LIBRARY OF THK University of California. Class Banking and Commerce A PRACTICAL TREATISE FOR BANKERS AND MEN OF BUSINESS. TOGETHER WITH THE AUTHORS EXPERIENCES OF BANKING LIFE IN ENGLAND AND CANADA DUR- ING FIFTY YEARS By GEORGE HAGUE Formerly General Manager of The Merchants Bank of Canada Experien t ia docet NEW YORK THE BANKERS PUBLISHING COMPANY fi£K£fiAL Copyright, 1908 G nfc Y^ -2- INTRODUCTION. THE following work is the reflection of a banking and commercial experience extending over more than forty years of active life in England and Canada, together with the observations gained in the supervision of the New York business of one of the larger Canadian Banks established in that centre. This treatise, it will be observed, relates not simply to banking, like the practical work of Mr. Gilbart, or the scientific treatise of a political economist like McLeod, but covers also the field of commercial and manu- facturing operations as w-ell, and discusses the causes of success, or fail- ure, in each of them. The author has taken particular pains to open up the relation of Banking to Commerce, as a handmaid and tributary to it, and this, as distinguished from other modes of employing and investing money; and has endeavored to show the danger of confounding the functions of a banker with those of a capitalist, or a Loan Comj^any, whose sphere is found in the lending of money on mortgage, or the undertaking of loans for long periods to governments or corporations. It \vas long ago observed that a large part of the art of banking con- sisted in knowing the difference between a bill of exchange and a mort- gage. Simple as this may sound, it opens up a whole world of interesting study; and to become thoroughly master of it, in its practical application, has baffled the ability of many a man otherwise eminent in the sphere of finance. And the failure to carry out this distinction in practice has involved man}' an institution of these times in financial overthrow. All this Avill be considered in the course of the work now submitted, and as the author has largely drawn from his own experience and observation, he thinks it may be well to say a few words about them. Commencing his banking career in one of the joint-stock banks of the north of England, having its centre in a large manufacturing town, with branches in the agricultural district around, the author became famil- iar with representatives of nearly every class of the producing community of England. This bank, in which he served for nearly eleven years, was founded by men of remarkable intelligence and ability, who had studied the principles on whicli banking should be conducted, and carried them into effect so judiciously, that the bank has had an uninterrupted career of prosperity since its foundation, and is still well known as one of the best-managed banks in England. In course of time, and after some years' experience in a large business iv INTRODUCTION. office, he entered the service of one of tlie chartered banks of Canada, and there, first as Branch ]\Ianager and then as Cashier (a term equiv- knt, in Canada, to general manager), he was brought into contact with the agriculturists, merchants and manufacturers of the Dominion, all which prepared him for the larger sphere to which, in the providence of God, he was afterwards called, viz., to the general managership of one of the larger banks of Canada whose business extends over nearly every district of the countrj', from the Atlantic to the Pacific. These larger banks all have offices in New York, and, in connection with the New York Agency, the author became familiar with the various classes of business carried on by foreign banks in that city. Note Circulation. While engaged in the first of these spheres of work in Canada, the Government of the day, under the guidance of its Finance Minister, en- deavored to change the basis of the note circulation. The change pro- posed was in furtherance of a certain theory of note issues, which he had adopted. The plan proposed would have met the pressing necessities of the Government at the time, but it would seriously have crippled the power of the banks to carry on the business of the agricultural districts of the country. As it was in one of these that the business of the bank he was then connected with was mainly done, he made strenuous efforts, along with others similarly situated, to induce the Government to modify its scheme, in so far as to permit the banks, under regulations, to continue to circulate their own notes. These measures compelled a closi" study of the M'hole question of note circulation, and the author was drawn into taking a prominent part in the discussions that arose respecting it. His opinions gradually took the shape of doubt as to the desirability of any Government issuing notes for circulation; all such notes, in every coun- try of the world where they were issued, even in the United States, be- ing at that time at a heavy discount. The Canadian Government, how- ever, was too strong to permit of its hands being tied in the matter, and a system of Government issues was established, under very strict regula- tions as to redemption, which has continued to work side by side with the banking issues of the country ever since. After some 3'ears, an attempt was made by the Government to assimilate the circulation of Canada to that of the United States. The bankers doing business in the agricultural districts saw, however, that such a system would be inimical to their interests and those of their cus- tomers, and in fact to the interests of the country generally. They there- fore united in an informal association, of which the author became secre- tary, to oppose the measure. The discussions that arose, and which were taken up by Boards of Trade throughout the country, were continued through several sessions of Parliament, but ultimately, under the auspices of another Finance Minister, a compromise was effected, and a measure INTRODUCTION. v ado{)ted whicli in its main features has continued to be the banking law of Canada to this day.* Bankruptcy. The manner in which debtors that arc insolvent, or supposed to be so, can settle with their creditors, is a matter of vital importance to bankers, inasmuch as a large part of their assets consists of the personal obliga- tions of persons engaged in business, some of whom from time to time may find themselves unable to discharge those obligations. At one period of the author's experience in Canada, the Bankruptcy Law was of such a nature, and so administered, as to form a positive temptation to traders in temporary embarrassment. The times that were passing over the country were such as to make trading difficult, and as one insolvency almost invariably gives rise to others, the number and amount of yearly insolvencies rose to amounts far beyond the average. It is vain to expect that at any time, even the most prosperous, trading can be conducted without insolvencies at all, but there is a law of average in this matter as in others, and the fluctua- tions of insolvencies reflect very fairly the conditions of trade at any par- ticular period. At the period spoken of insolvencies were so numerous as to become a constant source of anxiety to all the banks of the country, and the evil was being constantly aggravated by the development of a class of insolvency agents who made it their business to assist insolvents to obtain settlements under the Act; and many of whom became, almost in spite of themselves, promoters of insolvency. The Bankruptcy Act of Canada, at that time, was looked upon by most bankers as really cal- culated to promote insolvency rather than otherwise. In these circum- stances both bankers and all the large traders who gave credit to customers were quite willing to allow the act to expire, by efflux of time, and rather to endure the evils of having no bankruptcy law at all, than face the pos- » During these discussions several proposals were made by the banks to the Government with a view to further securing their note issues. Of these the most important was that all such issues should form a preferential charge upon the whole assets of the issuing bank, including the double liability of stockholders. This they contended was just and equitable, inasmuch as noteholders are in- voluntary creditors. The other proposal was that a Redemption Fund should be created by pro rata contributions from the banks, which fund, if impaired, should be made up by further contributions. Some bankers considered this fund to be unnecessary, as the privileged lien, in their opinion, would be amply sufBcient. They were willing, however, to fall in with the idea of a redemption fund, as it would make assurance doubly sure. Both these proposals were adopted by Parliament. Ex- perience, however, has demonstrated that the privileged lien was sufficient; for although there have been several bad failures since the fund was created, arising from fraud or serious mismanagement, the assets have never failed to redeem the notes with sufficient promptitude to prevent necessity for calling upon the fund. It therefore remains intact to this day. It only remains to be stated that the whole business of issuing, redeeming and destroying notes in Canada has been placed under the supervision of the Bankers' Association, which was created a Corporation for the purpose. vi INTRODUCTION. sibility of a rrcnrrcnce of the evils that had so sorely troubled them for years back. But after a time a new crop of evils sprung up, and grew to such a height and extent that wholesale traders and bankers became urgent in their demands for the passing of a new law. Men failed and gave pref- erences to relations and favored creditors to such an amount as to work Hagrant injustice to the rest of their creditors, and the law afforded no redress. Men went on trading after they were insolvent and frittered away their whole estate, while their creditors were powerless to stop them. They could thus go on buying goods while there was no prospect of pay- ing for them, and in other ways committing grievous trade wrongs, of which the ordinary law took no cognizance. The Bankers' Association, under these circumstances, had full dis- cussions of the whole matter, and considered what the provisions of an equitable law of bankruptcy should be. There was little difference of opinion upon the subject, and they arrived at conclusions which were in due time communicated to the Government of the day. The ideas em- bodied in these conclusions will be found largely reflected in the chapter on Bankruptcy. It will be observed that this work has been chiefly written from a Canadian standpoint. This was inevitable, seeing that the author drew so largely from his own experience and observation, as any author must do whose work is of a practical character. Thus Mr, Gilbart's able v.ork is written from the standpoint of I>ondon, and reflects largely a London banker's ideas on the subject. That excellent little treatise called "The Country Banker" gives the views of a banker from the country districts of England. The author, however, though writing in Canada and from that standpoint, has endeavored to avoid a narrow and partial view of both banking and commerce, and has founded his remarks on the broad principles which are common to both of them everywhere. He therefore confidently hopes that the work may be found a useful hand- book to bankers and merchants in every part of the country to which it may find its way. After a life of business activity protracted beyond the usual course of human affairs, he now, in retirement, is able to look back quietly upon the activities and conflicts of former j'cars, and can sympathize with a new generation who arc fighting their way, with varied success, through the same conditions and circumstances. He has written this work largely for their guidance; and not for theirs only, but for the guidance of their customers; for he lias stood on both sides of the counter in his time. He has felt more than once at the end of a bank year, but especially when a General Manager, as if he had just concluded a voyage round the world, and was thankful to have brought his vessel once more safe into port. INTRODUCTION. vii In these voyages (to pursue the simile) he had the opportunity of noting the shoals and quicksands that lay in the way, and of noting also the indications of the weather, so as to look out for coming storms and learn when it was necessary to take in sail, and when he might spread his sail to the breeze with safety. He thus, in course of time, accumulated a body of signs and indications of which he frequently availed himself. All this he has endeavored to embody in a readable form in this trea- tise, which he now sends forth, with the hope that it may serve for the guidance of men who are pursuing a course in which many difficulties and dangers have to be encountered, but which may be safely followed if men are only willing to learn by the experience of others, and to give close attention, hour by hour, as the mariner does to his compass, to the aspect of things around them. It is a course, in truth, in which many have been shipwrecked, but the shipwreck has generally arisen from inat- tention, from conceit, from unwillingness to take advice, and learn by the experience of those who have gone before them. Geo. Hagce. Montreal, March, IQOS. CONTENTS CHAPTER I. Page ELEMENTARY PRINCIPLES OF BANKING 1 ^ CHAPTER II. THE ELEMENTARY PRINCIPLES OF COMMERCE IN CONNEC- < TION WITH BANKING 8 CHAPTER III. FURTHER PRINCIPLES OF BANKING AND DEVELOPMENT OF PRIVATE BANKING IN ENGLAND 1^ CHAPTER IV. JOINT STOCK BANKING IN GENERAL IT CHAPTER V. THE INTERNAL ECONOMY OF A JOINT STOCK BANK 22 CHAPTER ri. DIRECTORS OF AN INCORPORATED BANK 28 CHAPTER VII. OFFICERS OF AN INCORPORATED BANK HAVING BRANCHES —THE GENERAL MANAGER 38 CHAPTER VIII. THE SUCCESSFUL MERCHANT 48 "^ CHAPTER IX. THE SUCCESSFUL MERCHANT (Continued) 55 CHAPTER X. MANUFACTURING 65 CHAPTER XI. THE SUCCESSFUL MANUFACTURER 70 CHAPTER XII. ELEMENTS OF SUCCESSFUL BANKING '» ^ CHAPTER XIII. THE BANKER'S INFORMATION AND OTHER ELEMENTS OF SUCCESS 83 CHAPTER XIV. LOANS 9» X CONTEXTS. CHAPTER XV. Page LOANS TO DEALERS I\ GRAIN AND OTHER AGRICULTURAL PRODUCE 104 CHAPTER XVI. LOANS JiO MANUFACTURERS AND IMPORTERS 113 CHAPTER XVII. LOANS TO RAILWAYS AND RAILWAY CONTRACTORS 128 CHAPTER XVIII. LOANS AND ADVANCES TO GOVERNMENTS AND MUNICIPAL CORPORATIONS 136 CHAPTER XIX. LOANS ON STOCKS AND BONDS 144 CHAPTER XX. THE DISCOUNTING OF TRADE BILLS 147 CHAPTER XXI. FOREIGN BILLS 157 CHAPTER XXII. OVERDRAFTS IN CANADA AND CASH CREDITS IN SCOTLAND 171 CHAPTER XXIII. BANK RESERVES 178 CHAPTER XXIV. BANK INVESTMENTS AS RESERVES 187 CHAPTER XXV. SECURITY AND SECURITIES IN GENERAL 101 CHAPTER XXVI. SECURITY AND SECURITIES IN GENERAL (Continued) -.'04 CHAPTER A' AT//. BANKING AND COMMERCIAL LOSSES 213 CHAPTER XXVIII. BANKINC AM) COMMERCIAL LOSSP:S (Continued) 221 CHAPTER XXIX. LOSSES IN CONNECTION WITH TIN'. I.AH'ORTING IHADE AND OTHER LINES OF BUSINESS 22S CONTEXTS. xi CHAPTER XXX. Page FRAUDS, FORGERIES AM) DEFALCATIONS 239 CHAPTER XXXI. A BANKRUPTCY LAW 251 CHAPTER XXXI 1. INSURANCE IN ITS RELATION TO BANKING 264 CHA P TE R XXXIII. THE NATIONAL BANKS OF THE UNITED STATES AND AMERI- CAN BANKING 269 CHAPTER XXXIV. VARIOUS THEORIES OF NOTE CIRCULATION 278 CHAPTER XXX v. BANKING ACT OF CANADA 290 CHAPTER XXXVI. MNANCIAL PANICS AND REVULSIONS IN ENGLAND AND THE I'NITED STATES 30-2 THE AUTHOR'S EXPERIENCES IN FIFTY YEARS OF BANKING LIFE IN ENGLAND AND CANADA,. CHAPTER I. EXPERIENCES OF BANKING LIFE IN ENGLAND 315 CHAPTER II. J^IY EXPERIENCES OF BANKING IN CANADA 327 CHAPTER III. MY EXPERIENCES AS A BRANCH MANAGER 336 CHAPTER IV. I .Vl^LlilENCES IN HEAD OFFICE MANAGEMENT IN TORONTO.. 342 CHAPTER V. NEGOTIATIONS WITH THE GOVERNMENT RESPECTING CIRCU- LATION 353 CHAPTER VI. MY EXPERIENCE AS GENERAL MANAGER IN MONTREAL INCLUDING REFERENCES TO BUSINESS IN NEW YORK, CHICAGO. .AHLAVAUKEE AND TO THE BARING CRISIS 367 A Practical Treatise on Banking and Commerce. CHAPTER I. ELEMENTARY PRINCIPLES OF BANKING. A Banker's Service to the Community — Development of Modern Banking — Employment of a Bank's Funds — Relations Between the Banker and the Merchant. EVERY man who expects to derive his subsistence from a community will find himself under obligation to render service thereto. This is a universal law of civilized life, in default of obedience to which another law will come into operation, viz., that if a man will not work, neither shall he eat.^ A Banker's Service to the Community. Service to a community is of various kinds, depending generally upon the inclination of the individual. Some men devote themselves to produc- tion in one or other of its manifold forms: a class of service that comes first in order of time in every community, but survives in the most ad- vanced stage of development. Others devote themselves to selling what others produce. Others to the work of transportation by land or water. These are all departments of what is generally known as business. They are all forms of that labor which brings profit, and are all to be found in those rudimentary stages of a community with which the people of Canada and the United States are familiar. Long before there is any requirement for the services of a person whose business it is to take care of money, and to deal in it, there has been some progress made in the clearing or preparation of land: in making roads, in building houses, and al'^o in the carrying on, in a rudimentary form, of farming, store-keeping, f ng, and other handicrafts. In addition to tliis, there generally arises 1 '^" might be supposed that the class of wealthy men, and men of leisure, who t-:-^-ually arise in a more advanced stage of society would be an exception u-'l-^r all circumstances to the above remark. But, as a matter of fact, there o.. -. but few members of this class who do not devote more or less time to gra- tuitous service for the community they live in. In England, they serve as un- paid Magistrates, Members of Parliament, and Guardians of the poor, as well as in numerous forms of benevolent activity. On this Continent, the larger part of such men devote time to church and benevolent work, sitting on numerous boards and committees, undertaking treasurerships, and various other unpaid but useful offices. In fact, if the services of our leisure class were to be estimated on a commercial basis, it would amount to a sum that would startle the most cap- tious objectors. 1 2 BANKING AND COMMERCE. the class of professional men who make or administer law, eure diseases, or care for the spiritual interests of the people. For the first few years, a very small supply of actual money suffices an infant comnnmity in the conduct of its business. Barter in various forms is the ordinary' medium of exchange. So many yards of cotton for so many bushels of wheat; so much of nets or ammunition for so many fish or skins. This and such-like modes of making exchanges serve all the practical purposes of life, and at this stage of development all wealth, roughly speaking, consists of land, houses, or goods. But as time goes on. Money in the shape of notes or coin finds its way to the community; and one man after another who prospers in his affairs comes to have more or less of it. When, from such simple rudiments as a blacksmith's smithy, a store, a grist and carding mill, and a tavern, at some crossroads of the olden time, or a railway station of the present, there has grown up an aggrega- tion of such concerns, some of them in a well-developed form; and when, all round about, the forest or prairie has been converted into productive farms, sufficient money will generally have been accumulated to give rise to the question. Who is to take care of it? The answer to this question opens up another class of service ; that, namely, rendered by a person who has for generations been known as A BANKER. This being understood, let us enquire under what conditions any man is likely to imdertake that service, and how lie is to be remunerated for it.^ Development of Modern Banking. Putting aside, at present, considerations as to the origin of corpora- tions like the Bank of England and the Bank of Scotland, it will be inter- esting to note how the simple function of taking care of the spare money of a man's neighbors, gradually assumed, one after another, the compli- cated forms of modern banking. The first "banker" (if he may be so called at this stage) is usually one of those prosperous men of business who are to be found in every com- munity, and Avhose store, warehouse, or factory is known to everybody in it. All his surroundings suggest that he is a man of means. He is also a man of reputation. He has liad money dealings with his neighbors, and all respect and trust him. Ele has money of his own, and has a strong box or chest in which to place it, as everybody knows. What more nat- ural, then, than that he shall be asked to take care of the money of his neighbors, as well as his own.^ Some of the more cautious ones will, indeed, never trust their money out of their o\vn possession. Some do not want it to be known that they have money at all. The secretive instinct prevails everywhere, and is to be found even in these days of higlily developed banking. The failure of a banking corporation or of a private banker, even now, invariably drives some people back to the rudimentary stage of taking care of their own monev. In this, however, tliey encounter another danger, viz.. that their ELEMENTARY PRINCIPLES OF BANKING. S money maj' be stolen. The majority of the people, however, in our infant communities, are willing to trust their money to the care of a wealthy neighbor. In most cases, they will expect it to be as much at their com- mand as if it was locked up in a cupboard of their own. In some cases, however, they may consent to give notice of withdrawal. Thus, at the very outset, we are confronted with two of the principles that have always governed banking operations, and which have as much force to-day as they ever had. The greatest banking corporations in the world are not exempt from enquiring as to money deposited with them, is it to be WITHDIIAWN AT CALL, Or is it TO BE SUBJECT TO NOTICE.'* The first arrangement is at the root of nearly all the multifarious forms in which banking is carried on, for, as will be subsequently shown, it involves the obligation (1) of constant attendance; (2) of keeping a sufficient stock of money on hand; and (3) having a counter, apparatus, and officers for the transaction of business. Most important of all, whilst it necessitates the keeping of a certain stock of money on hand, it governs the manner in which all the rest may he employed. The person who undertakes the safe-keeping of money and its return when called for will soon ascertain that the commodity he has undertaken to safeguard is dift'erent in kind from all other commodities. It is repre- sentative of property rather than property itself; and the obligations he enters into with regard to it are different not only in degree, but in kind, from those which persons enter into with regard to other property. If, for example, a farmer undertakes to take care of a neighbor's horse, he must return that very animal when called upon. If a wharfinger under- takes the care of a merchant's iron, flour, or cotton, he delivers back the very goods he receives. But the care of money is governed by different considerations. No man who delivers money to a banker for safe-keeping wants back the very notes or coins that he deposited. What he wants is, not the identical pieces of gold or paper, but the value of them in current money, or in some other form that ma}^ suit his convenience; for example, in a draft or bill of exchange.' The relation therefore between the depositing customer and his banker is not that of owner and bailee, but of creditor and debtor. This be- ing so, the banker is not bound to take care of his creditor's money as a wharfinger takes care of his customer's goods. But he is bound — and this 2 It was indeed once stated to me by a person acquainted with the facts, that on the occasion of the first meeting of the directors of a newly organized bank in an American city, the President, addressing his colleagues, observed that persons would no doubt shortly make their appearance to deposit money, and as it was essential that each customer's money should be on hand when wanted, it was desirable to provide a large wallet divided into compartments. In which each person's separate deposit could be placed, duly labeled. In that case, he observed, the bank would never be called on for money without being able to respond at once. The good man's care for the safety of the customer's money was commend- able, but he did not tell his colleagues how the bank was to make profits under such an arrangement. 4 RANKING AND COMMERCE. is the first simple contract of banking — to repay the amount deposited, or such part of it as may be required, at the time agreed upon, whether on demand or after notice. In the meantime, a banker has the power, and the law gives him the right, to deal with the money as if it were his own; that is, he has the power to use the money at his pleasure for the purpose of making a profit out of it. The obligation, however, to pay a depositor's money on de- mand, at the very moment it is asked, is of the most stringent nature. Universal custom insists on a rigid enforcement of it. A merchant may ask for time from his creditors; a banker never. If he is reduced to this position he must close his doors. ^ Common prudence therefore dictates to one who is undertaking the responsibilities of a banker for the first time, that he shall, at the outset, keep a considerable part of the money lodged with him in his own pos- session. As time elapses, and the conditions of the supply and demand for money gradually assume a more settled form, such a banker will come to understand what portion of his funds he must keep on hand, and what portion he can otherwise employ. The Emplovment of a Bank's Funds. But the question at once arises, in what form it may be otherwise em- ployed, consistently Avith the peculiar requirements of his business? Money may be employed in various ways to make profit, and the mode of employment will be largely influenced by the consideration whether it is a man's own, or whether he is taking care of it for another. Some modes for the employment of money have been demonstrated by experience to be suitable for a banker; others have been equally proved by experi- ence to be highly unsuitable. (1) For example, a man who has money at his command may buy productive property A^-ith it, and so obtain a reasonable return in rent. A banker, however, would soon discover this to be a very dangerous busi- ness. He might be compelled to close his doors and wind up his business although in possession of immense amounts of valuable property. (2) He can lend money on mortgage of property, and draw the inter- est. This is just as unsuitable for a banker as the other; for wherever 3 There have been, however, some curious exceptions to this. There was formerly a little bank in Prince Edward's Island, which made no scruple of telling depositors at times that they had run out of money, but would have some next week — just as a storekeeper would tell a customer that he was out of a particular pattern of print. There was, however, some excuse for this in the fact that the Island is sometimes cut off in winter from the outside world for a fort- night together. This bank has long disappeared. But it is rather odd that so recently as at the Louisville bankers' convention, a Cashier of a National bank in Georgia, with a cajiital of $25,000. should bo boasting of the arrangements under which business was done in his part of the State. Our customers, he said, are never discomposed when wo run out of money. They are always good natured with us. and willing to wait while wo get some! ELEMENTARY PRINCIPLES OP BANKING. 5 mortgages exist, they run almost invariably for long periods of time. Even if subject to gradual repayment, the periods are of slow recurrence. (3) When a community is sufficiently developed to give rise to them, money can be invested in stocks or bonds. It is open to a banker to do this, to a reasonable extent, as will be hereafter discussed under the head of investments, provided the stocks involve no liability and that both stocks and bonds are such as can be readily realized. (4) He can engage in commercial or manufacturing business. This is wholly improper for a banker under modern conditions, and the banking law of Canada very wisely prohibits it. The above are all legitimate channels of investment for a capitalist, as such. But a banker's business is governed by other considerations. It is of the very essence of a banker's business to incur liabilities. The larger a banker's liabilities are — paradoxical as it may sound — the more he has of the elements of a flourishing business. For while a wealthy mercantile house will pride itself on having no liabilities at all, the pride of a banker is in the extent to which his liabilities exceed his capital ; or, in plain terms, in the amount of his deposits and note issues. His creditors may be numbered by thousands, and the total amount he owes them may, in the aggregate, be ten times the amount of his capital or more. He, there- fore, as a simple matter of prudence, will at all times so shape his busi- ness as to be able to fulfil his daily obligations.^ But how does he accomplish this.^ In every community, where busi- ness has become developed, there will invariably be found, in addition to those who have more money than they need, another class of persons, who have less than they want. Merchants, manufacturers, miners and trans- mitters of commodities, no matter in how simple a form their business is carried on, need, as a rule, more money than they have of their own. And if there is, in that community, a person who has spare money under his control, he will certainly be interviewed by one or more of this class with proposals for the use of a portion of that money. Thus we arrive at the first rapprochement between Banking and Commerce. That bankers should listen to overtures from this class of the com- munity is natural ; and this for several reasons. Their business, in the very nature of things, is in a constant condition of flux. It is active at one period, and dull at another; largely arising from the changing seasons of the year, and therefore inevitable, and such as can be calculated on. The world's commerce is conditioned by the laws which govern its prod- ucts. These products come largely (but not wholly) in the shape of yearly harvests; some of food, some of materials for clothing, some of appliances for shelter, some of materials for producing warmth or power. 4 In the statements that joint stock banks in England arc bound to place before the public, the term for "deposits" is, "Debts due on simple contract." This legal term puzzles those who have been accustomed to the term deposits. But the phrase is strictly accurate. 6 BANKING AND COMMERCE. Stocks of great ninsnitude must be held at one period, to be succeeded by a largely diminislied volume as the consumption of the world progresses. These world-harvests, therefore, require at one time large amounts of money for the purpose of purchasing, storing and preparing them for use; conversely, an immense volume of money is set free when purchas- ing is succeeded by realization. All goods, whether material products or manufactured articles, are ultimately converted into money or book entries or paper representing money. As stocks of goods increase, the stocks of money (using that word in a broad sense) diminish, and as stocks of goods decrease, those of money increase.*^ Relations BetweeiJi the Banker and the Merchant. This being the case, it can easily be seen that the banker and the mer- chant have a natural relation to each other. The one deals with a fluctuat- ing supply of money, the other with a fluctuating quantity of goods. The banker must perforce employ his money in fluctuating transactions. The merchant desires fluctuating supplies of money to meet his require- ments. There is therefore perfect correspondence between them. ^JThe business of both is, to consider how these fluctuations are likely to operate in the spheres of their business^ /The merchant, naturally, moves first. The natural order is for the borrower to approach the lender.- (Cases, indeed, sometimes arise, in the stress of conipetition, in which the order is reversed, but the results are usually injurious to both.) (.The merchant approaches the banker, stating that the time has come for him to buy the productions of the district^ the lumberer, that he is about to send his gangs into the woods ; the fisherman, that his fleet is ready to begin operations; the manufacturer, that the year's suppl}'^ of wool, grain, iron or raw cotton is arriving. There are as numerous varieties of such applications as there are of commercial avocations; but in every one of them there is a statement of a want fi^ '^^^'^'^\ it-^Ty^waiA. oi-moneij. That want is exactly the counterpart of a want on « the part of the banker. He has money for which he wants profitable employment. Thus both are brought within the operation of that— all- embra:Tf:RNAL ECONOMY OF A JOINT STOCK BANK. 23 sure to lose money. He should liave a large development of civility; if it be not natural to him, he should cultivate it. A good teller, besides being quick and cool, will also be observant; and being so, may notice many things in his intercourse with customers and the public which are worth communicating to the manager. In a large bank a division is customarily made between the duties of those who receive money and those who pay it out. In both of these, however, the observant mind, the quick eye, and the skilful fingers are equally necessary. In the banks of the United States, the senior teller has the responsi- bility of certifying checks to be good — a difficult function to perform, as may be supposed, seeing that the teller does not keep the accounts him- self, and must trust largely to his memory. This officer in an American bank is entrusted with a certain discretion in the matter of certification. He is always a man of experience, and his position is next to that of Manager or Cashier. The Ledger Keeper. In the natural order of things, the next person with whom a bank customer has to do, is the person who keeps the ledger containing the customers' accounts. The connection between him and the teller is neces- sarily close, and it is important that the money paid in or taken out by a customer should be speedily entered, so that on a busy day of many transactions the account may be accurately stated at any hour. Otherwise, there is danger of a check being refused when there are funds to meet it, or of a check being paid after all the funds have been drawn out. The ledger keeper, like the teller, must be both accurate and quick; but above all things accurate, as a mistake in the keeping of a customer's account may lead to an actual loss of uioney, or to the closing of the account itself. And like a teller he must have a quick eye to observe, for upon him rests the responsibility of discovering forgeries. To this officer in a Canadian bank all checks are presented to be "marked good" before being paid. But there is a difference in this matter between the custom prevailing in the United States and in Canada. The ledger keeper in Canada before he marks a check good, debits the customer's accojint with it. There is thus a scientific precision about the process. In an American bank, the check is simply certified to be good without the customer's account being debited with it, a practice which seems to open the door to serious abuse. This custom is analogous to that prevailing in many English banks. It is not good in theory, but it seems to work well in practice. however, different arrangements are required from those in a Canadian bank, where customers have direct access to a ledger keeper or a discount or collection clerk. On the whole, the Canadian arrangement Is preferable, though it requires much more coolness on the part of a teller than the other. An English cashier or Scotch teller almost invariably stands at an open countar. On this side the Atlantic, he is protected by a railing. -2t BANKING AND COMMERCE. The ledger keeper, like the teller, if observant, may notice many things in the working of accounts that are worth communicating to the manager, especially symptoms of exchanging checks, or borrowing sur- reptitiously from another bank. He can also form an opinion as to whether a customer is easy financially or otherwise. The DisrouNT and Loan Department. In this important ofFce a clerk has many opportunities of displaying more than ordinary intelligence if he is possessed of it. To a discount clerk is committed the responsibility of seeing that the bills he handles are in proper legal shape. The manager considers whether or not the names on the bills are satisfactory, and if they ought to be discounted. But the discount clerk examines every bill to see that there has been no material alteration in it, that it is not dated on Sunday, that the signature and endorsement are in proper order, that it is complete, and not defec- tive. He will also notice any peculiarity in the signature or endorsement which would lead to a suspicion of fraud. A good discount clerk will notice how the account of a customer is working, whether favorably or otherwise, also whether renewals are frequent, and certain lines of paper tend to become chronic. In the case of loans he will be expected to scrutinize the security, and to see that such documents as warehouse receipts, bills of lading, policies of insurance, etc., are in proper order. Loans on bonds and stocks, where the business is large, are generally under charge of a special clerk. His duties will be very similar to those of a discount clerk. Here again an observant clerk will notice much, in the actual handling of the business, which would be of interest to a manager to know. The duties of a collection clerh are of much the same character as a discount clerk, and call for no special remark. The same may be said of the exchange clerk. He deals with foreign bills as a discount clerk does with inland ones. And while a manager determines whether the bills are to be bought or not, and fixes the rate, the exchange clerk will see whether they are drawn in accordance with law, and whether the doc- uments of security are in proper form. The Accountant. The highest officer in the ordinary working of a bank, and coming immediately next to the manager, is the accountant. He keeps himself, or causes to be kept, the important book called the general ledger in which the leading departments of the office are summarized. It is by an accurate keeping of this book that the manager is made acquainted with the amount of the deposits, discounts, and cash, day by day, together with balances due from one or to other banks or agencies. It is by information gathered from this book that he guides his course, very much as a navi- gator guides his ship. Summaries of the principal accounts are also laid THE INTERNAL ECONOMY OF A JOINT STOCK BANK. 25 before the meetings of the Board and form the foundation of statements to be made to the Government. As a matter of mere bookkeeping this ledger is not difficult to keep. But to keep it accurately is of the highest possible importance, for it is a check upon and a key to all the other books of the bank. There is another book of high importance which should be kept by the accountant, or his assistant, viz., what is generally known os the liability ledger. In this book an account is opened with every discounting or borrowing customer, which account is debited with every bill discounted, and credited with every bill paid. The account shows whether a customer is keeping within the line allotted to him by the Board, and also, what is of the highest importance, how much of each man's name (or each stock in case of stock loans) every customer has under discount. This book should be kept rather by the accountant than by the discount clerk. Its contents should be so familiar to the manager, by examanation or by summaries, that he may be said practically to know it off by heart. The accountant should always be a man who has passed through the grades and understands the work of every other clerk in the bank. He has a supervisory control of the other clerks, and is respon- sible for the discipline of the office. He is able to instruct clerks in their duties, and to advise them in case of difficulty. He naturally takes the manager's place in case of absence and is looked upon as eligible for pro- motion to a managership, should he display managing qualities when placed temporarily in charge. But here must be inserted an important proviso. It is not every good bank officer who is fit to be a manager. A man may be a first-rate teller, or even a llrst-class accountant, and vet not have the qualities that would make him a successful manager. What these qualities are will appear later on; meanwhile, the foregoing will give a general idea of the leading divisions of work in a banking office. But they are susceptible of varia- tions according to circumstances, and there must be many subdivisions, as the office increases in size. In the smaller branches, of which many exist in Great Britain and the Colonies, the whole of the above duties Avill be performed by two, three, or four men, of whom the manager is one. But as a branch, or individual bank as in the United States, increases in size, it is necessary to arrange matters so that the manager shall have less and less time occupied with the routine work of the office, so as to con- centrate his attention upon its discounts and loans and keeping a proper supply of money. Far better to have an extra clerk employed, at a cost of a few hundred dollars a year, than to allow the manager's attention to be divided from matters by which the bank may lose thousands or tens of thousands. One final remark. The various books and departments will be ar- ranged so as to check each other. Especially should the bookkeeping de- partment be a check upon the officers who handle money or its repre- sentatives. The foregoing sketch is applicable solely to the single office of a 26 BANKING AND COMMERCE. bank. The general manager's department, or, as it is sometimes called, the Head Office, calls for a different set of men altogether. The Branch Manager. The manager, as Mr. Gilbart well observes, in his practical treatise, is a banker and not a hank clerk; and there is somewhat of the same dif- ference between the tAvo as there is between a lawyer's clerk and a lawyer. The manager should be a man who understands the principles of the business, and especially the principles on which loaning and discounting should be conducted. He must have the aptitudes of a man of business; must have more or less of "savoir-faire;" must know how to talk to dif- ferent classes of people ; in fact, he should understand human nature. It is he to whom customers apply for loans, and to him they explain their position, their means, and their difficulties. He must understand enough of business to judge whether their a]iplications are reasonable or not; whether the amount is proportioned to the extent of the business ; whether the security is good ; whether the time is reasonable. And as his business proceeds, he must be able to judge whether a discount account is working properly; whether the class of bills offered is satisfactory; above all, he must have a keen eye to observe any signs o^ coming trouble, and courage to take measures accordingly. Yet he must be discreet, and not hasty in forming conclusions; otherwise, he may do serious mischief. An import- ant part of a manager's care is to see that the supply of money for his office is sufficient, so that he may meet the daily demands of customers and of other bankers through the clearing-house or in course of exchange. If he is manager of a branch, he has a head office to fall back upon for supplies, and a general manager for orders or advice. But the daily duty presses upon him of seeing that his office is properly equipped for meet- ing demands. For this reason he will notice day by day the balances at his credit in other banks or agencies. A manager will pay special attention to how his clerks per- form their duties, and "keep them up to the mark" in that respect; en- couraging or reproving as circumstances arise, or if necessary changing their positions, or recommending change. He will of course be often in communication with the accountant in regard to these matters, and will see that the accountant himself performs his duties properly.^ - A good manager will look after the past-due bills of his customers, and take them specially under his own charge. This remark applies very particularly if any of his customers become insolvent. It will be his special care to see that the most is made of the estate, and that the rights of the bank are properly guarded in the mat- 12 The manager will of course understand the work of every man in the office, and should be able to do It If necessary. It will add immensely to his influence In the office if he Is able to go to a clerk and say. "You are not doing this work properly. See now, this is the way to do it." suiting the action to the word. Clerks in such an ofl;ice will be sure to be alert, and will talk among themselves, "The manager knows all about It: it is no use making foolish excuses to him." THE INTERNAL ECONOMY OF A JOINT STOCK BANK. 27 ter of ranking npon it. If the bank of wliich he is manager has no branches, other duties will devolve upon him : such, for example, as relate to his intercourse with the directors, and also to general administration. These, however, are fully treated in the chapter relating to the depart- ment of the General IManager.^' 13 In a bank situated in the United States, nearly the whole of the foregoing will apply as a description of the work to be done and the men that have to do it. But the person entitled "Branch Manager" in the above would, in an American bank, be called Cashier, or possibly President. The only change needed, in that case, in the description of his duties, would be that Instead of having a General Manager and Head Office to refer to, he has a Board of Directors on the spot. CHAPTER VI. DIRECTORS OF AN INCORPORATED BANK. Directors — General Qualifications — Duties — The President — Committees of Directors — Local Directors. THE general framework of a joint-stock bank in Canada and in the United States, and in some resjDects also, but in a lesser degree, in Great Britain, is defined by acts of Parliament or of Congress. In Canada and the United States the law regulates the minimum of capital, the rights and functions of stockholders, and their voting power. It ordains that such banks must be governed by a Board of Directors; it regulates also the minimum amount of stock they must hold, and the minimum number of which the board shall be composed. The law gives these directors the power of appointing and dismissing officers, but it does not prescribe anything as to the duties and responsibilities of such officers. The Banking Law of Canada also limits the amount of circulating^ bills, and regulates the security under which they are issued. But it im- poses no limits on deposits, or discounts, or investments, or reserves. The principal difference between the banking law of Canada and that of Eng- land is in the restrictions that the former lays upon the manner in which banking loans shall be made, namely, forbidding absolutely any loans upon real estate, and in the imposition of elaborate rules and regulations, with penalties, with respect to loans on merchandise, all which are absolutely foreign to English and Scotch ideas of banking. But on these points^ the law of the United States agrees Avith that of Canada. Directors. All these and some other minor points being prescribed by law, it will be well to consider how such laws are, or should be, worked out in prac- tice, in order best to secure the object for which a bank is established. Proceeding upon this idea, it is evident that the first matter of con- sideration will be the composition of the board of directors. LTpon this will largely depend not only the well-being and prosperity of the bank, but the very continuity of its existence. The government of the bank is placed in their hands by law, and they are lield responsible for it by ))ublic opinion. And rightly so. What manner of man therefore sliould a director be individually.* And what sort of selection should be made with regard to the men who have to act collectively.-^ These are pertinent questions, and an endeavor will be made to answer them. When the legislature ordained that joint-stock bank? and trading DIRKCrORS OF AN INCORPORATED BANK. 2.9 ■companies should be governrd hy directors, the intention was doubtless that these should have somewhat of the i)lace of partners in a private firm. This was the theory, no doubt. But consideration will show that it cannot be strictly carried out. For the partners in a private firm, whether of bankers or traders, are men who have the sole ownership of the business, and are responsible to its creditors to the full extent of their fortune. They are, too, generally men who have a practical acquaintance with the business, most of them having been brought up to it, and gone through the grades necessary to a familiarity with its details. The heads of the trading houses of every country are generally men •of this sort, and know how to make, buy, sell, and handle the goods of their line of business. As to banking it is well known that the partners in the great private banks of England have generally had a practical training in the office, many of them having entered early and gone through the grades of each department exactly as if they were to be subordinates all their lives. But it is impossible that conditions like these should be found in a number of men selected for the board of a joint-stock bank, or of a manu- facturing company. They have not, and cannot have, the technical knowledge that partners would have. Hence they must rely much more upon the skilled and trained officers in their employ, upon whose shoulders rest the daily care and administration of the concern. In the sphere of banking such a class of officers has long existed, the necessity for them having arisen many generations ago in Scotland and the United States, and partially so in England. In manufacturing and trading corporations such matters can only be said to be in a condition of slow development. Meantime the question will arise as to what can be reasonably looked for from a body of gentlemen who are placed by law in the position of directors, but who have not practical knowledge of the business to be di- rected ? To answer this, let us first take the case of a Joint-stock Bank. When a gentleman takes his seat for the first time at the board of a "bank, and iiartieularly one with branches in various parts of the country, he will probably have jjlaced before him reports as to its general condi- tion, the amount of its deposits, its discounts, and its circulation ; also the amount of cash on hand and balances in banking centres. He will not, at first, probably understand much about the bearing of these statements, or matters submitted or referred to the board, but will learn later on. By and by, however, there will almost certainly arise matters of which he has some special knowledge. An account may be offered at one of the branches by a party in his own line of business. He then may be able to say to his fellow directors, "I know that firm. They are fairly well off now, but the head of the firm is somewhat tricky. He failed some j^ears ago, when he was in business alone, and his creditors (I was one) generally thought he look advantage of them. You had tetter be careful what you do with this application." Or, it may be, so BANKING AND COMMERCE. he can say the exact opposite of all this; viz., "That firm has not over- much capital, and they have not been long in business. But they are capable and honest: they are the kind of people that get on. Depend upon it, they won't borrow what they cannot pay. You may safely give them credit, though perhaps, not quite all they ask." Or the board m«y be discussing the case of a customer who is embarrassed, the question being whether the bank shall support him or allow him to fail. Here a director who is in wholesale trade, and has customers of his own, may give valuable advice, based on his own experience; or, it may be, valuable information as to the antecedents of the person concerned. As time goes on, the new director will acquire a knowledge of the leading customers of the bank, and their lines of discount, or their loans and the security held therefor. The knowledge that such a director acquires bv moving about in the commercial world, will be of great assistance in enabling him to form a judgment with regard to many of these accounts, and specially if the question arises of an application for a temporary advance without security. In such a case, the informa- tion possessed by a single member of the board may be of invaluable assistance to the whole, in arriving at a safe conclusion. In time a director may acquire sufficient knowledge of the theory of banking to form an opinion as to the general course of its business; namely, as to whether it is extending its discounts too widely or not; whether its loans are properly distributed; whether the reserves of the bank are sufficient and in proper shape, and other questions of general policy, which can only be properly considered by a man of experience. In the case of a director of a manufacturing company — let us say, of a large saw-milling establishment- -a director who is not a practical lumberman may form an idea as to the financial position and banking arrangements of the company, and whether they are doing too much or too little business for their capital. In time he may be able to judge whether the cutting of timber is proceeding economically, and whether the outcome of logs is sufficient for the money expended on a certain camp; whether the drive is well managed, whether the mill itself is pro- ducing all it ought to do, and of the right proportion of qualities. If a responsible foreman or manager is to be engaged, he may have special knowledge of applicants, and so on. The same principles will apply to the management of every kind of manufacturing enterprise, whether it be a cotton factory, an iron foundry, a sugar refinery, or any other of the diversified industries of the country. In all these, as well as in the sphere of banking, a body of men of business experience and general intelligence may render aid of a highly valuable character, even though they have no knowledge of the technique of the business. General Qualifications of a Bank Director. Proceeding to the general characteristics that should be sought for in the director of a bank, it may be said that: DIRECTORS OF AN INCORPORATED BANK. 31 (1) A bank director should be. in the first place, a jiian of means. The law itself prescribes this, to a certain extent, for it orders that the director must hold a certain amouirt of stock, the amount being propor- tioned to the capital of the bank. But the prescribed amount is small compared with the responsibility of the office, and it might, with ad- vantage, be largely increased, and doubled or trebled in the case of an ordinary director, and quadrupled in the case of a president. But even then a man would be thought poorly qualified to direct the affairs of a bank whose means did not extend beyond such a minimum as that. The amount of wealth implied in the term "man of means" should be such as gives a man importance and standing in the community, and causes him to be looked up to by the people generally as a man of capital and sub- stance.^* It would be well, as a rule, in selecting men of wealth for directors to give preference to such as have been the architects of their own fortune. There are exceptions to this, of course; but it will be found, as a rule, that such men know the value of money better, how it is gained, and how it is lost, what is safe and what is not. A man who has made a success of his own business is likely to be able to direct other affairs successfully. (2) A bank director should be a man of character, respected in the commimity he has lived in, with good antecedents and connections, a man of whom it could be said "that his word is his bond." He should have a character, too, for good judgment, prudence and common sense; such, for example, as would be made a trustee of an estate, or executor under a will. If he is a director in one or more trading corporations or in an insurance company, it will be all the better, as evidencing that other men think well of him and can work with him in positions of responsibilitj'. (3) A bank director should be, as a rule, a man of influence; that is, he should be able to influence others, and therefore to influence business to the bank. There are in every commercial centre men of both means and character, who are so wrapped up in their own concerns as scarcely ever to mingle with their fellows; commercial recluses in fact, who know a mere nothing of commercial affairs in general. Such men, as a rule, would make very indifferent bank directors. AVhat is wanted in a bank director, amongst other things, is the power of influencing business, and the ca- pacity for bringing good accounts to the bank. (4) It is desirable that there shall be, on a bank board, men who rep- resent and have connections in the leading lines of business in the country. The applications for loans from a bank come from men of different trades and occupations, and it is obviously useful to have, at least, one 14 In using these words it sliould be remembered, that wealth and substance are relative terms. A man is looked upon as wealthy in a village, who would by no means be considered such in a town or city. Similarly, the wealthy man of the large town or small city would be accounted nothing of in London or New York. When, therefore, it is laid down, that a bank director should be a man of means, the measure of his wealth must be estimated according to the rule of the place where the headquarters of the bank are situated. 32 BANKING AND COMMERCE. person on the board who has special knowledge of the trade carried on by the applicant. Such a one can give valuable hints to his fellow direct- ors or a manager with regard to accounts of people in that line of busi- ness: always under the condition, however, that they shall not be rivals of his own. In that case, his judgment Mould be apt to be warped. (5) A bank director should be a man who can work in harmony with others. A cross-grained and self-opinionated man, a man who considers that all wisdom is centred in himself, and cannot bear contradiction, a man who is unable to "give and take" but must have his own way in every- thing, and at all times, is not suitable for a bank director. At the same time no man sitting at a bank board should be content to be a mere dum- my, unable to give an opinion or to maintain it, giving way at the least sign of dissent, agreeing with everything and having no mind of his own about anything. A board composed of men of that kind could not direct anything. (6) A bank director should be a man who can give sufficient time to the affairs of the bank to make himself acquainted with them generally, who can attend board meetings with sufficient regularity as to make his influence felt. (7) A bank director, lastly, should be a good judge of the capacity of men, for a most important part of his duties is to make aiDpointment'' to the higher offices. A Bank Director's Duties. Such being the qualifications of a bank director, it remains to be con- sidered what may be counted as his duties, and how they should be dis- charged; in fact, what a director should do, and what he should not do. (1) It is clearly the duty of the directors to see that the officers of the bank, especially those of the higher grades, be men of proper capac- ity; also, to see that they are properly remunerated according to the gen- eral standard in such matters, and that proper provision is made for them in case of retirement in advancing years. (2) It is above all the duty and province of the directors to see that the loans, discounts, and investments of the bank are made with due cau- tion and on proper security. No attention to other departments of the business can atone for inattention to this. For in this lies the key to success or failure. It is the one thing to which all others are secondary. The directors, therefore, will see that all important transactions of that kind shall be submitted to them for consideration, saving only such small matters as may safely be left to the officers. They will also require statements to be laid before them at every meeting of all important transactions that have transpired in the interval. And to such statements they will give such attention as will enable them to have a clear appre- hension of the business the bank is doing. It has not seldom happened in the case of the failure of a bank that there were on its board of directors men of conspicuous ability in their DIRECTORS OF AN INCORPORATED BANK. 33 own line of l)usinrss; and the question was generally asked, how was it that such men could allow the bank to drift into such a position? They would never have dreamed of allowing their own business to become so involved ; how was it they allowed it in the case of a bank at whose board they legularly took their place? It is no proper answer to such criticism to plead that they were not informed of tlie transactions by which losses had been sustained ; still less that they had not time to examine state- ments put before them; least of all that they trusted all such matters to the manager. There are undoubtedly numbers of matters that must be trusted to the manager; and it cannot be pretended that a board of di- rectors shall be acquainted M'ith the multitudinous small transactions that make up so much of tlie total business of the bank. But experience shows that as a rule it is not in the smaller transactions of a bank that losses arise of sufficient amount in the aggregate to cause a bank to fail. It is invariably the case that the failure or embarrassment of a bank arises from the failure or embarrassment of a comparatively small number of its largest customers. Tlie* bank may have live thousand small customers whose transactions no board of directors can take effective cognizance of. But although there will be an average of losses from such transactions, the average will never be high enough to cause serious difficulty. But the same bank may have on its books twenty or thirty, or, in the case of a very large institution, with widespread connections, forty or fifty ac- counts of considerable magnitude. It is within such a narrow circle as this that the storms of the banking world strike. Now, it is plainly within the power of any board of directors to keep an efficient oversight over such a small number of customers as this. Amongst the circle of large customers, there will be, to a certainty, a proportion that practically do not require watching at all; firms of un- doubted strength and capital, whose accounts are so conducted as to give evidence of their soundness. But there will almost certainly be a propor- tion to which directors should give close attention; make close enquiries of the manager, and be ready to check any signs of irregularity, or what might lead to danger. It is with regard to this smaller circle that the directors should distinctly not leave everything to the manager. For if they do, they can, very fairly be held up to reprobation, if matters go wrong. With regard to these, the directors should require constant and full information. Long and voluminous lists of comparatively small transac- tions it would be impossible for them to keep track of, unless they were prepared to spend the whole of their time at the bank. But any body of directors who take their duties and responsibilities seriously can keep track of this small number of accounts within the time that directors n ay reasonably be expected to give to the business. Not that they need never extend their observations beyond this circle. A director may well, at times, extend his observations over transactions of a second and third order of magnitude and particularly those with regard to which he has 3 34. BANKING AND COMMERCE. special knowlcdfrc. And beside this duty of indindual directors it is desirable for the whole board, at times, to examine the whole business done at a certain branch, and if needful to give directions respecting it. By following this method the whole business of the bank can be brought under review at least once a year. But let it be repeated, the circle of im- portant accounts should be before the directors, not once a year, nor even once a month, but constantly. For when a large firm or trading company begins to go wrong, it is apt to go Avrong at a constantly accelerating pace. And its course may be something like that of runaway horses — rapidly getting beyond control and rusliing on to destruction. In one short month all this may develop, and if directors intermit their atten- tion to large accounts, even for this period, they may awake to find that one of them has gone wrong to such an extent that an enormous loss is staring them in the face. It was one large account, rapidly developing mischief, that ruined the Royal Bank of Liverpool. Four large accounts brought the City of Glasgow Bank to the ground. Yet the hundreds, indeed it may be said, the thousands, of its sntaller accounts, even of this bank, were on as good a footing as those of the rest of the Scotch banks. In this case, too, the course of deterioration was very rapid. The same may be said of the Western Bank of Scotland. And, referring to Cana- dian banks, one of the largest of them, the Commercial Bank of Canada, was ruined by one account, another by some six or seven, others by two or three. It would be a desirable point of administration for the directors of every bank to require to be laid on the table, at every meeting, a state- ment of all advances amounting to a certain sum and upwards, at all points; the amount of the minimum to be proportioned to the magnitude of the whole business. This should not be in too much detail, but in such a shape that it could be readily taken in and understood at a single sitting. If details are wanted in the case of any account, they could be called for and furnished by the general manager at the next sitting. It is needless to add that if the bank has large investments, such as considerable holdings of debentures and bonds, these should be examined and criticised by directors also. They generally consist of considerable sums of any one security, and may be looked over without a great expendi- ture of time.^^ 15 These observations are founded upon the theory that the board of directors should consist of men who are not only men of character and influence, but men who understand the business of the country, and also have a substantial interest in the bank. It is a fact within the author's knowledge, that in a certain great banking corporation that failed the directors collectively held no more stock than would have been considered much too small for any one of them to hold individ- ually. This was before the present Banking Act was passed. Yet the capital of this bank placed it in the front rank of the banking corporations of the country. These directors, too. consisted almost wholly of men who had no practical ac- quaintance with business. In another case of the failure of a great bank in the same part of the country, the directors were largely retired gentlemen or politicians. On one occasion when an Important business account was under discussion by the board, one of its DIRECTORS OF AN INCORPORATED BANK. 35 The President. In considering the qualifications and duties of directors, one of the most important questions is as to tlic position of the president or chair- man of the board. With regard to tliis important matter wide differences prevail in banking practice. In England and Scotland, the presiding officer is, as a rule, called not President but Chairman of the Board. He gives, as a rule, not much more time to the bank than the other directors, but is supposed as chairman to represent the bank more perfectly before the public and also to give more special study to its affairs. But he does not sign statements; and in the reports of annual meetings his name, as a rule, has no more prominence than that of other directors. In other cases, however, the chairman (or president) gives more ac- tive and personal attention to the bank than his confreres; giving more or less of daily attendance; being ready, therefore, for any consultation!) Avith the manager or for conferences with important customers. The chairman, if he continues in office, year after year, as he may do, and giving a large part of his time to the affairs of the bank, may become almost a practical banker himself, and able to exercise an intelligent and capable supervision over every department of its business. This, how- ever, presupposes that he shall be not only in daily attendance, but give as much time and attention to the bank as if he were senior partner in a firm. When a great private banking or commercial firm has assumed the form of a joint-stock company, it is natural that the late principal part- ner shall become 7iot only the chairman of the board, but exercise the functions above described. In this case, the manager or general man- ager will have less importance than in the case of a company that has been "joint-stock" from its foundation. In the United States an entirely different order of things has gradu- ally come to prevail, though it does not prevail universally even yet. But in a large majority of banks the president is a salaried officer of the insti- tution, performing the same duties as the manager or general manager of an English or Canadian bank. He is not a merchant or man of busi- ness, having a position in the community irrespective of his position in the bank, like the Chairman of an English board. He is a professional banker, and has generally passed through the grades and risen from the ranks, having been promoted, from one position to another, as other officers have been. There are both advantages and disadvantages in this method. The members, a retired admiral of the British Navy, after the matter had been dis- cussed for some time exclaimed, "Well, I can't express an opinion. I know how to sail a ship, but I'll be hanged if I know anything of such matters as this." One of the directors of this bank, almost the only commercial man amongst them, confined his attention to such small advances as his own business led him into connection with. These came to be referred to, at board meetings, as Mr. M.'s proteges. Needless to say, that the bank suffered no appreciable loss by this class of business, whilst it was overwhelmed by the losses arising out of political and other loans of great magnitude. 36 BANKING AND COMMERCE. advantages arc tliat such a ]ircsidcnt carries more weight and authority in the bank's daily administration, by reason of his being a director. The disadvantage is, that he does not move about in the commercial community and acquire information as a commercial chairman of the board would do. Tliis is a serious practical drawback. It is a disadvantage also to the man himself, that though a salaried officer, and his livelihood being de- pendent upon his continuance in office, he is subject to an annual election. There is this further to be said, that it is much more difficult for the rest of the board, in case of need, to criticise imfavorably the actions of one of their own number, than if he were simply an officer and not a director. And there is more danger, under such an arrangement, of matters being left wholly to the president and of his being allowed to administer the a.Tairs of the bank without efficient check. But some American bank presidents are men who correspond to the English chairman of a board and who have large interests outside the bank. In Canada, the position of president is somewhat midway between the English and the American position. He is always styled president, and not chairman. And he signs statements and documents, especially the annual report to the stockholders. But he is in no respect a salaried officer, but a man moving about in the community, and having interests of a business character or otherwise, apart altogether from the bank. He is always a man of position, and generally a man of wealth. Sometimes he has been the founder of the bank, and is the largest stockholder in it; naturally therefore being chosen president year after year. In this case he will have a somewhat dominating influence, overshadowing the other directors, and exercising more influence in the management than all the rest put together. This influence, moreover, is immensely increased by the fact that under the Canadian law votes at the annual meeting (when directors are elected) can be by proxy, and that it is an almost universal custom for such proxies to be given to the president. He thus carries the election of the directors in his hand. These are well aware of it, and the fact cannot but aff'ect their course of action. For the power that proxies give is no mere nominal one in practice. It has more than once happened in Canadian banking that some director, having given umbrage to the president, has found himself rejected on the day of the annual meeting, much to his surprise and annoyance, solely by the presi- dent's proxies. Such a president is apt, at times, to assume functions that properly pertain to a general manager; a condition of things that is generally detrimental to the bank's interest. There have been, however, presidents in Canada who corresponded much more closely to the American officer of that name. But these have invariably been men of exceptional ability and experience, who have been general managers, and were given the title and ]iosition of president as a matter of honor, without the smallest difference l>eing made in their duties or remuneration. DIEECTOPS OF AN INCORPORATED BANK. 31 Committees of Directors. In some banks, especially those of great majjnitude and widespread interests, it is customary for one or more committees of the board to be formed, each committee having a supervision over certain branches or of certain departments of the business. It cannot be considered a desir- able plan, as it tends to divide the interests of directors and prevent their having an intelligent comprehension of the whole. It can never be for- gotten that every director is responsible to the stockholders for every part of the bank's administration, and that it would be no proper answer for a director in case of hcav}' loss or disaster to say that it did not occur in his dep;irtment. On the other hand, a small committee consisting of — let us say — the president, the vice-president, and another member of the board, may sometimes be formed into a committee of reference. This plan, however, will only work when the members of such a committee agree to give, and do actually give, more time to the business than the rest of the board. But all such arrangements for committees are apt to work disadvantageously because of their tendency to shift responsi- bility from the general manager and to prevent his exercising the full measure of his capacity in his office. Every benefit that could reasonably be expected from such a committee would be attained by frequent meet- ings of the board, say, twice a week, and by making it the interest of directors to attend. A daily meeting, which has been practiced in some cases, is apt to degenerate into an occasion for talking politics or gossip. Local Directors. These are authorized by the Banking Act, but the law gives no power of management, and places no responsibility upon such directors, though they may be of great service in distant branches, provided they arc men who can influence business, or give useful information to the manager. The best local director to be found will sometimes be the solicitor of the bank, provided he has no other interests. CHAPTER VIL OFFICERS OF AN INCORPORATED BANK HAVING BRANCHES— THE GENERAL MANAGER. The General Manager— The Inspector — Chief Accountant — Sec- retary. THE office of general manager is the last stage in the evolution of the government of a joint-stock bank, so far as officers are concerned. The work only arises when a bank has arrived at the stage of de- velopment where the bank has many branches, each with a manager at the head of it. To supervise all these subordinate managers, to give them direc- tions from time to time, and to make all their operations harmonize with the workings of the bank as a whole under the directors, is the duty of the general manager. The title implies not merely that he has heads of de- partments under him — for that the manager of a single office has — but that he has managers under him, each of whom has the control and re- sponsibility of his own office. The position of general manager is some- what analogous to that of an admiral of a fleet, which fleet consists of a number of ships, each being under the command of a captain who is supreme in liis own sphere. The first and second officers in such a ship will take their directions from the captain, while he in turn is subject to the order of the admiral. The admiral himself is subject, as to matters of general policy, to the Government. It is the admiral, however, who is looked to to insure success in the operations of the fleet. If these opera- tions are successful the honor is his; if unsuccessful, the disgrace of fail- ure appertains to him. The analogy between this and the functions of a general manager is very close. He is a servant of a board of directors who are entrusted by law with functions of government. But for actual and effectual carrying out of these functions they are largely dependent upon the general manager. He gives them advice both as to matters of general policy and as to the details of operations. This advice they may take or refuse at their pleasure. They may modify it, suggest changes. or, if they think well, reject it. This they have the power to do. But to reject entirely the advice of a professional banker in any matter of im- portance, involves responsibility, and directors will scarcely take such a step unless for very good reasons. This, certainly, should only occur rarely in practice, for to be often rejecting the advice of a general man- ager would be a sure indication for the necessity of a change. His posi- tion with regard to the managers under him is one of undisputed author- ity. It is to him they look for direction as to the course of the business of the brancli. .\nd his orders thev must obey. Otherwise there would OFFICERS OF AN INCORPORATED BANK. r,rs bills for discount, "You give a large line of credit to such a one. Probably you suppose you have his whole ac- count. But I may tell you in confidence that you have not. He buys the same kind of goods to my knowledge, from another house, and my judg- ment is that both of you are giving him more credit than is desirable." A merchant would be foolish indeed who did not take such a hint in good part and profit by it. The conversation may take the shape of a criticism of the standing of a wholesale house. This house buvs ijoods from a manufacturer, who is 90 BANKING AND COMMERCE. wise enough to consult his banker about credits. It would suit the manu- facturer to sell the merchant a larger line of goods, but he does not know enough about him to take the risk. Here the banker may feel justified in giving his manufacturing customer tlie benefit of confidential informa- tion. In doing this he will consider well the kind of man to whom he is speaking, and M'hat use he is likely to make of the opinion expressed. Exporters are increasingly in the habit of attaching bills of lading to the bills they draw. These are commonly directed to be held until the bill of exchange is paid. But there are exceptions. It is in regard to these that a banker's information might be all important. Some mer- chants in Great Britain will not accept bills at all unless the bills of lad- ing are given up; or they may require that bills shall be surrendered to a certain amount, and in some lines of export business it is not customary to attach bills of lading at all. In such cases the exporter has to rely altogether on the standing of the foreign house; and a well-informed banker can render his customer invaluable service. The banker may pos- sibly express his opinion rather in acts than in words. He will not take the bill except with documents attached ; or, if the documents are attached, he will not consent to their being surrendered before payment. A Canadian banker will therefore take means to keep his information well up as to changes in foreign firms. In the commercial centres of Great Britain the facilities for specula- tion are so multiplied as to constitute a positive temptation. A shipowner in Liverpool may be drawn into dabbling in cotton; a Glasgow grain merchant may try his luck with iron. As to London the opportunities for speculation are infinite, and embrace everything going on in the business world. It is therefore of high importance to an exporter and a banker who deals with exporters to keep his information up to date.^" Mercantile Agencies. Mercantile agencies have been so remarkably developed during the last thirty years that they are indispensable to all who give credit, either in the shape of goods or money. The information they place at the ser- vice of their clients goes much beyond mere books of reference, and em- braces detailed reports covering all four of the points referred to in an earlier part of this treatise. Such reports, too, are often accompanied by balance-sheets, so that a banker has furnished to him what are practically a number of business histories condensed into a small compass and so methodically arranged as to be accessible with the smallest trouble. '^^ 36 See the chapter on commercial bills drawn In sterling money. 37 The records hitherto published by one credit agency in Great Britain are of exceptional value, being arranged on scientific principles, and enabling every leading circumstance affecting credit to be taken In at a glance. It is well known in banking circles that the conductors of this agency have been men of remarkable Information and sound judgment. THE BANKER'S INFORMATION. 91 A banker, however, will find it jirudent to bring a critical judgment to bear on such reports, for a mercantile agency makes mistakes, as well as its clients. It can only report what is reported to it; and its reporters, though generally well-informed men, do not, and cannot, know everything that is occurring. In examining these reports it is always im])ortant to note the differ- ■ence between facts stated and opinions expressed. With regard to the balance-slieets in such rei)orts, it should be re- membered that they arc communicated by the party himself. A banker, of course, will compare sucli balance-sheets with any that have been ren- dered to him. But these reports are not the only reports that mercantile agencies publish. An important part of their business is to collect information of the changes that occur, especially those of an unfavorable character. Thus they furnish their suj^porters with lists of suits that are taken, and what is more important, of chattel mortgages, bills of sale, judgments, execu- tions, and insolvencies. Partnerships also come within their purview; those formed or dissolved, together with information as to death of part- ners, which, of course, ends the partnership. The lists containing such information are long and the ta.sk of examining them laborious. But no "banker who does an active business with the mercantile community can afford to pass them by, or to look over them in a perfunctory manner. An omission to notice some single unfavorable particular may cost a banker or his customers thousands of dollars, especially if it relate to a foreign firm. Bankers at times ask information of one another. Formerly there -was scarcely anv other source of information available, and much correspondence was carried on between them on the subject. But time has brought new developments. Bankers do not now corres]iond as much as they once did respecting their customers, though they do occasionally compare notes in confidence. There are considerations as to such information that do not apply to any other mode of obtaining it. For example, let us suppose that a banker desires of a confrere informa- tion as to one of his customers. If the customer is in a good position and doing well, there is little difficulty in answering. But if the contrary is the case, what then.? The account of such a customer may be one that the other banker is carefully "nursing," getting increased security when- ever he can; hoping all may be well, yet being by no means sure. Is he to damage his customer's credit by telling a confrere this? If -he does, he may bring about a stoppage and ruin his customer. On the other hand, if he conceals the real position and gives a favorable opinion, he will violate the conlldence which ought always to exist between bankers. The result usually is this: As bankers never care to give an un- favorable opinion, while a favorable one may be unjust, and as the de- clining to express an opinion would be construed unfavorably, they seldom 92 BANKING AND COMMERCE. or never ask one anotlier at all, that is^ as to their own respective custom- ers. A banker in Canada who buys a large amount of bills upon houses in centres of British trade, will find it advantageous to visit such centres oc- casionally, and compare notes on the spot, with his banking correspond- ents. In so doing he will learn many things which would never be com- municated to him in writing, and which no mercantile rating Avould give him any idea of. There is this reason for taking such a course, that English bankers never commit themselves in writing except to very guarded statements. They are in the habit of stating that such and such a firm is "considered to be worth," say, a hundred pounds, or it is "good for engagements." Such reports generally fail to meet the need of the enquirer. To say that a firm in Britain is good for a few hundred pounds, when the banker on this side knows that they are making purchases amounting to many thousands, is obviously insufficient. And to say that such a one is "con- sidered" to be "good for his engagements," if the statement is taken literally, is simply to suggest that he has no capital at all. If specific information is wanted, the better course is to ask specinc- ally, giving exactly the point to be covered. When the question is put in a vague and general form, "What is tlie standing of such a one?" it will bring, as a rule, only a vague and general answer. But if the querist puts such a question as this: "Would it be safe for our customer here to ship such a firm two thousand pounds' worth of merchandise without security?" he is likely to get a much more specific answer, guarded though it may be. The last remaining source of information arises in the daily inter- course of a banker with his customers and the public. This has been re- ferred to already, but it may be desirable to observe that a banker, even while transacting routine business with customers, or mingliiig with his fellow-s in the club or elsewhere, will note anything affecting his interests; and by practice will acquire the art of doing this even when least appear- ing to do it. A casual remark dropped in conversation across the table, or a query addressed to him in a chance meeting with an acquaintance, may give to a quick intellect a clue which, if followed up, will lead to most important consequences. Almost evei-y particular in this and the preceding chapter has an ap- plication to Commerce as to Banking. The wholesale merchant with his large circle of customers is under the same pressure to keep up informa- tion as is the banker. Both mainly rely on the same sources of informa- tion and their interests, as regards information, are identical. Th.cy cover the same ground, and are subject to the same conditions. Both are dispensers of credit, the one in money, the other in goods, and the same general laws of credit are applicable to both bankers and merchants. CHAPTER XI r. LOANS. Difference Between Loans and Discounts — Loans to Various Classes — To Farmers — To Grain Merchants — Warehouse Re- ceipts of Various Kinds and the Law Relating Thereto. WHEN a banker has acquired sufficient information as to persons and securities to enable him to part witli money with reasonable assurance of its return when promised, he may enter upon that difficult field of operations which will prove either the making or the marring of him, viz., tlie conducting of Loans and Discounts. It is obvi- oush' in this department of a banker's business that the connection be- tween Banking and Commerce is most clearlj^ shown, and most constantly in operation. The public at large has to do with banking corporations OS issuers of circulating notes and receivers of deposits, but in making loans and discounting bills, banks have to do with the commercial classes almost exclusively. It is well, however, at this stage, for the sake of clearness to reiterate that the word "commerce" is used throughout this work in a broad and comjjrehensive sense. Besides the merchant, prop- erly so called, the whole class of manufacturers is included, inasmuch as they require to sell what they produce and to buy their raw material. For the same reason, the whole farming class is included; for the farmer appears on the market both as a seller and a huycr. He sells his products, and he buys his machinery and materials. Banking is distinguished from money lending in that it requires an active " ttirn-over ;" hence loans for periods of years are entirely foreign to its scope, as, also, are loans of money which, even if made to a business firm, cannot be repaid periodically out of its active operations. To loan a manufacturer money to build or equij) a mill is a violation of prudent banking, even though the security may be good. The whole operation of loaning money on security of land, buildings, ships, or mines, belongs to another category of business than banking. This has been so recognized by the Legislature of Canada in granting charters to banking ci^rpora- tions, that they are absolutely prohibited from lending money on immov- able property. This, therefore, being understood at the outset, let us enquire w^hat line of loans are called for by the operations of Commerce.