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APPENDIX  OF  CASES.

was  accordingly  done,  and  a  winding-np  order  made  by  the
county  court  judge  at  Sheffield,  and  an  official  liquidator
appointed.  Upon  a  motion  to  settle  the  list  of  contributories, ­
  it  was  held  that  persons  who  like  the  shareholders
in  question  were  shareholders  before  the  registration  under
the  Act  of  1862,  could  not  be  made  liable  as  contributories
under  the  winding-up  order.
The  present  appeal  was  brought  by  the  official  liquidator
against  that  decision.
The  shareholders  in  question  had  fully  paid  up,  and  one
of  them,  Mr.  Fountain,  had  parted  with  all  his  shares  except
one,  before  the  society  became  limited.
Druce,  for  the  official  liquidator,  contended  that  though
the  society  was  registered  as  limited  for  the  purpose  of
winding-up,  yet  as  it  was  established  under  the  former  Act
as  unlimited,  the  liability  of  those  who  were  then  members
had  not  ceased.  He  referred  to  In  re  the  Plumstead  Water
Company,  2  De  G.  F.  &  J.  20;  Garnet  v.  Moseley  Gold
Mining  Company,  13  W.  R.  412;  34  L.  J.  Q.  B.  118.
Elderton,  for  the  respondents,  was  not  called  on.
The  Lord  Chancellor  said  that  he  could  not  accede  to
the  application  for  making  an  order  for  contribution  as
between  the  members.  He  must  take  the  case  as  he  found
it  for  the  purpose  of  determining  the  liability  in  question.
The  society  was  for  the  purpose  of  winding-up  a  limited
company,  and  as  such,  the  members  in  question  were  not
liable  to  contribution,  for  they  had  paid  up  their  shares.
The  society  was  registered  nnder  the  Industrial  Societies
Acts,  1862,  in  which  was  incorporated  the  Companies  Act
of  1862,  and  in  the  section  in  that  Act  defining  “  a  contributory,” ­
  that  term  was  described  as  meaning  “every
person  liable  to  contribute  to  the  assets  of  a  company  under
this  Act.”
If  these  words  were  applied  to  the  Industrial  Societies
Act,  we  could  only  arrive  at  the  same  conclusion,  namely,
that  a  member  was  liable  as  between  himself  and  the  other
members,  according  to  the  qualifications  mentioned  in  the-Companies
  Act,  1862.  Then  it  was  said  that  the  definition
of  a  contributory  was  qualified  by  the  following  section,,
which  provided  that  “  the  registration  under  that  part  of
the  Act  of  any  company  should  not  affect  or  prejudice  the
liability  of  such  company  to  have  enforced  against  it,  or  its
rights  to  enforce  any  debt  or  obligation  incurred  on  any
contract  entered  into  by,  to,  with,  or  on  behalf  of  such