People v. Canadian Fur Trappers' Corp.

• Decision Date: 01 May 1928
• Citation: 161 N.E. 455,248 N.Y. 159
• Parties: PEOPLE v. CANADIAN FUR TRAPPERS' CORPORATION.
• Court: New York Court of Appeals Court of Appeals

248 N.Y. 159

161 N.E. 455

PEOPLE

v.CANADIAN FUR TRAPPERS' CORPORATION.

Court of Appeals of New York.

May 1, 1928.

The Canadian Fur Trappers' Corporation was convicted of the crime of grand larceny in the second degree, and from a judgment of the Appellate Division (222 App. Div. 791, 226 N. Y. S. 876), affirming the judgment of conviction entered on a verdict of a jury, defendant appeals.

Reversed.

Appeal from Supreme Court, Appellate Division, Fourth Department.

Abraham J. Halprin, of New York City, Frank H. Hiscock, of Syracuse, and I. Maurice Wormser, of New York City, for appellant.

Guy B. Moore, Dist. Atty., of Buffalo (William L. Marcy, Jr., of Buffalo, of counsel), for the People.

CRANE, J.

The defendant, a corporation, has been found guilty of grand larceny, second degree, and fined $5,000. The argument presented here is that a corporationcannot commit the crime of larceny, as it is impossible for a corporation as such to have intent to steal or misappropriate property.

[1] We think this question has been fairly well settled to the contrary. Penal Law (Consol. Laws, c. 40), §§ 1290 and 1932; General Construction Law (Consol. Laws, c. 22), § 37; People v. Hudson Valley Const. Co., 217 N. Y. 172, 111 N. E. 472;People v. Rochester Ry. & Light Co., 195 N. Y. 102, 88 N. E. 22, 21 L. R. A. (N. S.) 998, 133 Am. St. Rep. 770, 16 Ann. Cas. 837; People v. Dunbar Contracting Co., 165 App. Div. 59, 151 N. Y. S. 164;Id., 215 N. Y. 416, 109 N. E. 554;U. S. v. Union Supply Co., 215 U. S. 50, 30 S. Ct. 15, 54 L. Ed. 87;U. S. v. MacAndrews & Forbes Co. (C. C.) 149 F. 823, 835;Telegram Newspaper Co. v. Commonwealth, 172 Mass. 294, 52 N. E. 445,44 L. R. A. 159, 70 Am. St. Rep. 280;State v.Rowland Lumber Co., 153 N. C. 610, 69 S. E. 58;State v. Passaic County Agr. Soc., 54 N. J. Law, 260, 23 A. 680;State v. Baltimore & O. R. Co., 15 W. Va. 362, 388, 36 Am. Rep. 803. See the authorities reviewed in 2 British Ruling Cases, p. 238, note. There are some cases to the contrary. Androscoggin Water Power Co. v. Bethel Steam Mill Co., 64 Me. 441;Commonwealth v. Illinois Cent. R. Co., 152 Ky. 320, 153 S. W. 459,45 L. R. A. (N. S.) 344, Ann. Cas. 1915B, 617;State v. Truax (May, 1924) 130 Wash. 69, 226 P. 259.

[2] It has long been the law that a corporation may be liable criminally for the acts of its agents in doing things prohibited by statute. New York Cent. & H. R. R. Co. v. U. S., 212 U. S. 481, 29 S. Ct. 304, 53 L. Ed. 613. The railroad company in that case was charged with rebating in violation of an act of Congress, and the court said:

‘We see no valid objection in law, and every reason in public policy, why the corporation which profits by the transaction, and can only act through its agents and officers, shall be held punishable by fine because of the knowledge and intent of its agents to whom it has intrusted authority to act in the subject-matter of making and fixing rates of transportation, and whose knowledge and purposes may well be attributed to the corporation for which the agents act. While the law should have regard to the rights of all, and to those of corporations no less than to those of individuals, it cannot shut its eyes to the fact that the great majority of business transactions in modern times are conducted through these bodies, and particularly that interstate commerce is almost entirely in their hands, and to give them immunity from all punishment because of the old and exploded doctrine that a corporation cannot commit a crime would virtually take away the only means of effectually controlling the subject-matter and correcting the abuses aimed at.’

This is the law for corporation whose servants violate positive prohibitions or commands of statutes regarding corporate acts. Such offenses do not necessarily embody the element of intent to commit a crime. The corporation would be guilty of the violation in many instances, irrespective of intent or knowledge. Overland Cotton Mill Co. v. People, 32 Colo. 263, 75 P. 924,105 Am. St. Rep. 74.

