case child versus hudson bay company Lord Macclesfield hudson bay company c  may by their bylaw make restriction upon their stock videlicet that it shall  first be liable to pay the debt due to themselves from their own member or to  answer the call of the company upon the stock sir Stephen Evans be one of the  proprietor of the stock of the hudson bay company which company be make a  corporation by charter and be thereby empower to make bylawsfor the better  government of the company and for the management and direction of their trade  to hudson bay accord they make a bylaw that if any of their number shall be  indebt to the company his stock in the company shall be in the first place  liable to the debt which such member shall owe to the company and that the  company may seize and detain the say stock for the debt due to they one I S be  entrust to act for they upon a project of insurance on marriage and apprentice  videlicet that on the husband or apprentice pay down such a sum to the say  peer William I S that then the say I S shall pay so much to the widow of the  say husband in case she survive or to the apprentice if he shall come out of  his apprenticeship and set up a trade and the say I S be only a servant of the  company who receive in and make order to issue and pay out this money and it  be on this account and in trust for the company that sir Stephen Evans be  indebt to the say I S afterward on sir Stephen Evans become a bankrupt the  assignee under the commission bring a bill against the company show that the  say sir Stephen Evans have pound in their stock and pray a account of the  profit and dividend thereof the defendant the company insist that sir Stephen  Evans be indebt to I S their trustee in the sum of and that sir Stephen stock  ought to be liable to that debt object for the plaintiff by Wearg solicitor  general that this bylaw of the company be void videlicet that the stock of the  company shall be liable to any one debt in preference to another for that all  debt ought to be pay accord to course of law and no bylaw can be make to the  prejudice of a three person who may be a creditor go as to postpone he that it  be as if two copartner on their enter into copartnership shall covenant that  the stock of each partner shall be first liable to the debt which he shall owe  to the other partner before the debt which he shall owe to any other person  Lord chancellor this be a good bylaw for the legal interest of all the stock  be in the company peer William who be trustee for the several member and may  order that the dividend to be make shall be under particular restriction or  term and by the same reason that this bylaw be object to the common bylaw of  company to deduct the call out of the stock of the member refuse to pay their  call may be say to be void as to the other part of the bylaw empower the  company to detain and seize the stock of such member that be also good but  then there ought to be some act do by the company to order or declare that the  stock of such member be seize for the debt due to the say company but this be  a bylaw to the prejudice of other creditor it shall be take strict and not to  extend to such debt as the member do not owe in law but only in equity and in  the present ease this be in law a debt due to I S a corporation have a imply  power to make bylaw but where the charter give the company a power to make  bylaw they can only make then in such case as they be enable to do by the  charter for such power give by the charter imply a negative that they shall  not make bylaw in any other case thus where the company in the principal case  have a power give they by the charter to make bylaw for the management of  their trade to hudson bay this power imply a negative that they can make any  other bylaw a strong they can peer William er p not makebylaws in relation to  project and insurance which by act of parliament vide Geo cap be declare to be  illegal see Meliorucchi v royal exchange assurance company Eq Abr pl king v  Spencer burr king v Ginever t r king v Tappenden east if the insurance propose  by the company be illegal under the saint g they be so only as project for  that act extend to none but Marine insurance the part of the act which relate  to project S have be repeal by saint g c