592 CAPE SABLE COMPANY'S CASE.—3 BLAND.

Oliver have supported an action of assumpsit at law, and obtained
a judgment, if the claim had been contested, and the opinion of
the Court taken thereon? Second. If it was competent for the
defendants Robert and John Oliver to have sustained a suit on an
action commenced and conducted in the usual manner, if the
authority, that was given by Richard Caton such as to authorize
the entering of the present judgment? Third. Ought the injunc-
tion to be dissolved without the answer of Catou, supposing the
opinion in the two preceding points to be favorable to the defend-
ants 1

In forming an opinion in this case I deem it unnecessary to
review the various decisions, how far a corporate body can con-
tract; except under the corporate seal. That subject was fully
and maturely considered in the case of the The Bank of Columbia
against Patterson, and is ably treated in the opinion of the Supreme
Court of the United States, as delivered by Judge Story. 7 Craw.
299. It * was also under the consideration of the Court of
611 Appeals of this State in the case of Kennedy v. The Balti-
more Insurance Company, 3 H. & J. 367, With the conclusion
drawn by the Supreme Court of the United States, in delivering
their opinion of the extent to which corporate bodies are bound
by contracts not under the corporate seal, I concur, as well as with
the position taken by the Court of Appeals of this State.

In the first case, after reviewing the authorities the conclusion
the Court arrives at is, "it would seem to be a sound rule of law,
that, whenever a corporation is acting within the scope of the
legitimate purposes of its institution, all parol contracts, made by
its authorized agents, are express promises of the corporation;
and all duties imposed on them by law, and all benefits conferred
at their request raise implied promises, for the enforcement of
which an action may well lie." In the opinion of the Court of
Appeals it is laid down; "the position is not to be controverted
that, generally, a corporate body cannot act, but by its seal; but
this position cannot be, extended so far as to prevent their liability
from the nature of the institution; or for acts done necessarily
and incidentally arising from an authority delegated by such body
to their agent legally appointed."

In the case before the Supreme Court of the United States, the
plaintiff's claim arose for work done on the banking-house itself,
in virtue of an engagement made by the plaintiff with an acknow-
ledged duly authorized committee of the corporation. The work
done was necessary for carrying on the affairs of the body politic;
and the work having been done, the demand of the plaintiff against
the bank, thus founded, was sustained. The cause before the
Supreme Court of Maryland, was to recover money received by the
agent of the corporation, in the ordinary and usual course of his

agency; which money was adjudged to be due to the plaintiff.