ILLUSTRATIONS. 1. A general power of attorney to an agent to sign bills, notes, etc., and to superintend, manage and direct all the affairs of the principal, gives him a power to indorse notes: Auldjo v. McDougall, 3 U. C. O. S. 199 (1833). 2. D. was a clerk or agent keeping a store at L.for defendant, who had sanctioned his purchasing certain goods. Held, that the circumstances gave D. no implied authority to sign defendant's name to a note: Heathfield v. Van Allan, 7 U. C. C. P. 346 (1857). 3. J. M. B. held a power of attorney from the executors of E., authorizing him, among other things, to indorse notes in their names. He indorsed some notes "J. M. B., agent of the executors of E.," and others "the executors late E., per pro. B.," and delivered them to M., an executor, who was financially embarrassed, and who discounted them with plaintiff's on his private account. Held, that the indorsements were sufficient in form, but not within the scope of B.'s power, and the other executor was not liable: Gore Bank v. Crooks, 26 U. C. Q. B. 251 (1867). 4. When the president was authorized by the directors to sign a note in the name of the company, irregularity in the appointment of the directors was not sufficient to destroy such authority, when the company received value and the plaintiff took the note in good faith: Currier v. Ottawa Gas Company, 18 U. C. C. P. 202 (1868). 5. A wife bought her husband's insolvent estate and the business was continued by him, she having given him a power of attorney. Held, that his agency was not limited by the writing, but might be ascertained from any admissil le evidence, and she was held for notes given by him not strictly within the written authority: Cooper v. Blacklock, 5 Ont. A. R. 535 (1880). 6. Where an agent fraudulently gave a note, which was, however, within the scope of his authority, the principal was § 25. § 25. held liable to a bona fide holder for value: Molsons Bank v. Brockville, 31 U. C. C. P. 174 (1880). 7. In the absence of proof to the contrary the secretary of a commercial company will be presumed to have authority to indorse notes payable to the order of the company: Wood v. Shaw, 3 L. C. J. 173 (1858). 8. A non-commercial corporation is not liable on a bill drawn by the manager upon and accepted by the secretary in his capacity as such, which is not authorized by the board: Browning v. British American Friendly Society, 3 L. C. J. 306 (1859). 9. Where a promissory note is signed by procuration, proof of the due execution of such procuration must be made to entitle the plaintiff to recover judgment in an ex parte suit on a note: Ethier v. Thomas, 15 L. C. J. 225; 17 L. C. J. 79 (1870). See also Joseph v. Hutton, 9 L. C. R. 299 (1859). 10. A power of attorney to a husband to administer the affairs of his wife generally, and to mortgage her property, is not an authority to sign her name to a promissory note, and verbal evidence of his right to sign could not be received, his powers being governed by the terms of the written power of attorney: St. Jean v. The Metropolitan Bank, 21 L. C. J. 207 (1876). 11. An agent under a general power of attorney cannot bind his principal by bill or note: Castle v. Baby, 5 L. C. R. 411 (1854); Messier v. Davignon, 3 L. C. L. J. 67 (1867). 12. The president of a company incorporated under the Canada Joint Stock Companies' Act, 1877, will be presumed to have authority, in absence of proof to the contrary, to sign a promissory note on behalf of the company: Brice v. The Morton' Dairy Farming Co., 6 L. N. 171 (1883). 13. Where a cheque was payable to the order of "William Almour," the bank was not justified in paying it on the indorsement" William Almour, per A. B. Almour," unless the authority of the latter to indorse were proved: Almour v. La Banque Jacques Cartier, M. L. R. 1 S. C. 142 (1884). 14. The by-laws of a mutual insurance company gave the $25. president "the management of the concern and funds, with power to act in his own discretion and judgment in the absence of specific directions from the directors." It was also made his duty to sign all notes authorized by the board or by virtue of the by-laws." Held, that the company was liable on a note in settlement of a loss, signed by the president: Jones v. E. T. Mutual Fire Ins. Co., M. L. R. 3 S. C. 413 (1887). 15. A power of attorney to draw, accept and indorse bills of exchange, promissory notes, bills of lading, delivery orders, dock warrants, bought and sold notes, contract notes, charter parties, etc., includes the power to make and sign promissory notes, more particularly where the whole tenor of the document shows the intention to confer powers of general agency: Quebec Bank v. Bryant, 17 Q. L. R. 78 (1891). 