"Different and better?" Scottish joint-stock companies and the law, c. 1720-1845

Freeman, Mark and Pearson, Robin and Taylor, James (2007) "Different and better?" Scottish joint-stock companies and the law, c. 1720-1845. English Historical Review, 122 (495). pp. 61-81. ISSN 1477-4534

Abstract

This paper examines the legal status of joint-stock companies in Scotland in the period between the `Bubble Act' of 1720 and the reforms of company law in Britain in the mid-1840s. Historians have generally contended that Scots company law was `different and better' than English law. In this paper, however, we question the assumption that the legal personality of the unincorporated company in Scotland gave it a significant advantage vis-à-vis its English counterparts. Using the examples of the National and Commercial Banks of Scotland, and the Shotts Iron Company, we argue that, while unincorporated companies were never in danger of being ruled illegal in Scotland, their status presented them with a number of difficulties in their day-to-day activities. This legal framework reflected the reluctance both north and south of the border to promote joint-stock enterprise at the expense of the private partnership long into the nineteenth century.