^ On what ground, and with what documents of security, can a merchant or manu- facturer properly approach a banker when he desires the use of the bank's money? 93 9i BANKING AND COMMERCE. Distinction Between I-oaxs and Discounts. This question opens up a variet}' of considerations, the first of which is the distinction between loans and discounts. Though both classes naturally arise in the dealings of bankers witli corcmercial customers and both are exactly alike in that they draw money from a bank, there are fundamental differences between them in their origin, nature, and practical working. The main difference is this. When a Merchant or Manufacturer has made a sale of goods and received in return a written promise to pay for them at a definite time, he is in possession of a valuable document, which he maj^ offer to a banker for discount; that is, he will ask the banker to give him the amount promised in the document, deducting the interest thereon. T)iis deduction of in- terest beforehand is what the word "discount" means. The merchant, of course, signs his name to the document, and this signature, in law, op- erates as a guarantee of ])ayment, should the other partj' not fulfil his. promise. ^^ The banker, therefore, having a document founded on a sale of mer- chandise (for value received, as the technical expression is), has a prima facie assurance that merchandise of sufficient value to ensure payment has passed from the seller to the buyer. This transaction between the banker and his customer has a close analogy to the purchase and sale of a com- modity ; the bill being the commodity, and the net proceeds of the discount the price paid for it. And it has been contended by an able writer on banking that this is the proper mode of viewing it ; that is, as a sale nilh guarantee; and that the proper title of all such transactions in a banker's^ books and elsewhere is not "Bills Discounted," but "Bills Purchased."" This practice has been adopted by some bankers, and it has the advantage of making a clear distinction between two classes of transactions, the confounding of Avhich on this continent has worked very serious mischief. A banking loan is a different matter in several respects. To begin with, it is, as a rule, applied for at an earlier period. The customer has no promise from a buyer to offer; in fact, in many cases, he has not any salable goods in possession when he negotiates the loan. What he desires is to borrow the money in order to produce the goods ; or, in some cases to bring the goods to his warehouse. The transaction, to go to the root of it, is borrowing money, instead of selling a document. It is important to keep the distinction clear; but this is more diiHeult on this side of the Atlantic than in Great Britain, owing to the prevailing ]n-actiee of having borrowings represented by promissory notes, made in thi' same form as those given for a purchase of goods. -^^ 38 This is the usu^l course of business. But there are cases, especially in large financial centres, where a banker or bill-broker agrees to relieve the mer- chant from being so called upon. In that case, the merchant when endorsing the bill, adds the words "without recourse," meaning (and this is the legal effect of the term), that he is not to be called on for payment in case the bill is dishonored. The banker, of course, charges a higher rate for such a transaction. 3(1 The notes which represent borrowings are often treated by Canadian banks LOANS. 95 When a loan or standing credit is proposed to a banker, there arise four piactical considerations: For liow much? For how long? For what purpose wanted? On what security? The two first can be an- swered in a few words, but with regard to the two last, long explanations may be needed; and much consideration and consultation before an answer can be given. Here the difference between a loan and a discounted bill becomes very apparent; for when a trade bill is offered, three of the foregoing questions are answered by the bill itself. For it tells for how long, for how much, and on what security; and that without a word spoken by the customer who offered it. But when he desires a loan, a customer must explain himself on every one of these points, and be prepared to answer questions as to the two last. There are as many varieties of loans as there are of occupations in the district where transactions arise, and each variety has its own special con- ditions. All these may be summed up in the following classifications: 1. Loans connected with Agricultural pursuits, and with the dealing in their products. 2. Loans connected with the products of Woods and Forests. 3. Loans connected with jNLinufacturing industries, as well as min- ing, fishing, etc. 4. Loans arising out of the Importing trade; and the dealing in manufactured articles. All these are distinctly Commercial. But there are also loans to various classes of corporations, such as railways, power companies, municipalities and Governments; or, to capi- talists other than merchants, or to private individuals. Before proceeding to consider in detail the loans indicated, one general remark may be made with regard to all, viz., that everi/ legiiimate loan from a hanker will rest on a foundaiion of salable merchandise or collectible debts. Loans, credits or advances that rest on fixed property, no matter how safe they may ultimately be, are not such as a banker can properly make, or should be asked for. Even when security on real estate may lawfully be taken by a bank, as is the case in England and Scotland, it is always understood that mer- chandise must be possessed by the borrower to cover it. The property is not considered as the foundation of the loan, as is the case with a mort- In the same manner, and entered in the same books as trade bills discounted, although the transactions they represent are radically different. The practice In England and Scotland renders such confounding of loans and discounts impossible. Loans or advances are made by means of what bankers here call "overdrafts;" the balance of the current account of the customer being allowed to run on the debit side for a specified term, up to a specific amount agreed upon. Such debit balances are usually secured.* The security, however, is not given by the simple endorsement of a promissory note, but by a formal guarantee duly signed, sealed and delivered; or it may be by a mortgage of such property as the law allows to be taken as a basis for bank advances. This mode of making advances is called in Scotland the "Cash Credit" system. But the system of English banks is prac- tically the same. Both agree in establishing a distinction between money lent^ to a customer and trade bills discounted for him. 96 BANKING AND COMMERCE. gage company or capitalist, but as collateral. Tlie means of ordinary re- payment are always considered, and this must consist of merchandise. This being premised, various classes of banking loans will now be brought under review, for the purpose of pointing out the conditions whicli govern them respectively, and the proper mode of dealing with them. Loans Coxxected With Agricultural Pursuits. First amongst these come loans or advances to the cultivator of the soil, the farmer. Loans to farmers are the common staple of the business of branches of banks in rural districts, and the accusation made against chartered banks, that as a rule, they refuse to make such loans, is without foundation. But a bank cannot l)e expected to lend money to every farmer who applies for it. If a farmer wishes, as he sometimes does, to borrow money to build a new house, or to make a payment on his land, or to improve his barns and stables, still less if he wants to buy more land, he cannot be surprised if the banker refuses to lend, for none of these will furnish the means within themselves of repayment. That could only be had by forcing the guarantor, or by selling the borrower's property. Further, if the appli- cant is known to be dilatory, or unsteady, or unreliable in his representa- tions, he cannot expect a banker to part with his money in his favor, no matter how good a guarantor he offers. The fact that a farmer's land is heavily mortgaged, or that he does not own the property at all, are cir- Ciunstances very unfavorable to borrowing, but if the farmer is a man of respectable character whose promise can be relied upon, and can offer a good guarantor, he may reasonably ask for a loan from a bank for the following purposes: 1. He may require an advance for the purpose of buying seed, pre- paring his land for a crop, meeting the expenses of gathering in and harvesting, all having in view the resulting crop. 2. A farmer whose principal occupation is breeding horses, cattle or sheep may reasonably ask, and the banker may reasonably lend, as much money as will buy such stock as will, when fattened, be sold off the farm. In this case as in the former the money loaned will furnish from within itself the means of repayment. But, obviously, more care is needed for this kind of business than the other. 3. In a dairy district a farmer whose principal product is butter or cheese, or raw material for making them, will, as a rule, need to borrow less than one who has to depend on his crops, for returns of dairy prod- ucts are more rapid. But lie may reasonably ask an advance for such a moderate amount as is required to buy fodder sit certain seasons, or as is represented by the amount accumulating at his credit in the books of a cheese factory. (Care, however, is needed here, for this money is some- times not forthcoming.) But in the last two cases a banker needs to watch that his money is LOANS. 97 not used to buy stock for the working of the farm; and that cannot be sold witlioiit detriment. If he does, althougli the position is not so un- pleasant as if his money were locked up in the land, he will still have a dead loan or lock-up on his hands, and commonly require to obtain pay- ment by an unpleasant amount of ])rcssure. In all dealings with farmers the banker will need to take care that his money is not used to pay debts. Almost every farmer has other creditors. Hence it is reasonable that a farmer shall be asked to state his position, what he owes, when it is due, and whence will come the funds to pay it. In a country district a banker will naturally acquire such a knowledge of a farmer's business as will enable him to judge whether he is borrow- ing a reasonable amount, considering the size of his farm, or the extent of his dairy operations. Some bankers, whose whole experience has been with city business, have a dislike to lending money to farmers, as a slow and unprofitable style of business. But in the rural parts of Canada, and the United States, as well as in England, 'dealing with farmers has generally been found desirable and satisfactory. Loans to farmers rarely result in loss if made with any degree of prudence, and often result in borrowers be- coming stead V depositors. Passing from the farmer himself to the man who deals in his products, we are introduced to a class of loans of a more extensive character. In- deed, the operations of the men who buy the products of the farmer are so large as to have given rise to several well-marked lines of subdivision. One class confine themselves to grain, others to cheese and htitter, others to wool, others to cattle, others to hogs. The country storekeeper, indeed, may buy from the farmers about him more than one of this variety of products; but at the next move, there will be found a differentiation. The larger grain merchants buy grain and nothing else, the wool merchants wool, and so on with the rest. The dealings of each of these classes with a banker are of a character in- volving a different style of risks, and demanding a distinct line of treat- ment. The Grain Trade. The most important of these is the grain trade. This trade is one of large transactions, quick returns, considerable risk, and small average profits ; with possibilities, however, of heavy gains at one time, and heavy losses at another. It is a trade, too, in which large speculative operations are constantly going on in great centres. It af- fords fewer instances than any other of permanent prosperity, and more instances than any other of men who after a lifetime of dealings aggre- gating millions have ended their career in poverty. Yet no trade renders more valuable service to the country. The movement of crops to market sets all the wheels of commerce in motion. The men, therefore, who per- form this service are entitled to honorable recognition in the community, and to a considerate hearing from a banker when they apply for advances. P8 BANKING AND COMMERCE. But in dealing with such applications the banker will need to exercise all the faculties of judgment, caution and experience he possesses. The ac- counts of grain merchants are among the most profitable and, in many respects, the most indirectly advantageous that a bank possesses. They ran be carried on Avith much facility in Canada, owing to the admirable system of circulation the country enjoys. The turn-over is large, the re- turns rapid, and the advances give rise to numerous bills of exchange, both inland and foreign, yielding collateral profits. Yet a prudent banker will never forget that the business is accompanied with unusual risks. When, therefore, a grain merchant proposes to obtain advances, the first con- sideration will be how much capital he has of his own, and in what shape that capital exists. For the amount of such capital and the shape in which it is held furnish an exact index to the amount he may reasonably borrow. No man has the right to hold grain on borrowed money, without having his own capital as a margin against loss to the lender. How much per cent, this margin should be, will depend on the season and the state of the trade; but, obviously, the higher the price, the higher per cent, should be the margin. In such circumstances there is more room for a fall, and more chance for a holder and even the bank itself to lose. When, therefore, a banker knows with reasonable assurance what his pro- posed customer's capital is, he can calculate how much it would be rea- sonable to lend him. But this is only the first step. It would be most unwise for a banker to lend any man money to buy grain, unless the borrower had a good knowledge of the trade. Yet this is often wanting. The grain trade is the easiest of all trades for a man to venture upon. If he has a little money he can open an office anywhere and announce himself a buyer of wheat. If in the country, farmers will certainly come to him and sell for cash. If in a city he can go on Change like any other man, or employ a broker to do it, buying and selling to his heart's content, as long as he has money to put up a margin. He needs no warehouse, no store, or factory, or water power, or, in fact, anything whatever such as men need in other lines of business. This facility is the special danger of the business ; and experience proves that when a man enters upon it in this style he will, before long, be ruined. The temperament of the borrower is a matter to be considered. The grain trade is a dangerous one to a man of sanguine temperament. A man of this sort who has borrowed, let us say, $10,000, from a bank, may, instead of buying that amount of wheat, be drawn into putting up the money as a margin for his share in some deal or "corner." This has happened, as will be seen in a subsequent chapter. The risk of $10,000 worth of wheat he could legitimately carry; but the risk of ten or twenty times as much would plunge him far out of his depth. Even if he avoids speculation, a sanguine man is apt to persist in hold- ing for a rise when he ought to sell, and pay off his advances. To a b'lnker's remonstances, such a man always has a plausible theory, which LOANS. 99 to him is a demonstration, why prices must inevitably advance. He tnerefore holds on until a loss is incurred sufficient to ruin him. An ex- ample of this is also given. It may indeed be laid down as an axiom that none but a cautious man is fit for the grain trade. He should also be a man of moderate ideas, and willing to sell when a sound profit can be made. One of the few survivors of the heavy grain dealers of former years, in this country, has attributed his being able to stand while others were falling to the fact he was always willing for some other person to take the last cent of profit. Another important point, but one often lost sight of, is that a grain merchant needs to have a certain line of customers; exactly as a dry goods mcrcliant has. The man who buys grain in the market for all the world in general, so to speak, without any idea who is going to buy from him, is one of those whose mercantile course is generally short. Such buying does not deserve the name of trade. It is simply speculation. All suc- cessful grain merchants buy with a definite purpose in view. They have a connection, at home or abroad. They know that certain varieties are wanted by certain people, or in certain markets. Commonly, or frequent- ly, they have orders from millers or distant merchants. Millers who are perfectly good, but whose operations are not large enough to go into a wide market themselves. These are legitimate customers. So are the merchants of foreign cities like Liverpool, London, Glasgow or Antwerp, who maintain a constant correspondence with Canada indicating their particular wants, and not seldom making firm offers to buy. These are all legitimate forms of outlet to a grain merchant on this side the Atlantic. But the man who buys without any specific purpose, and sends his stock to a foreign market on consignment, trusting to the mere chances of the market, and having no idea who will be the real buyer of his stock, is pursuing a road which sooner or later leads to ruin. Of this also a con- spicuous example is given in a subsequent chapter. Loans on Warehouse Receipts. The amount of a reasonable credit to a grain merchant has already been discussed. It remains now to consider the important question of Security. Except for such moderate amounts as may be advanced to the grain dealer of a small village — generally the storekeeper — the time when per- sonal guarantors or endorsers were commonly offered has long passed by. The amounts are too large for such a form of security to be taken. But as there was necessity for the trade to be carried on, and an almost uni- versal necessity for bank advances to do it, special forms of legislation were devised by which the grain itself could be pledged as security. The ordinary chattel mortgage was seen to be ineffectual, as too slow in opera- tion, and too formal in character for so quick-moving a trade. A special style of pledge was therefore legalized, giving the same rights and pow- ers as a mortgage, yet of so simple a character that men of business could 100 BANKING AND COMMERCE. use il without the intervention of a lawyer. This special style of pledge was a warehouse receipt, and was so framed as to give the bank advanc- ing upon it. in theory at least, the same power over the commodity as if he had it locked up in a warehouse of his own, always supposing the document to be genuine. The idea of such security has been developed as circumstances arose by amending and enlarging enactments, some of them anything but rea- sonable, but in its original and natural form the document was an acknowl- edgment bv the keeper of a warehouse that he had so many bushels of grain in his possession, which he would deliver to the owner when called for, or to his order. Such receipts were natural as between the owner of grain and the owner of the warehouse, and were in use long before there Avas any special legislation about them. The legislation was to en- able the owner of grain to make a legal transfer to a bank, not of the document merely, but of title to the grain itself, so that a banker would become as much the OAvner of the grain as if he had bought it ; with, how- ever, two important limitations. The banker was debarred from selling the property without giving ample notice and could of course only sell what would cover his advance. Both were most reasonable. But, on the other hand, the banker's right to the grain, after making an advance upon it, was made absolute as against the claim of any other creditor, even of the party who had sold the grain, in case he had not been paid for it. This provision was absolutely necessary to the safety of loans made on the security of such property, and the whole trading community have acqui- esced in them as being for their advantage. For they well know that the more perfect the security, the more easy it is to obtain advances on it, and, other things being equal, the more moderate the rate of interest. The law contained another provision of a perfectly equitable nature, viz., that the document could only carry such powers when it had been lodged at the time the advance was made. It was seen to be unreasonable that a man should be able to pledge grain to a banker as security for an old debt, and that such banker should have a preference even over an unpaid vendor.*'* The law intended that the loan secured by the pledge should always be connected with the pledge itself. But as time went on, and circumstances transpired, two amendments were made. The most important of these was that a man might pledge grain (and other specified agricultural ])roducts) when stored in his own warehouse; and tliat this pledge, when properly transferred, should give a banker the same rights as the receipt of a warehouse keeper would give. This was to meet the case of grain buyers in towns and villages, where no public warehouses exist, and M-hose purchases were therefore stored in warehouses or sheds of their own. It had reference also to the dealers in 40 There is, however, nothing to prevent a borrower from giving a warehouse receipt to a bank as security for an antecedent debt if he pleases. But in that case the document will give the bank no right to hold the grain as against other creditors. The banker can only take the receipt for what it Is worth. LOANS. 101 other agricultural products, such as cheese and pork, who, even in large cities, almost universally store their goods in warehouses which they either own or lease. The other amendment was intended to obviate the difliculty experienced by dealers of small capital in comjilying with the clause tliat a warehouse receipt to be elFeetual must be lodged at the time of the advance. The dealer in this case must have bought and ware- housed tlie grain before getting an advance upon it. But many dealers had not capital enough to do this, or had their capital in other forms thaii monev. They required money at the very outset, especially when deliv- eries were active and heavy. l<\irmerly such men would get these pre- liminary advances on the security of an endorser ; but as this became neces- sarily difficult, the law was amended so as to allow a warehouse receipt to be a valid security even if lodged after the advance was made. But only with the proviso that the horrouer must, at the time of getting the ad- vance, have given a written prornise to lodge the warehouse receipt in question. The law thus carried out its original intention to make a dis- tinct connection between the advance and the security. These amendments were all intended to facilitate borrowing by grain dealers (and dealers in other products of the farm) by enlarging the power to create warehouse receipts and use them as security. But bank- ers have long ago found out that though the amendments enlarged the powers of borrower and lender, they were far from enlarging the secur- ity in the same proportion. For the difl'erence in the security afforded by a receii^t given by a warehouseman for property stored with him by another, and the pledge of a man who has stored goods in his own warehouse is almost inconceiv- able. In the one case, the banker has the written assurance of a per- fectly independent party, that the grain exists, that he has got it for safe keeping, and that he will not part with it except on the return of the document. In the other ease, there is no independent person to give the assurance. But this is the feature that gives its peculiar value to such a documenl. Take this away and the banker has absolutely nothing but the honor of the borrower to fall back upon, guarded of course by the same penalties as are applicable to the man who holds the property of another. There is as much difi'creiiee, therefore, in jioint of real security be- tween an independent warehouse receipt and a man's own pledge, as there is between a man's own ])romissory note, and a good trade bill. Yet such pledges have their value. If the grain exists, a pledge will hold it against creditors ; though it is always in the owner's power to remove it. And as to whether the pledged grain exists, there is the point that to write out a pledge for grain that does not exist is so deliberate a fraud that it is perhaps as rare as forgery. The same lack of real security (though there is an appearance of it") is found in the taking of a written promise to lodge a warehouse receipt. The only value it has is, that, if when a warehouse receipt comes to bo 102 BANKING AND COMMERCE. pledged, that receipt will hold the grain although the advance was not made simultaneously with its delivery. ^Iemor.vxd\ ox Warehouse Receipts — Being Extracts From an Address on Own Receipts and Pledges, to the Stockholders OF THE MeP.CHANTs' BaNK OF CaNADA. "As the productions of the country became more and more diversified, it was important to grant facilities for enabling banks to lend money to purchase them. So from time to time, the scope of the act, i. e., The Warehouse Act, was enlarged. And the intention of the Legislature in these successive enlargements is clearly shown by the title of one of the acts. It was called 'an act granting additional facilities in commercial transactions.' a very proper title, too. So when hogs became an important farm product, pork was included; then hides and wool, then, as maltsters and distillers were large pur- chasers of farm products, maltsters and distillers were included. Finally, the matter was summed up in general terms of the products of agricul- ture, the forest, the mine, the sea, lakes and rivers, together with live and dead stock, in addition to which manufacturers were allowed to borrow on pledge of goods of their own manufacture, or raw material therefor. Down to the very last revision of the Warehousing Act, the great object was kept in view of affording facilities for obtaining money on goods, wares and merchandise: without which the true value of all our products would never be obtained, and the wheels of commerce and indus- try stand still. The men who sat on the various Parliamentary committees on this subject were nearly all men of business, who had a practical acquaint- ance with the needs of the country. They knew the vital importance of affording banking facilities to the dealers in the country's products, and from time to time, as the act was reconsidered, they kept this object stead- ily in view. Yet they showed their wisdom in the safeguards with which they surrounded the business, and particularly witli regard to the right of an unpaid vendor. And to show how equitably the matter is worked, though transactions of this kind have amounted to millions every year, and to hundreds of millions in all, the claims that have been made bv unpaid vendors have amounted to an infinitesimal fraction. But now a mode of looking at this class of business has arisen (through decisions of judges) which will, if carried on, go largely to defeat the object intended by the Legislature. This is founded on what I must consider to be an extraordinary misconception. It has l)een as- serted in various quarters that the general principle of legislation is that banks shall not make advances on goods, wares and mercliandise, and that the cases in which it can be done must be taken as exeej^tions to a general rule. This idea is not only contrary to the fundamental rules of all banking, but to the spirit and intention of all tjie foregoing legisla- LOANS. 10:5 tion. To legislate that banks shall not make advances on goods, wares and merchandise as a general rule, -would be equivalent to a legislation that a saw miller shall not manufacture lumber as a rule, or that a dry goods merchant shall not, as a rule, sell cotton, or that a farmer, as a rule, shall not grow wheat. The very essence of the business of a banker is to advance on goods, wares and merchandise, either in the shape of discounting bills repre- senting goods sold, or making loans to enable goods to be purchased or held. And the whole object of the Warehouse Receipt legislation is to enable such advances to be got at the cheapest rate by basing them on actual merchandise. The restrictive clause of the Act is, that advances on goods shall not be made except as provided by the Act. But the Act itself opens the door to a wide enough range of transactions, and the limitation plainly means that banks shall not lend on goods as a pawn- broker does, or keep warehouses to store them in as the Bank of Germany does, and also that a storekeeper or a dry goods merchant who buys goods on credit shall not have the power of pledging them for bank advances. It is true that the Act gives the lender of the money, when he advances on goods, a right to them, even over an unpaid vendor — a very strong pro- vision, and showing how strong was the desire of Parliament to facilitate loans on merchandise. But it is safeguarded by restricting the opera- tion of the Act to cases in which, as a rule, there is no unpaid vendor. Any other limitation, I venture to think, should always be interpreted reasonably and liberally, and with due regard to the great object intended to be accomplished by the Legislature, and to the vast importance of such advances to the country at large in its increasing development. An Act of Parliament, as we know, may be variously interpreted; in fact, it is impossible to frame clauses that are not susceptible of divers interpretations. Lf such interpretations are of a nature to hamper and embarrass banks in assisting merchants to handle the products of the country, they cannot be for the good of the community, but very much to its detriment." CHAPTER XV. LOANS TO DEALERS IN GRAIN AND OTHER AGRICULTURAL PRODUCE.— Continued. Difference in Warehouse Receipts — Cheese and Butter — Advances FOR Dealing in Cattle — Pork — Hides — Wool and Hay. "I3 URSUIXG the subject of independent warehouse receipts, it may -i- be noted that they are by no means all equal in quality. If given by a private individual, a banker needs to make enquiry as to his reliability before advancing money on his receipts, for sometimes the relations between a warehouseman or wharfinger and the borrower of money are closer than is desirable. Without any intention to defraud, a warehouseman has sometimes been induced to give a receipt for goods before he has obtained them, trusting to his customer sending them on. There is a particular temptation to do this in these days of exceptionally heavy deliveries, which are common in the grain trade. Such cases are, of course, rare, and every warehouse knows it to be a dangerous business. The receipts of a railway corporation or a city warehousing company are the most reliable a banker can have. This is especially the case when a banker is making advances in the grain centres of the United States. In Chicago and Minneapolis the system by which warehouse receipts are registered and checked renders them exceptionally valuable as a security. Error or fraud are practically impossible in connection with them.^^ When a borrower can present documents of this kind, insurance in all cases being effected in favor of the bank, advances may be safely made to a far greater extent than when they are secured by guarantee or by a dealer's own pledge. In all such cases a margin is required and given,^ and if the margin is well looked after, loss is practically impossible, so long as the grain is in the warehouse. There is, however, a danger which arises out of the necessity for parting with the receipt when the time comes for grain to be delivered. It is practically impossible for the ordinary dealer to pay for the grain before it is delivered, yet witliout possession of the receipt the warehouse company will not allow it to be moved. The bank cannot attend to this matter of shipment; none but the owner can do it, but to do it he must 41 But Canadian bankers who have, during some years, advanced money to grain merchants in Duluth and Minneapolis have learned by experience how much difference in quality there is between receipts technically known as termi- nals; that is, those given by the great warehouses at the terminal of a railroad, and those given by small country elevators situated along the line. The former have invariably proved satisfactory. The grain never failed of delivery. But the latter were not seldom the occasion of long correspondence, disputes, lawsuits, and injunctions— which lasted for months before final settlement was reached. 104 LOANS TO DEALERS IN GRAIN. 105 have the warehouse receipt in his possession. The necessity of the case has given rise to the standing? custom in such cases of delivering the document to the borrower, he giving the banker a formal pledge by which the shipper is constituted a bailee of the property for the purjjose of sliip- ment or sale^ and under which he undertakes to account for the proceeds if sold, or to bring back a bill of excliange if shipped. A breach of this engagement renders the party liable to prosecution for fraud. In an active shipping season the amount of grain in transit in this shape, owned by a single firm at a particular time, is often very large, involving large sums of money for which the banker during a short time has no security but the borrower's pledges. The amount of these in Chicago during any grain season runs up into millions, yet it is a fact that failures to meet the engagement of a bailee have scarcely ever been known, even in such a vortex of speculation as Chicago. The experience of other grain centres has not been materially different. Yet it is natural for bankers who have large grain accounts, involving the necessity of temporarily parting with security, to feel anxiety when many sales are being effected at the same time, and large amounts are afloat on the mere honor of borrowers. These are times that press strenuously on a banker's attention the importance of having honor- able men as borrowers, even if at the outset all transactions rest on undoubted security. When the borrower brings a Bill of lading, or Railway receipt, for the goods he is shipping, he almost invariably draws a draft against them. The bill of lading being attached to the draft, gives to the banker dis- counting it the same rights and powers over the property that the ware- house receipt does. And practically most of the risk of the transaction is then at an end, except in certain cases that arise in foreign ports. These matters, however, are dealt with under the head of foreign bills. Owing to the closing up of navigation, on the lakes and canals of Canada and the Northern States, it is sometimes necessary to hold grain for many months in warehouse. To send it by rail would be altogether too costly. It would destroy tlie profit of the dealer, unless there had been a large advance in the price. Tliese long periods of holding grain are not without anxiety to bankers wlio have made advances on it, for the holder may be at the mercy of the market for a long period, during which neither he, nor any other person, can move the grain. In former days great losses have resulted to merchants from this circumstance, and not a few have been ruined altogetlier with considerable loss to their bankers. Now, however, the system of dealing in "futures" and "options" has be- come so perfected that it is possible for a holder of grain, who is com- pelled to carry it for a considerable season, to guard himself from loss. And thus the very speculation in grain, which, under one aspect, is in a high degree baneful, becomes in another aspect the means of guarding an ordinary trader from risk. Of course, such contracts for future delivery are liable to fail in execution, in case misfortune overtakes one of the J 06 BANKING AND COMMERCE. contracting parties, or, in case he becomes involved in the vast operations of one of those speculative "corners" that loom up now and then in the trade. But the risk of this is small compared with the risk of long win- ter holding. On the whole, and to sum up the matter in a few words, the banker, in carrying on the account of a grain merchant, M'ill need first to be thor- oughly satisfied as to the honorable character of his customer. A failure here is sure to end in trouble sooner or later. But equally necessary it is for the dealer to be a prudent and cautious man; for the grain trade is — of all others — the most dangerous to a man of sanguine temperament. With customers of honor and prudence, whose capital is proportional to the amount of business they do, and who understand the trade, both as to the article itself and the markets for buying and selling, a banker may do business from season to season with no greater liability to loss than would be found in t]»e average of occupations. But he certainly does need to be on the watch for any symptoms of a speculative spirit in his customer, and especially of his taking money lent to him for the purchase of grain, and using it as a margin for speculative operations. The Tr.\de Bills drawn by grain dealers on correspondents are dealt with in subsequent pages. It is now necessary for other branches of the trade in farm products to be brought under review, and the first to be taken up will be: The Cheese and Butter Trade. This, as is well known, has attained verj^ large dimensions in Canada during the last quarter of a century, and the accounts of merchants in it are amongst the largest of those carried on by Canadian bankers. Yet the trade in cheese and butter is a wholly different one from the trade in grain. It is not so easy to enter upon; it demands far more special knowledge of the article, and also more intimate acquaintance Avith the markets and merchants of foreign countries. There is no speculative centre like Chicago, for this trade, and comparatively little of that buying and selling in -which tlie article is never handled at all. And though the prices fluctuate, they seldom fluctuate from anything but natural causes, such as the abundance or scarcity of grass and fodder, or the conditions of the markets of Great Britain. The trade is not in many hands; and most of those who carry it on are men of knowledge, experience and good connections abroad, !^^oreover, the small dealers in country places are seldom merchants on their own account, but act as agents for large dealers in cities. The transactions of banks through their country branches, with this class of men, are numerous, and involve little risk, owing to the fact that they are almost always in the shape of drafts from city dealers duly autliorizcd. A large part of the cheese and butter exported from Canada is purchased at first hand from farmers, creameries and cheese factories by this useful class of men. But their dealings with a banker, though numerous, and large in the aggregate, are matters which jiractically in- volve no risk. The real risk begins with advances to the cheese merchant T.OANS TO DEALERS IN GRAIN. 107 of a city. These advances, as in the case of grain, and other analogous trades, are almost invariably arranged beforehand for a whole season. In considering them a banker has to give unusual weight to the character of the borrower for honesty and reliability, seeing that it has come about, bv force of circumstances, that cheese and butter are almost invariably stored in warehouses belonging to, or leased by, the merchant. — The ordinary warehouse, or elevator, has not the appliances necessary in this climate for the safe-keeping of cheese and butter, as they are spe- cially liable to deterioration under changes of temperature; from all which it follows that much more of the security tendered in this trade is in the shape of a merchant's own receipts. When, therefore, an applica- tion is made for advances to carry on a season's trade in these articles, the banker needs, above all things, to be sure of the men he is dealing with. If the applicants be a firm, with one or more partners, the character of every partner is a matter for weighty consideration. If during the •currency of advances an additional partner is taken in, that also should be a matter for consideration, lest an unsound element be allowed to creep in, and damage the stability of the firm.-*- The matter of knowledge and experience in the trade no banker will lose sight of in considering an application; but the men who propose to •obtain advances from a bank to buy cheese and butter are seldom deficient in this respect, either as to the article or the markets. But a banker will require to be particularly well satisfied as to the applicant's capital; for it may be taken as a rule, in this line of business, that the capital, in pro- portion to the advances asked, should be large. The fluctuations in prices are sometimes rapid and very considerable.^' The article is required at times to be held in large quantities and for long periods, at the risk of the market, and there are not many facilities for rapid selling in a falling market, whereby men may escape loss. There are, too, more dangers from the fluctuations of the seasons, and the suitableness, or otherwise, of the article to the market it is bound for. All these considerations naturally lead up, not only to the require- ment of a large capital in the borrower, but that his capital should be in some available shape, in case of a bad season, unfavorable markets and loss to the buyers. rz Bankers are often taught, by severe experience, how dangerous are the risks involved in the change of the personnel of firms. A father may build up, by years of prudence and honesty, a lucrative and prosperous business: sons grow up who, being taken into partnership, may destroy the work of a lifetime by a few years of incapacity and, possibly, dishonesty. Yet the name of the firm may be the same as before, and the traditions of honorable dealing will survive, although the foundation for it has disappeared. 43 These fluctuations are apt to appear less than they are, owing to the quo- tations for cheese and butter, even in the wholesale trade, being at so much per pound. The rise or fall of a cent per pound sounds like a very small affair, yet it may amount to as much as ten to fifteen per cent., according to the price of the article. Thus, if a merchant is carrying a heavy winter's stock (and such stocks are sometimes carried of a value of two or three hundred thousand dollars), this seemingly trifling change of a cent per pound may make a difference of twenty or thirty thousand dollars in its value. The changes in values in this trade are, in truth, heavier than in the grain trade, and need more constant watching. 108 BANKING AND COMMERCE. This trade is one jjiving rise to large amounts of exports, especially to Great Britain. The consmnption of cheese is much larger in the agri- cultural districts of l,oth England and Scotland than in Canada or the United States. The cheese trade in Great Britain is in many respects as diff'eront from the grain trade as it is on this side the Atlantic. It is not so rapid, so changeable or so speculative. The article, moreover, is itself a finished product, not requiring a manufacturing process to make it available. It is, therefore, commonly held longer in stock, and as it cannot be held in ordinary warehouses, it comes about that merchants in Great Britain must more commonly ask for bills of lading to be given up on acceptance, in order to remove the stock to their own warehouses. To this, of course, the banker must consent if it is to be done at all; but bankers on this side are usually ready to meet the views of their customers in this matter, as the persons in the trade on both sides the Atlantic are, as a rule, men of capital and standing, and the bill will have two presumably good names on it, even M'heri the bill of lading has been given up. So great is the confidence between one merchant and another in this trade, that it has not been luicommon for parties in England to accept bills drawn against goods tvarehoused on this .side. Experience, however, has proved this practice to be exposed to peculiar risks, which may render it dangerous for the foreign merchant, and unsatisfactory for the Canadian banker. The Cattle Trade. Passing from the trade in dairy products to the trade in the animals themselves, we enter upon another set of considerations altogether. Advances for the purpose of dealing in cattle or feeding them com- monly begin with loans to small dealers in country districts who gather together small lots and sell them to large dealers or distillers. These ad- vances are usually of moderate amount, and such short time that they can be reasonably secured by an endorsement or guarantee. Such small deal- ers, indeed, are sometimes ambitious to become exporters, but bankers are usually chary of encouraging such operations. Small dealers, as a rule, have neither the knowledge of foreign markets, nor the experience, nor the capital necessary lo do this successfully. Their proper business is to pass on the animals to men of greater weight. Of these some of the most prominent are Distillers. The advances to distillers for the purpose of feeding cattle, in some cases, arc on a large scale, and continued for a considerable time. They are commonly se- cured by the pledge of the distilhr, which pledges are of a much safer character than any others Iiindlcd by bankers; the reason being that the animals, having once entered the distillery, are never removed until finally ship))ed aM'.Mv. An inspection of them, moreover, is perfectly easy. When I he process of fattening is completed, and the time has arrived for shipping, they are generally sent in a live state across the Atlantic. Tlic trade of sl)ip})ing live cattle across the Atlantic is a develo}):nent LOx\NS TO DEALERS IN GRAIN. 109 of recent years; and until it was better understood and more perfect ship- ping facilities were devised for it, it was attended with heavy casualties and losses. This trade is not one of those that are easy to enter upon. None but men who are familiar with cattle ever think of meddling: with it. It has been proved to require not only large ca])ital and thorough knowledge of animals,- but first-rate arrangements for handling cattle in Great Britain. Naturally, it is a far more difficult business to handle live animals than grain, cheese, or pork. They are exposed to far more casualties both from cold and heat. The risks of land transport are con- siderable, but the risk of ocean transport is immensely greater. But per- haps the greatest risk of all is in the hot days of summer before steamers are well out at sea. The risks of this trade are considerably augmented by the fact that tlie cattle cannot be held in an English port, or sent into the interior. They must be sold and slaughtered at once, be the market bad or good, the price high or low. It is evidently a trade therefore for men of large means, and for no others. With regard to security for the loans of bankers, the pledge of the dealer in the case of live animals herded or yarded is of the weakest quality, theoretically, for it is obviously more easy to take cattle away than to move any other commodity. The case is entirely different with the distiller, for the cattle in his byres are a part of the very machinery of his business. He could not take them away while feeding without suf- fering heavy damage. But the cattle dealer can make away with his property witliout tlie slightest difficulty if he chooses. The animals can walk oft" by themselves, and need neither trunks, wagons nor carts to transjjort them. Yet this cattle trade is one of the most important that Canada has; and with the development of the Nortliwest, with its great stretches of ranches, is becoming increasingly so. And in the hands of men with ade- quate capital and knowledge, it may be conducted as safely as any other branch of export business. But woe to the men, or firms, that plunge into it without these requisites, or to the unfortunate banker who is beguiled into lending them money. And one consideration will be found by bankers to be fundamental, never to make advances or buy bills against cattle shipped in winter. Pork and Provision Trade. In this trade the animal itself is never exported. But Canada carries on a very large business in its products, and some of them, namely, ham and bacon, are figuring heavily in our list of exports. The trade is dif- ferent from that in grain or cheese in this respect, that the portions of the slaughtered animals undergo a change before being sold. This can hardly be called a manufneluring process, being merely salting and curing, for which reason it is not dealt with under the head of loans to manufactur- ers. Yet the packing of pork (for the operation goes by this name) is a large and important industry, carried on in costly establishments, fuU of a valuable plant, requiring large capital to carry them on. At the very outset the question arises, when considering loans for this no BANKING AND COMMERCE, business, at what point bank advances may be reasonably asked for, and the answer must, of course, be given, as in analogous cases, that the fac- tory should be completed and paid for, before a banker is approached. This circumstance will be in itself a guarantee of the borrower possess- ing considerable capital. But to be a satisfactory customer to a bank he certainly ought to have more than this; viz., as much more as would enable liim to provide against the losses of an unfavorable season without mortgaging his property. In this trade security oft'ered to a banker is almost invariably a pledge of the newly-slaughtered animal; the law allowing the pledge to subsist during the process of converting it into pork, ham, or bacon, and attach- ing to the finished product. Again must be emphasized the importance of a continuously good record to every member of a borrowing firm, both at the time, and as it may be subsequently changed by the entrance of other partners. It is far more difficult for a banker to judge of the value of his security in this business than in any of the foregoing. And there are hindrances in the trade itself. Pork packing is a different trade from the curing of hams and bacon. Barrelled pork is essentially for the home market, being the staple food of hmiber camps. In centres like Chicago, barrelled pork is often spec- ulated in; ''corners" are made in it, and the fluctuations in its price are heavy. There is the same reason as in the grain trade for a banker to beware of his advances being used to put up a margin. No advances in this business can be considered safe unless to men of solid temperament and judgment, whose capital is large in proportion to their business — and who understand well both the article, the process, and the markets. The export of hams and bacon to Great Britain has now attained large dimensions, and is subject to the same conditions as pertain to other branches of the export trade. It requires good connections on the other side of the Atlantic; it should be conducted on the principle of purchase and sale, and not of consigning; for it cannot be too often repeated that consigning is the road to ruin in this, as in every other branch of the export business. As in other branches of production, the maker of hams and bacon will find it highly conducive to profit to establish a nanie for his article, as Armour & Co. of Chicago have done. The special danger to bankers, in this line of business, is that the packer's building and plant may not be kept abreast of modern improve- ments; also that changes in the firm may deteriorate it, new members not having the same ability as the old, competent and able fathers being succeed by incompetent sons. (The latter, however, is not peculiar to the pork trade.) Hides and Wool. The last branch of agricultural products to be noted is the trade in hides and wool, these generally going together. This trade, like the LOANS TO DEALERS IN GRAIN. Ill foregoing, has its peculiarities, and special sources of risk and danger. Hides and wool are articles that only experts can deal in, for no out- sider can possibly tell the value of a given quantity of either of them. There are in this trade, as in the others, small dealers and large — the men who gather up small lots in the country, and the men who have large wholesale dealings in the city. And, as in other branches of trade, the small dealer is sometimes too ambitious for his means and experience, and too desirous to enter upon operations that he has neither the capital nor the ability to carry on. Bankers cannot do a greater service to a man of this class than to refuse to lend him sums of money large enough for wholesale operations; for it is, in truth, often learned at a bitter cost, that many a man in trade has been ruined by having too free a use of money, loaned him by a com- pliant banker. The trade in hides and wool provides raw material for two important lines of manufacture; viz., woolen mills and tanneries. In both of these much of the raw material is produced in foreign countries, and the large merchants in wool and hides become importers from Australia and South Africa. To carry on these operations the banker is asked to issue to his customer letters of credit authorizing their correspondents to draw upon a bank in London, for the value of the wool or hides shipped, attaching bills of lading and policies of insurance thereto. The issuing of such letters of credit is a special branch of a banker's business both in Canada and in the United States and is treated of subsequently. Its special ad- vantages and risks are, there completely opened up; meanwhile, it is sufficient to say, that no small dealer should ever be encouraged to enter upon this line of operations. For the losses of a single unfavorable sea- son might sweep aAvay all he had. Merchants in hides and wool, in large cities, applying for advances, generally offer, as in other cases, warehouse receipts as security. And here again they will desire that the goods shall be stored in their own warehouses, for the reason that goods require to be handled during the progress of warehousing. This may be conceived of as an element of risk, and so it is. Bat it may be taken as a general rule, that unless a banker can trust his customer so far, he ought not to advance him anything at all on his own pledge. As the articles dealt in by men in this trade are the raw material of manufacturers, they come imder that general law, applicable to all such cases, that raw materials should not be sold on credit. Every manufac- turer should have capital (or, at any rate, credit) enough to enable him to pay cash for his raw material. And this is almost universally the case. Canadian dealers export large quantities of home-grown wool to manu- facturers in the United States. They also sell to such manufacturers con- siderable quantities of wools imported from abroad under letters of credit. These are entered in American ports. But it is a dangerous experiment to give time to manufacturers, on such goods. Though they may be re- 1]2 BANKING AND COMMERCE. ported in high credit and possessed of large capital, the very fact of their asking credit should be tlie reason for refusing it. Hay. The growing of hay, in some districts of Canada, forms an important part of a farmer's operations. But the hay crop, though of very great value, seldom calls for bank advances to any extent. Farmers use much of it themselves. ' A good part of the rest is handled by small dealers scattered through the country districts. The article is too bulky to be gathered into warehouses; but considerable quantities are sent over the border, into the United States. Banking transactions arising from these are almost universally in the shape of sight drafts, with bill of lading attached. Occasionally, however, when the hay crop is a bad one in Eng- land, owing either to rain or drought, a deiiiand sets in from that quarter to Canadian dealers. In such circumstances, a large and active trade has been done. It is a trade that involves unusual trouble in handling, and merchants in large centres do not care to meddle with it. But exporting, as lias been said already, is a business by itself; and country dealers, in venturing upon the export of hay, have sometimes brought infinite trouble upon themselves, their correspondents in Great Britain, and also upon London bankers. Although the difference in price paid to the Canadian farmer and the price as quoted in England is unusually great, and seems to give opportunities for large profits, tlie multiplied cost of freight by land and water, added to the cost of warehousing, wharfage, demurrage and commissions in England, generally swallows up this difference. Some- times, as a matter of fact, they do much more, and involve the Canadian shipper, and sometimes his banker, in heavy losses. It has been known that in an active season enormous quantities of baled hay have been lying about on the wharves and docks of England for weeks together. The risk of this, in that climate, may be imagined. It has also happened that canal boats loaded with Canadian hay have been held under demurrage for many consecutive weeks, at enormous cost, owing to the refusal of purchasers to receive the goods and accept bills drawn against them. In that case it has happened that scores of bills have lain unaccepted in the London banks, to whom they were sent for collection; and that the hay, when brought to forced sale, did not realize a half, or even a quarter, of what was drawn against it. It may be concluded, therefore, that no Canadian banker will in future make advances to any country dealer for the purpose of buying hay for export. And if bills drawn against hay shipped across the Atlantic are offered him, he will prefer to make a moderate advance, and send them on for collection. Of all the various descriptions of advances referred to in this chap- ter, there is one thing to be said that admits of no exception; viz., that they should be paid off at the end of every season. On no account should onei season's advances ever run into another. CHAPTER XVI. LOANS TO MANUFACTURERS AND IMPORTERS. Loans to Manufacturers of Timber, and Saw ^Millers — Loans to Flour Millers — Loans to Cotton and Woolen Manufacturers AND Wholesale Importers. Although the operation of cutting down the forests of Canada -l\. and turning the fallen trees into timber by hewing, or into lumber by sawing, is not generally called manufacturing, it will now be treated as such, inasmuch as both are carried on with plant, machinery and tools — the last especially. The operations of the timber and lumber men of Canada have been very diiferent from those of the settlers who cleared the forest for the purpose of creating farms. For in the latter case the trees were absolutely destroyed; in the former, they were pre- served as the raw material of manufacturing operations. No lines of business have called for such heavy advances from banks, and none have given rise to such large amounts of inland and foreign bills of exchange as those now to be considered. These two divisions of manufacture are so distinct from one another that thev require separate treatment; the only point in which they coin- cide being that both require large tracts of timbered land, sometimes ex- tending over thousands of square miles, from which to draw the raw mate- rial for their operations. The first in order that will be taken up is the manufacture of square timber. In this trade, as in some previously mentioned, there are found in co-operation two classes of men, the one consisting of small jobbers, and the other of large operators. The first generally confine their labors to a small piece of forest territory, employing a few hewers and choppers on their own account; having in view the delivery of the product to some great firm at a central point, and working in subordination to it. These jobbers are often half farmers and half woodsmen; farming in the sum- mer, and working in the woods in the winter; good judges of trees by long experience, and generally men of intelligence and reliability, not having, as a rule, much capital of their own, but being generally safe bor- rowers. Advances to these men are of moderate amount; for no banker would listen to an application from a jobber for such an amount as would enable him to send the product to a distant market, and compete with the larger men of the trade. Such jobbers carry on work during the Avinter; delivering their prod- uct and getting paid for it in the spring. Then they pay off advances. Sometimes, however, the banking operation is different. The large operator may have a suffeient capital to supply these men with money as 114 BANKING AND COMMERCE. the -work goes on. and also to supply them with the provisions needed in their cnnips in the woods. Or he may have credit enough with the bank to enable him to borrow money for the purpose. In this case he will enable the jobber to obtain money from the bank by becoming guarantor for his advances. These advances are of course paid by the large operator when the lots of timber made by the jobber are delivered. But a large operator, in addition to the supplies of timber that these jobbers may procure for him, will generally employ numbers of men, scattered over a wide extent of territory, to chop, hew, and haul the trees on his own account. The operations by which these scattered lots of timber are floated doAvn subsidiary streams into a main river like the Ottawa, and then down the St. Lawrence into the coves of Quebec, the great emporium of the trade, are well known in Canada. It must, how- ever, be evident that a large amount of money requires to be disbursed be- fore the timber can finally be placed on board ship, and foreign bills of exchange drawn against it. This money for the most part, from the very beginning, has been obtained by advances from banks. An unusually large capital is required to carry on these operations, for the timber growing on these tracts of territory must be owned by the mer- chant before a tree can be cut down. The land on which the timber grows is rarely valuable for settlement. And the timber merchant does not care for the freehold of the land at all. What he wants is the trees that are growing upon it. A system has therefore grown up by which the right of cutting trees over defined lines of territory is sold to operators under the name of limits. These "limits" are simply licenses to cut, renewable on payment of ground rent year by year. Yet so well established has the system of renewal become that they are highl}' valuable property, and constitute in many cases a large part of the capital of many wealthy firms. Before applying to a banker for advances for a season's operations, it is usual for firms to own their limits absolutelj', and to have paid for improvements on them, such as dams, slides and water-ways. The operations of a woodsman require to be carried on for nearly twelve months before the timber is ready for market. Advances to such firms are therefore necessarily as long, and once entered upon they cannot be stopped. To stop advances when the whole floating assets of a timber firm are in the shape of half-hewn trees lying scattered over hundreds of miles of territory, would be disastrous on both sides. Bankers, therefore, are in the habit of considering the situation well before consenting to allow such advances to begin. And tliis consideration embraces not only the points common to all lines of business, such as capital, experience, and reliability, together with tlie security off'ered, but whether the bank can afford to carrv such large loans for so long a period at all. But when a banker is satisfied that he can afl^ord to make advances for so long a period, he will consider whether the amount desired is reason- able in proportion to his customer's capital, and the extent of the year's LOANS TO MANUFACTURERS AND IMPORTERS. 115 operations. Every timber maker lays out his plans a year beforehand, to get out, as it is called, a certain quantity. Upon this is based the number of men and horses sent into the woods, and the supplies of food and fod- der provided. The number of sleighs, wagons, canoes and other requisites needs to be carefully calculated ; in fact, the winter's operations of a timber-maker in the woods arc of the nature of an expedition. For once dispersed amongst their cam])s in the forest, there they must remain until the spring. The timber-maker will inform liis banker what he intends to do; and the banker will doubtless have learned enough to estimate how much money will be required to carry him through. It may be taken for grant- ed tliat the borrower understands the trade, for no man could carry it on for a month unless he did. Character and reliability will be considered as usual. But in the matter of capital wide differences will be found. Some of the wealthiest firms that Canada has known have been able to carry on the operations of a whole season involving immense disbursements without borrowing at all. But at the otlicr end of the scale are men of capacity and character who have barely ca})ital enough to own their limits. This, however, is a minimum requirement. To make advances to a timber-maker while some- one else has a claim on his limits is a very rash proceeding, and has led, during bad seasons, to heavy bank losses. A banker, under all circum- stances, will aim to be the first claimant; never the second. Limits can be 'assigned to a bank as security, as they are not real estate. They generally are so assigned. And very good security they generally prove, if valued with reasonable care. Risks to Bu Taken into Account. But in addition to limits, tlie pieces of timber themselves can be as- signed, and sjDCcial legislation has been devised for the purpose. They are always stamped with a registered mark, and occasionally a bank will have them marked on its own account. It is, however, almost unheard of that a bank should lose its hold upon the timber, or fail to receive the pro- ceeds when sold. The risks lie in another direction, viz., that the pieces shall stick fast in subordinate streams, or be carried away by floods on the larger ones, both involving the danger that many of them will never be recovered, or that the expense of recovering them will destroy the chance of profit. There is also the risk of a fall in the British market during the long ])eriod of work in the woods and of driving to Quebec. A drop in the ])rice has been known of so serious a character as not only to destroy the chance of profit, but the possibility of realizing ain'thing near even the cost of the article. Hence it is that bankers require to be satis- fied beforehand of the ability of their customer to bear such reverses. In this branch of trade there is usually a distinct line of demarcation between the producer and the exporting merchant. The producer rarely 116 BANKING AND COMMERCE. exports his product ; in fact, wlien lie does so. the result is not always satisfactory. And the banker has something to say to this also; he has carried the risks of the producer's operations for twelve months, and it is time that they should end. For undoubtedly a new line of risks begins when timber is shipped across the ocean. To whatever market destined, whether to Great Britain, or to the Continent of Europe, or any other market, the trade assumes an entirely new aspect when once the timber is placed on board ship for transport across the sea. Before that is done, the man who has produced it and carried it through all risks of navigation to a seaport has a right to be paid for it, and thus have the means of recouping his banker. With respect to bills arising out of the export of timber a practice has grown up which is peculiar to this trade. Every timber house in Canada has usually some corresponding house in Great Britain on whom it draws Sometimes these houses are merchants of large capital in the seaports of Great Britain. Sometimes they are branches of the Canadian house, sometimes they are London bankers. To these correspondents the bills of lading are remitted; but the bills of exchange are drawn without reference to them. When such bills were accepted by a different corresponding house, they could stand on the merits of both drawer and drawee. But when the corresponding house was a branch of the other, the bills stood upon the merit of the drawer alone. In this case, it was for the banker to have thorough and up-to-date information of what the two branches of the house were doing. Casualties in this line of business, however, have not beer frequent. Only seldom in a quarter of a century has there occurred a failure on this side the Atlantic, and rarely indeed on the other, unless the English merchant had engaged in speculations for- eign to his business. .Saw Milling. Though the operations of the timber merchant and saw miller both commence by hewing down tlie trees of the forest, there is a marked dif- ference in subsequent developments. The squaring of trees in the woods is a simple process, after which they only require transportation to mar- ket. But lumber and deals, in addition, need for their production an elaborate manufacturing process, carried on in expensive mills, filled with costly ])lant and machinery. But larger and finer trees are required for timber than for the others. There is a difference also in several respects between the manufacture of deals and lumber, the principal being that they ai'e intended for different markets. Deals are wholly exjiorted to Europe, while lumber is manufactured for the Canadian and L'nited States market. Deals are much finer and more costly articles tlian lumber, requiring finer logs for the raw material and a more valuable kind of trees. Deals, moreover, are cut in pieces of three inches in tliickuess. wliile the standard thickness of lumber is one LOANS TO MANUFACTURERS AND IMPORTERS. 117 inch. Thus it conies about that on a given range of forest territory, tlm selection is made of the finest trees for timber, of trees of the second quality for deals, and of tlie third for sawed lumber. But of all these three there are many varieties, involving great differ- ences in value. Only a practised expert can judge rightly of such dif- ferences, and it is largely in the knowledge of what will be the best use to make of certain trees, so as to get the best possible value out of them, that a successful carrying on of the business of a lumberman depends. With regard to the mill itself, where the operation of manufacturing is carried on, great and irretrievable mistakes have at times been made, occasioning ruin to the operator and loss to his banker. A mill may be built in the wrong place, as respects water power, con- venience of receiving logs, or shipping lumber, or it may be built in too expensive a fashion for the work it has to do, or it may be fitted up with inferior plant and machinery. Hence the importance of a saAV miller hav- ing a practical knowledge of machinery and also the faculty of using it profitably, as has already been shown. From all these considerations it will be evident that more capital is required in the saw milling business than in that of the making of timber; practically just so much more as is required to build and equip the mill and the adjoining storage grounds. In nearly all other respects the conditions are the same. Mills Should Not Be Encumbered. Now, when a banker comes to deal with the account of a saw miller it is obvious that tlie first condition is that the fixed property shall have been paid for, both the mill, and the timber limits. But if an exception may be made in either case, it should certainly not be in favor of the mill. A lumberer whose saw mill is not free from incumbrance is not in a position to ask advances from a bank. Limits are, as a rule, much more salable than saw mills; and, moreover, a bank can take security on them at any time. But now, supposing this preliminary to be as it should be, the saw miller desiring advances will state the quantity of lumber he is proposing to manufacture for the season. If the trade is brisk, demand strong, and profit good, he may determine to run his mill to its utmost capacity, and work it night and day. If the trade is dull and demand slack, he will no doubt be wise enough to run his machinery moderately. The banker (or his board of directors) will doubtless know sufficient of the conditions of the trade to judge which of the two courses is more prudent, and regulate advances accordingly. The security taken will probably be the same as in the timber trade; namely, a transfer of the limits and a pledge of the logs and their product. In this trade, unlike that in timber, the banker requires to look nar- rowly after insurance. In the square timber trade no insurance is ever required, for the article is never out of the water. But saw mills and lum- 118 BANKING AND COMMERCE. ber are terribly inflammable articles, and in a large concern insurance to the amount of lumdreds of thousands may be necessary to safety. All advances to lumberers and timber-makers should be made gradu- ally, as the season advances, and as more and more money requires to be spent on the article to bring it. to a salable condition. If they are asked for otherwise, there is reasonable suspicion that they may be used to pay antecedent debts. When the lumberman's stock is in a finished condition, a distinction arises between its two varieties, viz., lumber and deals. The saw miller sells his deals for export to Europe. They go, therefore, to an Atlantic seaport, and, as a rule, they are purchased by a merchant of the port. It has been customary for such merchants to give their acceptances in pay- ment to the manufacturer; but, considering the very large sums such ac- ceptances amount to, it has been common for a lien on the property to be held by the seller or his banker until the acceptances were paid. The manufacturer of sawed lumber, as distinguished from deals, has always found his principal market in the United States. It is here per- haps more than in any other product that the interdependence of the two countries has been manifest. Canada in proportion to her population has always had far more forest area than the adjacent States; hence it came about naturally that the lumber mercliants of the latter, from an early period, looked to Canada as a market of supply. In many cases they formed permanent connections with the saw millers of the North, making arrangements, not seldom, to buy the whole product of certain mills at a schedule of prices agreed upon. Bankers therefore who kept the accounts of saw millers, would have the acceptances of such houses offered for dis- count and naturally became interested in their means and standing. For the discount had to rest on the credit of the parties to the paper, inas- much as it was impossible for a Canadian banker to maintain a lien upon an article like lumber after it had passed beyond the borders of his own country. The lumber trade of the Northern States, with a few striking excep- tions (one of them hereafter noticed), has for a long period been in the hands of firms of tried chamcter and sufficient means, not to speak of others of large wealth. This class of discounts has been subject to few casualties and has always been looked on with favor. One reason for this is that there is no speculative element in the trade, though it is subject to cycles of good and bad years, generally about five. The changes, how- ever, either in the way of improvement or deterioration, proceed slowly, and there is ample time for operators to prepare for changes, either by curtailment of business or enlargement, as circumstances call for it. The bad years in the trade are generally extremely trying, involving not only the doing of business without profit, but the carrying it on at a loss for years together. Yet the business has wonderful recuperative powers. At the end of a cycle of bad years it sometimes appears to be so prostrate as to be incapa- LOANS TO MANUFACTURERS AND IMPORTERS. 119 ble of revival. Not onh^ the lumber itself, but all tliat goes to ])roduce it, seems to have lost its value. ISIills and limits, but especially the latter, become such a drug in the market as to become practically worthless. Such times as these try the faith and courage of a banker sorely. But if he is unwise enough to bring a customer's account to a close at such a time, and sell his property at a price which results in a heavy bad debt, he is not unlikely to hear later on that the same property had been resold at a price which would have enabled his customer to pay liis debts in full with the addition of several years of interest. Few bankers in Canada but have known cases of tliis kind, and some have seen such extraordinary cases as the realizing, after a lapse of years, for one-tenth part of a certain area of timbered lands a greater price than the whole was once in danger of being sacrificed for in a time of depression. There is one feature of this trade in which it differs from almost every other in Canada, viz., that many Americans have crossed the border at various times and established mills on their own account. Not a few of such have become permanent citizens of the country, transferring to it not only capital, but themselves and all their interests. Some of the largest of the lumber firms now in Canada are of this description; hav- ing acquired limits, built mills, and amassed wealth; becoming, it scarce needs be said, most valuable citizens and satisfactory customers to the banks. Natural it was for houses of this description to keep up close connections with lumber merchants in American cities; using them as agents or consignees. Such American houses would, not seldom, accept for the Canadian house in advance of shipment. In that case the banker would be advised of the fact, and use his judgment as to discounting the bills. If he did, he would take care that his own advances should be paid ofl' before they matured, or that the proceeds of the bills should be used to take them up. The position which has resulted during recent years in the lumber trade from the strife of parties in politics in the United States and in Can- ada, has had the result of inducing not a few firms in the lumber regions of the States to acquire properties in Canada, and carry on their operations here. As the forests of the Northern States become more and more de- pleted, this step is likely to become more frequent. All that has been ob- served with regard to the migration in the earlier years in the trade applies in the fullest measure to this. The only other variety of banking transactions connected with this trade is in the case of American houses of such Avealth and capital that they can carry on the large operations connected with a Canadian branch of their business, without requiring bank advances at all. In this case all that a Canadian banker will be required to do is to give cash for authorized short date drafts upon the parent firm. But here an observation requires to be made. In cases of this kind it has sometimes occurred that a change of policy, or a change of times, brought 120 BANKING AND COMMERCE. about a clifFerent style of dealing with Canadian banks, and that the cash- ing of sight drafts drifted into the making of permanent advances. An occurrence like this is fully opened up later on. On the whole the accounts of persons in this trade, while in many respects the most advantageous that a banker can carry on, are, at the same time, such as to require more technical knowledge and more good judgment, more foresight, and, in difficult times, more courage and pa- tience, than any other class of business that may be submitted to him. Advances to Flovr Millers. Tliis branch of manufacture differs from almost every other in the fact that the raw material is of a highly speculative character. The Produce Exchanges of Chicago, New York, and Montreal, on this side of the Atlantic ; and of London, Liverpool, and Glasgow on the other (not to speak of Continental cities), are all the scene of transactions in grain to enormous amounts by persons who never either see or handle the commodity, whose operations have a constant bearing upon prices. This has already been fully considered under the heading of "Ad- vances to Men in the Grain Trade." What we are now concerned with are the operations of the men who turn the grain into flour, oatmeal, or other manufactured products. Of these there were formerly a large number scattered over the grain- producing countries of both Canada and the United States, utilizing the numerous water powers to be found therein. Their little establishments in some cases would grow with the growth of the town or district, until they became of sufficient importance, not only to supply the country around them, but some distributing centre, whence it might be shipped across the Atlantic. In the early days of this trade the miller almost invariably sent his product for sale on consignment; drawing against it for a portion of its value, with the usual result, at length, of embarrass- ment on both sides. As matters progressed, consignments gradually gave place to purchase and sale; and this was carried out, not only with ship- ments to centres in Canada, but also to exports across the ocean. As time progressed and population increased, the mills situated along the line of water powers were enlarged in capacity, and steam called into aid, until, in some centres, large establishments were to be found, whose brand became well known, not only in every part of this country, but also in the centres of population in Europe. In dealing with the men carrying on this business the banker will re- quire the same fundamental conditions as to full ownership of property, capacity, experience, and prudence which have been referred to already. But as every trade has its special requirements and dangers, the banker, in making advances to a flour miller, will take care to limit them to such an amount that his funds cannot be used for speculative holdings. If the miller carries on his trade steadily, and sells as fast as he LOANS TO MANUFACTURERS AND IMPORTERS. 121 produces, advances will never need to be more, as a rule, than will buy- about a month's supply of grain. There is no branch of manufacture which is so simple in character, which takes so little time, and which adds so little to the cost of the arti- cle as millina;. A flour miller is not like a lumberman whose article takes twelve months to produce, nor a tanner or pork packer whose process requires weeks or months to complete, nor a cheese-maker whose product, when made, requires time to ripen. The product of a flour miller can always be sold. The world needs and buys it every day, so that the process of manufacturing could go on, if circumstances required it, with- out any accumulation of stock whatever. Some time, however, may reasonably be allowed for contingencies, both for obtaining a supply of grain, and of manufacturing, barrtlling, sacking, and transporting to market. If the advances exceed the amount required to purchase a month's sup- ply of raw material, the banker will need to be satisfied that the condition of the market, the difficulty of transport, the blocking of supplies, or other causes, may account for the excess. In a miller's account, as well as a grain merchant's, any indication of speculating on margin will need to be carefully watched and checked at the ver}' outset. The banker will also be careful that his advances are not expended in additions and improvements to the mill; or in the purchase of an addi- tional one, should some tempting offer be made. A man who desires to stand well with his banker will never be tempted to such a misuse of funds advanced to him. This trade, unlike that of timber and lumber, does not move in cycles of alternate prosperity and depression. It has its changes, nevertheless, but they are of a rnore transient character. The market is ebbing and flowing continually ; and there is a necessity for the miller, like the grain dealer, to keep a daily and hourly watch upon it. It scarcely needs to be added that every miller will act wisely in en- deavoring to make specialties, which will practically sell themselves at better prices than an article which has no name, however it may be pushed. To do this, he will, of course, be rigidly careful in selecting his grain, have his machinery up-to-date, and work his process at every step to the desired end. And men of small capital in this business, perhaps more than any other, need to beware of launching into operations larger than their capacity or capital justify. It is so easy to do it; easier in this trade than any other that can be named. But in no trade is there more reason for the observance of the old adage, "Vessels large may venture more. But little boats should keep near shore." The principles laid down so far will equally apply to such manufac- turers as tanners, distillers, sugar refiners, and others of a like character, 122 BANKING AND COMMERCE. where larger capital in buildings and plant is necessary, but where there is not a large proportionate employment of labor. In all these there is required to ensure success a well chosen site, mod- ern buildings and plant, adequate capital, thorough knowledge of mar- kets, and if possible a special article with a well-known name and mark. And the banker who is applied to for advances (or for foreign credits under which he may be requested to surrender documents) will look care- full v into all these points, so as to judge whether advances asked are of reasonable amount, and also whether, from the "working of the account," if he has had it before, the business appears to have been carried on pros- perously or not. This Avill stand him in special stead in times of de- pression, when it seems impossible to make profits in any line of business, and when that most difficult alternative is presented, bet^veen making fur- ther advances and keeping a concern alive, or stopping advances alto- gether, with a certainty of bringing it to an end. In the former case, there is risk of increasing what may be a possible loss, tempered with an expectation of assisting a worthy customer over a difficult time, and avoiding a loss altogether. In the latter case there will be an absolute certainty of loss, with the wearing vexation of handling an insolvent estate, realizing stocks of merchandise (perhaps shipping them to distant markets, and waiting anxiously for returns), selling, or attempting to sell, mills, factories, lands, or ships; processes which every banker of experi- ence has learned to dread as not only vexing to the last degree, but as almost invariably disappointing. In such circumstances nothing enables a banker to come to a sound decision better than a knowledge, not only of the customer himself (which is the first element), but a general knowledge of the business he is carrying on. Cotton and Woolen Mills, Etc. There are, however, manufacturers of an entirely different description to the foregoing. In fact, these are seldom spoken of as manufacturers at all. But we now have in Canada large developments of manufacturing in- terests, such as were formerly confined to England and the older countries of Europe, and which crossed the Atlantic, and became established in New England and other parts of the United States at an earlier period than in Canada. These last have been largely, but not wholly, the gro^vth of a protective policy. It is not the intention of this work to discuss the debated question of Free Trade vs. Protection. The fact is simply noted that there are now established in Canada, as developed by what is known as the "National Policv," cotton factories, woolen mills, iron-works, and many other manu- facturing industries, with respect to all of which one particular point of difference from the former ones is noticeable, viz., the large amount of mechanical labor that is required to carry them on. To produce the same finnuf T.OAXS TO MAXUI ACTURERS AND IMPORTERS. 