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Title: Notebook “Trade and Finance 1868”. V. The End of the Overend and Gurney Inquiry and the Committal of the Directors for Trial, January to July 1869
Description: Newspaper cuttings in the notebook “Trade and Finance 1868”: Daily News reports of January 26 and 28 and February 2, 1869 on the last sittings of the inquiry at the Guildhall against the directors of Overend, Gurney and Co. (Limited) and their committal for trial, and cuttings of April to July 1869 on the Edmunds scandal, the proceedings in the Courts of Queen’s Bench and Common Pleas and the postponement of the trial.
Author: Karl Marx
Date: 1869-01
URL: https://marxismo.school/archivo/marx-engels/originales/1869%20Notebook%20%E2%80%9CTrade%20and%20Finance%201868%E2%80%9D.%20V.%20The%20End%20of%20the%20Overend%20and%20Gurney%20Inquiry%20and%20the%20Committal%20of%20the%20Directors%20for%20Trial%2C%20January%20to%20July%201869
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*Newspaper cuttings, mostly from the Daily News, cut out and pasted in for Karl Marx by his daughter Jenny Marx in the notebook “Trade and Finance 1868”, London, 1868-1869 (IISG, Amsterdam, Karl Marx and Friedrich Engels Papers, P 1). Text from MEGAdigital (MEGA² IV/19), without the editorial apparatus; words in square brackets are missing from the cuttings and supplied by the MEGA editors.[^lic] [Traducción al español](https://marxismo.school/archivo/marx-engels/1869%20Cuaderno%20%C2%ABTrade%20and%20Finance%201868%C2%BB.%20V.%20El%20final%20de%20la%20instrucci%C3%B3n%20contra%20los%20directores%20de%20Overend%2C%20Gurney%20y%20C%C3%ADa.%20y%20su%20remisi%C3%B3n%20a%20juicio%2C%20enero-julio%20de%201869)*

#### THE OVEREND, GURNEY, AND CO. PROSECUTION.

##### COMMITAL OF THE DEFENDANTS.

The preliminary inquiry into the charge of conspiracy and fraud brought against Mr. J. H. Gurney, Mr. H. E. Gurney. Mr. Robert Birkbeck, Mr. Henry Ford Barclay, Mr. Harry George Gordon, and Mr. Wm Rennie, the directors of the defunct company of Overend, Gurney, and Co. (Limited) was brought to a close yesterday at the Guildhall, and resulted in the whole of the defendants being committed to take their trial. Rarely has greater excitement been manifested by City men in any inquiry of the kind than was evinced yesterday. The extraordinary evidence given at the previous examination by the witness Edwards, a gentleman who has hitherto held a high position in the City, seems to have taken people by surprise, and long before the doors of the court were opened yesterday they were besieged by a dance crowd of applicants for admission. The doors were thrown open half an hour before the time fixed for the adjourned examination, but in a few minutes every available space was occupied, and as the crowd continued to increase not only the antechambers of the court were filled, but Guildhall yard itself, and it was with the greatest difficulty that the solicitors, counsel, and witnesses engaged in the case could make their way through the crowd.

A very large number of the aldermen and members of the Common Council were present in the adjoining chamber, the available space at the sides of the bench being speedily filled. Among those who were present on the bench, in addition to the Lord Mayor and Sir T. Gabriel, the presiding magistrates, were Aldermen Besley, Causton, Sir B. Phillips, Lawrence, M.P., and Cotton.

The Lord Mayor and Sir Thomas Gabriel entered the court at 10 minutes past 1 o’clock. The defendants, who were seated, as on former occasions, on the bench usually occupied by the solicitors during trial, appealed to be, generally speaking, in a very nervous and depressed condition. Mr. J. H. Gurney remained during the whole of the time with his head bent down, leaning on his hand, which was the position of several of the other defendants. When the counsel took their places there seemed to be a little consultation between the defendants as to the course they should adopt in addressing the court, and some memoranda were handed to the various legal gentlemen by the defendants. Serjeant Parry, Serjeant Sleigh, Mr. Mathew, and Mr. Gardyne, were present, but Serjeant Ballantine and Mr. Giffard were prevented by other engagements from attending. They were, however, represented by their juniors. Mr. Lewis, the solicitor for the prosecution, was also in his place; and sitting immediately beneath him was Dr. Thom, the prosecutor. Several gentlemen who had lost enormous sums of money, and who had given evidence of the fact, were seated near the professional accountants, and other witnesses almost blocked up the space on the floor of the court between the bench and the bar.

Directly after the Lord Mayor and Sir T. Gabriel had taken their seats,

Mr. Oke, the clerk of the court, proceeded to read over the depositions, which were afterwards signed by each witness.

When Mr. Edwards appeared in the box he was loudly hissed by the audience, a manifestation of feeding which was rebuked by the Lord Mayor, who said order and quiet must lie preserved in the court, but which did not prevent the hissing being repeated even still more loudly when the reading of his deposition was finished and he was about to sign it.

The Lord Mayor then said—Since the last adjournment we have given the most anxious and careful consideration to the evidence adduced in support of this charge with a view of determining how the evidence affected the several defendants. Due weight has also been given to the arguments put forth on the occasion by the able counsel who represented the several defendants, and I have now to announce the decision to which the court has arrived. That decision is that there is sufficient evidence to put upon their trial the whole of the defendants, and I have therefore to commit the whole of them on the charge. (Loud cheering, and cries of “Shame.”)

The Lord Mayor—I must request that in a matter of this grave importance, and affecting so many persons, there should be no manifestation of public feeling.

The cheering, however, was now taken up by the crowd outside, as soon as they had learned the decision of the court, and by whom it was continued for some time.

Mr. Oke then read the charge as set forth in the information.

The Lord Mayor, in the terms of the act of parliament, asked the defendants whether they wished to say anything in answer to the charge, reminding them that they were not bound to do so, but that if they did it would be taken down in writing, and might be used against them at their trial.

Mr. J. H. Gurney, who spoke with great emotion, said—Mr Lord Mayor,—On behalf of myself, Mr. Henry Edmund Gurney, and Mr. Robert Birkbeck, I wish to say that we are entirely innocent of any intention to defraud, as will be proved when full explanations upon the subject are given. In the present examination we have acted by the advice of our counsel, in whose hands we leave our defence. (Slight applause.)

Mr. Barclay—My Lord Mayor and Sir Thoma[s Gabriel,—]I have merely a few words which I desire to pu[t on record,] and they are that it has been proved by the [answer of] myself and the other five defendants already sw[orn in the] Court of Chancery, that I had nothing to do wi[th the] preparation or issuing of the prospectus, nor in th[e arrange]ments for bringing out the company or tran[sferring to it] the business of Overend, Gurney, and Co. [I solemnly] affirm that I knew no more of the prospectus [than the pro]secutor. I never saw it till after it was issued to the public. I did not, and from circumstances at the time I could not, in fact, interfere in the business until long after the allotment of shares, and after the resolution was passed by the board for signing and completing the transfer. I cannot conceive how any man could be insane enough to take and to hold a thousand 50l. shares in a concern which he knew to be rotten. I do most solemnly affirm that I joined this company in the full belief that it was an honest undertaking brought out in good faith and likely to be of a profitable character (Applause.)

Mr. Gordon—I am entirely innocent of the charge.

