own internal affairs, they are held to strict and rigid conformity with the powers granted and the manner of their exercise prescribed by the statutes under which they have their being. Thus, where an act authorized certain corporations to increase their capital stock, allotting the increased shares to the stockholders pro rata, and a company coming within the purview of the act increased its stock and allotted one share of the new issue to the holder of every two shares of the old, but upon condition that he pay $10 per share for every share of the new stock issued to him, and also $10 for the privilege of taking it, the condition was held incompetent, and the company compelled to issue the proportionate number of shares coming to the complainant without his being obliged to make the payments demanded." But the strictness that is to be applied to the construction of a grant of corporate franchises is in no case permitted to be such as would defeat the object of the grant; so that a power given to a company to connect "their" railroad with another, authorizes such connection of a road owned by the company in pursuance of a purchase by it, as well as one actually constructed by it, and a power to mortgage its property for the erection of a building, authorizes a mortgage for painting it.18 A legislative grant is, indeed, like any other legisla tive enactment, to be construed, if possible, so as to effect the intent of the grantors; if that intent is doubtful, under the statute making it, the rule of construction recognized as applicable, requires the doubt to be resolved against the 180 Bridge Co., 27 Id. 303; Com'th v. R. R. Co., Id. 339; West Branch Boom Co. v. Dodge, 31 Id. 285; Com'th v. Pass. Ry. Co., 52 Id. 506; Pa. R. R. Co.'s App., 37 Leg. Int. (Pa.) 125; Hartford Bridge Co. v. Ferry Co., 29 Conn. 210; Currie v. R. R. Co., 11 Ohio St. 228; Indianapolis, etc., R. R. Co., v. Kinney, 8 Ind. 402; Young v. McKenzie, 3 Ga. 31; Mayor v. R. R. Co., 7 Id. 221; Sugar v. Sackett, 13 Id. 462; Raleigh, etc., R. R. Co. v. Reid, 64 N. C. 155. 179 Cunningham's App., 108 Pa. St. 546. And a statutory power to "make by-laws" for the sale of stock for unpaid assessments does not authorize a sale in the absence of a bylaw providing for the same: Budd v. Ry. Co. (Or.) 15 Pacif. Rep. 659. 180 Cleveland, etc., R. R. Co. v. Erie, 27 Pa. St. 380. 181 Miller v. Chance, 3 Edw. (N. Y.) 399. And an act, allowed to be done by a majority of a board consisting of nine trustees and two ex officio members, was held well done by five, not including the two ex officio members: Ibid. grantee, in favor of the public; or, in analogy to another 183 familiar principle of statutory interpretation, the construction is to be such as will make it accord with subsequent legislation.14] § 355. The principle of strict construction is less applicable where the powers are conferred on public bodies for essentially public purposes; as, for instance, to those given to the Metropolitan Board of Works (a). 186 185 § 356. Acts Conferring Exemptions from Common Burdens or Surrendering Public Rights.--[It is a settled presumption, in the construction of statutes, that the Legislature does not, without express declarations or clear and unmistakable manifestation of intent, mean to be understood as giving away any public right or stripping the state of any part of its prerogative." Upon this presumption, as well as upon the consideration of the interested origin of statutes conferring particular exemptions from general burdens, e. g., of taxation, rests the rule that all such enactments are to receive a strict construction. For instance, a lot of ground upon which a church is being erected, was held not exempt from taxation under an act which exempted "churches, meeting-houses, and other regular places of stated worship," especially when read together with a constitutional provision permitting exemptions only in certain specific cases, among which are enumerated "actual places of religious worship.' But, whilst the 187 182 Rice v. R. R. Co., 1 Black, 358. 183 See ante, § 47. 184 Maysville Turnp. Co. v. How, 14 B. Mon. (Ky.) 426. (a) Per Wood, V. C., in N. London R. Co. v. Metrop. B. of Works, Johns. 405, 28 L. J. Ch. 909. See, also, Pallister v. Gravesend, 9 C. B. 774; Galloway v. London (Mayor of), L. R. 1 IÏ. L. 34; Quinton v. Bristol (Mayor of), L. R. 17 Eq. 524; Atty.-Genl. v. Cambridge, L. R. 6 II. L. 303; Richmond v. N. London R. Co., L. R. 3 Ch. 681; Lyon v. Fishmongers' Co., 1 App., 669; Venour's Case, 2 Ch. D. 522. [See Sedgw. 326.] 