Lord Buckmaster:-

The appellant in this case is the plaintiff in a suit brought against the respondents, under circumstances to which full reference is necessary; his rights depend entirely upon the fact that he is, and has throughout the whole history of these proceedings been, a shareholder in the Toronto Construction Company, Limited, one of the defendants in the suit. Between himself and the defendants G. S. Deeks, G. M. Deeks and T. R. Hinds there have been at sundry times various business arrangements and relationships outside their association in the Toronto Construction Company, Ltd.; but, except for the purpose of explaining what may have caused the conduct to which these proceedings are due, it is unnecessary to refer at length to these relationships.

The respondent, the Toronto Construction Company was formed some time in 1905; the date of its incorporation is nowhere exactly stated, nor is it material. It appears that at the date of its incorporation all the parties were in business in various parts of the Dominion of Canada and the United States of America as contractors. The two defendants — G. S. Deeks and G. M. Deeks — were in partnership, and had just completed for