Mr. Rennie—As a great deal of misapprehension exists in the public mind respecting this case, I desire to make a short statement, with the view of showing what induced me to become a director of the new company of Overend, Gurney, and Co. (Limited), and of explaining more fully than has hitherto appeared the dealings of Cavan, Lubbock, and Co. (of which firm I was then a partner) with Overend and Gurney’s house, and from which it will be seen that I had no possible motive or interest to serve by improperly assisting that house to form a limited company. The facts I am about to mention have been already stated on oath by me in my answer in Chancery, in the suit brought by Mr. Peek, and which answer has been studiously and, as I consider, very unfairly kept back in the conduct of the proceedings before the Lord Mayor. For some years prior to the formation of the limited company, the firms of Cavan Brothers and Co. and Cavan, Lubbock, and Co., in both of which I was a partner, had very extensive transactions with Gurney’s house; and as the financial arrangements of Cavan, Lubbock, and Co. were chiefly managed by me, I was Overend and Gurney’s firm, but our connexion and acquaintance was of a business character only. The first occasion upon which in conversation with any of the members of the firm of Overend, Gurney, and Co., any reference or allusion was made by me to a joint-stock company in connexion with that firm was, to the best of my recollection, in the early part of the year 1864. On that occasion the subject was introduced by me at the instance of Mr. Harry George Gordon. Mr. Gordon had formed a strong opinion that there could be no finer business for a joint-stock company to undertake than the business of the firm of Overend, Gurney, and Co. At his investigation I spoke to Mr. Birkbeck. I am unable to recollect precisely what passed; but the impression on my mind certainly was that what I said was not well received by Mr. Birkbeck. The subject was consequently dropped, and no further allusion was made to it until the month of April, 1865, when Mr. Birkbeck told me that an overture had been made to purchase their business, and he then reminded me of our conversation in the previous year. At this time Gurney’s house had the highest reputation in the City, and the partners were known to be men of standing and great wealth, and the business very extensive. I could form some idea of the magnitude of that business from the transactions of my own firm alone with the house. Cavan, Lubbock, and Co. discounted with them, in 1863, over 2,200,000l.; in 1864, 2,740,000l.; and in 1865, 3,000,000l.—or nearly 8,000,000. in three years, all first-class bills, for of this large aggregate the bills not retired by the acceptors on the day of maturity amounted to only 7,600l. Apart from, and in addition to, the banking and exchange operations of my firm, which gave rise to extensive discontents, our sales of produce in those years averaged one million and a quarter per annum. With regard to the 691,000l., which it has been stated was owing by Cavan, Lubbock, and Co. to Overend, Gurney, and Co.., at the date of the formation of the new company, it has been shown in the evidence for the prosecution amount of bills discounted by Cavan, Lubbock, and Co., the bills drawn on them discounted by other parties, and the amount of their loans. In regard to loans, I wish it [to be cl]early understood that Overend, Gurney, and Co. [held amp]le security, in produce or otherwise; in fact, the [security] held by Overend, Gurney, and Co. at the time of [the transfer] exceeded in value the amount of their loans [to my firm] by more than 100,000l. It has also been [shown that] the whole of the 691,000l. was paid to the [company at] maturity; in fact, it was all paid within [three months] of the formation of the company, and [Cavan, Lubbo]ck, and Co. could not in any event have been called upon to pay any of it a day sooner. It is therefore clear that the stoppage of Overend, Gurney, and Co. could not have affected the position of Cavan, Lubbock, and Co., and the motive attributed to me disappears. As regards the 56,000l. deposit of Cavan, Lubbock, and Co., and the motive attributed to me disappears. As regards the 56,000l. deposit of my firm on the day of the transfer, about which so much has been said, I need say nothing, as I believe even the prosecutor is now convinced of the groundlessness of his insinuations in this respect. It was stated at the opening of the proceedings that the late Mr. Gibb, one of the new directors, had no criminal intention, but had been deceived by the other defendants. There is no ground whatever for such an assertion. At the time when the formation of the company was first discussed, Mr. Gibb and Mr. Barclay were entire strangers to me; and, in justice to myself and co-directors, I feel bound to say that Mr. Gibb was not deceived, for the fact is (and it has been already proved on oath in the Chancery proceedings) that he took an active part in forming the company, and went more closely than any of us into the question of probable profits; and it was in compliance with a request from Mr. Gibb that Mr. John Henry Gurney furnished to him the following letter, and which letter Mr. Gibb showed to myself and Mr. Gordon before the formation of the company:—

“(Confidential.)—Lombard-street, July 5,1865.—Dear Sir,—We have already communicated to you, in confidence, that we estimate the gross earnings of our business, for the yen years ending 31st December, 1864, to have averaged about 227,000l. per annum. This is after deducting interest on capital and all expenses except income tax, but without deduction for bad debts or for loss of interest accruing from our having recently held several lock-up investments, which have produced no return. We now beg to state that during the first six years of the above term the actual divisions of profit among the partners in our firm, after paying interest on capital and writing off all ascertained losses, averaged 185,383l. per annum. During the for succeeding years we made no divisions of profits, having reserved the entire earnings of the business during those years against losses which ensued from various transactions by way of investment, loan, or discount, which were entirely extraneous to the legitimate concern of our business, but upon which we unadvisedly entered. These transactions were connected with various advance made to companies and firms engaged in the shipping, shipbuilding, and timber trades. They also comprised loans made to railway contractor, as well as advances to a late West Indian firm, against bills drawn in connection with their colonial estates. Excluding for the present calculation the losses sustained from exceptional transactions of this character, and from business apart from the legitimate discount business of our firm, we consider that our losses during the above four years upon bills discounted in the regular course of our legitimate business has been as under, namely:—

