Page:Henry Osborn Taylor, A Treatise on the Law of Private Corporations (5th ed, 1905).djvu/320

 § 331.] THE LAW OF PRIVATE CORPORATIONS. [CHAP. VII. legislative authority has been given to a municipality, or to its officers, to subscribe for the stock of a railroad company, and to issue municipal bonds in payment, but only on some prece- dent condition, such as a popular vote favoring the subscription, and where it may be gathered from the legislative enactment that the officers of the municipality were invested with power to decide whether the condition precedent has been complied with, their recital that it has been made in the bonds issued by them and held by a bona fide purchaser, is conclusive of the fact and binding upon the municipality, for the recital is itself a decision of the fact by the appointed tribunal." l § 331. Officers executing the bonds are sometimes expressly authorized to certify to the fulfillment of conditions prece- dent, 2 or the authority may be held to rise by implication. As Justice Svvayne said, in Commissioners of Johnson County v. JsinuaYy : 3 " This act .... authorized the commissioners to issue the bonds, when the requirements of the law had been complied with. They were thus constituted a tribunal for the ad- justment of all questions touching the subject. They were clothed with the power and charged with the duty to decide them. No appeal or review w r as provided for. Their issuing the bonds was the reflex and embodiment of their judgment that it was proper to do so. 1 ' 4 Meyer v. City of Muscatine, 1 Wall. 384. 1 Town of Coloma v. Eaves, 92 U. S. 484, 491; op'n of c't per Strong. J., ace. Town of Venice v. Murdock, 92 U. S. 494; Anderson Cy. Com mis. v. Beal, 113 U. S. 227; Evansville v. Dennett, 161 U. S. 434; Provident Trust Co. v. Mercer County, 170 U. S. 593; Gunnison County Com. v. Rollins, 173 U. S. 255; Waite v. Santa Cruz, 184 U. S. 302; contra, Cogwin v. Town of Hancock, 84 X. Y. 532. See, also, Pompton i>. Cooper Union, 101 U. S. 196; Bonliam v. Needles, 103 U. S. 648; Walnut v. Wade, ib. 683; County of Clay i Society for Savings, 104 U. S. 579; Insurance Co. v. Bruce, 105 U. S. 328; Grenada 300 County Supervisors v. Brogden, 112 U. S. 261; County of Ralls o. Doug- lass, ib. 728; Lewis ». Commission- ers, ib. 739; Dallas County v. Mc- Kenzie, 110 U. S. 686. 2 As, e. f/., in Lynde v. The County, 16 Wall. 6. 3 94 U. S. 202, 205. See Bissell ». Jeffersonville, 24 How. 287; Van Hostrup v. Madison City, 1 Wall. 291; Mercer County v. Hacket, ib. 83; also §§ 205 et seq. 'The municipality is estopped from setting up the non-fulfillment of a condition precedent "if certified to by the authorities whose primary duty is to ascertain it. 11 Pana t>. Bowler, 107 U. S. 529.