123 ml output of goods iu a cotton factory that would be turned out of a flour mill, for example, ten or even twenty times the number of artisans would be required. And the outlay for wages would be large, in a corre- sponding degree. Some of this class of manufactures are more indigenous to the soil tiian others; for example, woolen mills more than cotton mills; inasmuch as part of the raw material of a woolen mill is a product of the country. Woolen mills were therefore known in Canada long before cotton mills were heard of. Such mills, however, were of a very simple type, and corresponded largely to the grist mills of primitive days. These woolen mills, however, have now developed, in many cases, into large establi-shments in which goods are produced of a quality rivaling those of the old world. The same process of development has been seen in manufactures of iron, steel and agricultural implements. The blacksmith shops have grown with the growth of the locality. A ]:>rimitive village has become a busy town or city, and the blacksmith of former days has expanded into a manufacturer of all kinds of goods in iron and steel, including machines for producing other things. Similarly the wagon maker and mechanic of a former generation is now the head of a vast establishment employing thousands of hands, and manufacturing agri- cultural machines, not only for the Canadian farmer, but for export to distant colonies of the Empire and other countries. The little cabinet maker's shop has grown into a vast furniture factory able to produce goods that can be exported to advantage to the mother country. This process of development is constantly widening, and embracing other articles, otlier lines, and still wider areas of production. All this must come under the cognizance of the banker ; and the enter- prising men who have developed these industries will certainly seek to be his customers, and need his facilities, not only to give cash for the bills of their customers, but in the way of direct loans. With respect to these lines of manufacture, as has been observed re- specting others, the first and fundamental requirement of a sound busi- ness concern is, that if the customer owns the property it shall not be encumbered; and, second, that whatever advances are obtained shall be represented by merchandise which has been paid foi:, or collectible debts. In entering on the business of dealing with manufacturers, the banker will soon ascertain that there are great differences between the skill and capacity of one manufacturer and another. Even when business is gen- erally prosperous, one man may succeed and another fail. Of several men who are carrying on cotton mills, one may have a sounder judgment of raw cotton than another, as well as of the best time and place for purchasing the quantity needed from time to time, and of the best mode of utili;dng machinery. A whole season's productions may be damaged by errors in this respect. Men in the charge of woolen mills may also pro- duce goods of a pattern that will not sell, or they may acquire a name for a badly made goods owing to poor machinery. An agricultural implement maker may experiment upon new styles of 124 BANKING AND COMMERCE. machines; which styles may he unsuccessful^ and have, practically, to be given away. It is not, therefore, enough that a banker's advances should rest on merchandise as a matter of theory; for if they are employed to purchase poor raw material, or to produce merchandise that nobody wants, his reliance on merchandise may prove a delusion. Such things seldom happen to an extent which makes banking advances absolutely unsafe. But they have transpired in the experience of bankers, both here and abroad, and they manifest themselves in the inability of the borrower to repay, or reduce advances as agreed upon. And they often result in the batiker having to take security upon property for the unpaid portion of the debt. And here it is that one of the dangers of incautious banking arises. If a borrower has been able to obtain advances from a bank, while his property is mortgaged, the banker will have no recourse but to take a second mortgage as security. Now, second mortgages, of all forms of security, are the most undesirable and delusive; for in a majority of cases the banker will find that his customer has already obtained on the property such an amount as makes it impossible for anything additional to be got out of it. But the greatest danger in carrying a manufacturer's account is that the funds loaned for the purpose of producing merchandise may be di- verted in the direction of fixed property. A manufacturing establishment is subject to constant requirements for repairs, improvements, or addi- tions, either to the building, the machinery or the power. Circumstances often transpire that seem to call for xmusual outlay; some accident to machinery; some bursting of a dam; some fire not wholly covered by insurance; all of which call for expenditure that cannot be met out of profits. Or the manufacturer may be of a quick, inventive capacity; fond of trying experiments calling for new machines or additions to build- ings. In all these cases such expenditures should be met out of a reserve fund invested in a realizable form, or out of additional capital, or an issue of bonds. But in some cases they become a drain upon banking advances, and cause suoh advances to assume the shape of a "lock up." In this manner many of the losses in the manufacturing districts both of England and Canada occurred. Indeed, to such an extent has this been the case at times, that a manufacturing concern has drifted from bad to worse, until bank advances were represented by nothing but buildings and machinery, which when realized left a debt behind, on which the banker might receive a dividend of five cents on the dollar. These are not fancies, but facts.''* 44 In one of the largest manufacturing districts of England a bank has long carried on business ■which had almost the whole of its resources employed in man- ufacturing accounts. Two principles have been rigidly observed in the manage- ment of this bank from the beginning, viz., that advances shall never exceed more than one-tenth of the annual output of the concern; and that all such ad- vances shall be paid off once a year. (This, of course, does not refer to the dis- count of trade bills.) This bank has had a career of singular prosperity amongst LOANS TO MANUFACTURERS AND IMPORTERS. 125 Loans to Wholesaie ^Merchants. There is this fundamental difference between the wholesale merchant and the manufacturer; that the merchant, if his credit is good enough, can put the whole of his stock upon his shelves without the expenditure of a single dollar except for freight and duties. Good credit will enable liim to obtain all he wants from manufacturers on this side of the Atlantic, or from wholesale houses in England. But a manufacturer can do noth- ing of the kind. From the time that he begins operations he has to pro- vide for a cash expenditure which never ceases until goods are ready for sale. In nearly every branch of manufacture he must pay cash for his raw material and his fuel. And the moment he begins the manufactur- ing process, his pay-roll of wages confronts him week by week, and must be met. There can be no possibility of asking credit here; not for a single week could wages be left unpaid. In the case of the special lines of manufacture lately under review, where wages are a most important item of cost, the necessity of meeting the large sums required is the most harassing of all financial pressures. It presses indeed more heavily than the necessity of ineeting acceptances and promissory notes, for the payees of these can be approached for renewal at a pinch, while a request to a body of workmen to defer payment of wages is utterly impossible. And as payment is imperative, the manufacturer will naturally, in such cir- cumstances, have recourse to his banker. Hence, it is more difficult to finance for a manufacturing establishment than for the business of a wholesale merchant. The latter, having the power to buy goods at all times on credit, has no reasonable ground for asking regular advances from his banker. His dealings should be con- fined, as a rule, to the discount of bills given by his customers. The only payments a wholesale merchant has to make, which are abso- lutely imperative, are the customs duties and freight on imported goods. It is just as impossible to ask credit here as it would be for the payment ■of wages. But no wholesale merchant could reasonably think of com- mencing business without capital, and the verj"- lowest minimum necessary would be an amount sufficient to pay the duties on the stock requisite to couunence business, and thereafter on his average stock. Once he has his goods in warehouse, he can begin to sell, and with such facilities as bankers are now ready to offer for the cashing of cus- tomers' bills, a merchant may, from a financial point of view, be said to be all the fluctuations of the trade of the district, and its losses have been a mere fraction of such as have been suffered by even well managed Canadian banks. It would be difficult to apply both of these rules to such lines of manufacture as saw milling and tanning, owing to the great length • of the manufacturing process. But the last of them is an absolutely necessary requirement in every case. And the first, which Implies that there should be a certain proportion, be- tween the amount of advances and the annual output, is important as indicating what is desirable in all manufacturing advances, the proportion varying, of course, with the condition of the business. 12(3 BANKING AND COMMERCE. able to sell for cash. Thus, by the time tlie iiayments for his stock be- come due, the proceeds of his sales ought to be sufficient to meet them. This elementary financial theory of a wholesale business becomes modified by circumstances as time progresses, and no prudent man would be satisfied with being so wholly dependent on his credit with other houses as to have nothing left over after payment of duties. He will, of course, aim at having far more capital than that. But even on such a modicum of capital as is indicated, it is clear that no ne- cessity should arise for loans from a banker. From all which the rule may be deduced that loans to a wholesale merchant (as distinguished from the discount of trade bills) should be considered as irregular in the nature of things, and only to be granted in exceptional circumstances. When therefore a banker is applied to by a wholesale merchant for a loan in addition to a discount of customer's bills, he is put upon inquiry as to why such a loan is required. The reason commonly given is that goods are arriving in quantity in the Custom House and that the duties must be paid. But this, in itself, is not a good reason. For, as has been observed, the capital of such a house should be sufficient to provide for this requirement. The payment of customs dues can never take a mer- chant unawares. The necessity for it must have been seen long before- hand, and ample opportunity given for making provision. An applica- tion for a loan may therefore indicate that purchases have been too heavy; or that sales arc not being vigorously pushed, or that an unsuitable stock has been laid in, or that the customers of the house cannot be depended on for payments. Any of these will cause the finances of a wholesale house to drag heavily, and they are all of such a character as to make a banker pause. The head of a house may naturally be unwilling to acknowledge that any of these suppositions are correct, and some are very unwilling to talk to a banker on the subject. Yet the application for a loan gives him the right to make inquiry; for experience shows that such things, if allowed to go on uncorrected, may be the beginning of a course which will end in insolvency. There is this further reason for a banker's caution in this matter, that a dealer in imported or manufactured goods cannot give a banker secur- ity upon them. A miller, a tanner, a pork packer, can pledge his product as security for advances under the warehousing clauses of the Banking Act. But a wholesale merchant cannot do this under the Act. And there is reason for this distinction in the nature of things; for a ■wholesale merchant's stock has almost invariably been bought on credit. The goods on his shelves are jirobably not yet paid for. It would there- fore be contrary to every principle of equity to allow a merchant to pledge his goods for advances while the claims of the creditors were unsatisfied. This being the case, it has become a practice for sucli loans to be applied for without security, and not infrequently for tliem to be granttd in that shape. This certainly is a deviation from sound banking LOANS TO MANUFACTURERS AND IMPORTERS. 127 practice. But the whole system of loans to wholesale merchants is excep- tional;, and requires exceptional treatment at the hands of a banker. The character of that treatment may be indicated as follows : First, no regular line of credit should be arranged for in respect of loans; that is, no amount which a customer can always have at his com- mand. Second, advances should be temporary; each being applied for on its own merits, with the explanation of circumstances. Third, they should only be allowed at certain seasons, and never last more than two or three months at the most. Fourth, renewals should not be granted. Indica- tions of continuance should be carefully watched and promptly dealt with. If advances become chronic, security should be insisted upon. Fifth, it is always desirable, too, that when such advances are granted to a firm, the endorsement or guarantee of each individual in its should be obtained; for individual partners may have separate estates which the endorsement would bind. If the business is carried on by a joint-stock company, the guarantee of some of the principal stockholders would be desirable. By the observance of such rules as these, and with constant exercise of vigilance, loans of this character may be granted without unreasonable risk.^^ 45 In the early days of joint-stock banking in England and Scotland, when the business was not so well understood as at present, numbers of accounts in the manufacturing districts of England had drifted into the condition of being largely represented by fixed property. Half the cotton mills of Lancashire, the woolen mills of Yorkshire, and the iron foundries of the "black district" were mortgaged to the banks of that period, some of which were ruined by the heavy losses that ensued. These severe lessons have had their fruit in the improved style in which bank advances are made in these times to the mutual advantage of both the banks and their customers. The same condition of things prevailed in certain quarters at one time in Canada, and with the same result of either embarrassment or abso- lute ruin. In a certain district of Canada where flour milling was a leading industry. It was well known at one time that nearly every mill it contained had fallen into the hands of the leading bank of the district by foreclosure of mortgage. This was the result of the style of business adopted by one who was known as a most enterprising and pushing manager, whose lavish dealing with the funds entrusted to him by his head office had not only ruined the customers who dealt with him but brought about heavy losses to the bank. The disposal of these properties and the operations connected therewith, formed a principal part of the occupation of the officer who succeeded the en- terprising manager. If the bank referred to had been an independent one, like the banks in small towns in the United States, it would have been ruined beyond redemption; but, fortunately it was only a branch of a larger institution which could afford to lose large sums with no more consequences than temporary em- barrassment. CHAPTER Xril. LOANS TO RAILWAYS AND RAILWAY CONTRACTORS. Railways Under Construction — Peculiar Dangers — Railways in Operation — Contractors — Delays in Payment — Engineer's Certificates — Lock-Ups — Contracts for Railway Companies — Contracts for Public Works of Government. THE development of railways in modern times is one of the most striking factors in our industrial progress. Though they do not produce or create anything, the}' bring producer and consumer more nearly together, and lessen the cost of raw material to the pro- ducer and of finished products to the consumer, so much as to have given an enormous stimulus both to manufacturing and trade. This has been the case even in the older countries of Europe, whose every acre was cultivated long ago, and whose means of transportation were in a well developed condition long before railways were heard of. But whatever stimulus might be given to production and trade by railroads in older countries, it has been immeasurably exceeded by the effect which their construction has produced upon the undeveloped or partially developed regions of North America. Whether in the United States or in Canada, the eff"ect of the extension of railways into undeveloped tracts of country has been such that it may almost be said that the railway has created the country. For, so far as the interior of the continent is concerned, when we consider the enormous distances to which the product of the soil had to be carried to reach a market, it will be seen there was an insuperable bar to profitable cultivation, and that great regions now populated and prosperous must have remained in their original state of wildness, but for better means of transit. But the railway which penetrates these regions enables their products to be brought profitably to market, and so opens up a path to settlement and the industrial development that follows. Thus it lias been in all the Western States of the American Republic, and thus it lias been in Canada in a most remarkable degree. But at an early stage in these developments the intervention of the banker has been needed. The financing of nearly every railroad during the period of its construction has been attended with not a few financial difficulties; the only exception being the railroads avowedly undertaken as Government works. Of this we have had one conspicuous example in Canada in the case of the Intercolonial. Railway corporations have two modes of raising money; viz., by the subscription of stock, and by the issue of bonds; the latter being partly of the nature of mortgages, and partly of long-dated promissory notes. Subscriptions on account of stock are invariably, in these times, paid in 128 RAILWAY LOANS. 12.9 to a banker; and this is the point at which the bank and the railway first come into contact. The banker opens an account with the company; receives money on its account; pays out that money as construction pro- ceeds, often at widely distant points through tlie medium of its branches. The bank also, through the medium of bills of exchange, brings out moneys paid in by subscribers abroad, and places them to the credit of the company in Canada. All the foregoing are simple and natural bank- ing transactions, and although the amounts involved are sometimes enor- mous, amounting to tens of millions in the course of a single half-year, they are not such as to give occasion for thought or anxiety on the part of the banker. So long as the sums drawn out are no more than the sums paid in, the transactions are part of the mere routine of banking. This is the elementary theory of banking in connection with railroads during construction. But, as a matter of fact, it often hapjiens that the financial opera- tions connected with the building of a railwa}'^ do not run as smoothly as this. The incoming of money does not always keep pace with the ex- citing demands of its outgoing. These demands are imperative, consist- ing as they largely do of wages of laborers and artisans. It has already been shown how necessary it is to meet demands of this nature at the time the}^ are due. It happens, therefore, at times, that emergencies arise which lead to an application to the banker for advances. The banker is naturally the person applied to, as the company is having large monetary transactions with him; and the application can be represented as simply the honoring, for a short period, the checks of the company, until subscriptions are paid in, or bonds are sold. It has thus come about that many a banker has been induced to consent to advances, which, though represented, with perfect sincerity, as "temporary," were found to have an unpleasant element of permanency about them in practice. The new subscriptions or the proceeds of new bonds could not in some cases be applied to the advance, inasmuch as the money was required to meet other and more imperative demands. The temporary overdraft, therefore, went on, with varying amount, but undischarged, even for years, until some turn of events after completion enabled funds to be set aside to meet the banker's claim. These, however, are not the only contingencies that meet the banker, when, as is generally the case on this side the Atlantic, the money is raised in one country and expended in another. The officials of a road under construction are subjected to constant pressure to find funds for vast jDay-rolls regularly recurring, sometimes running up to millions; and on the banker demurring to increasing an overdraft, would suggest that he might cash bills of exchange drawn by them on headquarters. They might not, it is true, have explicit authority for so doing. But they would trust to the exigencies of the case being recognized and the bills honored. Such things have been known, however, as of these bills 1.30 BAXKIXG AND COMMERCE. being refused acceptance or recognition, and of the banker being com- pelled, to his intense disgust, to write them off, as losses. A case has also happened where a railway, pushing works of con- struction ahead, for a road of which it has obtained control, but which is still carried on under its old name, has made arrangements with a bank for supplies of money from month to month to be repaid periodi- cally by drafts on the headquarters of the company. For a. time the arrangement works smoothh^, and advances are paid off periodically. But, as time goes on, money is not paid in the one country as fast as it is needed in the other. The bankers, therefore, are asked for the peri- odical payment to be deferred. Meanwhile, outlays proceed, advances go on increasing, until at last the bank is itself embarrassed by the huge amount to which the account has grown. Further advances are therefore stopped, and payment demanded of those existing. Then, to the disgust and alarm of the bank, the point is raised as to which corporation has had tlie advances. Is it the corporation that has obtained control of and absorbed the other, or the corporation which has been absorbed, but which is practically a mere name ? The first repudiates responsi- bility. Litigation ensues, and is continued for years. Meantime the bank is embarrassed by the enormous amount of its funds locked up, and suffers in credit through the facts becoming known. The case is finally settled by an arrangement for a special issue of bonds, the whole of which are handed to the bank. But of these bonds neither interest nor principal is ever paid, and the bonds themselves are finally can- celled by legislative arrangements, which give the bank about one-tenth of its advances, the remainder being a total loss. Largely as a conse- quence of this, the bank ultimately suspends payment and finally passes out of existence. Advances to a railway during construction are therefore critical af- fairs, and require much judgment and caution, and also much firmness, on the banker's part, in dealing with the "account. Such advances, if once allowed, are almost certain to increase. And as the disbursements,, during construction of even a small railway, are very heavy, the pres- sure for advances may soon raise them to large amounts. The only safe rule for a banker with an account of this kind is to be firm at the outset, and not to allow the thin end of the wedge to be inserted without outside security. It is a delusion to suppose that a railway corporation must in the nature of things be good to repay advances. A banker, until he has learned the contrary by experience, finds it difficult to believe that a corporation, with a paid-up capital of millions, can fail to pay its debts. But reflection would teach him that when the whole of the capital afore- said has been expended in works, from which it can never be extracted again, it is impossible that capital can furnish the means of repaying what he has lent. Still more is this the case when such a company RAILWAY LOANS. 131 stretches its borrowing capacity in tlic shape of bonds to the utmost extent to which the market will take them, which bonds are sometimes constituted by law a first mortgage on all the property of the company. The banker therefore finds himself in a difficult position if he attempts recovery by law; he indeed finds this impossible. It may be taken therefore as an axiom in banking, that advances to raihvays in construction should never be undertaken without security beyond that of the railway itself. Even if bonds are offered as security they should be received with caution, for the proper mode of raising money on the bonds of a railway company is to place them on the market. That is an infallible test of their value. The market price is simply a consensus of the opinions of the financial world. Many instances have been known, of a finished railway barely pay- ing working expenses, and our own Intercolonial railway is a conspicu- ous instance of this. The bonds of such a road are, of course, valuer less, so long as this state of things continues. They may have a speculative value, in view of future developments. But improvement may never be realized. Advancing on the strength of future stock subscriptions may prove as delusive a foundation for a loan as anything that has been referred to. Experience has proved that when the outlook has become distinctly unfavorable subscribers will not only neglect to pay their calls, but will resist legal process by every device known to the law. Advances to railways in actual operation, however, rest on a differ- ent footing. When a road with an established traffic desires a temporary loan for the purpose of laying in supplies, let us say, of fuel at the approach of winter, such a loan may be regarded as legitimate and safe. For the repayment of such a loan would practically be a disbursement for working expenses, and would take precedence of any claim con- nected with its bonds or stocks. But then a banker must exercise a dis- criminative judgment in regard to advances like this: for there have been instances of railroads getting into such low water that no depend- ence could be placed upon them for any sort of payment. This, how- ever, cannot fail to be known to the bankers of such a company, and they would be wanting in judgment to a singular degree if they did not treat such a railway as they would an impecunious mercantile bor- rower. A railway corporation, in fact, comes to have what may be called a commercial standing, exactly as a merchant does. It is not common for mercantile agencies to enter railways in their books, and give them grades of credit; but, if they did, they would find it necessary to use as many symbols as they do in case of merchants. Some would have the highest grade of credit that any marks could indicate, while others would be found at the other end of the scale. But as there are no books of reference indicating the standing of railways, and any reference to 132 BANKING AND COMMERCE. their supposed capital is utterly delusive, a banker must himself take means to find out what is necessary, only taking care that he does not find it out by costly experience. Railway Contractors. Closely connected with the foregoing are advances which banks are often called to make, during construction, to railway contractors. Through the hands of this class of the community very large sums pass during the course of construction, and the expenditures of a single month, at times, run up into millions of dollars. The usual course is for payments for work to be made on the certificate of an engineer or inspector, at periodical times, named in the contract, and usually once a month. This process seems very simple and not likely to lead to finan- cial difficulties. But experience teaches otherwise, as will now be shown. Any person or firm engaging, or contracting, as the phrase is, to do a certain piece of work, will require, before he begins it, a considerable stock of material and plant. He must have horses, barrows, shovels, wagons, and a variety of other tools and plant of more or less value, according to the extent of his contract. In some cases the whole of the contractor's capital will be invested in his plant. If he opens a bank account, and it is almost a necessity that he should, he will inform the banker of the amount of money he has so invested, and will, naturally, open to him the amount of the contract, the mode and time of payment for his work, and so on. In fact, he will explain his position, so that, in case he requires advances, the banker may understand what to do. In a majority of cases, a contractor will want advances before he has got on far with his work, for the pay-rolls of his men will come due, and must be met, before his receipts from the company come in. For there is always an interval, during which his work is being measured, his account passed, and payment received in the treasurer's office. This interval may be days or it may be weeks, but his little army of workmen cannot wait for weeks, or even for days; they must be paid, or they will not go on with the work. Now, some contractors have available cap- ital enough to enable them to pay their wages in the interval; that is, they have, in addition to the capital they have expended on the plant, or material, sufficient, at least, to meet a month's pay-roll of their men. Men of such capital as this seldom require advances at an early stage of a contract, thougli they may do so later on.'*^' But the majority of contractors have not so much capital as this, and arc in the habit of applying to a banker for advances, tlie ground for such application be- 46 The author well remembers an aconmit oponod witli the bank in which his early days were passed, by the contractors for ilie works of the Manchester & ShefHold Railway. They deposited a single sum of £80,000. iMige as this was, it was all absorbed as the work v/ent on, and they had to apply to the bank for advances. RAILWAY LOANS. 1^3 ing that so much work has been done or will be done at the end of the month, when the account will be presented, certified and paid. And as payment is supposed to be sure, the borrower will represent that ad- vances must be safe. In many cases, the contractors will give to the bank a written order on the treasurer of the company, directing him to pay the account to the bank when certified. This might seem to make the advance ])crfectly safe, especially if the treasurer undertakes to comply with the order. But a treasurer will almost certainly avoid bind- ing himself to pay a specified sum of money at a specified time. He will generally simply acknowledge the receipt of the letter, or if he goes further, he will say that it has been placed on file, probably calling the banker's attention to the fact that his duty is only to pay whatever sum may be certified by the engineer of the company to be due. And here we touch the vital point of the w^hole matter, for, as many bankers have found to their cost, nothing is more common, in railway work, than for disputes to arise betw^een the contractor and the engineer, and for such disputes to remain unsettled for a length of time. In the in- terval, possibly, payments may be made on account, but not nearly enough to cover the banker's advance. Meantime, another month's work has been going on, and pi*essure is put upon the banker for further ad- vances, which he may yield to, under expectation of a speedy adjust- ment of differences. This the contractor will give strong assurances of. The banker therefore is in a difficult position. If he refuses to advance further, his customer cannot meet his payments. The work must there- fore stop, his contract will be annulled, and any drawback in the hands of the company forfeited. This will almost certainly result in a loss to the bank; for such a contractor's capital will only be represented by plant and material, w^hich will depreciate to a mere nothing if sold, though it may have cost a very large sum of money. On the other hand, if he goes on, he may continue to have a profitable account and come out safely in the end. Perhaps he may stipulate for an extra charge in consideration of the extra risk; but whether he comes out well or not will largely depend upon whether the contract is a good one, and what the amount afl'ected by the dispute is. It may be $5,000; it may be $50,000; it may be even $500,000; but a contract is rarely finished with- out a dispute of some kind, as to the quality or quantitj^ of the work; whether a certain amount of material removed was not rock instead of earth, whether the foundations of a bridge are properly laid, or what not. Sometimes engineers are to blame for these disputes ; sometimes contractors. But in any dealings between a banker and a contractor such possible contingencies must be taken into account. Some of the most exasperating "lock-ups" that have been known in the history of banking have arisen in this manner. Such disputes often lead to lawsuits; and even though an award may be made in the contractor's favor, a delay of years may transpire, during which interest has been accumulating and 131 BANKING AND COMMERCE. costs mounting up, while the amount of the judgment may be far less than the debt due to the bank. If the contractor has otlier resources than the capital, in his plant and gives the bank security on them, all may be well in the end ; if not, the result may be that the "lock-up," or a considerable portion of it, may become a bad debt. No banker, therefore, will consider himself safe .by the mere fact that he has security, so called, in the shape of an order on a railway company to pay him what they owe the contractor, if the order be in general terms and unaccepted. ^^ But all advances to contractors are not such simple matters as the foregoing. Not seldom a contractor will approach a banker before work has begun with a proposal for a credit of a round amount, liaving no relation to any specific sum as earned, or to be earned, in any particular month. And the banker, knowing him to be a man of good standing, and to be the owner of real property in the neighborhood; knowing also that he understands his business, and that his account may yield large and profitable transactions, may grant such a credit. Yet a portion of the money advanced may be used to purchase that miscellaneous collec- tion of articles known as a contractor's plant, which costs so much, and is ultimately worth so little. Or there may be, for some reason, unusual delay in passing the accounts, or accidents may transpire from water, fire, or dynamite; or there may be miscalculation as to the nature of obstacles to be overcome, especially in deep cuttings, high embank- ments, or bridge building. Or the contractor may have miscalculated the cost of numerous materials he requires to use; in fact, the casualties are almost innumerable, and what position the contractor may be in by the time he gets to the end of his work, a mere lottery. It may be a fortune; it may be bankruptcy. All that is said in regard to contractors for railways applies even in a stronger degree for contractors in government works. And for this reason, that whatever delays may be experienced in the passing of a contractor's account by a railway company, they are sure to be more protracted in a government department. The habit of delay, the cumbrous circumlocutory system which in- heres in all government offices, which it is vain to remonstrate against, is certain to bring about greater delays in this case than in the other. And in case of dispute, the engineer or inspecting ofiicer of a govern- ment department is apt to be more exacting, and more firmly set in his opinions, tlian the officer of a railway corporation. And in case the dis- 47 It lias not soldom been the case in difTicult times tliat a contractor could not gret his certificate paid, even when there was no dispute about it. owing to the company being unable to float bonds, or to get calls paid, or to make ef- ficient banking arrangements. Numerous cases of this kind have arisen where the works were on this side the Atlantic wh'lst the money had to be raised on the other. RAILWAY LOANS. ' 135 pute leads to law proceedings, tlie machinery requisite to carry on such proceedings leads to delays which are interminable. Many an unfortu- nate suitor has been driven to distraction, or to bankruptcy', by such suits; yet there is generally, on the part of the officers that defend them, a sort of consciousness that they are doing well in protecting the public at large against unjust claims, on the part of individuals; a most formidable obstacle to settlement. There is this, however, to be noted, as a set-off against all disadvan- tages of doing work for a government, that payment, at any rate in countries like Canada, Great Britain, and the United States, is certain in the end. But the same cannot be said of all governments, as has been seen. CHAPTER XVIII. LOANS AND ADVANCES TO GOVERNMENTS AND MUNICI- PAL CORPORATIONS. England — The United States — France — Insolvent Governments OF Europe — The Separate States of the Union — Separate Provinces of Canada — Municipal Corporation Loans. THE dealings of bankers with governments have peculiarities of their own, and at times are so important that the whole foundation of a banking corporation has rested upon them. This was the case with the Bank of England, the very purpose of whose establishment over two centuries ago was to aid the finances of the Government of the day. By the terms of its constitution its whole capital of one million ster- ling was loaned to the Government of the time, and this primal condition has been observed down to the present day through all the changes and vicissitudes of the last two centuries. Although the capital of the bank has been increased from time to time until it now amounts to fourteen millions sterling, there never was a time when the whole of it was not lent to the Government. The debt is represented by those Government securi- ties which regularly appear in its published balance-sheet, and with which, so far as the amount of its capital is concerned, it cannot part without a forfeiture of its charter. In consideration of this, the whole business of the Government of Eng- land — using that word in its broadest sense — has alwa^'S been done with this one bank. The Bank of England, however, is not a Government institution, as is often supposed. It is distinctly a banking corporation with its own body of stockholders who elect its own board, appoint its own officers, receive dividends out of profits, and hold annual meetings exactly as do other banks. In all these respects the Bank of England is on the same footing as an ordinary joint-stock bank. The only difference is that in consideration of its relation to the Government it has powers of circulation of a peculiar kind, as opened up in another chapter. But notwithstanding that the Bank of England is not a Government institution, the fact that the whole financial business of the Government passes through its hands, has always been held to constitute a claim on the part of the Government for financial assistance should it ever be needed; and that in preference to the commercial community. If the commercial community were urgent for discounts at the same time as a Chancellor of the Exchequer was urgent for advances, there can be no question which of them would have the preference. Yet the instinct of self-preservation 136 LOANS AND ADVANCES TO GOVERNMENTS. 137 is as strong with the Governor and Company of the Bank of England as it is with the directors of any other corporation, and that would undoubt- edly prevail in case the demands of the Government were likely to endan- ger its existence. This, of course, has been well understood by every Chancellor of the Exchequer from the beginning, and no demand would be made upon the bank that would be likely to bring it into danger. The bank is altogether too valuable an adjunct for any Government to allow its usefulness to be imperilled ; besides, there are other ways in which the Government could borrow to meet pressing emergencies, such as the issu- ing of Exchequer bills and so forth. Yet undoubtedly it has happened at times that the directors of the bank must have felt their position with the Government to be burdensome, notwithstanding the privilege of having its notes made legal tender. A natural longing for freedom to use their immense capital in a way that might seem agreeable to their own judg- ment as directors of other corporations could do, would, at times, almost of necessitj' arise, and if it did so arise, would be pardoned. The principle of lending the whole capital of a bank to the Govern- ment prevails also in the United States, as has been set forth in another chapter.' Most of the National banks lend their whole capital to the Federal Government, and receive in acknowledgment bonds for the amount. The banks are authorized to issue circulating notes on the security of these bonds and every possible safeguard has been devised in order to render these notes secure. The Government retains the custody of the bonds, thus insuring that the bank cannot dispose of them. The Govern- ment also furnishes the notes to the bank, thus insuring that the proper amount and no more shall be put into circulation. These notes, though absolutely secured by the Government, were never made a legal tender, the reason probably being that the Government itself became an issuer of legal-tender circulating notes, and is so to this day. The Bank of France has a more intimate connection with the Govern- ment of the day, whatever its character might be, than the Bank of Eng- land. The Government is always represented influentially on its board, so that the obligation to meet its necessities bears upon it with even a stronger pressure than in the Bank of England. Still, the Bank of France is not a department of the Government, and its advances must be regulated in the last instance by the all-prevailing law of self-preserva- tion. It might be supposed that advances to governments must, in the nature of things, be safe. But experience teaches some bitter lessons in this respect. All governments are not like the Government of England. There have been times, revolutionary times of course, when the obligations even of the Government of France became utterly valueless, and its promissory notes so depreciated that a thousand francs of them would hardh" buy a loaf of bread. Yet these were secured by assignments of Government lands, and hence bore the name of assignats. A similar state of things prevailed in revolutionary times on this Continent when what 138 BANKINXt and CO^rMERCE. was known as Continental money of the revolting colonies became as much depreciated as the assignats of France. Of this state of things we have seen a repetition in recent times with regard to notes issued by the revolting Southern States. These became, every one of them, absolutely worthless. It is well known in the higher circles of finance in Europe that the Government of Spain has more than once compromised with its creditors, exactly as a merchant does when he cannot pay his debts. What is more, that Government has even com- promised on its compromise. At this very time the Government of Turkey is under heavy default on its obligations, and if it were a railway company, we should say it was in the hands of a receiver. A certain portion of its finances are adminis- tered by representatives of its bondholders, comprising French and Eng- lish capitalists, each of whom, in terms of a year about, receives certain allocated revenues, and after appropriating a certain sum for the interest on bonds, pays over the balance to the Turkish Government, if there be any. A government is unlike any other debtor in this respect, that if de- fault is made, there is no mode of compelling payment except by going to war. In all ordinary cases of debt the remedy is to appeal to the judgment of the court, which judgment will be enforced against the debtor by the Government. But when a Government itself is the debtor, there is no higher authority to appeal to, unless in these times the interna- tional tribunal of The Hague may be considered such. But how could that tribunal enforce its decisions.^ Nothing but the terrible arbitrament of war will meet the case. Now, private persons, no matter how rich and powerful, cannot levy war. Their case must, therefore, if it is to be enforced at all, be taken up by their own Government, which if payment is refused, can declare war, seize custom-houses and ships, and bring the whole machinery of the defaulting Government to a stand. This was the raison d'etre of the measures taken against the Republic of Venezeula by Germany and England in 1902. Bankers therefore who keep accounts with governments and make advances to them have always this risk to reckon with. They cannot com- pel payment. Even if a government endeavors to satisfy the bank by an issue of bonds, there are difficulties and disadvantages even in this simple process. If the Government is a constitutional one, bonds cannot be issued without authority of Parliament; and such an issue may become a matter of fierce contention between opposing parties, may be delayed indefinitely, or refused altogether. Or if the government has succeeded in obtaining authority to negotiate a loan, it may have already exhausted its credit, in which case it cannot press more bonds upon the market without a heavy sacrifice. Canada itself before Confederation, consist- ing only of Upper and Lower Canada (corresponding to the present Provinces of Ontario and Quebec) had sunk so low in credit that its London agents were unable to place further loans upon the market ex- LOANS AND ADVANCES TO GOVERNMENTS. 139 ■cept at a heavy sacrifice. These agents being under heavy advances themselves, at one time absohitely refused to increase these advances, and wrote letters, as may be seen in the Blue Books of the time, to the Finance Minister of Canada couched in terms exactly similar to those employed by a banker to a debtor whose bills were overdue. It was natural, therefore, under these circumstances that the bankers of the Government in Canada should be called on for advances to a constantly increasing amount, which advances becoming, at length, really embarrassing, led to consultations and conferences which finally ended in the proposal for a Government issue of circulating notes. The present legal-tender note issue of the Government of Canada had its origin in this way. Since this great settlement the credit of the Government of Canada has steadily improved, and its bond issues are almost on as high a level as those of England. Its relations with its bankers have therefore never since ceased to be satisfactory; and at times when other Canadian banks have been called on to co-operate in placing loans on the London market, they have gladly consented to do so. It is to be noted, however, that the Government of Canada, through all the periods of strain and stress of commercial and financial depression has never failed to meet the interest on its bonds to the day. There are, however, other forms of Government advances than those referred to; namely, those of the separate States of the American Union, or of the separate Provinces of the Dominion of Canada. Each of these has its own financial system. It levies taxes within certain limits, collects and disburses revemie, and places bonds upon the market exactly in the same manner as an independent State does. Each is a separate financial entity, and has a character and credit of its own. The Provinces of Canada differ widely in their financial position; but all have maintained a reputation for meeting interest on their bonds with as much regularity as the Dominion Government itself. Nevertheless, there would be a wide dif!'erence of judgment in the case of an application for loans as between one Province and another. This matter is well imderstood by financiers. As to the mode in which pressure could be brought to bear in case of difficulty or embarrassment, an appeal in Canada would undoubtedly be made to the Dominion Government, which Government possesses powers in the way of compulsion in the fact of its granting subsidies to the different Provinces. The case may never arise when the question of with- holding a portion of these subsidies to meet the claims of creditors may become a practical one. Nevertheless, it is conceivable that under circum- stances, say, of exceptional extravagance in expenditure on the part of a particular Province and consequent default, the claims of the creditors may be carried before the higher power and demand made that pressure 'be put upon the defaulting Province. In this respect the Canadian Provinces differ from the States of 140 BANKING AND COMMERCE. America. The latter receive no subventions from the Federal Govern- ment, and their finances are on an entirely independent basis. It may be laid down as a general principle that the advances of a bank to a Government need to be regulated by the same fundamental rules as those to a municipality or a business corporation. A prudent banker dealing with a Government will keep advances down to such a level that they can be repaid out of the j'ear's revenue. These advances should always be represented by and rest upon this asset within sight; with the exception, of course, of advances in anticipation of the floating of a duly authorized loan; in which case the sole matter for consideration will be whether it is likely to be successfully placed upon the market. But in the case of a Government undertaking great works of con- struction, such as Canada has more than once undertaken, to its embar- rassment, a banker will be careful lest his advances do not eventuate in a "lock-up" which is embarrassing to himself. LoAXs TO Municipal Corporations. This is a branch of banking advances in which grievous mistakes have, ^t times, been made, and respecting which it is desirable to act according to fixed rules suggested by experience. It will be found on consideration that the same general rules and con- siderations apply here that need to be observed in other lines of banking advances. In the business of a corporation, as in that of a manufacturer, there are expenditures on permanent works, and expenditures which may be termed "current and annual." It is evident that the first class of expenditures should be represented by bonds spread over a term of years, and that only expenditures of a tem- porary character, resting upon collectible revenue, should be represented by loans from banks. With these two leading principles kept well in mind a bank may steer its way safely through this class of business. There are enterprising corporations as there are enterprising manu- facturers, and the readiest way of obtaining money for schemes of im- provement and extension is to apply to the bank where the account is kept. Now, there are expenditures regularly going on in every municipality to provide for which an annual levy of taxes is made. It is obvious there- fore that a bank may reasonably make advances to the amount of such levy, pending the collection of taxes, of course, with a fair allowance for such as are not collected or collectible. But expenditures for permanent improvements can rarely be provided for out of the annual levy. The money required should therefore not be borrowed from a bank, unless indeed, bonds, duly authorized, are about to be put on the market, and a loan is desired in anticipation. In that case the banker's business will be to see that the bonds are such as are likely to find favor in the market. But even during the currency of a year, a banker may need to be careful about the amount he advances. An era of extravagance will some- LOANS AND ADVANCES TO GOVERNMENTS. Ml times set in with a municipality under the regime of an enterprising mayor •or council, exactly as it may with an individual. In that case there will be strong pressure put upon a corporation banker to extend his advances beyond due bounds. He will then need to remember that there are charges upon the income of the municipality which take precedence of his advances. Wages of employees, for example, and interest on bonds; these cannot be left in abeyance. For it has been the just pride of Canadian munici- palities (with one or two exceptions after the collapse in the Northwest) that they never made a default in their bonds, either of interest or prin- cipal. In carrying on the account of a corporation a banker will need to keep the foregoing in view. He will also be careful not to allow one year's advances to be carried over into another. Each year should stand on its own foundation. This is the regular and normal working of advances to corporations. But both in times of prosperity and adversity there are apt to arise circum- stances which militate against it. In times of expansion and prosperity when a close watch is not kept over the finances by corporation officials, expenditures of a fixed character sometimes get so mixed with those that are temporary that the moneys advanced for the one may become locked up in the other. This is especially the case when advances are made in the form of an overdrawn current account. Nothing is more easy than for a treasurer or finance committee to issue cheeks ad libitum, the result of which is that the banker finds himself at the close of a corporation year with a heavy undischarged debt. This, of course, may not give a banker the same anxiety as if the debt were against a mercantile firm. A corporation cannot go out of business as a merchant can; and the cases of corporations being absolutely unable to pay their debts have been extremely rare. Usually the worst conse- quence of abnormal advances is that a certain amount of money is locked up. Now, though a "lock ujd" is not the same as a bad debt in its ultimate consequences, it may, if large enough, be a cause of real embarrassment. It may, however, be thought that a banker's advances can always be pre- vented from becoming embarrassing by a corporation issuing bonds, or in a last resort, exercising the power of taxation. There are, however, serious limitations to both of these plans. Corporations cannot issue bonds except within the limits of their charter or the general law. If attempts are made to extend such powers, the ratepayers are very apt to initiate opposition. With regard to taxation the same objection would apply in even stronger form. Nothing provokes more determined opposition than undue increase of taxation. The only mode left under such circumstances is a considerable re- trenchment of expenditure; but that, too, is a very difficult process, as anyone connected with municipal matters knows well. A banker therefore who has incautiously allowed his advances to drift into this position may have the mortification of finding it impossible to 142 BANKING AND COMMERCE. collect for years tlie amount due, and of being under the necessity of curtailing advances to mercantile customers. All that has been observed with regard to this matter is founded on actual experience. The total amount which a municipal corporation may prudently bor- row, that is in a permanent form, is a question on which different opinions may be and have been entertained. It generally resolves itself into a question of so much per capita of population. But here distinctions must be made. For some municipalities are so much wealthier than others, as a whole, that an amount per capita that would be a serious burden to one would rest lightly upon another. But the limit of safety will be found, as a rule, to lie between sixty and eighty dollars per capita: the former, let us say, in the case of a municipality having a considerable population of artisans, and the latter where a much larger percentage consists of the well-to-do class; such, for example, as towns resorted to for the purposes of health or recreation, or which are agreeable places of residence for persons of competence. Suburban towns within reach of a great city can bear a higher rate of debt per capita than many others; but there have been on this Continent (but not in Canada) some striking instances of extravagance in such places under the regime of an enterprising mayor or council, when new streets, squares and boulevards were made in advance of population, burdening the existing inhabitants to such an extent that the taxes became intolerable, and compelled many of them to leave the place altogether. Thus the expenditure defeated its object. Population, instead of being attracted, was driven away, so that those who had property in the place and could not leave were compelled to allow the bonds of the corporation to go into default. Under such a cloud as this an attractive municipality might lie for years, its bonds becoming for a time almost worthless imtil some forced arrangement was made with creditors that lightened the burden of taxation, and enabled the natural advantages of the locality to assert themselves and bring in population. Such a state of things as this would scarcely arise until the municipal debt had increased to more than a hundred dollars per capita. Sometimes, in a large and prosperous city, under the regime of an enterprising board of aldermen, great works of improvement would be planned and carried out year after year that added nothing to the revenue of the city, while they added immensely to the burden of taxation. Such expenditures might at length become so serious as to arouse organ- ized resistance on the part of the property-holders, and appeals to the Legislature to limit the borrowing power of the municipality. Under circumstances such as these, if a bank went on making advances on open account, there might be danger of such advances being declared to be beyond the limit of the law, and considerable difficulty might arise as to liquidation. The above observations as to the limit within which the debt of a muni- cipality should be kept are of course irrespective of expenditures of a remunerative character. If a municipality borrows for the purpose of LOANS AND ADVANCES TO GOVERNMENTS. 143 acquiring water-works, or other revenue-producing property, it may safely exceed the limit laid down herein, always on the supposition that the price paid for the same be such that the revenue will meet the interest and provide a sinking fund in addition. But experience shows that a municipality has always a tendency to manage such works less economically than a private company would; hence there is a constant danger that revenue may be insufficient, and ordinary taxation resorted to for meeting the deficiency. The banker of a corporation needs, therefore, under all circumstances to keep a close eye upon its financial management. And he may render essential service to the citizens by imposing, when needed, stringent checks upon borrowing.^** 48 Nothing in this chapter need prevent advances to a corporation pending the sale of a duly authorized issue of bonds, on the strict agreement that such ad- vances shall be liquidated out of the proceeds of the bonds. A banker in such cas-es may act as intermediary in the matter and have the bonds in his own pos- session until a sale is effected. In all such cases it is desirable that a separate account be opened, so as to prevent these extraordinary advances from becoming mixed with those that are of an ordlnar>- character. CHAPTER XIX. LOANS ON STOCKS AND BONDS. Growth of This Branch of Leading — Call Loans — Loans on Time. THIS branch of banking loans has come into great prominence of late years on both sides of the Atlantic, owing to the increasing difficul- ty of obtaining satisfactory commercial loans and discounts. The immense increase in the deposits entrusted to Canadian banks has more than kept pace with the increase of satisfactory commercial business; hence, with many banks, the larger ones especially, it has become a regular branch of business to make advances on the security of bonds and stocks ; not that, as a rule, they have deliberately passed by commercial business in order to enter upon this branch. No bank has a right to do this, for the very object for which banks are chartered is to promote trade and commerce. It is only when this requirement is fulfilled that banks can fairly enter upon this other field of enterprise. To put it in one word: it is only the banker's spare funds that can be properly so emjjloyed. The amount of such spare funds varies with the course of business and the season of the year; but, generally speaking, there is always sufficient to engage some measure of a banker's attention, and to make it important that he should master the principles on which loans should be carried on. There are two very important differences in this class of business, usually expressed by the term, "loans at call," or "loans on time." There is- also a distinction between "loans on bonds" and "loans on stocks." Loans on Call. By far the larger part of these are secured by stocks, of which there is in Canada a comparatively small range to choose from. Loans on bank stocks have been prohibited; for, when permitted, they gave rise to dangerous speculation. There remains, therefore, only the stocks of railways, shipping companies, and industrial enterprises. A banker in dealing with these will do well to make it a rule to lend on no stock that is not listed and regularly quoted. He will require as a minimum a margin of ten per cent., but the higher the price the larger percentage of margin he will exact. In fact, when a stock is obviously inflated, he will do well to fix a definite limit to his advances, no matter how high the stock may be quoted. This is a cardinal rule, and it will be found very dangerous to depart from it. He will be careful to have a substantial borrower, and avoid dealing with impecunious speculators, no matter how good the security may seem to be. And he will keep his eye upon Hi LOANS ON STOCKS AND BONDS. 145 the fluctuations of the market, and take means to keep well informed of the doings, speculations, and schemes of the principal operators. He will do well to observe certain rules or traditions, the result of experience, which, when applied, will rule out wrong classes of securities altogethei. The greater part of call loans will be to stock brokers. Loans to them are prima facie safer than to principals, for the reason that they them- selves have a principal behind them on whom they can call if needful. A banker dealing with brokers is, therefore, almost in a position of having a double security, besides the stock itself. A banker will take care to have his risks well distributed, not only amongst persons, but amongst stocks. He will take care not to have too much loaned on any one stock, otherwise he may find to his annoyance that he has been a party to some scheme for inflating a stock beyond a reasonable value. He may then be caught in a reaction, and find that he has locked up his money, instead of having it at his disposal on a day's notice. In a limited market like that of Canada, a banker will need to be careful not to have too much money out upon it. Experience has proved that this market cannot stand any very heavy strain of calls for money, especially on stocks that have a local value only. Some stocks there are on which money can always be obtained in New York or London. These, of course, can bear a much heavier strain of call than the rest. But if advances rest on stocks that are not known in New York or London, the calling in of loans may sometimes result as "the calling of spirits from the vasty deep" by the Welsh bard was said to do. But much of the money lent on call by Canadian banks is through offices in New York. There the field is immensely greater. There is a much greater variety of quoted stocks, the changes in which are known far more rapidly than is the case in Canada. There are large numbers of brokers of solid means and standing, who are well able to stand the changes and even shocks of the market, as has been repeatedly proved. The tone of honor amongst this class is high. If calls for money are made, it is a point of honor to respond at once; and if the call is for more margin, it is at once lodged. No complaint is ever made either of the suddenness or the amount of any call; or even of the sale of stock in case the call is not responded to — a rare event, however. The great objection to the New York market is the rapid changes in the rate for money, and the fact that the rate may be as low as two to three per cent, for months together. Then, in a remarkably short time, the market may assume such a condition that rates of ten, fifteen, or even twent}'- per cent, per annum are paid without grumbling. This state of the market, however, rarely lasts more than a few days, or a few weeks at most; and, during its continuance, a vast amount of clearing out of weak speculators usually takes place. The New York market, as is well known, is occasionally visited by 10 OF THE UNIVERSIXX 116 BANKING AND COMMERCE. spasms and cataclysms. Memories of "Black Fridays" still linger about Wall Street (as indeed they do about Lombard Street), but these spasms are not so common now as formerly. They depend partly upon the money market itself. A continued period of very tight money will result in sharp spasmodic movements in which a fall of twenty to thirty per cent (or even more in some cases) will take place along the whole line of stocks in a single day. Yet so solid is the underlying stratum that it has been known again and again that banks having large sums out "at call" have found themselves at the end of a most convulsive day in just as good a position as at the beginning. Their calls for margin or for payment had, in every case, been responded to, and not a single failure occurred amongst the circle of their customers. Loans on Time. The principal point of difference between call and time loans is that the latter are more nearly analogous to the ordinary loaning operations of the bank, and are not a mere employment of funds that may be wanted at any time, and must be at command on a day's notice. A banker who is purposing to make loans on time will consider whether the prospective state of his finances warrants this mode of em- ploying his funds. He will also scrutinize the security more carefully and avoid such stocks as have a tendency to considerable fluctuations during a given course of months. It has happened to a lender of money on time, that circumstances transpired making it most desirable, and in- deed necessary for safety, to call in the loan. But being precluded from doing this, he was compelled to allow it to run on and so to submit to a loss. Loans on time are often advantageous to a banker with whom money is plentiful, %vhen the rate he can command is good. He is saved from the trouble attendant on the constant changes involved in dealing with call loans, and will sometimes have the satisfaction of having his funds out at a higher rate than call loans are bringing. Of course, his experience may be the contrary. There is one fundamental rule which experience has suggested in dealing with loans on stocks, viz., that it is never desirable to lend direct to the promoter of a company or to the man who owns and controls the majority of the stock in it. CHAPTER XX, THE DISCOUNTING OF TRADE BILLS. Definition of Thade Bills — Discounting with More Than Onb Bank — Bills upon Branches of the Same House — Bills of Selling Agents — Bills of Wholesalers on Retailers — Bills of Manufacturers on Merchants. TRADE bills ordinarily (though there are other classes) are repre- sentatives of sales, and arise at the point where a bargain for purchase of a commodity has been consummated, and the property ia it has passed to the purchaser, who has given a written promise to pay for if. That promise to pay, in accordance with universal modern practice, is written on a brief document called variously a Jiote or a bill. Sometimes the promise is in the form of an acceptance of an order or direction to pay. It is then called a bill. But when it is a simple promise to pay, it is called a note, or more definitely, a promissory note. These distinctions, however, are principally matters of form. The essence of all such documents, when legitimate and regular, is that certain goods have been bought, and that the purchaser has given written engagement to pay for them. Now, when such documents arc what they purport to be, and are given for value received (these words being of the essence of the bona fides of the document though not of its legality), the business of a banker in dealing with one of them is comparatively simple. He has, in the first place, to be satisfied that the signature of the maker or acceptor of the document is genuine. If the maker or acceptor is an officer of a company, he is bound to enquire whether he has authority to bind his employers by his signature. Being satisfied on the point, he will next scrutinize the document to see whether it is drawn out in accordance with the law. For the law in respect of these simple looking documents is more precise and more elaborate than it is with regard to almost any other documents involving a contract. Byles on Bills of Exchange is a well known handbook. Yet, though containing hundreds of pages, it is so far from exhausting the subject that hundreds of cases have been argued and decided since it was written, the record of which would occupy many volumes more. The subject appears to be unfathomable, for new cases are constantly arising involv- ing new considerations, based on new sets of facts, and demanding, if not new laws, new a})plications of those already existing. The more abstruse points connected with notes and bills are matters for the consideration of a lawyer alone, and a banker, if he is wise, will 147 14S BAXKING AND COMMERCE. let his solicitor deal with them. But there are certain general principles which every banker ought to have, so to speak, "at his fingers' ends," viz., that the document shall not have been altered in any essential point; that is, as to amount, or date, or time, or the person to whom it is payable, or the person who promises to pay; also that it promises to pay a specif c amount at a specified time, and without any conditions; also that it is properly endorsed. All these are of the essence of the document. It is not a bill that can be sued on by a banker if there is a failure in one of these respects, although the seller of the goods would always have the right to recover on his contract. But a bill may be made in perfect accordance with the law, and the person who brings it to the bank may have a perfect right to transfer it, and yet it may not be a desirable document for him to discount. The person promising may not be what is generally called "good" for its amount; which brings up once more a commercial question whether the seller of the goods was wise in selling him so large an amount on credit as he has done. It is a banker's business to keep informed as to the whole series of bills made by any one promissor standing in his books, to keep the total in mind, and to consider not the single document presented to him at any one time, but the amount of the whole of the bills made by this one person or firm that may be afloat. And this brings up another point of vital importance, viz., whether the bank's customer keejis more than one bank account. For in that case the banker will need to keep himself informed of the amount of bills made by the same party that are domi- ciled in another institution. Want of consideration on this point will result in constant misconception. Let us suppose, for argument's sake, that the amount of the bills of a certain promissor in his own office is $2,000. That figure will be before him whenever a reference is made to the bills of the party. He will recall the information he has on record respecting him, and applying that information to this specific amount will exercise his judgment ac- cordingly. But if the merchant who offers the paper has another discount account, he will, in all probability, oiFer the paper of the same customer in that quarter also. Thus the very basis of a banker's judgment will be a misconception. For he is thinking of a credit of $2,000 ; whereas, he ought to be thinking of some larger sum, viz., $3,000, or $5,000, or even more; and may awake to the true condition of things only when he is prevented from applying a remedy. For his own customer, i. e., the wholesale merchant, may fail, and his failure be due to the fact of his having given too much credit. Then, for the first time, the banker realizes the true position. The retailer who was considered perfectly good for $2,000 is found quite unable to pay $5,000 or $10,000, and the merchant who has been con- THE DISCOUNTING OF TRADE BILLS. 119 sidered prudent in crediting the retailer $2,000 is discovered to have been rash and imprudent in trusting him double or treble the amount. The question therefore of what is called in banking phrase "a divided account" is of the first importance in connection with the discount of cus- tomers' bills. It is even of more importance in connection with loans of money. In a banking system like that of Canada, where branches are estab- lished at many points, a banker has also to consider whether his cus- tomer is carrying on business in more than one centre, and keeping a discount account at some other branch of his own, or some other bank. This, of course, is a matter for the consideration of those who from the head office of the bank have supervision over what is going on at the branches. But in general it may be said that it is not desirable for a customer to have a discount account at more than one branch, though he may, of course, keep another deposit account. And it is very unde- sirable, as a rule, for a customer who carries on business in two places to have bills discounted for him drawn upon his own firm in another centre of business. It is common, in these days, for large houses to establish branches or agencies in other cities; and it appears as natural at times for the central establishment to draw bills upon the branch representing goods shipped to it as for it 4:o draw bills upon the purchasers of goods. But consideration will show that there is an essential difference between the two cases. In the one there is an actual transfer of property to an independent party, whose obligation to pay is a distinct contract; while in the other, the goods are only transferred from one warehouse to another, the obligation of the keepers of the second warehouse adding no strength whatever to the bill. The paper thus created differs in no wise from that which might arise if a firm had two warehouses in different streets of a city, and one warehouse drew bills upon the other. All such paper will be classed by an intelligent banker not amongst his trade bills, but as loans without security. Such loans may be good or otherwise according to circumstances, but the documents are not trade bills. But now, supposing the bill to be genuine, as bearing the real or duly authorized signature of the parties to it, and that it be properly drawn in accordance with law, the banker, bearing in mind the total ' amount that he is asked to discount of the same person, will have before him the fundamental question, whether the maker of the bills can be relied on to pay them. To the settlement of this question a banker wiU bring all the information at his command from outside sources, aided by his own experience of the same name in the course of an account, or in that of other persons. It not infrequently happens that a purchaser of commodities may deal with several houses in the same trade, all of whom keep accounts in the one bank, either at the head office or at some of the branches. The banker has thus a somewhat wide range of experience 1-0 BANKING AND COMMERCE. and information at his command. A large Scotch bank may have a mercantile account in Glasgow, and discount thereat the bills of traders in dift'ercnt towns of the interior. But some of these traders may buy goods also in London, and their bills may be offered at the London office of the same bank. Thus, from two sources the bank can form a judgment as to the quality of the bills. The same principle will apply to cities in Canada, for it is common there also for retail traders to make purchases in more than one centre of wholesale trade. Thus, their bills may come under the review of a banker in any one of the centres where the head offices of banks are situated. The same custom of buying from wholesale houses in other cities doubtless prevails in the United States. But American bankers have not the same facilities for discovery that the bankers of Canada have. Almost every large wholesale firm has a circle of customers who, for various reasons, deal almost exclusively with it. The bills given by this class of customers will swell up to a much larger total than those of the average trader, and the attention of the banker will very naturally be given to them with corresponding care. For experience shows that the line of credit given by a wholesale merchant to a retailer of this class is very apt to be abused. The retailer gradually acquires the habit not only of buying his goods from the merchant, but of leaning upon him financially, looking to him for help in emergencies, expecting help when he has not the wherewithal to meet his bills; in fact, practically making the merchant his banker. In such cases it is not uncommon for a merchant to hold security, which security may, or may not, be strictly applicable to the paper held by the bank. Such security may be for an open account, or a balance due over and above the notes given for goods, in which case the banker would derive no benefit from it in case of failure. When the amount of a retail customer's paper swells up beyond the average, it will always be wnse for a banker to ascertain what is his total indebtedness to the merchant; and, supposing he has given security, what is the nature of it, and the terms on which it has been given. And if an account begins to show unfavorable features, it may be desirable to have the security transferred. It is in connection with customers* paper of this kind that the danger of a divided account becomes manifest. For, in that case, it is certain that the bills of the customers who owe the largest amounts will be divided between two or more banks. The result is that an excessive credit is apt to be concealed or overlooked. The banker, having before him a statement of the account of a certain customer, may not notice what he would consider an excessive amount under one name. And though he may have been informed that there is another bank account, he does not always recollect at the moment that the amount he has before him is not the true total. But if the whole of the paper of the retailer THE DISCOUNTING OF TRADE BILLS. 151 were in his own hand, he would at once be struck with the amount as excessive, and take measures accordingly. He would almost certainly have refused to discount so large an amount of paper at all, and thus have rendered his customer essential service. Or if inadvertently so large an amount had been allowed to creep in, he would require reduction or security, putting the customer on his guard by such action, and indicating to him that the account of his debtor was becoming dangerous. When a wholesale firm has failed, the failure has often been brought about by excessive credit given to a small number of customers whose paper has been distributed between two or three banks. Remarkable instances of this kind have been known in the experience of Canadian banks. The failure of a wholesale firm has revealed more than once an amount of credit as having been given to certain retailers that was simply appalling, and which could never have happened if all the bills had been domiciled with one banker. The same danger arises in the United States when bills are sold to bill brokers in New York, as well as discounted at a merchant's own bank. The discounting, then, of customers' bills by a banker is not so simple a matter as might be supposed. The note, say, of John Thompson to McGregor & Co. for $500 may seem to be a good bill, and the risk of discounting it a mere nothing. But if the banker has already discounted Thompson's paper to the same firm for $5,000, the question whether he shall take $500 more is a different affair. If the banker has also in his bill-case, Thompson's paper to Williamson & Co., the affair is more complicated still. If in addition, McGregor & Co. keep an account with another bank, and have under discount there more of Thompson's paper, amount not known, the question of the $500 note has an aspect that a casual glance does not begin to reveal. Still further, if in addition to all the notes, the banker is aware that McGregor & Co., and probably Williamson & Co. as well, have an open account against Thompson, the considerations with regard to that one note may well be of such a character as to make him take a long time to deliberate about it. Yet this is a fair si^ecimen of the manner in which much of the discounting of customers' paper has to be conducted. In every case, the consideration has to be of the total amount of the same name in the banker's possession, then of the position of the maker, then that of the iiierchant himself, then of the total amount of the latter's whole discount line; and also, if he is known to have more than one account, the amount and character of the liability under that. It might be thought that if such complicated considerations present themselves with regard to every note offered, the time necessary to com- prehend them would prevent any discounting being done at all. But a banker who understands his business and gives close attention to it, acquires a sort of instinct, which, aided by accurate information periodi- 152 EAXKIXG AND COMMERCE. oally placed before him, enables him to deal with such matters promptly and without wasting either the customer's time or his own. But such a habit of close attention is absolutely necessary to efficiency, and not less is the habit of constantly consulting his records and of srranging the summaries of his customers' discounts so that he may be able at a glance to see how each of them stands, and how much paper of each retailer is generally offered by mercantile customers. The foregoing observations largely refer to the notes generally offered by importing merchants. But when such merchants have estab- lished a character for prudence and attention to business, and are known to have sufficient capital, it is common for the banker to "pass" such paper as is offered without special scrutiny of the names at the time. Indeed, it may fairly be said that a merchant has never established him- self on a proper footing with his banker until the bills he offers can be passed at once. This, however, can only be the case where a bank has the whole account. But for all that, the paper will come under periodical review, and a judgment will be passed upon the names which compose it, in those sum- marized statements which are presented to the banker by his officers, which statements are almost of as much importance to him as the compass is to the captain of a ship. There are other classes of trade bills than these, such, namely, as arise in connection with manufacturing industries and require to be judged by different rules. The relation between a manufacturer and the purchaser of his goods is often of an entirely different character from that of a wholesale merchant and the retailer. In transactions between a wholesale merchant and a retailer the former is generally the more important person. But when the manufac- turer sells to the wholesale merchant, it is not infrequently the case that the purchaser has a far larger capital than the seller. Included in the category of manufacturers is the large class of owners or operators of flouring mills and saw mills; though, as has been ob- served, they are sometimes not thought of as manufacturers at all. Many of these mills are small concerns, yet they occupy a most useful place in the industrial development of the country. Such as these will have as purchasers the large merchants of central cities, whose reputed wealth and standing give them a position much beyond the persons from whom they buy. The bills of houses of this kind are generally esteemed by bankers as of a choice character; for they are, as a rule, short, and as a rule, paid at maturity. If a wliolesale merchant were to desire a renewal of any of his obligations, his credit would be impaired at once. The bills drawn by a saw miller in Canada u]j()ii lumber houses in the United States are often of a high quality, yet a banker will need to kee}) THE DISCOUNTING OF TRADE BILLS. 