City of San Antonio v. Lane

• Decision Date: 01 January 1869
• Parties: CITY OF SAN ANTONIO v. W. G. LANE.
• Court: Texas Supreme Court

32 Tex. 405

CITY OF SAN ANTONIO

v.W. G. LANE.

Supreme Court of Texas.

1869.

1. The case of San Antonio v. Enoch Jones, 28 Tex. 19, cited and approved.

2. If the plaintiff was the same person in this case as in that just referred to, the judgment would be affirmed on the ground that a judgment in favor of a bona fide holder, on certain municipal bonds, part of a larger issue, against the corporation issuing them, is conclusive of the validity of the entire issue--all objections having been as available in the former suit as in this one.

3. It is assumed as well settled that the state legislature may authorize municipal corporations to subscribe for stock in railroad companies, and to provide for the payment of such subscriptions in any manner not repugnant to the constitution.

4. When an act of the legislature expresses in its title the object of the act, the title embraces and expresses all lawful means to accomplish that object; and, therefore, the specification in the body of the act of the means by which the object may be accomplished does not render the act obnoxious to the constitutional requirement that every law shall embrace but one object, which object shall be expressed in its title. (See reporter's note, below.)

5. The case of Cannon v. Hemphill, 7 Tex. 208, does not contravene the foregoing principle.

6. Bonds or coupons of the character indicated are negotiable instruments, tranferable by delivery, and therefore a bona fide holder cannot be held responsible for any misconduct or default of the parties issuing them, for such holder may well presume that every condition precedent to their lawful issuance has been complied with by such parties.

7. Such a holder is chargeable only with knowledge of the law authorizing the issue of such bonds.

8. Interest coupons carry interest like any other commercial paper.

9. A contract made by a corporation is presumed to be on sufficient consideration, until the contrary appears.

10. It is not always error for the court to instruct a jury which party is entitled to their verdict. If there is no evidence, or if the evidence be all on one side, and be sufficient, or when the question is purely one of law, and the verdict is a mere matter of form, such an instruction is no infraction of art. 1469, Pas. Dig. The rigorous rule on this question laid down in the early case of Reynolds v. Williams, 1 Tex. 313, has been greatly relaxed in the more recent decisions.

NOTE BY THE REPORTER.--Since this decision, the supreme court organized under the constitution of 1869 has, in the case of San Antonio v. Gould, held the act of the legislature, here considered and sustained, to be unconstitutional, for the reason that it comprises more than one object.

ERROR from Bexar. Tried below before the Hon. Thomas H. Stribling.

This suit was brought to the fall term (1866) of the district court of Bexar county; and was tried at the fall term, 1868, resulting in judgment for the plaintiff, Lane, who is defendant in error.

In the reported case of San Antonio v. Jones, 28 Tex. 19, will be found the sections of the legislative act incorporating the railroad company, and also all other matters having any revelancy to the questions discussed and decided in this case. No statement of facts was brought up in this case.

Edmund J. Davis, for the plaintiff in error. 1. A valuable consideration is requisite. Where this is recited in the instrument sued on, its existence would be prima facie presumed; but where it is not expressed in the instrument sued on, or admitted by the pleadings, proof of its existence must be adduced by the plaintiff. Short v. Price, 17 Tex. 403. In this case, neither the coupons or bonds say anything of a consideration. The court, therefore, erred in refusing to sustain the demurrer to the petition, and also erred in refusing the ninth charge asked by defendant below.

2. The act of the legislature of September 5th, 1850 (see Acts of Third Legislature, extra session, incorporating “the San Antonio Railroad Company”), under which these bonds and coupons purport to have been issued, was unconstitutional--at any rate, to the extent of the provisions of section 12 thereof. The provisions of said section 12 were not embraced or expressed in the title of said act, but were variant, and were, in effect, an enlargement of the charter of the city of San Antonio, and of the powers of the mayor and board of aldermen thereof. Said section 12 also provided for an election by the voters of said city, and for various other and sundry purposes. See § 12 of act. The act is entitled “an act to incorporate the San Antonio Railroad Company.” This act was in evidence on the trial of the case, as is apparent from bill of exceptions of defendant below. The act is unconstitutional and void, as it clearly conflicts with sections 24 and 25 of art. 7 of the constitution of 1845. Cannon v. Hemphill, 7 Tex. 208. It embraces more than one object, and contains matters variant from and not expressed in its title. It may be held that the whole act is not void, but only that part which is variant from or not expressed in the title, as was held in Georgia under a similar provision. Mayor v. The State of Georgia, 4 Ga. 38. In any event, this 12th section of said act is unconstitional and void.

