Highway Commissioners of Sault Ste. Marie v. Dusan
| Decision Date | 08 April 1879 |
| Court | Michigan Supreme Court |
| Parties | Highway Commissioners of Sault Ste. Marie v. Martin Van Dusan |
Submitted January 30, 1879
Error to Chippewa. Submitted Jan. 30. Decided April 8.
Judgment reversed with costs and a new trial ordered.
Geo. W Brown and Austin Blair for plaintiffs in error. He only can ratify who might have authorized. M'Laughlin v. D. & M. R. R. Co., 8 Mich. 100; Chamberlain v. Dow, 10 Mich. 319; Newsom v. Hart, 14 Mich. 233; Peninsular Bank v. Hanmer, 14 Mich. 208.
Brennan & Donnelly for defendant in error.
Van Dusan sued on the common counts for services in making a sewer. A written agreement had been signed and he claimed for an unpaid portion of the agreed price and for some items supposed to be outside of the express terms, but asserted to be justly chargeable. It appears that recovery was opposed on several grounds, but vainly. The main one seems to have been that the improvement as contracted for and carried out was not in a part of the township open to the exercise of such authority or where such things could be done at township cost, but was upon territory which in fact was under separate village government, namely, the village of "Sault Ste Marie."
The charge informs us that there was evidence in support of this view and evidence likewise that the township had paid a portion of the contract price, and the learned judge ruled in substance that admitting the commissioners had no power to contract for the sewer by reason of its location out of town authority and in the village, it was still competent for the jury to find that in paying part of the price the township affirmed the contract and made the transaction binding.
We cannot concur in this statement of the law. According to the hypothesis the case was such that if all the township electors and all the township officers had united or assented in any mode or under any particular formalities the original transaction would have been invalid, and the principle of law is that a corporation cannot ratify an act which it could not have done when it occurred. Taymouth v. Koehler, 35 Mich. 22; Marsh v. Fulton Co., 77 U.S. 676, 10 Wall. 676, 19 L.Ed. 1040; Horton v. Town of Thompson, 71 N.Y. 513; McCracken v. San Francisco, 16 Cal. 591; Ashbury Railway Carriage & Iron Co. v. Riche, L.R., 7 H. L. 653: 14 Eng. 42.
Were it not so our whole scheme of laws for confining corporations within determined bounds would be in danger of subversion. A...
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