153 himself advised from time to time, and especially from season to season, of the operations of such houses. The bills of woolen and cotton mills upon dry goods and clothing houses are of the same class as the last. They, as a rule, are promptly paid, for the reason just assigned. In fact, their regular payment is sometimes the reason why a banker is deceived by them. The wholesale merchant must pay his obligations promptly or stop payment altogether. Thus, when such a house does stop payment, it is usually without any premonitory symptoms, such as the asking for renewals, or letting an acceptance occasionally be dishonored. Bills Drawn Against Consignments of Goods. There is, however, a class of bills, which, though having the appear- ance of customers' paper, and being generally classed as such, does in reality take its rise from different circumstances altogether. The ordinary trade bill represents a purchase of goods. But in some cases, as has been shown in an earlier chapter, a selling agent is em- ployed in large cities who receives goods as a purchaser would do, and accepts bills against them in favor of his manufacturing correspondent. These bills naturally run up to large amounts; in fact, to the whole sum which the bills of a number of purchasers would have done had sales been made direct to them. The arrangement saves the manufacturer much labor, for instead of drawing on a multitude of traders, he only draws upon a single agency house. But it is obvious that the risk is heavy, for in case of misfortune to the agent, the manufacturer becomes a creditor of a bankrupt estate to such an amount that he may be landed in bankruptcy himself. These bills, however, are of an exceptional class, for the property in the goods against which they are drawn has not passed to the drawee. The bills drawn by a flour miller or pork packer upon a consignee against goods sent for sale are a variety of the same class. If drawn against merchandise, a banker would look on them with considerable favor, objectionable as the practice of consigning is, so far as the owner is concerned. But it is not uncommon for such relations to be established between consignor and consignee that the latter will sometimes accept bills before goods are shipped, and for this, in time, to degenerate into a practice of drawing without reference to merchandise at all. When matters have arrived at this shape, it may be assumed that both jiarties are pretty far on the way to insolvency. Yet the consignor's banker may not find it out until both parties fail, and the true character of the paper is revealed. The only safe mode of dealing with bills drawn against staples like flour, grain, pork, or similar articles is to require a bill of lading to be attached to them. This, in fact, has now generally come to be the case; the only question being whether the goods shall be to "order" generally. 154 BANKING AND COMMERCE. or to the bank's order, or to the order of the purchaser or consignee. In the latter case the bill of lading gives no practical security, except to insure that the bill is drawn against merchandise. In the two former, the purchaser cannot get the goods without the bill of lading, and it is for the banker to say whether he will give it up on acceptance or retain it until payment. The last is the usual course. But the drawee may refuse to accept, in which case the bank has the goods as security. What he shall do with them is generally a matter of arrangement with the drawer. Accommodation Bills. There is, however, a class of bills which have generally been known by the appellation of "accommodation," but which, as will be shown, ought properly to be designated by a severer epithet. For such bills, as a rule, are the expression of a written falsehood. It is not essential to the legality of a bill to append the words for value received, for which reason the words are not found in every bill that is drawn. But it was once universal, and it is almost universal now. The practice is founded on the reason of things ; viz., that the promise to pay, or the acceptance of an order to pay, should be a warrant to any man who is asked to give cash for the document, that a genuine transaction is at the bottom of it. That the maker owes the money, that he has received value, raises a strong presumption that he will pay the bill. This is the natural order of things, and it is this that gives a value to the bill it would not otherwise possess. For unless the maker becomes bankrupt, it is certain he will endeavor to pay the bill. But if he does not owe the money, he may do all that is possible to avoid payment. Thus the words "for value received," though not essential to the legality of the bill, are important as bearing on its genuineness. It consequently follows that these words, if used on a bill which is not founded on a debt owing by the party that made or accepted it, are a written falsehood. The document therefore is a fraud. Even if the words are not there, when the bill has the form and outward character of a bill representing a business transaction, when there is no such basis for it, the bill, if passed at all, will be passed on false pretences. In banking practice there are found to be various descriptions of notes of this kind, which differ considerably from one another. A merchant, for example, when sales are slow, and bills are scarce, and having payments impending which he must meet or lose credit, will sometimes ask one of his customers to make a note or accept a bill for a larger amount than he owes. In this case the merchant will probably promise to send goods at a future day to cover the extra amount. The bill will, in such a case, be partly genuine and partly fraudulent. But the words for value received, should they be written on the bill, will be wholly false. Such bills as these are pcrliaps more dangerous than those which THE DISCOUNTING OF TRADE BILLS. 155 liave no business foundation at all. It is almost impossible for a banker to detect the fraudulent element, seeing that the bill is made by a trader known to have dealings with the house. It would be difficult for a merchant to obtain such a bill from a man who owed him nothing at all; and if he did, a banker would more easily find it out. If such a practice therefore is entered on, it is generally with a customer who has regular dealings with the house, and is in the constant habit of giving them bills in settlement. The practice, however, is a very dangerous one for the merchant himself. The single instance affords so ready a mode of obtaining money that there is a constant temptation to continue it. Like other evil habits, this is apt to grow by indulgence, it may therefore come to pass that there is a constant (but fluctuating) element of fraud in the whole line of this merchant's discount. If indeed the merchant informed his banker of the real state of the case; if he advised him, let us say, that of the bills he offered for discount a certain amount, twenty per cent., thirty per cent., or otherwise, did not represent business transactions, he would be relieved from the charge of fraud. But we can scarcely conceive of the merchant having the coolness to do it; and if he did, of the banker being simple enough to go on discounting the bills. The banker's proper reply would be this: if you have need of more money than could be provided by genuine bills, let me know the amount you want and whether you can give me security for it; and if security, what security; or whether you want me to make a temporary advance without security at all. We should then understand one another, and all would be fair on both sides. But for me to go on discounting so-called vould buy the exporter's bills at any time, without reference to the amount, and would be ready to sell his own bill to the importer, to whatever amount would satisfy his requirements. Before this could be done the intermediate would require the services of a corresponding house abroad ; and particularly in London. This house miglit be a banking house of the old school, — like the Glyns, — or a financial house like the Barings used to be; and the arrangement would be, that the intermediate, on this side, would remit to them the bills he had bought from the exporter and draw upon them the bills he would sell to the importer. These the London house, or bank, would agree to accept, on terms arranged. This, stated in its simplest form, is the foundation of the great masses of bills that are constantly being drawn by bankers and finance houses on this side, on bankers and finance houses on the other. It will be perceived that the foundation of this business in its elemen- tal form is the expout of goods, in which term, as will be seen later on, more than merchandise is included, the bills drawn against which are sold to a bank on this side, the payment of which bills affords the means of payment of the bills drawn by the banker against it. Thus, all these bankers' or financial bills rest, if legitimate, upon the foundation of salable merchandise or securities, exactly as all legitimate bankers' loans and trade bills do. The export of articles, therefore, gives rise to two classes of bills: first, the bill drawn by merchant upon merchant, and then the bills drawn by banker upon banker. This has the appearance, at first sight, of that objectionable operation, the drawing of sets of accommodation bills; the first set drawn against goods and having a mercantile foundation, the other drawn against nothing. The sale of the cotton will provide the means of paying the first, but out of what fund is the second to be paid } How can the sale of so many bales of cotton of a certain value ))ay more than one of the bills drawn against it for that amount.^ FOREIGN BILLS. l65 A consideration of tlic facts will^ liowcvcr, show tliat lliis supposition would be erroneous. Wliat takes place is really this: a merchant in New York sends over to a Liverpool rfierchant a quantity of cotton, worth, let us say, a thousand pounds. Against this cotton he draws a bill for a thousand pounds. This bill is simply an order to the Liverpool merchant to pay a thousand pounds lo the person who will present that bill. But what becomes of the bill.^ In the ordinary course of business a banker in New York buys it, pays the exporter a thousand pounds for it (less exchange) and ob- tains the right to collect the same amount in Liverpool. Having that document, giving him the right to receive a thousand pounds in Liverpool, he sends it over to his correspondent in London, directing him to collect the money and place it to his credit. When the Liverpool merchant pays the bill and gets it from the London banker, that banker will have a thousand pounds of the New York banker's money in his possession. How is the latter to get it? He can, if he pleases, write a letter order- ing it to be sent over in gold packed up in a box; w^hich indeed is some- times done. But a much simpler process than that is available, and a much more useful one, for it subserves the needs of the other side of commercial operations. The importer has his wants as well as the ex- porter; viz., to send money over to Europe to pay for goods. But in modern financial arrangements there is no need for him to send a box of gold. He can go to the banker Avho bought the exporter's bill and get an order for his London correspondent (who is collecting a thousand pounds for him) to pay that sum to the importer's correspondent. This order is that second bill of exchange just referred to, which the importer remits and with which he satisfies his obligation. (This second bill, let it be noted, is drawn not against the cotton, but against the money lodged in tlie London bank.) Thus, the whole operation is complete, and all accounts settled without the transmission of gold at all. The New York exporter gets the money for his cotton from the New York banker. That banker is recouped by selling his bill to the importer. The London banker, as the final intermediary, receives the money from the Liverpool merchant and tlicnwitli pays the bill, which his New York correspondent has drawn u})on him. Thus, although two bills have been drawn, they have not been drawn by the same person upon the same drawee, but by different parties upon a different correspondent and to effect a different purpose. And the proof that the second bill is not an accommodation one is that both of them have been paid without the borrowing of money in London. If the second bill had been drawn against nothing, there would have been notliing wherewith to pay it. But, as we have seen, the London banker had the money in hand. At the close of these transactions none of the parties owed the other anything; whereas, if the London banker had 166 BANKING AND COMMERCE. paid an accommodation bill for a thousand pounds, the New York banker who drew it would have owed him the amount. It is, however, to be borne in mind that merchandise is not the only exportable article that can be sent for sale to a financial centre and drawn against. In these days of highly developed financial business, when gov- ernment and other loans are negotiated through financial houses in London or Paris, the debentures representing them are sent forward, and drawn against exactly as if they were so many bales of cotton or barrels or flour. The bills are sold by the borrowing government to bankers or capitalists in a financial centre, who forward them, along with the bonds, to their London correspondents. These bills are accepted by a London financial house, who pay them out of the sale of the bonds. In this manner, loans to the extent of hundreds of millions are carried out, without any movement of gold, exactly as is the case with mercantile transactions. In like manner, when a great railway corporation has need to borrow money in Europe on its bonds, they are sent across and drawn against as if they were merchandise. The acceptors of the bills in London or Paris take the risk of floating the bonds and accepting against them. The Baring Crisis Recalled. But as these bonds have been treated exactly as if they were merchan- dise, it has happened that embarrassments have arisen in connection with them, just as embarrassments arise in consignments of staple goods, A catastrophe on an immense scale, in connection with acceptance against bonds was only averted some years ago by the courageous and far-sight- ed action of the Governor of the Bank of England. The case was that of the great house of Barings; it occurred in the last decade of the nine- teenth century, and created a sensation all over the financial world. It was indeed so extraordinary as to be deserving of permanent record. The house of Baring Brothers had been known for a century as negotiators of government loans for states and countries in every continent on the globe. Their character for prudence and judgment was so high that for generation after generation any bond on which they placed their im- primatur was accepted by investors and found ready sale. Time, how- ever, passed on. Old partners passed away; new men and new methods were introduced, corresponding to new developments in modern times. The name of the great house was of course retained, for it was a synonym of wealth, almost equal to the name of Rothschild. Yet, not- withstanding all the changes in the personnel of the firm, the commercial world in general considered the House of Baring to be as good as ever, and bought its bills as readily as they would those of the Bank of Eng- land. But about the time spoken of it became known in the inner financial circles of London that the Barings had negotiated loans to an enormous FOREIGN BILLS. l67 amount which they found difficulty in placing. This was especially the case with loans lo the Argentine Government. The debenture market in fact had become overstocked with them; yet the Barings had accepted against the whole, and the bills were constantly falling due. These acceptances were met for some time out of other resources of the firm. They were able also to borrow large sums of money on the bonds. All this was whispered about among the higher magnates of Lombard Street, and the whispering gradually spread even to circles on this .side the Atlantic. Such a thing as hesitating to buy the bills of Baring had never been heard of in New York, but such a hesitancy did undoubtedly prevail for some time. At length a very extraordinary event happened, the like of which had never been known in the financial world. A few of the heads of the leading banks of London were invited one day to meet the Governor of the Bank of England, and confer with him on a matter of importance. What this matter was they could not divine; but on entering the bank parlor, they were informed of this very extraordinary state of facts, namely, that the Barings were under acceptance of bills, mostly drawn against Argentine bonds, to the amount of sixteen million 'pounds; that the bills were coming due at the rate of about a million pounds a week; that the Bank of England had already made large advances on the bonds; that it was quite impossible for the Bank to carry the whole burden; that if assistance were not rendered, the Barings would have to suspend and millions of pounds of bills go to protest! A tremendous piece of intelligence this ; for these bankers knew that if such an event did happen there would be one of the severest panics ever known in the financial world, and that not in England only, but in the United States and every great monetary centre of Europe. On the bankers enquiring what the Bank of England had to propose, they received this answer: the Governor informed them that, after con- sultation with his colleagues, they had concluded that other banks might fairly be asked to share in the burden of meeting the acceptances, inas- much as they were all interested in preventing a panic, and many of them were themselves holders of the Baring bills. After much consideration, and consultation with others, it was finally concluded by London bankers, including the representatives of the Scotch banks, to acquiesce in the division of the burden. It was also suggested, that some of the leading banks of the interior, such as those of Liverpool, Manchester, and other cities, might fairly be asked to join in the move- ment. This idea was acquiesced in, and correspondence opened with the leading provincial banks. These also agreed to the principle. The only thing now remaining was to arrange the amount of the advance which each bank was to make upon the bonds, and to such an extent did a spirit of mutual respect and confidence prevail amongst these magnates of haul finance, that a distribution was made without difficulty. 168 BANKING AND COMMERCE. The Bank of England undertook by far the largest share of the burden. Then the London banks, including the agencies of Scotch and Irish banks, followed with their respective shares, and finally the great banks of ^Manchester, Liverpool, and other prominent centres. The Bank of England undertook to see after the retirement of the whole of the acceptances, and the other banks paid in their quota to the Bank of England to enable the Bank to do it. When these arrangements had been completed, every banker in the United Kingdom breathed a sigh of relief, seeing that the shadow of an impending panic which had overhung the financial world was dispersed, and that business could go on as usual. And not only they, but bankers in great centres of North and South America, India, China, and Australia — not to speak of the Continent of Europe — also felt easier when the dreaded possibility of the Baring bills being returned upon them, protested, for tens and hundreds of thousands of pounds, had passed away. As for the great house itself, it went into liquidation. A considerable surplus of assets remained to the partners, after the liabilities were all discharged, but the prestige of the name of Baring was permanently impaired. The partnership was dissolved, and a new company formed, of large capital, which is doing the same kind of business, but which, we may be very sure, will never overload itself with unmarketable securities. It has been stated that the bills drawn by banks on their foreign correspondents have their foundation in exports. This is true, in a large majority of cases. It is, however, not uncommon for banks and capital- ists in London to open a credit for banks or finance houses abroad, which credit is availed of by the drawing of bills. To this extent the foreign bills sold in the financial centres of this continent are not founded upon merchandise. They are, however, a mere fraction of the whole. And, it may be added, such drawings are invariably covered afterwards by mercantile bills. Yet another class of bills may be briefly noticed, viz., such as are drawn by banks or capitalists upon their own offices in London or Paris. These bills afford a mode of raising capital which may be profitably em- ployed on this side of the Atlantic. The bills, however, are of the one- name class, and no matter how high the credit that the one name com- mands (and it runs up into very many millions in some cases"'") the money market of London will at times discriminate between such bills and those drawn upon a London bank. There is another description of foreign business which has attained a large development in these times, viz., the issuing of Credits by banks on this side of the Atlantic to importers of staple goods. The working of 50 It is, however, known to old bankers that in the groat revulsion of 1S57 one of the greatest of the capitalist houiscs was obliged to apply for assistance to the Bank of England. The Bank loaned the firm a million sterling, and en- trusted the selection of the securities to a well-known officer of the Bank of Montreal in New York. FOREIGN BILLS. 169 this system illustrates in a striking degree the co-operation of banking and commerce. Let us put the matter in a concrete form, that it may be better understood. A woolen manufacturer in the United States or Canada requires certain wools which can be had most conveniently in Australia. How is he to get them.'' It would not be reasonable for a wool exporter in Australia to send his goods to Boston or Montreal on credit, or for an importer to disburse cash to bu}' a bill to send to Australia, which bill might be for an amount much less or much more than the value of the wool his correspondent would buy. What he does is this: A banker in Boston or Montreal will give him a letter, on an engraved form, authorizing any correspondent of his in Australia to draw on a bank in London or Paris for any amount he needs up to a certain sum, the bill to have attached to it an invoice for wool, a bill of lading for the same, and a policy of insurance. With this document in hand, the Australian wool exporter can ship wool to America and obtain cash for it at once from a bank in Melbourne or Sydney by drawing in conformity with the credit. The bill with its documents is presented and accepted in London, the bill of lading, invoice and insurance being passed on to Boston or Montreal, with advice of the amount drawn against them. The banker on this side of the Atlantic then advises his customer that he holds the documents for the wool, that so many pounds sterling have been drawn against it, which amount is at his debit, for which he is called on to settle by furnishing, on the terms of the credit, a banker's bill on London. Thus, the first disbursement of the wool merchant in New Eng- land or Canada is coincident with the arrival of the goods or the document representing them. And a clean settlement of the whole transaction has been made. For the credit has been used to the exact amount needed, and the balance is cancelled. "^^ Letters of credit for the use of travelers are on a different footing altogether. There is no merchandise in the case, and the use of the credit is simply to transmit money by bills of exchange in the ordinary way, without risk. One final remark with regard to foreign bills needs to be made. The development of messages across the ocean by cable has given rise to numbers of monetary transactions between different countries in which bills are dispensed with altogether. A New York banker can order his London correspondent to pay money to an applicant by cable message, 51 It is a point of very important consideration with a banker who has Issued a commercial credit which becomes practically an advance on goods In transit secured by a bill of lading, whether, and on what terms, he should give up the bill of lading on the arrival of the goods, and before payment by the customer. If the banker does, he is then under advance without security. The only excep- tion to this is when the customer receives a bill of lading for the purpose of customs entry and warehousing, bringing back a warehouse receipt within a day or two. In this case the banker does not lose his hold on the goods unless there Is actual fraud. But when goods are allowed to be placed In the custom- er's warehouse the banker will generally lose his security. 170 BANKING AND COMMERCE. just as easily as he could by drawing a bill. The importer referred to in the former part of this chapter can obtain a cable transfer, as it is called, just as formerly he would buy a bill of exchange. By means of this he could pay a London merchant, with no more loss of time than would be required to pay a bill to a neighbor across the street. These transactions, however, require different arrangements in Lon- don. For M'hen a bill is drawn at sixty days after sight, the London banker who accepts it has sixty days before payment in money is required. But a cable transfer requires payment of money on the spot. Now, as no London banker has an infinite supply of money at command, lie has to watch the daily calls upon him for cash with as much care as a banker does on this side the Atlantic. For this reason, the banker on this side will be careful when selling "cables" to keep within the limits prescribed for his drawing on London for cash. CHAPTER XXII. OVERDRAFTS IN CANADA AND CASH CREDITS IN SCOT- LAND. Dangehs IX OvERnRAFTs — Caxadi\n Practice — Unsecured Advances — Advantages and Disadvantages of the Scotch System. THERE is perhaps no more important matter to which the attention of directors and general managers of banks should be directed than overdrafts. For some of the most dangerous departures from sound banking principles that have transpired in Canada have occurred in connection witli thcni. For this reason it has been dtsirable to devote a chapter to a careful consideration of the subject. The question of overdrafts is entirely a different one in England and Scotland from what it is in Canada and the United States; and for this reason: In Scotland, advances to customers, as distinguished from the discounting of trade bills, are made by allowing the current account of the party to be in debt. The extent to which this shall be the case is fixed by the board of directors; and for this amount, security, as a rule, is held. This system of advancing by secured debit balances, is the well-known cash credit system of Scotland, the same system, how- ever, being common all over the north of England, at least. This system consists simply in fixing the amount to which the debit balance of a customer shall be allowed to run. And in Scotland, and in many parts of England too, it is only when this authorized amount is exceeded that the account is said to be overdrawn. The excess only, in that case, is called an overdraft. If a merchant obtains a credit of a thousand pounds, from a Scotch or English bank, the amount is notified to the manager, whose business it is to keep the current account debit within that sum. Occasions, however, do arise when the merchant may draw a check which oversteps the limit. Sometimes this may be from inad- vertence, sometimes from monetary pressure. If the manager takes the responsibilit}' of allowing the check to be paid, the account is then overdrawn by so much, and the customer will be requested to put it in order. Or a customer (and this is the proper course) may interview tht manager, explain that some expected remittance has not come to hand, and ask to be allowed to overdraw his account, let us say, for a week or two, to the extent of a hundred pounds. The manager may, or may not consent. If he consents, the debit balance will be a hundred pounds more than it ought to be. Under this system of business all the debit balances of current accounts are constantly under the view of the man- ager of a branch; and if a prudent man, he will take care that they are all in order, and as authorized. For he is held responsible for any over- drawing. If he finds that a teller or cashier has paid the checks of 171 172 BANKING AND COMMERCE. a customer to an amount beyond the sum authorized, he will call him sharply to account, and insist upon his getting the overdrawn amount paid in. Similarly, the debit balances of customers at all points are constantly under review at headquarters; and for this good reason, that the loans or advances of the bank are all to be found there. Overdrafts, therefore, cannot fail to be noticed. If the returns from a certain branch show that certain accounts are overdrawn, the manager will be called to account, asked for explanations, possibly sharply reproved, and may even be suspended from his functions, unless he can show that he was authorized to allow them by correspondence. But this is not all. It is perfectly easy for a board of directors to examine such statements of debit bal- ances, and as all credits in this shape have been authorized by them, it is easy for them to see whether any accounts are overdrawn. If any of them are, they will no doubt ask the reason why. And if a general manager (or officer acting as such) cannot give good reasons, he is liable to displeasure in his turn. Thus the whole sj'stem of the bank works harmoniously. Everything^ is clearly apparent. All advances are regularly reported, considered, and dealt with by the branch manager, and the general manager, up to tjie final authority, the board itself.^- OVERDRAFTS IN CaN.\DIAN BaNKS. But overdrafts in a Canadian bank are on a different footing from the outset. The rule is that current accounts are all expected to be in credit. A general manager, therefore, does not look for advances in lists of deposit balances. Such lists are generalh' sent at much longer intervals than the statements of loans and discounts, and this for an obvious reason. Whilst it is of the first importance for a manager to keep an eye on the total amount of deposits, so as to keep proper re- serves, it is of only secondary importance whose particular money it is that is deposited with him. Mr. Thomas Johnson, let us say, keeps a current account with one of the branches of the bank. It matters little whether the balance at his credit is $500 or $5,000. And what he puts in and draws out week by week is not a matter of particular interest to the management.^" But if Mr. Johnson owes the bank money, the amount he owes is >\ matter of the first consequence. If he owes $5,000 he may be abundantly good for it. The board may have authorized that amount; security for that sum may be held. But let us suppose, and such things have really 52 This is, of course, the system in theory. Whether it is properly worked out in practice will depend on the care and attention the directors bestow on the business of the bank. The best system may be badly administered, and produce poor results. But there can be no doubt that the system of advances prevailing: in Scotland and the north of England is a much safer one to work, and that under it the direc- tors find it much easier to keep track of advances made at various points. 5.3 If Ml-. Johnson has discounts or advances, it is, of-courso, dosiinblo to keep an eye upon the working of his current balances as bearing on the profitableness of his account, or otherwise. But what is now being discussed is its safety. OVERDRAFTS IN CANADA. 173 happened, that whilst $.>,000 is the sum which Mr. Johnson has been iiuthorized to borrow, a weak manager has been prevailed on to advance him double or treble that amount. This is a state of things to create serious concern. For the general management may be well aware that the latter sums were not only entirely unauthorized, but beyond his ability to pay. Underneath, then, what may be a single line of a state- ment, there may loom up the horrid figures of a bad debt. It is apparent tlien that statefncnts of loans and advances are of vastly more import- ance than statements of credit balances, and that they should be sent much more frequently, and in such a form that they 'will be naturally looked for, readily comprehended by directors, and attract the attention they deserve. Yet persons on this side the Atlantic may draw checks which turn a current account to a debit; and here, as in England, a manager may think the amount desired to be perfectly good, and take the responsi- bility of allowing it. He must take the responsibility; and, at times, a very serious responsibility it is. For even perfectly good customers are not all considerate, neither are they all attentive. A responsible firm, considering themselves to be perfectly good, may at times take liberties with their account, and overdraw to a considerable amount. The mana- ger has now to consider whether he shall refuse the check, and thereby offend and alienate a firm whose account is valuable, or whether he shall pay the check and so make an unsecured advance without authority, to a firm whose position may possibly turn out not to be so good as he supposes. But now, supposing the check has been paid and the advance made, is a manager to allow it to appear as a simple item in a list of deposit balances, every one of which is presumed to be a credit, and therefore returnable only at considerable intervals to head office.'' Such a course is obviously dangerous; all which leads up to this conclusion, that any overdrafts in the deposit ledger, if such there be, should be reported in the same statement which contains the loans of the branch. It should be the business of a general manager to see that this is done. But the directors may very properly take the matter up also; first seeing to it that statements of overdrafts are regularly laid before them, and then taking care to examine them, conferring with the gen- eral manager, and giving through him such directions as may be needful. The board will of course not care to have lists of trifling sums brought to their attention ; they would do well therefore to fix a minimum below which no report need to be made to them. The general manager will, however, take cognizance of them all. Dangkrs of Making Unsecured Advances. The making of advances by allowing debit balances of a current account, when it is not provided for as part of an established system like that of Scotland, has been proved to be dangerous. The advances 174 BANKING AND COMMERCE. that brought ruin to tlic Commercial Bank in the early years of banking in Canada could ne^er have assumed the disastrous shape they did if they had been made in the customary manner, viz., by promissory notes. For it was not simply that advances were allowed to grow to enormous dimensions, but the fact that the bank was unable to prove that the debt was contracted by the corporation that was supposed to owe it. There were two corporations in the case, very intimately connected, but legally distinct. One of them was sound and solvent, the other practically insolvent. The same officers, however, governed both. The loans were negotiated by these officers. The bank supposed they were advancing money to the sound and solvent company, to be used by it in furthering the business of the weak and crippled one of which they had control. But the solvent company, when called upon to pay, declared that they never borrowed the money at all; that their officers, being also officers of the weaker company, borrowed the money on its behalf. Whai issue was joined in court, the bank was utterly unable to prove that the solvent company was its debtor, and on books and pass-books being produced it was found that both in the ledger and in the pass-books, the headings had repeatedly been in the name of the weaker company. Thus issues of hundreds of thousands of dollars hung upon the entries of subordinate officers. The case was decided against the bank, which decision was the beginning of its downfall. Now, had the advances been made by promissory notes, which notes must in the nature of things have been drawn in a clear and unmistaka- ble manner, the officers must have signed them, either in the name of the one company or the other. The liability, in that case, could never have been disputed, and the bank would have been saved a protracted and costly lawsuit, with an enormous loss at the end of it, which loss proved its ruin. This instance may be said to prove that the Canadian system is better than the Scotch. But the advances of the Commercial Bank were not made on the Scotch system at all. They were made on a deplorably bad imitation of it, in which its most essential feature was lost sight of. Under the Scotch system, the amount of the credit is strictly defined, and a bond of security taken, duly signed, sealed, and delivered, for the whole amount. If these advances had been made on the Scotch system, the solvent company would have been required, at the outset, to give a bond of guarantee, which bond would have been drawn by the legal advisers of the bank, making the solvent company liable beyond doubt. Then further, that guarantee would have fixed the amount to be ad- vanced, an invaluable safeguard against advances being allowed to run on indefinitely as they did. As it was, the advances were allowed to run to nearly ten times the amount verbally agreed upon at the outset. They were made, in fact, neither on the Scotch system nor tlie Canadian.''* 54 In another instance known to the writer, one of the heaviest bad debts over made by a Canadian bank arose through advances to a certain firm being allowed to be carried on In the shape of continual overdrawlnga of a very active current account. THE SCOTCH SYSTEM. 175 It is at this time of day vain to think of making a fundamental change in the mode of making bank advances in Canada, or the United States, but it is certainly worth while to consider the points in which the Scotch system has the advantage. In speaking of Scotland, let it be understood that a considerable part of England is included too, and specially that wherein the writer's English experience was gained. Advantages and Disadvantages of the Scotch System. The advantages of the Scotch system are the following: (1) Advances can never be confounded with trade bills. Every banker knows, and every merchant knows, too, that there are funda- mental differences between these two: first, in the risk; next, in the availability; and, last and most important of all, in the amount of atten- tion they require. The risk of trade bills (provided only they are bona fide and genuine) is immensely less than the risk of loans. Their avail- ability to bring in money when due is immensely greater. And as to the amount of attention that loans require, it would be to speak within bounds to say, that they require as a rule ten times as much as trade bills. To this, there may, of course be exceptions. In all bank state- ments, therefore, it is of vital importance to keep advances and trade bills separate. This is most effectually done under the Scotch svstem, for loans are entered in an altogether different set of books from those which contain trade bills, and they are reported to head office on differ- ent statements. But in Canadian practice they are apt to be confounded, for the reason that both are made by promissory notes exactly similar in form, both are entered, commonly, in the same register and ledgers, and both are included in statements under the one generic term, liabilities. They are apt, in fact, to get so inextricably mixed in a badly-managed office that it has taken weeks of the time of a superior officer to disen- tangle the accounts in which they are entered, and to fix the primary and secondary liability on the proper parties. (2) The second advantage of the Scotch system is that all advances are initiated in the first place and authorized by the board of directors. No matter in what branch advances are made, authorization must come from headquarters. This has so long been the established custom all over Scotland that every person understands it and conforms to it, both branch managers and customers alike. It is quite true that in Canada all advances on credits of importance and those which are to be spread over a whole season, are, as a rule, applied for to the board, and not entered on until sanctioned by them. But it is also a part of the Canadian system that discounts of promissory notes, known to be loans, are constantly made in a majority of offices, that have never been submitted to the board at all. The first that a general manager knows of them is when they come before him in a list of bills discounted. (3) The third advantage of the Scotch system is that all such ad- 176 BANKING AND COM^rERCE. varices are accompanied by, not mere endorsements, but by bonds of guarantee, drawn up in legal form, and duly signed, sealed, and de- livered. This has prevailed in Scotland for generations, and it is now an ingrained habit of the whole people, rooted bj"- long continuance, that when they want to borrow money from a bank, they give security for it by a bond. There is the further advantage in giving security by legal documents, that the guarantors cannot but feel the legal responsibility that attaches to them, when instead of merely writing their names across the back of a promissory note, often in a very perfunctory way, think- ing little about it (and it is undeniable that they do), they sign and seal a legal document in the presence of one or more witnesses. The im- portance of having endorsers alive to their responsibilities has been en- larged on already. Every banker is well aware of it. There is under this system the further important advantage to the banker himself, that such a document of guarantee can scarcely ever be forged. A branch manager can never be certain that the endorsement on a promissory note i5 genuine, unless the endorser comes in person and signs in his presence. He has been authorized to lend John Smith up to $5,000 on the endorse- ment of Thomas Malcolm. When, then, the customer brings promissory notes, apparently endorsed by Thomas Malcolm, the manager is apt to be satisfied. Yet Malcolm may never have signed at all. What is, per- haps, more dangerous still, although ^Malcolm may have signed the original note, he may not have signed the renewal of it. But a bond of guarantee is not only signed, generally by more than one person, but witnessed in the office of the bank. This renders forgery practically im- possible.^^ There are undoubtedly some disadvantages in the practical working of the system. One of these is that in case of an account becoming un- satisfactory, it is more difficult to deal with than if it was expressed by one or more promissory notes, coming due on definite days. If renewal is desired, as it almost certainly will be in such a case, the opportunity arises of insisting upon payment or reduction. It is generally stipulated that a cash credit shall be paid up at least once a year, but until the time for retirement comes, the tacit understanding is that advances shall be continued without criticism, unless often overdrawn. But when a promissory note comes due the opportunity for criticism arises naturally, and must be met. Another point of disadvantage is that if a customer is called upon to pay the balance against him, and the amount is disputed, it is some- times difficult to establish it. If a single voucher is missing, it cannot be done. The writer has a vivid recollection of a case of this kind occurring when he was a young clerk, and of the weary time he had, day after day, in the intervals of business, and after bank hours, in laborious 55 A rule has been sometimes adopted by n bank that every endorser on a loan note must sign his name In the presence of the manager. But It has been found very difficult to carry It out In practice. THE SCOTCH SYSTEM. 177 searching for documents that had been fiJcd away months and even years before. Payment on his bond was being demanded from a guarantor, but it was necessary, of course, to establisli tlie amount of the debt before a definite sum could be demanded of him. These, however, are trifling drawbacks, compared with the great ad- «rantages attending the system; and the writer has had practical experi- ence of the working of both. We have in Canada, in various spheres of action, improved upon the methods of other countries, by adopting all their good points, and leav- ing out or modifying what seemed to be defective. And, in this matter, we could undoubtedly accomplish it. For example, the promissory notes representing advances should be kept in entirely different registers, and posted into entirely different liability ledgers from those relating to trade bills. Advances should be entered in different statements, when accounts are placed before the board. Overdrafts should be forbidden until se- curity is held, but when allowed, under exceptional circumstances, an accurate account should be taken of them and entered along with other advances to the same party if any exist. It might be well to consider whether the Scotch system of security by guarantee in the case of established credits might not be substituted for the prevalent practice of security by endorsement.'^^'' It must not be imagined from the foregoing that the trade bills offered to a banker, either in England or Canada, require no examination or supervision. A striking instance given under the head of forgeries — which occurred in Scotland — will prove that they do so. But the examination and criticism of these is conducted on entirely different principles from those required in judging advances, and it is far less laborious. 56 In fact, the law of bills of exchange anloes not justify this con- tention. There has never been a time in the heaviest crisis in which money could not be transferred from London to New York or Montreal by means of bills of exchange, or cable transfers. The only difference between the transferring of money in a crisis and in an ordinary time is in the rate of exchange. CHAPTER XXI r. BANK INVESTMENTS AS RESERVES. . Reserves Against Emergencies — Should Be Negotiable and Avail- able — Reserves of a London Bank — Comments Thereon. CLOSELY connected with the keeping of adequate reserves of cash for daily needs is that of maintaining what may be called a second line of safety and defence in the shape of Investments. These investments must, in the nature of things, if they are to answer the pur- pose, consist of securities that can at all times be easily realized. This primary condition arises out of the necessities of a banker's business, and at once dift'crentiatcs his investments from those of a private individual. Such an individual has no large body of persons about him to whom he is indebted, whose funds have been lodged with him in trust, some of whom are making demands upon him every day in the regular course of busi- ness, and all of whom are resting upon the honor and wisdom of their banker to answer not only ordinary demands, but extraordinary ones. This is the first principle that dominates every movement that a banker makes, and in nothing is it so operative as in the selection of securities for investment. In fact, the word "investment," as used in reference to a banker's business, has a radically different meaning from that which appertains to it in ordinary use. When a private individual thinks of making an investment, the primary condition lie thinks of is permanence. If he is likely to want the money he has at his command, he keeps it in the bank. But when the need is for steady interest and security of principal, he takes it out of bank and buys something that can rest undisturbed, per- haps for years. He can purchase real estate, or take an interest in a well-established business, or lend money on mortgage for long terms. If he becomes a stockholder in a bank or other company, he thinks not of the realizableness of the security, but of the permanence of the corpora- tion. And he acts with regard to investing in bonds on the same rule. But with a banker this idea of permanence is out of place. His in- vestments, so called, are really a part of his fund to meet liabilities. But not his ordinary and daily recurring liabilities, but such as are extraor- dinary, which arise under special circumstances and at intervals of time, such, for example, as when a bad harvest causes scarcity of money and a heavier demand for it both from depositors and mercantile customers, or when a season of bad trade supervenes and continues year after year with the same result. If a banker's whole spare resources are employed in discounting bills and making business loans, he will find when such a time supervenes, and a drain of deposits or contraction of circulation sets in, that hte cannot reduce his discounts without embarrassing his customers. In fact, at such 187 188 BANKING AND COMMERCE. a time the majority of his commercial customers could not respond at all to his demands for reduction. Instead of that they will want more money from him. Thus, instead of his being a tower of strength to the circle who do business with him, he may become weak himself. The Investments of an English Bank. Experienced bankers in old financial centres like those of Great Brit- ain have, therefore, long found the necessity of placing out a certain percentage of their resources in securities which can be realized without disturbance. In all the statements of English and Scotch banks, but of the London ones especially, we find the item of securities owned by the bank figuring prominently. These securities, let it be observed, are the actual property of the bank and must not be confounded with call loans. Take, for example, the following, which may be looked upon as a typical instance, inasmuch as the bank in question combines within itself almost every description of bank business as carried on throughout Eng- land. With its head office in London, where the firm of Barclay Bevan & Co. was for generations known as one of the most conservative (and jet most prosperous) of the great banks of the metropolis, it is now a joint stock corporation (under the name of Barclay & Co., Limited), in perfect touch with the commercial interests of the whole country, its cus- tomers representing every class and interest. The paid-up capital of the bank is $12,100,000 (the figures are given in dollars that they may be the more easily followed). The capital, of course, can never be demanded, and though sometimes considered as a liability for bookkeeping purposes, it is a great error to include it along with such liabilities as can be demanded. But when we look at the item of deposits, that is, of moneys that can be actually called for, we are struck at once with the enormous amount. Deposits amount to $165,318,000. The reserve to meet this immense total consists, in the first instance, of cash in hand, or in the Bank of England, or out on call or short notice, $4-4,235,225. This is what we have described as the ordinary reserve, kept against ordinary demands. But the bank has a provision for extraordinary de- mands also, in the shape of investments to the amount of $i3,6l'2,735, being nearly the same amount as the ordinary reserve. These investments are summarized as follows in the balance sheet of the bank: 1. British Government securities and Bank of England stock $18,613,000 2. Metropolitan and British corporation. stocks and bonds 3,928,000 3. Indian and Colonial Government securities, including guaranteed railways 7,550,000 4. British railway debentures and guaranteed and preference stocks 5,592,000 5. Other securities 7,928,000 r.AXK INVESTMENTS AS RESERVES. 189 It will be apparent at once that tliese fulfil the essential requirements of" availability. They can be realized on as may be required within a short time, and so enable the bank to meet extraordinary demands without dis- turbance to those mercantile customers who depend upon it for supplies. In looking over this summary of investments it is interesting to no- tice one or two points as to their classification. Thus, for example, while the leading position is given to Consols and other British Govern- ment securities, it is curious to note that Bank of England stoch is grouped with them, thus placing the Bank of England, in point of sta- bility and credit, on a par with the British Government itself. This, of course, reflects the opinion and judgment of the directors of only one of the many banks of London; but that judgment, let us remem" ber, is the result of several generations of knowledge and experience; and is a striking tribute to the unique position occupied bj- the Bank of England amongst the financial institutions of the world. For there is really nothing like it, unless perhaps the Bank of France may be in- cluded in the same category. The stability of that great Bank, amidst the constant political upheavals of the country, is one of the most re- markable phenomena of modern times. Reverting to the classification of the Barclay Company's investments, it is again interesting to note that Corporation storks and bonds are placed before Indian and Colonial Government securities. The corporation bonds referred to are probably those of British municipalities — cities and towns chiefly — and it is interesting to see how high a place they hold. But the stocks must be those of manufacturing or trading companies, of which there is an immense variety quoted on the Eondon Stock Ex- change, and of all possible degrees of stability. It is interesting to note that there are stocks of this description which are considered to be at least equal, as a banking investment, to the bonds of our own Govern- rrent. We, however, on this side of the Atlantic might classify the securi- ties diff'erently. For even with regard to the bonds of municipalities, it is a question if the element of municipal trading now so prominent ■will not introduce a very considerable amount of uncertainty as to the financial position of such corporations. As to stocks of trading corporations, called on this side of the Atlan- tic Industrials, they surely cannot be compared for stability with the ob- ligations of the great colonies and dependencies of the Empire. Their debentures are worth nearly as much as consols, and might well be placed immediately after them. The next two classifications are natural enough. British railway bonds, with their guaranteed and preference stocks, are a class by them- selves; and their stability has long been proved. It is noticeable that ordinary stocks are not included. They are all either guaranteed or 190 BAXKIXG AND CO^IMEKCE. preference, though even witli these the question may arise, guaranteed by whom? The final item of nearly $8,000,000 of "other securities" is one in whicli there may be endless scope for variations in value according to exigencies of the times, and the judgment of trained experts may find constant opportunities for exercise in considering them. Investments of Canadian Banks. It M'ill also be interesting to compare this classification of invest- ments with that of the Government statements of Canadian banks. This classification reflects generally, though not absolutely, the consensus of both the Finance Department of the Government and the Council of the Bankers' Association. It is divided into three heads, as follows: 1. Dominion and Provincial Government Securities. 2. Canadian Municipal Securities, and British, Foreign, or Colonial Securities other than Canadian. 3. Railway and other bonds, debentures and stocks. This classification is not materially different from that of the Lon- don bank. The first item is the same, with the exception of the omission' of bank stock. We have nothing analagous to the Bank of England in Canada. The second and third items correspond to the second, third and fourth ill the London statement; but they are less specific and more compre- hensive. In considering the Canadian classification it will be evident that other considerations than relative stability of value have governed it. Dominion and Provincial Government securities naturalW come first, but there is a very wide difference between the value of the two. The second item includes under one heading classes of investments that are as different from one another in stability and value as can be conceived. In the same column are included all sorts of Canadian mu- nicipal securities (town, city and country alike, in all the various prov- inces), and British public securities, which last item, of course, includes consols. Then, in the third, there is no distinction made between railway bonds and stocks, though it is evident that for purposes of bank. invest- ment these two are widely different in character. Railway stocks are subject to sucli fluctuations and manipulations as to put a majority of them rather into the category of speculative holdings than solid invest- ments that should be clioscn by a bank. (It will be noticed that in the London classification all the stocks arc either guaranteed or preference.) The Canadian bank statement miglit be amended with advantage in many particulars, and in none more than in the columns showing their investments. Thus, if the object of the differentiation of the assets be to show how much of a bank's funds is employed in discounting and bow much in investments, one column for each would be sufficient. This BANK INVESTMENTS AS RESERVES. 191 distinction is one of the highest importance; for the total amount of the discounts and advances would show the total amount of service the bank is rendering to the commercial community of the country, and to that extent fulfilling the purposes of its charter; whilst the total amount of the investments would show what provision the rules of the bank thought necessary for extraordinary emergencies; that is, to secure its own pro- tection. It is evident that there should be a reasonable pro))ortion betvveeen these two. For, on the one hand, if an excessive spirit of caution were to prevail, the wliole of the funds of the bank, over and above its reserve of cash and availables, might be invested in Government securities, and so save the authorities of the bank from all the anxiety arising from dealing with the commercial community. But the public, that granted the charter through its representatives, would certainly complain that this style of management was not fulfilling the object of the bank's exist- ence, and might require its charter to be surrendered, and with good reason. On the other hand, if it appeared that the bank had no investments at all, it would be apparent either that the managers were making inade- quate provision for emergencies, or that their ordinary cash resources were maintained at an imusually high figure. In that case the stock- holders might complain that the bank was not earning sufficient profit. General Character of a Bank's Investments. As to the character of the investments of a bank, unless the whole is to consist of Government securities, it is evident that the experienced judgment of a manager or board of directors would find ample scope in the selection. Even in municipal securities there is considerable dif- ference in stability and value; although it may be stated, to the honor of Canadian municipal bodies, that none of them in the older provinces ever made default in the payment of either principal or interest. But this cannot be said of the municipalities of the Northwest. Some of them, in the excitement of the great "boom" of an early daV, entered into engagements which, after the boom collapsed, they were entirely unable to fulfill. The result was a compromise with their creditors — a state of things however that may never be repeated. But in the matter of railway securities, there is infinite scope for the exercise of judgment, and still more in those of enterprises such as shipping and manufacturing companies. It is to be supposed that no prudent banker will choose the stoch of such companies as a subject for investment. The fluctuations are far too serious for such a field to be ventured upon, amounting as they do (experience shows it) to as much as fifty per cent, and upwards. Of the stocks of railway and other in- dustrial corporations, Canada offers only a slender selection; and they would scarcely be thought of for investment by a banker. Prudence would suggest that he should confine himself to the bonds. 192 BANKING AND COMMERCE. The bonds of railways of the whole continent offer a very large field of selection, and so do those of industrial and semi-public undertakings. These last are continually increasing, and are presented by their pro- moters and agents in every variety of attraction. This is especially the case with the more speculative varieties, and above all with those relat- ing to gold mining. But these should be considered as out of the realm of a banker. There remain to be considered the bonds of railways and of well- established undertakings of a commercial or semi-commercial character. With respect to these, a banker must needs exercise a far more criti- cal judgment than a private individual. That a man may do what he likes with his own is proverbial, and true enough within limitations. But no man may do what he likes with money he holds in trust. In in- vesting such money he will do well to act on the established rule that high interest denotes poor security. Yet a banker can scarcely avoid feeling the attraction of high interest. He is investing for the sake of the interest; that is certain. And when a choice of investments is before him, as it continually will be, the higher figure will inevitably attract attention. A difference of one per cent, in the return on a considerable amount of bonds will make a perceptible difference in his profit and loss statement. There are always two impulses in such cases — that of enterprise and that of caution, the former saying, take the risk and get the higher return; the other, be careful, for in seeking higher interest you may lose some of the principal. It need not be said that the latter is the voice to be listened to. But mere caution will not be sufficient in the case. A banker, in considering investments, will take means to acquire information; he will make comparisons; he will look into antecedents and range of fluctua- tions; he will, perhaps above all, consider the personnel of the parties in control. If his information as to the last is unfavorable, he will do well to take the benefit of the doubt. For bonds, as well as stocks, though no-t to the same extent, may be subject to the operations of the giants of finance, whereby innocent "lambs" are fleeced. Above all. ivith regard to bonds, he will choose out those that are first preference. A banker will certainly observe another rule of investment, viz., to divide his risks. And in so doing he will divide not only amongst cor- porations, but amongst classes. So much of ordinary railways, so much of street railways, so much of light and power companies, so much of navigation companies, so much of iron, cotton, wool, flour, and so on; this will be the rule, as well as so much under this control, and so much under that. He will thus ensure a general average of safety, for it is scarcely possible that the same cause, at the same time, can affect them all. A banker will revise his investments from time to time as he does his discounts, and pass judgment upon them in detail. In so doing, he can RAXK INVEST.MENTS AS RESERVES. 193 scarcely fail at times to discern symptoms of weakness in certain direc- tions leading to desirableness of change. For it is in this, as it is in all other spheres of action, that constant vigilance is the price of safety. But one settled principle should never be departed from, viz., that stocks sliould he lent upon, but not owned. When a bank buys stock it makes itself a sort of partner in the enterprise — certainly an improper position; while in buying bonds it is occupying its proper sphere as a lender of money. It may be thought that the foregoing observations have no bearing on the conduct of a commercial or manufacturing business. But in truth every merchant and manufacturer will find it to his interest to accumulate what corresponds to the rest or reserve fund of a bank. This indeed some of them do. But this surplus over ordinary capital is often invested in the business, and not available when wanted for emergencies. A re- serve fund that is represented by buildings and machinery is no reserve fund at all.«i 61 One of the most prosperous of the many prosperous manufacturing concerns of Canada was managed, financially, on the principle, first of accumulating suffi- cient cash reserves to enable them to hold their bills receivable without dis- counting, and. after that, of Investing surplus profits in Government securities and other negotiable bonds. The business of this concern called at times for very heavy outlays that could not be foreseen, a state of things that might have been embarrassing but for their possession of this large reserve of bonds. When the emergency arose they would take their bonds to a bank and obtain advances on them at a much lower rate than that at which they could discount bills on their own credit, or on warehouse receipt. To this it may be replied that a commercial or manufacturing concern in good credit can always obtain advances from its bankers; and that it is rather a diversion of funds from profitable uses to invest in securities that yield a low rate of interest. But it is not true that a respectable concern can obtain advances from its bankers at all times. Bankers are themselves, at times, short of money, and are constrained to refuse even their soundest customers. The advantage, then, to a commercial house of having a reserve of negotiable oonds is that if an emer- gency arises, they can apply to any bank doing business In their district, or even beyond it; or, in the last resort, they can put their bonds on the market. But It Is evident that a firm in this position can at times take advantage of favorable changes in the price of commodities, and buy for cash at a time when others are precluded from doing it. They can thus realize an exceptional profit, besides being in so strong a position that they can present a square front to all the winds that blow, no matter how stormy. CHAPTER XXV. SECURITY AND SECURITIES IN GENERAL. Security and Securities Theoretically Considered, with Practical Applications — Of Security in General: Its Limitations — Per- sonal Security — Endorsements — Guarantees — Security Taken on Goods. SOME of the observations in this and the preceding chapters will have been found in other portions of this work where modes of doing business are referred to. (See chapters on Loans.) They are repeated here because of their intrinsic importance and because the ques- tion with which this chapter is concerned is specifically that of security and the various considerations connected with it. In one of the striking scenes of "Hamlet," the great dramatist makes the Prince of Denmark say to Horatio while they are standing in the churchyard talking together: "Is not parchment made of sheep skins .^" To which his friend replies: "Ay, and of calf skins, too, my lord." Hamlet rejoins: "They are sheep and calves too that seek out assurance in that." A biting sarcasm, and one that has proved only too true in the experience of many an unfortunate money lender, who relied for what Shakespeare calls "assurance," but what we generally name security, upon the mere possession of parchment deeds; forgetting that the real assurance is not in the parchment, but in the property, whatever it may be, that the parchment purports to hold. "Purports" is a very impor- tant word in this connection, for deeds do not always fulfil the purpose which the holder supposes they do. A deed may be improperly drawn; it may be signed by a party who has no right in law to convey. If he signs in an official capacity, let us say as curator, trustee or what not, the instrument creating his authority may be a faulty one.®- The con- veyance of itself may be one that is against common or statute law; as, for example, certain conveyances are prohibited by the Banking Act; or the whole document may be a forgery, signers and witnesses alike. But even if the parchment itself is strictly regular in terms and the con- veyance authorized by law, it may still fall short of being what it pur- ports to be ; i. e., security. For, if it is a title to land, the land may have fallen out of cultivation, with buildings dilapidated, fences thrown do>vn or destroyed, and a plentiful crop of weeds and new underbrush, which 62 An instance of this is afforded by something that took place in one of the midland counties of England, where a bank took over as collateral security the deeds of a property valued at £80,000. Trouble arose. It was necessary to pro- ceed upon the deeds; when, to the disgust of the bank, they were pronounced by a high-class conveyancer utterly worthless to convey a negotiable title. Yet they had been examined by the bank's own solicitor and pronounced perfect. SECURITY AND SECURITIES IN GENERAL. 195 will take years to brinj; back into a proper condition. Nay, the land represented by the parchment may be in the condition kno\vn as drowned land, being continuously overflowed by water and useless for any pur- pose whatever. All these cases have been actually known in Canadian experience. The instrument may not purport to convey land at all, but chattels, personal effects or merchandise, in which case another element of uncer- tainty enters in. For whereas land cannot be moved, and therefore is called real estate, chattels and merchandise can. So then, whilst the parchment or other document of security lies safe in the money-lender's strong box, the thing which is supposed to make him secure may have been made away with. True it is, that the law provides a certain safe- guard in the shape of stringent penalties against such removal, making it almost equivalent to theft. But, while it is comparatively easy to se- cure conviction and punishment for actual theft, it has been proved to be difficult to obtain conviction in the case of chattels that have been removed improperly. Hence this is a real danger, which can never be lost sight of by any man that holds chattels as security. Benevolent Loans. The general question of security is one that has so vital a connection with the banker's business that it is desirable to lay down with perfect clearness all that appertains to it. It is a well understood and univers- al principle that when a man allows another to have the use of his money he shall give some form of assurance that it will be returned at the time agreed upon. The only exception is in the case of private loans made from motives of benevolence — a very important distinction — and one that throws some light on passages in ancient books on the subject, the Script- ures for example. Benevolent loans are quite commonly unsecured; moreover, they are generally without interest, a fact that at once removes them from the category of banking loans. When a man lends a sum of money to tide a friend over a difficulty, or to help a poor widow to pre- vent her goods from being seized, the character and the motive of the transaction are wholly different from loans undertaken by bankers. Even if the principal is not repaid when promised, the lender is seldom vexed. He did not lend the money as a matter of business, and will find his sat- isfaction not in the receipt of interest, but in doing good."^ Personal Guarantee. By far the most common of all forms of banking security is that of personal guarantee. That there should be two names, at least, to every bill, is a banking axiom, and, in the case of trade bills, it is a matter of 63 A careful perusal of those passages of the Old Testament in which usury Is forbidden will show that many of them refer to loans of this class, viz., to money lent to needy brethren. In other cases the prohibition is against exces- sive and burdensome interest. But the teaching of Jesus Christ clearly recog- nizes the reasonableness of interest being required when the transaction is purely a matter of business. (See Mathew XXV. ?7.) 106 BANKING AND COMMERCE. course; for such bills arise from a transaction between two parties, both of whose names are on the document. Hence every trade bill would be classified as a secured transaction.'^' But a banker will not, as a rule, deal with trade bills long before finding out tliat security, so called, does not necessarily make secure. In estimating the value of trade bills it is customary to use the phrase, are the makers or promisers good for the amount — a phrase which primarily means, have they money or available resources enough to pay the bill. This is the commercial sense of the word good; but the primary meaning of the word, as every one knows, is a moral one. It has to do with char- acter, not money. The question therefore is one of morality also, and involves the consideration not only whether the maker is able, but wliether he is willing. In looking at a certain name a banker therefore considers not alone the resources of tlie party, but his cliaractcr also, and from this forms his conclusion, whether payment of that particular bill may be relied upon. But this is not all. A trade bill is never brought to the banker by the maker; and in this there is an essential difference between a trade bill and an endorsed loan bill. In the latter case the maker invariably brings it. But the trade bill is brought by the endorser; the man who sold the goods. These points have been brought to the reader's attention in other chapters and need not be enlarged upon here, further than to say that the banker in discounting a trade bill looks, primarily, for his security to his own customer, the man who brings it to him. And in so doing he has an assurance, with regard to the other name, that of the maker or ac- ceptor of the bill, for before he got the bill at all the seller of the goods must have exercised his judgment and concluded that the buyer was able to pay for them. The banker, therefore, with regard to such bills, exer- cises a double mental operation and considers, first, whether the maker can and will pay the bill, and also whether his customer can and will in case the maker does not. So important has this last con- sideration become, that in nearly all well governed banks the rule pre- vails to continue discoimting for no man who has not proved himself able and willing to take up such bills at once, in case they are dishonored. A customer who fails to do this is speedily made aware that his account is undesirable. But the question of security by endorsement arises most frequently gT There is indeed a mode of dealing with trade bills, in large financial cen- tres, known as "buying and discounting bills without recourse," that is, where the banker relinquishes the right to call upon the seller of the bill, and under- takes to rely, solely, on the maker. The seller of such a bill. In endorsing, adds the words "without recourse," meaning without recourse to him. The bill then becomes a one name bill, and naturally a higher price is demanded for cashing It. Some merchants systematically conduct their discounting business on this principle, and are willing to pay much heavier charges for discount in consider- ation of being relieved of responsibility for their customers' bills. There are bill-broking firms and companies who cultivate this class of business, making a specialty of it, and taking means to acquire the wide range of information neces- sary to do it safely. SECUIUTY AND SECURITIP:S IN GENERAL. 197 with regard to just sucli advances of money by a banker to a customer. A man in business, needing supplies of money for his operations, will frequently prevail upon some neighbor, relative or friend to become his surety; or, to speak in common phrase, to endorse his paper. Such an endorsement is of an entirely different character from that of the owner of a note or bill, who passes his title on to a succeeding holder for value bv endorsing it. The endorsement now referred to is of the nature of a surety or guarantee. With regard to the value to be attached to such endorsements much confusion of thought exists. A banker who lends ten thousand dollars on the endorsement of another man, reputed to be worth twenty thou- sand, might seem to be undertaking a very safe operation; but experience teaches that he might be leaning upon a broken reed. The endorser might be surety for other persons also, and the aggregate amount of these obligations might be far beyond his means of meeting them. Such cases have arisen and have opened the eyes, more than once, of confiding bankers, and shown that before lending money on the strength of a cer- tain endorser inquiries should have been made whether he was not in- volved in the success or failure of half a dozen commercial enterprises over which he could exercise no effective control. But, besides this, there is another very important consideration. An endorser becoming surety for ten thousand dollars, might be utterly unable to pay as much, even if he had a real surplus of twenty thousand, without winding up his own business. This surplus might consist in land, buildings and machinery, on which the very existence of his own business depended. And it might be, and probably would be. impossible for him to diminish his own capital by the sum necessary to pay the amount he endorsed, without ruining his own credit. In this instance the banker would almost certainly be con- fronted, in case of need, wuth a proposal from the endorser to release him, on payment of only a portion of what he had endorsed. If he re- fused, and demanded what was due, he might find himself the plaintiff in a vexatious lawsuit, and only obtain judgment after long delay, by which time the affairs of the endorser might be put into such a shape that to collect the debt would be impossible. The banker, in considering an endorsement, will do well to remem- ber that what he wants from the endorser is assurance of repayment at the time promised,— time being of the essence of the value of the secu- rity. He must therefore consider whether the endorser is in such a posi- tion that he could pay the amount when called upon without embarrass- ment. Many a man is in a position at all times to meet his own engagements who Avould be seriously embarrassed to pay the debts of another person. It is sometimes said by a borrower, to a proposed en- dorser, that it is a mere matter of form; that he, the borrower, will be sure to pay the note at maturity. And not a few endorsers have been incautious enough to believe it, finding out to their cost that to guarantee another man's debt is no mere matter of form, but a very solid reality. IPS BANKIN'G AND COMMERCE. Various Classes of Endorsers. There arc various classes of endorsers, as there are of borrowers. There are endorsers wlio treat the matter so lightly that they will en- dorse for any amount, and never think of keeping a record of their re- sponsibilities. These are a class for a banker to avoid. On the other hand, there are endorsers who are keenly alive to the responsibility they undertake, who consider carefully, and insist on knowing accurately the position of the borrower before undertaking that he shall pay a certain amount of money on a certain day. A prudent endorser will take means to have an efficient oversight of the borrower's business so long as the obligation endures; considering, very properly, that his guarantee gives him a right to this position. An endorser of this kind is esteemed, and very properly so, a more valuable one than another of much larger means who would neglect such precaiitions, especially if he has had more expe- rience in business than the borrower and is able to give him valuable hints as to his business. Thus a father's endorsement for a son just commencing business is of a particularly valuable kind, or that of the senior partner of a firm, who, after retiring, consents to guarantee a cer- tain amount of their liabilities. There is another class of endorsers that used to be much more com- mon than at present; namely, the professional endorser, who is known in the community as such, and endorses or guarantees for a commission. Such men, generally, have some capital at command, but the value of their endorsement largely depends on the prudence with which they carry on their business. A prudent endorser of this class will always scruti- nize carefully the position and character of the borrower. He will make accurate record of his guarantees, as if they were his own promissory notes. And he will take care never to allow his name to remain in de- fault. The endorsement of such a man, so long as he is commercially "good," will come to have a peculiar value in a banker's eyes, as being almost equivalent to a certificate that the borrower is both able and will- ing to pay his debts. This class of man, however, is rapidly disap- pearing. There is another class of endorsements to be considered; namely, that of more persons than one on the same note. A loan will sometimes be proposed to a banker, generally in connection with some public enter- prise, in which the notes are to be endorsed by four or five individuals. This class of endorsements, however, often proves very unsatisfactory, for although each of the endorsers is responsible for the whole amount of the note, it rarely happens that any one of them is willing to pay the whole amount. He will come to a banker and offer to pay his share and request a discharge, which, of course, the banker will not grant. Con- sultations then follow between the parties as to how the obligation is to be met, in M'hich one will offer to do this, and another that, but seldom coming to an agreement satisfactory to the banker. Not infrequently SECURITY AND SECUKITIKS IN GENERAL. 199 they quarrel among themselves, each one of them declaring that he will fight to the last in resisting payment. The banker then finds himself involved in half a dozen lawsuits, and it will go hard if some clever law- yer, employed by one of the parties, does not find a loophole for evasion, or delay, owing to some peculiarities in the case, possibly suggested by false swearing or confused testimony. We know how a clever counsel can confuse a witness so much as to get him to admit almost anything, and a banker in the witness-box is just as liable as other people to be wheedled or bullied into admissions of a damaging nature, such as may be almost fatal to his case. There is another consideration with regard to these multiple endorse- ments ; namely, that by law each endorser on a bill has recourse upon the preceding one, this being founded upon the practice of jjassing notes from one man of business to another for a valuable consideration, as used to be common in the business world. In this case it is perfectly equitable for the last endorser to call upon the preceding one to pay him, and so on, until the maker or acceptor is reached. This law prevails even in such cases as have been referred to, although the circumstances are en- tirely different. There is no method under our law of bills of exchange by which a number of men can endorse a note, one after another, so as to be jointly and severally liable, and avoid recourse upon previous names. It is therefore better that the persons proposing to become security should become joint and several promisors, or joint and several guaran- tors on a separate instrument. Differences Between Endorsement and Guarantee. This leads to the question of the difference between an endorsement and a document of guarantee ; respecting which it is well to note some points for consideration. The first point is that endorsements require to be on each separate note, and that when there are several endorsers for the same debtor on separate notes, and difficulties arise in the circumstances of the maker, each endorser can claim the right out of any security realized to have' his notes paid in the order in which they become due. This operates, in some cases, very much to the creditor's disadvantage. Moreover, if the time for a loan is long, as it requires to be in some lines of business, notes require to be renewed, failing which, they lie under protest in the banker's hands. Now, the endorser may not be at hand; he may be, in these times of travel, at a considerable distance; or he may, in some cases, refuse to endorse a renewal, and insist on the banker forcing pay- ment. If the banker refuses, as being contrary to agreement, the en- dorser may pay the note himself, and sue the maker, to the great damage of his credit, and with a danger of bringing about a stoppage of his busi- ness. A guarantee, however, obviates all these difficulties. But such a 200 BANKING AND COMMERCE. document requires to he drawn with exceeding care — so as to avoid bring- ing the banker himself under obligations upon which a defense might be hung in case of suit. There is scarcely any instrument capable of giving rise to so many conflicting points as a loosely drawn guarantee. For this reason the banker will bring to his aid the best legal talent available to prepare a proper form of instrument applicable to general uses. This guarantee should provide for renewals, changes of security, additional advances, partial payments and other contingencies, and in most cases should bind the guarantor to pay a specific sum whenever called upon. But a guarantee may be taken for a running account, and made to cover the balance due on such an account, whenever it may be struck. In some cases, indeed, where an account is a complicated one, and consists partly of trade bills and partly of securities of various classes, a guaran- tee may be taken for the final balance remaining after other securities are exhausted. This word exhausted, however, in a legal document, re- quires to be very carefully defined. But one thing a banker needs to be particularly careful about, viz., not to introduce special conditions, of his own motion, into a form of guarantee which has been prepared by his solicitor. He will alwaj's find it prudent to let his solicitor insert the special conditions also. Of the two forms of personal security, therefore, an endorsement is the most simple and the least open to misconstruction, and affords the least opening for a vexatious defense in case of a suit. And when the note guaranteed is a single transaction, and not a part of a general ar- rangement for advances, it is the most advisable form of personal secu- rity that can be taken. But there is this to be said, that a guarantee is alwaj'S witnessed, and is generally signed in the office of the bank, or the bank's attorney; while it not infrequenth^ happens that the maker of an endorsed note brings it to the bank for discount, and expects it to be passed without further cere- mony. But a prudent banker will invariably require the endorser to be present when he affixes his signature, especially when the amount is large. For an endorsement may be forged; or, even if the original signature is genuine, the renewal may be forged. An endorsement of a loan bill, in fact, as it is a document of guarantee, should be treated with as much care and ceremon}^ as if it were a deed to be signed, sealed, and delivered by the party to it. Loans Secured by Merchandise. It is a fundamental axiom in banking that all discount loans for com- mercial firms should rest on, or be represented by, salable goods, on which no other person has a claim. Exceptions there are, as have been noted, but the exceptions are few. It is here that banking differs from mere money-lending; its loans should be founded, not simply on valuable property or even valuable goods, but on goods that are salable, that have SECUETTY AND SECURITIES IN GENERAL. 201 a market value, that are dealt in between man and man, and between country and country. In other words, banking is the hanrmaid of coMMEncE. But although these things are so, it is not all banking dis- counts or loans that constitute a claim on any particular goods. It can- not be said, for example, that a trade bill is represented by such and such lots of dry goods, groceries or hardware in the store of the person who has made the bill. They are not earmarked and set aside for that pur- pose. There are, however, banking loans that do rest on goods that are specifically designated and set aside for the purpose. The security for this class of loans has now to be considered. The simplest and most natural form of lending money on the secu- rity of goods is that of the pawnbroker, so called — a very misleading name — for his real business is to lend money on goods that are left in his possession. It is a most simple business, requiring scarcely any C'ipacity to carry it on, except a fair judgment as to what goods will sell for. The pawnbroker does not rely on any legal documents to secure him and he cares nothing about the standing of his customer. He has the goods themselves, and it is his own lookout if he does not take proper care of them. The pawnbroker's loans are, however, not commercial. No man, in a centre like Chicago or Liverpool, would deposit a thousand barrels of flour with a pawnbroker and get an advance on ihem. Such loans are part of the operations of commerce, and would be applied for to a banker. Now, as a pawnbroker keeps a shop or a warehouse in which to store the goods he has lent money upon, it would naturally be supposed to ap- pertain to a banker's business to have a warehouse, wharf or yard, with conveniences for the storage of various classes of goods owned by his customers. This would strike anyone as the most reasonable, natural, not to say safe, mode of transacting business. "Bring me your goods," the banker might say, "and I will lend you money upon them." In some parts of the world this is actually the mode on which banking loans on goods are made. The bank owns as a part of its machinery (so to speak) a commodious warehouse, yard or wharf, in which it requires all goods to be deposited on which advances are made. These are, of course, in charge of its own officers, and the bank attends to insurance at the charge of the borrower; charging him also, directly or indirectly, with the storage.'""'