398 HIGH COURT OF CHANCERY.

The validity of the subscription is, however, questioned
upon two grounds; first, because the president of the Elys.
vffle Company, by whom it was made, was not authorized to
make it. And, secondly, because the ten dollars on each
share, required by the 8th section of the charter of the defend-
ant, to be paid at the time of making the subscription, were
not paid in money.

In urging the first objection, it is said, that a corporation
aggregate must act collectively, and by vote, or resolution.
But though this may be true, it is now well settled in this
country, that the acts of a corporation evidenced by a vote,
written or unwritten, are as completely binding upon it, and as
full authority to its agents, as the most solemn acts done under
the corporate seal; and, that promises and "engagements may
as well be implied from its acts, and the acts of its agents, as
if it were an individual. Angel on Corporations, 60, 127,
128,

In the case of the Union Bank vs. Ridgely, 1 H. & G., 426,
the court say, "that the same presumptions arise from the acts
of corporations, as from the acts of individuals; consequently
that the corporate assent, and corporate acts, not reduced to
writing, may be inferred from other facts and circumstances,
without a violation of any known rule of evidence."

And again, in Burgess vs. Pue, 2 Gill, 264, the court say,
"a vote or resolution appointing an agent, need not be entered
on the minutes, but may be inferred from the permission or
acceptance of his services." "And, that acts done by a cor-
poration, which pre-suppose the existence of other acts, to
make them legally operative, are presumptive proof of the
latter."

Such being the law upon the subject, and it being quite com-
petent to this court, without the production of an express au-
thority from the Elysville corporation to its president to -make
the subscription in question, to infer it from other acts, I am
clearly of opinion, that the facts and circumstances of this
case are quite sufficient to warrant the inference—the fact of
the receipt of the certificate by the agent of the complainant—