FACTORS ORDINANCE, 1896

FACTORS ORDINANCE, 1896

No. 3 of 1896.
An Ordinance to consolidate and amend the law relating
to factars.
1st, July, 1896.

1. In this Ordinance,

(a) Document of title includes any bill of lading,
dock warrant, warehouse keeper's certificate, and warrant
or order for the delivery of goods, and any other document
used in the ordinary course of bosiness as proof of the
possession or control of goods, or authorising or purporting
to authorise, either by indorsement or by delivery, the
possessor of the document to transfer or receive goods
thereby represented.
(b) Goods include wares and merchandise.

As amended by Law Am. Ord., 1923.
As amended by Law Rev. Ord., 1923. The short title to this Ordinance is
in s. 14, all the sections having been renumbered by No. 8 of 1912 in order
to make them correspond with those of the Factors Act, 1889.





(c) Mercantile agent means, a mercantile agent having,
in the customary course of his business as such agent,
authority either to sell goods, or to consign goods for the
purpose of sale, or to buy goods, or to raise money on the
security of goods.

(d) person includes any body of persons corporate or
unincorporate.

(e) pledge includes any contract pledging, or giving
a lien or security on goods, whether in consideration of an
original advance, or of any further or continuing advance,
or of any pecuniary liability.

(f) a person shall be deemed to be in possession of goods
or of the decuments of title to goods, where the goods or
documents are in his actual custody or are held by any other
person subject to his control, or for him, or on his behalf.

dispositions by mercantile agents.

2. (1) where a mercantile agent is, with the consent of
the owner, in possession of goods or of the documents of title
to goods, any sale, pledge, or other disposition of the goods,
made by him when acting in the ordinary course of business
of a mercantile agent, shall, subject to the provisions of this
ordinance, be as valid as if he were expressly authorised by
the owner of the goods to make the same: Porvided that
the person taking under the disposition acts in good faith,
and has not, at the time of the disposition, notice that the
person making the disposition has not authority to make
the same.

(2) where a mercantile agent has, with the consent of the
owner, been in possession of goods or of the docuemnts of
title to goods, any sale, pledge, or other disposition, which
would have been valid if the consent had continued, shall
be valid notwithstanding the determination of the consent;
provided that the person taking under the disposition has
not, at the time thereof, notice that the consent has been
determined.

(3) where a mercantile agent has obatin





the goods represented thereby, or of any other documents of
title to the goods, his possession of the first-mentioned docu-
ments shall, for the purposes of this Ordinance, be deemed
to be with the consent of the owner.

(4) For the purposes of this Ordinance, the consent of the
owner shall be presumed in the absence of evidence to the
contrary.

3. A pledge of the documents of title to goods shall be
deemed to be a pledge of the goods.

4. Where a mercantile agent pledges goods as security
for a debt or liability due from the pledgor to the pledgee
before the time of the pledge, the pledgee shall acquire no
further right to the goods than could have been enforced by
the pledgor at the time of the pledge.

5. The consideration necessary for the validity of a sale,
pledge, or other disposition of goods, in pursuance of this
Ordinance, may be either a payment in cash, or the delivery
or transfer of other goods, or of a document of title to goods,
or of a negotiable security, or any other valuable consideration;
but where goods are pledged by a mercantile agent in
consideration of the delivery or transfer of other goods, or of
a document of title to goods, or of a negotiable security, the
pledgee shall acquire no right or interest in the goods so
pledged in excess of the value of the goods, document, or
security when so delivered or transferred in exchange.

6. For the purposes of this Ordinance, an agreement
made with a mercantile agent through a clerk or other person
authorised in the ordinary course of business to make
contracts of sale or pledge on his behalf shall be deemed to
be an agreement with the agent.

7.(1) Where the owner of goods has given possession of
the goods to another person for the purpose of consignment
or sale, or has shipped the goods in the name of another
person, and the consignee of the goods has not had notice
that such person is not the owner of the goods, the consignee





shall, in respect of advances made to or for the use of such
person, have the same lien on the goods as if such person
were the owner of the goods, and may transfer any such lien
to another person.

(2) Nothing in this section shall limit or affect the validity
of any sale, pledge, or disposition by a mercantile agent.

Dispositions by sellers and buyers of goods.

