FACTORS ORDINANCE, 1896
Title
FACTORS ORDINANCE, 1896
Description
No. 3 of 1896.
Factors
To consolidate and amend the law relating to Factors. [1st July, 1896.]
Preliminary Provisions.
1. For the pfirposes of this Ordinance-
'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 purpoze of sale, or to buy
goods, or to raise money on the security of goods :
* As by l~o. 1 of 1912 and NO. 2 of 1912.
+ As ainended by No. 51 of 1911 ,,iid ,~o. 1 of 1912.
The title to this ordinance is at he end, all the sections
having been renumbered by No. 8 of 1912 in order to make
them correspond with those of flie Factors Act 1889.
ate.
A person shall be deemed to be in possession of goods or of
the documents of title to goods, where the goods or docunlents are
in his actual custody or are held by any other person subject to his
control, or for him, or on his behalf :
Goods include wares and merchandise
'Document of title ' includes any bill of lading, dock warrant,
warehouse-keeper's certificate, and warrant or order for the de-
livery of goods, and any other document used in the ordinary course
of business 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 :
'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 :
'Person' includes any body of persons corporate or unincorpor-
Dispositions by Mercantile Agents.
2-(1) Where a mercantile agent is, with the consent of tne
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
sanie : Provided that the person taking under the disposition acts
in good faith, and has not, at the tline of the disposition, notice
that the person making the disposition has not, authority to inake
the same.
(2) where a mercantile. agent has, with the consent of the
owner, been in possession of goods or of Llhe documents 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.
* See note to section 1.
(3) Where a mercantile agent has obtained possession of any
documents of title to goods by reason of his being or having been,
with the consent of the owner, in possession of the goods represent-
ed thereby, or of any other documents of title to the goods,
his possession of the first-mentioned documents 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 owne
shall be presumed in the absence of evidence to the contrary.
3. A pledge of the doeturients 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 theto 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 busincss 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
** See note to SOCLiol, 1.
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 documents of title to the goods, the
deliveryor 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 tile, 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 dis-
position thereof, to any person receiving the same in good faith 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 posses-
sion 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 takes the document
in good faith and for valuable consideration, 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.
Supplemental provisions.
11. For the purposes of this Ordinance, the transfer of a docu-
ment may be by indorsement, or, where, the document is by custom
* See note to section 1 .
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 liability, civil or criminal, for so
doing.
(2) Nothing in this Ordinance shall prevent the owner of goods
from recovering the goods from an agent 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 balance of money remaining in his hands as the produce of the'
sale of the goods after deducting the aniount of his lien.
(3) Nothing in this Ordinance shall prevent the owner of goods
sold by an agent from recovering from. 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
amplification and not in derogation of the powers exercisable by an
agent independently of this Ordinance.
14. The Factors Ordinance, 1896.
[52 & 53 Vict.c. 45.] Interpretation of terms. 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 for common law powers of agent. Short title.
Factors
To consolidate and amend the law relating to Factors. [1st July, 1896.]
Preliminary Provisions.
1. For the pfirposes of this Ordinance-
'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 purpoze of sale, or to buy
goods, or to raise money on the security of goods :
* As by l~o. 1 of 1912 and NO. 2 of 1912.
+ As ainended by No. 51 of 1911 ,,iid ,~o. 1 of 1912.
The title to this ordinance is at he end, all the sections
having been renumbered by No. 8 of 1912 in order to make
them correspond with those of flie Factors Act 1889.
ate.
A person shall be deemed to be in possession of goods or of
the documents of title to goods, where the goods or docunlents are
in his actual custody or are held by any other person subject to his
control, or for him, or on his behalf :
Goods include wares and merchandise
'Document of title ' includes any bill of lading, dock warrant,
warehouse-keeper's certificate, and warrant or order for the de-
livery of goods, and any other document used in the ordinary course
of business 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 :
'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 :
'Person' includes any body of persons corporate or unincorpor-
Dispositions by Mercantile Agents.
2-(1) Where a mercantile agent is, with the consent of tne
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
sanie : Provided that the person taking under the disposition acts
in good faith, and has not, at the tline of the disposition, notice
that the person making the disposition has not, authority to inake
the same.
(2) where a mercantile. agent has, with the consent of the
owner, been in possession of goods or of Llhe documents 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.
* See note to section 1.
(3) Where a mercantile agent has obtained possession of any
documents of title to goods by reason of his being or having been,
with the consent of the owner, in possession of the goods represent-
ed thereby, or of any other documents of title to the goods,
his possession of the first-mentioned documents 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 owne
shall be presumed in the absence of evidence to the contrary.
3. A pledge of the doeturients 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 theto 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 busincss 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
** See note to SOCLiol, 1.
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 documents of title to the goods, the
deliveryor 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 tile, 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 dis-
position thereof, to any person receiving the same in good faith 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 posses-
sion 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 takes the document
in good faith and for valuable consideration, 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.
Supplemental provisions.
11. For the purposes of this Ordinance, the transfer of a docu-
ment may be by indorsement, or, where, the document is by custom
* See note to section 1 .
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 liability, civil or criminal, for so
doing.
(2) Nothing in this Ordinance shall prevent the owner of goods
from recovering the goods from an agent 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 balance of money remaining in his hands as the produce of the'
sale of the goods after deducting the aniount of his lien.
(3) Nothing in this Ordinance shall prevent the owner of goods
sold by an agent from recovering from. 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
amplification and not in derogation of the powers exercisable by an
agent independently of this Ordinance.
14. The Factors Ordinance, 1896.
[52 & 53 Vict.c. 45.] Interpretation of terms. 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 for common law powers of agent. Short title.
Abstract
[52 & 53 Vict.c. 45.] Interpretation of terms. 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 for common law powers of agent. Short title.
Identifier
https://oelawhk.lib.hku.hk/items/show/881
Edition
1912
Volume
v1
Subsequent Cap No.
48
Cap / Ordinance No.
No. 3 of 1896
Number of Pages
5
Files
Collection
Historical Laws of Hong Kong Online
Citation
“FACTORS ORDINANCE, 1896,” Historical Laws of Hong Kong Online, accessed October 21, 2024, https://oelawhk.lib.hku.hk/items/show/881.