From Failures in 1861, 15,660l.; in 1862, 9,198l.; in 1863, 2,687l.; in 1864, 102,583l. you will observe that this gives an average loss on the four years, calculated as above, of 32,532l. per annum, but that the average includes one year (1864) of very unusual pressure; and we desire to add that the two principal terms of the amount quoted above for that year were of a peculiar character—one arising from the discount account for a house in which the most active partner was a relative of some members of our firm—the other arising from the default of a late firm of brokers, who misappropriated goods which they had hypothecated against their acceptance which we held. The amount of loss arising from these two accounts forms 47,000l. out of the total of 102,583l., which arose from the failure of 1864.—We are, dear Sir, yours faithfully, Overend, Gurney, and Co.” I now wish to make a few remarks on two points, which have been considered to have an important bearing on this case—viz., the suspense and guarantee account, and the two deeds. I may here remark that, in taking over the business and valuing the assets of Overend, Gurney, and Co., we considered that there would be a considerable surplus coming to the old partners, after fully providing for every debt and liability. First of all, with regard to the suspense and guarantee account. This account amounted, in round numbers, to 4,200,000l. From this there was to be at once deducted the sum standing to the credit of the partners in the private ledger—about 1,100,000l. this left 3,1000,000l., and this amount, and this amount only, was the balance of the suspended and guarantee account due by Overend, Gurney, and Co. to the limited company. Against this sum we estimated the assets thus:—Goodwill and value of Lombard-street premises, 540,000l.; value of lock-up or expected accounts of 4,200,000l., estimated to realise 1,080,000l.; separate private estates of partners, estimated to be worth (on details furnished by the old partners to myself and the other new directors), including value of Norwich Bank since sold for 300,000l., 2,150,000l.—total 3,770,000l., showing a surplus, in round numbers of 670,000l. A deficiency of assets was never even contemplated, looking to the separate estates of the partners. As the mode of dealing with the excepted accounts by the new company does not appear to be clearly understood, I would briefly explain that the excepted accounts were never taken over by the limited company, and were never transferred to the books of the limited company. On some of these accounts, specially commented on during the proceedings, I also desire to make a few remarks, to explain the basis of calculation made at the time of the probable value of these accounts, so far as the old firm of Overend, Gurney, and Co. were concerned in them, although the limited company in no way assumed them, and were only interested in them so far as their realisation affected the guarantee of the Gurneys. Atlantic Steam Company, alleged to have been taken over by the limited company at 839,345l.—this debt, it was considered, would realise 260,000l.; East India Shipping Company, alleged to have been taken over by the limited company at 406,264l.—this debt, it was considered, would realise 175,000l.; these two accounts, appearing in suspense and guarantee account, were considered good for 435,000l., being the estimated value at the time of 11 steamships (of 28,800 tons and 6,350 horse-power)., nearly new, being under 8l. per ton and 30l. per horse-power, and about 20,000l. estimated to be received from stores and debts owing. One of the liquidators, in his evidence, stated that an offer of 700,000l. was made for these ships a short time before. Howard’s Estate—alleged to have been taken over by the limited company at 331,000l.—was valued at 50,000l. The latter amount was borrowed by Overend, Gurney, and Co., elsewhere on the securities held in connexion with this debt; and as regards the limited company, the directors never expected or estimated a sixpence to come from Howard’s estate. Garraway’s estate—alleged to have been taken over by the limited company at 190,977l.—was estimated to realise only 10,000l. 29,700l. has actually been received. With this account, as being West India property. I was more especially conversant. David Leopold Lewis—This account is alleged to have been taken over by the limited company at 341,559l.; this debt, it was considered, would realise 182,000l. It has already realised 46,700l.; while the securities still held are now estimated by the liquidators to probably yield 125,000l., thus showing that the original estimate was reasonable one, and not exaggerated. I will not lengthen this statement by going through the whole of the excepted accounts; but I have reflected two or three of large ones, with the view of explaining that these accounts were not only taken over as cash at 20s. in the pound, but were never taken over at all; and that, at the time of the transfer of the business, they were not estimated as likely to produce to Overend, Gurney, and Co., in liquidation, more than 1,080,000l. towards the reduction of the amount due from them to the limited company under the head of suspense and guarantee account. Probably no period in the history of this country could have turned out more ruinous for the realisation of the assets of Overend, Gurney, and Co.—amounting to 24,000,000l.—than that which has elapsed since the formation of the company, and the public is apt to overlook the effects of the unprecedented change which occurred in the commercial affairs of this country subsequently to July, 1865—the disastrous shock to credit resulting in the panic of 1866, and the fearful depreciation which followed in all real, banking, railway, shipping, mining, and miscellaneous property, to such an extent that many railway debentures, Lloyd’s bonds, preference shares, and other securities in which Overend, Gurney, and Co. were largely interested, became almost valueless. With regard to the two deeds, I say there is no foundation whatever for the imputation that there were two deeds, instead of one, in order to conceal the real state of Overend, Gurney, and Co. from the public. The facts (and they have been before proved on oath) are these:—After the transfer was finally decided upon, directions were given to the legal advisers of Overend, Gurney, and Co. (who were also the solicitors of the new company) to prepare whatever was necessary to carry the arrangement into effect. With that view instructions were given to an eminent conveyancing counsel. It was upon his upon his recommendation, and not at the instance of any of the proposed directors, that two deeds were prepared. For my part I confess that I failed to understand why the arrangement could not be comprised in one deed, but I did not presume to interfere in a matter which seemed to me peculiarly within the province of counsel. After the drafts of the two deeds had been prepared, Mr. Gordon and I thought it right that we should have independent advice on behalf of the new company; and I believe that it was partly, if not entirely, attributable to that precaution on our part (which was certainly honestly intended) that only one deed was referred to in the prospectus. The counsel before whom the papers were laid on behalf of the new company, was a gentleman in large practice, and owing to his other professional engagements, he was unable to settle the two drafts before the prospectus was issue. The first deed was finally settled on the 11th July, 1865, and the prospectus was issued on the following day, namely, the 12th. The second deed was not finally settled until the 24th July, and consequently, from its not being then in existence, it was not referred to in the prospectus. Moreover, the question as to what documents were to be mentioned in the prospectus was left entirely to our legal construction of one or two clauses in the second deed. My able counsel, Mr. Giffard, contends emphatically that the bearings of the deeds are identical. However this may be, for myself I confess I never read the deeds, considering that, in referring them to independent solicitors could be expected of as, and all that any other man of business, under similar circumstances, would do. The solicitors employed by the new directors are second to none in the City of London. The new directors subscribed for 2,700 shares, and held at the stoppage 2,200 shares, or a stake of 110,000l., in the limited company. Mr. Gibb had also 30,000l. on deposit without security at the time of the stoppage, and the Norwich Bank, of which Mr. Barclay was a partner, had also on deposit a large sum without security. What greater proof of confidence in the concern could have been given by myself and the other new directors? With the whole facts before them I defy anyone to show that I had, or could have, any motives whatever to conspire to form Overend, Gurney, and Co. into a limited company. I thought it would be a profitable concern, and so went into it myself, and with the other new directors fully believed that the assets of the old firm together with the private estates of the partners were more than ample to cover every liability. We expressly provided that the new company should not take the look-up or excepted accounts. We treated these excepted accounts as had and doubtful, and as only worth about 4s. in the pound; and we took a deed of guarantee from the old partners against any loss to the new company in respect of the assets taken over, and we also arranged that the new company should take and carry on only the very profitable bill-broking business of the old firm, turning over 75 millions a year. No mistake was made by us in respect of the bill-broking business of the old firm, for the new company, during the nine months it existed, discounted bills to the amount of 56 millions, being at the rate of 75 millions a year, which exceeded our anticipations. I wish here to allude to the profits of this portion of the limited company’s operations. Those have been stated at various insignificant sums, but I am prepared to show that, taking rebates into consideration, the fifty-six millions of discounts gave over 100,000l. profit, and I wish it to be distinctly understood that this amount includes no charge for interest on suspense and guarantee account. Under these circumstances I maintain that the prospectus issued to the public reflected the conscientious opinion of all the directors in stating that the business contemplated by the new company would “ensure a highly remunerative return to the shareholders.” It must be borne in mind that the cause of the failure of the new company was the withdrawal of deposits by the public, brought about by the loss of credit following the sales of the private estates of the old partners of Overend, Gurney, and Co. Between the end of January, 1866, and the stoppage in May, 1866—or less than four months—the deposits had decreased four millions! In conclusion, I fearlessly assert that there was no fraudulent or criminal intention on our part, and that the most that can be said is what was said by Vice-Chancellor Malins in his judgment in Mr. Peek’s case, when he had the whole of the facts before him. The Vice-Chancellor said, “I think it, however, only as act of justice to the directors to add, that I think their conduct shows that they could not have intended to do wrong, and what they did, perhaps, was the result of a too sanguine view of the prospects of the concern, and a too great reliance upon the guarantee of the partners; for each of them embarked a large capital in the company and though the shares rose to a premium of between 9l. and 10l., none of them sold any of their shares.” I have now only to express my deep sorrow for the misfortune which has fallen on so many shareholders; but it is a calamity that has fallen with equal severity upon myself and it arose from circumstances which no one could have foreseen.