8. Where a person, having sold goods, continues, or is, in
possession of the goods or of the doucments of title to the
goods, the delivery or transfer by that person, or by a
mercantile agent acting for him, of the goods or documents
of title under any sale, pledge, or other disposition thereof,
or under any agreement for sale, pledge, or other disposition
thereof, to any person receiving the same in good faith and
without notice of the previous sale, shall have the same
effect as if the person making the delivery or transfer were
expressly authorised by the owner of the goods to make the same.

9. Where a person, having bought or agreed to buy goods,
obtains, with the consent of the seller, possession of the
goods or the documents of title to the goods, the delivery or
transfer, by that person or by a mercantile agent acting for
him, of the goods or documents of title, under any sale,
pledge, or other disposition thereofm, or under any agreement
for sale, pledge, or other disposition thereof, to any person
receiving the same in good faithe and without notice of any
lien or other right of the original seller in respect of the
goods, shall have the same effect as if the person making the
delivery or transfer were a mercantile agent in possession of
the goods or documents of title with the consent of the owner.

10. Where a document of title to goods has been lawfully
transferred to a person as a buyer or owner of the goods,
and that person transfers the document to a person who
takes the document in good faith and for valuable considera-
tion, the last-mentioned transfer shall have the same effect
for defeating any vendor's lien or right of stoppage in
transitu as the transfer of a bill of lading has for defeating
the right of stoppage in transitu.




Supplementary

11. For the purposes of this Ordinance, the transfer of a
docuement may be by indorsement, or, where the document
is by custom or by its express terms transferable by delivery
or makes the goods deliverable to the bearer, then by delivery.

12(1) Nothing in this Ordinance shall authorise an
agent to exceed or depart from his authority as between
himself and his principal, or exempt him from any laibility,
civil or criminal, for so doing.

(2) Nothing in this Ordinance shall prevent the owner of
goods from recovering the goods from an agnet or his trustee
in bankruptcy at any time before the sale or pledge thereof,
or shall prevent the owner of goods pledged by an agent
from having the right to redeem the goods at any time before
the sale thereof, on satisfying the claim for which the goods,
were pledged, and paying to the agent, if by him required,
any money in respect of which the agent would by law be
entitled to retain the goods, or the documents of title thereto,
or any of them, by way of lien as against the owner, or from
recovering from any person with whom the goods have been
pledged any balabce of money remaining in his hands as the
produce of the sale of the goods after deducting the amount
of his lien.

(3) Nothing in this Ordinance shall prevent the owner of
goods sold by an agent from recovering form the buyer the
price agreed to be paid for the same, or any part of that
price, subject to any right of set-off on the part of the buyer
against the agent.

13. The provisions of this ordinance shall be construed
in amplificaiton and not in derogation of the powers
exercisable by an agent independently of this ordinance.

14. The ordinance may be cited as the Factors Ordinance, 1896.

15. the enactments mentioned in the Schedule are hereby
repealed (so far as they are applicable to the Colony) to the
extent stated in the Schedule.

As amended by Law Rev. Ord., 1923.
As amended by Law Am. Ord., 1923.
Schedule. [s. 15.]

Table of enactments repealed.

[Originally No. 6 of 1896. Law Rev. Ord., 1923.] 52 & 53 Vict, c. 45. Interpretation. Powers of mercantile agent with respect to disposition of goods. Pledge of documents of title. Pledge for antecedent debt. Rights acquired by exchange of goods or documents. Agreement through clerk, etc. Provisions as to consignor and consignee. Disposition by seller remaining in possession. Disposition by buyer obtaining possession. Effect of transfer of document of title on vendor's lien or right of stoppage in transitu. Mode of transferring document. Saving for rights of true owner. Saving of common law powers of agent. Repeal of enactments. Schedule.

[Originally No. 6 of 1896. Law Rev. Ord., 1923.] 52 & 53 Vict, c. 45. Interpretation. Powers of mercantile agent with respect to disposition of goods. Pledge of documents of title. Pledge for antecedent debt. Rights acquired by exchange of goods or documents. Agreement through clerk, etc. Provisions as to consignor and consignee. Disposition by seller remaining in possession. Disposition by buyer obtaining possession. Effect of transfer of document of title on vendor's lien or right of stoppage in transitu. Mode of transferring document. Saving for rights of true owner. Saving of common law powers of agent. Repeal of enactments. Schedule.

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