Page:Harvard Law Review Volume 5.djvu/180

164 164 HARVARD LAW REVIEW. presentation of a petition " praying for the issue of bonds of said town." Then follows the petition in totidem verbis} The cir- cumstance is significant as indicating that the court below con- sidered the expressions " to contract a loan " and " to issue bonds " as practically convertible terms. The substitution of one for the other in the finding was probably an inadvertence. This then appears to be, in the judicial mind, the turning-point of the case. We have the conclusion announced that a power in a town to " borrow money," or to " contract a loan," does not authorize the town to issue its negotiable bonds as a means of getting the money. It is this result which we meant by intimating that the line of reasoning adopted in this opinion might excite surprise. With all deference to so high an authority, we are unable to regard it as a logically sound position. The usual and customary mode of borrowing money in any considerable sums by municipal corporations has been for years to issue negotiable bonds. Such is the universal understanding, we venture to say, of the business community; and such, so far as we have been able to consult the authorities, has been the con- struction of the courts. Says the Supreme Court of Indiana, " The issuing and sale of bonds in the market, is the most usual and ordinary method adopted by corporations to borrow money." 2 So well is this understood that, in a case in Pennsylvania, the court characterized an objection that " to issue bonds " was not "to borrow money" as " a mere quibble in words." 3 " To borrow money," therefore, is a term that has, through the practice of a long series of years, acquired a a perfectly well-settled meaning. Business men who know from experience the needs of a municipality, and the customary means of conducting its affairs, are not at a loss to understand what is meant by an authority con- ferred upon a city or town to borrow money, or to contract a loan. Thus far, in the opinion of the distinguished justice, we are afforded no reason whatever why, at this late day, the ordinary i Page 678. 2 Thompson v. City of Peru, 29 Ind. 305. 3 Middletown v. Alleghany Co., 37 Pa. St. 241. " To say inferentially that the issuing of bonds was not to borrow money, is to trifle with language which the usages of business have rendered perfectly definite. Everybody knows that when a municipal corporation or a county obtains legislative authority to sub- scribe for stocks and borrow money to pay therefor, the legislature means that they are to issue a marketable bond in exchange for the stock subscribed.". Per Woodward, J.