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Act of 1887, and that says as follows : Clause 3. " As soon as conveniently may be after the passing of the Act, the Governor in Council, in the name and on behalf of the Queen, may enter into a contract with the company for the construction, under the said Acts and this Act, of the Midland Bailway. Such contract shall, as far as practicable, contain provisions to the same effect as are set forth in or authorised by the said Acts or either of them, or in the original contract, with such additions thereto and modifications thereof as are contained in the draft contract annexed to the report of the Select Committee." Now, this clause is in an exact form that it came from the Committee. What power, then, is there to interpret that? It is really a statute, and cannot be said for a moment that the arbitrators are to take over the interpretation of a statute except for things of art; but you cannot take for the interpretation of a statute the declarations of a Minister at the time it was passed, or after it has been passed. I submit that too would be necessary. Sir B. Buenside : A very important matter is who represents the Queen in this matter, because we know, of course, that the Queen is only nominally in the contract. On the one side the company, and on the other nominally the Queen. Sir B. Stout: The whole point in this :We have one peculiarity here which I believe is unique. We do not make our laws in the name of the Queen. Our statutes are all enacted by the General Assembly, consisting of the Governor and the two Houses of Parliament. In almost every other colony it is always enacted by the Queen, with the consent of the General Assembly. The point I want to make is this : Though the Queen is in England, this is the Queen's dominions; everything is in her name—lands, railways, everything is the Queen's as if we were in England. We have no distinction in that respect. She is as much here as in England; and, that being so, the only person the contract can be made with is the Queen, and they must in reality proceed against the Queen. What is sought to be introduced now is some talk of her Ministers, or those of her Ministers who are to modify a statute. How can that be ? This contract is by virtue of a statute. The words are just the same as if you set them out in the schedule to the Act. If that is so—-if there is any ambiguity—it cannot be helped except by the Legislature which made it. You cannot take the opinions of a Minister who took part in it. My friend's suggestion is to introduce some talk of a Minister or anybody else. If we go to Hansard to interpret the New Zealand statutes I do not know where it will end. Sir B. Buenside : Suppose it'was between two parties, and one of them delegated his authority, or his interest, or whatever participation he had in the contract to another, would not the statement of that other bind the party to the contract on the principle faceper alium, face per se ? Sir B. Stout: If he was a proper party ; but in this power there is no power to delegate to the Queen the power of interpretation. If there is such power, then I ask my friend to show the statute where the power is given. There is no power to make this except by the Act of 1887. Sir B. Burnside : Would not the responsibility of the Minister of the Crown be tantamount to the responsibility of the Crown in England ? Sir B. Stout: If so, we have the expression in England that the Minister cannot bind the Crown in that way—the case of Churchward v. The Queen. There a contract was made. The whole contract turned upon the statutory power to make it. The Postmaster-General could not bind the Queen except by statutory power. So here you cannot bind the Queen except by statutory power. If so, how can this talk affect the interpretation of the contract? I submit that we cannot go outside to get evidence of what Ministers said, or what the Agent-General said. Sir B. Burnside : It requires most careful consideration that the declarations of a Minister of the Crown as to the responsibilities of the Crown have no relation at all upon the subjects of the Crown. Sir B. Stoict: They have no power to bind the Queen except they can produce a statutory power for the purpose. In any case where a Minister is empowered to act—as, for example, in the Mining Act, to do certain things—but except they produce a statutory authority they do not bind the Queen. I submit the case of Churchward v. The Queen applies. In the statute of 1887 the draft contract is not set out, but we have it here, and that contract, so far as this section is concerned, was not altered by the Assembly. Sir B. Burnside :Is there before the Court or on the table the Crown Suits Act? [Work handed to his Honour.] Sir B. Stout: I submit that the Court cannot listen to any talk by Ministers or Agents-General or anybody else to aid them to interpret this contract whether it has a latent ambiguity or not. I cannot reason the point of ambiguity now. It is therefore not relevant or proper to open up any talk by Ministers or Agents-General. Sir B. Burnside : Then, if the Queen herself could speak, and said, " I did so-and-so," you say it could not be received ? Mr. Hutchison : Assuming, as my friend has done, that there is a latent ambiguity in the contract, then his contention would amount to this : that there is no means of removing it. Sir C. Lilley : You have to make the best of it. Mr. Hutchison : I submit the contention leads to absurdity. My friend refers to the contract as if it were set out in the Act itself. The Act which authorises such a contract as this was passed on the 23rd of September, 1887, the contract itself was not signed till the following August. My friend speaks about "talk." I propose to do more than put in "talk." The acts as well as the declarations of the parties can be referred to for the purpose of solving a latent ambiguity. I would, on this point, refer to the matters which are stated in the preamble of the Act of 1887. The first is that a Select Committee has reported. The next is that the draft contract has been agreed to by the House of Bepresentatives, on the 24th November, as printed in the Journals, and that the same has been transmitted by message to the Legislative Council, with a request for their concurrence ; and when the Council had agreed to it, with certain amendments —which were in turn adopted by the House of Bepresentatives,—" And whereas," the preamble goes on to say, "it is expedient that an Act should be passed by the General Assembly for the purpose of giving effect to