Page:The Green Bag (1889–1914), Volume 19.pdf/456

 The

Green

Bag

Published Monthly at $4.00 per Annum. Single Numbers 50 Cents. Communications in regard to the contents of the Magazine should be addressed to the Editor, S. R. Wrightington, 31 State Street, Boston. Mass. The Editor will be glad to receive contributions of articles of moderate length upon subjects of interest to the profession; also anything in the way of legal antiquities, facetim, and anecdotes. STRAIGHT THINKING. At the recent dinner of the Boston Bar Association, Bishop William Lawrence, who was present as the guest of the Association, defined in a striking way. one of the most insidious errors of modern business life as a "failure to think straight." As an illus tration of a pervading fault he referred par ticularly to the failure of officers of corpora tions to realize their legal and moral duties to the intangible organizations they rep resent. It has often been noted in recent essays that the modern method of conduct ing business is through a legal instrument originally not designed for that purpose, and which has only slowly been adapted by our laws to the uses to which it has been put by the business men who have found it a flexible and efficient means of conducting semi-speculative enterprises upon credit. Though no thoughtful person to-day would for a moment suggest that our great enter prises can hereafter be conducted in any other form, events are constantly demonstrating the necessity of the development of the law to meet these new conditions. Bishop Law. rence insists that still more we need a clear conception of legal and moral relations. It is not only the startling instances in the management of our great corporations that show the need of straight thinking in this regard, for it is a common experience of lawyers, who deal with the affairs of insol vent corporations which have been conduct ing business upon a small scale, to discover that there has been an utter failure on the part of the officers, otherwise respectable, to appreciate the obligations imposed upon them by their acceptance of office. The vast number of small enterprises now conducted through the means of corporations, requires the education of business men, inexperienced in

corporate management, to a comprehension not only of their moral obligations which, if conscientiously observed, would always suffice to keep them from violation of fiduciary obli gations, but to impress upon them the fact that there are already legal principles suffi cient to enforce the strictest integrity, and to impress upon a solvent director serious liabilities for misconduct. The moral bond of agency and trust, though we are all prone to forget it, exists not only in theory but in fact in the promotion and management of corporations to do business with other people's money. COSTLY LEGISLATION IN ENGLAND American lawyers will be interested in the comments made by The Daily Telegraph (London) of June 4 on a number of protracted trials which have taken place in England during the past few years. Some com parison can thus be made between the English and the American procedure, and more particularly in the cost of legislation in the two countries. This is striking when it is remembered that in England counsel cannot take cases upon a contingent fee, but must be paid the sum marked upon their briefs at the time they are delivered, together with the subsequent daily " refreshers." Thus each of the leading " silks," or King's Counsel, in the case referred to (Bryce v. Bryce and Pape) were paid 150 guineas when the briefs were delivered. This sum served only for the first day of the trial. For each subsequent day each counsel received a refresher of 100 guineas. Putting it into American currency the " silks" each received $750 on the brief and $8,000 in refreshers. Each King's Counsel must have a junior whose fee depends upon that of his leader, and is, roughly speaking, two-thirds of it. Thus, each junior received 100 guineas on