^ That this tends in a remarkable degree to the safety of such loans goes without saying. The only danger to the banker in that case is that he may overestimate the value of the goods, or forget to take into account the chance of decline. This mode of procedure, however rational it may seem, has never been adopted by bankers generally. The bankers of Great Britain, gen- es The Imperial Bank of Germany conducts its business on this principle, and Is the owner of many warehouses in different parts of the Empire, in which are Btored all eroods that are advanced upor. 202 BANKIXG AND COMMERCE. en^lly speaking, know nothing ofit:^^" ncitlier do those of the Ignited States or Canada. They keep no storehouses or yards in which to place goods they have loaned upon ; though doubtless many of them have wished they had done so when they have been deceived by documents purporting to represent goods. All the loans in their books stated to be on goods rest in fact upon nothing but pieces of paper; or rather let us say, on what is written on pieces of paper. Just as an American Treasury cer- tificate for five thousand dollars represents that amount of actual coin in its vaults, so are these pieces of paper presumed to represent so many tons of iron, bags of wool, barrels of flour, or bushels of wheat. And, to say the truth, there are such documents which carry almost as much assurance with regard to goods as the gold certificates of the American Treasury do with regard to money. "When the officers of a well-known warehousing or dock company issue a certificate that they have received a thousand barrels of flour from John Smith or a thousand bales of cot- ton from MacGregor & Co., and that they will deliver the same on pro- duction of the certificate duly endorsed, a banker will feel almost as much assurance in advancing on such a document as if he had the goods in his own possession."^ This is more especially the case if such documents are registered, as they are in Chicago and other grain warehousing centres of the United States. The truth is that the value of the document is in the responsi- bility of the party issuing it. This is a principle that is often forgotten, and it is here repeated, that it may be better remembered. The value of the document is in the responsibility of the party issuing it. There are various grades of such documents as there are various grades of bills and promissory notes, the question always being, in the first place, will the issuer of such a receipt sign the document unless he has the goods in 66 It has. however, sometimes happened that in conservative Great Britain, ex- ceptional measures are taken with regard to property advanced upon. A bank In the "Black Country" was at one time in the habit of advancing on pig iron stored in a certain borrower's own yard, or in the yard of the blast furnace where it was produced. This customer having once removed this iron so advanced upon, the bank adopted the plan of leasing a small area in some furnace yard, fencing it in. placing it under lock and key, and requiring iron advanced on to be deposited there. This plan proved effectual. 67 There are, however, cases at times which shake a banker's confidence in this theory. The writer once had to do with a draft secured by a bill of lading for goods signed by the shipping officer of a railway station on the company's regular form. But such goods were never delivered at the destination indicated. And investi- gation brought out the fact that such goods were never received at the station. The bank contended that the railway company was liable for the acts of its own oflficer done In the regular course of business. This was denied, the company claiming that they were only liable for goods they had actually received. And this contention was upheld, though it really did not touch the pomt. The point was, a wrong having been done by an employee of the company in the ordinary course of his duty, who is to suffer for the wrong— the company that employed him, or a perfectly Innocent party? The decision Is calculated to undermine the confidence entertained in bills of lading as security. SECURITY AND SECURITIES IX GENERAL. 203 ■possession? And, secondly, will he take due care of them and not let them go except to the right party? And, if he fails to do either of these things, is he of sufiicient responsibility to make Jiis ciigagcmeiit good?'^^ In Canada and the United States the issuing and advancing of these documents is carefully regulated by law; the object being to facilitate bank advances on the great staple productions of the country and so to assist in that great annual movement upon which all internal commerce depends. This law of warehouse receipts, let it be borne in mind, traverses the law of chattel mortgage in two respects. The ordinary law is that a bank cannot make a new advance on the security of chattels; and also, if a chattel mortgage is given to secure an existing debt, it must be entered in a public registry within a certain nimaber of days. But the warehouse receipt law enables new advances to be made on goods, and gives the lender a valid title to them against all comers, subject to certain restric- tions. It also dispenses with the necessity of registration, though it is often contended that it would be better in all cases if registration were required. Under this law bankers can advance on documents in the same manner that they discount bills, looking to the names of the parties and considering also the genuineness of the document itself. 68 There is this difference, between a banker advancing on goods in his •own possession and advancing on a warehouse receipt, that the document may be forged. The certificate of registration may be forged also, and the banker may be deluding himself by an imagined security of goods, while such goods have no existence whatever, or may have been pledged to another party on a genuine document. CHAPTER XXV I. SECURITY AND SECURITIES— Continued. Security by an Owner's Warehouse Receipt — ^Bailee Receipts — Bills of Lading — Security on Real Property. IN the last chapter was considered the security afforded for advances on goods by means of a formal document acknowledging receipt of them and undertaking to deliver them when called for, on sur- render of the document. The legislation respecting these documents, and the title they conveyed, was also adverted to. In all these two persons were concerned — the person who deposited the goods and the person who undertook to take care of them, the latter being a warehouse- keeper, or wharfinger, by occupation. But in process of time, and what may be called the evolution of business, it came about that another class of receipts or certificates wei-e proposed as security. The borrower, in small towns especially, often having a store, warehouse or yard of his own, the question was asked, why should he not be the warehouseman of his own goods, and give his own certificate of possession, borrowing upon that? These receipts were warehouse receipts undoubtedly, and the fraudulent issuing of them, or making away with the goods, would be equally an offence against the law. It thus came about that bankers ill places where no professional warehouse-keepers were to be found became willing to advance monej' on this kind of document. The law for some time, however, did not recognize them as convey- ing title in the same manner as the former documents did. But in time especial clauses were added to the Banking Act legalizing this class of receipts, but defining very strictly the kind of goods for which such certificates could be given. Strict provision was also made that the document should be handed to the banker at the time an advance was made, or that the banker should hold a written engagement from his customer to lodge such a document with him. In every other respect the provisions relating to the older classes of receipts were made applicable to these receipts. It is evident, that these restrictions have in view the prevention of what might prove to be a great abuse, viz., that a dealer in imported or manufactured goods — such as dr}' goods, groceries, etc., should h.ive it in his power, while such goods are still unpaid for, and without remov- ing them from his shelves, to pledge them for advances, thus making it easy to deceive or defraud his creditors. These creditors, under such circumstances, would find that the stock in trade on which they relied for pa3'ment had been so pledged as to give a bank a title to it, thus creat- ing a preference of a very inequitable kind. The Act therefore, very SECURITY AND SECURITIES IX GENERAL. 205 properly limited the class of goods that could be pledged by the owner's simple certificate to such articles of merchandise as are invariably bought for cash, viz., all kinds of agricultural and natural productions. There could tlien be no conflict of claim between one class of creditors and another. These documents being thus legalized, gradually came to liave, in the minds of inexperienced bankers, the same weight and consideration that attaclied to the certificates of a professional wareliouseman. And in the consideration of the various classes of loans and discounts in their books tliey would describe these as "secured" and place them in the same category as advances secured by goods stored in a public ware- house or wharf. But little consideration is required to show that there is a fundamental difference between them. The warehouse receipt, or dock warrant, properly so called, is the receipt of a person who has no interest in the goods except to take care of them, and deliver them in good order when called upon. This is his business. For this service he receives due re- muneration, and his whole reputation and standing are involved in per- forming the duty well. He is practically, so far as the banker is con- cerned, in the position of a guarantor holding specific goods with which to meet his obligation. There is no inducement to him to give a certifi- cate unless he has the goods; and every possible inducement to refuse to give them up except to the banker who holds his pledge. These safeguards, however, are wholly wanting when a man bor- rows money on his own pledge. There is nothing, except a borrower's honor, to prevent his writing out a certificate before he has the goods in possession, or for a larger quantit}' than he actually has in store, or for goods of a higher brand tlian he has in stock. Even if a banker takes the precaution to have the goods examined, it is next to impossible for him to arrive at an accurate statement, either as to quantity or value. Then, as to the other point of safe custody and delivery, it is impossible to prevent the owner, when in possession, from taking the goods into the stock which is being manufactured, and selling and de- livering the goods produced. Nay, it is not uncommon for a banker to give his consent to this, either in general terms or specifically, either verbally or in writing, so that an understanding is established, or sup- posed by the borrower to be established, such as can be pleaded in court against a charge of wrong-doing. From all which it is evident that the pledges of the owner of goods are not to be looked on in the light of an actual security. It does not make secure in the manner that intervention of a third party does. It amounts, in reality, only to an additional promise on the borrower's part. Having already written a promise to repay a certain sum of money on a certain day, he adds to it a promise to deliver certain goods on a certain day. It is only a promise added to a promise, both by the same person, and not an en- gagement by another person. sot) BANKING AND COMMERCE. There is, however, this to be said, that while the pledge of a prom- isor is weak in not making sure that the goods pledged are actually where they are represented to be, it is a strong security when the goods are actually there, and the borrower becomes unable to pay his debts. Thev cannot be seized in judgment; and they do not pass to an assignee in case of insolvency. Tlie law holds them strictly for the banker, until the debt secured by them is paid. But he must be able to prove, in case of dispute, that the debt attaches specifically to those goods. Neither a proper warehouse receipt nor a borrower's own pledge can attach generally to a debt due to a banker. A specific sum of money that can be so identified must be lent on certain specific goods that can be identi- fied; otherwise the security will not hold. There is, however, this safeguard; that a pledge of this character, if not bona tide, is subject to the same criminal penalties that attach to a document issued by a third party. If a man gives a banker a pledge on goods that do not exist, or are not what he represents them to be, he exposes himself to a criminal prosecution. And if, after giving a pledge on goods that actually exist, he removes the goods without the banker's consent or without accounting for them, he is equally guilty. Such is the law; and, to a certain extent, it is efficacious. But when a trader in exportable goods becomes pressed, as he sometimes may be unknown to his banker, the temptation is very great to raise money by the easy process of writing out a pledge. And a man, without any in- tention of ultimately defrauding, will avail himself of this relief, trust- ing that he may be able to redeem the pledge in course of business. Experience, moreover, has proved that is not easy to obtain conviction when prosecution is resorted to. Juries are unwilling to convict when a plea is entered that there was an undersianding (that dangerous word) with the banker that goods might be removed in case they were needed for the borrower's business — as in the case of a miller who has pledged wheat in his own store and needs it to fill an order for flour. The sum of the whole matter is this, that individual pledges have a real value with men of probity and honor, and also, that with men whose sense of honor is not high, the fear of punishment will ordinarily restrain them from issuing false pledges, or removing goods; but that this fear is not sufficient "to restrain such men when heavily pressed for money. Further, that in either case, if the goods actually exist, and the security has been properly taken, the pledge will hold the goods for the banker in case of judgment or insolvency. But no banker of experience will consider a debt absolutely secured by reason of liis holdinir the borrower's pledge.'^" MA oomnion mistake -with regard to the security of these documents hns arisen when thev have been taken from manufacturers, whose stock of raw ma- terials Is constantly being converted Into manufactured goods. The raw mate- rial In the vard or warehouse today, la found next week In the factory, being replaced by other raw material of the same description, but not that upon which the money was lent. It Is sometimes supposed that a personal pledge can be given for a general SECURITY AND SECURITIES IN GENERAL. 207 Bailee Receipts. In the case of all goods and merchandise pledged to a banker, the time comes when they must be removed; and, in modern business, the removal Avill be either to a ship or to a railroad. Now, during the process of removal it is injpossiblc that the security before mention, d will hold the goods. They must be released from the warehouseman's custody, and until they are loaded on board ship or placed in custody of a railway company, a hiatus necessarily arises in which there is no security to the banker at all, except what is generally known as a "bailee receipt." This is a document somewhat similar to the pledge which has been discussed, and is given by the owner of the goods during the time they are in transit. In this document the owner acknowledges to have received certain specified goods for shipment by rail or steamer, as may be; constituting himself a bailee for the same, and engaging to deliver them as directed. A breach of this engagement is a criminal offence. Upon the lodgment of such a bailment with the banker, the custom is to surrender the warehouse receipt, to be exchanged, after rea- sonable delay, for a steamship bill of lading — or a railway receipt. When a banker gets either of these, his anxiety is generally at an end, always supposing that the goods are worth what he has advanced and that the document is genuine. Bills of Lading and Railway Receipts. When the process previously described has issued in the shipment of goods by steamer, the captain or agent signs that important docu- ment called a Bill of Lading, making the ship and its owners respon- sible for safe carriage, and delivery of the goods. This document insures that the goods are on their way to a definite destination. The owner of the goods, who has had them in his own charge, for a time, now draws upon a purchaser or consignee and attaches the bill of lading to the draft together Avith a document of insurance; the law giving the banker the same position now with regard to the goods that he pre- viously had as the holder of a warehouse receipt. The goods on that ship are his, until the draft is paid, and the security to the banker on the transaction is as complete as a mortgage on real estate is to a stock, let us say, of iron in the yard, or wool in the warehouse, such as may be, at any time, found there. But this kind of pledge will not stand the test of a lawsuit or an assignment, unless it can be shown that the stock has not been changed since the pledge was given. The law does, however, provide that when wheat is changed into flour, logs into lumber, hides into leather, or dressed hogs into pork, the pledge shall attach to the manufactured article, if the sam<' can be identified, which is sometimes a difl^cult business. But bankers hav learned to take care, in lending money upon pledges of this kind, that the 'bor- rower shall have no other creditors. There is, too, a method of lending upon raw material, which is prevalent in the lumber trade, namely, that the logs are branded with a certain mark, by which they are identified as the goods that have been advanced upon. 208 BANKING AND COMMERCE. money-lender. The one point a banker now has to think about is whether the goods are worth the amount drawn against them. This consideration, however, is dealt with in the chapter on trade bills, or bills drawn in sterling money. Having thus considered the various points arising out of security by endorsement or guarantee, and also by security of goods, either in situ or transitu, it is in order to consider other forms of security met with in banking. Of these some are met with in the active prosecution of business, while some come to a banker when additional security is demanded. The last will be treated of first. In ordinary loans the customer offers security at the inception. In real estate it is the banker that demands it. Securities Resting on Real Estate. The banking law of Canada differs from that of Great Britain, in that it prohibits loans on real estate security. A banking transaction cannot be initiated by a mortgage on real property. Former disastrous experience led to this prohibition, and more recent experiences in Aus- tralia, of a much more distressing character, have shown the wisdom of adhering to it. One, at least, of the greater banks of Canada, after a long career of usefulness to the infant community, was finally forced to succumb owing to the fact of its resources having been engulfed, so to speak, by real estate transactions. In the days when this bank was doing its most active business, the loan and mortgage companies, row so common, were almost unknown. Only one company, an English one — "The Trust and Eoan Company of Canada" — existed. It was im- possible, however, for this one company to meet the needs of the vast stretch of country — then known as Upper Canada — and now called Ontario. It came naturally about, therefore, that as loans were re- quired for clearing land, improving property, and building stores, nu'lls and factories, recourse was had to the banks of the time; and to this one bank in particular. The true principles of sound banking were little understood in these early days. If a man was posses.sed of a piece of land, large or small, encumbered or unencumbered, he was con- sidered to be an eligible customer. Many of the loans made were paid off in the course of events, but large numbers were not, and remained on the bank's books year after year. It thus came about that the mass of undigested and indigestible securities in the shape of promissory notes of real estate owners, many of whom were domiciled in the back woods of those days, went on constantly increasing, until the bank could carry them no longer, and fell buried, so to speak, undfr -heir ruins."" 70 It seems hard to realize, and might be deemed Incredible to one not famil- iar with the early history of the country, that the author was well acquainted with a resident of Toronto who rememl)ere(l the time when the whoile stretch SECURITY AND SECURITIES IX GENERAL. 20[) Yet, securities on real estate have their use to a banker who knows how to use them, and have saved many an account from degrnerating into a bad debt. For although real property is a bad foundation for a banking loan, when it is the only foundation, it is a strong s':p]iort to a mercantile account whose main security is of a commercial character. It enables a banker to nurse a customer through bad times with con- fidence when otherwise he would be obliged to allow him to succumb. This is so well understood in England that a lien upon a customer's property is considered one of a banker's strongest safeguards, and as the law allows a lien to be created by the simple deposit of title deeds with a memorandum describing the purpose, such a hold upon a custom- er's real property is very common. In Canada, however, no such custom exists. A banker's lien cannot be established without a regular mort- gage, duly registered, and this must be after the inception of a loan, not at the time. The term Real Estate, though definite enough in law, is so indefinite in fact that some bankers have almost prohibited the use of it in corre- spondence with their branches. When the manager of a country branch, for example, writing of a somewhat doubtful account, informs the board that it is secured by "real estate," he will certainly be asked for more definite information; and very properly, for real estate is of so varied a character that unless specific information is given, the word conveys no practical meaning, so far as actual security is concerned. It is desirable then to consider real estate from a banking point of view, and to point out what property is desirable and valuable in that connection, and what is undesirable or worthless. Real property in Canada may be classed under the following heads: (1) Farms. (2) Land capable of being made into farms. (3) Stores or dwellings in towns, cities or villages. (4) Vacant lots in towns, cities or villages. (5) Factories, saw mills, tanneries, etc. (6) Timbered lands, when owned as a freehold and used for lum- bering. (7) Mines. Any one or more of these descriptions of real property may be offered to a banker as security for an existing debt, and it is certainly the business of a well-informed banker to make himself sufficiently ac- quainted with them all to be able to judge what value to attach to the of country between that city and T^ake Hnrnn was almost unbroken forest. Only three settlers had penetrated into its vast solitudes, fighting their way through bush and swamp and slowly making clearings, in a region entirely destitute of roads, bridges or dwellings;— then given up to bears, wolves, and Indians, but now full of prosperous towns and cities. It was some time after this that the Bank of Upper Canada was established; but its early days were passed when forests covered most of Ontario and the towns and cities of the present day were mere hamlets. 14 210 BANKING AND COMMERCE. security or if it has any practical value, present or prospective. An intelligent manager of a branch will certainly make himself acquainted with the conditions and value of farm and town property, in his dis- trict. And a general manager or president will always be adding to his stock of information with regard to property in those parts of the country where the business of the bank is carried on. When a banker is offered security on real property the first point to consider is what will be expected of him if he concludes to take it. In some cases a debt may be in such a doubtful position that a banker would take any security he could get (any security being better than none) not scrutinizing it very carefully except to obtain assurance that the taking of it involves no responsibility. But real estate is sometimes offered by a debtor who is in a comparatively good position, it being perfectly understood, though it is not formally expressed, that the banker in consideration of the security will be less exacting and more indulgent in his treatment of the account. And this he may be in various ways. When security is taken under these circumstances, a banker will naturally, to begin with, arrive at an understanding of what value the property is as security; where situated, of what character, whether the debtor has a clear title to it, and whether it is clear of encumbrance. These last are both legal points, and upon them both only the bank's solicitor can give accurate information. If the title is clouded, a banker will do wisely to refrain from taking security until it is cleared ; otherwise, he may find himself made a party to a troublesome lawsuit. But if the property is desirable in itself, he will do well to insist on steps being taken to have the title cleared. This preliminary' being arranged, the banker will next have to consider the question of encumbrance. If there is no encumbrance at all, the case will be simple. Whatever value there is in the property will accrue to the banker's benefit. But if there is an encumbrance, a banker's judg- ment and experience require to be called into play in dealing with it. No sane man would ever lend money, as a matter of business, on en- cumbered property; or, at any rate, if he thought well to lend at all, he would lend enough to pay off the first mortgage. But it may be well worth a banker's while to get security for an existing debt on an en- cumbered property. Everything depends on the amount of the enium- brance. If that amount is not more than one-quarter the assumed, or assessed value of the property^ the probability is that a second mortgage would yield him something. But if the encumbrance amounts to half the value of the property, tlic security of a second mortgage is problem- atical. The valuation may be too high; it generally is; or the interest of the first mortgage may have accumulated and rank as an addition to it. It has happened, in a banker's experience, that the unpaid interest has swallowed up all reversionary interest in a valuable property, mak- ing the second mortgage worth nothing. SECURITY AND SKCUIUTIKS IN GENKUAL. 21 1 There arc other considerations also. Before anything can be re- covered from a second mortgage a banker will find it necessary to pay off the first. He thus adds more to an already existing debt. Yet, wlitii property comes to be sold, the fact that a bank holds it has a depreciat- ing tendency, as all experience proves. A banker, therefore, may have the mortification of finding that a property, when he has the wliole benefit of it, will not yield him as much as he paid for the first mort- gage; making it apparent that he would have been in a better position if he had never taken a second security at all. A banker, too, has to consider also that while he must disburse cash in paying off a first mort- gage, it is almost an impossiblity to sell without accepting a mortgage for a large part of the pxirchase money. He thus finds that to the original debt, which was more or less of a lock-up, he has added another, which being in the shape of a mortgage, is practically, a lock-up also. The question of encumbrances deserves especial care when the prop- erty is connected with a manufacturing business. If the business is un- successful, the property will depreciate by an amount that would seem incredible to an}' but one who has had experience. It has sometimes happened to a banker to have the mortification of finding that, when he has paid off an encumbrance of only one-quarter of the estimated value of manufacturing propcrt}', the sale has not realized even half of this paltry sum. The best form of real estate security, generally speaking, is that on shops and offices in one of the main streets of a commercial city. The very worst, as a rule, is a mill, a factory, or a tannery. A banker \n\\. find it prudent, as a rule, though he may take such a security, never so to rely upon it as to be more indulgent either as to time, rate, or amount than he would be had he no such security at all. And this more par- ticularly if the property is encumbered, no matter how small the en- cumbrance may seem. The securities that bankers may take in the active prosecution of their business are so fully opened up in the chapters on Loans that it is needless to refer to them again. The only additional remark needed is to state that a merchant, sometimes, instead of discounting a certain amount of trade bills will obtain an advance, pledging the bills as secur- ity. This may be a more economical process in case he only requires the loan for a shorter time than the bills, on an average, have to run. CHAPTER XXVII. BANKING AND COMMERCIAL LOSSES. Various Sources of Loss — Particular Instances Cited — City of Glasgow Bank Collapse. THESE are coupled together in this treatise for the reason thai there is generally a very close connection between them. A bank cannot lose money by a commercial customer until that customer, except in the cases of deliberate fraud, has lost all his capital, and is unable to pay his debts. It is also not seldom the case that a mer- chant fails by reason of the losses he, in his turn, sustains by his customers. He may indeed, especially in some branches of trade, fail because of a heavy fall in the price of some commodity he deals in. This is a contingency that every wise merchant will take special means to pro- vide against. Thtn there are the losses that a merchant may suffer by speculation. These are not legitimate losses. They ought not to occur at all. But they do occur in sufficient numbers to make it necessary for a banker to take them into account. Both banking and commercial losses are much influenced by the condition of the trade of the district in which operations are carried on. also by times of prosperity or depression, either in a particular district or in the whole country. It is, for example, will known that failures are much more common in new countries than in old; and in the newer parts, let us say, of the United States and Canada than in the older. They are also more common, other things being equal, amongst men in new industries than in well established ones. Of all these things a banker must of necessity take more account than a merchant, for the latter in doing business in a new community, if he incurs greater risks, can generally make greater profits. But a bc':nker is rarely able to do this; hence the importance to him of care in having loans adecpiately secured ; also of scrutinizing business bills so as to guard against mere accommodation paper being taken under that guise. With such precautions as every banker ought, in the reason of things, to take, it should be tlie rule, that even if his customers fail, the security should ])e capable of such realization as will save him from loss. Passing, liowever, from general observations to particulars, it is necessary to take note of both commercial and banking losses as matters of fact; togetlier with the reasons for failure in one case and loss in the other. BANKING AND COMMERCIAL LOSSES. 213 Pauticular Instaxcrs oi- Losses. The most effective wny of doing this, and it will add point to all observations on the subject, will be to cite particular instances of losses. Most of these have come under the author's own observation, and have made an indelible impression on his memory. The rest were well kno%vn at the time to the commercial and banking world. Names, dates, and places will, of course, not always be given, for it would not be proper to do it; but the cases cited may be relied upon as narratives of actual events; every one of them conveying some practical lesson for future guidance. More than fifty years ago no goods in a certain line of English man- ufacture were of higher finish or more beautiful design than those made in the great establishment of B. & Co., in Yorkshire. The firm had a warehouse in London, and a large part of the goods they produced were sent there, and sold to wealthy residents of the capital, or distributed throughout the Kingdom from that centre. The leading noblemen of Eng- land were their customers; and on one occasion they manufactured a magnificent set of goods for the King. The members of the firm lived in expensive style, and took the lead in the fashionable society of the neighborhood. But to the bankers of the district, they came, in course of time, to be kno^vn as continually short of money. They were, however, the kind of people sometimes called "clever financiers," and having several banking towns within easy distance, they managed for a considerable time to get cash for checks, by drawing sometimes on one bank and sometimes on another, varying the operation by drafts upon their house in London; that house repeating the opera- tion conversely. But as time went on these I as follows, Agree with thine adversary quickly, whilst thou art in the nay with him; lest at any time the adversary deliver thee to the Judge. A BANKRUPTCY LAW. aSS .and the Jud^e deliver thee to the officer, and thou be cast into prison. Verily, I say unto thee thou shall by no means come out thence until thov hast paid the utmost farthing. This has a wonderfully modern sound, for it exactly describes what would have taken place in England nearly up to the middle of the nineteenth century. The debtor could be put in '.prison, not, as in criminal matters, for a week, a month, or a year, but until the debt was paid. The difference between tlic criminal law and that respecting debtors was remarkable enough. The criminal, at the expiration of his term, was a free man and discharged of all 'obligation. His imprisonment constituted a sort of claim to discharge; but with the debtor, imprison- ment operated in no degree towards his discharge. Unless the creditor consented, in prison he must remain for the whole of his natural life. Numerous cases of this kind did actually occur. The term "rot in prison" has become incorporated into our language, and expresses exactly what occurred in many cases under the ordinary law. English literature tells only too truly the stories of suffering endured by insolvent debtors in London prisons; for one singular feature of this matter is, that while the Government was obliged to support thieves and burglars while in prison, no support whatever was provided for the imprisoned debtor. Origin of Insolvency Laws. It was under these circumstances that the first movement for an insol- vency law began. The object was primarily the release of imprisoned debtors; and the title of early acts of Parliament on the subject wa? "An act for the relief of insolvent debtors; the relief being, not to provide them with necessary food and comfort, but to give them a dis- charge from prison and from their debts. Such a law, of course, would only be needed to compel unwilling creditors to be satisfied with what the ordinary course of law had failed to give them. Thus, in its very inception, an insolvency act contradicts and traverses the ordinary operation of law. The law is to give effect to contracts, but the effect of an insolvency law is to break them. But the cases of hardship, and even of cruelty, were so undeniable that the force of public opinion became strong enough at length to insist upon a way of legal relief being opened. It was in these circumstances that the first act for the Relief of Insolvent Debtors was passed. That act provided for the constitution of a special court, whose functions were to be the exact opposite of an ordinary one. The ordinary court was for the administration of justice: this was for the administration of mercy. And to it the unfortunate and impecunious (but presumably honest) debtor was allowed to appeal and plead for his release from prison. His creditors, as a matter of course, were allowed to appear also, and to show cause to the contrary, if they were able. If the creditor could prove that his debtor was keeping back money 254 BANKING AND COMMERCE. or effects, or tliat there was an element of fraud in his conduct, or that his statements had been characterized by lying or deceit, the court had little mercy to sliow him. It was not for such as he tliat the court was created. On the other hand, if the debtor could prove that he had donr what he could, or that he had no friends upoi; whom he could call for relief, that there was no fraud or misrepresentation in his dealings, and particularly tliat he was suffering in body and mind by continued impris- onment, the court would, in many cases, open the prison doors and allow him to go out free. But if any of the jolly felloAvs of the "Jingle" or "Smangle" sort had the impudence to apply to the court, they would be laughed out of it and sent back to confinement. In prison they deserved to be; and in prison they must remain. Such was the general idea embodied in the first insolvency leg'slation. It was for the administration of mercy. It was a matter of course that a class of attorneys would devote themselves to cases of this kind, and be kno^vn as men who could get debtors out by passing them through "the court." The M'ays of this class and the incidents arising out of their profession are accurately and humorously dealt with in the pages of many of our novelists. In course of time a class of houses of temporary detention arose, called "sponging- houses," M'here a debtor under arrest was allowed to remain, under strict confinement for a few days, to give him opportunity of effecting a com- promise with his detaining creditor, or calling upon his friends to help him with money. It cannot be too emphatically noted that the whole raison d'etre of the law for the discharge of debtors against the will of their creditors, was this very power of imprisonment. But for that it is very doubtful if such a laM- would ever have been enacted. Thus, when imprisonment for debt was abolished, it might naturally be supposed that insolvency laws would be abolished with it. But in the complicated circumstances under which credit is given in modern trading and banking, it was still deemed desirable to retain some other mode of settling affairs between debtor and creditor than the ordinary process of law afforded. The dominant idea of this, however, had reference to a class of evils that scarcely existed in former days. For example, it was sometimes the case that a debtor who had many creditors would treat some of them unfairly; giving a preference to one or more when he knew himself to be insolvent, or paying one in full, and leaving the rest to scramble for the balance of his estate The ordinary machinery of law might itself be abused to this end; for on becoming embarrassed, and several creditors suing a debtor, he cou^^ defend one action, and allow judgment to be entered for another. For this the law afforded no redress. In other cases, a trader, knowing himself to be unable to pay his debts in full, might go on trading at a loss, wasting more and more of his estate (or perhaps secreting money), until it was wasted entirely A BANKRUPTCY LAW. 255 away; leaving nothing for his creditors to realize upon. Here, again, the law aiForded no means of redress. All that any creditor coald do was to refuse to sell the party more goods, and to sue for balance due. But the process of ordinary suits affords so many opportunities of delay, that a whole estate might be wasted during the progress of one of them. On the other hand, a creditor might under some circumstances obtain what is known as a "snap" judgment against a debtor, who would be compelled to submit to the sale of his goods at a sacrifice by one creditor, leaving him indebted to many more, while the means of payment had been taken away. For these and for other reasons, there arose a desire on the part of creditors for the enactment of a law which would prevent these evils, and ensure, first, an equitable division of an insolvent estate; second, the power of stopping an insolvent debtor from wasting his estate: third, the prevention of unjust preferences; fourth, the punishment of fraud- ulent debtors. These were the primary objects thought of when the subject of insol- vency legislation was broached as applied to debtors who were person- ally free. But though no act could now properly be styled "An Pct for the relief of Insolvent Debtors;" that is, by releasing them from prison, no sooner was insolvency legislation broached, mainly in the interest of creditors, than pleas began to be put in on behalf of the debtor. There were, it was alleged, other forms of relief that were needful. Thus, it was urged, why should a man not be relieved from the burden of his debts when he had become unable to pay them and surrendered his assets? What equity was there in taking forcible possession of a trader's effects and dividing them amongst his creditors, unless he were discharged from his debts? And why should a man be forcibly pre- vented from carrying on his business, when the ordinary courts had not been appealed to for redress? These and other pleas for the debtor were put forth for considera- tion whenever it was proposed to protect the creditor by a bankruptcy law. Indeed, it was held by some that an insolvency law was no insol- vency law at all if it did not provide on some terms for an insolvent's discharge. They argued that the very groundwork of such legislation was to relieve the insolvent, not to assist the creditor. The creditor is sufficiently protected, it was argued, by his power to get judgment and seize his debtor's goods; why, then, consider him alone in the matter? To which the obvious reply was, that former acts for the relief of the insolvent debtor had relation to different circumstances. It was to prevent cruelty and oppression, and had always been preceded by the obtaining an ordinary judgment at law, and the declaration that the debtor had no seizable goods. But to discharge a debtor against the will of his creditors, or any of them, and while he was perfectly at liberty, personally, was contrary to the first principles of justice. Even to enable his property to be seized and divided amongst his creditors was no valid gromid for 256 BANKING AND COMMERCE. claiming a discharge ; for his property, if he was insolvent, really belonged to his creditors in any case. It was further argued, that the reasonable course for a debtor to pursue when he could not pay his debts, was to approach his creditors singly, or call a meeting of them, and offer to pay what he could, and ask for a discharge. They would be acquainted with his affairs and with himself, from having done business with him, and might be trusted to act reasonably according to circumstances. And the necessity for obtaining the consent of each of his creditors would be an effectual check upon that scheming to effect an unjust settlement which was so great a temptation when discharge could be granted without that consent. Principles of Insolvency Legislation. Such were the arguments, pro and con, that arose at the outset of any proposal for insolvency legislation. Yet there was much on which all parties were agreed. Thus, all were agreed that a law should be passed to prevent or nullify preferences; and all were agreed to what necessarily followed, viz., that if a person were really insolvent and his effects were divided amongst his creditors, they should be divided pro rata. But there was division of opinion as to the advisability of stopping a person who was carrying on his business when a suspicion arose that he was wasting his estate; also as to whether the law should undertake to discharge a debtor at all if any of his creditors objected. If the principle of a discharge Avere agreed to, there was great diversity of opinion as to its terms, one class of legislators leaning towards the debtor, and desiring his "relief;" the other contending for the claims of the creditor, and that strict justice should be the object aimed at. Another point of division was as to creditors holding security. The questions as to this were found to be numerous and of an intricate char- acter; secured creditors naturally pressing their claims for what they considered to be equitable, against the views of others who were disin- clined to give secured creditors any consideration. The most difficult question under this head arose in connection with bankers who were claiming on the estate of a wholesale merchant, for whom they had discounted the bills of numerous customers. So long as the merchant was solvent, the bank had no correspondence with his cus- tomers. But the moment he went into insolvency it became necessary to deal directly with the parties to this discounted paper. There might be fifty of them; there might be one or two hundred; and those living in all parts of the Dominion or elsewhere. As a rule, many of them would be dependent upon tlie principal house, and some of these would go into insolvency also. Then the bank would find itself a creditor ot many subsidiary insolvent estates; while a certain proportion of the rest would be embarrassed by the demand of payments at maturity, and request time, possibly also offering security by way of second mortg;^ge or A BANKRUPTCY LAW. 257 endorsement. With such an extraordinary mass of complications arising out of the failure of a single wholesale house, the winding up of its affairs would sometimes occupy years; and what would be the banker's final claim upon the bankrupt estate of his customer, it would be impos- sible to say. Under the common law bankers had a right to claim upon every single bankrupt estate for the full amount of its discounted paper, and to collect from it all that was possible, claiming upon one estate after another, until the entire mass of paper was paid in full. And if it was claimed that in all equity a bank should value its securities and claim for the balance, the bank could point out that wliile it was compara- tively easy to value a single mortgage or even a single endorsement, it would be practically impossible to value security consisting of claims upon numbers of other people, some of them already insolvent, and some who might possibly become so. The whole subject of insolvency bristles with difficulties; but not- withstanding this, more than one strong Government in Canada, and also in England and the United States, has taken up the subject and carried through bankruptcy bills. But the last of such bills in Canada came to an end about fifteen years ago, and although strenuous endeavors have been made to carry others through Parliament, no Government has had the courage to take the matter up and carry a bill through as a Government measure. For this inactivity various reasons have been assigned. The most im- portant of these was the undoubted fact that in actual operation the former bill came to be looked on, practically, as a bill for the promotiGn of insolvency. A class of men was developed in connection with it, as under other insolvent acts, who made a special business of assisting em- barrassed debtors to obtain a discharge. That there is a legitimate field for accountants and commercial lawyers in connection with insolvent estates, there can be no manner of doubt, whether under an insolvent law or without it. But under the last act abuses crept in, and it came to be generallv known, that by such and such intervention, debtors could obtain a discharge, with the least trouble, the least expense, in the shortest time, and without interruption to their business. Above all, the prospect was held out that after a discharge was obtained the debtor would have a substantial capital left, and be enabled to carry on his business in com- fort and security. In the opinion of many observers, the root of the mis • chief was in the fact that a discharge could be obtained under the act if a debtor's estate yielded only fifty cents in the dollar. The operation of this clause, it was said, was to fix a standard. The law of the land under it recognized that fifty cents in the dollar was a reasonable amouiit for a debtor to pay. If he offered that, he might be recognized as an honor- able man. I if a creditor was not satisfied, and demurred or opposed a dis- charge, the law could override his opinion, and compel acquiescence, un- less, indeed, actual fraud was proved. An anomalous condition indeed for the law to create; and it is well to note how it came about; also how it came to be so generally abused. 258 BANKING AND COMMERCE. When this discharge clause was under consideration by a parliairentary committee, and it was contended tliat fifty cents was too little, the reply was, that there were so many expenses connected with insolvency, and so serious a depreciation when goods and property were sold by an assignee, that fifty cents in the dollar was a fair residuum, and proved the failure to be honest. The argument was plausible, and the fifty cents clause was adopted. But it was also provided that if the debtor, after surrerdering his estate (which he could do without stopping his business) succeeded in inducing a certain portion of his creditors in number and amount *o con- sent to a compromise and accept fifty cents, a discharge could be obtained in spite of the opposition of the rest. Abuses Arising Under the Law. Here it was that the root of the ensuing mischief lay. For the idea speedily began to prevail that there was no dishonor or discredit to a man who had failed, if he had only paid fifty cents in the dollar. And this was specialh^ the case when difficult times supervened, and bad debts rose above the average. Under these circumstances many traders who were in temporary straits, but were perfectly solvent, began to see an easy way out of their difriculties, not by making an assignment and allowing their stock to be sold and their accounts collected by an assignee, but bv the much easier and economical process of offering a composition of fifty cents or more, under the act. Thus, a large expense would be sa\ed, and the business could go on in the meantime. The assignee or accountant would receive his commission, and act as the insolvent's friend in per- suading the requisite number and amount of creditors to consent. It was not difficult in ordinary cases for this to be secured, for the alternative was that a large additional expense would be incurred, much time lost, and goods slaughtered, with the doubt whether some portion of the estate could not be concealed, and as a final result a smaller divi- dend than fifty cents declared. The result generally was, that the insolvent who had got his stock into his hands by paying fifty cents in the dollar for it, was able to undersell his neighbors who had hitherto paid their debts in f.ill. A further result then followed, vi/., that some of his neighbors, whose trade was interfered with, began to think of passing through the same process themselves. This they not seldom did, for money was to be made by it; moreover, less and less discredit came to be attached to it, until in time the idea of discredit h'ad almost passed away. Thus, the virus of mischief spread until the trading community was honeycombed with it; and a wholesale merchant could never be sure which of his customers would approach him next with an offer of com- promise. What an opportunity this condition of things afforded to the debtor whose sense of honor was not of the strongest, it is needless to point out. Suffice to say, that between the weak-kneed debtor who was temporarily embarrassed, but could and would have paid his debts but for induce- A BANKRUPTCY LAW. 259 ments to compromise, and the fraudulent debtor who laid himself out deliberately to feign embarrassment and plunder his creditors, the mer- cantile community became so disgusted -with the operation of the act that a universal sense of relief was felt Avhen it was abolished. Difficulties in Framing a Bankhuptcy Law. It has been slated that it is extremely difficult to frame an equitable and serviceable bankruptcy law. The difficulties may be stated as follows : First, to avoid making bankruptcy so easy as to tempt unscrupulous men to embrace it who are able to pay their debts. For this reason it is that the discharge clause is the one which, more than all the rest, requires consideration. Second, to avoid making the administration of a bankrupt estate so expensive as to damage both the debtor and his creditors. Third, to deal with the question of the security given to a creditor previous to bankruptcy so as to avoid doing injustice on the one hand bo the general body of creditors, or on the other to the secured creditor him- self. In this case the difficult question is whether the consideration given for the security was equitable and reasonable. Fourth, the mode of adjusting tlie ranking of creditors holding secur- ity requires special care and some technical knowledge. Fifth, it is found difficult in practice to frame a bankruptcy law which has not the effect of creating a class of persons whose interest is to promote insolvency, and suggest it. Sixth, it is also difficult to frame penalty clauses which will not bear too severely on those who have done wrong through carelessness or inad- vertence, and not severely enough upon traders who have knowingly and deliberately been guilty of actual fraud. The great objects to be obtained by a bankruptcy law have been treated in the foregoing pages, but may be briefly summarized in this, viz.: (1) To prevent preferences being given to one or more creditors at the expense of the rest. (2) To prevent debtors wasting or making away with their estate when getting into difficulties, and apparently becoming unable to pay their debts. Here a distinction should be made between being unable to meet engagements as they become due, and inability to pay debts in full at all. It was a great error in some former proposed bankruptcy acts in Canada to declare that a man was insolvent if he could not pay his debts as they became due. (3) To insure equitable and economical distribution of bankrupts' estates; and (4) To enable discharge of competent and worthy debtors to be had on such terms as will not on the one hand encourage idleness, extrava- gance, and bad business conduct on the part of the debtor; and, on the other hand, will prevent harshness and cruelty on the part of one, or a small number of creditors. A discharge clause should be so framed also 260 BANKING AND COMMERCE. as not to make it an object for a trader to fail and make money out of his failure. If a bankruptcy law is ever submitted to a Legislature in Canada, its members will, of course, consider the former laws on the subject, their excellencies and defects, and why they were suffered to come to an end; and also the bankruptcy laws of other commercial countries, and partic- ularly of Great Britain and the United States, ascertaining whether such have worked satisfactorily, and are accomplishing the end aimed at. It would be well also to consider whether a bankrupt law of limited scope might not be desirable; such, for example, as one that would pre- vent preferences, punish fraud, stop waste, make equitable distribution, but not give a discliarge; leaving that for settlement between the debtoi and his creditors. It might be worthy of consideration also whether a bankruptcy law might not be passed with a limitation of time, an idea that has com- mended itself to various legislators. Summary of the American Bankruptcy Law. This law is a general one for the whole Union. It is comprehensive, and fairly covers all the points to be considered. It is precise in regard to matters which were not clearly dealt with in former Canadian laws. It emphasizes in some of its clauses the important distinction between voluntary and involuntary bankruptcy. But the distinction is not sufficiently preserved throughout the act, as will be apparent to any one who carefully reads it. Amongst the numerous provisions of this act, the following are the most noticeable: (1) The ordinary courts are given jurisdiction in cases of bank- ruptcy, and no special court for dealing with them is created by the act. (2) The words bankrupt and bankruptcy are used throughout, and not insolvent and insolvency. There are good reasons for this. (3) Farmers and wage-earners cannot be made involuntary bank- rupts; though ihcv may be embraced within the provisions of the law, if they are willing so to be. (4) A bankrupt may offer a composition only after a meeting of creditors, or examination in open court. (5) A discharge may be agreed to, if accepted by a simple majority of his creditors, both in number and amount. No maximum is named of either as necessary; and no minimum of the amount to be paid or realized. But no discliarge can be confirmed unless the amount of the composition and all preferred claims and charges shall have been actually paid in. This is an important point, and differs from what has hitherto prevailed in Canada. (6) The judge is required to confirm a discharge, if satisfied, (1) that it is for the best interest of tlie creditors; (2) that no fraud lias been committed, or duty owing to them neglected; (3) that the offer and its A BANKRUPTCY LAW. 2(il acceptance have been made in good failh, and not procured by improper means. (7) But a composition may be set aside upon application of interested parties within si.\ months, if it can be made apparent that fraud was used in the procuring of it, and tliat certain knowledge has come to the peti- tioners after the confirmation of the discharge. (8) If a person who has been proceeded against in bankruptcy denies that he is insolvent, he is entitled to have a trial by jury as to whether he is so or not. This is a provision we have never had in Canadian law. Its wisdom is questionable, considering how trials by jury in civil cases often work. (9) The question of preferences and securities is fully and equitably dealt with. Amongst other clauses relating thereto are the following: (a) The claims of creditors who have received preferences shall not be allowed unless such creditors shall surrender their preferences. (6) If a creditor has received preference within four months of bankruptcy, and had reason to believe that it was intended as a prefer- ence, it shall be voidable, and the amount may be recovered. But if a creditor has been preferred, and afterwards in good faith gives the debtor further credit, this new credit may be set off against the amount recoverable. (r) Secured creditors can only claim after deducting wliat the court may consider the value of their security. Clauses follow as to the mode in which the value of such security is to be determined. (10) The administration of estates is to be by officials of two classes; namely, trustees and referees. These correspond somewhat to the liquidators and inspectors under former Canadian acts; but they apear to constitute in both cases an official class who give security to the court before entering upon their duties. These duties are minutely set forth in the act. But there is *i singular want of preciseness in the directions horv an estate is to be realized. The general underlying principle seems to be that the trustees shall have the actual handling of the property constituting the estate; while the referees are an advisory and directing body, for the purpose of being a check upon the actions of trustees. It is made the duty of the referee to declare dividends, and to deliver the dividend sheets to trustees; also to examine all the schedules of the property of bankrupts together with lists of creditors. (11) The compensation to the various classes of officers is precisely defined. Economy is evidently aimed at. (12) The first dividend is to be declared within thirty days if the net money on hand amounts to five per cent, of the allowed claims. Subse- auent dividends shall be declared upon like terms, and as often as the 262 BANKING AND COMMERCE. amount shall equal ien per cent. But they may be declared oftener, and in smalkr proportions, if the judge shall so order. (13) Offences are very carefully set out, and apply to the officials and collusive creditors as well as to bankrupts themselves. Altogether the act is one which evidences much care and thought in its compilation, and is -well worthy of study if the government of Canada at any time should attempt to pass a general law upon the subject. Its principal defect, and a very serious one it is, lies in the facilities it affords for a debtor obtaining an easy discharge. When such a discharge can be granted on the consent of a bare ma- jority in number and amount of creditors, and without any limitation as to the amount of the composition or dividends declared, the door is open to serious abuse, especially as it is provided that a discharge may be con- firmed by the fiat of a single judge. The act is also somewhat defective in not maintaining throughout all its clauses the necessary distinction of procedure and administration in the case of voluntary and involuntary bankrupts. This act is stated by men of experience to work well on the whole, though it is not economical in its operation. The following general suggestions on the subject are the result of experience and may be found worthy of consideration. (1) If legislation is attempted, it will be well to consider from tvhom the pressure for it originates; what class in the community is calling for it; what class is suffering by reason of the want of it. Is it the debtor class; or is it the creditor class.'' And what has each of them to say on the subject.'' A settlement of such questions will determine much of the general character of the bill. Besides this, it should be considered, as preparation proceeds, what dangers may arise from any unwise and incautious provisions of the act; and what were the reasons for former legislation having been abrogated? (2) The general framework of a Bankrupt Law might be on the following lines: I. — The words should be bankrupt and hanhruptcy, and not insolvent and insolvency. II. — A clear distinction should be made throughout between the pro- ceedings in the case of voluntary assignments and compositions by honest debtors; and the forcible measures necessary in dealing with a debtor who is wasting his estate, giving preferences, secreting his effects, or committing frauds, singly or in collusion. III. — The procedure throughout should always keep in view one or other of the objects aimed at; that is, either to afford facilities for a competent and honest debtor to continue in business after dealing equit- ably with his creditors; in which case he might retain practical possession of his estate, or that the law should aim at forcibly depriving a dishonest and incompetent person of his estate; realizing it economically, distrib- uting it equitably, and closing nut the business altogether. IV. — Administration in bankruptcy should be by the ordinary courts; A BANKRUPTCY LAW. 263 but provision to be made for special sittings at definite times for dealing with such cases. V. — A class of ofiicials to deal with bankruptcy cases should not be created by law. VI. — Liquidators, in all cases, should give satisfactory security. Their remuneration should be strictly defined, and power given to the court to deal with collusive or unreasonable charges. VIL — If a composition contains preference clauses, it should, ipso facto, be thrown out, and the attempt dealt with as a species of fraud. VIII. — Securities should be accurately defined; and procedure with respect to them set out with clearness and precision, yet without harass- ing unreasonably those who have an equitable claim to them. On the other hand, it should compel surrender of such as have been acquired improperly. IX. — Discharge should in no case be granted unless concurred in by at least a majority of three-fourths in number and amount of creditors, and a "net result of seventy-five per cent, to the creditors has been realized. X. — Penalties to be precise, applicable to definite acts of wrong- doing, and severe enough to be deterrent. In considering the question of discharge, too much weight should not be given to the plea that if a man cannot get a release from his debts, the community will lose the benefit of such services as he might render to it as a trader. For the very fact of the debtor's failure proves that hitherto he has not rendered the service to the community that is desir- able. And experience proves that the best service that many men can render is as employes of others, and not as traders on their own account. There is no object, therefore, to be gained by granting a discharge that may be disapproved by a number of creditors in order that the debtor may be able to contract new obligations. XI. — The full amount of the composition should be paid in or secured before discharge; or, as an alternative, the business of the bankrupt should be carried on under a controlling inspection, until the amount ia fully realized. An act framed in accordance with these suggestions would be found serviceable alike to the reasonable creditor and the honest debtor, and would be free from the drawbacks and disadvantages which led to the repeal of former laws on the subject. I CHAPTER XXXII. INSURANCE IN ITS RELATION TO BANKING. ExTENi OF IiN'srHAXCK — CoiT — "FjRc-PnooK" Strcctures Not Exempt FROM Daxger — Life Ixscrance. THE intimate connection between banking and insurance may be understood when it is considered that the mercantile loans and discounts of a bank should invariably rest on mercantile property or movables ; that is to say, on goods that may be destroyed by fire, which destruction may render the payment of the loan or bills difficult or impos- sible. Hence it is of the first consequence to a banker to see that the prop- erty to which he looks for the payment of his loans is insured in sound and reliable companies. Even in the case of discounted bills for wholesale houses, it is perfectly reasonable for the banker to ask of his customer, are the makers of these bills insured.^ If their stock was burned could they pay these notes .^ Do you, in fact, for your own protection, see to it that the goods transferred from your warehouse to his store are insured after they get there? It is to be presumed that they are insured so long as they remain on your premises; are they equally safe from loss by fire when transferred to his ? These are not impertinent questions, for they concern the very essence of the well-doing of both parties. A fire, to an uninsured trader, may mean bankruptcy to him, and a bad debt to his creditors. These are elementary principles which are ob- served, to a certain extent, by the majority of men in business. But it is always a pertinent inquiry whether property is insured to the extent it ought to be, or whether the person concerned is, or is not, one of the minority who take the risk of leaving their consumable property almost wholly uncovered. Extent of Insurance. Let us consider these points in detail. First, to what extent ought goods to be insured? To this there maj' be more than one answer, for obviously all goods in transit b}'^ sea or lake should be insured for their full value at place of destination. This is, indeed, a universal rule. The bills of exchange bought or discounted by bankers, to which are attached bills of lading, have also attached to them policies or letters of insurance covering the whole amount of the bill. And a purchaser of such a bill would be negligent indeed if he passed such a bill for discount with no insurance policy attached. But goods in warehouse, store or factory are treated on different principles. Seeing that insurance costs money, the owner of a stock will consider what the probabilities are in case a fire breaks out, and whether it is necessary to have it insured for its fulT 264 INSURANCE IN ITS RELATION TO BANKING. -265 value. To this question men will give answer according to their tem- perament. The cautious man will insure for all he can get placed on the goods, the sanguine and overconfident man will carry as much of the risk as he dare himself, or as much as his creditors will let him. But there is one general principle applicable to cases of this kind, viz., that no man has a right to leave uninsured any goods on which he owes money. Property which is absolutely his own and on which no claim of any creditor is based, a man may leave uninsured, if he so pleases. It is his own affair, and no one has the right to call him to account, unless it may be his wife or children, if he has them; for, indeed, he has no more right to injure them than he has his creditors. With regard to the great staples of merchandise stored in ware- houses, such as grain, flour, raw cotton, wool, etc., the custom is uni- versal to insure up to the full value, if so much insurance can be placed. And this is reasonable. For, in a large majority of cases, such stocks have been advanced on by banks. In the case of merchandise such as lumber, piled up in yards and wharves, or hides, wool, leather and other staple commodities in warehouse, difference of temperament will lead to different lines of action. It is in regard to these that rates of insur- ance are apt to be high, varj'ing according to locality and the com- bustible character of the goods. And being high, men are constantly tempted to save in insurance as much as they can. The only absolute rule that can be laid down is the one just enunciated, viz., that insurance should be placed to the full amount of any debt against the property, either direct or indirect. This is the very lowest that justice demands. A merchant or manufacturer, however, is bound also, in considering how much his insurance should be, to think of the preservation of his own standing, and the continuity of his business. This consideration would lead him, even in cases where no debt rests upon the goods, to insure for such an amount as would replace them in case of fire; and even, if possible, to such an amount as would compensate for the loss of time and business which a fire would occasion. This applies particularly to manu- facturing establishments and mills. In all cases it is undoubtedly bet- ter to err on the safe side and to consider any additional amount paid for insurance (if it is reckoned to be additional) as well laid out in ensuring that quietude of mind which is an important element of suc- cess in business. The Cost of Insurance. There are, however, in every communitj^, persons who grudge the cost of insurance, considering it as so much loss, and prefer to take the risk of fire rather than pay it. That this is a "penny-wise-and-pound- foolish" policy such persons often find out. But some men still lean to such a course; and especially so where the occupation is hazardous and the risk great. "The premium is enormous," such a person will say; "my business cannot afford it." But in so saying they forget that insur- ance, whatever the rate may be, is as legitimate a charge on business as 266 BANKING AND COMMERCE. rent and taxes. If the business will not bear the cost of insurance as well as these, there is something wrong with the management. If a man has been selling his goods at a certain price, without taking the cost of insurance into account, he has been selling tliem too low. But, in reality, the high rate of insurance is a sort of signal hung out to warn men of the necessity of taking unusual precautions. An unusually high rate may be a reminder to a mill o^vner that his mill is not properly built, or that its internal arrangements with regard to heating or power are not well contrived, or that he is in danger from his neighbors and needs to take extra precautions on that score. It will warn him to look after his engine-i'oom, or his power-house, or the manner in which his goods are stored, or whether he has proper arrange- ments for carrying about combustibles; or about smoking, or the use of matches. Still more will the high rate remind him of the necessity of appliances for an early extinguishment of fire should one break out. A high rate, that is, a comparatively high rate, will always arise from a consideration of these sources of danger, and should lead, not to the refusal to insure, but to the taking of all possible precautions, and keep- ing them constantly in operation. A man who neglects to insure because the rate is high would be like a ship owner whose business is to sail across the Atlantic, not build- ing his ship strong enough because it would be so costly; or a banker who contented himself with a mere fireproof safe because a steel-clad burglar-jjroof one would be too expensive. The real truth of the matter is that the higher the rate of insurance the more need there is to insure. In speaking of a high rate, it is not the writer's intention to refer to the rates current over a whole city as compared with other cities. These may be high or otherwise, but they affect all kinds of properties and all sorts of risks in the same proportion. The high rate on which the fore- going reasoning is based is the rate which is high in proportion to build- ings or stocks in other lines of trade, or even to buildings or stocks in the same trade where insufficient fire appliances, or defects of construc- tion or proximity to other sources of danger, have to be taken into account. But even when rates are high over a whole city as compared with other cities, the very fact is a danger-signal to all who carry on busi- ness in it, and should naturally lead to extra precaution and watchful- ness. The same remark applies to certain districts in business centres where risky trades are carried on, and where a fire may extend over the whole area of the district before it can be put out. "Fire-Proof" Structures Not Exempt from Danger. It is sometimes pleaded by persons who neglect insurance that their premises are so well-built that they cannot lake fire; or that they are so isolated that no fire of their neighbors can reach them, or that they take such i)recautions that no fire could possibly make headway. Experience, INSURANCE IN ITS RELATION TO BANKING. 267 liowevcr, proves how little reliance can be placed on such reasoning. Fireproof buildings have been burnt down. Iron will not burn, but it -will get red hot and set fire to wood in proximity. Steel will warp and twist under heat and drag down floors. As to isolation, a great fire will cause flames to shoot out to a distance that might be deemed incredible by tliose who have not had experience. Considerations of extra precaution or isolation, or of a superior style of building, may be fairly taken into account by one who is considering hoiv much insurance he will place. But they should never prevail to such an extent as to lead a man to neglect insurance altogether. And no matter how free from danger a man may consider his property to be, he is bound to insure so as to cover any indebtedness against it, or against its contents. The first, indeed, will be certainly taken care of by a mortgagee if there is any encumbrance against it. The latter indebtedness will be to a merchant or a banker, who may not be as exact- ing as a mortgagee, but whose interests the debtor is as much bound io protect. Thus far our observations have related generally to stocks of goods, these being the ))rimary consideration for a banker or a merchant. Real property is no proper basis for a banker's loans, and he should have nothing to do with it, unless it comes into his hands as security for a standing debt. Then, he will, of course, look after the insurance as a matter of primary necessity. But a banker, though he does not directly lend money upon the buildings owned by customers, has nevertheless a strong interest in their preservation; for it is a banker's interest that his customer's capital should not be impaired, and that his business should go on without inter- ruption. If his customer's warehouse be destroyed, it is a pertinent ■question to inquire whether the insurance will cover the loss, not only on the contents of the building, but on the building itself. For a person may have a substantial capital, say in ground or water power, and yet, if his insurance does not enable him to rebuild, he would find it diflicult to raise money to do it. In that case, he may have to curtail his business to an unprofitable extent, or to wind it up altogether. These are the risks of the man who does not insure, or who insures for an amount that Is insufficient for contingencies. There are, indeed, certain classes of property that are indestructible by fire. When a saw miller or timber merchant has got his logs into the water, there is no need to insure them, so long as they are floating down the stream or confined in a boom or cove. They are so safe there that even an incendiary could not set them on fire. But the moment a log is transferred to the mill and sawn into lumber it becomes combustible. Similarly, stocks of fish, so long as they are in the boat, are practically incombustible. But the moment they are placed in a "cannery" or fish warehouse they call for insurance. It is, however, on such debatable ground, as it may be called, that negligence or a disposition to tak** 268 BANKING AND COMMERCE. undue risks may prevail, and a disastrous fire expose the folly of all parties concerned. Though it is not strictly within the province of a banker to consider other kinds of risk, yet, as loans are sometimes made (as an exception) to bodies other than mercantile, it may be noted in conclusion that all the foregoing principles apply, with full force, to them. No body of col- lege governors, or directors of benevolent institutions, hospitals, asylums, or officers of churches, has a right to allow the property of the institution to be jeopardized by neglect of insurance. The obligation is of neces- sity even stronger than in the case of a private individual. He may, if he will, jeopardize his own property, within certain limitations, as before stated. But boards of governors are trustees and guardians of the prop- erty of others. Such property has been created by public funds or bene- factions; trustees are bound, therefore, by every obligation of honor, to see that the property entrusted to them is not only preserved from the davger of fire by ordinary precautions, but from loss, should fire unfor- tunately break out. With regard to institutions, such as colleges, where young people are boarded from time to time, it is obviously the duty of the authorities to insure, not only the building and furniture, but also the wearing apparel and other private property of the students and scholars. It is unreasonable that parents should take the risk of this, and be exposed to the charges incident to the refitting of pupils, whose clothing and books have been destroyed by fire. It is also incumbent upon college authorities, where pupils are boarded, to see, not only that their prem- ises are insured to a sufficient amount, but also that proper precautions are taken against the danger from fire itself. Proper means of exit and preventives against fire spreading are their bounden duty to provide. The necessity of all proper precautions being taken has been demonstrated of late (1903) in a marked degree by the fires which have taken place — the one at the great public school of Eton, England, the other at Ridley College, Ontario, Canada. Like Insurance. Of this style of insurance, all that needs to be said is that a banker, if he advances at all, will never advance more than the surrender value of a polic}'; and if he takes a policy as security, will never consider the security to be more than such surrender value amounts to. ( IIAPTKU XXXIII. THE NATIONAL BANKS OF THE UNITED STATES, AND AMERICAN BANKING. Absence of Branches- -Lack of Note Redemptions — Law of Fixed Reserves — ExajMinations — Stockholders' Meetings in Canada AND the United States — Officers of American Banks — Certifi- cation OF Checks. THE National Bank Act of the United States provides a safe and uniform currency for the whole country, as has been shown. But tliat currency is subject to one considerable drawback, as being a fixed quantity, and being incapable of corresponding with the movements of commerce. It wants what is known as elasticity. All experience shows that agricultural conmiunities are subject to great variations in the amount of currency required at different seasons. If then the volume of currency cannot be enlarged as that of Canada can, during the harvest season, and that of Scotland also (on condition of gold being held to cover it), there is apt to arise a period of monetary pressure whenever the crops require to be moved to market. The cir- culation required at the harvest season can only be obtained by drawing on the centres where it has accumulated during the interval. But in these centres such funds are invariably loaned or employed in temporary dis- counting. All such loans must be called in when the harvest demand sets in, causing a necessity for other arrangements, or a stringency more or less developed, and a rise in the rate for money to abnormal figures. In- deed, such a scarcity of currency has been known to prevail in the United States for a period of years, aggravating commercial depression and producing widespread disaster. The scarcity of currency in some agri- cultural districts at such times has resulted in practically putting them back to the primitive condition of barter."" Absence of Branches. Apart from the system of currency, with its excellencies and defects, the American banking system has several points of difference both from banking in Canada, and from the practice of England and Scotland. The most striking of these differences is that every banking office is a 72 It is on record in reply to enquiries instituted by the Cliamber of Com- merce of New Yorlv. about the year 1894, that over a large part of Western Virginia, at that time, money had so completely disappeared that a person in possession of a $50 bill, being desirous of changing it, drove more than forty miles round about his village without being able to find as much money as fifty dollars anywhere. At this very time, across the border in Canada, simi- lar districts were abundantly supplied with currency. 269 270 BANKING AND COMMERCE. separate corporation, with its own capital, stockholders, and directors. Branches are unknown. The system of branches never prevailed in the United States to any extent, and they have now entirely disappeared. The law allows joint-stock banks with as small a capital as $25,000, and though it may seem an anomaly to constitute a complete corporation, with the machinery of a separate bank for such a miniature concern, neverthe- less numbers of such banks have been called into existence, and have ren- dered the same kind of service to the small towns of the United States as is done by the branches of banks in Canada. But the service is not so efficient. For the branches of banks in Canada are managed by men who have been trained in banking principles and practices in the large institutions of the country. They are, for that reason, well qualified to judge of the transactions that come before them, and to discriminate against undesirable and insecure advances; in ad- dition to M'hich they have the advantage of constant advice from head- quarters. They are also free from local prejudices and predilections, and are likel}^ to judge of transactions on their merits. This, however, is not the sole advantage. A branch of a large institution carries Avith it the strength and safety of the parent corporation. It is therefore a safe place for deposits, in addition to which the whole resources of the corporation are available in case some enterprise in the locality should require larger advances than could be furnished by a local institution. Of the merits of the branch system in general, mention will be made more at large in the chapter on Canadian banking. The above, however, will suffice to suggest that the system of a separate corporation for each bank is not so advantageous for small communities. Note R EDE.MPTIOXS. Another peculiarity of the American system is that there is no re- demption of notes. This has come about most naturally from the cir- cumstances under which they are issued, for all are secured by deposit of Government bonds of the same quality, all therefore are nearly equal in credit and value. Hence they are all treated by the banks as money of a common stock. !Many of the banks have issued all they have the power to issue. Redemption therefore answers no particular object and is never carried out. Law of Fixed Reserves — Examinations. But the two most striking features of American banking, next to its secured but inelastic circulation, are the requirements b}' law of a fixed minimum of reserve of cash or its equivalent, to be kept on hand, and next the system of bank examination by Government officials. With re- gard to the former it must be said that while it has a great attraction for those whose knowledge of banking is only theoretical, its benefits are il- lusory in practice. The system indeed has two fundamental drawbacks. It is calculated to aggravate banking difficulties in time of embarrass- AMERICAN BANKING. 