FRIENDLY  SOCIETIES  NOT  REGISTERED.

141

those  issuing  or  liable  under  policies  of  assurance  upon
human  life,  or  granting  annuities  upon  human  life.
(1st.)  By  sect.  4  of  the  Companies  Act,  1862,  it  is  provided
that  “  no  company,  association,  or  partnership,  consisting  of
more  than  twenty  persons,  shall  be  formed  after  the  commencement ­
  of  this  Act  for  the  purpose  of  carrying  on  any
business  (a)  that  has  for  its  object  the  acquisition  of  gain
by  the  company,  association,  or  partnership,  unless  it  is
registered  as  a  company  under  this  Act,  or  is  formed  in
pursuance  of  some  other  Act  of  parliament,  or  of  letters
patent,  or  is  a  company  engaged  in  working  mines  within
and  subject  to  the  jurisdiction  of  the  Stannaries.”  On  this
the  commissioners  remark  that  “it  would  seem  at  least
doubtful  whether  an  unregistered  society  of  more  than
twenty  members,  which  places  out  at  interest  the  contributions ­
  of  its  members,  and  divides  its  funds  among  them  at
stated  periods,  is  not,  since  the  Companies  Act,  1862,  an
illegal  company.”  This  point  is  of  great  importance,  and,
while  the  doubt  which  it  raises  exists,  all  societies  having
a  rule  or  practice  of  dividing  funds  should  accept  the  benefits
of  registration  under  the  Friendly  Societies  Act  of  1875.
If  it  should  prove  correct  that  all  societies  for  mutual
assurance  (or  even  only  those  which  have  a  practice  of
dividing),  that  exceed  twenty  in  number  and  are  not
registered,  are  illegal,  it  becomes  important  to  consider
what  is  the  effect  of  such  illegality.  The  question  arises,
whether  all  persons  concerned  might  not  be  found  guilty
of  misdemeanor  at  common  law,  for  violation  of  the  requirements ­
  of  the  statute,  since,  in  the  words  of  Lord
Campbell,  “  to  violate  an  Act  of  parliament,  although  there
is  no  specific  penalty  attached  to  the  violation,  is  a  misdemeanor, ­
  and  a  person  who  does  so  is  liable  to  be  indicted
mid  punished  It  is  not  the  practice,  however,  of

(a)  The  word  “business”  lias  a  more  extensive  signification
than  “trade.”  Per  Willes,  J.,  in  Karris  v.  Amory,  where
fanning  was  held  to  be  a  business  within  the  meaning  of  the
Companies  Act,  L.  It.  1  C.  P.  148.
(b)  Longworth’s  case,  1  De  Gex,  F.  &  J.  31.  Further  as  to
illegality  in  contracts  of  partnership,  see  Scratchley  and  Brabrook
  on  Building  Societies,  pp.  99-101.