such complaint; and if the said complaint shall be supported, the court may render judgment, that the master be discharged from the contract of service or apprenticeship, and every article thereof obligatory on him, with costs; and award execution for costs accordingly, against the parent, guardian or minor, where the minor shall engage as aforesaid for himself and any servant or apprentice whose master shall be discharged as aforesaid may be bounden out anew.

SEC. 6. No covenant of apprenticeship, entered into by any minor, his parent or guardian, for the purpose of such minor's becoming or being instructed in any trade or mystery and made to any master, the wife of such master, or to the executors, administrators or assigns of such master shall be binding on such minor, parent or guardian after the decease of the master; but on the death of such master the said contract shall be deemed void from that time; and in any such case any minor may be bounden out anew, in manner as is herein before directed.

An Act relating to Principals and Agents or Factors.

It is enacted by the General Assembly as follows:

SECTION 1. Every person in whose name any merchandize shall be shipped, shall be deemed the true owner thereof, so far as to entitle the consignee of such merchandize to a lien thereon for any money advanced, or negociable security given by such consignee to and for the use of the person in whose name such shipment shall be made; and for any money or negociable security received by the person in whose name such shipment shall have been made, to or for the use of such consignee: provided, that such consignee shall not have notice by the bill of lading or otherwise, at or before the advancing of any money or security by him, or at

or before the receiving such money or security, by the person in whose name the shipment shall have been made, that such person is not the actual and bona fide owner thereof.

SEC. 2. Any person entrusted with and in possession of any goods delivered to him for the purpose of sale, and any person entrusted with and in possession of any bill of lading, receipt or certificate of a warehouse keeper or inspector, or any warrant or order for the delivery of goods, shall be deemed and taken to be the true owner of such goods, or of the goods mentioned and described in such documents respectively, so far as to give the same validity, force and effect, to any contracts thereafter entered into by him with any person for the sale or disposition of the same, or for the deposit or pledge thereof, as a security for any money or other property advanced, or any negociable instrument or other obligation in writing given, upon the faith of such goods, or of such several documents, or either of them, as if the same contract had been so made by the bona fide owner of such goods: provided, that the person so contracted with shall not have notice, by such document or otherwise, that the person so entrusted as aforesaid is not the actual and bona fide owner.

SEC. 3. Any person who shall hereafter accept or take any such merchandize, goods or document, in deposite or pledge from any such agent as a security for any antecedent debt or demand, shall not acquire thereby or enforce any right or interest in or to such goods, merchandize or document, other than was possessed or might have been enforced by such agent, at the time of such deposite or pledge.

SEC. 4. It shall be lawful for any person to contract with any agent entrusted with goods, or to whom the same may be consigned, for the purchase of such goods, and receive the same and pay for them to such agent; and such contract and payment shall be binding and good against the owner of such goods, notwithstanding the purchaser shall have notice that the person making such contract or in whose behalf the same is made is an agent: provided, that such contract and payment be made in the usual and ordinary course of business, and that such purchaser shall not, when such contract is entered into or such payment made, have notice that such agent is not authorized to sell the said goods or to receive the said purchase money.

SEC. 5. Nothing contained in this act shall be deemed or construed to prevent the true owner of any such goods shipped, entrusted or deposited as aforesaid, from demanding and recovering the same from his factor or agent before the same

shall have been so sold, deposited or pledged, nor to prevent such owner from demanding and receiving from any such purchaser the sum agreed to be paid for the purchase of such goods, subject to any right of set-off on the part of such purchaser against such agent or factor; nor to prevent any such owner from demanding and recovering such goods from any person with whom the same may have been so deposited or pledged as a security for any money or other property advanced, or any negociable security or obligation in writing given as aforesaid, upon re-payment of such money or restoration of such other property, and satisfaction of such security or obligation in writing so advanced, together with such further sum as shall, with the amount so advanced by such depository or pawnee, be equal to the money or other property and security or obligation in writing, if any, advanced by such agent or factor to such owner, or to the amount for which such agent or factor has a lien on the same goods; nor to prevent such owner from recovering from such depository or pawnee any balance or sum of money remaining in his hands as the produce of the sale of such goods, after deducting thereout the amount of the money or other property or security in writing so advanced; and the amount so set off and retained by such purchaser or paid by such owner on redeeming such goods, or in any manner allowed by him on recovering the same or the produce of the sale thereof, shall be deemed and taken as so much paid by him to and for the use of such agent or factor.

