Downing v. The Indiana State Board of Agriculture

• Decision Date: 19 June 1891
• Docket Number: 16,152
• Parties: Downing et al. v. The Indiana State Board of Agriculture
• Court: Indiana Supreme Court

28 N.E. 123

129 Ind. 443

Downing et al. v. The Indiana State Board of Agriculture

No. 16,152

Supreme Court of Indiana

June 19, 1891

Reported at: 129 Ind. 443 at 453.

From the Marion Superior Court.

Judgment affirmed, with costs.

A. G Smith, Attorney General, and A. C. Harris, for appellants.

J. M Butler, A. H. Snow and J. M. Butler, Jr., for appellee.

Olds, J. McBride, J., took no part in the decision in this case.

OPINION

Olds, J.

This action was brought by the appellee, the Indiana State Board of Agriculture, a corporation created under an act entitled "An act for the encouragement of agriculture," approved February 14th, 1851, against the appellants, claiming to act as individuals and as a State agricultural and industrial board, created by an act of the Legislature of 1891, entitled "An act abolishing the State Board of Agriculture and transferring all its assets, liabilities and credits to a State agricultural board; providing for the creation of the State Agricultural and Industrial Board," etc.,--which became a law by lapse of time without the Governor's signature March 4th, 1891,--to quiet the title to certain real estate described in the complaint, and known as the State fair grounds, to declare null and void appellants' claims of ownership, and enjoining them from setting up any interest in or ownership of said real estate, and to have said act of the Legislature of 1891 declared unconstitutional and void; also asking the same relief as to personal property, and asking that appellee be declared the owners of appropriations made by an act of the Legislature, approved February 23d, 1889, appropriating for the use of the appellee $ 10,000 annually for five years, two of which annual appropriations have been paid to the appellee.

On the trial of the cause in the court below final judgment and decree was entered in favor of the appellee, quieting title of the appellee in the real estate, that the act of the Legislature of 1891 was unconstitutional and void, that appellee is the owner of the personal property, and that the appellee is the owner of the unpaid appropriation, and entitled to receive the payment of the same, and perpetually enjoining the appellants either as individuals or as a State board under the act of 1891 from claiming or asserting any title to or ownership of the real estate, personal property or said appropriation, or demanding or receiving possession of either or any part of the same.

We deem it unnecessary to set out or make any further statement of the pleadings or issues in the case, or the manner in which the question for decision is presented, as it is conceded that the sole question presented for the decision of this court is, whether or not the appellee, the Indiana State Board of Agriculture, is a private corporation? If it is a private corporation then the Legislature exceeded its powers by the passage of the act of 1891, and such act is unconstitutional and void, and the judgment must be affirmed. But if such board is a public corporation, a State institution, belonging to the State, and subject to legislative control, then said act of the Legislature is valid, and the judgment must be reversed.

The question must be determined by the construction to be placed on the act of the Legislature approved February, 14th, 1851, by which the Indiana State Board of Agriculture was incorporated.

So much of the act as is material for the decision of this case reads as follows:

"An Act for the Encouragement of Agriculture, Approved February 14th, 1851.

"Section 4. That Joseph A. Wright of Marion county, Alexander C. Stevenson of Putnam county, Jeremiah McBride of Martin, Roland Willard of Kosciusko, Jacob R. Harris of Switzerland, Henry L. Ellsworth of Tippecanoe, John Ratliff of Morgan, Joseph Orr of Laporte, David P. Holloway of Wayne, John B. Kelly of Warrick, William McLain of Lawrence, Samuel Emerson of Knox, John McMahan of Washington, Thomas W. Sweney of Allen, George Brown of Shelby, and George Hussey of Vigo, be and they are hereby created a body corporate, with perpetual succession, in the manner hereafter described, under the name and style of the "Indiana State Board of Agriculture."

