Miller v. School District No. 3 In Carbon County

• Decision Date: 14 March 1895
• Citation: 39 P. 879,5 Wyo. 217
• Parties: MILLER v. SCHOOL DISTRICT NO. 3 IN CARBON COUNTY
• Court: Wyoming Supreme Court

39 P. 879

5 Wyo. 217

MILLER v. SCHOOL DISTRICT NO. 3 IN CARBON COUNTY

Supreme Court of Wyoming

March 14, 1895

RESERVED QUESTIONS from the District Court for Carbon County. HON. JESSE KNIGHT, Judge.

The facts are fully set out in the opinion.

Injunction denied.

Craig &amp Chatterton, for the plaintiff.

McMicken & Blydenburgh, for the defendant, maintained that the vote taken at the adjourned meeting to issue $ 23,000 of refunding bonds was valid, and the authority continued to issue any less amount that might be necessary, and cited. (18 Am. &amp Eng. Ency. L., 297; Black v. Trower, 79 Va. 126; Walnut v. Wade, 13 Otto, 683; Hanibal v. Fauntleroy, 15 Otto, 408; Powell v. Madison, 107 Ind. 106; B'd. Comr's. v. Rollins Inv. Co., 3 Wyo. 476; 1 Dillon's Mun.Corp., sec. 277; id. p. 79; State v. Swift, 69 Ind. 531; State v. Binder, 38 Mo. 450; Cooley's Const. Lim., p. 747, n. 1; People v. Warfield, 20 Ill. 159; Walker v. Oswald, 68 Md. 146; Oldknow v. Wainwright, 2 Burr, 1017; Gillespie v. Palmer, 20 Wis. 544; State v. Grace, 20 Or. 154; State v. Echols, 41 Kan. 1; Marion Co. v. Winkley, 29 Kan. 36; Metcalf v. Seattle, 1 Wash., 297; Yesler v. Seattle, id. 308; R. R. Co. v. County C't., 1 Sneed, 637; Twp. v. Rodgers, 16 Wall., 644; People v. Garner, 47 Ill. 246; People v. Wiant, 48 id., 263; Bridgeport v. R. R., 15 Conn. 475; Talbot v. Bent, 9 B. Mon. 526; State v. Mayor, 37 Mo. 272; County v. Johnson, 95 U.S. 360; 19 Am. & Eng. Ency. L., 1090 and cases cited; Sch. Dist. v. West. Tube Co. (Wyo.), 38 P. 922.)

GROESBECK, CHIEF JUSTICE. CONAWAY and POTTER, JJ., concur.

OPINION

GROESBECK, CHIEF JUSTICE.

The following material facts are set forth in the agreed statement filed in the district court in this cause: Isaac C. Miller, the plaintiff, is a resident taxpayer and qualified elector of School District Number Three in Carbon county, a legally organized school district. In 1886 the Legislative Assembly of the then Territory of Wyoming passed an act authorizing the defendant school district to issue bonds to the amount of $ 25,000 for the purpose of building a school house in the district, and in accordance with said act, the bonds of the district were thereafter issued in such sum, bearing interest at the rate of eight per centum per annum, which are a valid debt against the district. The interest accrued thereon and $ 3,000 of the principal has been paid, leaving unpaid on the bonds the sum of $ 22,000.

Under the authority of an act of the Second State Legislature, permitting the school districts of the State to refund their bonded indebtedness, notice was given according to law of the regular annual school district meeting to be held on Monday, May first, 1893, in which, among other things, it was stated that the annual school meeting would determine by ballot whether the bonded indebtedness of the district should be refunded in accordance with said act (Chapter 10, Sess. Laws 1893), and in this respect, the clerk of the school district followed the direction of a special meeting of the board of trustees held April 18, 1893.

At the annual school district meeting, held pursuant to such notice, and under the provisions of the statute, on the first Monday of May, 1893, being the first day of that month, the matter of refunding the bonds of the school district was by resolution referred to a committee to report upon at a subsequent time to which the annual meeting was adjourned. At the annual meeting 82 votes were cast at the election of trustee, and at the adjourned annual meeting, held May 10, 1893, the committee reported in favor of the refunding proposition, and thereupon a resolution was passed authorizing the board of directors of the district to issue and sell the refunding bonds of the district in the sum of $ 23,000, then outstanding, in accordance with the act, the bonds issued to be known as the 15-30 bonds, and to be sold at the lowest possible rate of interest. A ballot was taken on this resolution, and it was adopted by the unanimous vote of the 34 electors present.

