notice in writing of such deed and of their claim to be the proprietors of such shares. 11. On the 19th of March, 1861, David Carter executed an assignment of all his personal estate for the equal benefit of his creditors, the plaintiffs being the trustees under that deed. No particulars of David Carter's property were given; nor were the gas shares mentioned in the deed. 12. On the 17th of April, 1861, the plaintiffs, by their solicitor, gave a notice in writing of their assignment to Sykes, as secretary, on behalf of the Gas Company; and, when Sykes, the secretary, communicated the notice to the directors, he at the same time informed them of the conversation which he had had with David Carter on the 18th of March, 1861. 13. It was proved that the four certificates had been demanded on behalf of the plaintiffs from the defendant, who thereupon replied that he would give them up on payment of the money due from David Carter to him. 14. The action was brought to recover the value of the shares. 15. For the plaintiffs, it was contended that the defendant must produce the memorandum of deposit, or fail in his defence. 16. It was further contended there could not be an equitable mortgage of shares in this Company created by a mere deposit of share certificates; but that, if there could, it was necessary that notice should be given to the directors for completing such equitable *mort*217] gage, inasmuch as shares were choses in action, the transfer of which ought to be followed by notice, and it was a question whether a mere deposit of share certificates without notice could be allowed to prevail as against an assignment by deed for the equal benefit of creditors completed by proper notice thereof in writing to the Company. 17. The cases of Ex parte Littledale, in re Pearse, 24 Law J., Bankruptcy, 9, and Ex parte Boulton, in re Sketchley, 26 Law J., ruptcy, 45, were cited. Bank 18. For the defence, it was contended that the shares were titledeeds, and that notice to the directors was not necessary; that Carter made the deposit, and was himself bound by it; that the plaintiffs, as assignees of Carter under the deed of assignment, were only entitled to such interest as he had in his personal estate before the execution of that deed; and that, if an equitable mortgage of shares or certificates could not be granted without notice, such notice had been given to the Company in the conversation which took place between Carter and Sykes on the day before the date and execution of the assignment, and therefore this was a good equitable mortgage, with notice. 19. After the case had been fully heard, the Judge asked the defendant's attorney whether he had completed his case, and, on being answered in the affirmative, said, "Then I think there is no case. You have not put in the agreement of deposit, or proved that the defendant ever gave notice to the Company of his alleged equitable mortgage." At this point of the judgment, the defendant's attorney interposed, and said he could not put in the agreement of deposit, because it was not stamped: and the Judge proceeded to state that he was of opinion that certificates were not title-deeds, and it was very doubtful whether any equitable mortgage could be created by the deposit of *share certificates; and, if it were possible, it would at least require notice of the transaction to be given to the [*218 Company, which had not been given in this case; that the friendly and casual conversation by Carter with Sykes, the secretary of the Gas Company, in Sykes's house, was not in his opinion notice to the Company; that, as Carter was in the books of the Company the only party entitled to the certificates, his trustees were now the parties properly entitled to them; and that he should, therefore, give judgment for 261., the value of the shares. Against this decision the defendant appealed, the grounds of appeal being, "1. That the deposit of the certificates with the defendant as security for money lent by him to David Carter entitled him to hold the certificates as against the plaintiffs, even though no notice of the deposit had been given to the Gas Company, and that the determination of the Court that such deposit without notice thereof to the said Company did not entitle the defendant so to hold the certificates, was. erroneous in point of law: "2. That the defendant, by virtue of the deposit, even without notice thereof to the Gas Company, had a good equitable title to the shares to which the certificates related, and was entitled to have the said shares transferred into his own name in preference to the plaintiffs who claimed under a deed of assignment made subsequently to such deposit, and that the determination of the Court that the plaintiffs were entitled to the shares was erroneous in point of law, and,. even if correct, this would not entitle the plaintiffs to the certificates as against the defendant who had a good lien or security thereon by virtue of the deposit thereof by David Carter before the assignment to the plaintiffs: 3. That the determination of the Court that the certificates were not title-deeds, and that therefore there could not be an [*219 equitable deposit of them without notice, was erroneous in point of law. "4. That the determination of the Court that sufficient notice of the deposit had not been given to the Gas Company, even if such notice was necessary, was erroneous in point of law." Kemplay, for the appellant.