Page:Henry Osborn Taylor, A Treatise on the Law of Private Corporations (5th ed, 1905).djvu/190

 § 201.] THE LAW OF PRIVATE CORPORATIONS. [CHAP. VII. to the bearer of the pass-book shall be deemed good and valid payments to the depositor, a payment made in accordance with the rule binds the depositor, although his signature to a draft or order may have been forged ; providing the officers of the bank are guilty of no negligence. 1 But if an} T circumstance is brought to the notice of the officers to put them on inquiry or arouse the suspicion of an ordinarily careful person, their failure to make inquiry raises a question of negligence for the jury. 2 § 200. The third class of effective restrictions arise from the nature of the agent's emplovment as indicating the Class III. or. e> scope of his authority. If an act is beyond the ordi- nary scope of the agent's emplovment and authority, and was not in fact authorized by the corporation, nor by superior officers who themselves have authority to do or authorize it, the corporation will not be bound ; for the power to bind the corporation may be presumed to exist in its agents and officers only in regard to acts within the scope of its ordinary business and their ordinary duties. 3 And when a corporate agent, with- out actual authority, exceeds the powers which an outsider from the agent's employment may reasonably suppose him to possess, the corporation is not estopped from repudiating the unauthorized act. 4 § 201. The following are instances of the last class of re- strictions : A general insurance agent will not bind his com- pany by accepting articles of personal property in satisfaction of a premium payable in money. 5 Station agents and conduct- 1 Schoenwald v. Metropolitan Sav- ings Bk., 26 N. Y. 418; Appleby v. Erie County Savings Bk., 02 N. Y. 15; Sullivan v. Lewiston Institution of Savings, 56 Me. 507. Compare Manhattan Co. v. Lydig, 4 Johns. 377; Kimball v. Norton, 59 N. H. 1. Likewise the depositors may rely on the by-laws in such case; and when a savings bank pays money to the wrong person, and, in so doing, acts in contravention of its by-laws, it will be liable. People's Savings Bk. v. Cupps, 91 Pa. St. 315. In this case the forged, order was not wit- 170 nessed as required by the by-laws. Compare State v. Atherton, 40 Mo. 209 ; Morris Canal, etc., Co. v. Van Voist, 21 N. J. L. 100. 2 Gearns v. Bowei'y S'v'gs B'k, 135 N. Y. 557. 3 First Nat. Bk. v. Ocean Nat. Bk., 60 N. Y. 278; West Nat. Bk. v. Armstrong, 152 U. S. 346. 4 Fawcett v. New Haven Organ Co., 47 Conn. 224. 8 Hoffman v. Hancock Mut. Life Ins. Co., 92 U. S. 161. Compare Hackney ». Allegheny County Mut. Ins. Co., 4 Pa. St. 185.