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brought either against the principal or against the immediate actors in the wrong. The principle is the same as that on which the surveyor of the highways is not responsible to a person sustaining injury, from the parish ways being out of repair, though no action can be brought against his principals, the inhabitants of the parish” (d). The masters of ships, however, although servants of Masters of
ships. the owners, are responsible for the negligence of subordinate officers and others employed by them (e).
(d) Mersey Docks Co. v. Gibbs, L. R. 1 H. L. 111, per Blackburn, J. See Young v. Davis, 7 H. & N. 760 ; 31 L. J. 250, Ex.
(1) Story, Agency, s. 315.
Rule 101.-One, or any, or all of the partners in All, or any a firm, or members of an unincorporated company, of firm may may be sued jointly for a wrong committed by the
firm or company.
be sued for
A firm is nothing more than the persons who at any given moment compose it (a). Hence, for any wrong which can be considered the act of the firm, the members X., Y., and Z. are collectively and individually (6) liable to be sued. An act may be the act of the firm, either because it is done by one of the partners within the scope of his partnership business, that is, as agent of the firm ; or because it is done by a person, (e. g., a servant,) in the employment of the firm. The rule that all or any of the partners may be sued holds good even when the tort complained of is in no other sense the act of the firm than as being the act of a servant of the firm in the course of his employment. If, for example, M., the servant of the partners X., Y., and Z., in the course of his service injures A. through his negligence or fraud (c), A. can sue X. alone, and X. cannot object to the nonjoinder of Y. and Z. (d).
(a) See pp. 148, 149, ante. See as to nature of partnerships and unincorporated companies, pp. 148–150, ante.
(6) Rule 98.
(c) Rapp v. Lalham, 2 B. & A. 795; Lovell v. Hicks, 2 Y. & C. (Ex.) 46, 481; 1 Lindley, Partnership, 2nd ed., 319, 320; see pp. 445–459, ante.
(d) Mitchell v. Tarbutt, 5 T. R. 649 ; Ansell v. Waterhouse, 6 M. & S. 385 ; 1 Lindley, Partnership, 2nd ed., 488, 489.
The principle that there is no contribution between partners. wrongdoers (e) does not apply to a person made a wrongdoer by inference of law only. X. therefore, in the supposed case, could recover from Y. and Z. their share of the damages which he was compelled to pay A. (f). Exception.—
Where partners sued as co-owners of land (9). Exception.
Co-owners of land.
(e) See p. 431, ante.
(f) Merryweather v. Nixan, 2 Smith, L. C., 6th ed., 481, 436 ; Pearson v. Skelton, 1 M. & W. 504 ; Adamson v. Jarvis, 4 Bing. 66.
(9) See p. 438, ante ; 1 Jindley, Partnership, 2nd ed., 489.
RULE 105.-A corporation or incorporated body A corpora can be sued for torts (6).
tion can be sued for torts.
Corporations are liable to be sued for any wrong which they can commit.
“ There are, of course, some offences for which a corporation cannot be sued; for instance, murder, for a corporation cannot commit murder; nor can they be sued for immoral crimes, such as adultery, nor for corruption; though the members individually might be sued" (c). These offences are, it is true, rather crimes than torts; but there are some wrongs, e. g., seduction, of which a corporation must be manifestly incapable. It was at one time thought (d), but, it is conceived, erroneously (e), that corporations could not commit torts, such, e.g., as malicious prosecution, or libel, involving the existence of malice.
(a) A corporation, or incorporated company, can sue for wrongs to itself by its corporate name in the same manner as other persons. There is nothing to prevent a corporation from suing one of its own members. (Metropolitan Saloon Omnibus Co. v. Hawkins, 28 L. J. 201, Ex. ; 4 H. & N. 87.)
(b) As to nature of corporations, see pp. 163, 276, ante.
(c) Metropolitan Saloon Omnibus Co. v. Hawkins, 28 L. J. 202, Ex., per Pollock, C.B.
(d) Stevens v. Midland Rail. Co., 10 Ex. 252 ; 23 L. J. 328, Ex. ; Bullen, Pleadings, 3rd ed., 300.
(e) Green v. London General Omnibus Co., 7 C. B., N. S., 290 ; 29 L. J. 13, C. P. ; Limpus v. London General Omnibus Co., 1 H. & C. 526 ; 32 L. J. 34 Ex. (Ex. Ch.); 1 Lindley, Partnership, 2nd ed., 306.
A corporation or company, being an abstract thing, corporamust always act through agents (f), and are liable for the negligence of their servants committed by them in the course of their employment (g), and it has therefore been held that the Bank of England was liable for a wrongful detention of goods by the bank's servants (h). It is, however, essential, in an action against a corporation, as in one against any other principal, to show that the tort sued for was either authorised or ratified by the corporation, or within the scope of the servants' employment (i). Can a Corporation be sued for Fraud ? — There is good Can a cor
poration be authority for the statement that “an action for fraud sued for cannot be maintained against a corporation " (1).
fraud ? “ The true principle is, that these corporate bodies (viz., companies), through whose agents so large a portion of the business of the country is now carried on, may be made responsible for the frauds of those agents to the extent to which the companies have profited from these frauds; but that they cannot be sued as wrongdoers by imputing to them the misconduct of those whom they have employed. A person defrauded by directors, if the subsequent acts and dealings of the parties have been such as to leave him no remedy but an action for the fraud, must seek his remedy against the directors personally ” (k). “ The principle (of making a company responsible for the misrepresentations of the directors) cannot be carried to the wild length that I have heard suggested ; namely, that you can bring an action against
(f) Bullen, Pleadings, 3rd ed., 300 ; National Exchange Co. of Glasgow v. Drew, 2 Mc.Q. 103, esp. judgment of Lord Cranworth, p. 123-127 ; and see Perguson v. Wilson, L. R. 2 Ch. App. 89.
(g) Mersey Docks Co. v. Gibbs, L. R. 1 H. L. 93 ; 35 L. J. 225, Ex. (H. L.)
(h) Yarborough v. Bank of England, 16 East, 6.
(i) Stiles v. Cardiff Steam Boat Co., 33 L. J. 310, Q. B. ; 1 Lindley, Partnership, 2nd ed., 305, 306.
(1) Bullen, Pleadings, 3rd ed., 300; Western Bank of Scotland v. Adilie, L. R. 1 Sc. App. 145.
(k) Western Bank of Scotland v. Addie, L. R. 1 Sc. App. 167, judgment of Lord Cranworth.