183 Water Comm'rs v. Hudson, 99188 person claiming the exemption must, in obedience to the rule of strict construction, bring himself within both the letter and spirit of the enactment, the rule applies in such cases as well as in those of other statutes, penal as well as remedial, that other acts in pari materia may be consulted to ascertain the intent of the Legislature.' And where a statute prescribing a less rate of taxation for certain classes of property, e. g., rural lands taken into a city, is designed, not to confer a special privilege or exemption, but to make an equitable distribution of the tax-burden, it is to be more liberally construed as affecting the claimant.100] 189 See Hannibal, etc., R. R. Co. v. Shacklett, 30 Mo. 550. It was held in this case, that the roadbed, machinery and depots of a railway company, and other property used by it in operating the road, are to be deemed part of and represented 180 by its capital stock, and not taxa- 190 Gillette v. Hartford, 31 Conn. 351. CHAPTER XIII. USAGE AND CONTEMPORANEOUS CONSTRUCTION. LEGISLATIVE CONSTRUCTION. CHANGE OF LANGUAGE, ETC. § 357. Contemporaneous Exposition. § 358. Judicial and Professional Practice and Usage. § 360. Departmental, etc., Usage. § 361. Limits of Effect of Contemporaneous or Practical Construction. § 362. Particular Customs. 363. Stare Decisis. $364. Federal and State Courts. Courts of Different States. § 365. Legislative Declaration of Construction. $366. Earlier Cognate Acts. Later Cognate Acts. § 367. Use of same Phraseology in Later Act in Pari Materia. § 370. Amendments using Same Terms. § 371. Adoption of Construction by Transcribing Foreign Act. § 372. Effect of Legislative Intimation of Erroneous Opinion. § 374. Effect of Express Enactment of Existing Rules. § 375. Effect of Recitals in Statutes. § 376. When and how Erroneous Assumption by Legislature may have Force of Enactment. 378. Change of Language. $380. Omission of Material Words in Former Phraseology Supplied. § 381. Variations of Phraseology Treated as Insignificant. § 382. When Difference of Language Indicative of Difference of Meaning. § 383. Variation of Language in Same Act. § 384. Omitted Words of Earlier Act when not Supplied in Later § 385. Words Construed in Bonam Partem. § 386. Multiplicity of Words. § 387. Same and Different Meanings in Same Word. § 388. Particular Expressions Frequently Used in Statutes. 389. Day, Week, Month, etc. § 390. Computation of Time. § 394. Periodical Recurrences. § 395. Computation of Distances. 357. Contemporaneous Exposition. It is said that the best exposition of a statute or any other document is that which it has received from contemporary authority. Optima est legum interpres consuetudo (a). Contemporanea expositio est optima et fortissima in lege (b). Where this has been given by enactment' or judicial decision,' it is of course to be accepted as conclusive (c). But further, the meaning publicly given by contemporary, or long professional usage, is presumed to be the true one, even when the language has etymologically or popularly a different meaning. Those who lived at or near the time when it was passed, may reasonably be supposed to be better acquainted, than their descendants, with the circumstances to which it had relation, as well as with the sense then attached to legislative expressions (d); and the long acquiescence of the Legislature in the interpre tation put upon its enactment by notorious practice, may, perhaps, be regarded as some sanction and approval of it (e). ["It gives the sense of community of the terms made use of by the Legislature. If there is ambiguity in the language, the understanding and application of it when the statute first (a) Dig. i. 3, 37. [See Bish., Wr. L., § 104.] (b) 2 Inst. 11; [Phila. & Erie R. R. Co. v. Catawissa R. R. Co., 53 Pa. St. 20, 61; Grant v. Hickox, 64 Id. 334, 336; Packard v. Richardson, 17 Mass. 121, 143.] 1 See Phila. & E. R. R. Co. v. C. R. R. Co., supra. 2 See Grant v. Hickox, supra. (c) See ex. gr. per Hullock, B., in Booth v. Ibbotson, 1 Yo. & J. 360; per Tindal, C. J., in Bank of England v. Anderson, 3 Bing. M. C. 666; per Parke, B., in Doe v. Owens, 10 M. & W. 521; per Martin, B., in Curlewis v. Mornington, 7 E. & B. 283. [The fact that a statute was omitted, and another of later date upon the same subject published, by the digesters of the laws of a state, contemporaneous with the enactment of the later statute, and shortly after it had become a law, is referred to, in Weiss v. Iron Co., 58 Pa. St. 295, 302, by Sharswood, J., an eminent jurist, as some indication that the latter should be construed repealing the former by implica tion. Fee, to similar effect, McMicken v. Commonwealth, 58 as Pa. St. 213, 219.] (d) Co. Litt. 8 b. ; 2 Inst. 18. 282; Bac. Ab. Stat. I. 5; 2 Hawk. c. 9, s. 3; Sheppard v. Gosnold, Vaugh. 169; per Lord Mansfield in R. v. Varlo, Cowp. 250; per Lord Kenyon in Leigh v. Kent, 3 T. R. 364, Blankley v. Winstanley, Id. 286, and R. v. Scott, Id. 604; per Buller, J., in R. v. Wallis, 5 T. R. 380; per Lord Ellenborough in Kitchen v. Bartsch, 7, East, 53; per Best, C. J., in Stewart v. Lawton, 1 Bing. 377; per Lord Hardwicke in Atty. Genl. v. Parker, 3 Atk. 576; per Lord Eldon in Atty.-Genl. v. Forster, 10 Ves. 338; per Parke, B., in Jewison v. Dyson, 9 M. & W. 556, and Clift v. Schwabe, 3 C. B. 469; R. v. Mashiter, 6 A. & E 153; R. v. Davie, Id. 374; New castle v. Atty.-Genl., 12 Cl. & F. 419; Smith v. Lindo, 4 C. B. N. S. 395; R. v. Herford, 3 E. & E. 115; Atty. Genl. v. Jones, 2 H. & C. 347; Marshall v. Bp. of Exeter, 13 C. B. N. S. 820, 31 L. J. M. C. 262; Montrose Peerage, 1 Macq. H. L. 401. (e) See per James, L. J., in The Anna, 1 P. D. 259. |