"Section 5. It shall be the duty of said board, or any five of them, to meet in the city of Indianapolis at such time as the Governor shall appoint, and to organize by appointing a president, secretary and treasurer, and such other officers as they may deem necessary; also, determine by lot the time each member shall serve, so that the term of service of one-half of the members shall expire annually, on the day of the annual meeting in January; and the president shall have power to call meetings of the board whenever he may deem it expedient.

"Section 6. There shall be held in the city of Indianapolis, on the first Thursday after the first Monday in January, an annual meeting of the Indiana State Board of Agriculture, together with the president of each county agricultural society, or other delegate therefrom duly authorized, who shall, for the time being, be ex officio members of the State Board of Agriculture, for the purpose of deliberation and consultation as to the wants, prospects and conditions of the agricultural interests throughout the State; and at such annual meeting the several reports from the county societies shall be delivered to the president of the Indiana State Board of Agriculture; and the said president and delegates shall at this meeting elect suitable persons to fill all vacancies in the Indiana State Board of Agriculture.

"Section 7. And it shall be the duty of said board to make an annual report to the General Assembly of the State, embracing the proceedings of the board for the first year, and an abstract of the proceedings of the several county agricultural societies, as well as a general view of the condition of agriculture throughout the State, accompanied by such recommendations as they may deem interesting and useful.

"Section 8. That the sum of one thousand dollars be and the same is hereby appropriated from the treasury for the use of the board, and an account of the expenditures of the board shall be included in the annual report of the board to the General Assembly.

"Section 9. That the Indiana State Board of Agriculture shall have the power to hold State fairs at such times and places as they may deem proper and expedient, and have the entire control of the same, fixing the amounts of the various premiums offered, embracing every article of science and art, or such portions of them as they may deem expedient and proper, calculated to advance the interest of the people of the State. They may employ assistants, receive contributions, donations, etc., and unite with a county or district society for the purpose of defraying the expenses of said State fairs."

The foregoing act was passed under the Constitution of 1816, which contained the following provision:

"Section 1. Knowledge and learning, generally diffused through a community, being essential to the preservation of a free government, * * * the General Assembly shall, from time to time, pass such laws as shall be calculated to encourage intellectual, scientifical and agricultural improvement, by allowing rewards and immunities for the promotion and improvement of arts, sciences, commerce, manufactures, and natural history; and to countenance and encourage the principles of humanity, industry and morality." Article 9, section 1.

The Constitution of 1816 contained no provision against creating private corporations by special acts.

In Angell and Ames on Corporations, at section 13, it is said: "The public benefit is deemed a sufficient consideration of a grant of corporate privileges; and hence, when a grant of such privileges is made (being in the nature of an executed contract), it can not, in case of a private corporation, which involves private rights, be revoked. The object in creating a corporation is, in fact, to gain the union, contribution, and assistance of several persons, for the successful promotion of some design of general utility; though the corporation may, at the same time, be established for the advantage of those who are members of it, the principle is, and has been so laid down by Domat, that the design of a corporation is to provide for some good that is useful to the public. 'With respect to acts of incorporation,' says one of the judges of the Court of Appeals of Virginia, 'they ought never to be passed but in consideration of services to be rendered to the public.'"

In section 14 the following statement is made: "The Bank of the United States, for example, if the stock belonged exclusively to the government, would be a public corporation, but inasmuch as there are other and private owners of the stock, it is a private corporation."

In section 31 it is said: "Private corporations are indisputably the creatures of public policy, and, in the popular meaning of the term, may be called public; but yet, if the whole interest does not belong to the government (as if the corporation is created for the administration of civil or municipal power), the corporation is private."

In section 32 it is said: "Nor does it make any difference that the State has an interest as one of the corporators, for it does not by such participation identify itself with the corporation. Says Marshall, C. J.: 'The Planters' Bank of Georgia is not the State of Georgia, although the State holds an interest in it.'"

In section 34 it is said: "A hospital founded by private benefaction is, in point of law, a private corporation though dedicated by its charter to public charity. And a college founded, and...