16. A power of attorney, whether bestowed by a written instrument or inferred from a train of circumstances, must be construed strictly. The power of attorney in Quebec Bank v. Bryant, supra (15) does not give the agent power to borrow money for the principal: Banque du Peuple v. Bryant, 17 Q. L. R. 103 (1891). 17. Where a note is payable to a testator, the indorsement by one of several executors held sufficient: Almon v. Cock, 3 N. S. (2 Thomson) 265 (1817). 18. The power of an agent authorized to draw a bill ceases with the drawing, and if the principal is afterwards relieved, the agent cannot revive his liability: McGhie v. Gilbert, 6 N. B. (1 Allen) 235 (1848). 19. A bill drawn on a merchant was accepted by his clerk, "per pro." The drawee in speaking of the bill some months later said that the drawer should pay it as it was for his benefit. Held, that this was sufficient to leave to the jury the question of whether the clerk's authority had been recognized: Morrison v. Spurr, 8 N. B. (3 Allen) 288 (1856). 20. The indorsee of a note died intestate. His widow who was not administering the estate could not indorse it, even to pay $25. funeral expenses and her husband's debts: Gerow v. Holt, 24 N. B. 412 (1884). 21. B., a member of a firm, gave a power of attorney to accept bills in his name in respect of his private business, to his co-partner S. The latter accepted a bill in respect of partnership business in the name of B. and the bill was negotiated. Held, that B. was not liable: Attwood v. Munnings, 7 B. & C. 278 (1827). 22. A confidential clerk was accustomed to draw cheques for his employers, and in one instance at least was authorized to indorse for them, and in two instances they received money through his indorsing their name. These facts were evidence to go to a jury as to his general authority to indorse: Prescott v. Flynn, 9 Bing. 19 (1832). 23. A power of attorney giving full power to manage certain real estate, followed by general words giving full power to do all the business of the principal, does not authorize the agent to indorse bills in the name of the principal: Esdaile v. La Nauze, 1 Y. & C. 394 (1835). 24. In an action against an acceptor of a bill of exchange, accepted in his name by another person, when evidence had been given of a general authority in that person to accept bills in defendant's name, an admission by defendant of liability on another bill so accepted, is confirmatory of the former: Llewellyn v. Winckworth, 13 M. & W. 598 (1845). 25. The party taking an acceptance or indorsement per procuration cannot hold the principal if the authority given be exceeded: Alexander v. McKenzie, 6 C. B. 766 (1848); Stagg v. Elliott, 12 C. B. N. S. 373 (1862); North River Bank v. Aymar, 3 Hill 262 (1842). 26. M., a traveller, obtained from a customer of his employers an acceptance in blank, which he signed as drawer and indorser and fraudulently negotiated. It was proved that on a former occasion he had obtained from the customer a blank acceptance which his employers received in payment, and on this occasion he showed the customer a letter that his employers $25. desired to draw upon him. Held, that neither the letter nor the former dealing authorized him to draw the bill: Hogarth v. Wherley, L. R. 10 C. P. 630 (1875). 27. An agent appointed to wind up the business of a firm. held not to have authority to accept bills drawn on the firm, er to accept a bill in the name of a partner: Odell v. Cormack, 19 Q. B. D. 223 (1887). agent or in represen tative capacity. 26. Where a person signs a bill as drawer, Signing as indorser or acceptor, and adds words to his signature indicating that he signs for or on behalf of a principal, or in a representative character, he is not personally liable thereon; but the mere addition to his signature of words describing him as an agent, or as filling a representative character, does not exempt him from personal liability: 2. In determining whether a signature on a bill is that of the principal or that of the agent by whose hand it is written, the construction most favourable to the validity of the instrument shall be adopted. Imp. Act, s. 26. Agents and Officers of Corporations. Notes and bills are constantly made, accepted and indorsed by agents and officers of corporations in such a way as to make it very difficult to say whether the signers are liable personally, or whether the principal or corporation is liable, or whether both are liable. The question in every such case Whose note or bill does it purport to be? If, on the true construction of the instrument, it is the note or bill of the principal or of the company, they will be liable on it, and not the individuals whose names are on it, unless it is the note or bill of both. On the is one of construction. |