Public Company – Winding-up – Trustees and Executors – Liability of Executor where Part of Executry Estate Consists of Shares in Joint-Stock Company – Personal and Representative Liability.
In the case of a testator holding shares in a joint-stock company, his executor may (1) have the shares transferred to his own name, and thereby become a partner in the company, or, in the event of his not desiring them so transferred, he may (2) have a reasonable time allowed him to sell the shares and to produce a purchaser who will take a transfer.
Opinion (per Lord Selborne) that where an executor merely produces his confirmation for the purpose of having it recorded in the books of a joint-stock company in which the testator held stock, and receives it back again with a certificate describing him as holder of the shares in terms having reference to his character of executor, he does not thereby necessarily incur personal liability, whatever entries may have been made in the company’s books, and notwithstanding the subsequent receipt of dividends by him for a series of years.
Opinion (per Lord Selborne) that trustees have not, in any proper sense of the word, a representative character, but that executors have.
Judges:
Lord Chancellor (Cairns), Lord Hatherley, Lord O’Hagan, Lord Selborne, and Lord Gordon
Citations:
[1879] UKHL 512, 16 SLR 512
Links:
Jurisdiction:
Scotland
Company, Wills and Probate
Updated: 04 July 2022; Ref: scu.637959