After these proceedings, the district board corresponded with various parties dealing in bonds, relative to placing the refunding bonds, and they were advised that, owing to the financial stringency then prevailing, it would be impossible to sell or dispose of the bonds, and for this reason the district board took no further steps toward selling the bonds, until October, 1894, when a notice offering for sale the refunding bonds was published pursuant to the statute. The bids tendered under this offer were opened on the 30th day of November, 1894, and the bid of Mason, Lewis and Company, of Chicago, being the lowest and best bid, was accepted, the amount of the indebtedness, $ 22,000, to be issued in bonds to be dated January 1, 1895, to bear interest at the rate of six per centum per annum, the price offered being $ 22,669, or $ 669 in excess of the face of the bonds, and the bonds were to run, as advertised, for thirty years, to be redeemable at the pleasure of the district after fifteen years from their date. The amount of the bonds of said school district at the time of the admission of the State into the Union, July 10, 1890, was less than four per centum of the assessed valuation of the taxable property of the school district. At the annual charter election, held in the city of Rawlins, which lies wholly within the limits of the school district, held on the second Tuesday of April preceding the annual school district meeting, more than five hundred votes were cast. The agreed statement of facts closes with the statement that the board of trustees or directors of the school district is threatening to carry out its agreement by issuing the bonds of the district to the bidders whose bids were accepted, and will do so unless restrained from so doing, and an injunction is prayed for against the board of directors of the school district.

The plaintiff claims under the agreed facts that the board of directors or trustees of the district has no authority to issue the refunding bonds as contemplated, (1) because the qualified electors have not authorized the same as required by law, and the vote of 34 in favor of the issuing of the bonds at the adjourned annual meeting, it is alleged, was not a majority of the qualified electors of the district, nor even a majority of the meeting, as it was an adjourned session of the same meeting at which 82 votes were cast; (2) because the debt which is thus to be created is not in conformity with section 4 of article 16 of the constitution of the State, as the proposition to create such debt had not been submitted to a vote of the "people" of said school district; (3) because the vote taken May 10, 1893, if legal at that time, was not for the issue of $ 22,000, but for $ 23,000 of refunding bonds, and the latter proposition has never been submitted to the electors of the district; and (4) the time of the vote is too remote from the time of the issuance of the proposed bonds. The defendant claims that the proposed issue of the refunding bonds is legal in all respects, and all the necessary preliminaries have been fully complied with according to law.

Upon the agreed statement of facts, substantially as recited, the district court for Carbon county found that an important and difficult question arose in the case, and a number of questions were by that court submitted to us for decision. They will now be considered in detail.

1. Was the vote had at the adjourned meeting on May 10, 1893, sufficient to authorize the issuance of these bonds by the school district?

Ans. Yes. The language of the act (sec. 1, Ch. 10, Laws 1893) is "The Board of Directors of each and every school district in the State of Wyoming, are hereby authorized to issue refunding bonds of such school district, for the purpose of taking up outstanding bonds of such school district, for any sum not exceeding the amount of outstanding bonds; provided, that the qualified electors of any such school district shall so elect and determine at any regular meeting or at any special meeting held for such purpose." There is no dispute over the sufficiency of the notice given of the annual meeting, and in the absence of any statute providing a different rule, the electors present of a school district are competent to act by the vote of a majority of the meeting, which would be a quorum. The common law principle is that if an act is done by an indefinite body it is valid if passed by a majority of those present at a legal meeting, no matter how small a portion of the whole number entitled to be present they may constitute, and this has been deemed applicable to the town meetings in New England, which is a near approach to pure democracy. The corporate power in the New England towns resides in the inhabitants or citizens at large, and these form the constituent body. If the meeting has been duly warned or called, those who assemble, though less than a majority of the whole, have the power to act for and bind the whole unless it is otherwise provided by law, and those who are absent are justly and conclusively presumed to assent fully to the action of those who attend. Dillon on Mun. Corp., 4th Ed., Sec. 277, and cases there cited. The authorities seem to be uniform on this point, as there is a distinction between a corporate act to be done by a definite number of persons and one to be performed by an indefinite number. In the former case a majority is necessary to constitute a quorum, and no act can be done unless a majority be present, and in the latter a majority of any number of those appearing may act. Angell & Ames on Corporations, 11th Ed., Sec. 501. The voters absenting themselves from the election are presumed to assent to the expressed will of the majority...