Where restrictive covenants are placed upon a piece of land simply in order that the vendor may realize a better price for another piece which he retains, there a purchaser of the latter is not entitled to enforce the observance of those restrictions, unless the right to do so was expressly reserved by the vendor for his successors, and was acquired by them when the vendor parted with the land. See Reynals v. Cowlishaw (1878) 9 Ch. D. at p. 130 and (1879) 11 Ch. D. at p. 868.

Where land is to take the benefit of restrictive covenants on other land both the fact of the privilege and the land which is to enjoy it must be clearly defined, and it is clear that the right will not exist where the restrictions appear to have been imposed merely for the personal benefit of the grantor whilst retaining the former (ibid.).

Where, however, several plots of land are sold and restrictive covenants are imposed for the purpose of enhancing the value of them all, a different situation arises, a community of interest and obligation is brought about, and a purchaser of one plot, who is informed of the scheme at the time, can afterwards prevent the vendor selling the other plots without the restrictions; see Spicer v. Martin (1889) 14 App. Cas. 12. But it must be made perfectly clear that all the lands are to be affected; Osborne v. Bradley [1903] 2 Ch. 446. In Piggott v. Stratton, 1 D. F. & J. 33, the Court restrained a lessee who had underlet a piece of land, giving a mere oral representation that he was precluded from building on another piece which he retained in such a manner as to obstruct the seaview of the piece he was then subletting, from afterwards trying to obtain a release from his superior lessor of that restriction. The Court declined to permit such a piece of bad faith. This was a case of equitable estoppel proceeding on the particular merits and adding nothing to the substantive law of restrictive covenants. To carry the main proposition a step further, the purchasers of the other plots, if they have agreed to be bound by the restrictions, have the right, inter se, to compel one another to duly observe them; Nottingham Patent Brick and Tile Co. v. Butler (1885) 15 Q. B. D. 261.

Elliston v. Reacher was a case of a building scheme, and the land sold by the original vendors was sold to all the purchasers upon that footing. The restrictions were contained in a prepared Indenture of Covenants which all the original purchasers covenanted in their conveyances to observe, but the indenture itself was in fact never executed. Parker J. held that the purchasers all bought their plots on the footing that every plot of land was to be bound by the restrictions, and his lordship laid it down generally that purchasers and their successors possess the right inter se to

compel the observance of restrictions whenever (1) they derive title under a common vendor, (2) who has laid out the whole of the land under a scheme, (3) intended to bind and benefit the whole of the land comprised in it, (4) and the persons seeking the assistance of the Court, or their predecessors, have purchased upon that footing.

From the beginnings of limited company formation in 1862, Parliament has been doing its best to secure that the capital of a company, if it is to be limited in amount, shall at least be a reality. It was this object which dictated the provision of the Legislature in sec. 4 of the Companies Act, 1900, that a company is not to go to allotment until the moneys due on the minimum subscription have been 'paid to and received by the company.' The word payment by itself was too equivocal-as earlier cases had shown-to be relied on. It might be satisfied by a mere setoff (Spargo's case (1873) L. R. 8 Ch. 407). Even the phrase 'paid to and received by the company' was not free from ambiguity. A strong Scottish Court had taken the view that a cheque might be payment though it had not been cleared before allotment (Glasgow Pavilion v. Motherwell [1903] 6 F. 116). It was not till Mears v. Western Canada Pulp and Paper Co. [1905] 2 Ch. 353, that the necessity of actual payment was established. Now we have two cases illustrating the risks which companies and their directors run in not taking care that these statutory provisions are strictly complied with before the directors go to allotment. In the firstRe National Motor Mail Coach Co., Anstis' and McLean's Claims ([1908] 2 Ch. 228) 34,000 shares had been taken up and duly paid for, but a small proportion-1,000 shares—were taken by the directors and, though they gave their cheques which were duly honoured on presentation, the cheques, owing to some oversight of the company's secretary, were not paid into the company's banking account till some three or four days after the directors had gone. to allotment. What happens? The company has sustained no real damage, but a technical irregularity has been committed, and certain shareholders, who want to get rid of their bargain, take advantage of the irregularity to repudiate their shares. In doing so they were, no doubt, strictly within their rights, but what a lesson to directors of the risk they run in not complying with the letter of the section. They may bring the whole concern tumbling down like a house of cards; for what one shareholder may do every shareholder is entitled to do. Nor is it necessary for the repudiating shareholder to institute legal proceedings. It is enough that he gives notice to avoid his contract. The ordinary rule requiring

a rescinding shareholder to take steps promptly to have his name removed from the register, does not apply to the special remedy under the Companies Act, 1900.

