68, 69, a third speaker, uses very clear and unambiguous language on this point. The fact that this person was at the time Minister of Finance for Canada adds very much weight to his remarks, when the question under consideration was to provide for the financial position of the Provinces under the proposed scheme. I will give the following extracts:

"I now propose, sir, to refer to the means which will be at the disposal of the several Local Governments to enable them to administer the various matters of public policy which it is proposed to entrust to them."

"It will be observed that in the plan proposed there are certain sources of local revenue reserved to the Local Governments, arising from territorial domain, lands, mines, &c., &c. In the case of Canada, a large sum will be received from these resources; but it may be that some of them, such as the Municipal Loan Fund, will become exhausted in the course of time. We may, however, place just confidence in the development of our resources, and repose in the belief that we shall find in our territorial domain, our valuable mines, and our fertile lands, additional sources of revenue far beyond the requirements of public. service. If, nevertheless, the local revenues become inadequate, it will be necessary for the Local Governments to have resort to direct taxation." It is evident the speaker was not of opinion that Local Legislatures would be able to dispense with direct taxation by means of license duties. Further on he says, "The House must now, sir, consider the means whereby these local expenditures have to be met. I have already explained that in the case of Canada, and also in that of the Lower Provinces, certain sources of revenue are set aside as being of a purely local character, and available to meet the local expenditure, but I have been obliged in my explanations with regard to Canada to advert to the fact that it is contemplated to give a subsidy of eighty cents per head to each of the Provinces. In transferring to the General Government all the large sources of revenue, and in placing in their hands, with a single exception-that of direct taxation-all the means whereby the industry of the people may be made to contribute to the wants of the state, it must be evident to every one that some portion of the resources thus placed at the disposal of the General Government must, in some form or other, be available to supply the hiatus that would otherwise take place between the sources of local revenue and the demands of local expenditure."

By stating that "all the large sources of revenue, with the exception of direct taxation, were to be transferred to the General Govern

ment," the speaker could not have had the intention of giving to the Local Legislatures the large powers of licensing which the Quebec Legislature claims to have in the present case.

No doubt, the Imperial Statute must, as any other statute, be construed by itself, and the opinions I have referred to are not legal authorities. But can we not look at them in order to interpret this statute? And it is to be borne in mind, in referring to the history of our Constitution, that these persons whose opinions I have cited formed part of the preliminary conference where the resolutions on Confederation were framed. Can it be said that a commentary of a law by the author of that law should have no weight?

In France, do we not continually see commentators and text writers, in order to construe the text of the Code Napoleon, refer to the speeches made by Cambaceres, Fre luard, Bigot de Preameneu, Comte de Portales, and others made during the discussion of the subject in the Council of State, at the Tribune, and in the Legislative Assembly.

I, therefore, come to the conclusion that the Local Legislatures, under the Imperial Statute, have only authority to impose an indirect tax on shop, saloon, tavern, auctioneer and other licenses ejusdem generis, and that Insurance Companies, not being ejusdem generis, as shop, &c., cannot be subjected to an indirect tax imposed by Local Legislatures.

So far I have not taken into account the commercial character of Insurance Companies. I have tried to find in the Imperial Act a power given to the Local Legislatures, by way of exception, to impose indirect taxes by license duties on any industry (commercial or noncommercial), occupation, trade, profession, other than on" shop, saloon, tavern, auctioneers," and others of the same kind, ejusdem generis, but I have not found such a power. It would not be necessary for me to add anything, for, as I have already remarked, I am of opinion, that as the power has not been given to the Local Legislatures, it comes within the legislative authority of the Federal Parliament, although, by section 91, it may not have been particularly and specially given. But I will go one step further, and taking into consideration that the respondents' company (and all similar companies) is a commercial company, and that its contracts are entirely of a commercial character; (C. C. 24, 70), I find that by the Imperial Statute these companies and such companies, in express and clear terms, are subject to the legislative authority and are under the exclusive control, of the Federal Parliament. Sub-sec. 2 of the 91st section enacts, that the Federal Parlia

ment will have power to make laws relating to " the regulation of trade and commerce." The Insurance Companies being commercial companies are therefore under the power of the Federal Parliament. It has not been contended by the Attorney-General of the Province of Quebec that the Federal Parliament had not legislative authority over these companies, but it was apparently urged that the Local Legislatures had a concurrent power, or rather, if I am not mistaken, it was admitted that the Local Legislatures could not regulate these companies, but that they had the power to oblige them to take out a license for the purpose of raising a revenue, and this was not to regulate them; and that in the present case it had not been the intention to regulate the trade of these companies, but the intention of the Legislature of Quebec was to raise a revenue. I am ready to admit that the intention of the Legislature was to raise a revenue, but is not this legislation virtually "a regulation of trade and commerce," and in one of its most extensive and largest branches? First, a duty is imposed on the companies to take out a license, and to be continually doing business under license. What is a license? It is a permit,-leave granted. What is the origin of the word? Undoubtedly Licet, licere, to grant leave. Now, in order to grant leave, you must have power to prohibit. He who can grant leave, must first of all have authority to prohibit. Now, I am certain the Legislature of Quebec will not contend they have power to prohibit or prevent Insurance Companies from doing business in the Province. It is true this legislation does not prohibit them, but it has imposed upon them certain conditions. The law says, "Before you can do any business in our Province you must first obtain our leave.” Can it be said this is not regulating? The law also says, "If you do not comply with certain formalities, your policies and your receipts will be null and void." Is this not regulating them. in fact, is it not assuming the power to prevent them from doing business ?