At the conclusion of this statement there were hisses and cheers.

The defendants were then formally committed, the Lord Mayor saying the bail would be two sureties of 5,000l. each, and each defendant in 10,000l.

After the proceedings were over the feeling of the audience was again manifested towards Mr. Edwards. As he was coming out of court he was followed by a great crowd, who hissed and hooted him, and he was fain to take refuge in a cab, in which he was driven off.

The bail were—For Mr. J. H. Gurney, Mr. J. G. Hoare and Mr. C. T. Lucas; for Mr. Gordon, Mr. K. D. Hodgson and Mr. C. Oppenheim; for Mr. Birkbeck, Sir John Lubbock and Mr. Joseph Hoare; for Mr. Rennie, Mr. William Burnley Hume and Mr. Henry M‘Chleny; for Mr. H. E. Gurney, Mr. George Moore and Mr. Henry Ed. Buxton; and for Mr. Barclay, Mr. Robert C. L. Bevan and Mr. Joseph G. Barclay.

##### TO THE EDITOR OF THE DAILY NEWS.

SIR—My name having been mentioned in the late inquiry in connexion with the affairs of the Atlantic Royal Mail Company (Galway line), of which I was the founder, may I ask the favour of the insertion of these few lines? When I and my friends left this concern in June, 1860, it was perfectly solvent. Its management then remained in the hands of Mr. D. W. Chapman and Mr. E. W. Edwards. During the first two years while I was connected with the management about the same number of voyages were made by the company’s vessels as during the subsequent management. In the former period a profit was made without subsidy (which was not then due) and a sum of 220,000l. was offered for the contract and goodwill of the line by another company. In the latter period, notwithstanding a subsidy of 91,000l. per annum, which had then become available, the loss incurred appears to have been 840,000l.—I am, &c.,

J. ORRELL LEVER. Brighton, Jan. 27.

WHILE all respect is due to the anxious sense of responsibility with which the LORD MAYOR is pondering the grave case of Overend, Gurney, and Co., now before him, there is no reason to keep silence as to the very extraordinary evidence given last week by Mr. E. W. EDWARDS. This gentleman appeared in court holding the highly responsible position of an official assignee, but stated that, while charged with its duties, he was also a salaried officer of the unfortunate Overend’s firm at the rate of 5,000l. a year. The sum seems a large one to be earned late in the day, after office hours, for Mr. EDWARDS told the Court that he did not go to Lombard-street until after four o’clock. The LORD MAYOR was, of course, curious to know for what duties this large salary was the equivalent, but the questions of counsel on that head were not rewarded with a very conspicuous success.

Mr. EDWARDS told the LORD MAYOR that he was retained to advice the firm on certain matters of business in which it was or was to be engaged, but as to which his memory now seems to be a perfect chaos. It seems somewhat ha[rd, when a] gentleman has directed operations resulting in the loss of millions, and been paid for his assistance by tens of thousands, he should be able to remember nothing, or next to nothing, of the facts. From what Mr. EDWARDS did disclose, however, he was evidently a very important personage. At times, and for some purposes, he was the Mayor of the Palace, greater than the King. At his word the tide of wealth ebbed and flowed, or rather it flowed and did not ebb. The list of companies, long since ruined, to which this gentleman advised the old firm to lend money is appalling. He was concerned for them with the Atlantic Mail Steam Packet Company, the Millwall Iron Works, the shipping business of PEARSON, and a host of minor affairs, but to every other question about them he has now nothing but the stereotyped answer, Non mi ricordo. We will not repeat the strong observations of Serjeant BALLANTINE, but by Mr. EDWARDS’s own account he was taking money from both sides in these affairs. While drawing his 5,000l. a year from Overend and Gurney’s he sold two of their ships to PEARSON for the admirable manner in which he had conducted the negotiation. He had also to transact business for the firm with Mr. STEPHANOS XENOS, and received from him a present of a yacht—a present which the giver has since likened to that which a dove makes to a hawk. Most extraordinary of all he makes advances to Mr. CHAPMAN, a partner of Overend, Gurney, and Co., unknown to the firm, which advances, he says, have not to this day been repaid. Then, when the firm can afford to accept his services no longer at any price, this tricky gentleman, who is in possession of their secrets, insists on and obtains a payment of 20,000l. These, however, are but personal matters not likely to have faded from the memory. When asked to throw light on that most unfortunate concern, he states that he really forgets, and does not remember, and does not like to swear at all to anything. We should think not indeed. What we do learn is that Mr. EDWARDS was receiving 5,000l. a year from the firm of Overend, Gurney, and Co., and lending money privately to one of the partners; that his duties were of the highest; that there were besides no inconsiderable pickings for sakes of ships, and a temporary salary from another party. All this while Mr. EDWARDS rejoiced also in the emoluments of an official assignee in the Court of Bankruptcy. His lot had certainly fallen in pleasant places. However, a NEMESIS was at hand. The cross-examination of lawyers is unpleasant enough; but it is nothing compared to the close scrutiny which practical men of business can bring into matters of business. It is n[o co]mpliment, but simply a duty, to acknowledge that, whatever their ultimate de[cision ma]y be, t[he LORD MA]YOR and Sir T. [GABRIEL] have in [this case exerci]sed the functions [of a] magistrate [with a ca]re and patience not to be surpassed by th[e most prac]tised and conscientious lawyer on the be[nch. On]e thing they have at least accomplished. They have turned Mr. EDWARD WATKIN EDWARDS thoroughly inside out in the witness box. Such evidence as his is sadly and shamefully conclusive—rarely has a man occup[ying] a public position for years of equal i[mpor]tance and respectability created a more d[isast]rous impression. What with evasions and constant pleas of defective memory, the feeling throughout the Court was that Mr. EDWARDS’S statements were utterly unreliable. The whole history of this case is miserable enough, but whateve[r t]he issue to the Directors of Overend, Gur[ney,] and Co., public opinion has already [passed an] unanimous verdict upon Mr. EDWARD [WATKIN] EDWARDS. Judging him out of his own [mouth] or reticence, that verdict is that he cannot be permitted to remain an official assignee of the Court of Bankruptcy.