Burton v. Bevan [1908] 2 Ch. 240, 77 L. J. Ch. 591, points the same lesson-the importance of not going to allotment before cheques for subscription moneys are cleared, but the case adds a good deal to our knowledge of section 4 in deciding that the section, in regard to the return of subscription moneys, applies only before allotment. When an allotment has once been made, though in contravention of the Act, it is only voidable at the option of the shareholder; the company cannot return the moneys. The shareholder may say 'No, I prefer to adhere to the contract.' For deciding whether or not he will exercise this option the Act gives the shareholder down to a month from the date of the statutory meeting, the theory being that at that meeting he will be able to ascertain the position of affairs. But his remedies are not restricted to repudiation. He may sue the directors personally for any loss he may have sustained by reason of their having 'knowingly contravened' the section, and this is what the shareholder did in Burton v. Bevan. Knowingly contravening,' what does that mean? It means, says Neville J., contravening the section with knowledge of the facts upon which contravention depends.' Directors cannot plead ignorance of the law. In Burton v. Bevan the defendant director had not been present at the meeting at which his codirectors proceeded to allotment, nor had he known that they intended to do so, but at a subsequent meeting he had heard the minutes of the previous meeting read, and had joined in confirming them. But this in Neville J.'s opinion was not enough to fix him with liability under the section. Everyone knows how much attention is paid to formal minutes of previous proceedings.

6

A PUZZLE IN THE LAW OF ALLEGIANCE (p. 245 above). Dr. Wilhelm Pappenheim, of Vienna, kindly sends us the following contribution :

No doubt a child born in Turkish territorial waters is reputed born in Turkey. Art. 2 of the Turkish 'Loi sur la nationalité ottomane, du 19 janvier 1869' (Sieber, Das Staatsbürgerrecht im internationalen Verkehr, seine Erwerbung und sein Verlust, p. 285) runs as follows:

'Tout individu, né sur le territoire ottoman de parents étrangers, peut, dans les trois années qui suivront sa majorité, revendiquer la qualité de sujet ottoman.'

I suppose that this benefit accorded to the child of parents étrangers' is equally, and, indeed, especially meant for children of no nationality. But there is a further question (or puzzle) to be resolved: When does the term of three years begin? When does a heimatslos' (ǎoλis) come of age? I suppose the question must be-so far as Turkish authorities will have to decide-resolved according to the Turkish law of majority, and so the child in question will, when sixteen years old, be entitled to put forward his claim of Turkish citizenship.

[In case he does this at the Turkish Consulate in Paris, what will French authority have to say to it?]

Dr. Felix Lieberles, also of Vienna, writes :—

If, after the Treaty of Cession, by which the Philippine Islands were given over to the United States, the Filipinos were neither allowed to remain Spanish subjects, nor the United States citizenship conferred upon them, this state of things is against the Law of Nations, which requires that in cases of occupation as a consequence of war an option shall be given to the conquered people between the former nationality and the nationality of the conqueror. If Spain did not, by the treaty or a subsequent Spanish statute, deprive the Filipinos of the Spanish allegiance, this unlawful state of things must be disregarded by the judges of any other jurisdiction outside the United States. The child in question is therefore, in my opinion, a Spanish subject.

[Assuming that no contrary authority can be found in the books, what is the probability that any Court would at this day follow Dr. Lieberles' opinion in practice? There are many ways of evading inconvenient points. According to Hall, International Law, 5th ed., p. 572, it is only a matter of modern usage to insert an option clause in the treaty of cession. But I incline to think that a person under the protection of the United States is a subject of the United States for international purposes, the extent of his civil and political rights being a domestic matter with which foreign jurisdictions are not concerned.-F. P.]

We have received the report of the third annual meeting of the American Association of Law Libraries, which we have not space to publish in full. The meeting was held at Lake Minnetonka, Minnesota, June 22-24, 1908, with a post-conference session in the State Library at St. Paul on the 26th and 27th. There were fortyseven persons present at the several sessions, all, with the exception

of a few, being members of the Association. The proceedings will be published, together with the papers read, in the 'Index to Legal Periodicals and Law Library Journal,' the official organ of the Association.

The most important items of business transacted were those connected with the Index' above mentioned. From comments at the meeting by members from different parts of the country, it would seem that the first number of the Index had met with very general commendation. The criticisms were numerous but of a friendly character. The managing editor, Mr. Frederick W. Schenk, reported that the co-operative method of indexing was not satisfactory, and it was decided to abandon that method as soon as possible, probably after the publication of the third number. It was decided further to issue the second number during July and to have it index the chief legal periodicals of the United States, England, Canada and Australia issued during the first six months of the year; the third number in October, and to include therein. indexing material for July, August and September; the fourth number in January, 1909, and to cumulate therein the indexing for the entire year.

At the post-conference sessions held in St. Paul at the State Library, matters pertaining to the Index were discussed in detail, and certain indexing was completed which the editor in chief had been unable to finish by the co-operative method.

The American Law Review for May-June, 1908, contains a very curious article on 'The Pārājikas' (i. e. sins entailing excommunication, also the written commentaries on the definition of such sins) in Buddhist spiritual law. The contents of the books in question include, as might be expected, interpolations of many dates, but the learned author, Mr. Edward P. Buffet of New Jersey, who seems to be a competent Pāli scholar, thinks that in the main they go back to the fifth century B.C. As might also be expected, these Buddhist canons cover a great deal of what in the West is left to the civil law; thus we have an elaborate doctrine of theft presenting remarkable analogies and contrasts to the Common Law. Nota that a too exciting sermon may be an assault; this accords with some English mediaeval opinion, but not with the modern law, see The Circuiteers,' L. Q. R. i. 232.

The number of the Journal of the Society of Comparative Legislation published last month (vol. ix. pt. 1, N.S.) contains (inter alia) an address on the Society's work and prospects by Sir Courtenay