The defendant company has obtained from the Federal Government the license-the leave-to do business in the Province of Quebec. In order to get the license, they have deposited $15,000, and they have paid, and pay jointly with other companies, an annual tax to the Dominion of $8,000, and have complied with all the provisions of the Dominion Statute, 38 Vict. c. 20. But it is contended that all this does not even give it authority to issue a single policy. The Province of Quebec steps in and says, "If under your license from Ottawa, you issue a single policy, or receipt, we enact they shall be null unless you submit to the conditions we impose upon you." They say, "We might, not

withstanding your license from Ottawa, expel you from the Province of Quebec, and prevent you from carrying on your trade, but we will permit you, but on these conditions." I do not think the Province of Quebec has such powers, first, because they are not given by the 92nd section of the Imperial Statute, and consequently belong to the Federal Parliament; and secondly, because they are given specifically, by the 91st section, under the words "regulation of trade and commerce," to the central power. No doubt, as it has been very properly remarked by the counsel representing the Attorney-General, a literal interpretation of these two sections would make them contradictory on some points.

The 91st section declares that the Federal Government shall have power to tax in every possible mode-and this includes direct taxation.

The 92nd section declares that the Local Legislature has exclusively the power of direct taxation. A literal interpretation of these two sections would make them contradictory. It has been stated somewhere that in order to reconcile these two sections, the word "exclusively" must be construed as referring to the Imperial power. I do not concur in this view, the word was taken from the resolutions on Confederation sent from Canada, and it was certainly not the intention of referring them to the Imperial power. I prefer to admit that there is a contradiction in the letter of the Statute, and construe the sections as giving the power of direct taxation both to the central and local power, and this is in accordance with the well-known rule "where a general intention is expressed in a Statute and the Act also expresses a particular intention incompatible with the general intention, the particular intention shall be considered as an exception:" Per Best C. J. in Churchill v. Crease, 5 Bing. 480-492. It is true that by the 91st section the Federal Parliament has, exclusively, the power to tax in every mode, but sec. 92 gives specifically to the Local Legislatures the power of direct taxation. Then according to the above rule, direct taxation, must be considered by section 92 as being excepted from the monopoly given in general terms by the 91st section to the Federal Parliament. The same rule is applicable to the construction of the other paragraphs of these two sections. Thus, although by the 91st section the Federal Parliament has the exclusive power of taxing in every mode, and of regulating trade and commerce-shop, saloon, tavern, auctioneer licenses and other licenses of the same kind come within the jurisdiction of the Local Legislatures, and that, because the power is given specifically by the 92nd section, and vice versa. Although the

92nd section gives the power of direct taxation and of indirect taxation by means of the licenses just mentioned, the Federal Parliament has also the power of direct taxation and indirect taxation, by means of said licenses, because the 91st section gives them the power specifically of imposing all kinds of taxes, which is one of the essential elements of sovereignty, and at the same time giving an exclusive control over the regulation of trade and commerce. The concurrent legislative authority over these subject matters, by the Federal Parliament and the Local Legislatures, can only exist as to direct taxation and the granting of shop, saloon, tavern, auctioneer and other licenses," ejusdem generis. It is not, however, necessary for me to consider in this cause the different questions which may arise from the concurrent powers given to these legislative bodies, as I am of opinion, for the reasons I have before given, that the licenses imposed on the insurance companies cannot be said to be a direct tax, and are not comprised in the words "shop, saloon, tavern, auctioneer, and other licenses."

It was stated on the argument that municipal taxes are in a somewhat similar position to these. Without wishing to express an opinion in one sense or the other, as to the constitutionality of any legislation relating to the municipal system, I will say that it is quite possible that such legislation would come within a different class of subject matters and within certain other sections of the Imperial Statute, which I have had occasion to refer to. I allude to the 129th section, which declares that the existing laws before Confederation in each Province shall continue to remain in force, and gives power to the Dominion Parliament and to the Local Legislatures to repeal, alter or modify them according to their respective jurisdiction, as well as by paragraph 8 of the 92nd section, which puts the municipal system under the control of the Local Legislatures. But it is not necessary for us to express any opinion on this portion of the Imperial Statute.

By this suit, the Attorney-General for the Province of Quebec, pro Regina, claims from the defendant's company a penalty of one hundred and fifty dollars for issuing three insurance policies without having affixed to them the stamps required by the Statute passed by the Legislature of the Province of Quebec. The Superior Court has decided that this Act passed by the Legislature of Quebec is unconstitutional, and has dismissed the plaintiff's action. This judgment ought to be confirmed, and is confirmed.

On appeal to the Privy Council, their Lordships held, that a License Act by which a licensee is neither compelled to take out nor to pay for a license, but which merely provides :