Attorney General v Great Eastern Railway Company

THIS was an appeal against a decision of the Court of Appeal, by which (diss. Lord Justice Baggallay) a previous decision of the Master of the Rolls was reversed^F2.

In 1852 an Act was passed (15 Vict. c. lxxxiv.), by which the London, Tilbury, and Southend Railway Company and the Eastern Counties Railway Company and the London and Blackwall Railway Company (the latter two being railway companies previously incorporated) were authorized to make a railway from the parishes of East and West Ham, in the county of Essex, to the Southend Pier, a branch to Tilbury Fort, and certain other works described in the Act as the “Extension railway.” All lands (sect. 7) purchased for the purpose of the extension railway were to be conveyed to the Eastern Counties and London and Blackwall Railway Companies jointly for the purposes of the Act. Each of the said companies was to be entitled (sect. 105) to use the railway and works for all purposes necessary for the traffic or business of the company. And the companies, with the authority of a general meeting of each (sect. 109) might from time to time make and carry into effect all such mutual contracts with respect to the undertaking by the Act authorized, or the interests of any one of the companies relating thereto. Under the powers of this Act the Eastern Counties and the London and Blackwall Companies raised part of the capital for the execution of the works of the Extension railway, and entered into a contract with Peto, Betts, & Brassey (afterwards called The Lessees) for the construction by them of the extension railway, and for a lease to them of the same for twenty-five years from the 1st of January, 1853. By an indenture of the 25th of March, 1854, executed by the Eastern Counties Railway and The Lessees of the other part, it was agreed that the railway company should, during the continuance of the contract provide and maintain, and from time to time replace in good condition and efficient working order, all such rolling stock, stores, and locomotive power as should be necessary for working the traffic of the extension railway, and should haul and convey the traffic of the railway on and over the same railway and on and over the line of the Eastern Counties Railway, or that line and the London and Blackwall Railway, as therein specially described. In consideration of all which things The Lessees were to pay certain sums specified in the contract. Other Acts were passed which referred to and in that way recognised what had thus been agreed upon, and the stipulations in the contract were duly performed.

By “The Great Eastern Railway Act, 1862,” the Eastern Connties Railway Company, and the other companies mentioned therein were incorporated, and all the privileges and liabilities of the Eastern Counties Railway Company became vested in “The Great Eastern Railway Company.”

In June, 1863, was passed (26 & 27 Vict. c. lxix.) “An Act to authorize arrangements between the London, Tilbury, and Southend Railway Company, and the lessees of their undertaking and the Eastern Counties and London and Blackwall Railway Companies, with reference to the lease and working of the London, Tilbury, and Southend Railway, and for other purposes.” This Act recited the various matters already mentioned, and the 14th section (that on which the question in this case turned) was in these terms:—

“The two companies may enter into agreements with respect to the working, maintenance, and management of the extension railway, or any part thereof, and of the railways of the two companies connected therewith, and with respect to the apportionment of the traffic, and of the tolls, fares, and charges for traffic, on the extension railway, and the railway of the two companies, the appointment of a joint committee, or of any other matter incident to the carrying out of the purposes of this Act.”

Section 15. “The directors of the Southend Company, and the directors of the two companies respectively may, subject to such sanction of shareholders as by this Act prescribed, enter into any contracts or agreements for effecting all or any of the purposes of this Act, or any objects incidental to the execution thereof, and every such contract or agreement may contain such covenants, clauses, powers, provisions, and conditions as may be mutually agreed upon between the parties thereto.”

The clauses of the Railways Clauses Consolidation Act, 1845, with respect to leasing railways were incorporated with this Act.

The London and Blackwall Railway Lease Act, 1865 (28 Vict.c. c.), enabled that company to lease the undertaking, property, and effects of the company to the Great Eastern Railway Company, which was authorized to accept such lease. The clauses of the Railways Clauses Consolidation Act, 1845, with respect to leasing railways were also incorporated with this Act. The authority granted in this Act of 1865 was acted on, and a lease was made.

The lease granted to Messrs. Peto, Betts, & Brassey, expired on the 3rd of July, 1875, and the London, Tilbury, and Southend Railway Company entered into possession, and began to work the line. It had during the continuance of the lease been worked by the Great Eastern Railway Company. That company, on the expiration of the lease, entered into an arrangement with the London, Tilbury, and Southend Company as to the working of the line, which arrangement received the sanction of the shareholders of both companies.

This arrangement was embodied in an indenture of the 1st of June, 1876, by which (sect. 18) the Great Eastern Company undertook to supply the Tilbury Company with locomotive power on certain terms and conditions therein stated, subject to the servants, and engines, and coal, and other stores required for such working being carried free of charge over the Tilbury line.

Mr. Ephraim Hutchings, the secretary of the Locomotive Manufacturers Association, and the Railway Carriage and Waggon Builders Association, became (as relator, through the Attorney-General) the Plaintiff in an action to restrain the Great Eastern Railway Company from letting for hire any locomotive...