Page:Harvard Law Review Volume 8.djvu/374

35S HARVARD LAW REVIEW. defendant, to pay plaintiff $i,ooo oo for services to be rendered the corporation. The contract was entered into before the corporation had come into existence. The pro- moter afterwards became president of the corporation and ratified the contract, it being within the scope of his authority to malte or ratify contracts of this nature. Held, that such ratification made the contract binding upon defendant. Gray and Fitch, JJ., dis- senting. Oakes V. Cattaraugus Water Co., 38 N. E. Rep. 461 (N. Y.). This decision entirely disregards the established rule of law that acts done on behalf of a non-existing principal cannot afterwards be ratified by that principal. The minor- ity, however, stand by the doctrine. Technically, the established rule cannot be gain- said, for the ratification relating back to the time when there was no ]jrincipal, seems an absurdity, liut practically it has often been necessary for the courts to look behind the corporation and at the stockholders, and it would not require such a very great stretch to do so in this case. The body of men who form the corporation are in existence at the date of the contract, and are acting in order to bind themselves, only under another name, that is, the name of the corporation. Is it not better then to say that the court in a case of this kind will look behind the corporate entity and at the real principals, thus avoiding technical rules, effectuating the intention of the parties, and bringing about more substantial justice ? See i Morawetz Private Corporations, §§ 547-549. Bills and Notes — Promissory Note — Garnishment. — The maker of a note agreed to pay a certain cot^mission if the note was not paid at maturity and was col- lected by an attorney. The maker was garnished in an action against the ])ayee, and while the garnishment was still pending, the note fell due. Immediately after the maker's discharge, consequent upon the dismissal of the suit against the payee, he paid the principal and interest. Held, that these facts were no defence in this action to recover the commission for non-payment of the note at maturity. Brahan v. The First Nat. Bank of Clarksville, 16 So. Rep. 203 (Miss.). It is settled in Mississippi by the cases of Work v. Glaskins., 33 Miss. 539, and Smith V. Bank, 60 Miss. 69, that a garnishee is liable for interest accruing pendente lite, and that to avoid such liability he must pay the money into court. The court decide this case on the same principle, and hold that, if defendant wished to escape liability for these commissions, he should have paid the notes, as they fell due, into court, suggesti ing the fact of their negotiation, if known to him. Carriers — Right to Stop-over Privileges on an Unlimited Ticket. — Plain- tiff purchased an unlimited ticket from S. to A., and upon giving it up, demanded from the conductor a stop-over check, as he wished to leave the train at O., an intermediate station. This was refused him, but he alighted at O., and resuming his journey on the same day by a subsequent train, was ejected for refusal to pay his fare. Held, under § 490 of the civil code of California, allowing the purchaser of a railway ticket to ride from the station at which the ticket was bought to the station of destination, " and from any intermediate station to the station of destination," the plaintiff has a right to stop off at any intermediate station, and resume his journey, without payment of additional fare. Robinson v. .S". P. Ry., 38 Pac. Rep. 94 (Cal.). It is perfectly well settled that by the common law the purchaser of a railway ticket has no such privilege as is allowed by the decision in this case. Whatever rights a ticket confers are exhausted when the passenger is received on the train. His ticket is used as soon as the train starts, and may be thereafter demanded and cancelled. Aiicr- hach v. Ry., 89 N. Y. 281 ; Evans v. Ry., ii Mo. Ap. 463. The performance on the part of the railway to which the passenger is entitled is a unity, and an unbroken series of authorities deny his right to force upon it the burden of carrying him from place to place between intej^mediate stations on a single ticket covering the whole distance travelled. Cheney v. Ry., ii Met. 121 ; Vankirk v. Ry., 76 I'a. St. 66; IVyman v. Ry., 34 Minn. 210 ; Roberts v. Koehler, 30 Fed. Rej). 94 ; Cody v. Ry., 4 Sawy. 114. It would seem that if the legislature of California had intended to make such a sweeping change as is involved in endowing all tickets with stoi>-over privileges they would have used more explicit language. Such, however, under the decision of the court is the effect of the section in question whatever the intention may have been when it was enacted. Constitutional Law — Descent and Distribution — Collateral Inheri- tance Tax. — While the tax imposed by St. 1891, c. 425, on inheritances, is in form a tax on property, in effect it is an excise on the privilege of transmitting property in this way. This privilege is a taxable commodity within the meaning of the Constitu- tion, and an excise laid upon it is not unreasonable and void, because certain estates are exempt, nor because kindred in the direct line are relieved from payment Minot tt al. V. Winthrop etal., 38 N. E. Rep. 512 (Mass.). See Notes Harvard Law Review, Vol. VIII. p. 226.