271 ment. and when there is a scarcity of money, the very necessity of the case leads to its provisions being violated. In all sound banking the keeping of adequate reserves of available funds is deemed a matter of vital importance, it being of the essence of a banker's business to be able to meet, at once, under all circumstances, every demand made upon him, To every prudent banker, therefore, the amount of cash reserves he has on hand is a matter of daily attention; and the watching of its ebb and flow, and the replenishing of his resources when the demands of business cause them to run down, a never-ceasing occupation. But a small con- sideration will show that it is a matter of imperative necessity, not only that he shall have an ample stock of lawful money by him, but that he shall have command of the tvhole of that store at all times. If, out of this store of legal-tender money, there is a certain amount he cannot touch, it is evident that for purposes of meeting demands upon him this particular amount might as well be non-existent. It is as if on some par- ticular day he had locked up a large amount of reserve money in his safe and handed the key to the Government. No matter how much money he might have there, he might be compelled to stop payment and be ruined, because he could not meet demands out of the remainder. This is exactly the position in which the American system places every bank. It ordains that a certain percentage of the liabilities of the bank must be kept in cash, or in the equivalent of cash. This legal percentage is undoubtedly a reasonable amount; such, in fact, as prudent bankers •M'ould seek to have on hand in the ordinary course of business. But it is evident that, when the law orders a banker to keep this amount of money by him, that amount is withdrawn from his use for meeting demands upon him. No matter what demands are made upon him in the course of a day's business, he cannot, if he obeys the law, touch that portion of his cash reserves to meet them. It is as if, in military matters, the law or- dained that every general must keep twenty per cent, of his army in re- serve, and forbade him to use that part of his force when a battle is going on. But no General, if the exigencies of an engagement were imminent, could help bringing his reserves into play to prevent defeat. Self-preser- vation is the first law of nature. No statute law can override it. The position of a banker under a law of tliis description is of a similar char- acter. In the demands of his customers he has a daily battle with cir- cumstances. These demands must be met with money on the spot, or he is defeated and disgraced as a banker. Thus, then it has come to pass, under the pressure of circumstances, in times of monetary scarcity, that American bankers have found them- selves face to face with the problem, shall they use their monetary re- serve to fulfill the contracts made with their customers, or shall they comply strictly with the law and refuse to pay their customers the money demanded. It is evident that when in this position the banker is in the presence of two conflicting laws. On the one hand is the law which 272 BANKING x\ND COMMErXE. obliges him to fulfill the contract made with customers, on the other is the statutory requirement that forbids him to touch his store of money when it has run down to a certain sum. Placed thus between two contradictory requirements, it does not need much penetration to see what a banker's choice will be. The law of self-preservation, combined with the funda- mental law of the inviolability of contracts, will lead him to pay the de- mands of the customers, though by so doing he violates the provisions of the statute law of banking. This forecast of what would be likely to be done has been demon- strated to be correct by evperience. Again and again have American banks kept on fulfilling their contracts with depositors, although the store of money required by law has gone below the limit. In such a pub- lic manner has this been done that it has been regularly published in financial journals. When these papers are publishing the condition, say, of the banks of New York city, they are in the habit of giving the fig- ures of the monetary reserve as being jip to legal requirements, or above them, or below them. Now, in the latter case they publish the fact that the banks have violated the law. This has repeatedly been done during the last thirty years, yet neither the Government, nor the public, nor banks in dealing with one another, have taken the least notice of it, ex- cept as an indication that money is scarce. It is for these reasons that Canadian bankers have invariably resisted any attempt to incorporate such a provision in the banking law of the Dominion, although, under pressure from doctrinaires and theorists, the Government has sometimes endeavored to effect it when the renewal of charters was under considera- tion. Closely allied with the requirement of a minimum money reserve, is that of a system of Bank Examination. This system probably had for its foundation not so much the determination whether a bank's business was being conducted safely, as whether it was complying with the law in the matter of reserves. This necessitates an inspection somewhat of the same character as is given to the branches of banks in Canada, viz., a verification of the liabilities and assets of the office, not merely by a balancing of books, but by an actual counting of money and examination of bills and documents. The examination of an American bank, however, especially in large cities, is now carried beyond this, and embraces pass- ing judgment upon the loans and discounts of the office. And when the examiner is a man of capacity, and has learned by practice how to bring his experience to bear upon current transactions, his visit is often found to be highly beneficial. But experience has proved that the examination is in some cases of a perfunctory nature, doing neither good nor harm. There have been instances in which, only a short time after an examiner's verification, a bank has been found to be utterly bankrupt. Further, when the examiner was a strong-headed, opinionated man, whose knowl- edge of business was in inverse proportion to his conceit, his visit would AMERICAN BANKING. 273 be productive of harm. For he would find fault with transactions that were sound, and pass by others that were dangerous. The examinations of the banks in the large cities, in New York espec- ially, are well and carefully done, as a rule. Though the post is a politi- cal one, and therefore liable to changes, the Government, as a rule, takes care that men of intelligence and experience are appointed. An intelli- gent examiner will give the banker the benefit of his judgment as to the soundness of his discounts, and sometimes a hint that the paper of sucli and such a house was to be found in other banks, thus jiutting a president or cashier on his guard. The examiner's duty also embraces the overdue loans and bills of the office, with the securities held therefor; and it is his business to see that proper provision is made for such as are doubtful, and that such as are bad are written off. Securities in the shape of mortgages, properties, and claims, also bonds, stocks and guarantees are examined with a view to ascertain whether they stand at a proper amount in the bank's books. And when the examination is completed, a report is made to the Comptroller of the Currency in Washington, who passes the wliole under review, and sometimes corresponds with the banks on points that seem to require it. This examination of the American banks is another of the points sometimes put forward by theorists as desirable to be applied to Canada. But this is in evident ignorance of the difference in circumstances. To examine properly a single large office of a Canadian bank, doing a large business, is a laborious matter, occupying the time of several officials for three or four weeks, and entailing in addition a large amount of supple- mental office work to bring all the threads to a point. But when a bank has branches, as nearly every Canadian bank has, the examination of any one of its offices is not an examination of the bank, for the bank exists with all its powers of creating liabilities and investing in assets, in ten, twenty, or even a hundred places at once; all of Avhich must be examined on the very same day, if the truth of its published statement is to be veri- fied. For example, the first column in the monthly statement made by Canadian banks to the Government gives the amount of their note cir- culation. This amount is ascertained by deducting the total of its own notes held by a bank on a given day from the total that has been signed and entered in its books. But those notes are held in forty, fifty or more separate offices, and the amount varies every day. They must be counted simultaneously therefore at the close of the same day, in every one of the offices. To do this so as to make a complete check would require the em- ployment of a hundred men at least. But this would be only the begin- ning. The whole of the rest of the cash would require to be counted on the same day, and on the same day also the vast volume of bills dis- counted wculd require to be examined at every one of the offices. The deposit ledger must also be simultaneously balanced, the general ledger also, the bills for collection verified, the accounts with other banks at home and abroad checked over, and an enormous mass of verifying cor- 18 274 BAXKIXG AND COMMERCE, respondcnce entered upon, the results of which would require to be waited for before the examination could be said to be complete. To carry out all this efficiently in the case of any one of the large banks two himdred men at least would be required. Yet the examination even then would only have embraced one bank. Now, considering the number of banks in the Dominion, and the number of their branches, some of them in the United States, the West Indies and Great Britain, it is not too much to say that to do the work effectually would require the creation of an enormous Government department with at least a thousand trained of- ficers. To do che work in any other way would be delusive and mis- chievous, Th' above statement should demonstrate the impossibility of the project. Stockholders Meetings in Canada and the United States, Another feature of American banking and one in which it differs in a marked degree from that of Great Britain and Canada is, that its bank- ing corporations, apart from the returns they make to the Government, scarcely ever come before the general public. The annual meeting of the stockholders of one of the larger banks in Great Britain or Canada is an event of interest to the whole community. Reporters are generally present, remarks and comments are made by the president, and often by the chief executive officer, in which there is sometimes a review not only of the business of the bank, but of the financial and commercial position of the country. This is specially the case in Canada, Questions are asked by stockholders as to points in the annual statement, or as to profits or losses, and it is common both in Great Britain and Canada for stock- holders to make remarks and criticisms. And when legislation is being brought forward on the subject, either in the Provincial or Dominion legislatures, the opinions of bankers are generally asked for and great weight attached to their answers. But as a rule nothing of the kind is known in the United States, Un- less something extraordinary is taking place, the newspapers take no notice of the annual meetings of banks, and as to admitting reporters, they would as soon be allowed to attend the weekly meetings of the board of directors. The banks are looked upon almost as private partnerships, so far as their individual action is concerned; the only notice taken of them is in their associated capacity, when their public statements are noted and commented upon purely in their bearing on the money market. As to their action as bearing on trade or commerce it is rarely thought of. Nor is it as bearing upon legislation. The Annual Meetings of the Bankers' Associations, both of the sepa- rate States, and of the country as a wliole. are the only occasions on which the larger questions are discussed which are common to all banks and which relate to banking as a profession. There, however, they are dis- cussed with marked ability. The purely local character even of the larg- AMERICAN BANKING. '275 est American banks is doubtless the reason for all this, which, it should be borne in mind, has not arisen from legislation, but has been simply a growth of custom. ' Officers of Ameuican Banks. There are certain particulars in which the internal economy of Ameri- can banks is different from that prevailing in Great Britain and Canada. The most important of these is in the position occupied bj'^ the president. The president of an American bank is, as a matter of course, a member of the board of directors, and subject like the rest to an annual election. And he is, by the very nature of his office, the chairman of the board. But in addition to this, he, in many cases, is the manager and chief ex- ecutive officer of the corporation, and as such gives daily attendance, re- ceives customers, arranges loans, discounts bills, opens or closes ac- counts, and appoints and supervises the staff of the bank. He has had almost invariably a training in the business of banking from the outset. He is thus able to perform with intelligence all the fimctions of the general manager of an English or Canadian bank. In the smaller banks of the United States, the duties of even a Canadian branch manager ap- pertain to him. There are undoubtedly some advantages in this system, for the })resident being the chairman of the board of directors is able with perfect knowledge and with the weight of authority to carry out their policy in the bank's daily administration. This ensures that there shall be no conflict between the chief executive officer and the board, and that, in case of difference of opinion, the views of directors shall prevail. It carries also the great advantage that in the board itself there shall be one who is perfectly conversant with matters from a banking point of view; a professional banker, in fact, whose in- formation is varied, and his judgment sharpened by daily contact with customers and the public. Reasons like these have prevailed when on sev- eral occasions the general manager of a Canadian bank has been elected to the office of president, continuing nevertheless to exercise the same functions as before. There are, however, disadvantages in the system. It is undoubtedly desirable that the chairman of the board of directors and the principal person amongst them, should be a man of wealth and importance in the community, apart from his connection with the bank. This it is scarcely likely that any officer of a bank could be. Moreover, it is certainly unde- sirable that the principal executive officer of a bank should be subject to an annual election, the continuity of the same person in such an office being a matter of importance. The carrying out of this system of mak- ing the president the chief executive officer involves also the making the office of cashier a position of secondary importance. He therefore has duties which though important are subordinate. His position in effect 276 BANKING AND COMMERCE. is analogous to that of assistant manager in an English or Canadian bank."'^ Certification of Checks. Anotlier peculiarity of American banking, especially in the large cities, is the function exercised by the paying teller of certifying checks as "good." The exercise of this function by an officer who does not keep the accounts of customers, and docs not charge such checks to account when certifying them, is somewhat of an anomaly, and seems to open the way to constant mistakes. For in a bank with a large number of accounts it seems impossible for a teller to recollect with sufficient accuracy the position of every account to make it safe for him to certify that checks are good. Experience, however, seems to justify the practice, and it is well known that the tellers of many English banks pay checks across the counter without any certification at all. Some banks in the North of England have adopted the practice of certification. But in their case the certifying officer is the person who keeps the account in the ledger, which is the more reasonable and safe practice. This is the case in Canada, and it is carried out with accuracy and precision there by charg- ing the account of a customer with every check that is certified. Altogether the system of banking carried out in the States is evi- dently adapted to the requirements of the country. The division into national banks and state banks arises, naturally from the circumstances under which the states of the Union came to be at once separate and united. Both classes of banks are precisely the same in their internal economy. The want of elasticity, however, is a great drawback to the national currency, as has been observed, and efforts have been made at various times to cure this defect, which could be accomplished by the adoption of a system analogous to that of Canada. But the jealousy of banking corporations entertained by large multitudes of the people, es- pecially of the Western States, has hitherto prevented any legislation in that direction; in fact, instead of turning their attention to such a prac- tical matter as this, multitudes of the people have been misled into the advocacy of such a will-o'-the-wisp as the establishment of silver on an utterly impracticable and dishonest basis. This dangerous delusion has only been dispelled by the setting in, of late years, of a tide of prosperity over every part of the country and of every interest in it. The interference by government in such a delicate matter of bank ad- ministration as the monetary reserve, and also the system of bank exami- nations under the supervision of a government bureau, are instances of 73 In the early days of Canadian banking, and tliere is a survival of this system yet in some quarters, the chief executive officer of the bank, even when it had many branches, was called "cashier," instead of manager or general manager. But his functions were the same as those of the president of an American bank, and not of its cashier. The title of "cashier" is also used of the chief executive officer in some Scotch banks, as is the case also In the Bank of England. It is well known also that the officers who are called "tellers" in Scotland, are called "cashiers" in England. AMERICAN BANKING. 277 what is a remarkable feature in administration in the United States, viz., the extent to which the powers of government are stretched. Such gov- ernmental interference is entirely \inknown in the banks of England and Scotland, and it would never be tolerated if attempted. The same remark may also be applied to Canada. One final word may be said as to the manner in which the Associated banks of New York are accustomed to act together for mutual protection in times of financial stress. Again and again, they have combined their reserves, the strong protecting the weak, and this with so much wisdom that no danger has been incurred, and no undesirable consequences have followed. The Clearing-House of New York, which has supplied the machinery for this united action, is beyond doubt one of the best, if not the best, managed institutions of the kind in the world. CHAPTER XXXI r. VARIOUS THEORIES OF NOTE CIRCULATION. Government Note Issues — Government Bonds as Security for Bank Notes — Issues of the Bank of England — Basis of Canada's Bank Note Circ'tlation — How Elasticity is Secured. AMONGST the various theories that have prevailed on this impor- ±\. tant subject, the following have been the most important: First. — That all promissory notes designed to pass as money should be issued by the Government of the country in which they are in- tended to circulate. Second. — That all circulating notes shall be issued under Government supervision, and be strictly secured by Government bonds. Third. — That circulating notes may be issued by banks chartered by subordinate legislatures, and secured by bonds issued under .authority of those legislatures, or by bonds of railways, or municipalities. Fourth. — That circulating notes shall be issued by a central banking corporation having exclusive dealings with the Government, such notes being secured in part by the bonds of the Government, the whole of the remainder being secured by gold exclusively set apart in a department for the purpose, and all would be legal tender. Fifth. — That notes may be issued by banks without any restriction, and subject only to the check imposed by daily redemption. Si.rth. — That bank notes may be issued by banks duly registered as such, having circulating powers to a certain amount fixed by law; and, in some cases, to an amount over and above this sum, provided that gold is held for the excess. Seventh. — That banks duly organized under a general act, and sub- ject to the provisions of such act, shall issue notes to the extent of theii* paid-up capital; such notes being by law a first lieji upon all the assets and resources of the bank, and further secured by deposits of money with the Government as a special redemption fund. All these systems have been tried in actual practice at one time or at another time, in one country or another country. Some of them have been found, after experience, utterly wanting, and no longer exist, such as the Third and Fifth. Others of them exist at the present day and furnish the circulating media of various countries in which they are es- tablished. It is proposed to consider these systems in their order. Government Note Issues. The first theory, namely, that the Government of the country should be the only medium for the issue of circulating notes was thoroughly dis- 278 VARIOUS THEORIES OF NOTE CIRCULATION. 279 cussed in Canada both by the press and* in Parliament about the year 1866, when, under the auspices of the Finance Minister of the day, it was proposed to abolish the issue of notes by the banks and to substitute for them the notes of the Government. The banks of the country, with one exception, were opposed to the Government assuming this function. Amongst other things, they stated that it would be impossible to put an efficient check upon over-issues by the Government, should pressing necessities arise, for with every Govern- ment the law of self-preservation is paramount, and would override all other considerations. Second, that such issues, if continued, would inevitably depreciate the value of the bills and unsettle every financial interest of the country. At the very time when this theory was propounded in Canada, the notes of the Government of the United States were at a heavy discount. (It may be added that eleven years elapsed before they were worth par.) It was pointed out that repeated experience had shown that there was no limit to the dej^reciation of Government notes; that every Government currency then circulating in the world was at a discount, Italy and Russia being cited as examples; that such currencies in former days, though issued by governments which had proved perfectly stable in other re- spects, had fallen to such a discount as to be practically worthless. Finally, the broad ground was taken that, though it was the un- doubted function of the Government to stamp coin, and give authority to issue notes, the function of redemption was one that peculiarly per- tained to bankers; that nothing is more easy than to issue bills; nothing more difficult than to maintain constant redemption of them. Moreover, the issuing of circulating bills should be, and would be, if healthy, closely connected with the daily operations of commerce, which is not in the sphere of government but of banking. It was pointed out that a government as a borrower of money is, in many respects, in the same position as an individual, or an ordinary corporation; that there is no charm about the organization called a government to make it safe under all circumstances; that a government may fail to meet its obligations, may compound with its creditors, and may actually compound on the composition, as Spain has done. A government, it was said, may re- pudiate its obligations altogether (as has been actually the case), and may have its obligations protested by millions, and not make the slightest effort to pay them. Such were the reasons which had weight with the bankers and people of Canada at the time named, and induced them to organize opposition to the project of having all circulating bills issued by the Government of the day. It is true that subsequently in Canada an act of Parliament was passed, authorizing the Government to issue one and two dollar bills for circulation, and also bills of large denominations not for circulation, but for the convenience of the banks in making settlements with each other; 280 E-VXKIXG AND COMMERCE. one provision of tlie act being that the banks should hold a certain per- centage of their cash reserves in these notes. To this the}' submitted, seeing that the act required the Government to hold a large percentage of its issues in actual gold, and, in addition, to hold authorized debentures for the balance. This system is precisely that of the Bank of England. And to say truth, none of the dangers which were considered to be bound up with issues of the Government have transpired so far. Respecting this, however, two observations have to be made: first, that the system of Government issues in Canada for circulation is only a very partial one; and, secondly, that at times when large notes were presented for redemp- tion by banks that needed gold for export, the bankers of the Government were willing to assist in meeting the demand. The system, indeed has never been very severely tried. With regard to the United States, it is an undoubted fact that since the Federal Government resumed payment in specie — and it was more than twelve years after the war terminated that they did so — none of the evils foreshadowed in Canada as a consequence of Government issues have transpired. But it has to be said again, that the system of Govern- ment issues since the war has never been severely tested, and also that the Government, during the whole period, has been its own banker; al- ways having stores of gold in possession, the product of over-sufficient taxes. Moreover, whatever evils might be developed by a system under which the Government would be the sole issuer of circulating notes, such would, even under pressure, be much lessened when supplemented by a system of bank issues, as has been the case in the United States. Had the agitation for a silver basis for Government issues been suc- cessful (and this momentous question, at one time, wholly depended on the uncertain issue of a Presidential election) it is certain that in such an event gold would have gone to a considerable premium, and the notes of the Government to a heavy discount. The trend of opinion, even in the United States, is in the direction of gradually withdrawing Govern- ment notes from actual circulation, and confining them to the issue of such gold certificates as are in use now in the larger centres, exchange- able for gold at the pleasure of the holder. But the idea of the whole issues of a country being that of the Government loses favor when ex- amined in the light of events; and for this reason especially, if none others could be alleged, such issues cannot possibly correspond to the movements and requirements of commerce. Bank Notes Secured by Government Bonds. The second theory is that which prevails in the United States under the National Bank Act. Under this system all bank issues are secured by Government bonds. They are absolutely restricted to a certain per- centage of the capital of each issuing bank; the total amount cannot be increased except by the establishment of new banks, there being no in- VARIOUS THEORIES OF NOTE CIRCULATION. 281 ducemcnt for existing banks to increase tlieir cajjital for tlie purpose of increased circulation. Under this system, while the notes are perfectly secure so long as the bonds of the Government are good, they would depreciate if the bonds depreciated. Moreover, this system, like that of Government notes, has no correspondence with the inflowing and outflowing movements of com- merce. The notes are never presented for redemption. They are far in excess of ordinary requirements at one time, and far below such require- ments at anotlier; the result being those heavy fluctuations in the rate of interest which have always distinguished the New York money market, and which bring about periodically severe financial crises. The system, in its practical working, often leads to such a scarcity of currency in rural districts that business is almost reduced to a condi- tion of barter. ^Nloved by conditions such as these, strenuous endeavors have been made in the United States to bring about such modifications of the system as would ensure elasticity as well as security. The third system prevailed in the United States before the establish- ment of the national bank system; but its defects were so great, and its abuses so constant, that it was abolished at the beginning of the Civil War without any resistance, and has never since sought to be re- habilitated. Issues of the Bank of England. The fourth is the system of the Bank of England. The notes of the Bank of England are legal tenders everywhere in England ex- cept at the counters of the Bank, where they are interchangeable for gold. For many generations, and up to the passing of Sir Robert Peel's Act, there was no statutory limit to the issue of the Bank of Eng- land notes. But there was a constant and never-ceasing restriction upon such issues by the necessity of redeeming them in gold. This restriction, however, ceased to operate during the period of the French Revolution- ary War. Specie payments were then suspended and. not resumed until some years after the war had closed. At that time, as might be expected, gold went to a premium, which premium was disguised under the price per ounce of gold bullion; wliicli was much higher when paid for in Bank of England notes than in gold coin. Tlie discussions that took place in Parliament at this period with regard to the Bank of England issues and the price of gold dis- play a most remarkable want of apprehension of the real bearings of the question on the part of eminent statesmen and members of Parliament. Although for years it was patent that a certain number of pounds of Bank of England notes would not buy nearly the same amount of commodities as the same amount of money in gold coin, it was strenuously denied by certain thinkers that the notes were at a discount. This might be deemed incredible, if the fact were not so well established. The premium, indeed, was never high; not more than fifteen or sixteen per cent., but guineas, which were the standard gold coin at the time, were perfectly 282 BANKING AND COMMERCE. well known to be worth about that much beyond Bank of England notes. '^ But although si)ecie payments were suspended, the supply of gold and silver in the country was jealously watched, and constant spasms of uneasiness passed over it, when, under Mr. Pitt's policy, heavy drains of specie took place for shipment to the Continent to subsidize the gov- ernments fighting against Napoleon. Tlic amount of discussion that took place on the subject of Bank of England notes up to the time of the passing of Sir Robert Peel's Act was simply enormous; but there scarcely appears during the whole of it a proper appreciation of the undoubted fact that it was these abnormal drains of gold tliat brought about the unusual condition that prevailed. Gold was at a premium: that was a solid fact, deny it who would; but no one seems to have imagined what was the true cause of it, namely, that gold was in abnormal demand for ptirposes entirely unconnected with the ordinary operations of trade or finance. It is perfectly evident to us, who had the experience of gold rising to a premium during the American Civil War, that if there had been no war with Napoleon, gold would never have risen to a premium, and that Bank of England notes, and all other paper money with them, would never have fallen to a dis- count. This was the truth, however, that had to be learned by experience ; for when war ceased, and the movements of finance became natural, gold gradually accumulated, and it became possible to resume payments in specie. The convertibility of the note had once more become a patent fact long before the passing of Sir Robert Peel's Act which was meant to ensure it. But after the great panic of 1825 (brought about by extravagant speculations in foreign stocks, and the numerous failures of private banks which ensued), an opinion began to prevail that all revulsions and panics were attributable to the over-issue of notes by country banks and by the Bank of England. That this idea was fallacious a long course of subse- quent events demonstrated. But it took such deep root in the public mind that at length, under Sir Robert Peel, legislation was carried through Parliament with regard to it. The object of Sir Robert Peel and the party that acted with him was to abolish all issues throughout the Kingdom except the issues of the Bank of England; and further that the issues of the Bank of England should be absolutely upon a gold basis; so that for every five-pound note issued by the Bank five sovereigns should be held to redeem it. The theory was expressed in a sort of formula, that bank notes should fluctu- ate exactly as gold would fluctuate in case there were no bank notes at all. The framers of this theory and its upholders were not practical men, 74 Had the notes been Issued by the Government, It Is probable that they would have fallen to the same extent as consols, viz., to about fifty per cent, discount. Consols were at 52 In 1803, as may be seon by a recent issue of the London "Times." VARIOUS THEORIES OF NOTE CIRCULATION. 283 and did not see that if tliis theory were thoroughly carried out it would be far better not to have any bank notes at all. Why should any cor- poration, or even any government, go to the expense of printing bank notes and incur the risk of paying forged ones, if for every note issued there must be a corresponding amount of gold in the till.'' In that case, why not pay out the gold at once.^ Why not have a simjile gold currency, and save the risk and expense of paper notes.'' Under sueli a theory there is no possible object to be gained by is- suing paper money; and it would be obviously more profitable not to use it. It never seems to have dawned upon these theorists that the very foundation and raison d'etre of paper money is to economize the use of gold. Against this reasoning it may be urged that the bankers who were in favor of this currency measure were not mere theorists, but mostly Lon- don bankers of large experience, who thoroughly understood the subject they were treating of. This, however, is a mistake. London bankers they were, certainly, and men of the largest experience truly in some departments of banking. But it is a simple fact, that in the matter of the issue and redemption of circulation, they had no experience what- ever. London bankers had given up issuing their own notes for nearly fiftj' years. Not one of them knew anything of the subject by his own practical experience; for not one of them in his lifetime had ever issued or redeemed a single note of his own. In no department of finance is the maxim "experlentia docet" more applicable than to that of circulation. Their answers, therefore, to the voluminous series of questions put to them were all the speculations of impractical theorists. But even with these, when the idea was proposed to be applied to the Bank of England, and to require that the Bank should hold gold for every note it issued, an enormous, and what proved to be an insurmount- able obstacle, loomed up. There was not enough gold in the country to meet this requirement. If even an attempt had been made to put it in operation, a tremendous disturbance of business and unparalled tight- ness of money would have ensued. In order to get such an amount of gold as that into the Bank of England, it would have been necessary to appeal to foreign countries; for it certainly could not have been spared in England. But it could not have been taken from foreign countries by force, it could only be got by selling abnormal amounts of consols abroad; or by making forced sales of British goods. But even these resources would not have availed to a sufficient ex- tent; for foreign governments would soon have put a stop to the drain of gold when they saw what was going on. It was an absolute necessity, therefore, for Sir Robert Peel to modify his theory to a large extent. The idea of compelling the Bank to hold gold for every note it issued was abandoned; and, as the Act finally passed, the governors were al- lowed to issue notes against the debt owing to them by the Government. 284 BANKING AND COMMERCE. A considerable part of its issues, therefore, have never been represented by gold at all; and the currency tlieory broke down from the very moment it was attemj)ted to carry it into practice. But -with regard to the remainder of its issues. Sir Robert thought he could contrive a machine which would work automatical!}' and ensure the convertibility of the rest of the notes into gold under all circum- stances; for under its operation the circulation would flow out and in exactly as if it were metallic. This machine was the celebrated device of the separation of the is- suing department of the Bank from the banking department. All the notes of the Bank were to be issued by the issuing depart- ment, and only in exchange for gold. Gold Avas, of course, to be given for notes when demanded. The banking department could not get notes to do business with exccjDt by handing gold to the issuing department. Under this system it was concluded that there could be no possibility of an overissue, and that for the future there would be no more financial panics and revulsions. But the Act went much further than to deal simply with the circula- tion of the Bank of England. There were large numbers of banks in England that regulai-ly issued circulating notes. Some of these were private banks, some of them joint stock. It was intended by Sir Robert Peel to abolish the circulation of all these banks; for they, like the Bank of England, were blamed, though without reason, for overissuing, and thus assisting to bring about panics. But these banks of the country made such a strenuous resistance to the abolition of their notes that Sir Robert was compelled to consent to a modification of his scheme. After considerable discussion, which indicated on the part of Peel and his Government a singular want of apprehension of the real bearings of the subject (as contrasted with the views of practical men like the country bankers), a basis of restriction was agreed upon. The average circu- lation of the preceding three years was taken, which amount being duly registered, was fixed as the limit beyond which the country banks were not to extend their issues in future. Returns of the circulation of these banks were hereafter to be published in the "Gazette," and so they have been ever since, as well as in the London "Bankers' Magazine." It was provided also that in case a bank discontinued business, its circulating powers must lapse to the Bank of England. The Scotch banks made even a more strenuous resistance than the coimtry banks of England, and by their compactness and unity of action were able to bring strong pressure to bear upon the Government. It was finally agreed and embodied in law that the Scotch banks should continue to circulate bills as before to the extent of the average of the three pre- ceding years; but with this important proviso, that they might circulate to any amount beyond that, provided they held gold to cover the extra amount. On this basis the issues of the banks in Scotland have con- tinued ever since. I VARIOUS THEORIES OF NOTE CIRCULATION. 285 In Scotland, as in Canada, there is always an expansion of circula- tion during several months of the year. At that time it has been the custom of the Scotch banks to augment their stock of gold by the amount calculated to be required. Boxes of gold are regularly sent down from London to Scotland for the purpose : but it is a well known fact in bank- ing circles that the boxes are, as a rule, never opened, and are returned to London exactly aS they came when the period of expansion closes. It should be remembered, moreover, that the circulation of notes is very much larger in Scotland than in England owing to the fact that banks issue one pound notes."" All this legislation took place in the year 1841, or soon afterwards; and upon this basis the circulation of notes in England and Scotland has continued ever since. The notes of the Bank of England are issued to the extent of its holding of Government bonds and of its gold in possession. The English banks (those that circulate at all) issue up to the amount established by law. The Scotch banks to this latter amount with the addition of gold in hand to the excess. But it is to be noted that the question of securing note issues seems to have been considered quite subordinate in importance to that of pre- venting what were thought to be overissues. As a matter of fact, the only notes of the Bank of England that are absolutely secured are those against which gold is held by the issue department. Government bonds are liable to heavy depreciation whenever war supervenes. For notes issued by English banks no special security is held at all. Note holders and depositors stand on precisely the same footing in respect of their ■claim upon the assets of the banks. In the case of the Scotch banks tliere is even a more striking anomaly; for while supplies of gold are sent up to Scotland as a basis for extended issues, the gold is not constituted a special security for their extended issues. It forms a part of the general assets of the bank, and the de- positors have just the same claim to it as these very notes. But in fact the Act all throughout as respects Scotland is most in- consequent. To carry it to a logical conclusion, special issues of notes ought to have been directed for the excess; each of them stamped with the words "this note is secured by special deposit of gold." But the bankers of Scotland, shrewd men as they are, would never have consented to sucli discrimination affninst their ordinary issues.'^" But the important question remains, viz., has that Act, or has it not, fulfilled one great purpose of its enactment, namely, the placing of the 75 One of tho fnncies of the currency theorists had been that what they called the overissue of the Bank of England had arisen from its power to issue one pound notes. They were, therefore, abolished, very unwisely. One of the most singular features of the long discussion that took place at that period was that scarcely a single reference was made to the example of Scotland. 76 In making these observations it is not intended to cast the slightest doubt upon the security of bank notes in Great Britain. The notes are abundantly se- cure. But they are not secure by reason of the provisions of Sir Robert Peel's Act. 286 BAXKIXG A\D COMMERCE. finances of country, as represented and controlled by banks, npon such a basis as would cither prevent financial panics in the future, or, if they should recur, ensure that they should be of very limited extent? A general idea prevailed that it would; which idea was founded upon a certain theory (which theory had the support of many eminent names) viz., that all panics being due to overtrading and speculation (as was universally acknowledged) and such overtrading and speculation being largely fostered, and helped (as they supposed) by the overissues of banks, if overissuing was stopped, overtrading and speculation must, per- force, be prevented or confined within such narrow limits that panics and revulsions would cease to trouble the land. But alas for the vanity of human expectations ! Within three years from the passing of the Act, a wave of panic swept over the country once more. And strange to say, it was found that the effect of the Act was to intensify the severity of the panic, and that the only recourse available to prevent the stoppage of the Bank of England itself, and with it a condition of universal bankruptcy, was to suspend the operation of the Act! When the alternative became pressing, shall the Bank Act be suspended, or shall the Bank of England itself suspend, theory gave waj^ and common sense asserted itself. The Act was suspended by order in Council, and the wave of panic began to subside immediately. Within a few months a normal condition of finance prevailed. But so inveterate is the force of tradition in English legislation that no thought seems to have arisen of revising the provisions of the Act. It came into force again; and again it was fondly hoped that peace and security would prevail. But the hopes of the theorists were again and again disappointed. After the lapse of ten years another period of over- trading and speculation set in, not in England only; and again it was evident that the Bank Act aggravated the pressure. The operation of the Act was accordingly suspended again; an experience that was re- peated once more about twelve years afterwards. All this demonstrated the truth of what the opponents of the Act contended, viz., that panics arise from other causes than overissues, that overissues, so-called, do not originate or help them, and that restricting issues will not prevent them ; and that Sir Robert Peel's Act was nothing but a "fair weather" Act which would always have to be set aside when a storm arose. The fact is undoubted that after the Act was passed the course of commercial and financial affairs, and especially the waves of inflation and speculation, the fortunes and misfortunes of commercial houses and banks, proceeded exactly as they did before. The Basis of Notk Circulation in Canada. The seventh of the systems of circulation named above is that which now prevails in Canada. It is the final result of the long process of what may be called financial evolution. The distinguishing features of this system are as follows: VARIOUS THEORIES OF NOTE CIRCULATION. 287 First. — That tlie riglit to issue notes for circulation shall be confined to corporations that are registered under the provisions of the Banking Act. Secow^. — That no such bank shall issue notes until it has a minimum of five hundred thousand capital subscribed, and of two hundred and fifty thousand paid up. Third. — That the amount of such issues shall be kept within the limit of the paid up capital. Fourth. — And that all such notes shall constitute, in case of failure of the bank issuing them, a first lien upon all its assets, and upon the double liability of the stockholders in addition. For some years after its enactment, this important provision, which is the keynote and distinguishing feature of the note circulation of Can- ada, stood alone. But to make assurance doubly sure, there was added to it after a time a system of contribution by each bank of a certain sum, proportioned to its circulation, to constitute a guarantee redemption fund, which fund is deposited with, and is at the disposal of the Government, for the re- demption of the notes of any insolvent bank, should the provision pre- viously named prove insufficient. And should this fund, under any con- junction of circumstances, prove also insufficient, provision is made for futher contributions, until the redemption of every note is actually ac- complished. The effect of this is very far-reaching; for it assures that every possible asset of every bank in the country, including the doiible liability of them all, is pledged for the redemption of the notes of any single insolvent bank. The whole of the banks of Canada are therefore pledged for one another in the matter of the ultimate redemption of their circulating notes, affording a security for the issues much beyond any- thing existing in the world. It is, however, interesting to note that the provision by which notes are made a first lien in case of a bank's failure has invariably proved sufficient for the redemption of its whole issue. In no one instance has it been necessary to fall back upon the redemption fund; even though, as it has happened in more than one case during a number of years, the issuing bank has been grossly mismanaged. Even when in a certain bank, by means of fraud and concealment, a large issue was effected be- yond the statutory requirement, the whole of them were redeemed out of the assets of the bank itself. Thus the security by first lien has stood the severest tests to which any system could be exposed. But with the redemption fund behind it, the safety of Canadian bank note issues is guarded beyond any possibility of failure. How Elasticity Is Secured. Yet with all this there has been ample provision made for the impor- tant matter of elasticity. This feature of note issues is that which makes them correspond with the movements of commerce from season to season, and from year to year. 288 BANKINXx AND COMMERCE. Commerce begins at the point where production is finished. \VTien the harvest of an agricultural country like Canada is ready for sale, the merchant steps in with offers to purchase it. But experience has demon- strated that purchases of agricultural produce can only be carried out by the employment of current money. The movements of commerce in towns and cities can be and are almost wholly effected by checks, bills, and promissory notes. But for purchase of agricultural products from the producer in country districts nothing will answer but current money; coin for small change, and notes for larger transactions. When, there- fore, the time of harvest comes round and purchases begin to be active, an immense demand for notes sets in; an immense outflow of notes takes place, which continues increasing until the larger part of the harvest passes into the hands of the merchant. This great annual outflow of money (the same that prevails also in the United States, in Scotland, and the agricultural parts of England) necessitates that there shall be powers of issue with the banks over and above the ordinary requirements. This power of extra issue in Scotland is provided by the holding of gold; not at all an economical process. It is provided in Canada by the united capital of the banks being always kept at a point far higher than that to which circulation ever rises at its highest level. Thus the power of the banks to provide for the largest outflow of notes is economically secured. For a long period previous to the development of the great wheat- growing regions of the Northwest the circulation of the Canadian banks, as a whole, at its highest point year by year was far below their united capital; that is, far below their circulating power. But in the year 1902 so vast was the harvest of the Northwest that this highest point ap- proached so near to the united capital, before the reflex wave set in, that the banks came to a general conclusion to increase their capital. Each one acted for itself, on its own judgment in the matter, and according to its special necessity, in order to provide for the expansion in future years. Capital, therefore, has been increased and the great outflow fully provided for. This will undoubtedly continue to be the case if necessity arises again. Thus, then, there is always a reserve of circulating power in the country; for when the reflex wave sets in, notes return to the banks, and there accumulate until a vast store lies ready in the safes of the banks v/aiting for the great demand to set in for the movement of the crops in the autumn. Let it be noted that by this method the utmost economy of finance has been secured; for the capital of the banks that has been paid up is avail- able for commercial purposes as m-cII as the store of notes that are based ujion it when wanted. The notes that lie in the bankers' safes ready for the great outflow displace nothing. Thus it is that the difficult problem of combining absolute safety with perfect elacticity has been solved. As to the safetif, it has been shown to VARIOUS THEORIES OF NOTE CIRCULATIOX. 289 be of an even higher degree than that of the issues of the Bank of Eng- land, or of the national banks of the United States; while its elasticity has been proved by the long course of experience to be perfect in its operation and that in a country -where the pursuits of agriculture and forestry furnisli a very large proportion of its annual production."" 77 It should be noted that a small part of the circulating notes of Canada (about ten per cent.) consists of the issue of the Government; and are of the denomination of one, two and four dollars. All the notes of the banks are of five dollars and upwards, corresponding in this respect exactly with the issues of the Scotch banks. The large notes of the Government of Canada are never in circulation at all. They are used solely by the banks between one anther to set- tle balances due, and are expressly framed so as to have no value in the hands of the public. As a final remark with regard to this system of note issues, It should be stated that a supervision of the whole system has been placed upon The Bank- ers' Association, especially created a corporation for the purpose. This associa- tion checks the unsigned notes received from the engravers by the several banks, together with the amount signed and taken into account as money from time to time; it checks the circulation account of each bank, and supervises their de-- struction when finally written off. The association in this matter acts as an agent for the Government, and ensures that the provisions of the law are com- plied with. I CHAPTER XXXV. BANKING ACT OF CANADA. Various Clausfs of the Act — Shakes axp Shaueiiolders — Directors — Powers of Banks- --Deposits — Reserves — Statements — Insol- vency — Penalties. IT is desirable in a Avork like this that a statement of the leading fea- tures of the Act under which chartered banks do business in Canada should be made in such a form as to be understood by all classes of the community. For all classes are interested in banks, whether they desire it or not, inasmuch as the bulk of the notes circulating as money are issued by them. Whether a man has money to deposit or not, whether or not he needs money lo carry on his business, he must in the nature of things, if he lives in Canada at all, sometimes have the notes of a Cana- dian bank in his possession and carry them at his risk. But the provis- ions of the Act are of interest to others besides Canadians, for it is uni- versally admitted tc be of high excellence. The power to establish banks that can issue notes for circulation should reasonably be considered in relation to the general welfare of the community. That should be well understood ; though, indeed, it is some- times lost sight of. Banks do not receive powers for their own sake, but for the advantage of the people. It is the representatives of the people in Parliament that grant these powers; and when it is considered that no professional banker has ever sat in Parliament, and only few, compara- tively, of the class of bank directors or presidents, it becomes apparent that bank legislation must have been considered in its relation to the country at large, and not simply in its bearing upon the interests of a particular class. The Canadian Bank Act is the fruit of many years of discussion, during which it has been repeatedly considered by committees of the House of Commons and the Senate, who have had before them prominent members of the mercantile community, as well as professional bankers of experience. The Act itself is a consolidation of many separate acts formerly enacted by Canadian legislatures, under which charters to carry en the business of banking were conferred on certain corporations. The provisions of these early charters were largely framed upon those pre- vailing in the United States, with modifications suited to the circumstances of Canada. But soon after the Provinces of Canada were confederated, the gen- eral subject of bank charters was taken up in Parliament with a view to J3AXKING ACT OF CANADA. 291 the cstablishimMit of a general Act for the whole Dominion. The ex- isting charters were then thoroughly examined in committee and dis- cussed clause by clause, the result 'being the passing of that one general Act under which banking has been carried on by all incorporated banks ever since 1871. At intervals of ten years (being the limit of the op- eration of the Act) its provisions have again been the subject of ex- haustive discussion, and various amendments have been incorporated there- in, all designed for the better protection of the public. It is worthy of note that the whole of these provisions for protection were suggested by the banks themselves; and very naturally so, for the banks are, at all times, by far the largest holders of each others' notes. They would there- fore be the heaviest sufferers in case there were any failure of redemp- tion. VvRiocs Clauses of the Act. The Canadian Bank Act, as it was finally passed through both Houses of Parliament in 1901, consists of 104 clauses, the leading features of which may be summarized as follows: 1st. — Clauses which concern the esiablishment of a bank; 2d. — Clauses relating to the stoch and stockholders; Sd. — Clauses relating to directors, their powers, qualifications, and responsibilities; 4th. — Clauses relating to the issue and redemption of notes for cir- culation ; 5th. — Clauses with regard to the lending of money, discounting of bills and investing in securities; also as to deposits and reserves; 6th. — Clauses relating to the statements to be made by the banks to the Government; 7th. — Clauses relating to insolvency; 8th. — Clauses imposing penalties. It is proposed in this chapter to give a brief synopsis of the Act under these heads. Of the Establishment and Incorporation of a Bank. No bank can be established unless an Act of Parliament is obtained for the purpose, setting forth: (1) The proposed name; (2) The capital to be subscribed; (3) The locality of the head office; (4) The names of provisional directors. To such a bank all the provisions of the Bank Act must apply. The subscribed capital must 7wt be less than $500,000 and tliere must be $250,000 paid up before business can be commenced. No business shall be entered upon until a Certificate has been given 292 BANKIXG AND COMMERCE. by the Treasury Board"- that the provisions of the Act have been com- plied with, and this within one year of the passing of the Special Act of Incorporation. The large requirement as to capital M-as in view of the power of issu- ing notes whicli the Act confers. Clauses Relating to the Shares and Shareholders. (1) Shares umst be uniformly of $100. (2) At all meetings wliere voting takes place each share shall count for one vote. (3) Shareholders may vote by proxy. But no officer of the bank can be nominated as proxy, and all proxies must be renewed every two years. (4) The names of shareholders must be registered in books kept for the purpose by the bank. No transfer or assignment of shares is valid unless and until entered in such books. And the owner of the shares is the person whose name is on the register. (5) For any debt to the bank incurred by a shareholder the bank shall have a lien on his shares. (6) The shareholders shall meet annually and elect directors. (7) They shall have power to pass by-laws touching the following matters: The day of the annual meeting; the record of proxies; the num- ber of directors, their qualifications, and the mode of filling vacancies; the amount of discounts and loans that may be made to directors. (8) Shareholders may authorize directors to establish guarantee and pension funds. In addition to the foregoing are clauses relating to the following mat- ters: (1) The payment of calls and penalty for neglect. (2) The transfer of shares, under a writ of execution. (3) The transfer of shares by will, or marriage, or bankruptcy. (4) Lists of transfers to be exhibited in the bank. (5) Persons holding shares as executors or trustees shall not be personally liable. But the estate or funds they administer shall be liable, provided always that such estate or trust shall have been expressly named. In default of this the executor or trustee shall be liable personally. The 78 The Government Treasury Board exercises very Important functions in ttie practical worlcnditure in the Crimea, and as is often the case, a development of extravagant living attending it. A general spirit of buoyancy pervaded the community. The Bank rate in August, 1856, was seven and eight per cent., a very high rate for England. An enormous amount of accommodation bills was set afloat in the community, and even the Governor of the Bank of England observed not long before the panic that things were hopef'il and satisfactory. Yet from June, 1855, to December the stock of bullion PANICS IN ENGI.AND AND THE UNITED STATES. 307 had gone down from £17,">00,000 to ,€10,300,000; and there were signs of the times whicli sage financiers were carefull}^ noting from day to day, and from Aveek to week. The bullion in the Bank was only of moderate amount at best. During the period of extravagant living, there had been heavy importations of Eastern luxuries as well as an immense increase in ordinary importations from thence. These caused an abnormal accumula- tipn of debt to that quarter, which could only be satisfied by shipments of specie. Accordingly, a ^Million pounds sterling was taken from the re- serve of the Bank for shipment to the East. This was the beginning of the diminution in the Bank's stock of banking specie which went on until it was nearly all exhausted. The great centre and source of disturbance, however, was in the United States. After several good harvests and immense railroad development, largely financed on money borrowed from abroad, but partly on dis- counts at home, the usual era of extravagant expenditures set in. Follow- ing on this came the bad harvest which prevailed over the United States and Canada. The first note of distress, as I well remember, came from Ohio. On August 25th the Ohio Eife and Trust Company with deposits to the amount of .ffi.OOG.OOO stopped payment. Tliis created a panic which rapidly spread throughout the Union. Discount rose to eighteen and twenty-four per cent. The extraordinary number of 150 banks in Penn- sylvania, Maryland, Virginia and Rhode Island stopped payment. On October l.'Uh a general run took place on the New York banks. Eighteen immcuiately stopped; and soon afterwards, out of sixty-three, only one maintained payment in specie. A perfect avalanche of mercantile failures resulted from these stop- pages and other causes and for months together several columns of the New York papers were occupied by lists of firms that liad become bank- rupt. Nothing like it had been known before; nothing like it has trans- pired since. We used to read these lists in Canada with very serious uneasiness, for at that time the old Reciprocity Treaty was in force, and our exports of Lumber and Grain caused large masses of bills to be drawn on United States firms. Whetlier these bills would be paid or not, was a matter of daily anxiety to Canadian exporters and their bankers. The depression continued for two or three years, during which there was the severest weeding out of weak firms and weak banks that had ever been known; accompanied also by an exercise of personal and domestic economy so general as to produce a heavy diminution of imports, and a restoration of sound methods of giving and taking credit. Passing back to England, the course of affairs may be briefly sum- marized f.s follows: (1) The events in the United States first reacted upon Liverpool and Glasgow, then, as ever since, very closely connected with American firms. The Western Bank of Scotland failed; naturally enough, for it had been scandalously mismanaged. The Borough Bank of Liverpool also failed. The City of Glasgow Bank suspended temporarily, but was able to 808 BANKING A.ND COMMERCE. resume; the most rem.-irkable tiling about which is that its Directors were blind to this sharp lesson, and twenty years afterwards perpetrated the most astounding series of follies and "frauds ever heard of in the history of banking. (9.) London was first disturbed by the tremendous depreciation in American securities of all kinds, but ])articularly Railways. These had l>een carrying on an extravagant style of management, for years; and paying dividends, — practically. — out of ca])ital. Some eighty millions sterling of American railroad stock was held in England, and the effect of dej)reciation was far-reaching. (3) Jn October failures began \o increase in the country. Alarm spreid in all directions when it was announced that the great mercantile house of Dennistoun and Co. of London had succumbed, followed a few days ?ftcr by the failure (for the second time) of one of the largest dis- counting houses of Londjn, Sanderson & Co. All this time the bullion in the banking department of the Bank of England was draining off, and it went down until on. November 12 the amouTit of gold held by the banking department was only £'358,000. The whole of the remainder was locked up in the issue department and held for the notes. Yet, holding only this sum of less than £400.000 against the mass of its deposits, the Bank was struggling on from hour to hour. The London banks alone, at tliat date, had balances in the Bank of Eng- land of more than five millions, and could have closed it up at once had they pleased. Of course, it would liave been madness to do it. But they themselves might l-.ave been compelled any day by the claims of their country correspondents to draw out the whole of the gold in the vaults of the Bank.*^" It is well known that this panic was stopped, by the S'.'.spension of the Act of 1844; the second demonstration of the unwisdom cf the idea that the Act would bring about a wiser course of financing and l^revent panics altogether. Turning now to Canada, we are confronted with a condition and development of a higli degree of instructive interest. (The description which follows is from my own knowledge.) During 185.") and 1856, the country had enjoyed a period of remarkable development, in two ways: the harvest of both years had been singularly abundant; and the price, owing to the Crimean War, phenomenally high: wheat having been worth from a dollar and a half to two dollars a bushel. The total value of each of those harvests was equal to three or four average ones. The con- sequence was a phenomenal expenditure u})on land, in the shape of new clearings, buildings, barns and improvements. This was accompanied by a heavy rise in the nominal value of lands, both cleared and wild. Nat- urally following upon this, was an extraordinary impetus to the trade of the towns, and a heavy rise in the value of town, city and village property. Along with this^ came the immense expenditures connected with the building of the C'rrand Trunk Railway. Never had such an outpouring of money been known in t!ie quiet country towns and cities of Western Can- 82 One of the mnst noticoable things in the management of the BanVc of Eng- land at that time Is an apparent obliviousness to the claims of depositors. If any question arose, it was always this — Have you enough money to go on dis- counting? never — Have you enough to pay demands of depositors? PANICS I\ ENGLAND AND Till: UNITED STATES. 309 ada; and never was tliere such extravagant expenditure and speculation. Clianipngne flowed like water, and a style of dress and manners was introduced that the country had never before known. Land speculation gradually increased until it became rampant. It took two distinct forms. The first related to vacant lots within towns and cities, and their suburbs. The outskirts of every little town were surveyed, to a considerable distance, and laid out into streets, and building lots; all with the idea of an immense influx of population and business. The village of one thousand was to become a town of ten thousand ; the town of five thousand, a city of fifty thousand, — while Toronto, the seat of Government, was to become a citj' rivalling New York. A similar impetus was given to Farm property. As to property in wild lands, its owners could set no limit to what they considered its value, — for at almost every cross-roads in the country, often in the bush itself, surveys had been made for a future town or citj'. In Toronto nightly sales were held of lands where these future cities were to be located ; the auction room being decorated with plans and pictures of future Town Halls, Banks, and mercantile stores and offices. As to farms adjacent to cities, whose area had been surveyed for streets and lots, the speculation in these was simply fabulous. The farmer was tempted to sell the whole to some speculator at a price that yielded him a little fortune. But the speculator on dividing the farm, would get a thousand lots out of it, each of which, he was will- ing to sell for a hundred dollars. These sales were made on credit spread over ten years of time ; mortgages and promissory notes being given to represent the debt. But the purchasers of the lots did not want them; they sold them again; a fresh crop of mortgages and promissory notes being the result at higher figures until, as an eye-witness has described it: "The simple hundred acres has been so manipulated, such convey- ances and promissory notes have clustered round it, that the very cost of conveyancing has become more than the real value of the land. "Carry this over a wide area, appl}' it to every town, city and village in the Western Province of Canada; conceive, too, of all business infected with the same inflation, of an enormous mass of dealing on credit in all manner of extravagan.ces ; of people here and there fancying themselves so rich as to make preparation for retiring to England and living on their estates — and avc have a perfect picture of the Canada of 185.5, 1856 and part of 1857." Tliis picture, let us say, would be just as true of considerable por- tions of the Western States at the same period. But h^t us pass oti and note the turn in the tide: "The harvest of 1857 was a bad one. We had little to export, yet cnorn\ous importations had to be paid for. Money became tight. Banks grew suspicious. Lots ceased to be in demand, an unusual thing, and men could hardly realize it. 'Men clung with tenacity to the idea that no matter what miiiht transpire in mercantile circles, land must go on increasing in value. But the logic of facts at length dispelled the delusion. "There was a giadual bearing down through the latter end of 1857, all of 1858;, 1859 -irid I860. During these years failures became more and more numerous. Men that had fought against adversity bravely in 1857 and 1858 were compelled to succumb in 1859 or I860, after carry- 310 NANKING AND CO^rMr:RCE. ing for years a load of obligations. There were, indeed, instances where failure ultimate!}' overtook men so late as 1S63 and 186i, the seeds of which were sown in the revulsion of 1857."''^ "If a man had been away from the country during the interval and retur/ied. he could not fail to be struck with an extraordinary change. Numerous shops are closed. Numbers of empty houses are to be seen. Newspapers are full of notices of sales of lands for taxes. If he meets a friend of former years, whom he knew as a successful speculator, and begins to talk, as before, of lands and lots, he finds it to be a tabooed subject. His old friend has gone through terrible exiDcriences. He has sued and been sued; and has found that while liabilities are tangible realities, assets in the shape of instalments on land purchases, were a mockery and delusion. "His mortgages, if he foreclosed, left him only the owner of thou- sands of acres of bush and swamp ; unsaleable, yet liable to be taxed. He had brought numbers of suits, but got practically nothing. But others had sued him; and taken his house, his furniture, his bank stock, and all he had in the world. Worse than this, he had involved his friends and relatives in the same misfortune, and had alienated, or made enemies of them all. They had endorsed his paper, had been sued in their turn, had vainly endeavored to put off the evil day, but finally had to succumb to the all-devouring fi fa of the sheriff, and the hammer of the auctioneer." This graphic description of the revulsion of 1857, in Canada, and the inflation that preceded it, has been quoted for the reason that both are typical. What took place in Ontario took place in Ohio and Illinois.** And what took place in 18.56 to I860, has been repeated more than once in the developments of subsequent years. Every feature of 1857 to 1859. was repeated in the great boom that swept over Manitoba, in 1881 and its collapse ir-. subsequerl years; and on a more limited scale several times since in some of our jirinv'ipal cities. The only difference between these and ]8;"7, was that the area of disturbance was confined to one city or district. P.'iXIC OF 1866 IN EXGLAXD. It might be supposed that after such severe experiences a whole generation, at least, would pass before another such period could transpire. Yet. far-sighted men, Avithin a year or two after were anticijiating that 83 It was during this time of reaction that the Bank of Upper Canada, whose failure is referred to elsewhere, was forced to close its doors. The bank had been more closely connected with the landed class of the community than any other institution in the country, and a large portion of its discounts consisted of their obligations, or the obligations of those connected with, or dependent upon them. To some extent the same might be said of one or two small insti- tutions with headquarters in Toronto, which disappeared about the same time. 84 The revulsion of 1857 swept with peculiar severity over Illinois and the West, and a curious illustration of this occurred in Chicago. Numerous failures there resulted in numbers of mercantile warehouses being left empty. The own- ers of these were glad to have them occupied, even if no rent was paid. The tenant of one of these called on the owner one day and told him he was going to leave the store. "This is rather unreasonable." said the owner, "as I let you have this good warehouse for nothing." "That is very true." replied the tenant, "but I oaii get a much better one than yours for nothing!" PANICS JX P:NGLAND and the united states. 311 the horde of specub.t.ors who hover about financial centres would find some means or other of bringing about another era of inflation. But it was not until 1 863-6 1 that they found their opportunity. The law of limited liability had just been passed (a highly beneficial law when used properly), and under its operation immensely increased opportunities arose for the floating of new companies. Up to March, 1861', two hun- dred and sixty-three companies had been formed with a nominal capital of seventy-eight millions sterling. In' connection with these, vast sums in bills were set afloat and discounted by financial houses like Overend & Co. Yet in June, 1 865, the rate of discount was only three per cent. Then the great ojierations began which culminated in the panic of the following year. The Finance and Discount Companies did an enormous business in loans and bills, finding thus the means for the promotion of credit enterprises by wliich fabulous sums of money were locked up, and much of it lost. Take the following sample of the ojjerations then indulged in: The London Credit Company has a capital of a million and deposits of two millions. With such means at command, it takes five thous/ind shares in the Financial Association of Paris, (which Association has operations going on in Egyj^t, Turkey, and Russia) ; it loans a large sum to a company to build docks at INIarseilles ; undertakes the construction of a railway on the Dar.ube, and finally has to take the railway itself in payment: puts £200,000 into the building of a public hall in Milan; undertakes works of drainage in Belgium; contracts for the improve- ment of docks on the Thames; subscribes for 1,000 shares in the Bank of China and Japan; and takes half a million of a loan to the Sultan of Turkey. Another company of a similar kind goes more into Central and South American securities, and has money invested in Honduras, Guate- mala, Venezuela, Chili, and Brazil. Another fancies Shipping and Steamship lines. And here it was that the great house of Overend, Gurney & Co. met with the losses that ruined them. By forty years' patient attention to business, a capital of many millions had been accu- mulated by the house. They were Quakers of the very creme de la creme of the financial world, and their credit was unlimited. Their business was as large as that of all the banks of Canada put together. Yet in two or three years^ under the enterprising management of younger mem- bers of .the house, their immense fortune was dissipated in worthless loans. ®^ There never was such a sensation as that which shook the financial world on the announcement of the failure of Overend & Co., JJmited. Their liabilities were over £10,000,000. The ramifications of their business extended all over the world, and the day the failure was made known will long be remembered in London as Black Friday. After this, bank after bank, and company after company, came toppling down. A tremendous drain took place on the bullion of the Bank of England, and had it continued for two days longer the great establishment must have closed its doors. Numbers of financial corporations, however, did 85 The same condition of things transpired twenty years afterwards with the house of Baring. It had talten half a century to build the firm up. It only took three years for the younger generation to pull it down. 312 BAXKIXG AND COMMf:RCE. suspend and were wonnd up. And again the famous Bank Act had to be suspended to prevent the Bank of England from stopping payment. Such are the principal panics and revulsions that have swept over England, the United States and Canada, during the last century. Lessons to Be Learned. And noW; it may be asked, what is the moral of it all.^ What use is it for the present generation to dwell upon the record of the follies of the past, and their punishment? There are various reasons: but the principal one is, that what has happened before is undoubtedly liable to happen again. It is true that we have not had for thirt}' 3-ears past such stupendous catastrophies over a wide area as those of 1825 or 18o7, but we have had collapses, and reverses quite as severe in a more limited sphere. The Blark Friday of Wall Street, when Jay Cooke & Co. suspended, A'as quite as sharp a crisis as that which followed the sus- pension of Overend & Co., in Lombard Street, and we have had sharp lessons of the same kind since: confined, however, to a limited area. There has been no general break-down of credit, affecting the whole country, and characterized bv the failures of numerous banks and the fall of numerous m.ercantile houses of the highest class, — yet the return of such a convulsion as that of 1857 is quite within the bounds of possi- bility. Therefore the old adage, "Forewarned is Forearmed," has a pertinent application here. But what is it to be "forewarned?" No banker can afford to be nervous and disturbed at every change that clouds the financial horizon. The true course is to learn from the events of the past and, with such a chart of past disasters before him, as is contained in this chapter, every banker (and every merchant, too) may ask himself the question: Is the condi'.ion of things now prevailing like that which prevailed before the great break-down of 1857, on this side of the Atlantic, or that of 1847 or 1825 on the other side? Is there a great and universal spirit of specu- lation abroad, of a constantly increasing volume, all based on banking credit? Is there a general prevalence of extravagant living (mostly based on credit, too) so general as to lead to unusual imi^drtations of luxuries from abroad? Is there any sign that vast masses of accommoda- tion paper are being set afloat and discounted, unconnected with the ordinary currents of business? Are the resources of the banks steadily falling and continuously keeping below a safe position? These ques- tions are the pertinen!; ones in the case; and, on the answer to them will depend the action that every individual banker may take. But it is fortunate that the action of individual bankers will not be tlie determining factcr in the case. In this generation, there has been a remarkable development of the ]irinciple of Association, and the action of one bank upon another, both in the [Jnited States and Canada. The Association of Banks in New York is a great conservative power; so is that of the American Bankers' Association for the whole country; so also is that of the Bankers' Association of Canada, Well-digested ideas of the true methods of banking are much more prevalent than formerly. But it must always be with bankers as a body to resist any extensive development of inflation that may threaten to sweep over the country. PANICS IN ENGLAND AND THE UNITED STATES. 313 They hold the purse-strings. No matter how wild a spirit of specula- tion may pervade the people, it cannot proceed far if bankers refuse to lend money to foster it. The whole fabric that comes crasliing down in times of revulsion is based upon borrowed money. Here is where the banker's power has its scope. There can be no borrowing unless the banker is willing to lend. He holds the key of the position. The final issues are with him; and it is not too much to say that it depends upon bankers alone whether there are to be any more panics and revulsions. Thus far, with regard to bankers, and the banking interest. But turning to the great public mIio are apt to be carried away in these times of exciteiLcnt, there can be no doubt that the events recorded in this chapter are well worthy of consideration by them. They are full of important considerations especially for a younger generation of business rnen, and may all be summed up in one pregnant utterance of the wise Solomon: "He that hasteih to be rick, shall not be innocent." It is the hastening to be rich, especially by means of operations foreign to a man's own business, that brings on the fever which deprives men of their senses, and ends in revulsion and ruin. And again referring to the philosophy of the wise man of Judea, it is labor that brings the profit that lasts. To labor in any one of the employments developed in these advancing times, so as to be of service to the community, is the true vocation of man upon earth. Such labor is always interesting; sufficiently exciting, and generally profitable. And if wealth by this process is only built up slowly, it is universally the case that there is satisfaction in the spending of it, and a good chance to conserve it safely to the end, and bequeath it to those that come after. THE AUTHOR'S EXPERIENCES IN FIFTY YEARS OF BANKING LIFE IN ENGLAND AND CANADA With Sheffield BankiiiK Company. 1H40 to 1S51. With Bank of Toronto as accountant and manancr. 1856 to 1«76. (ienoral ManaReT of the Merchants Hank of Canada. 1X77 to I'XIi. CHAPTER I. EXPERIENCES OF BANKING LIFE IN ENGLAND. Introduction into Banking— Early ExrERiENCEs— Cash Credits- Method OF Dealing with Trade Bills— Troublesome Accounts Tkansfer to Head Office— Withdrawal from Banking for a Time. H V^'ING when a boy shown considerable aptitude for arithmetical calculations, it was decided that Banking should be my occupation in life. I entered, therefore, a banking office in Yorkshire, England, at the age of fifteen, being duly indentured by deed, in which I bound myself to serve diligently and faithfully until I attained the age of twenty-one. The bank into whose service I entered, at their Rotherham Branch, was the Sheffield Banking Company, an institution which from the beginning has had a continuance of able and successful management. The chairman of the board was a gentleman of independent means, much ffivcn to studies in political economy; well versed in the history and principles of banking, who had himself written a treatise on "Value;" a subject much discussed by political economists from Adam Smith downwards. Associated with him M\ns a board of directors composed of men of high standing in the town, most of them in active business in the steel or iron trades. The most prominent of these was a Quaker, a man of considerable means, as will be seen later on, whose distinguished pres- ence, courtly manners, and high intelligence impressed all who came in contact with him. Another director was the head of the well-known firm of Joseph Rodgers and Sons, the great cutlery manufacturers. The bank was one of the earliest of the joint-stock banks established after the monopoly of the Bank of England was broken. The business of joint-stock banking in England was then in its in- fancy. Not much could be learned from the experience of the Bank of England, whose foundation and methods Mere unsuitable to be taken as models by any ordinary institution. The directors of the newly-formed banks in England had therefore to "feel their way" somewhat; for no such body of trained managers existed as are to be found there at the present day. Nearly all the banking of England, apart from the Bank of England itself, was in the hands of private firms; but their methods were not altogether suitable for a joint-stock bank. The partners in these firms gave daily attendance at the bank, as if they were the heads of a mercantile establishment; and in charge of the office was simply a 315 316 BANKING AND COMMERCE. head clerk, who sat with the rest of the employees. This latter feature, in fact, survived after entirely difl'erent conditions were established; and, in some instances, survives to this day. But this head clerk had as a rule no managing powers such as ap- pertain to the modern manager. One of the partners generally signed the name of the firm to all drafts, bills, letters, and documents, and transacted business just as a merchant would in his own counting-house. But no board of directors could be expected to carry on the business of a joint-stock bank in this fashion. There was necessity, therefore, to appoint a Manager with signing powers, and also much of the dis- cretion which a managing partner would exercise. And as the chief banks of Scotland were joint-stock companies, and, unlike the Bank of England, were transacting the counnercial business of the country, it naturally came about that their methods were adopted by this new style of banks in England, witli modirieations according to circumstances. The joint-stock banks of England, therefore, having no trained body of experts to draw upon, and no accumulated stores of experience for their guidance, had each of them to carry on the business in the best way they could. Their success or failure, therefore, largely depended upon the personnel of the directors; and some of them made lamentable fail- ures. Among the most prominent of these were the Bank of Manchester, the Royal Bank of Liverpool, the Yorkshire District Bank and the West- ern Bank of England; all large and important institutions in their own locality, and all of whose failures were attributable to violations of rules now universally established in banking, but which were then only be- ginning to be evolved from the chaos of ideas on the subject. Others of them, being in the hands of men ^v}lo had made a study of the principles of banking, gradually established themselves in public confidence, grew with the growth of the community and the development of its trade, and are strong and prosperous institutions to this day. Of this latter class the Sheffield Banking Company was one. But it is only right to say that a large measure of this success has been due to the singularly able man- agement of a man, who, entering the bank in a subordinate position, rapidly rose to the highest place, which he retained until his death fifty years afterwards. He became known in time all over England as one of the prominent bankers of the day, and closed his career of exceptional success only a few months before these pages Avere written. Such was the bank into whieli I Mas introduced at its Rotherham Branch, as a raw youth at the age of fifteen. This old Yorkshire town was pjirtly manufacturing, and partly agricultural. With its suburbs it had a pojmlalion of about ten thousand (now increased to fifty thousand) and was the seat of iron and steel -works, rolling mills and foundries, all of which in a former generation had belonged to one great firm, whose business had been developed from tl.e smallest beginnings, its founder EXPERIENCES OF BANKING I. HE IN ENGLAND. r^iT being .-i simple blacksmith. They became in time, bankers as well as manufacturers, but their banking business was ultimately converted into a joint-stock company in which form it still continues as one of the most prosperous institutions in the North of F.ngland. The heads of the great firm all accumulated fortunes, gradually drew out of the business, and became country gentlemen or partners in London banks, their foundries and rolling mills passing into the hands of men, some of whom had been foremen in their shops, and others clerks in their offices. These men, in their turn, rose to a higher position, and for the most part became the heads of flourishing establishments. The banking business of these concerns was divided between the two banks of the town, of which ours was one; and during the eleven years of my connection with the bank, not one of our manufacturing custom- ers failed. The town, however, had a fine farming district round about it, and many wealthy landowners and prosperous farmers. One of the largest cattle markets in the North of England was held in it weekly. It had also a considerable corn and cheese trade, as well as flour mills, malt- houses, and breweries. The bank therefore had a miscellaneous range of accounts, and dur- ing the period of my clerkship there, I came into contact with men of various occupations, and laid the foundation of experiences which stood me in good stead in subsequent years. For it was the custom in those days for the heads of firms themselves to come in person and transact their banking business, and if they wanted to talk to the manager, they often carried on conversation at the counter. Thus I had the opportu- nity of liearing a good deal which no clerk in Canada ever hears. Men whose names and wares are well known to this day in the United States and Canada regularlj^ came to the counter every Saturday (the great business day of the week) brought their bills for discount, and carried away bags of gold and silver in their own hands for the purpose of pay- ing wages. ^ The bank was a sort of confidential institution in those days, and they would never entrust their busitiess with it to clerks and mes- sengers. The manager had no private room. But if he required to have a con- fidential talk with a customer, the board room or his own parlor was at hand. Seldom, however, was there any use of this room (apart from board days) unless when an account was working irregularly. Then the manager would desire an interview with a customer for the purpose of conversing with him. On the result of this conversation would depend whether his checks were to be honored or not; in fact, it might be, "whether he was to continue in business or not. (See note at the end of this chaiiter.)