SEC. 6. Nothing in this act shall authorize a common carrier, warehouse keeper or other person to whom merchandize or other property may be committed for transportation or storage only, to sell or pledge the same.

SEC. 7. If any such agent or factor shall deposite or pledge any goods, wares or merchandize, or any such document as is herein before mentioned, which shall have been entrusted or consigned as aforesaid to his care or management, with any person as a sucurity for any money or other property borrowed or received by such agent or factor, and shall apply or dispose of the proceeds thereof to his own use, in violation of good faith and with intent to defraud any such owner of such goods, every person so offending shall be deemed and taken to be guilty of a misdemeanor; and on conviction thereof on indictment shall be fined not exceeding one thousand dollars, or be imprisoned not exceeding five years.

It is enacted by the General Assembly, as follows:

SECTION 1. Limited partnerships for the transaction of mercantile, mechanical or manufacturing business within this state, may be formed by two or more persons upon the terms and subject to the conditions and liabilities herein prescribed; but nothing contained in this act shall authorize any such partnership for the purpose of banking or insurance.

SEC. 2. Such partnerships may consist of one or more persons who shall be called general partners, and shall be jointly and severally responsible as general partners now are by law; and of one or more persons who shall contribute to the common stock a specific sum in actual cash payment as capital, and who shall be called special partners, and shall not be personally liable for any debts of the partnership, except in the cases herein after mentioned.

SEC. 3. The persons forming any such partnership shall make and severally sign a certificate which shall set forth :

1. The name or firm under which the partnership is to be conducted.

2. The names and respective places of residence of all the general and special partners, distinguishing who are general and who are special partners.

3. The amount of capital which each special partner has contributed to the common stock.

4. The general nature of the business to be transacted. 5. The time when the partnership is to commence, and when it is to terminate.

SEC. 4. No such partnership shall be deemed to have been formed until a certificate so made and signed shall be acknowledged by all the parties before some justice of the

peace or public notary, and filed in the office of the clerk of the town in which the principal place of business of the partnership is situated, and recorded by such clerk in a book to be kept for that purpose. If the partnership shall have places of business situated in different towns, the certificate shall be filed and recorded in like manner in the office of the clerk of

every such town. And if any false statement be made in any such certificate, all the persons interested in the partnership shall be liable as general partners for all the engagements thereof.

SEC. 5. The partners shall publish a copy of the certificate for six successive weeks, immediately after the registry thereof, in at least two newspapers printed within this state; and in case such publication be not made, the partnership shall be deemed general.

SEC. 6. Upon any renewal or continuation of a limited partnership, beyond the time originally fixed for its duration, a certificate thereof shall be made, acknowledged, filed, recorded and published in the like manner as is herein provided for its original formation; otherwise the renewal or continued partnership shall be deemed a general partnership.

SEC. 7. The business of the partnership shall be conducted under a firm in which the names of the general partners only shall be inserted, without the addition of the word "company," or any other general term, and the general partners only shall transact the business; and if the name of any special partner shall be used in the firm with his consent or privity, or if he shall personally make any contract respecting the concerns of the partnership with any person except the general partners, he shall be deemed and treated as a general partner.

SEC. 8. During the continuance of any partnership under the provisions of this act, no part of the capital stock thereof shall be withdrawn, nor any division of the interest or profits be made, so as to reduce such capital stock below the sum stated in the certificate before mentioned; and if at any time during the continuance or at the termination of the partnership, the property or assets shall not be sufficient to pay the partnership debts, then the special partners shall severally be held responsible for all sums by them in any way received, withdrawn or divided, with interest thereon from the time when they were so withdrawn respectively.

SEC. 9. No general assignment by any limited partnership in case of insolvency, or where the goods and estate of the partnership are insufficient for the payment of all the debts thereof, shall be valid, unless it shall provide for a dis