CONSTITUTIONAL LAW-(Continued.)
stitutional, being in conflict with section six of article eight of
the constitution. The remainder of the act, not depending upon
said section eight, is a valid statute. Id.
5. Validity of act of April 24, 1896-The act of April 24, 1896,
entitled "An act to prescribe the purposes for which water rents
may be assessed and collected in cities of the first grade of the
first class." 92 O. L., 605, is a valid statute. Id.
6. Compensation of county officers--Validity of act of April 21,
1896-Section 26 of article 2 of Constitution-The act of April 21,
1896 (92 O. L, 567), in so far as it prescribes and limits the com-
pensation of certain county officers and their assistants therein
named, the operation of which is expressly limited to Miami
county, relates to a subject local in its nature, and therefore does
not conflict with section 26 of article 2 of the constitution of
this state. Pearson et al. v. Stephens, 128.
7. Penalties for official misconduct-Sections of act may be sep-
arated and executed independently-The system of compensation
provided by the act is complete without reference to the penal-
ties for official misconduct prescribed by section 13, or to the
effect to be given to an official bond by section 14 of the act.
Wherefore this system of compensation may be separated from,
and executed independently of, those two sections, and is not
affected by the question of the constitutionality of either or both
of them. Id.
8. Regulation of Trade-Inter-State commerce-Convict-made
goods-Invalidity of act of May 19, 1894—The act of May 19,
1894, 91 O. L., 346, entitled: "An act to regulate the sale of con-
vict-made goods, wares and merchandise, manufactured by con-
victs in other states, " is in conflict with section eight of article
one of the constitution of the United States and is therefore
void. Arnold v. Yanders, 417.
9. Registration of land titles in Ohio-" Torrens Law" -Invalidity
of act of April 27, 1896-Constitutional law-The remedy by due
course of law guaranteed by section 16 of the Bill of Rights,
extends to all the adversary rights of persons in property, and
requires that before there is a judicial determination affecting
such right, process to obtain jurisdiction of the person claiming
it shall be issued and served, except that the legislature may
provide for a substituted or constructive service to be made
when actual service is impracticable. The act of April 27, 1896,
entitled "An act to provide for the registration of land titles in
Ohio, " etc., (92 O. L., 220,) is repugnant to this section of the
constitution. State of Ohio ex rel. v. Guilbert, Auditor, 575.
10. Section 19 of Bill of Rights-Said act is repugnant to section 19
of the Bill of Rights, because it attempts to authorize the tak-
Constitutional Law –Corporation for Profit.
CONSTITUTIONAL LAW-(Continued.)
ing of private property for uses that are not public, and without
compensation. Id.
11. Section 1 of article 4 of constitution-Said act is repugnant
to section 1, of Art. 4, of the constitution, because it attempts
to confer judicial power upon the county recorder. Id.
12. Constitutional Convention—Invalidity of Joint Resolution of
April 16, 1896—Constitutional law-Joint resolution, April 16,
1896, (92 Laws, 787,) submitting the question of calling a con-
stitutional convention to the electors of the state, held invalid.
State ex rel. v. Kinney, Secretary State, 721.
CONSTRUCTION OF STATUTE OR CONTRACT-See COVENANT
OF LEASE, 2; CONSTITUTIONAL LAW, 7; STATUTE DEFINING
CRIME,
CONSTRUCTION OF WILL-See WILLS, 8.
CONTRIBUTORY NEGLIGENCE-See CERTIFICATE OF STOCK.
CONVICT MADE GOODS-See CONSTITUTIONAL LAW, 8.
CONVICT TRANSPORTED TO AND FROM COURT, COSTS
FOR-See COSTS FOR TRANSPORTING CONVICT.