#### THE OVEREND AND GURNEY PROSECUTION.

At the Central Criminal Court, yesterday, the Recorder, in charging the grand jury, referred to the charge against the directors in Overend, Gurney, and Co. (Limited) at some length. He said—It is a charge of conspiracy against the directors of a joint stock company, the offence imputed to them being that of having been guilty of various frauds by which they induced persons to become shareholders of that company with intent to defraud them of large sums of money. It would be quite idle to suppose that you are not familiar, to a certain degree, with the circumstances connected with this charge. It is one that has excited somewhat strong feelings—so much so, that it has been thought necessary to direct that, in the event of a true bill being found, this case be tried in a superior court. I am, however, perfectly sure that whatever you have heard respecting this matter before, you will confine yourselves to the evidence that will be laid before you, and observe that impartiality which almost invariably distinguishes our courts of justice. It appears from the depositions that lie before me that for a number of years previous to July, 1865, a very extensive business of bill-brokers and money dealers had been carried on under the firm of Overend, Gurney, and Co., and that for very many years it had been of an exceedingly profitable character. It also appears that for four years previous to July, 1865, the partners of that firm had embarked in matters somewhat foreign to their ordinary business, in consequence of which large sums of money had been locked up, and great losses were almost certain to be incurred. Notwithstanding these transactions, and the losses likely to arise from them, the evidence that lies before me of the accountants who have been investigating these affairs is that the ordinary business of the firm had been of a profitable nature even up to the time I have already mentioned, but that a very large sum of money had been locked up in consequence of the exceptional transactions, and I think you will come to the conclusion that it would have been almost impossible to carry on that business for any time without the introduction of a large amount of fresh capital. I suppose to supply that additional capital negotiations were set on foot to form a new company, by which the difficulties of the old firm were hoped to be overcome; and accordingly, in July, 1865, a prospectus was issued for the formation of that company, and in the prospectus it was stated that it was to be incorporated under the Companies Act to have a capital of 5,000,000l. in 100,000 shares of 50l. each, of which it was not intended to call up more than 15l. per share, that there was to be a deposit it on application of 2l. per share and 5l. per share on allotment, 4l. on the 15th September and the same amount on the 15th November. The directors of the company were to be John Henry Gurney, Henry Edmund Gurney, and Robert Birkbeck, who were three of the partners of the old firm, and the others were Henry Ford Barclay, Thomas Augustus Gibb, Harry George Gordon, and William Rennie. These seven gentlemen were to be the directors of the new company, and one of them has since died. The other six are the defendants in the present indictment. The prospectus then goes on to state:—“The company is formed for the purpose of carrying into effect an arrangement which has been made for the purchase from Messrs. Overend, Gurney, and Co. of their long established business as bill brokers and money dealers, and of the premises in which the business is conducted the consideration being 500,000l., one-half being paid in cash and the remainder in shares of the company with 15l. per share credited thereon—terms which, in the opinion of the directors, cannot fail to insure a highly remunerative return to the shareholders.” After reading the remainder of the prospectus the Recorder continued—That prospectus was issued on the 13th July, 1865, and in consequence a large number of shares were applied for. 83,334 were allotted to the public, and 16,666, with 15l. credited on each share, would make 250,000l., which was one-half of the price paid for the goodwill of the business. The shares were allotted on the 27th or 28th July, and the company was then complete, and the business was then transferred as from the 1st August following. A deed of transfer was prepared, and by that deed the whole of the business was to be transferred from Overend, Gurney, and Co. to Overend, Gurney, and Co. (Limited). The whole of the then existing assets and liabilities, and the liabilities to be incurred, were transferred, with exception, that the limited company was entitled to reject any portion of the liabilities which they objected to, and the old firm guaranteed the payment of all which then appeared as assets on the face of the books of the company. That was the deed by which the business was transferred; and in addition to that there was a second deed also prepared, which was described as a “deed of arrangement on the basis of the contemporaneous indenture,” which was the deed transferring the assets and liabilities of the company, and in that second deed it was stated that the parties were desirous of making further provision for carrying the transfer of the business into effect on the basis of the first deed. That second deed goes far more minutely into the matters referred to generally in the first deed relating to the accounts to which the new company were to be at liberty to object, and it was stated there were to be separate books kept for the accounts with which the limited company declined to have anything to do, and the amount of the various assets was to be made good by the old company. That deed, as I have stated, explained the nature of those transactions, and you will learn from it what the accounts were. It appeared that the old firm had entered into what I may describe as exceptional transactions, by which they had advanced very large sums of money upon the security of ships and railway shares, in consequence of moneys advanced to contractors by whom these railways were to be constructed, and a sum amounting to over four millions of money was locked up in these various transactions; and of that it had no doubt been ascertained previous to the transfer that a large amount would be lost. As against that four millions there was a sum of over one million which stood to the credit of the partners in the old firm, and which they had not been in the habit of dividing, and it was agreed that that million should be set off, in the first place, against the four millions of bad and doubtful debts. That would appear, on the face of it, to reduce the amount to somewhere about three millions. Then, it was further provided that the sum of 250,000l. to be paid as half the good-will should be also set off in these separate books against any loss on the excepted accounts. Besides that, the new company was to have a lien upon 250,000l. worth of shares which the old firm held as the other half of the price of the good-will; and any sums arising from the sale of these shares were to be transferred to the credit of the excepted account. So that against that four millions there was, first of all, the millions standing to the credit of the partners in the private ledger account, and then the 500,000l. either in cash or in shares, being the amount of the goodwill; and further, the price to be allowed on valuation for the premises in which the business had been previously carried on. The amount at which these premises were valued subsequently appears to be about 26,000l. Then for any further loss on these debts, it does not appear to be contemplated at this time that there would be a total nor was there, in point of fact, a total loss—any dividend upon these four millions would have to be set off against that amount; and for anything beyond that which was not discharged the new company would have nothing to look to but the guarantee of the partners in the old firm, who were supposed to be, and who doubtless were, possessed of very large private estates, which were naturally expected to realise a very considerable sum. That seems to have been the transaction that occurred between these parities at the time of the transfer. I have called your attention to the second deed, and I request you to apply your minds as mercantile men to that second deed, because part of the evidence in support of the indictment that will be laid before you arises from the fat that one deed only is mentioned in the prospectus, and one deed only was placed in the hands of the solicitors, and was shown by them to any persons who were anxious to obtain information respecting the company. It does not appear that there was any great curiosity to see the contents of the deed, but there was the evidence of one person who did go and look at the deed at the solicitor’s office, and his statement is that if he had know there was a second deed he should not have become an applicant for shares. I suppose all he means is that if there was another deed concealed from him, that was a circumstance calculated to excite suspicion. You will look at the provisions of these deeds. It appears to me that the legal effect of the two deeds is very much the same. There is a provision in the second deed rather in favour of the new company, because it limits the time during which these accounts were to be held in suspense, and the partners were bound to make good any loss on them by a certain specified time. But really the effect of both deeds is that what the new company would look to for any loss was the guarantee of the partners of the old firm; and their guarantee was the value of their private estates. Well, the business is then carried on by the new company, and so far the transfer seems to have succeeded, that they were enabled to see the greater portion of the business that had been previously carried on; and they did not appear to take part in any such exceptional transactions as those that had caused the ruin of the old firm. In the time of the old firm as much as 76 millions of money were turned over in the course of a single year, and during the nine months that the new company traded a sum of between 50 and 60 millions was turned over, according to the evidence on the face of these depositions. That was a turn over which, if the business was conducted with ordinary skill and prudence, would naturally lead to a large amount of profits. The profits of the new company, however, appeared to have been entirely swallowed up by a number of bad debts they made, which reached an almost starting amount; and in point of fact no profit at all was realised during the time they carried on their business. I suppose the times were somewhat unfortunate; and subsequently to the stoppage of the new company no times could be worse for realising any assets in their hands. The business I have said was carried on for nine months, and it was in the month of May, 1866, that the new company stopped payment. Various inquiries were then set on foot, accountants were appointed both on behalf of the creditors of the old firm and the shareholders of the limited company, in order that there should be a very full investigation of the affairs, and that investigation has been going on more or less from May, 1866, till the present time. About the end of last year this criminal charge was preferred against the directors of the new company. One of the directors, as I have told you, is dead, and the remaining six are the persons included in this indictment. That which seems to have been the immediate cause of the stoppage of the new company appears to have arisen from a circumstance which one is almost surprised was not foreseen at the time of the original arrangement. You will remember that the new company had to look to the private estates of the different members of the old firm for making up any loss upon the realisation of the assets that were transferred; and in order to provide for some of the losses which were discovered, it appears the partners in the old firm commenced selling their estates. The moment this was done the credit of the new company seems to have been affected, and in the four months previous to the stoppage of the company—from the commencement of which time the partners had been selling their estates—no less a sum than four millions of money was withdrawn from the deposits of the company, and it is stated in the evidence that that was the immediate cause of the stoppage of the company. I do not think it will be necessary for me to carry you through the details of the evidence which lies before me. The great part of it consists of the evidence of the accountants relating to long and intricate accounts, which it would be scarcely possible for me to make clear without having all the papers before me, and you having an opportunity of referring to the accounts, of which portions are given. I think the only way in which I am likely to assist you in the investigation that will devolve upon you is by calling your attention to the charge which is brought against the defendants in the indictment that will be laid before you, and calling your attention generally to the evidence on which you will have to be guided. The charge is not that they have been guilty of negligence or carelessness by which they, and through them the shareholders, have been misled, but that they have been guilty of conspiring by fraud to induce persons to become shareholders, with the view of defrauding them of their money. That is the charge on which the prosecutors will have to make out a prima facie case before you. The general evidence by which that will be supported is, first, the circumstance to which I have called your attention—the fact that there was a second deed which was not referred to in the prospectus, and not laid before the persons who proposed to become shareholders in the company. That is the first circumstance. Whether that is material or not, whether it tends to support the charge, will depend very much upon the construction of these deeds, and the effect they would have had on the minds of mercantile men supposing they had been laid before them. Supposing you to be of an unfavourable opinion upon this point, it is possible there may be some explanation of it by the defendants subsequently. What you have to consider is whether it tends to support the prima facie case in support of the charge. And as I am looking at the matter—probably not with the same amount of intelligence which you as commercial men will bring to bear on it—the circumstance which strikes me as one which would have an effect on intending shareholders, is that in the second deed there is more particular attention called as to the nature and amount of the excepted accounts. The second circumstance to which your attention will be called is the fact that a large amount of losses had been sustained by the old firm, and therefore you will have to consider whether the directors were justified in stating that the transfer of this business with price of 500,000l. paid for goodwill was likely to produce highly remunerative returns. When I say “justified,” you must come to a conclusion much more unfavourable than that in order to support the criminal charge, because you must come to the conclusion that they were not only not justified, but that in point of fact they did not believe the statement they were making, that it would produce a highly remunerative return. It is not because they formed a wrong opinion on grounds insufficient to support it, but in order to make out the criminal charge it must be shown that in the statement they then made they stated what they knew to be untrue, and stated it with a fraudulent intention. Then you come to the losses, and the evidence on this point you will look to carefully. It is not because a thing has turned out unfortunately you are to come to the conclusion that the directors contemplated that losses would be made. Then there are one or two other circumstances, probably, that will be laid before you, as to the statements made by some of the directors not very long before the stoppage of the company, in one or two letters which I have before me, in which they speak of not having made any very particular loss. One exception is made as to a house having been guilty of great frauds, by which they had been “let into a loss;” but up to a very short time previous to the closing of the concern, these letters speak of the business as if it were carried on satisfactorily, and as if no serious losses had been sustained. But, as it appears here, certainly the main portion of the charge is not the manner in which the business was carried on, but the fraud in its conception—namely, fraudulently inducing persons to become shareholders: and what you will have to direct your attention to principally is prospectus itself, and the general opinion amongst mercantile men and others of the soundness of the concern which had been carried on for many years, and which was about to be transferred. There are other circumstances which will be relied on in making good the charge, a great deal of which will depend on the evidence of the accountant; and I think I ought also to call your attention to certain facts undisputed in this case, and which tend to rebut the charge brought against these directors. Undoubtedly, as to the three defendants who were partners of the old firm, it may seems that they had a considerable object in the formation of the new company, because it was the only chance they had of retrieving the losses that had been incurred; but whether it would have any ultimate benefit to them depended on whether the company was fortunate or unfortunate. But with respect to the other three defendants and the fourth director, who had since died, it seems that they embarked very large sums of money in this concern, and in weighing the evidence you will consider how far that removes the suspicion that they could have been influenced by fraudulent motives inducing others to become shareholders in a concern in which they embarked so very large an amount of money. Mr. Gibb, the deceased director, took 1,000 shares, on which he paid 15l. a share, being 15,000l. and became liable for 35,000l. more. Mr. Ford Barclay also took 1,000 shares, and he has paid 15l. per share and 20l. per share on calls since the stoppage, making 35,000l. the amount that he has paid, and he still remains liable for another 15,000l., if that should be necessary to satisfy the creditors of the limited company. Of the other two directors, Mr. Gordon took, I think, 200 shares, and Mr. Rennie took originally 500 shares, 300 of them for himself and 200 for the firm in which he was a partner, but he gave up at the request of the directors 99 of these shares in order to satisfy other applicants. He remained liable for the others which remained in the name of himself and his partners, and all these four directors retained every one of the shares which they originally took up to the time of the closing of the concern. That no doubt is a circumstance which you are bound to consider in coming to the conclusion which you will on this matter. I do not think there is any other portion of the evidence to which it is necessary for me to call attention. I have told you the specific charge, and what you must be satisfied of before coming to a conclusion unfavourable to the defendants. You must be satisfied not only that they have been guilty of carelessness and negligence—not only that something has been done by them which may render their estates liable, as is sought to make them, liable in civil suits which have been already commenced against them, but you must be satisfied that they have been guilty of direct fraud, and that the object of that fraud was to induce persons to become shareholders in this company, and with the idea that they would defraud them of the moneys they would advance in order to obtain these shares. That is the specific charge made. It will be for you, looking to the whole of the evidence, and weighing all the facts both for and against the defendants, to say whether in your opinion a prima facie case is made out which, if unexplained, would be sufficient to convict these parties on the indictment preferred against them.

