Maclaren v Stainton
| Jurisdiction | England & Wales |
| Judgment Date | 07 June 1861 |
| Date | 07 June 1861 |
| Court | High Court of Chancery |
English Reports Citation: 45 E.R. 855
BEFORE THE LORDS JUSTICES.
S. C. 27 Beav. 460; 6 Jur. (N. S.), 360; 30 L. J. Ch. 723; 4 L. T. 715; 7 Jur. (N. S.), 691; 9 W. R. 908. For previous proceedings, see 5 H. L. C. 416, and for subsequent proceedings, see L. R. 4 Eq. 448; L. R. 11 Eq. 382. Distinguished, De Gendre v. Kent, 1867, L. R. 4 Eq. 285. See In re Bouch, 1885, 29 Ch. D. 654.
[202] maclaren v. stainton. Before the Lords Justices. June, 6, 7, 1861. [S. C. 27 Beav. 460; 6 Jur. (N. S.), 360; 30 L. J. Ch. 723; 4 L. T. 715 ; 7 Jur. (N. S.), 691; 9 W. R. 908. For previous proceedings, see 5 H. L. C. 416, and for subsequent proceedings, see L. R. 4 Eq. 448; L. R. 11 Eq. 382. Distinguished, L e Gendre v. Kent, 18G7, L. R. 4 Eq. 285. See In re Boueh, 1885, 29 Ch. D. 654.] A person who was a shareholder in and manager of a company, bequeathed some of his shares specifically to several persons absolutely, and gave the residue of his property to tenants for life, with remainders over. After his death it was discovered that large sums were due from him as manager to the company, and a compromise was entered into with the sanction of the Court, by which his estate was to pay the 856 MACLAREN V. STAINTON 3 DE Q. F. & J. 203. company 220,000, a considerable part of which was attributable to interest accrued during the testator's life on the sums due from him. Immediately after the payment the company disposed of this sum by declaring a bonus on its shares. Held, that the whole of the bonus on the shares specifically bequeathed belonged to the specific legatees. Held, also, that, as between the tenants for life and remainder-men, the whole of the bonus on those shares which formed part of the residue belonged to the tenants for life as income. Figures used by a testator in a hotchpot clause, held to be merely used for the sake of giving an example to explain what the testator understood by hotchpot. Henry Stainton, the testator in this cause, was at his death, in December 1851, entitled to eighty-one shares in the Carron Iron Company. By his will, dated the 12th of October 1846, he gave ten of them specifically to his son Henry Tibbatts Stainton, and another ten of them to James Joseph Stainton. The rest formed part of his residuary personal estate, which, after payment of his debts, was directed to be divided into eight equal parts; two of which parts were directed to be allotted to each of his sons, one to the children of E. Brown a deceased daughter, and one to each of his three surviving daughters. The allotted share of each son and daughter was given to such son or daughter for life, with remainder to his or her children, the terms of the will being such that the shares in the Carron Company would not have to be converted. The will container! the following clause:-" And whereas on the marriage of my said late daughter Elizabeth with S. W. Brown, I transferred to the trustees of her marriage settlement 2000 stock of the East India Company, which I deem to be of the value of 5000, and to produce 210 per annum ; and on the marriage of my said son Henry Tibbatts Stainton with his present - wife, I [203] transferred to the trustees of his marriage settlement the sum of 10,000 stock of the Governor and Company of the Bank of England, which I deem to be of the value of 20,000, and to produce the sum of 700 per annum; and I may advance or give property to or with my other children on their respective marriages, or otherwise for their respective advancement in the world : Now I do hereby declare my will to be, that the advancements so made to the said Eliazabeth Brown and H. T. Stainton as aforesaid *hall be brought into hotchpot and accounted for upon the following principle :-Supposing the income of the residuary property divisible under this my will in respect of my children as aforesaid shall amount to the annual sum of 4000, to this shall be added the annual sum of 210, the income of the fund advanced to the said Elizabeth Brown, and 700, the income of the fund advanced to the said H. T. Stainton, making together the annual income of 4910, which, being divided into eight shares, leaves the annual sum of 613, 15s. for each one-eighth part. The two-eighths directed to be allotted in respect of the said H. T. Stainton would therefore amount to 1227, 10s.; from this is to be deducted the annual income of the fund settled upon him, viz., 700 per annum, so that his income of the share allotted in respect of him of and in my residuary property would amount to the annual sum of 527, 10s. The income of the share in respect of the said E. Brown would be 613, 15s.; from this is to be deducted the annual sum of 210, the income of the fund settled upon her as aforesaid, leaving the annual sum of 403, 15s. as the income of her share to be allotted in respect of her children in my residuary property under this my will. The said James Joseph Stainton the annual sum of 1227, 10s.; Sarah Ann Stainton the annual income of 613, 15s, ; Charlotte Stainton the annual income of 613, 15s., and Caroline Mary Stainton the annual income of 613, 15s., which [204] annual sums of 527, 10s., 403, 15s., 1227, 10s., 613, 15s., 613, 15s., and 613, 15s., make up the annual sum of 4000. And in case I advance or give property to any other of my children, I direct that the same principle shall be adopted in bringing the same into hotchpot as I have hereinbefore directed with reference to the property advanced to my said daughter Elizabeth Brown and my said son H. T. Stainton." The testator had, from 1808 till his death, been the manager of the Carron Company in London. Upon his death the company made large claims against his estate in respect of their monies which had come to his hands, and refused to transfer the shares standing in his name. A bill was filed by the executors to compel them 3DEO.F,&J.2W. ;MACLAREN V. STAINTON 857 to do so, and ultimately a compromise was made, on the terms, that the executors should pay the company 220,000, and that the company should allow the transfer of the shares. This compromise became th& subject of litigation, and the question was brought before the Court of Appeal, whether it extended to all claims against the testator's estate or only to claims arising on the accounts subsequent to 1825. Their Lordships decided that it only had the more limited effect. Such of the parties interested in tho testator's estate as were sui juris were willing to give effect to the compromise on this footing and it was approved by the Court on behalf of those who were infants. The result was, that the 220,000 was paid out of the estate of the testator to the company, and the shares were transferred, as to ten into the name of H. T. Stainton, ten into the name of J. J. Stainton, and the rest into the names of the executors. The payment of the ,220,000 was made on the 17th of May 1858, along with a small further sum, 42, 16s. Id. for interest. Of the total sum thus paid 191,664, 2s. 4d. was principal with interest up to [205] the death of the testator, and .28,397 13s. 9d. interest accrued since his death. On the 26th of May 1858 the company upon sanctioning the transfers declared a bonus of 470 per share upon all their shares, such bonus arising from the division among the shareholders of the 220,042, 16s. Id. thus received from Stainton's estate. The shares which had belonged to Stainton having the benefit of this bonus, various questions arose as to the mode of dealing with it. The Master of the Rolls decided the following points :- 1. That the sons were not entitled to the whole of the bonus on the shares absolutely bequeathed to them, but only to a part of it bearing to the whole the same proportion as 28,397, 13s. 9d. to 220,042, 16s. Id., and that the rest of it, i.e., so much as was attributable to principal and interest...
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