Page:The Green Bag (1889–1914), Volume 18.pdf/65

 THE GREEN BAG employers' union that the latter should employ only union men, is illegal. The present case holds that an agreement between members of an employers' union to employ only workmen who sign an arbitration agreement, is legal. It is diffi cult to discover the distinguishing feature between the two cases. Had a discharged workman sued the employers' union, and had the latter set up the agreement as a defense, the cases would have presented the question in precisely the same form. Both contracts are obnoxious to a sound policy of law, in that they are intended to coerce workmen to do some act not implicated in the contract of employment — in one case to join a union, in the other to sign an arbitration agreement. CONTRACTS. (Illegality— Combination.) Mich. — Mich. Pub. Acts 1899, p. 409, No. 255, § i, makes it unlawful to contract not to sell any commodity below a fixed value, or to keep the price of an article at a fixed figure, or to settle the price of any article so as to preclude unrestricted competition, or to combine or unite any interest connected with the sale of any commodity in order that its price may be affected. A number of master plumbers who were engaged in business in a certain city, incorporated an association known as a "Plumbers' Exchange." There was also incorporated a club, consisting of master plumbers belonging to the exchange and of whole sale dealers in plumbing supplies, comprising all , manufacturers and dealers in the city. By the rules of the club, which rules constituted an agree ment between the members, the price of supplies was to be fixed by a committee, consisting of one wholesaler and one master plumber, at which price all club members agreed to sell, without discrimi nation, to members of the exchange, and they, reciprocally, agreed to buy. It was provided that the wholesalers should sell only to qualified master plumbers whose names should be approved by the officers, and that non-members should be charged a specified percentage more than members. The members of the master plumbers' club agreed that they would not sell labor or material below the schedule fixed by the club; that no work should be done, or material furnished to any one who failed to satisfactorily settle with any member, and that in bidding for contract work, every plumber should make his estimates according to the price fixed by the club, and add a percentage, which was to be paid to the Exchange. Each member also agreed to submit his estimate to the clerk of the Exchange, who was also clerk of the club, and it appeared that the purpose of such submission was to prevent competition and en hance the plumbers' profit. This contract, it is held in Hunt v. Riverside Cooperative Club,

104 Northwestern Reporter, 40, was unlawful under the statute, even eliminating the provision obligating the wholesalers to discriminate and the provision obligating master plumbers not to sell labor and material below a scheduled rate, and notwithstanding that the monopoly was not com plete and that the tendency had not, in fact, been to raise prices. The purpose of the two associations and the contract between them is, says the court, to be looked at as a whole, and when so viewed, the court finds no difficulty in determining that it was the intention of all the parties to fix prices and destroy competition. Other cases in which somewhat similar agreements have been considered are: Pacific Electric Co. v. Adler, 27 Pac. 36; Richardson v. Buhl, 43 N. W. mi; People v. Sheldon, 34 N. E. 785; San An tonio Gas Co. v. Texas, 54 S. W. 289; State v. Laredo Ice Co., 73 S. W. 951; Harding v. American Glucose Co., 55 N. E. 577; State v. Armour Pack ing Co., 73 S. W. 645, and Walsh v. Association of Master Plumbers, 718. W. 455. CORPORATIONS. (Forged Transfer of Stock.) 1905 Appeal Cases, 392. Eng. — A case which is of very great importance to corporations and to bankers loaning money on stocks and shares, was decided by the House of Lords just prior to the Long Vacation, and is reported in 1905 Appeal Cases, November i, under the title " Shef field Corporation v. Barclay." In April, 1893, Barclay & Co., bankers, forwarded to the Corpo ration of the City of Sheffield a transfer of Shef field Corporation stock, purporting to be executed by two persons named Timbrell and Honnywill, who were the registered holders of the stock, in favor of Barclays, the bankers, with a request to the Corporation to register the stock in the name of the bank and forward new certificates in due course. This the Corporation did, and granted as requested a new certificate to the bank, which afterwards transferred 'the stock for value to third parties. All parties believed that the signatures to the transfer from Timbrell and Honnywill were genuine, but in 1899, after Timbrell's death, it was discovered that he had forged Honnywill's name to the transfer. Honny will thereupon brought an action against the Corporation for rectification of the register and other relief, and recovered judgment. The Cor poration then brought an action against^ the bank, upon an implied indemnity against''' the liability which they had incurred. Lord Chief Justice Alverston, who tried the action in the first instance, decided in favor of the Corpora tion, basing his judgment largely upon the ground that as between two innocent parties the loss should be borne by the bank who caused the