CORPORATION FOR PROFIT-
Corporation for profit-Purchase of unsubscribed stock by officers
at discount-Bad faith not imputed, when-Corporation insol-
vent-Rule as to value and validity of stock bought below par-
Right of disposal of stock by owner-Non-liability of transfer
for corporation debts made after transfer-The directors and
managing officers of a corporation for profit should be held to
strict good faith in all dealings between themselves and the
corporation. Where, however, the corporation is deeply in
debt and pressed for money to continue its business; where a
large proportion of its capital stock remains unsubscribed, a
great part of which was created by an unauthorized increase of
the same, for which such directors and managing officers were
chiefly responsible, though acting in good faith and in the
belief that their action was regular; where such directors and
managing officers believe the only practicable means of obtain-
ing money to relieve the necessities of the corporation, is by
disposing of this stock; where accordingly they make diligent
but unsuccessful efforts to dispose of the stock at par; where
they offer it at a large discount to all its stockholders and gener-
ally to others without takers, such directors and managing
officers and some others without intending to secure personal
advantage, but with a view to aid the corporation, take parts of
the stock at the discount price, either paying cash therefor, or
cancelling debts due to them from the corporation, and they do
Corporation for Profit-Costs.
CORPORATION FOR PROFIT-(Continued.)
not afterwards derive any profit on account of such stock, bad
faith should not be imputed to them, either in respect to such
increase of capital stock or their acquisition of it.
If the corporation subsequently become insolvent the difference
between the discount price and the par value of the stock thus
purchased, should not be regarded as assets of the corporation,
as between those stockholders who bought at a discount and
those who did not. In such case the holders of previously
issued stock for which they had paid par should not be allowed
to assert the invalidity of the issue of the discounted stock
without consenting that its purchaser be placed in statu quo.
An owner of stock in a corporation for profit created under the
laws of this state, in the absence of a by-law to the contrary,
has absolute power of disposition over the same, and may dis-
pose of it by sale or gift at his pleasure. If the sale or gift
is made in good faith, and the shares, sold or donated,
are transferred on the books of the corporation to the pur-
chaser, or donee, the transferer does not remain an equitable
owner thereof, or thereafter continue liable to assessment,
under the statute of this state, for the payment of future cor-
porate debts, although at the time of the sale or donation the
corporation and transferee were both insolvent, and the purpose
of the former owner, in disposing of the stock, was to escape
such future liability. Peter v. The Union Manufacturing Com-
pany et al., 181.
CORPORATIONS-See POSSESSION OF LAND BY RAILROAD COM-
PANY; RELIEF DEPARTMENT OF RAILWAY COMPANY; CERTIFI-
CATE OF STOCK; CORPORATION FOR PRofit.
COSTS FOR TRANSPORTING CONVICT—
1. Costs for transporting convict to and from a court—No compen-
sation to guard for time-It is the duty of the warden of the
penitentiary under section 7336, Revised Statutes, to allow and
certify a cost bill which contains only such items of cost as the
court has certified as accruing during the trial, and such addi-
tional items as are the proper expenses of transporting the con-
vict to the penitentiary. State ex rel. v. Coffin, 240.
2. Penitentiary guards taking convict before the court are com-
pensated by their monthly pay-Guards of the penitentiary
while engaged in taking a convict before the court which has
issued a subpoena for him and there detaining him subject to its
order, are engaged in the service for which their monthly com-
pensation is fixed by statute; and no deduction can be made
from such compensation because of their absence from the peni-
tentiary while engaged in such service, nor can compensation
Costs for Transporting Convict-Death.
COSTS FOR TRANSPORTING CONVICT—(Continued.)
of the guards for such service be taxed as costs in the case in
which such subpoena is issued. Id.
COUNTY COMMISSIONERS, POWERS OF-See MUNICIPAL
CORPORATION; REPORT OF COUNTY COMMISSIONERS; TAXATION
OF LAND, SUIT TO ENJOIN.
COUNTY OFFICERS, COMPENSATION OF-See CONSTITU-
TIONAL LAW, 6.