#### THE HISTORY OF THE EDMUNDS SCANDAL.—

It was lately stated that the proposed settlement of the dispute between Mr. Leonard Edmunds and the Treasury by arbitration had completely broken down, and that Mr. Edmunds’s case would be submitted to a jury in the form of an action for libel against the Solicitor to the Treasury. We are informed that the cause is likely to be tried in June, but that before then Mr. Edmunds’s claims are likely to become a Parliamentary question. In the meantime Mr. Edmunds has published “The History of the Edmunds Scandal” for general information.

#### COURT [OF] QUEEN’S BENCH.—MAY 3.

##### Sittings i[n Banco.]—(Before the Lord Chief Justice, and [Justi]ces Lush, Hannen and Hayes).

##### THE QUEEN v. OVEREND, GURNEY, AND CO.

Sir J. Karslake said—I am instructed, on behalf of Mr. Gordon, in the case of Overend, Gurney, and Co., in which a certiorari has been granted to remove the trial of the indictment into this court, to ask your lordships to set down the indictment for trial at the sittings after Trinity term in July next. I believe I have also the consent of the other defendants in making this applications, on the ground of the importance of the case, and from a desire of the defendants that the trial should not go over until after Michaelmas term in December next. They have no wish to prolong their anxiety, and I have to ask on their behalf for an early day to be named for the trial.

The Lord Chief Justice—My learned brothers suggest that this is not a matter for the court to interfere in, but that application should be made to me, as I shall have to try the case, to make the necessary arrangements.

Sir J. Karslake—Under ordinary circumstances I should do so, but I make this application publicly, supposing the court has power to make an order.

The Lord Chief Justice—The Master suggests to me, and I think he is right, that it is only when the case is set down for trial that it comes within my immediate jurisdiction. It is therefore now in the hands of the court.

