all due diligence to avoid the commission of the offence—the statutory defence under the section. [Tesco Supermarkets Ltd. v Nattress; House of Lords; The Times, 1st April 1971.] A car driver who, after being involved in an accident, had three single whiskies to calm himself and was then taken to a police station where a specimen of blood was taken which on analysis showed a proportion of alcohol over the limit pre- scribed in the Road Safety Act, 1967, had the quashing of his conviction upheld by the House of Lords. Their Lordships decided, Lord Pearson dissenting, that on the proper construc- tion of Section 1 (1) upon expert forensic evidence that even if he had not consumed the three whiskies the analysis of a blood specimen would still have shown an excessive proportion of alcohol and was consequently inadmissible. [Rowlands v Hamilton; House of Lords; The Times, 25th March 1971.] The Court of Appeal (the Lord Chief Justice, Lord Justice Widgery and Mr. Justice Cooke) declared invalid a notice of application for leave to appeal in the case of Robert Jones, aged twenty-five, who was convicted, in his absence at the Central Criminal Court, on charges of con- spiracy and fraudulent conversion and sentenced to five years imprisonment. He absconded after the prosecution had closed their case, but he had indicated to his solicitors the grounds on which he would seek leave to appeal in the event of his being convicted. The solicitors commenced appeal proceedings and applied for directions. In a reserved judgment, the Court said that in all save the most exceptional cases the proper time for a defendant to consider an appeal with his solicitor was after conviction and sentence, and that was the proper time for his solicitor to receive instructions regarding an appeal. Where the defendant, by absconding during his trial, had put it out of his power to give instructions at the correct time, the court would, as a general rule take the view that his solicitors had not been authorised to prosecute appeal proceedings. The notice was not valid and no further proceedings could be taken on it. [Regina v Jones; Court of Appeal; The Times, 19th March 1971.] When quashing the convictions for perjury of two young women who had pleaded duress as a defence to the charges, VACANCIES FOR APPRENTICES From time to time the Society receives enquiries from intending apprentices whether any master is available to whom they can be apprenticed. The Council has decided to open a Register of Solici- tors, either in Dublin city or in the country, who would have vacancies for such an apprentice. The Council will appreciate if any member who has a vacancy for an apprentice, would notify the Secretary.

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