1. Covenant of lease-Destruction of leased property-Tenant not
relieved, when - At common law, where there is a covenant on
the part of the lessee to pay rent for the term, and buildings on
the demised premises are destroyed by fire, the tenant is not
relieved from the payment of rent unless he has protected him-
self by a provision in the lease to that effect. Felix v. Griffiths,
39.
2. Construction of statute or contract-In giving construction to a
provision of a statute, or a contract, which attempts to abrogate,
or modify, a well established rule of the common law, the scope
of the provision should not be extended beyond the plain
import of the words used if reasonable effect can otherwise be
given to it. Id.
3. Terms of lease for years--Rental annual, payable monthly in
advance-Property burned-Rent paid cannot be recovered-A
lease for years, at a rental of $1,500 per year, payable $125
monthly in advance, contained the following clause: "It is
agreed by and between the parties to this lease, that in case any
building now standing on said premises shall be destroyed or
injured by the elements or other cause, so as to be unfit for
occupancy, without any fault or neglect on the part of the second
party, said second party shall not be liable to pay rent for said
premises from and after the time the said second party shall
have surrendered possession of said premises to said first party."
After payment, during the term, of a month's rent, and before
the expiration of the month, a fire occurred, without fault of the
lessee, which so injured the buildings as to render them unfit
for occupancy. Thereupon the tenant surrendered possession
and brought action to recover of the lessor a portion of the ad-
vance payment, claiming it as still unearned.
Held: That the provision in the lease above quoted reserves no
right to recover back any portion of a monthly installment of
rent once paid, and that the action cannot be maintained. Id.
CRIME, STATUTE DEFINING-See STATUTE DEFINING CRIME.
DEATH BY ACCIDENT-See LIFE INSURANCE.
Deed of Land in Trust-Drugs.
1. Deed of land in trust-Deed and instructions for its execution
competent evidence, when-Father deeds son land in trust for
father-Where the father, being the owner of the equitable
estate in land, directs the conveyance of the legal title to
his son in trust for the father, and in the deed the grantee is
designated as trustee, both the deed and instructions for its
execution are competent evidence to prove the trust, in an action
for its enforcement against the son who denies the trust, and
claims the conveyance was a gift or advancement. Paddock v.
Adams et al., 242.
2. Action to enforce the trust-Section 5242, Revised Statutes-An
action to enforce such a trust is not an action involving the valid-
ity of the deed, within the purview of the last clause of section
5242, of the Revised Statutes; and where such action is prose-
cuted by the executor of the cestui que trust, the adverse party
is incompetent to testify to matters occurring before the death
of the cestui que trust. Id.
DEPUTY COUNTY TREASURER, LIABILITY OF-See STATUTE
DEFINING CRIME.
DESIGNATING HEIR AT LAW--
1. Designating heir at law-Section 4182, Revised Statutes Pro-
cedure-In giving effect to the act of April 29, 1854 (section 4182,
Revised Statutes), which provides for the filing of a declaration
appointing one to stand as heir at law to the declarant in the
event of his death, and for the making of an entry upon the jour-
nal by the judge, and a record of the proceedings, it is not essen-
tial that the declaration be made in open court, nor that it be
made in any particular place. Such declaration may be made
before a judge of the probate court within his county at a place
other than the office of said court. Bird et al. v. Young, 210.
2. Not necessary in open court-Nature of proceedings-The entry
which the statute requires the judge to make upon his journal
and the record of the proceedings do not constitute a judgment,
and it is not essential to the validity of the proceedings that the
order for such entry be made by the court. It is sufficient if it
be made by the judges. Id.
DEVISE TO THE STATE UNIVERSITY-See WILLS, 8.
DISABILITIES OF MARRIED WOMEN-See ACTION BY MAR-
RIED WOMEN.
DISTRIBUTION OF PERSONAL PROPERTY OF INTESTATE-
See INHERITANCE OF PERSONAL PROPERTY.
DRUGS, ADULTERATION OF-See ADULTERATION OF FOOD
AND DRUGS.
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