Sir J. Karslake—The case has been set down for trial, but no day has been appointed.

The Lord Chief Justice—What my learned brothers think it is desirable should be done in the matter I shall be ready to do. Is the case to be tried here?

Sir J. Karslake—No, in London.

The Lord Chief Justice—There are several serious matters to be considered with reference to this application.

#### COURT OF COMMON PLEAS.—APRIL 16.

##### Sittings in Banco.—(Before Lord Chief Justice Boyill, and Justices Keating and Smith.)

##### EDMUNDS v. GREENWOOD—THE EDMUNDS SCANDAL.

This was an action brought by Mr. Edmunds, the late Clerk of the Patents, to recover damages for libel, and the statements complained of occurred in reports made by Messrs. Hindmarch and Greenwood to the Commissioners of Patents. When the case was down for trial an agreement between counsel was come to that the matter should be referred to arbitration, but in consequence of some misunderstanding the agreement was not carried out.

Mr. Digby Seymour, Q. C., on the part of the plaintiff, now moved for a rule calling upon the defendant to show cause why the case should not be restored to the paper, and an early day fixed for the trial; and why the defendant should not pay the costs of the day which had been rendered useless by the record being withdrawn. The learned counsel said that the action was commenced at the end of 1866, and on the 16th October, 1868, Mr. Sclater-Booth wrote, agreeing to terms of reference. A long correspondence followed, but no reference was brought about, and in January last the case again stood for trial. A day or two before the trial, counsel again agreed to a reference, “the reference to be on the hooting of Mr. Sclater-Booth’s letter of the 16th October, 1868, subject to the following change in section 4. The section to run thus: Their lordships are willing to abide by the offer made to you and declined by you in 1867, namely, that you should bring before the arbitrators any substantive claims which you may desire to make on legal or moral grounds against the Crown, the arbitration to have power in relation to any such claims to make a recommendation to the Government having regard to all the circumstances of the case. Stet processus of action without prejudice to any claims Mr. Edwards may make against the Crown in consequence of the reports of Messrs. Greenwood and Hindmarch.” A formal deed of submission to arbitration was thereupon drawn up, and it stated “That any claims which the said Leonard Edmunds may make against her Majesty the Queen in consequence of the said reports of the said Messrs. Greenwood and Hindmarch and the said two papers shall be referred to the award of the said arbitrators, and they may make any recommendation to her Majesty the Queen in respect of the premises in this paragraph set forth.” This deed, however, was not acceded to on behalf of the defendant, his advisers wishing to state in it that the arbitrators might consider the plaintiff’s claim in reference to the reports, “provided the arbitrators shall think fit to introduce them, and the plaintiff declining to accept my variation in the terms of reference.” The matter still stood in this position, and the learned counsel said that the plaintiff, who always had been, and still was, anxious to have his case tried by a jury, had no alternative but to make the present motion.

The Lord Chief Justice suggested that the rule should be to show cause why an order of reference should not be drawn up embodying the terms of agreement for reference signed between counsel for plaintiff and defendant or why the agreement should not be cancelled and this cause restored to its place in the list and appointed for the first sitting day after Trinity Term, and why the defendant should not pay the costs of the day. He apprehended that as soon as the matter came again into the hands of the counsel they would have no difficulty in coming to an agreement.

A rule was granted in the terms suggested by his lordship.

THE danger of a miscarriag[e of justice] in the trial of the Directors of the late Overend and Gurney Company is so serious that it certainly deserves to be averted by extraordinary means. The defendants are presumed innocent till tried and convicted, but the law, speaking through the accredited mouth of the LORD MAYOR, had declared that there is prima facie evidence requiring them to be put on trial. More than this, it has bound over an individual, under a penalty of 5,000l., to prosecute them. If the prosecution were to break down now, the charges would be neither established nor refuted. The defendants, however innocent, would remain under the stigma of having been judicially declared liable to be tried, and it would be open to any one else at any future time to bring them to trial, and if they are guilty, they would escape conviction. On the other hand, the present prosecutor would be, in either case, mulcted of 5,000l. for having set the law in motion in a way in which a legal functionary has declared he was bound to set in motion. Nothing could be harder upon all the parties, and nothing could be a greater scandal to the law. Nor would the hardship or the scandal be greatly modified even if the LORD CHIEF JUSTICE had not interposed to reduce both to an absurdity. If Dr. THOM were to be allowed to conduct his case in person, he must, unless he were remarkable exception to the proverbial character of men who are their own lawyers, conduct it badly. If he stated properly the legal points, he would fail to extract fully the necessary evidence, he would be in perpetual risk of introducing what is irrelevant, and quite unable to raise objections to what might be objectionable on the other side. He would make a long trial twice, if not ten times, as long as need be, and waste the time and money of his opponents and of the public. And, after all, the decision on so lopsided a case could not give perfect satisfaction to anyone in whatsoever way it might go. We can hardly therefore impeach the prudence and wisdom, any more than we can dispute the law, of the LORD CHIEF JUSTICE, in refusing to allow Dr. THOM to redeem his pledge and go free from his penalty unless he appears by counsel.

But what is to be done? The answer is plain—if the case ought to be tried at all, it is the interest of the country that it should be tried properly. The country has nothing to do with the motives of the private prosecutor in the case. All that the country can take notice of is that a minister of the law has decided that the case ought to be tried, and that in consequence her MAJESTY’s judges will attend, and a jury will be summoned to try it. Quite possibly the LORD MAYOR may have been wrong in so declaring. Quite possibly any Lord Mayor is an unfit person to decide on such a question. But the country has declared that he is a fit person, and the country must provide for upholding his decision. No doubt the expense of prosecuting will be heavy. Dr. THOM declines it on that ground, and if Government takes it up the expense will certainly not be lessened. But then, that also is a matter for which the country has itself to blame. If its laws and its forms are such that they cannot be enforced without enormous expense, the country has no right to complain, And not only is it the duty of the country, as a general rule, to put its own laws in force, but it is peculiarly so in such a case as this. The offence charged is of a public nature, it is one the repression of which is of vital importance to public morality; but it is one in the punishment of which no single individual has now any personal advantage to gain. Thrown upon an individual, the duty would be neglected, unless either public spirit or revenge should instigate its performance. We have no right to invoke revenge for the vindication of our laws, and as little to call on one man to be public-spirited in lieu of the nation. But the only possible representative of the nation in this matter is the Treasury, and therefore we cannot doubt that the proper course is that the Treasury should take the conduct of the prosecution on its own shoulders. If the bill is a heavy one, we must thank the costs at the risk of sending Dr. THOM to prison, and preventing justice from having its course.