- Flence the room came to be known as the "sweating- room." When then on a busy Saturday it Mas intimated to some cus- 1 It must be remembered that no bank notes were Issued below five pounds. 318 BANKING AND COMMERCE. tomer at the counter that the manager "would like to see him in his room," wc clerks knew very well what was awaiting him. Advaxcks by Casii Credits. The 7)iodus operandi of the business was largely founded on Scotch methods. Every customer who desired regular advances applied for a cash credit. This, if granted, was worked exactly as in Scotland by over- draft on current account. With regard to these credits, three fixed rules were observed. The first, that they should not exceed in amount one- tenth of the annual turnover of the account. The second, that they should be entirely cleared off at least once in each year. The third, that they should be granted exclusively by the board, and on proper security. The manager could grant no such credit on his own responsibility; though he could discount trade bills. His business w%is to see that the advances were kept within the amount of the credit. He could certainly exercise a discretion as to whether checks, which would overdraw it teiuporarily, were to be hon- ored; but this he did on his own responsibility. But any customer whose account was invariably up to the limit'and tending to rise beyond it, was made to feel that his business was undesirable. We charged a uniform rate of five per cent, on advances and dis- counts, and a quarter of one per cent, in addition on the debit side of the account. Divided accounts were unknown. Such a thing as obtaining a cash credit at more than one bank was unheard of; and, if attempted, A'ould have been met at once with a request to close the account. Sometimes^ however, a casual discount, or the cashing of a check would be offered by the customer of another bank at a distance, and some of the troublesome transactions of the Rotherham Branch oc- curred in this way. There was a manufacturing village about four miles off. In this vil- lage were situated the great works of a firm in the })orcelain trade. Sometimes the astute heads of this concern beguiled our branch manager into cashing a check on their London bankers, which check would some- times be refused. And well do I remember being sent over to see these people (living in great style) on one winter's morning before breakfast, to endeavor to obtain pavment of a dishonored check, being expected to be back by the time the bank opened. I did not get the money. And as I had to walk there and back, it was a pretty severe experience. In the same village a general store business was carried on by a very clever man wlio had more ambition than capital; and had created quite a sensation by purcliasing the fine residence and grounds of the Squire, and turning the front of the liouse into a store. This step, however, proved his ruin. His business expenses were now larger; so were those of his family; and he was constantly short of money. He kept his account in the York- shire District Bank, at Doncastcr; but he would occasionallv drive over EXPERIENCES OF BANKING LIFE IN ENGLAND. 319 to our town (whicli Avns much nearer) to get a check cashed. This the manager sometimes did for him. The checks were generally paid ; let that be said to his credit. But one day a rumor got abroad that he had failed. This proved to be true; and the manner of it came to our ears a day or two afterwards. His banking account was almost constantly overdrawn. The head office at Leeds, after remonstrating repeatedly with the man- ager at Doncaster, at length ordered him to put into effect a security which they held for his advances. This security was in the shape of a formidable instrument called, I think, a Cognovit, by which they were empowered without notice, to take possession of his stock in trade and all that he had. The manager, having received these peremptory orders, with the Cognovit in his pocket, drove over to the village. On his way he met the unfortunate storekeeper, who was driving over to Doncaster to see him to beg for time to arrange his affairs. The manager, on meeting his customei', merely nodded, and drove on. The storekeeper continued his journey to Doncaster, saw another official of the bank, learned the purport of the manager's journey, and drove hastily back to find himself a ruined man, his store closed up, and an officer in possession. The bankers in the neighborhood generally thought this was rather sharp practice. I think we held a check for some twenty pounds (£20), but the dividend was small, and we lost the greater part of it. We had other casual business from people in the neighborhood; but never from people in the town. All their dealings with us were in the shape of credits, duly authorized by the board, and secured. But occa- sionally a person in good credit who did not need regular advances, ■would drop in, and ask for an advance of fifty pounds or so on a promissory note. One of these was a landed proprietor in the neighborhood, a jolly John Bull sort of a gentleman, whose borrowings have stuck to my mem- ory because of his invariable habit of letting his bills be protested. But he just as invariably took them up soon afterwards. He was one of those oddities, so common in England, of whom Dickens's pages are full, and I remember once, on the manager reminding him that his habit of letting his bills go to protest must cost him a good deal of money, his replying: "Oh, I do this on principle. I don't keep any particular account of my bilh-. But when they are protested, I know I have to pay them." Method op Dealing with Trade Bills. The manner in which trade bills were dealt with was diametrically opposite to that which prevails on this side of the Atlantic. Instead of the bills being submitted to the manager or the board for examination, some of which might be passed, and some thrown out, they were all passed to the credit of the customer by the teller, just as if they were checks or drafts on a bank. This might seem to us in Canada or the United States a very risky mode of doing business; but it was, in fact, nothing of the kind. And for this reason: all the bills paid in to a cus- 320 BANKING AND COMMERCE. tomer's credit were made payable in Eondon, and sent up to our bankers for collection. Rarely, indeed, were any of these sent back protested; for, if any customer's bills came back often, he was taken sharply to task, or desired to close his account. As to any applications for renewals of trade bills, they were never heard of. If such an ajjplication had been made it would have dam- aged the credit of the applicant beyond redemption. The truth was, that the bank -would keep an account M'ith no man unless his bills were good enough to pass without being first submitted to the manager. Not that they Avere never scrutinized; for they were examined most carefully as to their legality, the sufficiency of the stamps, the regularity of endorse- ments, and so on. Another fundamental point of difference was, that ordinaril}' no limit was placed upon the amount of trade bills discounted for a customer. One reason for this was, not only the uniformly high quality of the bills themselves, but for the facility of rediscounting in the London money market. Rediscounting is almost unknown on this side the Atlantic; but it was, at that time, quite common for even the best banks of England to send batches of bills to the great discount houses of London and have the proceeds placed to credit with their own bankers. There was, there- fore, no special reason to impose limits to the trade bills. But very care- ful and exact limits were imposed on tlie loans. The system worked well, and the high quality of the business done may be gathered from the fact that the losses of the whole bank rarely amounted to over five hundred pounds a year. I well remember the chief manager once writing me, after I had come to Canada (for I correspond- ed with him until his death), in a vein of low spirits over the bad times they were passing through, and his expressing the fear that the losses of the 3'ear would amount to a thousand pounds ! Yet the bank did the leading business in one of the largest manufacturing districts of England. The majority of the accounts in the branch where I served my ap- prenticeship gave very little trouble. Trade was quiet but prosperous, and a failure was a rarity. During the six years I passed in the branch I do not tliink tliere were six failures in the whole circle of our custom- ers. The population and wealth of the town have increased enormously since then. Gas-lighted streets now extend over the suburban country- lanes of my early days. But the characteristic of safe banking still adheres to it. Only a few 3'ears ago, I was once again in the office where my early years were passed, and the manager told me he had not lost £100 a year for seven years back, and had never had a past-due bill in his wallet for more than a week during the whole of that time. Yet the branch had done a very large business, and must have had credits out at all times of hundreds of thousands of pounds. EXPERIENCES OF BANKING LIFE IN ENGLAND. ;i21 Troublesome Accounts. We had, however, during my time a few troublesome tilings to deal ■with, and part of my recollections are of copying out some of those formidable documents of security already mentioned; and also long lists of the chattels of a customer, whose stock we had taken possession of under one of them. Well do I remember the troubles of that old man as he stood at the counter when "hard up" and begged the manager to allow him to exceed his credit. But he had to fail at last, and we to realize our security. It is interesting to relate how his sons, out of the wreck of their father's business, built up one of the largest manufacturing concerns in the district, and became prosperous and wealthy men, with handsome villas in the breezy suburbs just mentioned. ^^'e had during that six years two cases of forgery. One was of a casual customer for whom we had discounted a few small bills, some fifty or a hundred pounds in all. He belonged to the class of half-gen- tleman, half-man of business, of whom we used to have many represen- tatives in the early days of Canada, and some of w^hom I afterwards had to deal with in one of the branches of the Bank of Toronto. They were, as a rule, highly honorable men, but given to live beyond their means. But forgery was about the last thing to suspect them of. This man, however, who lived with a widowed mother, a lady of good position, had fallen into the terrible temptation to forge bills; and well do I remember the consternation of the family when it was discovered. Another troublesome customer (I dwell on these because they were typical cases, such as are known by bankers everywhere) was a large timber merchant, with a good business, very loosely managed. He allowed his customers far too much latitude; and gradually got his books filled with what we would call a mass of "lock-ups." The consequence was he was always short of money. I well remember one day (it was pay day for his men) that he came to the bank as usual, begging for money beyond his credit. On the manager positively refusing, he pulled out of liis pocket a handsome gold watch, and begged for an advance on that! Yet he lived in good style, and occupied one of the handsomest villas in the neighborhood. This style of thing, of course, came to end at last. The bank demanded payment of his account, and notified his guarantors, who were wealthy relatives. They disputed the correctness of our account, demanded proof; and well do I remember the long search over stacks of vouchers, which had been filed away for years, in order to prove the correctness of the final balance we required them to pay. We established our case at length and got our money. He dis- appeared from the scene, and his business was taken up by the manager of his yard, a prudent and economical man, who built up a splendid con- nection and fortune for himself out of it. But the long search for these vouchers impressed me strongly with 21 S22 BANKING AND COMMERCE. one of the drawbacks to the system of advances by overdraft on current account. Such were some of my earl}-^ banking experiences, out of which grew object lessons well remembered in after life when I came myself to occupy the position of manager in that far-distant country of Canada to which I had, at that time, as little prospect of going, as I had of being transported to the moon. Transfkr to Head Office. A change came at length. I was transferred to the head office in Sheffield, and bade adieu to the branch and its associations with little regret; for I was to enter upon a scene of greater activity in an office with an immensely larger number of accounts, where opportunities of gathering experience would be much increased. Besides this, all the life and bustle of a big manufacturing town would be before me every day. In that office I spent the next five years, and came into direct contact with the Chief Manager, of whom I have already spoken, together with a number of men who were my superiors in ability and position. There were three cashiers (or tellers) at the counter, and on busy days four. We had about a thousand active business accounts in the ledgers as well as a considerable number of fixed deposits. The business was active and riourishing even then (though it has immensely increased since), and altogether the change was, at first, decidedly agreeable. My work, however, was much more monotonous. In the branch I had to take a hand in everything, except waiting at the counter. In a small way the whole experience of a banking office came before me; and, althougli I did not actualh^ perform the duty of teller, 1 had plenty of practice in assisting the manager to sort notes, count gold and silver, arrange checks and drafts, conduct correspondence, and handle and examine trade bills. The names on some of these I remember to this day. But in the head office there was a thorough subdivision of work, and each man did one thing only. I was little better than a junior in age, but was put in charge of one of the current account ledgers, which post I retained until I left the bank. It was monotonous work, and at times I fretted over it a good deal. But there was a most important education in handling these ledgers, for they contained the whole of the cash advances of the customers of the bank. Jt was there I learned the position of all the manufacturing houses who did business with us. Many of the names were known all over the world, and are to this day, in the United States and Canada as well as elsewhere. Some of them were wealthy and strong beyond ques- tion, and kept far within the line of credit allowed them. Most of the others were in good position, doing a thriving business on adequate capital. But there were a few — a very few, considering the number of the P:XPERIEXCKS of banking life in ENGLAND. 3;23 wl)olc — who were evidently short of capital for the business they were doing. These customers were always, financially speaking, "on the ragged edge" of their credit, often wanting to overdraw, often asking for unreasonable concessions, none of whose checks could be cashed witliout reference. No system of marking checks "good," was in vogue in the town; but we ledger-keepers were expected to inform the manager when accounts were overdrawn. Tliis, however, was too much like locking the door after the horse was stolen to satisfy so clever a manager as we had; and iifter a time he moved the ledger-keepers to the front of the office (we had hitherto been far away from the counter), immediately behind the cashiers, who were instructed to hand checks to us to be certified for payment. Tliis we did generally from memory, and I think I could without difficulty have made out from memory a fairly accurate state- ment of the debit balances amongst the five luindred accounts in my ledger. During the time I was in the head office of the bank the terrible panic of 1 847 transpired. The great features of this panic are treated of in a separate chapter; but it is remarkable liow little it affected the financial and commercial position of Sheffield. No great failure tran- spired in the town, and the only measure of a restrictive character taken by the bank was to Ihtiit the time of the trade bills discounted. Yet London was convulsed with agitation. Great houses were failing every day, as I well remember from the newspapers of the time, and the Bank of England rate of discount rose to ten per cent, before the panic abated. Our manager was one of the country bankers who had stren- uously opposed Sir Robert Peel's currency legislation of 1844. as founded on a mistaken theory. Many of the country bankers had ridiculed the idea that such legislation would put an end to panics, and their con- tention was justified by the event. Another event of importance was the failure of the leading private banking firm of the town. This, however, had no connection with the panic. The i)artners had long been the leading people of the neighbor- hood; the head of the firm being a ISIember of Parliament, and the bank, at one time, had nearly all the business of the district. But it did busi- ness in a generous, old-fashioned style, and got its books full of lock- ups and uncoUectable debts. Its downfall was inevitable when times of competition set in; yet the people of Sheffield had great confidence in it, and its deposits and circulation were large. The failure produced im- mense excitement. But there was no run on the other banks. What dividend was paid I do not remember; but I do recollect that we got a large accession of depositing customers and the accounts of public bodies, and also a few desirable accounts of manufacturers and merchants. The railway to Manchester was under construction at that time. It was a mere railway from one town to another, as nearly all the railways in England were in their origin. The great combinations which now 324 BAXKIXG AND COMMERCE. exist were then untliought of. This road from Sheffield to Manchester is now a part of a great system stretching all the way across England. But it was planned as a purely local road. It cost an enormous amount of money, as it passed through a \ery hilly country. Hardly a mile of it was on level ground. Its construction required an inordinate number of bridges and embankments, and one of the longest tunnels in the world was needed to enable the road to burrow its way through the great moor- lands that separate Yorkshire from Lancashire. Numbers of people in Sheffield had subscribed for the stock who could not afford to take money out of their business for the purpose, and numbers of suits for calls were the consequence, creating much local distress. This produced the nearest approach to a real tightness of money that transpired during the whole period of my clerkship. Five years of my life thus passed. My work in the bank varied little, yet I was daily becoming more expert in the work of an accountant, and forming habits of thorouglmess and absolute accuracy, together with the power of long and concentrated attention. And I was learning to discriminate between desirable and undesirable customers, and to under- stand how the profits of the bank were made, and how its losses were avoided; all which stood me in good stead in my future career. I was becoming, too, acquainted with the names and character of most of the leading banks in the Northern and Midland counties of England, and heard discussions on their modes of doing business. The great banking firms of London were also constanth' before us, as well as the discount houses and the Bank of England, with whose branch in Manchester we used to correspond. And well do I remember the interest with which on the occasion of a holiday vrsit to London, I strolled up Lombard Street, and went into some of the larger, banks, such as Glyns, Barclays, and Smith, Paj^ne and Smith's, watching with eagerness their crowded counters and rushing business: little dreaming how familiar I should be with Lombard Street at a future day, in a very different capacity. Though tlie Sheffield manufacturers did a verj' large business with the United States, I do not remember that we had correspondence with any banks there. ]\Iost of the business was done through Liverpool houses and particularly through the great firm of Brown, Shipley & Co., so well known on this side the Atlantic. Of Canada I knew absolutely nothing. Temporary \A'rrHnRAWAL from Banking. But at the end of five years circumstances arose wliich made an increase of income absolutely needful; and as there was little prospect of it in the bank, and my health, moreover, being impaired by close con- finement, I sought and found a mercantile position in which I had not only a considerable accession of income, but much employment in the open air. Thus, for a time I left banking altogether, having had before me EXPERIENCES OE BANKING LIFE IN ENGLAND. 325 the invaluable lesson of an institution conducted on sound and well-con- sidered principles, which led it to a high plane of success; which did in fact, furnish n)e in after days with a model towards which, when the responsibilities of management were placed upon me, I strove to mould the business with w^hich I had been entrusted in the far-off country where my future lot was cast. 2 Referring to the Quaker gentleman named in an early part of this chap- ter, a very interesting incident was related to me of him, not long ago, by the distinguished chief manager of the bank already spoken of. The incident affords a striking illustration, on the one hand, of rigid adherence to lines of duty laid down, and on the other, of a coincident exercise of benevolence which was char- acteristic of the man. A certain firm in the town had risen from very small beginnings (the head of it having once been a workingman) into a position of considerable prominence in its own line of business. The founder of the firm had struggled in earlier years to give his sons a good education; and they, in due time, were taken into partnership. The eldest of these was a man of exceptional intelligence and vigor of character. Under him the business gradually enlarged, their capital grew also to some extent, but not so fast as the rapidly-extending requirements of the business demanded. For they made very fine goods, and had a splendid connec- tion. They, at length, took the important step of erecting immensely enlarged works; and from that time onwards were continually cramped for money. In fact, they were rather in the habit of neglecting the finances of the business and concentrating their attention upon manufacturing. Their account was almost in- variably overdrawn; and I have frequently seen this leading partner waiting at the counter with trepidation to learn whether the checks he had drawn for wages to his men could be paid. The account was one, therefore, which, though large and profitable, consid- erably tried the patience of the manager. Matters went on in this way for some time, but at length they came to a crisis. Wages in the town were invariably paid on Saturday afternoon; and to pay them was an absolute necessity. On one particular Saturday, the account having for some time been above the authorized limit, the head of the house (for he had become such by this time) appeared at the counter as usual, and presented a check which would swell still more largely the already overdrawn ac- count. The manager strongly remonstrated; but the party replied that he must have the money; that he had no other means of getting it, he had no more trade bills to offer, that his wages must be paid that afternoon, in default of which the firm must close their works and be ruined. Still, however, the manager was firm. But on being further appealed to, he said, "Come with me to E. S." (the Quaker director already referred to) "and we will see what he says about it." They went accordingly, and had a long inter- view with him. What transpired was this, as the manager told me himself. The director, speaking in the language used by "friends" at that time, said to the customer, "Thou knowest. William, that the bank has given thee a very lib- eral credit, and that the manager has been very indulgent with thee in allow- ing it to be often overdrawn. But he did right to-day, in refusing to give thee what thou wanted. There must be a stop put to this manner of conducting thy account. I cannot, and will not take the responsibility of allowing the credit to be exceeded further." Notwithstanding the urgent entreaties o the customer, the director remained firm, and there the interview ended. The manager and the customer then took their departure, the latter terribly downcast; for nothing but ruin was staring him in the face. But just as they were turning into the street, the manager heard the direct- or's voi'ce, calling out loudly to the customer, "William Thompson, come back, I ■want to see thee." He accordingly turned back, and the manager waited for him. In a few minutes he rejoined the manager, this time with a smiling face. "What 326 BANKING AND COMMERCE. did he say to thee?" said the manager, for he too was a Quaker. "He has lent me a thousand pounds out of his own pocket," he replied. This crisis in the affairs of the firm being got over, a better style of financial management was introduced. They were never in difficulties again, and their business went on prospering and developing until they became one of the largest firms in the world in their own line of business, which they are to this day. The head of the firm, the very man who used to stand supplicating at the bank for money to pay his workmen's wages, died a few years ago leaving an estate of over a million sterling, and this after making munificent gifts to the town in the shape of a fine public park, a very large sum for local Improvements, and build- ing a range of noble almshouses for poor widows. His mansion is one of the finest residences in that part of Yorkshire, and in it he once entertained the Prince of Wales. He died lamented by the whole community and has left a name which will never be forgotten so long as the town lasts. But I need not say his name was not William Thompson. CHAPTER II. MY EXPERIENCES OF BANKING IN CANADA. Preliminary — First Acqi/aintance With Canadian Banking — Em- ployed EY THE Bank of Toronto — Straightening Out a Branch — Reyulsion of 1857- AFTER leaving the Sheffield Banking Company, I entered the em- -^lIl ploy of a large flour miller as cashier and traveller. The pro- prietor had formerly been a railway contractor, from which busi- ness he had retired with a competency. But while carrying on his flour mill, he entered the field of railway construction on this side of the Atlantic; undertaking extensive operations in connection with his partners in New Brunswick and Eower Canada. I had charge of the financial department both of his milling business and of the contracts; and was ultimateh' sent out to Montreal, in con- nection with the latter. J now had the opportunity of seeing something of the United States for the first time, and was astonished to see such cities as New York, Boston, Albany, etc., of which, with the usual insular ignorance of a young Englishman, I had formed such inadequate ideas. In Slontreal I remained until his death by shipwreck brought the whole business to a close. During this four years' experience I learned invalu- able lessons, such as I could scarcely have learned in any banking office^ no matter how extensive its business might be. First Acquaintance With Canadian Banking. It was M'hile conducting the financial affairs of this firm in Montreal that I came into contact for the first lime with Canadian banking. But the methods of a Canadian bank were wholly different from what I had been accustomed to in England, especially in the matter of paying in and drawing out money across the counter; and it was long before I became accustomed to them. The English method, I thought, was much more simple. The mode of discounting trade bills was not essentially different, but the method of granting credits was so absolutely dissimilar that during the whole time I had to transact business from the outside of a bank counter I never properly understood it. I have discussed the difference elsewhere. I learned also while doing business outside the counter, the modus operandi of a style of banking of which I had had no experience before, namely, the negotiation of sterling bills. The whole of the financial arrangements of the firm depended upon this, and I became about as 327 328 BANKING AND COMMERCE. familiar with tlie business then as I was in after years as manager of a bank. The head of the firm, however, was lost on the steamship "Arctic." His partners found it impossible to raise the capital for carrying on the great contracts that had been entered on, the Crimean War being then in full progress, and the money market of England clouded over with apprehension. The construction of roads was, therefore, stopped, and a large number of officers of various grades, of whom I was one, Avere throAvn out of employment.' I was, of course, by that time well known in ^Montreal. We had kept our account, and a very large one it was, with the Bank of British North America. As the financial manager of the firm, I had become acquainted with men whose names afterwards became prominent in the banking sphere, not only of Canada but of the United States. The assistant manager was Mr. Charles F. Smithers, afterwards well known as Agent of the Bank of Montreal in New York, and subsequently as its General Manager. The chief accountant was Mr. E. H. King, who Avas even then displaying those extraordinary talents for calculation which afterwards distinguished him in the higher sphere of General Manager. Little did I dream at that time how closely I should be asso- ciated with these gentlemen in after life; and especially that it should be my lot to take part, as manager of another bank, in a determined opposition to Mr. King's policy of revolutionizing the currency system of Canada, some twelve years afterwards. When the affairs of the contracting firm were Avound up, and being out of employment, my natxiral resource was to fall back upon my own profession, and seek a position in a bank. IMy first application was to Mr. Davidson, who had by this time become General Manager of the Bank of Montreal, and had taken over with him Mr. Smithers and Mr. King. He, however, gave me no encouragement. The bank was rather restricting than extending its business in consequence of the monetary cloud caused by the Russian War. I had obtained an introduction to the President of the Commercial Bank in Kingston, a bank which then stood almost on an equality with the Bank of Montreal in the value of its stock and the business of some of its branches. Well do I remember calling at the bank to present my letter. The bank occupied a splendid building, and all its appointments were very fine. I was courteously received by the President, a distinguished-looking gentleman of the old school; but he gave me the reply, which I subsequently gave myself to dozens of ap- plicants, that they had no vacancy at present, but would place my letter on file and give it attention when circumstances called for it. Of this 3 In view of subsequent developments it is interesting: to notice what those contracts were. Several of them were for lines that ultimately formed rmt of the Canada Pacific or the Grand Trunk System, but. singular to say, the firm had en- tered into a contract to construct a wagon road, and subsequently a railroad, across the Isthmus of Tehuantepec In Mexico, starting from Vera Cruz, and had sent fiiit a party of sui-veyors to lay out the line. MY EXPERIENCES OF BANKING IN CANADA. 329 bank I shall have something to say later on; meanwhile will observe, as an illustration of the changes time brings on, that in that very room M-here I had stood as an applicant for the position of clerk, I stood twenty years afterwards as the General Manager of a bank that had succeeded to its whole business. E-MPLOVEn BY THE BaNK OF ToRONTO. Meantime I had obtained employment of another character, and the business I had in hand took me to Toronto. At that time there was only one bank that had its headquarters there. I had no introduction to any of its officials, and knew nothing of them; in fact, by this time I had given up the idea of banking altogether. My re-entrance into it was determined by one of those accidental circumstances which, apparently of the most trifling character, sometimes determine a man's whole future career. Talking one day with a friend, he incidentally referred to a new hank about to be established in the city, and asked whether it would not be well for me to seek a position in it. He knew some of its promoters, and oft'ered to give me a letter of introduction to one of them. I fell in with the proposal. The letter was given. The party to whom it was addressed, a respectable merchant in the flour trade, referred me to the gentleman who was, he said, to take charge of the bank when it was established. This gentleman was the second officer of the Bank of Montreal in the city. I waited on him. He, however, gave me little encouragement; said the affair was a mere project at present; that cer- tainly a Charter had been got, and subscription books opened in various places. But they were proceeding slowly; very little money was coming in. and he rather doubted whether the project would ever take practical shape. He said all this to me, of course, "in confidence"; for my letter of introduction put me on a confidential footing; besides which I gave him as references the names of first-rate people in Montreal whom he knew. Moreover, he said in the usual way, that he would "bear it in mind." I called again, with the same result, which confirmed me in the idea of abandoning banking altogether. A short time afterwards, however, having finished my business in Toronto, I was preparing to leave the next morning, when it suddenly occurred to me (little did I think that that accidental thought would in- fluence my whole future life) that I might as well go to the Bank of Montreal and see this gentleman again. To my surprise I found his tone Avholly changed. He told me tliat matters had considerably pro- gressed lately; that a provisional committee had been appointed, that they had leased an office for business ; that he could offer me the position of accountant, provisionally, and that I might proceed to the office and open the first books at once. The salary offered was moderate enough, as might be expected, far below what I had had in Montreal; but I ac- cepted it as a beginning. A few days afterwards I entered the office 330 BANKING AND COMMERCE. in whicli the business of the Bank of Toronto was carried on during the first eight years of its existence. And thus in very humble fashion did I commence my banking life in Canada. In the Bank of Toronto I continued twenty years, in the Merchants Bank of Canada twenty-five years more, thus making with my eleven years in the Sheffield Banking Company, a banking life of fifty-six years before I finally retired. It was on the twenty-third of March, 1856, that I opened the first book of the bank by entering up the sums received to that date from subscribers to the stock. The whole amount was only some twenty-five thousand dollars. We could do no banking business until ore hundred thousand dollars was paid in; and at the rate at which subscriptions were being paid, it seemed as if a very long time must lapse before we could commence banking. I was for several months alone in the office, con- ducting, however, a large correspondence with subscribers or inquirers, tlie former being mostly requests for instalments to be joaid up as speed- ily as possible. Once or twice I visited localities where subscribers re- sided, very much as a commercial traveller would do, for the purpose of collecting instalments. One day when I was sitting alone in the office, my good wife called for me. Looking round upon the quiet place with no feigns of business visible, she said with true wifely anxiety, "I am afraid this nill never be a bank!" And I more than once thought so myself. When a young man in England, a play by one of Dickens's associates was running its course, entitled "Time JVorks Wonders." There never was a more perfect illustration of it than the career of this bank. For as I revise these lines there lies on my table the statement of the bank for the year 1908 which reads as follows: Capital paid up $4,000,000 Rest (accumulated reserve fund) 4,500,000 Total assets 39,700,000 From this it appears that its deposits are $26,800,000 and its circu- lation of notes nearly four millions more. Who could dream that I, as accountant, was ever employed in that very bank, slowly entering moneys paid in on Capital Account, which £vmounted at that time (18o6) after months of labor, to no more than thirty thousand dollars, and almost despairing that the sum would ever reach one hundred thousand dollars. Time has certainly "worked won- ders" in this case, and illustrated the truth that "Great oaks from little acorns grow"; and also that men should never despise the days of small things.* 4 But, after all, the growth of this bank is but a type of the growth of Can- adian banking as a whole. One item of this growth can be taken as an illustra- tion of the whole. At the time of which I am writing, the deposits of all the banks unitedly. Savings Banks Included, in tlio whole country now called the Do- minion of Canada, were not more than fifteen millions of dollars. The same Item,— that Is. of deposits of banks of all kinds, together with those of loan com- MY EXPERTFAXES OF BAXKTXG TX CAXADA. 331 Subscriptions continued to come in slowly, but towards the middle of summer, strenuous measures were taken ])y the Provisional Commit- tee to work u}) the amount paid in to $100,000 so as to enable the bank to commence business before the great crop movement of the fall season began. Their efforts were successful. The required amount was ob- tained, and the bank was in a position to ojx-n for business. Previously to this, however, a very imjiortant step had been taken bv the gentleman chosen as the future cashier. To understand the bear- ing of this, however, it is necessary to go back a little. The project of the bank originated with a few men in Toronto and the neighborhood, all of whom were millers or in the grain trade, who took the step because of the utter indisposition of the Bank of Upper Canada to af!"ord facilities for moving the crops and i)urchasing grain. The branches of the Montreal banks were not well affected to this line of business either. They preferred the accounts of wholesale importers. These millers were men of sufficient standing to secure a Charter and start subscriptions. They determined, however, to keep the control of the future bank in their own hands. A well-known and prominent miller was to be President. It was, in fact, often popularly spoken of as the "Millers' Bank." But when overtures were made to the officer of the Bank of ^Montreal before mentioned, he demurred to this feature of the business, and finally stipulated for two things: first, that the President must be a man of independent means and out of business; and, second, that half the remainder of the board should be men connected with gen- eral mercantile business and not with the grain trade. The suggestions created considerable commotion amongst the original promoters, for it was evident that some of them, who were looking to be directors, must be passed by. There was, however, no alternative. A president was sought and found of the character described, and several mercantile men cf good standing agreed to accept positions on the board when it was constituted. So, then, when the required capital was paid in, a. meeting^ of shareholders was held, a board and president were elected, the cashier formally appointed, and the bank in July, 1856, opened its Joors for business. The bank being now ready for business something, must be said of the men who had to carry it on, both at the head office and the branches. The president, as has been said, was a gentleman of independent panics (which did not tlien exist), amounts now. according to published returns, to over six hundred millions! In fact, the deposits of the Bank of Toronto alone, at the present date, amount to more than those of the whole of the banks of the country put together when it commenced bu.siness. 5 At this meeting a very notable statement was made by an old resident of Toronto, the Hon. Henry John Boulton, whose recollection went back to the time of' the founding of the Bank of I'pper Canada. He said that the charter ■of that bank provided that fifty thousand pounds currency ($200,000) must be paid up before commencing business; that the amount had been subscribed, the whole of what is now Ontario warmly supporting the project; but that, when it came to THE PAYING IN OF MONEY it was impossible after the most strenuous exertions EXTENDING OVER THE WHOLE OF UPPER CANADA 332 BANKING AND COMMERCE. means. He had been a bank director before — vice-president, I think, of the Bank of Upper Canada — an exceedingly shrewd and capable man, well esteemed in the community, of a cautious temperament; in fact, one of the kind of men who are supposed to have "a bad opinion of every- . body in general." But he was a courteous gentleman after all, and ren- dered most valuable service to the bank. The cashier was from the North of Scotland, and had many friends and connections amongst the circle of Hudson Bay Company officers, many of whom became stockholders through his influence. He was a thorougidy trained banker, had gone through the grades in the Bank of Montreal, and was jierfectly familiar with the methods of that bank, both in office management, and in its dealings with customers. He was also familiar with the mode in which its branches were governed. A man of great natural ability, he would no doubt in time, had he remained in the Bank of Montreal, and lived, have risen to the highest position. As it was, it was his influence and that of the president, and the policy they introduced, that enabled the bank to survive the storm which broke over the country with such violence in the following year. Had the original promoters been in charge of the bank at that time. I am very sure it would have gone down in the general wreck that ensued all over Upper Canada. I must also say a word with regard to the men who were placed in the branches. The bank had been established on a principle which sounds rather curious in these days. It being from the first intended to establish branches, a subscription book was placed in the hands of some prom- inent man in various tow-ns of Upper Canada, with the promise that if he obtained a certain amount of stock, he should be appointed agent of the bank. At that time it was quite customary in Canada (as it is now in the country parts of Scotland) for the agent in charge of a branch bank to carr}^ on a business of his own. In several towns the requisite amount of stock had been secured; and so it came about that all the branches were at first in charge of men Avho- had no practical knowledge of banking. One was a prominent lawyer, another the sheriff' of the district. Another agent was a country gentle- man, and a fourth a prominent grain merchant. to raise more than forty thousand pounds ($160,0€0) and tliat the balance had to be borrowed from the military chest of the Government! No general Banking Act existed at that time in Canada. Each bank was constituted by a separate act of Parliament. But the general provisions of these acts were alike, and were largely modeled upon the charter of the banks of the State of New York. (These had owed their origin to the careful elaboration of that most able of all American financiers, Alexander Hamilton.) Many of the provisions of these separate acts are now incorporated in the present Banking Act; but in one point there Is a fundamental difference; that, namely, which provides for securing the circulation. At that time there was no security for circulation at all, the only regulation about it being that it should not exceed the paid-up capital, plus the gold and silver coin on hand. The last provision was no security for the notes; for the note holders had no better claim to it than the depositors. MV EXPERIENCES OF BANKING IN CANADA. 333 All these men were displaced as time vent on; and I niijiflit as well at this point tell of the exjjerienee we had with them. The lawyer was a most respectable man, and s])eedily gathered a good connection about his branch. But in less than six weeks his returns — as we call the statements sent by branches to the head office — contained so many mis- takes that the cashier sent me up one afternoon to examine his books. They were in a perfect tangle, and it took me all night, literally, to straighten them out. It was about six o'clock in the morning before the task was finished, and I had to leave at seven to return to town. The agent, of course, was changed at cnee; but as lawyer, he continued to be our confid( iitial adviser in the town, and rendered most valuable service to the bank. Our experience with the sheriff was of a somewhat similar char- acter, but on a far more extended scale. He had gathered quite a good business about the office, and his returns and statements were all in order, so far as outward appearances went. But at the end of a year it was deemed desirable to have the branch inspected. The work was undertaken by the president, who took me with him as an accountant to examine the books and cash, while he attended to the discounts and loans. The cash appeared to be all right; but the books did not balance. I spent the day in vainly endeavoring to find a place where a correct bal- ance could he struck, but could find none. It was now evident that a con- siderable amount of examination was before me, and the president re- turned home. The iipshot of the affair was that it took me six weeks of continuous labor, both in bank hours and long after, before the books could be straightened out, some of them having practically to be re- written from the beginning. Of course the agent was changed at once, and the branch placed in charge of a young man recently arrived from Scotland. He had a good bank training there, and was altogether one of the cleverest men I ever met in the banking sphere. In the branch of which the agent was a merchant it was found that large advances were being made to his own firm, a state of things that it was utterly impossible to continue. Business by that time had become very cloudv and difficult everywhere; and it was thought on the whole best to close this branch altogether. Straightening Out a Branch. The branch i^laccd under the charge of a country gentleman very speedih' did a flourishing business; and as he had had some commercial education, there was never anything wrong with his books or cash. He was a man of popular manners, of the "Ilail fellow, ■vvell-met" style, ready and willing to accommodate borrowers of all sorts and conditions, and speedily did bv far the largest business of any of our branches. He made large profits, and for a time it seemed as if we were to be con- gratulated on having secured so active and enterprising a manager. But after a vear or two, the fears of the cashier were aroused bv the 334 BANKING AND COMMERCE. extraordinary number of renewals that were passing througli the branch. Correspondence followed, and finally the agent had to resign. I was sent to succeed him, and again another task of straightening out fell to my lot, not of hoohs this time, but of business. About this I say some- thing in the next chapter. Meantime I dismiss the agent with the re- mark that, in the process of straightening out, the whole of his profits were absorbed by entries for losses. The business of the head office wider the able luanagement of the cashier rapidly developed. We had naturally a good connection amongst men in the grain, flour and cattle trades ; and in addition a few accounts of importing merchants. A share of one of the largest of these also fell to our lot; and was very profitable. So passed the first year, at the end of which we reported good ]n-ofits to the stockholders, and declared a good dividend. But at this meeting (July, 18570 another step was taken. There had been a good deal of friction in the board between the old and new ele- ments. And the latter, who had the balance of power, determined to put an end to it by dropping out one or two of the original promoters. The proposal created immense excitement, and I well remember what a stormy meeting ensued. But the president was firm. It M-as really his policy, and the uncongenial elements were replaced by others that had very largely to do with the subsequent prosperity of the bank. Revulsion of 1857. Shortly after this the revulsion of 1857'' transpired in Canada, fall- 6 The revulsion of 1857 affected the United States more severely than it did Canada, and prostrated business in Western cities particularly. The first stroke, as is well known, came from Ohio in the failure of a Trust Company. Chicago suffered as severely as Toronto, and the value of real estate was almost annihi- lated. It was while this period of depression was passing over us, that the cashier called me into his room one day and made a rather remarkable announcement, namely, that his father-in-law, Sir George Simpson, had been speaking to him of a project to transfer the headquarters of the Hudson Bay Co.'s business from Fort Gany (Winnipeg) to St. Paul, Minnesota. In connection with this, Sir George's idea was, to establish a bank; and he had suggested that if the project was carried out, he (the cashier) should take charge of it as manager. In that case, the cashier added he would like me to accompany him there as account- ant. I well remember his saying to me in this conversation, that there was a "small place, a few miles beyond St. Paul," called "The Falls of St. Anthony." that tho bank would probably, after a time, open a branch there, and that he would give me charge of it. This conversation was, of course, merely entered upon to give me an opportunity of considering whether I would like to transport my.solf and family to such a far-away region as Minnesota then was, in case the project was carried out. However, it never was, owing to the death of Sir George Simpson a short time afterwards. And I do not know that the Cashier would have broken up all his connections in Canada and gone to St. Paul even if it had: or whether I would have accompanied him myself. But I have often since thought of THE SMAI>L PLACE CALLED THE FALLS OF ST. AN- THONY, now the great city of Minneapoli.'?, and wondered what would have been my future, had my lot been cast there. With Minneapolis I became very familiar in after years when, as General Manager of the Merchants Bank, I had to supervise extensive loans on warehouse receipts we made from lime to time there. MY EXPERJENXES OF BANKING IN CANADA. .'iJ5 ing with terrible severity upon Ontario. The harvest was bad. Money became tight. There was no panic; but a steady bearing down that crushed men with the irresistible force of an iceberg upon an imprisoned ship. The fullest force of the revulsion was felt in Toronto. Our cus- tomers began to fail. To the president and cashier came the constantly repeated and wearv task of interviewing customers in difficulties. To me fell the laborious making out of long lists of protested bills, and writing of letters requesting payment, or threatening suit. We had a portion of the account of the largest Avholesale house in the country. They struggled hard; but failed at last, and nearly all their paper went to protest. It was years before this was all settled up; and this after endless interviews and correspondence; taking security and giving time to some, using short, sharp and decisive measures with others — a wearisome time indeed that dragged on for years, during which the sickening business of making more and more provision for bad and doubtful debts had to be gone through periodically. Every year seemed worse than the last; and when it was going to end, none of us could tell. Harvests were continually bad in Ontario, and so long as that continued there was little hope. In some of the streets of Toronto every other store seemed to be to let; and for myself I almost despaired of what was to become of my growing boys. Montreal was not nearly so much aifected as Toronto. The Grand Trunk Railway had brought about a great diversion of business in its favor, formerly done in Toronto. And there had never been any of the wild speculation in lands that had swept over Upper Canada like an epidemic. But Toronto was struck with a tornado. A prominent Mont- real merchant, well known to me, who did a large business with that city, declared to a friend about that time (1858) that there were not three solvent men left in the citj' — a gross exaggeration of course — but well reflecting the views of one who was a creditor of too many insolvent estates in the Western country. During all this time the bank held bravely on. The ship w\as in skilful hands, and they steered her wisely through the long period of troubled waters. Many of our customers, too, held up bravely, and there were some lines of business that were not much affected by the hard times. We managed to make our dividend every year, but that was all. All extra profits were swept remorselessly into the gulf of "Bad and Doubtful Debts," which is the dread of all bankers in such times. But the bank was never in the slightest trouble. Available resources were always sufficient. And so w^e went on, meeting every day's emer- gencies as they arose, hoping and waiting for better times. They came at length in the shape of better harvests. But before that time I had been transferred from the head office to the management of the branch formerly described as under the charge of a country gen- tleman. CHAPTER III. MY EXPERIENCES AS A BRANCH MANAGER. Origin of a Loan — A Kind-Hearted Sheriff — An Insolvent Trader — Value of Second Mortgages — A Judgment-Proof Endorser — Appointed Cashier of the Bank of Toronto. THE town to which I was sent was one of the most beautifu]l> situated in Western Canada. In this town and its neighborhood many persons lived, of the class I have spoken of elsewhere ; half- gentleman and half man-of-business. The former manager was intimate \vith this class, and most of them did business with us. There was a very "clannish" feeling amongst them. They visited a good deal together, and endorsed freely for one another. The office was full of transactions of this kind; and it seemed to me for a time as if everybody in the town was on everybody's paper. To get to the bottom of such a maze of en- tanglements seemed hopeless, but I plodded on, w^eek after week, and month after month, like a man clearing a piece of "bush" or weeding a choked-up garden. My chief anxiety was to avoid pulling up any good plants along with the weeds, for there was much good business in the office. The great difficulty was to find out who was really the responsible party on much of this paper, and who would acknowledge his obligation to pay it. In fact, it seemed to be a matter of surprise in the town that Ihe bank should ever want payment at all. They thought we ought to be satisfied with the interest, and even this was seldom paid in money. Origin of a Loan. Let the following be taken as a sample of many of the transactions of the office. A note made by a storekeeper was in the circle of dis- counts, and after renewing it once or twice, with small payments (all I could get), I asked our customer what was the origin of it, as it did not seem to be founded on business.^ "Oh, well," said he, "the origin of it was this : times have been pretty hard for some time, as you know. One day I was very hard up, and walked over to a neighbor, a storekeeper like myself; 'John,' said I, 'wouldn't you like some money.?' 'Well,' he said, 'a man can always do with money.' 'Well, then,' I said, 'you make a note and I will endorse it,' or, 'I will make a note and you en- dorse it.' He consented; and we both signed the note. I brought it to tlie bank, got it discounted, and we divided the money between us. That was tlie origin of the note, and we have been carrying it on ever since." 33G MY EXPERIENCES AS A BRANCH MANAGER. 337 Of such notes the bill case of the oflice was full. There must have been scores, if not hundreds of them; and the task of interviewing the l)&rties, corresponding with them, in many eases suing and getting judg- ment against them, was wearisome beyond description. For many of the parties to the notes defended the suits for time, and put us to heavy expense for law costs. A KiXD-HeARTEI) SllKRIFF. A singular discount account was that carried on by the sheriff (not the gentleman mentioned in the last chapter) a most respectable man, and, though a sheriff, one of the kindest-hearted men I ever knew. In the bad years succeeding 1857 he had had numerous judgments to en- force against farmers in the district. Reluctant to sell out these parties, he had, in man}^ cases, taken their notes, got them discounted at the bank, and so made his returns to the Court, holding the judgment as his own security. On taking charge of the branch, T found the sheriff's account to be as large as a wholesale merchant's who had discounted the notes of his customers. ^Vhat the sheriff' was doing with all these discounts, I could not, at first, imagine, for I had never seen anything of the kind be- fore, nor have I indeed since. However, I insisted upon a liquidation of the account. Fortunately, the times had begun to improve; farmers once more had good crops and were able to pay their indebtedness and release the judgments hanging over them. The slieriff's discounts were there- fore all closed out without loss. An Insolvent Tradeh. Far different, however, was our experience in another case. A few miles from the town a manufacturing firm was carrying on an extensive business. The members of the firm were of the class de- scribed in the last chapter. But instead of half-gentleman and half- man-of -business, they could better be described as three-parts-gentle- man and one-part man-of-bu.siness. The principal partner was of such aristocratic manners that he was often spoken of in the town as the Duke. He had, however, some little knowledge of business. The other partner was a younger man, a member of a good count}^ family in Eng- land, who had come out to Canada, as many others had in that neighbor- hood, largely to spend his time in fishing and shooting. He had no knowledge of business whatever. The firm kept their account in the branch, and had large advances. They had also some trade bills, drawn against consignments; their method of business being to ship off on consignment nearly evervthing they mamifactured, drawing against it. as much as they were allowed to do, and trust to Providence, that account sales would straighten matters out. Meantime, they had a good-natured banker to deal with, who never enquired particularly what advances were wanted for, or what they rested on. Accordingly, they made up deficiencies by continually obtain- 22 838 BANKING AND COMMERCE. iiig further advances. But account sales seldom showed any balance due; in fact, they were not seldom accompanied by a redrawing for reclamation. The effect of this style of business may be imagined. It was carried on year after year at a loss, the loss showing itself in a con- stantly increasing advance account at the branch. It must not be supposed that tlie head office did not notice what was going on. Head office did, and v;rote repeated letters of remonstrance. But the manager was one of the most plausible men that ever lived, and succeeded more than once in quieting the apprehensions of headquarters and persuading them to allow him to go on advancing. But a crisis came at last. The advances at this branch as a whole at length became serious enough to be a drain upon the resources of the bank in such times as were raging over the country'. A stop had to be put to them. I was sent down to make a thorough overhauling of the business, and the manager sent in his resignation. On examining the affairs of this firm, I became convinced they were insolvent. But they strenuously denied it. alleging that proper valua- tions would show that they could pay their debts, at any rate. The late manager thought so too. On this assumption the firm submitted an elab- orate scheme for the continuance of advances, their business to be under a sort of supervision of the bank meanwhile. I forwarded this to head office, but stated that I could not recommend it. My comment on their proposal was that I could see no end to it — Jio prospect of ever paying off advances by that process, or even of re- ducing them. There was certainly a very heavy loss before us if they stopped. But I was convinced that to let them go on would make matters worse. It was not the sort of accoimt to be "nursed." The foundation of any rational nursing process is confidence in the business ability of the men; and of this I had none. They stopped therefore. We were practically their only creditors, and made the best of their assets. But the result was a loss sufficiently large to wipe out not only all the profits we had made out of their account, but a large part of the profits made out of all the rest of the business from the opening of the branch, a never-to-be-forgotten lesson of the consequences of a good-natured and so-called enterprising style of conducting bank business. Amongst other advances at the branch I found some of considerable amount, that liad been made on account of a local railway." Tliese were 7 In connection with this railway a remarkable circumstance suhseciuently transpired. After I left the branch for Toronto, a cargro of rails for this' road wa.s landed on the steamboat wharf. But the railwoy had no money to pay for them, and there was no good-natured manager there then to advance them money. The rails, therefore, lay on the wharf year after year, with charges ac- cumulating. But when I assumed charge of the ^Merchants" Bank in Montreal. I came across these very rails again. They were held as .security by the bank under a letter of credit granted to a customer who had failed. The bank had taken pos.session. The local railway company by that time h-ad entirely collapsed, and there was no resource but to sell them through a broker to the highest bidder; of cour.se, at a considerable loss. MY EXPERIENCES AS A BRANCH MANAGER. .'539 nil ill the sliape of notes bearinj; the names of various people in the town. But as we had the same names in their own accounts, or in the accounts of other persons; sometimes as promisors, sometimes as en- dorsers, it was a matter of infinite difficulty to disentangle these railway advances from those made to customers for their own business. However, the task was accomplished at last, and a certain number of persons agreed to raise the money to liquidate the account; which for- tunately they were able to do. And this I must say, that they were all "honorable men," not in Mark Antony's sense, but in reality. Vamte of Second Mortgages. While at this branch, I had some experiences which stood me in good stead in after years. Let me relate some of them. One of these was an object lesson as to Second Mortgages. A customer was carrying on a saw-milling business. The account had worked unsatisfactorily, and we had obtained a second mortgage on his property. I was assured that there was a substantial value in it after providing for the first. The advances were carried on for a time with some expectation that our security would eventually bring us out. But the account continued un- satisfactory; moreover, I had made up my mind that our customer was not honest. To realize our security it was necessary to pay off the first mortgage. This we did, adding thus to our advances. But when we brought the property to sale, we could scarcely get a bid at any price. It was withdrawn. Put up again, the highest bid we got was less than the sum we had paid to free the property. By this time I had become sick of the whole business of winding up the man's estate, and concluded to let the saw-mill go. It turned out that we would have been better off if we bad taken no security at all. A Judgment-Pkoof Endorser. Another lesson. The man above named, I have said, was dishonest. He committed some flagrant act of fraud for which we determined to prosecute him. The case was as clear as daylight. His counsel, a very clever local lawyer, knowing he had no chance if he dwelt on the merits of the case, spent his strength in appealing to the jury to protect an un- fortunate neighbor against the rapacity and tyranny of this big moneyed corporation. When I heard all this, I felt sure how it would go. And go it did against us. The jury found the man not guilty, and we liad the pleasure of paying heavy costs. One of this man's endorsers was a wealthy farmer in an adjoining county. He was represented to be abundantly good for the amount he endorsed; so I renewed the paper several times, giving attention to get- ting the weaker notes in the account paid. At length, however, I determined to bring this endorser "to book." Getting no answer to my letters, I one day went over to his farm, a considerable distance off; 340 BANKING AND COMMERCE. found him, a man well on in years, sitting comfortably in the living room of the farm-house, which was a very good one. The farm was one of the sort that abounds in that part of Ontario, clean, clear, well fenced, well culti\ated, worth a good deal of money. He received me very coolly, and in answer to m}' query wlien lie was going to take u}) the note, answered that he was not going to take it up at all. On my referring to this fine farm of his, — he said it was not his at all. He had made it over to his sons some time ago, together with all there was upon it, in consideration of a maintenance for life. This was a revelation, indeed. And on our solicitor making enquiry at the Registry office of the county, he found it was true. ^Moreover, on my asking whether such a conveyance could not be set aside, considering bis endorsement; he gave the opinion that it could not, the consideration being sufficient. Our security, therefore, turned out to be worth nothing. This case made a deep impression on me in relation to the value to be attached to endorsements in plain figures. By the time that two years had elapsed, I had got the business into a fairly satisfactory shape. T had been sent to get payment of a num- ber of the discount accounts and had done it; making myself during the process very impopular with a large section of the community. I had tried to be reasonably courteous during the Avhole of this proceeding, considering the work to be done, but at times my patience was rather tried. On one occasion a money-lender whom we dealt with, on my re- fusing to renew some paper for him, told me that we might collect it at our leisure! "Very good," said I; "my leisure is twenty-four hours. If you do not pay by this time to-morrow, you will have to look out." He did pay up. for he knew very well he could not afford to be sued. Appointed Cashier of the Bank of Toronio. After clearing out the rubbish, there was a considerable residuum of satisfactory business at the branch; and I settled down to make the best of it, quite expecting to spend the rest of my days there. For of pro- motion at that time there appeared little chance. The cashier was a younger man than myself, with apparently a long life before him. The manager of the Montreal Branch, (for we had by this time opened in Montreal, and his position was a superior one to mine) was also a younger man. To be transferred to any other branch than Montreal would be no promotion at all. The way, therefore, seemed blocked. However, we were reasonably comfortable at liomc; and I remember once making a calculation, that in the quiet way in whicli we were living I could save enough in tnenty years, at any rate, to "keep the wolf from the door" for the remainder of my life. But how little can we see the jirogress of events ! ^^'ithin three months of my making this calculation a circumstance transpired which influenced my whole future. Our much esteemed President died sud- denly; resjjccted by all who had ever known him. It was then con- MY EXPERIENCES AS A BRANCH MANAGER. 3U eluded to advance the cashier to the office of president; and one day, (it was the day before Christmas, 18()-!-,) I learned to my astonishment that I was appointed cashier. The new president desired me to come up to Toronto and confer with him about business. I went up. He in- formed me that he wished me to assume the position at once. I there- fore handed over the business of the branch to my successor, who came down for the purpose. And on leaving, in spite of the apparent unpopu- larity I had incurred, a handsome presentation of ])late was made to me by the customers, which is on my sideboard at this day. Thus ended my experience as a Branch Manager, in the course of which I learned lessons that were invaluable to me afterwards; mostly lessons of what not to do; which I could not have learned in any way except by fulfilling the task of steering the little vessel amongst such iocks and quicksands as I met with in this part of my banking career. CHAPTER IF. EXPERIENCES IN HEAD OFFICE MANAGEMENT IN TORONTO. Assumption of New Duties — Civil War in the United States — Premium on Gold — Troubles of the Bank of Upper Canada — Stoppage of the Commercial Bank — Organization of New Banks — An Unfortunate Speculation — Retirement from Banking. M y a2)poiiitment to the office of Cashier of the Bank of Toronto, opened out apparently a far wider sphere of action than ever I siip2)osed would fall to my lot. For I was now removed from a branch in a small town^ with its small circle of interests and activities, to the Head Office of a Bank in a large and important city, which had by this time begun to recover from the depression spoken of in a former chapter. Crops were abundant once more ; that was the root of the whole business, as it largely is to-da3^ Storekeepers could buy freely from wholesale houses; and these, in their turn, could do business with a rea- f^onable prospect of getting their accounts paid. And the bank itself by this time had passed safely through a process of purgation somewhat similar, though less severe, than that described in the last chapter. Its business, on the whole, was in a satisfactory position, and it Avas making steady progress. P'or myself, it was an immense satisfaction to get back to a sphere in which the higher descriptions of banking were carried on, namely, the accounts of wholesale importers, large dealers in grain, lumber and timber, together with those of millers, distillers, and ex- porters generally. The Branch in Montreal was doing a large and flourishing business, and as all the branches M'ere supervised and governed from Toronto, I had the opportunity of becoming practically acquainted with a much wider sphere of operations than I had known before. It was some years, however, before I had the responsibility of active management and control. The president, though he had acquired a higher title, was still' performing the same duties, the consequence being that my real position was rather that of assistant than of actual cashier.'' The change was not agreeable at first, for I had had real manage- ment and control when manager of the branch. However, all came round in time; as the proverb says, "all things come to those that wait." 8 The Canadian cashier of those days was the GENERAL MANAGER of these: the only difference probably being that when the chief executive officer was called cashier, the president was expected to give more attention to the business of the liank than he commonly does now. ?,42 HEAD OFFICE MANAGEMENT IN TORONTO. 3^3 Effects of the War ix the Uxited States — Pkemium ox Gold. My narrative must now go back a little. \^ilile branch manager I had once been unexpectedly summoned to take the cashier's duties whilst he went over to Scotland for a holiday. A few months before this, the war between the North and South had broken out, and Gold had shown signs of going to a premium. This was a serious matter for us; as we, like other Canadian bankers, could not avoid keeping considerable balances of money in New York, which, of course, formed part of our reserve cash. The premium on gold, there- fore, whatever it was, would mean a loss of that amount, in case we needed the money. The cashier, however, on going away was not much disturbed about this. Like most other persons in Canada and the North, lie supposed that the war would soon be over, and American currency revert to its natural position. Gold might go to four or five per cent, premium ; but that, he thought, would be the limit of it. And it could not last long. Amongst the directions he gave me for management in his absence, one was that I must not disturb myself about this premium on gold, but let the balance in New York go on accumulating, even if the premium rose to ten per cent.'-' It was under these circumstances I took charge. 9 In view of the direction given me by the cashier not to be disturbed even if gold rose to 110, it is interesting to note what really was its course. In my banking diary, I kept a note of it, inasmuch as all the transactions of our lumber customers, and of a large part of our grain customers, involved the turning of American currency into gold. The price, therefore, was a matter of daily interest; and so were the events that influenced It. A gold exchange was opened in New York; operations in it soon became heavy, and not only op- erations but speculations, as we had good reason afterwards to know, for one of our officers became entangled in them. Every operation of the war was watched with the keenest interest in Wall Street and speculated upon. When the North suffered a reverse, gold went up; if things were going against the South, gold went down; and so on, and so on, all through till the end. An attempt was made by Congress in 1S64 to stop this speculation, and an act was passed making it ILLEGAL, to deal in gold. This was on the 22d of June. The only effect of this was to send gold up with a bound. Within ten days it advanced FIFTY PER CENT. Here are a few of the figures showing the price of gold after we decided U realize half our currency balance. This was in July, 1S62, and gold was then at 116. In October it was 137, in March 172. After this there were heavy fluctua- tions until the battle of Gettysburg, and the taking of Vicksburg by General Grant on the same day, the fourth of July, 1863. This sent the price down to 126. But it rose again, until in October it was 158, at about which figure it con- tinued with fluctuations, until the April following. It was then 170. In May, 1864, it rose to 193. in June to 200. Then, the act making it illegal to deal in gold at all was passed. Within ten days afterwards, it was 280, and on the 11th of July it touched the highest point during the war, namely 283. After that there were heavy fluctuations. In September it was down to 190, in November up to 257. But all this time General Grant was making his way through those ter- rible battles of the Wilderness, in spite of the stubborn resistance of General Lee, until it became apparent that he w^ould soon be able to plant his forces to the south of Richmond. So in the month of January, 1865, gold dropped to 198, and in March to 14S. Richmond was taken on the 3d of April— when the price was 146. General Lee surrendered on the 8th, but this event had evidently been 344 BANKING AND COMMERCE. The premium crept up quietly and steadily week by week. On the 31st of May gold was quoted at 104. On the 5jOth of June it was 109V2- By the 31st of July it was 11 6. The president Avas with me all this time, and we conferred a good deal about the matter. He, however, was of the same opinion as the cashier; and thought we need not trouble our- selves much about it. I was, however, seriously troubled myself, for as time went on, it became necessary, as a matter of finance, that we should avail ourselves somewliat of our balance in New York. But, to do this, we must turn currency into gold, at a heavy loss. The price of gold moreover was rising every week, and I could see no reason why it should not go on rising indefinitely as long as the war lasted. I therefore obtained jiermission from the Board to go down to New York and investigate the matter on the spot. The problem was. wliether there was any natural limit to this rise in gold, and consequent deprecia- tion of our American funds. If the war went on, was not gold likely to continue to rise, and our balance in New York to be worth less and less? I concluded to consult two persons on the subject. One was naturally the able and experienced cashier of the bank where we kept our account, Mr. H. F. Vail, of the Bank of Commerce; the other was Mr. Charles F. Smithers, who had then left the Bank of IVIontreal and was in busi- ness for himself as a private banker. I well remember Mr. Vail's answer. He said, "You want to know my idea as to the course of gold; and whether the premium is likely to increase, and what it may increase to if the war goes on? I might answer, 'Go and consult our janitor; he can give you as good an opinion as I can.' But the fact is, speaking seriously, I am as much in the dark as you are. As for us New York bankers, you know we are going to stand by the Government; we have subscribed amongst us fifty millions to help to carry on the Avar; and vcrv sure I am that Ave Avill stand bv the Government till the end. All discounted, for gold only fell to 145. A week after this, President Lincoln -was assassinated, which sent gold up to 158. This was the highest point, with a mo- mentary exception, that' gold touched after the war was over. But many long years were to elapse before it touched par, and a quotation or two of its subse- quent course may be interesting. In 1866 it rose again to 155. In 1868 it ranged from 135 to 140. In September, 1869, the terrible "Black Friday" occurred, when, in one day. the transactions in gold amounted to FOUR HUNDRED MILLIONS: THE PRICE OPENING AT 150. RISING AT NOON TO 165, when the Government telegraphed to .<=ell FOITR MILLIONS, and the price dropped to 1.35 in five minutes. After this, year after year, the price seldom varied more than seven per cent., dropping to 108^^ in December, 1871, and rising to 115*4 in September, 1872. And thus it went on, rising and falling, month by month, and year by year, until the end; heavy speculations going on all the time as the course of political or national events were adverse or otherwise. Thus even as late as 1875 the price went up to 117'^. This, however, was the last spasm in the long and exciting course of a depreci- ated currency. In the Spring of 1877, gold had fallen to 106. and thence it stead- ily bore down until specie payments were once more resumed. Thus ended one of the most extraordinary episodes in modern finance, dur- ing the whole of which Canada remained firm on a gold basis. How these fluc- tuations affected the bank into whose service I subsequently entered is told in the next chapter. HEAD OFFICE MANAGEMENT IN TORONTO. 3^15 that is perfectly clear; but what the course of gold will be, no mortal men can tell." While I was speaking with Mr. Vail, General Anderson, who had so well defended Fort Sumter, came in, and Mr. Vail introduced me to him. I appreciated this, for I had sympathized with the North from the beginning. I next went over to Mr. Smithers. I could talk freely with him, as he was a Canadian, and could look at the matter from our point of view. My principal question to him was not so much what he thought gold might rise to, but whether there was any limit to the rise at all? We both knew very well, there was such a limit in the case of sterling exchange ; that is, when dealt with on a gold basis. Was there any such limit in the case of gold? He said he could see no such limit. I returned to Toronto, communicated what I had Iieard in New York, and strongly recommended that we should convert a considerable part of our balance into gold, for fear of worse happening. It would cost us a good deal of money, but there was no sign of the war abating, but every prospect of its going on for some time; and if the war went on, it was certain that gold would continue to rise. I think one or two members of the board considered me rather presumptuous in giving them advice on the subject, for I was only a branch manager, of second rank, in temporary charge there. The president, I think, agreed with me, and after a thorough discussion it was determined to convert one-half of our currency balance into gold, and leave the rest to the course of events. It cost us a large amount of money, but at any rate, we had got a consider- able sum safe "out of the fire" and available, if we wanted it. We placed the gold to the credit of our Gold Account; for gold accounts had then become common between Canadian banks and New York, and our deal- ings thereafter with the Bank of Commerce were in this gold account. The currency balance remaining, we held on to, until the resumption of specie payments brought matters round many long years afterward. But to resume: My position at head office being a subordinate one, I continued dis- charging this kind of duty for several years. The Bank of Toronto was prospering, and no events worth recording transpired until the long sickness and death of the cashier placed upon me a much larger share of actual management than before. His deatli indeed was a serious loss. He occupied by his marriage a very high social position; he was a thoroughly trained banker, energetic in character, rather sanguine in temperament; more ready to undertake risks than I ever was, but with a most remarkable faculty of making the best of doubtful and difficult accounts. I remember saying to the presi- dent afterwards, that I could not pretend to such ability as the late cashier had of getting out of trouble; all I could lay claim to, possibly, was the faculty of not getting into it. When he had passed away, I felt like a son who had lost a father; for though he was younger than I in years, I always looked upon him as far beyond me in banking ability. 346 BANKING AND COMMERCE. To succeed him as president, the board elected the senior partner of one of the -wealthiest firms in the country, a gentleman of years and large business experience, with a remarkably solid j udgment of men and things. The presidency has continued in his family with advantage ever since. He had long been a director of the Bank of Upper Canada, and used to tell curious stories of the way things were managed there.^" (T one day said to the president, from what I knew otherwise, as well as what he told me, that a safe rule for us to follow in guiding the Bank of Toronto would be to find out what the Bank of Upper Canada would do, and then to do exactly the opposite.) The vice-president was the business partner of the president, and like him, though much younger in years, was a man of singular ability, information and experience, thor- oughly in touch with the business affairs of the time, especially with all tlie branches of the grain and milling trades. These two gentlemen kept close touch with the affairs of the bank, and along with another director, a veri' wealthy capitalist, who used to drop in nearly every day, one of the shrewdest men I ever knew, formed what might be called an "inner circle" of the board. With these gentlemen about me day by day. I spent the remaining twelve years of my life as Cashier of the Bank of Toronto, in actual management. Troubles of the Bank of Upper Canada. During these years several very notable events happened, by far the most important of which was the long-continued contest to preserve bank circulation. This matter, however, passed through so many phases that I have thought it needful to devote the whole of the next chapter to it. Of other important events, the first was the failure of the Bank of Upper Canada. Of this bank I have already spoken. It had at one. time, a very high reputation, and its credit was quite equal to that of the Bank of Montreal. For many years the account of the Government was kept with it. During several prosperous years preceding the Crimean War, it had made very large profits. But banking was little understood in Upper Canada at that time, and it made the egregious mistake of dividing nearly the whole of its surplus amongst its stockholders. And for years there had been accumulating in its books masses of loans, which rested on nothing but real estate, much of it of wretchedly poor qualitv. This gave rise to a perpetual series of renewals. Its internal discipline was bad, and its government of branches notoriously weak. A 10 One of these Is worth recording:. The board of directors of that institu- tion was largely composed of professional men who knew nothing practically about business. One of the number had been an admiral in the British navy. A mat- ter of weight and Importance coming before the board on one occasion, this good gentleman, after It had been discussed for a time, bun-st out as follows: "WKI.T.. GENTLEMEN. I KNOW HOW TO SAIL A SHIP. BUT I'LL BE TTANGED IF I KNOW ANYTHING ABOUT SUCH MATTERS AS THESE!" HEAD OFFICE MANAGEMENT IX TORONTO. 31? short time after I assumed charge in 'I'oroiito, on its sending an inspector to a certain branch, tlie manager set him at defiance, refusing to receive him, and locked the door of the safe against liim. After tlie revulsion of ISJT the Government account was removed. This seriously aft"ected the prestige of the bank, and injured its credit. It was known to be heavily in debt to its agents in London; and they, at length insisted on a change of management. But the bank was too far gone to be restored to soundness by any change whatever ; so after a few years of struggle, it closed its doors. The bankers of the country were not suri)rised at this: in fact, they had been preparing for it for months back. But it created a good deal of excitement amongst the people of Toronto, and the farm- ers over a wide district of Upper Canada. Nearly everybody that had notes at nil had some of this bank in their possession. There was no fcecuritv for bank notes at that time, and a wave of distrust passed over the community respecting the notes of all the banks in Upper Canada. Of these the Bank of Toronto had become one of the most prominent, and quite a heavy run by holders of small notes took place. Our counter was thronged all day long, for several days, by people presenting notes for redemption; mostly small notes. We met this in the usual way by piling up gold on the counter, and detailing a special teller to attend to the applicants. Many of these, when they saw the piles of gold, went away satisfied: others presented their notes, and got quickly paid. The disturbance abated in a day or two; no deposits were with- drawn, and the whole amount of gold we paid out, was far less than many of our customers could have drawn out by a single check. The whole affair, indeed, with all its bustle and apparent excitement, was a mere "tempest in a teapot." The affairs of the defunct bank ]>roved to be in very bad shape. The v/hole capital was lost, and in addition a good deal of loss was suffered by depositors and noteholders. A certain jiortion of the last fell upon the banks, and became the ground work of an agitation for the securing of the currency, the consequences of which survive to this day.