3. The court erred in ruling out the evidence offered by defendant below, to show that two-thirds of the qualified electors of the city of San Antonio had not voted in accordance with the provisions of said section 12 of the act. The court seems to have proceeded on the ground that defendant below had not sufficiently set it out in his answer. But the plaintiff below had in his amended petition set up this charter of the railroad company, and claimed that these coupons (plaintiff's cause of action below) were issued in pursuance of said charter, and it seems, from the bill of exceptions of defendant below, as well as the charges asked by defendant, and the charge as given by the court, that the 12th section of this charter was given in evidence by plaintiff; and in that case it was clearly competent in the defendant to show by evidence that the 12th section of said act had not been complied with. While on this subject we will consider the other points raised by the charges asked by defendant below. Surely the people of the city of San Antonio are not responsible for these bonds and coupons, if they were issued without a full compliance with the law, or if issued by the mayor, without authority of law, the principle is the same. If the mayor could dispense with the requirements of a notice of twenty days, he could dispense with notice altogether. If, in his notice of the election, the mayor could require qualifications for the voters which are not prescribed in the constitution of the state (art. 3, § 1, Const. 1845), he could as well dispense with all voters. He could as well do this as restrict the number to a select few, as he appears to have done. The people of a city are not bound by the acts of their agents, outside of the limits of their delegated authority. Clark v. Corporation of Washington, 12 Wheat. p. 49. The principles of law governing the validity of the bonds and coupons issued by the city of San Antonio to the said railroad company in pursuance of the said charter, has been decided, and the city of San Antonio is entitled to have them all adjudged void. See Henderson v. Railroad Company, 17 Tex. 560 to 582 inclusive.

Where a corporation relies upon a grant of power from the legislature for authority to do an act, it is as much restricted to the mode prescribed by the statute or charter for its exercise as to the thing allowed to be done. Farmers' Loan and Trust Company v. Carroll, 5 Barb. 613. Without a strict compliance with the said section 12 of the railroad charter, and unless two-thirds of the qualified electors voted in favor of the issuance of these bonds and coupons, the mayor had no authority, express or implied, not even under the common law, to issue them. Clark v. The City of Rochester, 13 How. Pr. p. 204; Boon v. The City of Utica, 3 Barb. p. 140. As has been said by the supreme court of the United States: “The exercise of the corporate franchise, being restrictive of individual rights, can not be extended beyond the letter and spirit of the act of incorporation.” Beatty v. Lessee of Knowler, 4 Pet. 152; Jackson v. Ostrander, 1 Cow. 686;Utica Insurance Company v. Scott, 19 Johns. 1. Again, it appears from the record that the election was held on the same day as that for mayor and aldermen; but this sort of election was not in conformity with the intent, letter or spirit of the law. An election for this sole and special purpose was positively required, to the end that the minds of the electors might not be misdirected or influenced by other issues. The court therefore erred in refusing to give the jury the charges asked for by defendant below.

4. Whatever objection might be made to the positions above taken by the plaintiff in error to the other rulings of the court, it is quite clear that the judge who presided over the trial of the case overstepped his authority in taking the case from the jury, and in giving the charge to the jury on the trial. He not only charged them on the weight of the evidence, which is prohibited (Pas. Dig. art. 1464), but he has told the jury to find a verdict in favor of one party. The supreme court says, in Reynold v. Williams, 1 Tex. 311: “He (the judge) has no right to tell them (the jury) they must find a verdict for either plaintiff or defendant.” But in this case the judge has done so in so many words.

The judge might explain to the jury the reasons upon which his charge is founded, but must not charge the jury upon the weight of the evidence. Howerton v. Holt, 23 Tex. 60. The court must not assume the facts. Rogers v. Broadnax, 24 Tex. 543;Thomas v. Ingram, 20 Tex. 728. If the jury is to have any independence whatever, they must be...