If these considerations hasten the general conviction that it would be cheaper as well as more decent to prevent such a risk hereafter by establishing the system of public prosecutors, the immediate inconvenience will not be without its compensation. While the law stands as it does, we may say that Dr. THOM had no right to begin proceedings unless he had counted the cost to the end. But are grave offence to go unpunished unless a prosecutor can be found willing to give some thousands of pounds to bring them to trial? On such a principle it is evident that the provisions of our laws must often remain a dead letter. Nothing but a performance of the duty by the public will ensure its being performed for the public. And if not performed, the public must inevitably suffer in one shape or another to a far greater amount than the cost of public prosecutions would come to. There is indeed hardly any difference of opinion upon the abstract question of the advantages of a public prosecutor. All civilised nations but England have the system, and even in Scotland it is in full force. Multiply the cost of the Scottish system by six, and we get an approximate estimate of the cost of establishing it here. We have not the figures in detail, but they do not in Scotland reach a total of more than a few thousands a year. The more serious difficulty lies no doubt in organising the scheme so as to work smoothly and well. But our Government cannot surely be unable to do what every other Government has done. The truth is, however, that it involves a difficulty of just amount enough to make a Government indisposed to take up the question voluntarily. The public, then, must force it on their attention. Long as we have borne the burden, it does not become lighter by use. Those of us who have suffered under its inconvenience do not at all relieve others from its incidence. Any of us may at any moment be subjected to a loss by theft, robbery, or embezzlement, to say nothing of crimes against the person, and then we shall discover that the first loss is perhaps the smallest, and that the law punishes us rather more heavily than it does the real criminal. We shall be bound over, like Dr. THOM, to prosecute the accused, and then we shall have to pay a solicitor to tell us what to do, and to pay a counsel to do it for us. This liability ought certainly to be enough to stir us up to the extent of bringing pressure to bear upon the Government. We must make it provide for us all the relief which, for its own credit, it must now afford to Dr. THOM, and to obviate for the future the recurrence of such scandals as well as to deliver us from the perils of such loss.

#### OVEREND AND GURNEY DIRECTORS.

##### TO THE EDITOR OF THE DAILY NEW.

SIR—While I beg cordially to thank the press in general for having extend to me its generous sympathy in connexion with this prosecution. I wish to remove a misapprehension under which even the most friendly critics appear to labour. I am not faltering my course. In declining to engage counsel I am merely carrying out my original intention. As I told the Lord Chief Justice of the Queen’s Bench in Chambers on Tuesday last, I from the very beginning undertook the task in the full belief, whether correct or incorrect, that I might argue my case myself. Nor even in the face of unexpected obstacles, shall I shrink, on Friday next, from endeavouring to enforce what I hold to be my right, because I know it to be my duty—I am. &c.,

ADAM THOM. London, June 28.

#### THE “EDMUNDS SCANDAL” CASE.—

The questions as to the terms of reference to an open court of arbitration, of all matters in dispute between Mr. Leonard Edmunds and the Crown have at last been settled, and the court of arbitration constituted. It will be recollected that at the last hearing in open court the Lord Chief Justice Bovill undertook himself to settle the terms of the “rule” for constituting the proposed court. The matter was heard by his Lordship in chambers on the 8th inst., was then fully argued by counsel, and the “rule” has been since finally settled. The court is to sit in public. Mr. Edmunds, being the assailant, has the carriage of the arbitration.

#### OVEREND AND GURNEY DIRECTORS

##### TO THE EDITOR OF THE DAILY NEWS.

SIR,—In yesterday’s debate one of the speakers stated that, as prosecutors in this case, I had applied for aid to the shareholders. Now I had not done so. My appeal had been addressed in the most general terms to the lovers of truth and justice in every class of society. Though those who know me best have, I believe, full confidence in my appearing for myself, yet the community at large may be disposed to doubt my competency. At the present crisis, therefore, I have resolved to forego what I claim to be my right, on the single condition of being supplied with sufficient funds to engage counsel worthy of the occasion.—I am &c.,

ADAM THOM. July 2.

THE Government, in explaining on Thursday night its reasons for refusing to take on its shoulders the Overend and Gurney prosecution, missed the real point on which their intervention is asked??. It is not that the offence charged is unusually heinous, nor that the expense is beyond the means of a poor man. On both these heads they had a sufficient answer, when they replied that the law did not compel them to act; that many law did not compel them to act; that many crimes of deeper dye are constantly being left to private investigation; and that the shareholders are rich enough, if they choose to combine. But the special cause that demands their interposition in the present instance lies in the fact which both sides of the House seem to have overlooked, that the prosecution has been declared by the constituted public authority to be just and necessary, and the prosecutor has consequently been bound in an immense penalty to carry it on. It is therefore idle for Mr. BRUGE and Sir ROBERT COLLER to urge that if Government is to take steps at all, it should be entrusted with the control of the proceedings from the beginning. That would have been a very reasonable answer to Dr. THOM if at the time when his charge was still unheard he had called on Government to take the whole responsibility of the examination before the LORD MAYOR off his hands. We should in that case have recognised it as perfectly just that Government should choose to make its own investigation, and to exercise its own discretion as to taking proceedings or not. And had Dr. THOM applied to it at that stage no doubt he would have received just such an answer. But he anticipated the answer: at his own risk and expense he carried on the investigation for many days, and he makes no application for aid till the proper tribunal has declared his proceedings not only justifiable, but necessary. When this has been done it is preposterous in Government to complain that if it had had the option it perhaps would not have instituted the proceedings at all. The propriety of their being instituted is already settled by a Court which, while it exists, must be held as of higher authority than the Home-office or the Attorney-General. The only question now is whether, after such an authority has declared the proceedings to be essential, the public ought not to pay for their being conducted to a proper termination. And to this it is no answer to tell us that the whole of the shareholders were greedy fools, and that there are some of them rich enough to prosecute if they choose. The motives of the shareholders are not the point in question, and the guilt or innocence of the directors is no way affected by the readiness of the public to take doubtful securities. That some shareholders are rich enough to prosecute, but do not choose to do so, is as little a reason for not supporting the gentleman in whose person it has been established that it is a duty to prosecute. The fact remains that the LORD MAYOR is the judge on whom the Constitution has imposed the function of saying whether such a duty should be performed or not. If he is a competent officer to have such a function entrusted to him, the Government is bound to ensure its being carried into effect; if he is not a competent officer, the Government should say so plainly, and, as a consequence, abolish his jurisdiction. Since the partners in the firm of Overend and Gurney have been committed for trial, the presumption is that they are guilty. It is now for them to prove their innocence. If they erred only through want of judgment, a cruel wrong would be inflicted upon them if they were deprived of a public opportunity of rebutting the evidence on which they have been criminally committed; if, being guilty, they were allowed to go scot free, a wrong would be done to society at large. The shareholders in the Company which they launched have no interest in their prosecution which is not shared in by every other individual. If they are convicted, those who have lost their money will not regain it. That the trial should be burked because Dr. THOM does not happen to have money enough to carry it on according to the rules of the Queen’s Bench, is no reflection either upon Dr. THOM or upon his brother shareholders, but upon the misplaced parsimony of the Home-office. In urging that the prosecution should not fall through, the public press is not, as some members of Parliament seems to imagine, influenced either by vindictive feelings towards the defendants, or by any special sympathy for persons who have not taken to heart the Duke of WELLINGTON’s advice to remember that “high interest generally means bad security.” Our complaint is, that Government refuses to expend a comparatively insignificant sum in order to prevent a scandalous failure of justice in a matter of public interest. That it is of vital importance to every unit in a society of civilized human beings that crime should not go unpunished, and that the proper and impartial administration of the law should not be defeated by technicalities, or be dependent upon the financial means of an individual, we presume no person will deny. With the result of the trial we have nothing to do. We heartily wish that the defendants may be able to prove their innocence of everything except errors of judgment. All we contend for is that the trial should take place.

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[^lic]: Text from MEGAdigital (Berlin-Brandenburg Academy of Sciences and Humanities), MEGA² IV/19, licence CC BY-SA 4.0 (https://creativecommons.org/licenses/by-sa/4.0/); the editorial apparatus of the MEGA is not reproduced.