^^ Stoppaof of the Commehciai. Baxk. The next affair to which I will revert was the stoppage of the Com- mercial Bank of Canada. This institution was in far better shape than the foregoing; for on Ix^ng wound up it pnu\ its noteholders and de- ll Let me relieve the reader's attention to these monetary details by an- other story of the humors of the time, which was told me by our g-ood president (i. e., of the Bank of Toronto), speaking from personal knowledge. The cashier of the Bank of Upper Canada, before the change of manage- ment, had been in office from its very foundation, and was well known all over the country. He lived in great style, in a magnificent house, and drove to busi- ness in a carriage and pair. But he was heavily in debt to the bank. He was very crusty to outsiders; but "Hail fellow, well-met" to his familiars. One of these, a well-known doctor in the city, said to him one day when his equipage was at the bank door, "T0:M.— WHY DON'T YOU SELL. YOUR CARRIAGE AND HORSES, AND P.\Y YOUR DEBTS? " 318 BANKING AND COMMERCE. positors in full, and returned one-third of the caiiital to its stockholders. But it had unfortuiiately got itself entangled in heavy advances to the Detroit and Milwaukee Railway Company, and after a verdict had been given against it, at the end of a protracted and costly litigation, its credit was so impaired that a drain of deposits set in, which at length compelled it to close its doors. This event created immense excitement; far exceeding that of the former occasion. It developed, indeed, into a complete panic. For one or two days our counter in Toronto was be- sieged as before, but by a more excitable crowd, and what was far more sertous, a considerable drain of deposits set in. Any one of these would take more out of the bank in a minute than the whole excited crowd of noteholders would in an hour. While the panic prevailed, there was great danger of one or two other banks closing their doors. We were in a strong position ourselves, and determined to make common cause with these weaker banks, as we knew they were sound. We therefore kept supplying them with gold, as these exciting days passed on; ordering up large supplies by special messenger from Montreal, night after night. A large part of the gold we paid away went into the Bank of Montreal, as did also, most of the money withdrawn from the other banks. The Finance Minister in Ottawa was appealed to, but he refused to intervene; after which a telegram arrived from some friends of the banking interest in Montreal, advising the Toronto banks to suspend specie payments. A consultation of bank directors was held in the midst of the excitement, to consider this projjosal. I was not present at the consultation, l>eing only a comparatively young banker, but when informed by the president of what was going on, I protested and remonstrated in the strongest man- ner against such a step; and declared that rather than do that, we ought to pay out the last dollar of gold we had. The next day was Sunday, which aiforded a breathing time; and on Monday morning, to our great relief, we learned that the Premier, Sir John Maedonald, overriding the advice of his Finance ISIinister, had determined to intervene, and ])ut a stop to the panic. He gave orders that every Custom House and Post Office in Ontario should be telegraphed to, directing them to take the notes of all the banks whose doors were open. On this becoming known, the panic ceased at once; and, politics apart, I have always considered that the country owed a deep debt of gratitude to Sir John for his conduct on that occasion. This excitement over, matters bt^gan to jnirsuo their usual eoiirse. The country was prosperous; and business on the whole, sound. The banks to whom we Jiad loaned the gold, soon repaid it, and our business went on as quietly as ever. As to the Conntureial Bank, after some excited meetings of stockholders, projiosnls were made by two of the Montreal banks ft)r the purchase of its whole assets. A sort of rivalry arose be- tween the Bank of Montreal and the Merchants' Bank on this occasion. One bid after anotlier was made, and finally the offer of the Merchants' Bank was accepted. This offer was to assume all the liabilities of the HEAD OFFICE ^MANAGEMENT IN TORONTO. SM) Commevcial Bank, and to pay the stockholders 33 1-3 per cent, of their shares in the stock of the Merchants' Bank. It would liave been far bet- ter for tlie stockholders of tlie Connnereial Bank to have taken the offer of the Bank of ?^Iontreal ; and I believe it would have been better for the Merchants' Bank to have had nothinp; to do with it. For subsequent in- side experience led me to the conclusion that the Merchants' Bank lost a j?ood deal of money by it. But the purchase enabled that bank, which then had no branches at all, to establish itself with a business ready-made to ts hand, in numbers of town.s and cities in Ontario; and laid the founda- tion of tliat widely extended business with which I had to deal in sub- sequent years.. The liquidation of the old assets of the Commercial Bank caused a prodigious amount of labor to fall upon the officers of the Mer- chants' Bank: and along with a considerable accession of good business It also acquired a large amount that turned out doubtful and bad, partly it may be said, by reason of the "hard times" that subsequently followed. Organization of Nkw Banks. During the period of my service in Toronto, and while gold was at a premium, the General ^Manager of the Bank of Montreal, for reasons of haute finance, determined on a policy of contraction of discounts among all its Ontario offices. The bank transferred the money to New York, and made large profits out of it. The pressure was severely felt for a time, but it resulted in the offering to the Bank of Toronto of a large amount of new business. Most of the accounts offered were ac- cepted; and we thereby took our share in relieving the pressure upon the commercial community. This policy had, however, very important con- sequences, such as could scarcely have been foreseen. The Barik of Montreal, in its Toronto office, was under the local direction of a very prominent member of the mercantile community. AVhen a policy of contraction was determined upon and continued, he con- ceived the idea of obtaining a Charter for a new hank. He had no difficulty in carrying out the idea, as he was influential in Parlia- ment, as well as in banking. The charter was obtained, the stock sub- scribed, an influential board of directors formed, and thus was launched into being The Canadian Bank of Commerce. This bank in the course (»f a few years became the largest bank in Ontario in respect to both capital and business. It also absorbed after a time one of the older banks in Ontario, the Gore Bank in Hamilton. During the last few years it has still further enlarged its operations by taking over the Bank of British Columbia with its branches on the Pacific coast from Victoria to San Francisco, and also one of the banks of the Maritime Provinces with its headquarters in Haliuix, and branches extending all over Nova Scotia. It had not been long established when it opened an office in London, England, and also in New York. The Eondon office ceased to do business for some vears, but as the Bank of Britisli Columbia had its 350 BAXKIXG AND COMMERCE. headquarters in London, tJic Bank of Commerce assumed its business there, a)id has ever since been represented in the Metropolis. After some time it was rumored that the vice-president of the Bank of Commerce was also about to apply to Parliament for a charter, and establish another bank. He was also a man of wealth and position, and easily obtained a charter, and subscriptions of a sufficient amount. A body of influential men gathered around him, and thus was launched the Dominion Bank, well known to be one of the most successful and pros- perous of Canadian banking institutions. Another director of the Bank of Commerce followed upon the same path but in a somewhat different manner. There had long* existed in St. Catherines, a prosperous town in the Niagara District of Ontario, a bank called the Niagara District Bank. It had been on the whole well man- aged. Its directors were influential men. It had branches in the western peninsula of Ontario. Some conferences and consultations took place between its directors and certain men of wealth in Toronto, which re- sulted in the establishment of the Imperial Bank, with its headquarters in that city. This bank absorbed the business and branches of the Niagara District Bank; and the St. Catherines office, after being the head office of the former bank, became a branch of the Imperial Bank. This bank also has had a career of uninterrupted prosperity, and after pay- ing continuously good dividends has accumulated, like the last, a rest nearly equal to its capital. There thus sprang out of this policy of con- traction on the part of the Bank of Montreal three of the most pros- perous and flourishing of the banks of Canada. A similar career of success, however, did not attend another institu- tion established about the same time. The Federal Bank, after a check- ered career, finally ceased to exist, but wound up its afl'airs without loss. Most of its business was taken over by a new organization called the Trader's Bank which has been doing a quiet business for many years. Another of the banks which obtained charters at the time when charters were so readily granted by Parliament, was originally named the St. Lawrence Bank. It was not, however, well managed in the first instance, and was nearly coming to a stop. It was then taken up by an able officer of another bank; a man who had been well trained in banking; and under another name, that of the Standard, it has had a prosperous career ever since. I was cashier of the Bank of Toronto, while all those changes were going on, quietly pursuing my own business and maintaining friendly relations with the managers and directors of these institutions. Unfortunate Speculations of a Manager. During the time that the war before referred to was going on, we had a very unpleasant experience with one of our managers, who had unfortu- HEAD OFFICE MANAGEMENT IN TORONTO. 351 nately become connected with a number of Southern gentlemen, and liad imbibed their views as to the course of gold. They were fully ])crsuaded that gold would rise to a far higher figure than it had ever attained. He was induced to join in a little speculation; and as is often the case, this was the beginning of a troublous course which finally ended in his ruin. Speculations went on increasing. A broker was concerned in them also. Large advances came to be made, but they were so carried on as to be concealed for a time. At length, however, the great events which brought the war to a close took place. Gold rapidly fell. It soon became evident that the game was nji. The concealment could be carried on no longer. It fell to my lot to handle this unpleasant business, and I proceeded to Montreal for the purpose. Investigation speedilv revealed the state of matters. This was followed by the manager's resignation and with- drawal from the service. I remained in Montreal some time to attend to the winding up of the affair, taking actual charge of the branch, until a new manager was appointed, becoming thereby very familiar with the business of Montreal and acquiring m t xpcrience in exchange operations such as was not to be had in Toronto. Retiremext iROM Baxkixg. After the agitation to preserve the circulation of the bank (sec next chapter), T felt a great reaction setting in. And a conviction grew upon me that I ought in the course of a few ^-ears to devote the rest of my life to other than monetary pursuits. I had been active for years in the work of the Church to which I belonged, and also in the work of the Young Men's Christian Association, and looked forward to n time when the burden of the bank could be laid down and my whole time given to such work as this. It was many years before the opportunity came, but it did come, or seemed to come, some years afterwards. In the year 1874^ a period of depression set in over the financial world, and the full force of it was felt in Canada. The lumber and timber interests were affected most severely; and the depression in this line continued year after year, as is common in a trade where business moves in cycles. Still the busi- ness of the bank went on with a fair amount of prosperity. The average of losses increased, but with the vigilance and co-operation of a good staff of managers, v.e were able to prevent anything really serious de- veloping. The times, however, were depressing, and the pressure on my own mind was constantly increasing. At length about the middle of 1876 I conceived that I might honorably lay the burden down by the end of the year. In fact, I began to feel that I was getting on in years, and ought to relinquish the charge of the bank to a younger man. At that time, so far as personal feeling goes, it seemed to me that I was older than I was when T retired from the Merchants' Bank twenty-five years afterwards. The board allowed me to retire when they saw that my mind was S.'JS BANKING AND COMMERCE. made up. though I believe they thought I would have done wisely to stick to my own business. But they presented me with a service of plate, on which some words were engraved, which I have always esteemed tenfold more than the silver itself, valuable though it was. After speaking of the services I had rendered to the bank, during my tenure of office, they went on to say that the presentation was made: "To give them also the opporlunity of referring to the prominent and active part he has taken in the legislation respecting Banking, and to record their opinion that to him the Banks one several of their most vahiahle privileges.'' The last words are perhaps too flattering, inasmuch as others took a very influential part in the work; but tliere was undoubtedly, at one time, a crisis, as is related in the next chapter, when the action I took probably saved the whole position. CHAPTER V. NEGOTIATIONS WITH THE GOVERNMENT RESPECTING CIRCULATION. ClRCr.MSTAXCES OF THE CoUXXRV OPPOSITION TO GOVERNMENT PaPER Money — Proposal to Secure Bank Notes by Government Bonds — Specific Objections — New Law Respecting Circulation — Great Safety of the Bank Notes. THIS experience is related in rather full detail, as it concerns the development of that Canadian system of circulation M'hich is admitted to be one of the best in tlie world. It also traces the origin of the present Canadian Banking Act. Bj' far the most important events that transpired during the period referred to in the last chapter were negotiations with the Government respecting the circulation of the banks. It has already been stated that a certain loss had fallen upon all the holders of Bank of L'pper Canada notes, at the time of its failure. The loss to any individual or firm was of no great importance, but it was sufficient to create a desire for a better secured currency. The Finance Minister of the day, Mr. Gait, afterwards Sir Alexander Gait and High Commissioner of Canada to England, had long held, as a matter of theory, that all circulating notes of any country should be issued by the Government. This theory was held by a certain school of political economists, of whom he was one, and the failure of the Upper Canada Bank seemed to afford a favorable opportunity for putting the theory into practice. He matured, therefore, an elaborate scheme for the sub- stitution of Government notes for the circulating notes of the banks of Canada. This was before the Confederation of the Provinces. The Canada of that time consisted simply of the Provinces of Ontario and Quebec, but then called Upper and Lower Canada. Mr. Gait's scheme was approved by his colleagues, but before bringing in a bill to give it effect, he consulted various members of the banking interest uith regard to it. Circumstances of the Country. To enable the reader to understand the bearing of such a measure on the finances of the Government, the circumstances of the country will need to be considered. Canada, at that time (about 186;)) was still feel- ing the effect of the terrible revulsion of 1857. I had always tliought that it would take from eight to ten rears for the country to recover 354- BANKING AND COMMERCE. from it. During this period the finances of the Government were in a really deplorable condition. The Finance Minister had to report deficits year after year ad nauseam. The accoiuit of the Government with its London agents was heavily overdrawn; and there can still be read in blue books of the time letters from the Glyns and Barings, which are calcu- lated to make patriotic ears tingle with shame. Our Government was addressed by its London agents in exactly the same terms which a bank employs to an impecunious trader when demanding payment of overdue paper. Of course, they refused all further advances; they reported also that it was practically impossible to place any more bonds of Canada upon the market. Though they were six per cent, bonds, to attempt to float more would send them to a heavy discount, a contingency which no Finance ^linister would dare to face. Under these circumstances it was not surprising that the account of the Government with its Canadian bankers was overdrawn too. The recurring deficits of the finances were the occasion of increased taxation, but it was impossible to load the country more heavily in this way in its then condition. Continued deficits v»-ere therefore largely reflected in the steadily increasing debt to the Bank of jNIontreal. By the time the Finance Minister's scheme was matured, this bank stood in the same position to the Government of Canada that the Bank of England stood to the Government of England. Its whole capital, or thereabouts, was lent to the Government; not a bad position to be in, certain^, in one respect; and the authorities of the bank by which, practically, must be understood Mr. King, the General Manager, knew well how to make the most of it to their own advantage. But the Government still needed more money; and matters had reached a point when it was not convenient for the bank to increase its advances. Such were the conditions prevailing at the time when the scheme was submitted by which bank circulation would be abolished, and replaced by the notes of the Government. Opposition to Govkrnmext Papeu Money. The Bank of Montreal gave in its adhesion at once, as might be expected. The adoption of the scheme M'ould not necessitate any ma- terial change in the course of its business, and the very able financier M'ho was at its head, saw, in its working, large opportunities of increasing the profits of the bank. But it was far otherwise with the rest of the banks, and particularly with those carrying on the business of Upper Canada. I gave careful study to tlie scheme as it Mould aff"ect the Bank of Toronto, and became convinced that to adopt it would compel us to make such a curtailment of our discounts, as would cause serious disturbance and embarrassment to the whole circle of our customers. And not only this ; it would seriously cripple our power of assisting in that movement of the crops which M'as then, even more than now, the foundation of so much of the business of Canada. The Bank of Toronto NEGOTIATIONS RESPECTING CIRCULATION. 3r,r> had tlicn, I think, a larger share of the grain and lumber business of Ontario, than any other bank; and I was filled with alarm at the con- sequences of such an Act to us, if adopted by Parliament. Having be- come thus convinced, I obtained permission from the board to go down to Ottawa to confer w^ith the Finance Minister on the subject. Mr, Gait received me very courteously, for he well knew the position of the bank I represented. I carefully abstained from any discussion of the merits of a Government currency, per sc; well knowing that in a matter of that kind, I should be no match for a man of ^Ir. Gait's capacity. He was, perhaps, the most brilliant of our many able Finance Ministers; and almost the equal of Gladstone in the ability with which he discussed hnancial questions in the House. I, therefore, confined myself purely to. a statement of the eflect of this measure upon ourselves, and upon all the banks who Avere doing the business of the agricultural and lumbering interests of the country. I pointed out that the measure would also necessitate a heavv curtailment of discounts to the mercantile community of Upper Canada; that such curtailment would inevitably bring about embarrassments and failures; that the country was only just recovering from the sliock of the revulsion of 1S57 and could not bear any further disturbance. I further said that quite apart from the immediate effect of the measure, it would cripple for all time the power of the banks to provide the means of moving the crops in the fall, and carrying lumbering operations through the winter. This was the general strain of my side of the conversations which ensued. I found, however, that he was full of the idea of obtaining more money for carrying on the business of the Government; and un- doubtedly the measure he proposed would have effected that end, at least. So I spent much time in the library of the House of Commons endeavoring to think out some plan for relieving the Government with- out damaging the banks. I was a young manager at that time, and found it a very difficult task; in fact, it was beyond me. But one thing I did understand, viz., the bearing of his scheme upon the business of the country. That it would inflict incalculable damage, I was certain. It was easy to reply that the Bank of Montreal was read}'- to fall in with the scheme; but the position of the Bank of Montreal was as difl'erent from our own as that of tlie Bank of England from the position of an ordinary London bank. The final point to which I directed our conversation was a strong appeal io make the measure optional and not compulsory. I have no doubt that other Western bankers brought influence to bear on Mr. Gait (tliough I never met any of them in Ottawa), for when the bill was brought before Parliament we found to our great sat- isfaction, that this provision was expressly included. The only bank that fell in with the measure was tlie Bank of JNIontreal. Very favorable terms were offered, and its circulation was relinquished. For several years, it issued Government notes exclusively. S5(i BANKING AND COMMERCE. The bill provided for considerable reserves of gold to be kept against these notes, and Commissioners were appointed, of vhom I was one, to make periodical examinations of the gold on hand. The reserve in Toronto was in the vaults of the Bank of Montreal; and, odd as it seemed, another bank manager and myself visited the bank monthly, entered the safe, overhauled and counted the gold exactly as one of their own inspectors would have done. The Western banks did not like these Government notes, though they were legal tender. But Mr. King was determined that these banks should carry a portion of the issue, and took characteristic measures to bring it r.bout. The Bank of Toronto was strong enough to stand out for a time. But, later on, J recommended that we should fall in, as we could do it without detriment. And this we did. Some time after the passing of the act it was rumored that the Com- mercial Bank of Canada was about to fall in with its provisions and re- linquish its circulation. I could not believe it. It would have been a suicidal step for them to take. And as it was never taken, the rumor was probably unfounded. The Attempt to Ixtrodlce the National Bank SvsTEist of the United States Into Canada. Matters remained in this position for several years. Meantime Mr. Gait had resigned and been succeeded by Mr. Rose of Montreal. Under his auspices another attempt and of a far more determined character, ivas made by the Government to change the basis of the circulation. At that time the system of the United States was in universal favor, and so far as the providing of a safe currency for the whole country was con- cerned, it undoubtedly deserved it. But specie payments were still suspended, and many inconveniences and drawbacks which have since developed themselves were entirely unknown. It cannot be wondered at therefore, that an idea began to prevail with the members of the Govern- ment, that the system miglit be introduced with advantage into Canada. It was based, as has been said, upon the holding of Government securi- ties by every bank for the full amount of its circulation. Now the Gov- ernment of Capada had already experienced great difficulty in the trou- blous times just referred to, of floating more of its bonds in England. It would therefore, be of great advantage if the whole bank circulation were required to be based on Government securities; for in that case, every existing bank would be compelled to make large purchases of debentures; and every new bank organized in the country would fall under the same rule. Immense sums of money (immense for those days, though they would not be called such now) would thus flow into the coffers of the Government, and relieve the Finance Minister from embar- r.issment. The idea was extremely attractive; but like some other theories, it omitted to take into account the most dominant factor of the NEGOTIATIONS RESPECTING CTRCUI.ATION. 357 position, viz., how to obtain the money to purdiasc such an enormous amount of Government debentures as would be required. For it would be absurd to supjiosc that the Government Mould furnish them on eri dit. The bearing of this, however, was not well understood at first. The bill to effect this object was prepared with great skill, and was brought forward by the Finance Minister as a Government measure. This rendered it all the more dangerous; for the Government, with Sir John Maedonald at its head, had a large majority both in the House of Commons and in the Senate. It was incumbent upon me, as cashier of the Bank of Toronto, to carefully study the measure,, which I did, and the conclusion I came to was this, that whilst it would not affect our jjrofits to anything like the degree which Mr. Gait's measure would have done, it would have pre- cisely the same effect in compelling us to reduce our discounts to such an extent as to cause very serious embarrassment to our customers. Under its provisions, we would be compelled to buy Government securi- ties (and that at an enhanced price, because of the new demand), not simply for the whole amount of our capital, but for the whole amount of our circulation at its highest point; and also in addition, for the amount of the notes, with which we would carry on our daily business. This was an alarming prospect indeed, as I pointed out to the directors; for we would have to get the money from our customers. They fully agreed that to compel our customers to pay up such an amount would cause great distress and bring about numerous failures. In fact, it would produce exactly the condition of which I had spoken to Mr. Gait. If it was suggested that our customers could get accommodation at other banks, the reply obviously was, that other banks would be in the same position as ourselves, with one exception. I therefore, recommended the members of the board to do their utmost to oppose the measure as in- dividuals, and to bring every influence in their power to bear upon the Government to induce them to abandon it. I did this, being well aware that some of them were influential supporters of the Government. It was a case, I said, for putting mere party considerations aside, and look- ing at matters from a purely commercial and financial standpoint. It soon api^eared that other banks were coming to the same con- clusion, not only in Ontario, but in Quebec and the Maritime Provinces. Correspondence and conversations only deepened tlie impression of the disastrous consequences that the measure would entail, if forced upon us. All the banks in Western Canada were a unit in this opinion, as well as all the banks in the Maritime Provinces. Nearly all the banks with their headquarters in the province of Quebec, had this opinion also. And as Parliament was then sitting it was determined to hold a conference of the banks that held these views, in Ottawa. I attended this conference, practically at the risk of my life. I was lying in bed, slowly recovering from an attack of malarial fever, when the dav for the conference was approaching. An influential friend, a 358 BANKING AND COMMERCE. Senator and a strong supporter of the Go\ernment, who, however, shared our views on this question, offered to provide a special car on the Grand Trunk to take me down to Ottawa. I then determined to go, coiite qui coute. My wife accompanied me as a nurse. On arriving at Ottawa, I dragged myself up to the Committee room of the House of Commons, wliere the meeting was to be held, and found a number of influential gentlemen assembled, many of them Senators or Members of Parlia- ment; all of them bank directors. There were also a few managers present. The chair was taken by the Hon. Mr. Eerrier of Montreal, a local director of the Bank of British North America. But the meeting was very much at "sixes and ievens." In was soon evident that very few of the gentlemen had given much attention to the question; there was also a division amongst them as to how far some of them would go in opposing what was distinctly a Government measure. It Avas hard for a politician then, just as it is now, to separate from his party; and the sentiment was strongly ex- pressed by some, both then and subsequently, that though it might be a bad measure, they could not see their way to oppose it in Parliament. Some of the gentlemen, however, were Senators, and therefore, much more independent than the Members of the lower House. Tlie upshot of the meeting was, that it was desirable to form an association; the object being to preserve the free circulation of the banks. Of this association I was requested to act as secretary. The organization was very informal ; no president was appointed, no funds subscribed, and no rules adopted. The only thing that was thoroughly determined on was to bring about, if j^ossible, a witlidrawal of the measure; for, of its defeat, if it came to a real Parliamentary contest, we had but little hope. But the strongest supporters of the Government were willing to use their private influence for withdrawal. Not a word of this was conm^.unieated to the press, and not a line of our proceedings as an association ever appeared in the news of the day. But some of us did endeavor, on our own responsibility, to influence pub- lic opinion through the press, as will be seen. The banks of Nova Scotia had deputed Mr. Peter Jack, cashier of the People's Bank, to represent them in this matter. He \vas a well-educated banker, and liad studied the question tlioroughly. And being a man of much intellectual force, he carried great weight in tlie conferences we had on the subject. But iiis especial forle was in interviewing iMembers of Parliament, a faculty that I could lay little prttention to. I could, and did, write in the press, and address meetings and conferences. But when it came to interviewing ])rivate individuals, my tongue usu.illy failed me. The President of the Bank of New Brunswick, afterwards raised to tlie Senate as the Hon, .My. Lewin, a man of great influence in the city of St. John, N. B., M-as also active in our cause, and rendered most valuable service. We all liad our duties as managers or directors to attend to, and the business of tlie banks was then just as engrossing as it is now. It was NFX;OTIATIONS RKSPKCTIXG CIRCULATION. 359 only snatches of time, so to speak, that practical hankers could give to the agitation of this question. Very little was said about it at our board meetings, and even when absent in Ottawa, as I frequently was, I took care to keep firm hold of the business of the bank by corres})ondence. Fortunately for us, the Government also had other things to attend to, as well as this currency measure. To Sir John Macdonald, it was practically a side-issue in the great current of political events. There was no political principle in- volved in it. as he knew very well. And when one and another of his supporters took a vas that which pro- vides for bank notes to be a First Charge on all the assets of a bank, and as subsidiary to that, the foundation of a Redemption Fund, the far- reaching effect of which has been opened up elsewhere. Both these were proposed by the bankers themselves; the first in response to a renewed proposal to revive the act compelling a covering by Government secur- ities. That, however, av3s not a serious effort, and the Minister readily gave way to our proposed substitute of a first charge. I have thus described in detail the various steps of the process by which Canada came to possess a general Banking Act, which has proved itself satisfactory in the highest degree in its practical working, and under which a system of bank circulation has been established which combines in an eminent degree the qualities of safety, elasticity and adaptability to the varying requirements of commerce, and by the opera- tion of which the financial affairs of the country have been preserved on a more stable equilibrium than in any other part of this continent, and perhaps of the world. CHAPTER VI. MY EXPERIENCE AS GENERAL MANAGER IN MONTREAL, INCLUDING REFERENCES TO BUSINESS IN NEW YORK, CHICAGO, MILWAUKEE, AND TO THE BARING CRISIS. Enlarged Responsibilities — Shaueiiolders' Annual Meeting — Bank Failures in Montreal — Oun Business in New York — Journey TO THE South — Silver Agitation — Visits to Commercial Cen- ters in England — The Baring Crisis — Chicago and Minneap- olis — Visit to Manitoba — The Manitoba Boom — The Bankers' Association — Renewal of Bank Charters and the Securing of Circulation by a First Lien on Assets — Final Retirement from Banking. AFTER I left tlie Bank of Toronto, I still continncd to keep in L touch with banking and financial movcnionts. It was agreed that I should do so for about twelve months after my retirement, and give the bank the benefit of any information at my command. Moreover, I still continued to write for the press on financial subjects. This was in January, 1877. The times had now been bad for nrarly three years. They continued to be bad. Business was difficult, and failures increasingly numerous. It was known in banking circles that one of the leading banks of the country, the Merchants' Bank of Canada, was meeting with severe losses; and in such times as were then passing over us, it was with no surprise that the public learned that an uneasy feeling was developing amongst the stockholders and creditors of the bank. In these circum- stances a movement was made by a number of stockholders looking to the retirement of the president and general manager, which finally resulted in the resignation of both. A new president and vice-president were at once elected. But the office of general manager was vacant. P^nlarged Responsibilities. It was about the middle of February, only six weeks after I had, as I thought, bade farewell to banking for life, that it was intimated to me, by a banking friend, that the directors of the Merchants' Bank were thinking of offering the position of general manager to me. I smiled, and said the rumor was absurd. I had given up banking and was "out of 36S BANKING AND COMMERCE. the running." However, he persisted tliat lie liad the information from a reliable source. This proved correct; for in the course of a day or two, during which I had been able to think over the matter, a gentleman from Montreal waited upon me to ask whether it would be possible for me to take charge of the Merchants' Bank, in the present emergency, I asked him at once whether he represented the directors. He assured me that he did. He added that he was authorized to say that in the event of my giving consent, everything in the way of support and assistance from the board would be rendered me; that the late president was still retained as director; that he could give me all necessary information about the affairs of the bank. (This was the late Sir Hugh Allan, whom I knew well. Of his high position I need not speak.) The late general manager, he added, was still in charge, and would render every assist- ance. The responsibility of taking charge of a bank, under the circum- stances, was a serious one, for two reasons. It had been attempted once l>efore in the case of the Bank of Upper Canada, but the attempt had entirely failed; yet the gentleman who undertook the task was of much greater experience and much higher banking position than I could pre- tend to; besides this, the times were very difficult; there had been three years of depression, and it was feared there would be more, a fore- cast which jjroved onl}- too true, for the succeeding years were worse than those that had gone before. Insolvencies were increasing year by year, and a settled gloom was prevailing in the commercial community, so that, instead of the usual query on 'Change, and at the clubs, "How is business.''" the question was, "Who is going to fail next.''" In the im- porting trade, bad debts were swallowing up all the profits and more. There was no profit in manufacturing, but very much the reverse. The great lumber and timber interest was in one of the deepest sloughs of de- pression into which it has ever been plunged. Such was the condition of things when I was asked to assume charge of the ^Merchants' Bank. I knew something of this, from my experience in Toronto, but I did not knew all. If I had, it is doubtful whether I would !iave had the courage to undertake the heavy task of rescuing the bank from its difficulties and jjlacing it on a sound footing. There was, however, one great dift'erence between the case of the Bank of Upper Can- ada and this, viz. : in the composition of the board. The board of the former bank I have characterized already. That of the Merchants' Bank was a complete contrast to it in every respect, consisting as it did of some of the wealthiest and most experienced business men of the com- munity. Yet, able and important as they Avere, they were willing to give me a perfectly free hand in the work of reorganization, and to co-operate in any suggestions I made for improvement. The two leading banks had ottered to render assistance, and very politic it was in them so to do; for if the Merchants' Bank, with its multifarious Inisiness and branches sjiread all over Canada, and its AS GENERAL MANACIF.R IN MONTH [•AL. 360 agencies in New York and London, had stopjicd payment, it is certain that a condition of panic would have superseded, such as to shake the credit of the country to its foundations. Their willingness to aid saved Canada from this disaster. They agreed at once to advance the sum I named as necessary; and a very large sum it was. But the security was unquestionable. The board and the managers co-operated heartily in the work of reconstruction ; but the task jiroved far more difficult than I could have anticipated. Not only were there masses of Canadian accounts to deal with, of the same kind that 1 had had to deal witli before, but on a more extended scale; there were in addition immense operations being carried on in New York and London, of a different kind alto- gether. The former I cut short at once, se\ere as the loss was, and it was well I did; for had the operations been let alone, the loss would have doubled, ^^'ith regard to the latter, I accepted a favorable projiosal made by the General Manager of the Bank of ^Montreal, whom I had consulted on the subject. There was going on at this time, indeed, what seemed like a certain amount of cargo being thrown overboard to save the ship. But save the ship we did, and steered her at last out of the stormy waters in a sound condition, atid well found in every respect, by the blessing of God. And so she has continued ever since; and I don't think what was thrown overboard was of any permanent value; indeed,. I told the stockholders afterwards, that during this terrible period, though we had to wade through and settle up masses of insolvencies, we had not lost a single valuable account. But with me, it was night and da}^ work for more than three years; and my banking hours, during this period, might be said to have been from nine in the morning till eleven at night. Annual ^Meeting. The time came at length for holding the annual meeting, and a very important occasion it was. It was not without apprehension that we bad looked forward to il. for it had begun to be rumored in the city that an attempt would be made to hold some of the directors personally re- sponsible for the losses. The meeting therefore needed to be very care- fully handled. As the report of the directors was read, and it was stated that a reduction of capital of more than two millions would be necessary, a condition of suppressed excitement arose in the meeting. I was aware that explanations would be asked from myself, and had considered carefully what remarks to make. The directors, I was con- vinced, were not so much to blame as was generally supjiosed. I there- fore began by reminding the stockholders that tlie directors were very heavy holders of the stock; that none were so interested in the welfare of the bank as they were; that they would be the heaviest suflerers by the reduction; that the times had been very difficult for several years; 24 370 BANKING AND COMMERCE. that all banks had surt'cred losses; that if the directors had made mis- takes, they had acknowledged them, and agreed readily to my sugges- tions for improvement; that the wise and practical course for them as men of business was to make the best of the situation, just as men had to do at times in conducting their own business. I told them that the bank had a large amount of good business left, and six millions of cap- ital, after reduction; that upon this new foundation a good future might be developed; and that if the reduction of the capital were carried out, there could be little doubt that steady dividends could be paid in future. What the dividends would be would depend upon the general course of affairs in the country, but that the bank had considerable earning capacity tliere could be no doubt. My object, as will be seen, was to jDour oil on the troubled waters, and to turn the thoughts of malcontents into another channel from what they had been dwelling upon. The vice-president made some very pertinent remarks, much to the same purpose. It was no object of mine to cast blame on officials; but this I had to do to some extent, but cautiously and guardedly. When I sat down one or two of the stockholders asked questions, evidently prepared before- hand, as to the responsibility of the directors, and what was to be done in view of it. I had, however, no difficulty in answering them so as to prevent that kind of remark being carried further. The late president, with his usual sagacity, sat perfectly silent during the meeting, though most of the criticism was directed against him. A few other questions were asked, one of the most important being by Mr. Donald Smith of the Hudson Baj'^ Company, now Lord Strathcona. This I was able to answer to his satisfaction. The meeting finally ended in the adoption of a reconnnendation to ask Parliamentary sanction to a reduction of twenty- five per cent, on the capital. And the directors were unanimously re- elected. So ended this very important meeting. The annual meeting settled things somewhat, and I soon afterwards had the satisfaction of repaying to the banks all we had borrowed from them, still, however, keeping good reserves. We were also realizing divi- dends from insolvent estates, and the proceeds of properties we were bringing to sale from month to month. And as one knotty' point after another was settled, and one wave of difficulty after another was sur- mounted, I became more and more hopeful of the ultimate issue. But unexpected developments occasionally tried my patience almost beyond endurance. We still, however, had one more ordeal to jjass through, namely, to get a bill through Parlia)nent authorizing tlie reduction of stock. Application to Parliament. The first year l>ad passed away. We were making a fair profit out of our good business, but could distribute nothing until the capital was AS GENERAL >E\NA(iEH IN MONTH KAI.. 371 adjusted oil n now ba^is. But tlio times were iricnasiu^ly difficult. l)r- pression became deeper and deejier, and by tbc time that Parliament opened, and we had to make our a))plication, it became evident that the reduction would need to be larger than the stockholders had voted for. I was certain of this, owing to the number of new failures that had trans- pired and tlie uusitisfaetory result of many insolvent estates. It was therefore witli a luavy heart I proceeded once more to Ottawa and traversed the familiar halls and corridors of former years. The able and experienced Solicitor of the Bank, the Hon. John Abbott, accompanied me; perhaps it might be put that I accomj)anied him; for of course, as our Advocate, he would have the task of present- ing the case to the Banking and Commerce Committee of Parliament. He was a member of I'arliamcnt himself, and some years after became Prime Minister. The Finance MiniNter of that time had somewhat of a rei)utation for impressing upon deputations that he knew their att'airs better than they did themselves. In some cases this might be true. This disposition of mind on his part, however, was of very great service in our interviews with him. I Mas convinced, and had so informed the board and Mr. Abbott, that unless we got the capital reduced by thirty-three per cent., instead of twenty-five, it would be difficult to carry on business satis- factorily. The difference would be some $700,000; and we needed it all, if we were to start on our new career with any sort of a reserve fund. But it was difficult to express this to the Parliamentary Committee, for our mandate from the stockholders was to ask for a reduction of only twenty-five. But to my surprise and great satisfaction the Finance Minister himself began to suggest doubts whether a reduction of twenty- five per cent, would be sufficient. This was exactly the line we wanted him to take, though we did not give him to understand it in so many words. He had formerly been a director of the Commercial Bank, whose business we had purchased, and knew very well what the purchase of that business had involved. And he was well aware of the depression of business that prevailed in the country. The discussion was joined in by another member of the Cabinet, a very influential Montreal gentleman, M'ho said that he had also about made up his mind that a greater reduc- tion than twenty-five per cent, would be necessary. In fact, he thought it would be better to make the red\iction thirty-three i)er cent. This was an immense relief. I doubt much whether we could have secured such a reduction if we had pressed for it ourselves, but when the Finance Min- ister announced this as a decision, it was accepted with a satisfaction I did not care to show. On this basis then a bill was brought into Parlia- ment. There was no opposition. The bill passed without difficulty, and received the Royal assent. Wlien this bill was passed I ft It that, at last, we had got down to a solid basis. The credit of the bank was restored, we had a good circle of \aluable customers and numerous paying branches. Our officers were 372 BANKING AND COMMERCE. coming to understand their duties under tlie new regime, our machinery for dealing witli irsolvent estates was well organized, and although it was more than three ye.TS before we were fairly "out of the woods," I felt more and more confident that we could hold our own against any storm that might rise, give satisfaction to our customers, pa}' respectable dividends to our stockholders, and gradually accumulate a rest, which vve hoped in time miglit amount to fifty })er cent, of the capital. Bank Failurfs ix ISIontreal. About the end of this long jieriod of depression signs of weakness began to be exhibited by several small banks. These banks had no branches, their business being entirely local. Their methods of manage- ment had never inspired confidence. The manager of one of them was of rather a boastful temperament, and amongst his friends was accustomed to say that the banks of the city generally were old-fashioned in their ways, and their modes of doing business not suitable to the times. We rather smiled at all this, knowing well that banking M'as a business founded on settled principles, demonstrated by long experience to be un- susceptible of change from changing times. We quite expected that some day or other this bank would get into difficulties, and apply for assist- ance. And so it happened. The Merchants' Bank took part in con- nection with some of the older banks in rendering them assistance, taking such security as the bank was able to offer us. This, however, only put off the evil day, and at length the bank stopped payment, and was wound up. All these banks had corducted their business in a sanguine and reck- less manner, in defiance of the precautions which experience has rendered necessary to safety. Their failure, however, only intensified the gloom which invaded financial and business circles, a gloom which had continued (1879) for nearly seven years; and whispers began to be about respect- ing the position of other banks. Slight symptoms of a run were mani- fested in some quarters. I had fully anticipated this, and strengthened our cash reserves, so that if a drain did set in we could meet it without difficulty. However, notliing of the kind took place, nor was there any serious demand made upon the otlier banks. Yet, I did feel the con- linuous wearing anxiety of the unprecedented number of commercial failures that were transpiring (more than four times as many as they were a year or two afterwards), and longed for the time when the clouds would break. ^- 12 How deep the depres.sion of this period was may be gathered from tlie fact that Bank of Montreal stock had fillon from 2i'; in 1S72 to 125 in 1S79. Bank of Commerce from 122 in 1877 to 95 in 1S79. Bank of Toronto from 176 in 1877 to 106 in 1879. The Canadian Pacific Railroad, now in such a magnificent financial position, was then in such straits that after borrowing all it could from its bankers it was obliged to pay for supplies by promissory notes, which notes were hawked about the street, at a heivy discount. I never lost faith in this enterprise, and discounted all its paper thai was offered. AS GENERAL .MANACiKK IX MONTREAL. 373 Our BrsiNEss ix Nkw Youk. During tlie period of reorganization, and lut'orr we liad got the act of Parliament to reduce the capital, it was useless to attempt to do much business in New York. We !iad no spare money to lend on stocks, and our commercial credits were not looked on with favor. Neither could we draw further on our London office, which was about to be closed. We therefore retired into a sort of obscurity for a time, and made an arrangement with a private banking firm to occupy a part of their spacious office, and to do a Sterling business, under their wing. We did not expect to do more than pay expenses under this arrangement, but it enabled us to keep our hold upon New York. It would keep our officers in touch with the market, and in iiractice. We therefore gave up our own office in Wall Street (saving a heavy bill of expense thereby), and entered on. the new arrangement on a very economical scale. This continued for a year. We did a quiet, safe business, having the advantage of the excellent judgment of one of the partners of the firm in the critical business of buying bills. We made no bad debts, and lost nothing, somewhat of a contrast to our former Wall Street experience. But on the other hand we viade nothing. Our relations with the firm were always satisfactory; but at the end of a year our managers thought we might make the experiment of opening an office of our own. Our credit had gradually become re-established, and we were beginning to have once more some disposable funds. I therefore recommended opening. The board coincided. We rented a very unpretentious office in Exchange Place, at a very moderate rent, and commenced business on the new foundation. And as we had an un- impaired capital of six millions, with the nucleus of a rest in addition, we considered that we had a fair chance of success. W'c soon found that we could sell our sterling bills at fair rates, drawn as they were on a Scotch bank of undoubted strength. We pro- ceeded very cautiously in the matter of issuing commercial credits, how- ever, for the business has risks ])eculiar to itself. Before long we were able to spare funds for loaning on stocks. Thus between the sterling business and the interest on our stock loans, we did a fairly profitable business in the first year. At the time of the boom in Winnipeg, as will be seen later on, we had enormous deposits at that branch. It would have been madness to employ them in discounting, and not ]irudent at that time to place them out in stock loans in Canada. We therefore transferred almost the whole amount to New York, and placed it out on call loans there. Our New York business now assumed respectable proportions. The brokers included us in their daily round of calls, and we took our place once more amongst the Canadian banking institutions which have played such a prominent part in Wall Street for the last generation. In the second year we made very considerable profits. But a cloud was still hanging over the commercial position. Stocks were heavily dejjressed. 374 BANKING AND COMMERCE. Much business in the United States was carried on without jjrofit. But Wall Street was free from spasms, our customers were amongst the best of the city brokers, and every one that knows New York knows what a highly respectable class of men, as a rule, they are. (I stay my hand jiere, for a moment, to say that of the hundreds of millions of money we loaned to brokers in New York during the twenty-five years of my ad- ministration, we never lost a dollar. We did lose, however, once, by dealing with principals.) As time went on, our managers came to have a more intimate acquaint- ance with the range of stock and bond securities, and as one of them had been brought up in New York, we came to feel more confidence at headquarters in their judgment. We still, however, had to test by ex- perience, what the effect of a shai-p break in stocks might be. It came at length, and to ray great satisfaction we passed through it safely. Some premonitory symptoms had appeared, and caused us uneasiness in ISIont- jeal. On t)ic day when the heavy all-round break took place, we had advices as the day Ment on; and at the close, I took the night train for New York, to scan the position for myself. To my great satisfaction, on entering our office early next morning, I found our managers per- fectly comfortable and satisfied. The brokers had responded bravely to our calls for margin. We never called for pai/ment in a single instance, nor were we ever near the point of considering whether a stock should be sold out. Matters quieted down in a day or two, and this experience gave us great confidence in lending money on stocks in New York. And this has been our experience on every occasion of a similar kind since then. Our customers amongst the brokers have never failed us. We have passed through several crises, when the whole market went down an average of twenty-five per cent.; some stocks, of course, falling far more. Yet, at the close of the day, our loans were as well margined as before. But on occasions, we have been approached by principals, with pro- posals for time loans, and by one of these, Ave made a considerable loss. The loan was desired by a man in good commercial standing, on a stock quoted above par. The margin offered was ample, larger than usual, as the loan was to be on time. But this lending on time to a principal proved a great mistake. The party proved to be the promoter of the en- terprise, and the largest owner of the stock. It had formidable competitors, and the stock, while in our hands, began to fall. We called for more margin, a)id for a time he responded. The price still fell, and our call was repeated. But this time he failed to rc&])ond. The stock went down until it reached so low a figure that the promoter was ruined, the enterprise absorbed by its opponents, while we made a considerable loss. This sharj) lesson taught us the im- portance of confining our business to brokers, who always have a prin- cipal beliind them, and who exercise their own judgment on a stock be- fore presenting it to us. AS GENERAL MANAGER IN MONTRKAE. 375 With commercial credits our exptvience lias not been fortunate. We have never done a large business in this line, hut the average of loss has been high. The worst was the case of a credit grant«d to a cou])Ie of young Englishmen of the half -gentleman class that I have referred to in a former chapter. Their business was in exporting grain, ^^'hat they did in this line was perfectly satisfactory. Bnt on one occasion they took a fancy to dabble in the importation of steel rails, which they thought were likely to advance heavily. A small clique of fellows of the same class as themselves were in this venture. We gave them a credit to import a thousand tons, a great mistake as it proved, for they were not in the business; and the price instead of advancing, fell heavily. By this and similar operations the firm was ruined. Some circumstances transpired in our case which created a suspicion of fraud, and we prosecuted one of the parties, but got no satisfaction. We did, however, get judgment against each of them individually. The younger of the firm went home to his father, a country gentleman in the West of England. We sent the judgment to London for execution, but the young fellow was always kept out of the way. Tlie next time I went to England I tliought well to go down to see the father and endeavor to effect a compromise. But he flatly refused to see me, and soon afterwards he sent his son out to In- dia.. Many years afterwards we heard that he had returned, and that he was about to be married. This, we saw, was our chance. We threatened to put our judgment into execution. An ol^fer of compromise was made at once, ^^'e refused to take it. The offer thereupon was doubled, and after consultation with our agents in P^ngland, we concluded to settle on these terms. And thus ended this disagreeable business. Only on one or two occasions during a long course of heavy business in New York have we suffered by actual fraud. We have bought millions of pounds of sterling bills, every year, and made loans on stocks aggre- gating as has been said, lumdreds of millions, but have never had a forged bill of exchange on our hands, nor a fraudulent certificate of stock. But we were vietiini/id on one occasion by the prcsiiitalion of forged bills of lading under cii'cumstances more remarkable than anything in mj'^-long banking experience, or perhaps in the experience of New York itself. It was a sad case, and one would willingly draw the veil of silence over it. But as these reminiscences are written as lessons of in- struction, I cannot pass it by. Moreover, the transactions were all made public through the courts. We had much business, both in Chicago and New York, with an ex- porting firm of the highest standing, whose very name carried an assur- ance of resisectability and honor. Eor many years nothing could be more satisfactory. On one occasion, however, they departed from the usual course and instead of offering bills of exchange with documents Ihey presented the documents themselves, and desired a temporary loan 376 BANKING AND COMMERCE. upon them — the bills to be brought in subsequently. The transaction seemed reasonable, although a little out of course, and the loan was made, which was of considerable amount. One cr two days passed. The bills were not brought in. The Produce Exchange was next startled to hear that the firm liad failed. But infinitely N\orse than this was the discovery that the documents were forgeries. It was incredible. Such a firm might fail, but Forgery was unthinkable. It was, however, only too true. Apprehension and trial followed. A plea of insanity was put in, but nothing resulted. The estate barely paid the expense of the liquidation, and the bank lost the whole amount of the loan. It was a heavy blow. But we could hardly blame the managers under such circumstances, and we bore the reverse with the philosophy which all banks have to exercise at times, when some unforeseen trouble be- falls them. JoURXEY TO THE SoUTH. Our o-eneral sterling business was, on the whole, most satisfactory, and in connection with the most important branch of it, the purchase of cotton bills from the South, we had not a single casualty, large as the annual turn-over was. It is a good rule for a banker to have personal acquaintance with those he deals with, and in furtherance of this idea, I proposed to one of our New York managers that we should take a journey down South to- gether, and make tlie acquaintance of the firms whose bills we had bought in the aggregate for so many millions. We therefore made the journey, visiting Charleston, Savannah, Pensacola (to see a timber firm there whose business was in charge of a young man who had been one of our clerks). New Orleans and Memphis. At each place we called upon mer- chants and bankers, discussing with them the prospects of trade and movements of business and finance. It was one of the most interesting journeys of my life. The bankers were thoroughly modern in ideas and methods, and the merchants were men of more than average intelligence, so!ne of them sent out from Liverpool to represent great cotton houses of that cit}', and being in the habit of paying periodical visits to Eng- land, France, and other cotton-consuming countries. And it surprised me to learn what a large portion of the crop was sent to Continental coun- tries. Silver Agitation. During the great Presidential Campaign of that time, under Bryan as a candidate, -vve were in constant anxiety as the phases of the contest unfolded themselves. All our loans, whether on call or on time, were made payable in gold, but we were very certain that if the Bryan policy prevailed; gold would go to a premium. There would be a natural limit to this; depending on the ratio that was fixed. But the premium would certainly be enougli to make it extremely difficult for brokers to fulfil their contracts. It would therefore inevitably bring serious elements of AS GEXERAI. MANAGER IN MONTREAL. 377 difficulty and danger into a business wliieh liad ahvays been eminently satisfactory. Foreseeing this we gradually eurtaib'd our loans, and by the time of the election had reduced them to a very triHing amount. But the good sense of the American people once more jirevaibd. 'I'hc crisis was safely passed. Business resumed its ordinary course and we soon put out money to as large an extent as usual. But there was a time during this agitation when gold did become difficult to obtain, and we once actually paid a premium for a considerable amount we desired to tvansfer to Montreal.''" Visits to Commercial Centres in Engt.vxd — The Baring Crisis. In connection with our sterling business, both in New York and Montreal^ I paid periodical visits to England, and spent much time in the great centres acquiring information. This I could easily do, through our banking correspondents in Eondon, Liverpool, Glasgow and Bristol, from whom I received much of what may be called inside information, that could never have been obtained otherwise. This we used for the guidance of our sterling operations in New York and Montreal. As a specimen of the kind of information given to me, I will mention several instances, withholding names of course. They occurred many years ago. In one of the above-named centres, a commercial firm had for years maintained the highest standing, and was marked with the highest marks in Reference Books. Bills upon this house it was generally considered safe to take to any amount. But while in that city I was confidentially in- formed that tho senior partner, to whom nearly all the capital belonged, had retired from the firm about a year before. This was not generally known. The name was retained; so was the rating in reference books, and the business was going on as usual. But the strength of the firm was so diminished that it was practically a different concern. I therefore ad- vised New York office to have all bills upon that firm in future accom- panied by documents. In the same city, with regard to another firm, and in a different branch of business, I learned other particulars which I deemed important enough to cable out at once. I always carried a special cipher with mc in these visits abroad. The cable cost about five dollars, but it was wortli t< m tliousand; for the firm failed shortly after- wards. The Baring Crisis. All the world knows now of what was impending some years ago ovet the great house of Bnri)ir the supervision of a former officer of a Canadian bank, whom we could implicitly trust. While in Duluth on one occasion in connection with our loans thci-c I made a thorough examination of the system under which warehouse receipts for grain were granted and cancelled. A per- fect system of registration was kept up, and irregularities rendered almost impossible. I have often wished that some system of the same kind was in force in ^lontreal. All these loans were made on what are known as Terminal receipts. Receipts of warehouses in the interior have ])r()ved troublesome, and I have never encouraged them. Visit to ]\rAXiTOB.\. In the summer of the year 1878 I determined to pay a visit to Mani- toba for the purpose of examining the business of our branch in Winni- peg. There was no route to the Northwest at that time except via Chicago and St. Paul. The first was comparatively familiar; but beyond Chicago I had never travelled. I stayed over a day in St. Paul, as we had some banking connections there. It was at that time a somewhat sleepy-looking old place, and much unlike its active neighbor :Minneapolis. St. Paul, however, was said to be much the more wealthy of the two. Resuming my journey to Winnipeg, by a night train, I well remem- ber opening my eyt s in the morning and seeing what appeared to be a vast extent of ocean. I could not conceive at first what it was, for I knew we were a long way from Lake Superior; but at last it dawned upon me that this was the beginning of the great prairies of the North- west. And so it was. I had seen the cultivated prairies west of Chicago, but never had my eyes beheld such a vast ex])ansc of unoccupied ocean- like green wilderness. We sped on our way through wliat was then an almost wholly unsettled country, and late in the afternoon we reached Winnipeg. Winnipeg had then about six thousand inhabitants, and the business of the branch was of about the same extent as that of an Ontario town of the same size. No one who knows the splendid capital of the Canadian Northwest now, with its handsome streets, magnificent imblic buildings, banks (there are eleven of them), great warehouses, and beautiful boule- vards of villa residences, can conceive what Winnipeg was at that time. It was, in fact, little better than a straggling village. Its streets were entirely unpaved. At the southern extremity stood the historic Eort 380 BANKING AND COMMERCE. Garry, the lieadqiiartcrs ot the Hudson Bay Company, and once the scene of the stirring events of the Kiel rebellion. The Merchants' Bank was the first established in the Northwest, and its supplies of money were sent by long journeys over the vast stretches of prairies to the infant city. We did nearly all its banking business for some years, and indeed of" the whole Northwest. But it was a small affair at the best. Save and except the forts of the Hudson Bay Company— little centres of civilization amidst surrounding solitudes— there practically was nothing in the interior. Now traversed by railways in all directions, it was then utterly untrodden, except along the trails of the enterprising voyageurs of the great Company. ' While 1 was in Winnipeg, sitting in the manager's room, a travel- stained messenger came in, bearing a package of letters. He had come from a far-distant settlement in which a few -traders had gathered with whom the bank did business. The manager asked him how long he had been on the road. He replied, sixteen days. Noticing that the packet vas damp, the manager ask the messenger what was the reason. He re- plied that he could not always keep the packet out of the water when he was fording the rivers. The place is now a prosperous town within sixteen hours of Winnipeg. We had some customers in a village about sixty miles away, called Portage LaPrairie, at the extremity of settlement and civilization, and being desirous to see the interior for myself, the manager made arrange- ments for a journey there. The first fifteen miles was through scattered settlements along the Assiniboine River. We then struck out, across the uninhabited prairie, and in about an hour were fairly "out of sight of land" so to speak. Not a single thing was in sight but the great ocean- like expanse, all around us, and as we drove along, hour after hour, I could not help thinking what would happen if we lost the trail, and we found ourselves alone in a trackless wilderness. A small speck appeared after a time upon the horizon. The speck enlarged until it became a farm-house, standing alone, in the great expanse. We passed through the farm-yard, and then struck out once more into the open prairies, arriving, after passing a few farms, at Portage LaPrairie in the after- noon. In the sixty miles, which we then traversed, there are now f.ve stations of the Canadian Pacific Railway, and the last ten miles of our journey now form part of one of the finest wheat-growing regions of the continent. Portage LaPrairie. now such a prosperous and thriving town, with three or four banks, and great mills and elevators, was then a dirty little village,'^ the only "hotel"' being a miserable little tavern, something like the Eagle Hoti'l in the story of "David Ilarum." 14 Yet it is curious how in sucli places, in the extreme frontiers of civiliza- tion, are often to be found Englishmen, or Scotchmen, of high refinement and good family connections. Our principal customer there was a grain merchant. I found him a perfect gentleman, a nephew of the Bishop of Norwich. In his warehouse was a stalwart young fellow busy amongst the grain. He was of the Oiirn.y family, the great bankers of Norfolk and other parts of England. I AS GENERAL AfANAGER IX MONTREAL. 3Sl Jityoiul Portairt' LaPrairic llicrc was al that tiiiif practically tiotliiiig. In tlic regions beyond, wlicrc now there are such nunihers ol" towns, bank offices, magnificent farms, cattle-ranclies, coal mines, and thousands of miles of railway stretching on to, and through the Rocky Mountains, and -where a hundred millions of busluls of grain were grown this year (19O8), nothing was to be seen but herds of buffalo, Indians of numerous tribes, and the forts of- the Great Company. Only thirty years have elapsed since my visit, yet in that short time a new world has hccn evolved from the wilderness. The journey home was unattended by incident, but I could not fail to have realized what enormous stretches of country are contained in this Northwest, and formed some idea of its possibibtirs. when a con- venient way to it was ojjened up. The ]\L\nitora Boom. Little, however, did I dream of the extraordinary developments that were to come. It was only three or four years after this that the first signs of the "Manitoba Boom" began to ajipcar. The Pacific Railway was being pushed with extraordinary energy, and made it easy to traverse regions till then inaccessible and practically unknown. But the more Hie country was known, the more highly it was reported of. Yet the land could then be bought for one or two dollars an acre. An idea, how- ever, soon arose in older Canada tliat these lands must largely increase in value. Reports of the condition of things were constantly sent to the older provinces, and gradually a heavy speculative demand sj^rung up from the East. Along with the stream of hona-pde settlers, which, how- ever, was never a large one at that time, there came to the Province a number of speculators in land, with money in hand, who began to make })urchases, more or less extensive, here and there, as more and more of the country was opened up. These early speculators all made money. Rei)orts of their successes spread about. More and more men were led to invest mone}', and before long the "land fever" began to work. As is usual in such developments, men soon ceased to take a practical view of j)ossibilities, and instead of this, "to dream dreams and see visions." Men began to say that instead of two or three dollars an acre prairie land was worth ten or tiventy, and as to town lots, nobody could imagine how much they were worth. The ball gathered momentum rapidly. Swarms of had an introduction to anotlier customer who lived at the hotel. He proved an extraordinary fellow, one of those who have knocked about the world until they are tired; who know everybody and have seen everything. We talked far into the night— mostly about England. I mentioned that I was from Yorkshire. He knew the county well. I spoke of the great Fitzwilliam family of the neigh- borhood where I was born. Strange to say, he knew them, too, and told me a curious story about a blacksmith who owned a little freehold near their es- tates. A traveller calling one day to get his horse shod, enquired who owned most of the land thereabout, on which the blacksmith replied, "OH, IT ALL BE- LONGS TO ME AND LORD FITZWILTJ.VXr." 382 BANKINO AND COMMERCE. Eastern peo))lc went up to Winnipeg with money, deposited it in the bank, and bought all they could lay their hands on, paying down money for the first instalment and giving mortgages for the balance. The great speculation was in town lots. At favorable points traders and store- keepers began to settle, and numbers of places were marked out as the towns of the future. Now, while there is a natural limit to the price to which farming lots might rise, who could tell what might be the value of lots, in the future town, or cit}'? In Winnipeg itself and round about, and in little places of fifty or a hundred inhabitants, which people imagined might grow to towns, or cities, a perfect furore of demand set in for the possession of the lands round about, which were, by and by, to be covered with streets, stores and dwellings. The experience of Ontario in- 1856 was repeated in even a more extravagant form. Thou- sands of people went on buying and borrowing with the utmost con- fidence, making payments down wilh their ready money, and entangling themselves with mortgage obligations, spread over long terms of years, selling when they could to others, at continually enhanced prices on the same long terms and never dreaming of the covenants on their mortgages which were to drag tliem down to ruin. ^Meanwhile the business of our Winnipeg Branch was growing to enor- mous proportions. Deposits increased tenfold. The qmount of trans- actions passing through the office was incredible. The counter was thronged from morning to night by such crowds as are found at the doors of an Opera House when some celebrated prima donna is perform- ing. A stranger would have supposed that some heavy run was taking place; but it was just the opposite. Most of these people wanted to de- posit money, or to put in drafts for collection on distant points, trans- ferring money to Winnipeg. The president and myself visited Manitoba while this boom was at its height and saw all this with our own eyes. During this inflation, as is always the case, a style of extravagant living prevailed which set all reason at defiance. Nothing was too good for people to eat, drink or wear. Champagne flowed like water. Plain and comfortable churches, such as were suitable to a moderate-sized town, were replaced by costl\^ erections, fit for Montreal or New York. Houses were built of the best materials and style, of one of which it was said that every brick (they were imported from an immense distance) had cost a dollar. Yet the real business of the country was so small that its exports of wheat scarcely amounted to a million bushels a year. I remember answering to a querj-^ of a house in the grain trade in New York with whom we did business, that there was not grain enough in the whole of Manitoba at that time to make it worth their visiting it. After two years, signs of reaction set in. Dreams and visions gave place to practical realities. Men that had settled on farm lands realized Die difl'erence between the cleared farms of Ontario and the prairie farms of a province in the interior of the continent. Ideas of value began to settle down. The twintv dollars an acre became ten; the ten i\\\\ the AS GENERAL MANAGER IN MONTREAL. 383 five two; and men that had sivcn mort;2:agcs at fifteen and twenty dollars an acre found, when they could only sell to actual settlers, that five dollars an acre was the utmost they could get for the best lands. Loan companies that had lent money on security of prairie lands, town lots, stores, churches, and warehouses, found that the security in hundreds of cases would not realize half or a quarter of the loan. As to the banks, nearly all their mercantile customers had become entangled in land speculation, and were caught in the reaction. Their trade bills were largely drawn on men who had speculated and failed. Many of these bills represented goods of the extravagant style before mentioned, which goods were never paid for by the purchasers. Some bills were for more than the makers owed, and some were downright forgeries. INIanufacturing enterprises, saw mills, foundries, fisheries and such like collapsed. Thousands of speculators whose operations had once made business to boom, left the province bankrupt. Failures mounted up to terrible figures. The banks had their cases full of past-due bills. In one town every single trader, with one exception, became insolvent. In that town the losses of the Merchants' Bank amounted to seventy-five per cent, of its whole discounts. Some ambitious churches now became practically bankrupt, and made proposals of compounding with their creditors. This revulsion, however, never became a panic. It was ex- actly like that of 1857 in that it dragged along for years, bearing down with an increasing heaviness as the j^ears passed on. Its effects were not confined to ^Manitoba, but were felt in all parts of Canada. Three im- 2:)ortant customers of the bank who were utterly unconnected with Mani- toba in the way of business, failed in after years owing to their specula- tions in the time of this land boom. As to our customers in Manitoba itself, only a few of them survived. We had made very heavy profits during the time of the inflation, but with all our care, and the constant directions given to our managers, they could not help their judgment being biased as to the character of the transactions ofi'ered them. Masses of landed property came into our hands, formerly belonging to our customers, and held by them at inflated prices; also endless claims against traders, customers of our customers, scattered over distant parts of the immense interior. To deal with these I organized a separate depart- ment of the office in Winnipeg, and it was only after many years that its functions ceased. We Avrote off large sums for losses year after year, but I fancy other banks (for by this time there were others in the Province) had at least as severe an experience as ourselves proportionally, and one of them (not now in existence) a far worse. For our profits exceeded our losses coiisidc rably. The Bankers' Association. The general managers of the banks had met, as usual, in Ottawa in 1881 for the purpose of conferring with the Finance Minister, and on the journey home the suggestion "vvas made, I think, by Mr. F. W. 384. BANKING AND COMMERCE. Thomas of tlie .Molsons Bank, that it would be desirable to form a per- manent association for the furtherance of our mutual interests. The idea Mas received with favor, and shortly afterwards we began to confer as to the basis on which it should be formed. We found it a difficult sub- ject. The first difficulty was to settle the question, who should be mem- bers.^ After much discussion and corresijondence, it was finally agreed that the membership should consist of the banks, as corporations, each lo act by its principal Executive Officer, whether he were called presi- dent, general manager, or cashier. On thi? basis, the government of the Association was to rest. But it was provided that a class of associate members should be formed, composed of all bank officers who desired .to join and would pay a small subscription. This arrangement of the membership has worked exceedingly well. Another question was as to what powers the Association should exercise over its own members. Dis- cussion had not proceeded far, however, on this head, when it became clear to us all that of actual poM'er, the Association could exercise none at oil. It Avas, liowever, felt that it would be reasonable, in the case of any bank departing unduly from the rules of safe banking, that the matter might be discussed in some confidential committee of the Association, and a friendly intimation in the general interest conveyed to the bank concerned. This was, however, a matter of extreme delicacy, and I am not sure that it has ever been acted upon. Of this Association I was elected the first President, the position having been naturally offered to Mr. E. S. Clouston, General Manager of the Bank of Montreal, who declined to accept it. Subsequently, however, he accepted the position and has held it ever since. IvENEWAL OF BaNK CHARTERS AND THE SECURING OF ClUCULATION BY A First Lien on Assets, and Redemption Fund. When the bank charters were up for renewTil in 1880-81 the Finance Minister again brought forward the proposal that we should cover our circulation by Government securities. There had been several bank fail- ures not long before which gave weight to the proposal. As had been the case before, the general managers of the banks had met in confer- ence at Ottawa with a view to consider whether any changes in the Bank- ing Act were desirable. The idea had been mooted by some of us that the best possible security for the notes would be to make them a first charge on all the assets of banks, including the double liability of stock- holders. It was jierfectly reasonable that they should be so, inasmuch as holders of notes Mere involuntar}' creditors. The proposal to cover by Government securities met M'ith strenuous opjjosition, es])ecially from the M'estern Banks, and in conference M'ith the I'inance Minister m'c argued the matter at considerable length. Sir Leonard Tilley asked me to state the case for the banks, M'hich I did, draM'ing on the experience of 1868- 1871. The Ciovernment finally did not press the matter, but adojited our xVS GENERAL MANAGER IN MONTREAL. 3S5 alternative proposal. Tliis liad a ver}' simple look on i)apcr, and only a few lines in the Banking Act were required to make it law. But it had a very far-reaching aspect, and has proved in practice sufficient to make the notes safe, even when a bank has been scandalously or even fraud- ulently mismanaged. At llu' next renewal of the charters, still further safeguards were introduced in the shape of a Redemption Fund, which, however, it has never been necessary to put into oi)eration, though there is held by the Government a large sum available for the purpose, con- tributed by the banks in a fixed ratio to their circulation. The charters of the banks were again under review in 18.91 and the Association acted with considerable eHeet in preventing what would have been an undesirable addition to the Act. It is easy for doctrinaires to frame theories: it is only practical men wjio can judge of their effect. On this occasion, as once before, it was joroposed to introduce a promi- nent feature of the American system, viz.: the compelling by law of a fixed minimum of reserves to be held by the banks. Against this we were a unit, for good reasons. We argued the case with the Finance Minister^ but like most doctrinaires he was fixed in his opinion, and insisted on its being made law. We then took the strong step of appealing to the whole Cabinet. The Prime Minister (Sir John Macdonald) was again in power, and a hearing was courteously conceded to us, a very rare favor. We stated our case; some four or five speaking, the most prominent being the General Manager of the Bank of Commerce, who had formerly been manager in New York, and could speak from practical experience. At the close of the interview the Premier desired us to put our views into writing, which was done, and we heard shortly after that the clause had been abandoned. Thus for the second time. Sir John overruled his Finance Minister in a matter that concerned the banks. It was on this occasion that the fur- ther step was taken in the way of making bank circulation secure by the formation of Redemption Fund under the auspices of the Government to Avhich all the banks contribute. I always had the impression that the making notes a first charge would render any further assurance un- necessary; and events have so proved it. The fund, however, was formed, and when its jorovisions came to be understood, it was found that under them the Avhole of the banks were practically guarantors of each other's notes. This was never intended by its promoters, but it is now the law, and under it we may safely assert that the bank circulation of Canada is far better secured than that of any circulation in the world. Before the decennial period of 1901 was reached, some scandalous revelations took place with regard to the overissue of notes by a bank that had failed in Montreal. This circumstance gave rise to a good deal of discussion, and to suggestions with regard to giving the Government increased powers of supervision over the banks. Impracticable ideas were again ventilated and discussed. At length it was determined that as none were so much interested in the matter as the banks themselves 386 BANKING AND COMMERCE. (under the jJi'ovisions of tlic bank redemption fund), the whole regula- tion of the issue and cancellation of notes should be committed to the Bankers' Association, which had been already incorporated. The re- sponsibility of seeing that the provisions of the law are carried out was placed upon them, and they speedily organized machinery for the pur- pose. This arrangement has worked well, and is as likely to be effective as any sort of supervision by Government eould be, short of allowing no notes to be signed that have not been printed in a Government depart- ment and countersigned by Government oJficers. But to prevent delil>- erate schemes of fraud, amounting almost to forgery, if any bank di^ rectors should be mad enough to attempt it, is impossible. The Association has done also very valuable work in the education cf young bankers, and has published and is now carrying on a journal which an English banker, well qualified to judge, once pronounced to be more ably conducted than the Bankers' IMagazine of London. Retirkment from Banking. When the last year of my fourth engagement had transpired, I had passed the boundary of three score years and ten. Yet, though still in vigorous health, I was anxious that an arrangement should be made so that the wide and diversified interests of the bank should not suffer by any failure of bodily or mental vigor which woidd inevitably accompany advancing years. The board acquiesced and generously furnished me with a co-adjutor of experience, who took upon him a large part of the burden of active management, until the time came at length for me finally to part with the cares and conflicts of banking, and to retire with an ample allowance into the comparative rest of private life. I thus close these recollections, trusting that they, or some of them, may prove to be in the nature of way-marks to guide, or beacons to warn, for those who are still bearing the burden and heat of the day in the banking sphere of this continent. George Hague. MoNTREAt, October, ]f)08. THIS BOOK IS DUE ON THE LAST DATE ^ov.^ ™ "o" "^ THE s/v"/.;:':™ I ^f .^^?> ^U 05635 / !i l!!!il!l