-The question of notice cannot arise. The title of the plaintiffs, who were mere assignees at common law, cannot prevail against the prior right of the defendant. [The Court called upon Mellish, Q. C., for the respondents.-The question is whether the legal property in the paper did not pass to the respondents by the assignment of the 19th of March, 1861. The appellant ought to have produced the agreement under which he claimed to hold the shares. ERLE, C. J.-The appellant is entitled to judgment. He clearly was not guilty of a wrongful conversion of the shares, seeing that they were deposited with him as security for a debt. Whether the deposit amounted to a transfer of the property or not, it is quite clear that Carter, the debtor, could not have maintained trover against the appellant to recover them back: and, if not, neither could the now C. B. N. S., VOL. XII.-10 respondents. The appellant is entitled to judgment, and to the costs of the appeal. The rest of the Court concurring, Judgment for the appellant, with costs. *220] *THE QUEEN v. THE OFFICIAL PRINCIPAL OF THE CONSISTORY COURT OF LONDON. Ex parte BEALL. In a district constituted under provisions of the Church Building Act, 58 G. 3, c. 45, and assigned to a church built under that Act, it is competent to the church-wardens and inhabitants to make a rate not merely for the repair of the edifice, but also for the expenses necessary for the performance of Divine service therein. COLLIER, Q. C. (with whom was Tayler), moved for a rule calling upon the official principal of the Consistory Court of London to show cause why a writ of prohibition should not issue, to prohibit him from further proceeding in a suit in the said Court instituted by M. W. Adams and B. Parsey, churchwardens of the district church of St. Bartholomew, Sydenham, in the county of Kent, against Richard Beall, for subtraction of church-rates. It appeared from the affidavit upon which the motion was founded, that Richard Beall was an inhabitant ratepayer of that part of the parish of Lewisham which forms the district parish of St. Bartholomew, Sydenham; that a vestry of the inhabitants of the parish of Lewisham residing in the said district parish was held on the 14th of June, 1860, at which the churchwardens produced an estimate of the expenditure of the said churchwardens from Easter, 1860, to Easter, 1861; and that a rate was then made, the heading of which was as follows: 'District parish of St. Bartholomew, Sydenham, Kent. "We, the church wardens and other parishioners of the district parish of St. Bartholomew, Sydenham, in the county of Kent and diocese of London, whose names are hereunto subscribed, do, at this our vestry meeting for that purpose assembled, rate and tax all and every the inhabitants and parishioners of the district parish aforesaid hereafter named, at the sum of 2d. in the pound upon the several assessments hereinafter set forth, for and towards the repairs of the said district *parish church of St. Bartholomew, Sydenham, in *221] the said county of Kent, for the present year. As witness our hands," &c. [Signed by the perpetual curate, the churchwardens, and some other parishioners.] Then followed the usual form of rate and assessment, and then the following note: "At a vestry meeting this day held and convened by due notice, we whose names are hereunto subscribed, inhabitants of the district parish of St. Bartholomew, Sydenham, in the county of Kent, do agree to the before-written church-rate or assessment. As witness our hands, this 15th day of June, 1860." [Signed as before.] In this rate, the said Richard Beall was assessed in the sum of 17. 2s. 6d.; and, as he refused to pay, a summons was taken out against him before certain justices of the peace. He appeared on the summons, but disputed the validity of the rate, and thereupon a suit was commenced against him in the Consistory Court. The first two articles of the libel were as follows: "1st. That in the year 1855, a portion of the parish of Lewisham, in the county of Kent and diocese of London, was, by an order of Her Majesty in council, bearing date the 8th day of February, 1855, made in pursuance of an Act of Parliament passed in the 58th year of the reign of His Majesty King George the Third, intituled 'An Act for building and promoting the building of additional churches in populous parishes,' and in pursuance of all other powers in such behalf