[3][4] When it comes, however, to such crimes as larceny, there enters as a necessary element the intent accompanying the act. There must be the intent to steal, to misappropriate, to apply the property of another to the use of the corporation to constitute the crime. The mere knowledge and intent of the agent of the servant to steal would not be sufficient in and of itself to make the corporation guilty. While a corporation may be guilty of larceny, may be guilty of the intent to steal, the evidence must go further than in the cases involving solely the violation of prohibitive statutes. The intent must be the intent of the corporation, and not merely that of the agent. How this intent may be proved or in what cases it becomes evident depends entirely upon the circumstances of each case. Probably no general rule applicable to all situations could be stated. It has been said that the same evidence which in a civil case would be sufficient to prove a specific or malicious intention upon the part of a corporation defendant would be sufficient to show a like intention upon the part of a corporation charged criminally with the doing of an act prohibited by law (U. S. v. John Kelso Co. [D. C.] 86 F. 304), and Judge Hough in U. S. v. New York Herald Co. (C. C.) 159 F. 296, said:

‘To fasten this species of knowledge upon a corporation requires no other or different kind of legal inference than has long been used to justify punitive damages in cases of tort against an incorporated defendant.’

See, also, People v. Star Co., 135 App. Div. 517, 120 N. Y. S. 498, where the malicious intent of the agents in writing a libel was attributable to the corporation. See, also, Grant Bros. Const. Co. v. United States, 13 Ariz. 388, 114 P. 955, and State v. Salisbury Ice & Fuel Co., 166 N. C. 366, 81 S. E. 737,52 L. R. A. (N. S.) 216, Ann. Cas. 1916C, 456, involving false pretenses. Also Standard Oil Co. v. State, 117 Tenn. 618, 100 S. W. 705,10 L. R. A. (N. S.) 1015, where the intent of the officers became the intent of the corporation.

[5] Sufficient to say that in this case the law was correctly laid down to the jury by the trial judge when he said:

‘The defendant is liable in a prosecution for larceny only for acts which it authorizes through action of its officers or which is done with the acquiescence of its officers, and, unless the jury find beyond a reasonable doubt such authority or acquiescence, there must be an acquittal.’

This, in my judgment, was a correct statement of the law for this case, and follows the intimation contained in People v. Hudson Valley Const. Co., supra, where this court said:

‘The proof permitted the jury to find that the wrongful acts attributed to the employees and agents of the defendant were performed in its service so methodically and continuously as to indicate the sanction of the corporation. The court properly charged that the corporation could act only through its officers and agents, and was amenable to the law for the acts of its officers and those of its employees of which it had knowledge.’

And in State v. Baltimore & O. R. Co., supra, it was stated:

‘It is but a reasonable inference that acts which are habitually done by the authorized agents of a corporation are done with their approval; and this is indeed almost the only manner in which the approval by the corporation of the acts of its agents can ever be proven. The tacit appropriation by a corporation of the benefits of the acts of its agents, repeatedly occurring, is full and satisfactory proof of the assent of the corporation to the doing of such acts.’

There may be cases where the single act of an officer will constitute larceny by a corporation, but we are not dealing with such a case here, and, as I have stated, it would probably be unwise to attempt to place limits upon corporate criminal liability. The rule is, however, that the acts must be corporate acts authorized by it. As before stated, this may be proved in many different ways.

In this case, the able assistant district attorney, Mr. Marcy, recognized the rule, and attempted to bring his evidence within it. He sought to prove that one of the officers of the corporation had given instructions to do the acts constituting larceny, and he also sought to prove that there had been such a long-continued user of felonious practices as to prove knowledge or intent upon the part of the corporation. In his attempt to substantiate these elements of the crime, he was largely frustrated by the rulings of the trial judge.

At this point it may be well to state the facts in order to elucidate our meaning. The defendant was a domestic corporation, known as Canadian Fur Trappers' Corporation, carrying on the business of selling fur coats on the installment plan in Buffalo, N. Y., under the name of ‘Fields.’ Four brothers, named Dornfeldt, constituted the corporation, and were its only officers. It advertised attractive sales during the summer of 1926. The prosecuting witness, Mrs. Ella Stanley, bought a coat at one of these sales for $295, paying a deposit of $25, the coat to be delivered to her upon payment of the balance. There was no time fixed in which the balance was to be paid. The evidence fairly shows that the defendant agreed to keep the coat in storage or on deposit for Mrs. Stanley until the balance was paid. Later in the fall, when she paid the balance, the coat was gone. It had been disposed of, and there was evidence which would justify the jury in believing that some one in the defendant's employ had resold the coat. The defendant's employees and officers attempted to deliver to Mrs. Stanley another coat which they said was the one she had selected. In this they were evidently mistaken, if not willfully falsifying, as the coat was of a different size and make. The evidence is quite conclusive upon this point. There is also evidence to show that the coat which this defendant through its employees attempted to...