EXPOSITION OF THE MOTIVES OF * BOOK I. TITLE I. TO VII. OF THE COMMERCIAL CODE. Presented to the Legislative Body, by Messrs. Regnaud, Jaubert, and Real, Counsellors of State. SITTING OF THE FIRST SEPTEMBER, 1807. GENTLEMEN, A CENTURY and a half have elapsed since an able minister* laid the first foundations of the cominercial riches of France. He directed the activity and the genius of a nation already great, though only in the dawn of her power, towards manufactures, then scarcely known; towards the arts, almost entirely neglected; towards maritime adventures, abandoned to our neighbours, even along our own coasts; towards the vast operations of com merce with the two worlds, the monopoly of which Holland and England had usurped. It was not enough to have unfolded the general principles of commerce; to have, by the creation of great companies, offered to individuals examples to follow; to have directed national industry towards the chymical working of raw materials, indigenous or exotic; finally, it was not enough to have impressed the nation with a strong impulse: it was necessary to establish rules for the actions of individuals; to bring within the reach of every merchant the fundamental principles of the profession which it was desirable should flourish. It was necessary to deduce from these principles their most important consequences, and to apply * Colbert. them to daily transactions; it was, in short, necessary to give to foreign and domestic commerce a civil legislation adapted to every occasion. The commercial ordinance then appeared, which a few years after was followed by the ordinance of the marine. Assuredly, France will always count among her noblest monuments of legislation, those two works, prepared and published under the influence of the genius of Colbert: happy results of the study of the most able civilians, and of the experience of the most distinguished merchants. But those laws, gentlemen, were no longer suitable or adequate to the commerce of the French empire. Since their publication, the superficial territory of France has been almost doubled; entire states in the south, vast provinces in the north, have been added to the extent of its maritime frontiers, to the number of rivers and navigable canals, to the immense variety of its agricultural productions, to the continually increasing diversity of the products of its industry. On the other hand, at first, under the reign of the late kings, afterwards; during the interregnum, which has been called the revolution, and finally, under the dynasty which now arises to efface all the glory and repair all the misfortunes of these latter periods, the morals of the nation, in general, the commercial morals, in particular, have undergone great changes; but they are not yet confirmed. It is of great importance to seize them at this moment of oscillation, to fix them in useful and honourable habits; to direct them, we may venture to say, to bring them back to that loyalty, that good faith, of which our great commercial places were the ancient cradle, and of which they still preserve many noble models. It is of great importance to form into one common system, the usages and the jurisprudence of the metropolis and the provinces; to banish the influence of those rules and decisions emanating from the parliaments, and which constituted a second legislation in the bosom of the primary one; to efface the traces of regulations established by local customs, by municipal laws, the first benefit, and the last inconvenience, of our ancient civil legislation. It is of great importance that the commercial laws of France should be equally adapted to the traffic in articles of consumption for the great cities, to the mercantile speculations of vast emporiums, to the trade in the products of extensive manufactures, to the immense navigation of great ports, to the active coasting trade of the smaller harbours, to the linen merchants of Courtray, Ghent, Brittany, the Maine and the Loire, to the silk manufacturers of Genoa, Lyons and Tours; to the woollen weavers at Elbeuf, Sedan, Louviers, Verviers, and to the cotton manufacturers at Tarare, Rouen, Alençon, Paris, and Troyes. It is, in short, of great importance that the commercial code of the French empire should be built upon principles which will prepare it for a universal influence, upon principles which will be adopted by all mercantile nations, and which are in harmony with those great commercial habits that embrace and govern the two worlds. Scarcely had the emperor held the reins of government, and already he felt and developed the truths which I have just traced. From the 13th of Germinal, in the year 9, (2d of April, 1801,) a commission was named to prepare a plan of a commercial code; and in less than a year after, on the 13th of Frimaire, in the year 10, (3d of December, 1812,) the members of that commission, Messrs. Vignon, Boursier, Legras, Vital-Roux, Coulomb, and Mourgues, presented to the government the useful fruit of their labours, which entitles them to the public gratitude. But these labours were only the thoughts of a small number of men. His majesty wished to be surrounded by other lights; he desired to collect, as it were, the general opinion of merchants and of magistrates, and, by his orders, the plan was sent to the councils, or chambers of commerce, to the commercial tribunals, and to the courts of appeal. They have all furnished their observations, and the framers. of the code, after having made an analysis of that voluminous collection, have enriched their first labours with some useful correctious and important changes. Thus presented to his majesty's council, the commercial code was there discussed by his order, whilst he was bearing his triumphant eagles to the centre of the north. Victory presented the Code Napoleon to the liberated Poles, and wisdom directed, from the banks of the Vistula, the formation of a new law destined to give the commercial code to Europe. The framing and the publication of this code occupied so much the thoughts of his majesty, its principal provisions were so constantly present to his mind, that, the next day after his return to his capital, he wished to submit it to a new discussion in his presence, to a sort of general revision; the influence and the results of which we shall make known to you, gentlemen, when we enter upon the successive examinations of the divers titles we shall bring you. The first framers had divided the commercial code into three books only, the last of which treated of failures and of commercial tribunals: by separating the third book into two parts, the commercial code will be presented to you with four great divisions. The first contains the laws which regulate commerce in general. The second, the laws peculiar to maritime commerce. The fourth, of the competency of the tribunals for commercial affairs, and the mode of procedure before them, in the various cases which may arise. Already, gentlemen, you may perceive that this classification gives to the new commercial code an important advantage over the ordinance of 1673. In effect, the merchant was obliged to seek in the ordinance of the marine of 1681, all the rules relative to maritime commerce. which he did not find in the ordinance of 1673. They were blended in the former with provisions, some of which relate to public administration, as the instruction and examination of navigators; others to the military organization of the marine, as the rights and privileges of the grand admiral; they were mixed with objects, some of which appertain to the civil code, and were ordained at the time of its formation, as the title relating to testaments made at sea; others belong to the police, as the station of ships in the harbours and ports; or to public policy, as the right of entering, remaining in the same, and of importing foreign productions. In the code, such as it will be submitted to you, gentlemen, every merchant, commercial agent, or broker, will find the whole body of legislation which concerns his profession. He will find the rules of personal obligations, of mutual contracts, rules for cases in which personal and reciprocal obligations are not fulfilled; that is, when failure or bankruptcy has taken place: finally, the rules of jurisdiction, of competency, and of practice. At another time, very soon, perhaps, gentlemen, the other provisions of the ordinance of the marine may be submitted, in their turn, to a useful revision. Soon the avenging genius of the laws of nations on the continent will also avenge the laws of nations on the ocean; and the world, at least the French empire, will be indebted to him for the benefit of a navigation act, which shameless ministers will no longer suffer to be violated by a piratical people. In the general system of the law, gentlemen, you will find that strict obligations have been imposed, severe rules established, rigorous punishments denounced, and a restriction of some rights which were granted by the Code Napoleon. But this legislative austerity has been deemed a necessary counterpoise to the relaxation of morality among the trading classes. Previous to the year 1789, independently of the three great orders into which the French people were classed, each class |