contained in the Church Building Acts, formed into a district parish for ecclesiastical purposes, and the bounds and limits of such district parish were described and defined as by law directed, by the title or description of the district parish of St. Bartholomew, Sydenham; and such district parish was assigned to the consecrated church of St. Bartholomew, situate at Sydenham, in the said parish of [*222 Lewisham; that such district church thereby became by law a district church for all ecclesiastical purposes, and the persons inhabiting such district parish, under the law in that behalf made and provided, and under the authority of the said statute of the 58 G. 3, c. 45, and other statutes, liable to contribute to the repairs of the said district church of St. Bartholomew, Sydenham, and to contribute to any rate or rates made for the repairs of the same, and for the payment of the expenses necessary and legally incident to the decent celebration of Divine service therein, and to the office of churchwardens in the said district parish; and in part supply of proof of the premises party proponent craves leave to refer to the aforesaid order of Her Majesty in council, of the 8th day of February, 1855, printed in the London Gazette of the 13th of February, 1855, a copy of which will be produced, if necessary, at the hearing of this cause: and this was and is true, public, and notorious; and the party proponent alleges and propounds everything in this and the subsequent articles of this libel contained, jointly and severally: "2d. That the said churchwardens of the district parish of St. Bartholomew, Sydenham, aforesaid, had not sufficient funds in hand to effect the necessary repairs of the said district parish church, or to provide necessaries for the decent celebration of Divine service and offices therein, and for the other expenses necessary and legally incident to their office, for the then current year, wherefore they, the churchwardens aforesaid, and other the parishioners and inhabitants '(ratepayers)' of the said district parish, on the 14th day of June, in ¡ the year 1860, met together in vestry in the National School-room at Sydenham aforesaid, pursuant to notice thereof previously and duly given according to law, to make a rate, in order to raise funds [*223 for the purposes aforesaid, and which notice was in the words. following, to wit,-"District parish of St. Bartholomew, Sydenham: Notice is hereby given, that a vestry meeting will be holden in the National School-room, Sydenham, on Thursday, the 14th day of June instant, at 5 o'clock in the afternoon precisely, to make a church-rate : and notice is hereby further given, that, if a poll shall be demanded on all or any or either of the propositions, resolutions, or amendments, which may be submitted to the vestry, the vestry will be adjourned to the following day, Friday, the 15th day of June instant, at 8 o'clock in the forenoon, when the polling will commence at the place aforesaid, and continue till 6 in the evening of the same day, and the poll will then close, and the chairman will declare the result thereof. Charles English, M.A., perpetual curate; Mayow W. Adams, Benjamin Pearsey, churchwardens. June 9, 1860. And this was and is true, public, and notorious, and the party proponent alleges and propounds as before. The libel then went on to state the proceedings at the poll, the carrying of the resolution for the rate, the making of the same as before set out, and the proceedings against Richard Beall. The estimate above mentioned was as follows: "Estimate of the expenditure of the churchwardens of the district parish of St. Bartholomew, Sydenham, from Easter, 1860, to Easter, 1861: £ s. d. 52 10 0 35 0 0 25 0 0 "Organ-tuner "Clock-winder 5 0 0 500 500 15 0 0 15 0 0 300 13 11 3 "Repairs. 45 0 0 "Water and gas-rates, printing, stationery, and contin gencies. 23 0 0 242 1 3 "A rate of 2d. in the pound on 35,8127., the gross rental 298 8 8 12 13 6 57 13 6 It was contended in the Consistory Court that the rate was made for purposes other than the repairs of the church, and that therefore it was bad. The Judge, however, held that it was good. The question is, whether, in a district parish created under the first Church Building Act, 58 G. 3, c. 45, a rate being directed to be raised "for repairs of the church," is to be limited to repairs only, or may be applied to all the expenses incident to the Divine service and the office of churchwarden. The proposed rate was "for and towards the repairs of the district parish church of St. Bartholomew, Sydenham;" and out of 2377. 1s. 3d., 45l. only is applicable to the repairs of the church. Now, the rate is the creature of the statute, and can only be applicable to the purposes mentioned in the statute. The title suffi ciently expresses the object of the Act,-" for building and promoting the building of additional churches in populous parishes." The 15th |