of a purely commercial company having no compulsory power and no monopoly, than you would give to the words of a statute creating a company, like the railway company, having compulsory powers of land purchase and a practical monopoly.

Note.-Implied power of railroad company to engage in transportation of goods or passengers by means other than its railway.

This note does not include cases as to the right of a railroad company, as an incident to the powers granted it, to make traffic contracts with other roads, or to construct spur tracks or lateral railroads.

As to the implied power of a railroad company to engage in or guarantee enterprise other than the transportation of goods or passengers, see notes in 2 L.R.A. (N.S.) 887, and 38 L.R.A. (N.S.) 830.

As to the right of a railroad, street railway, or other common carrier to contract for the use of its cars for advertising purposes, see note in 24 L.R.A. (N.S.) 1010.

So far as a general rule may be extracted from the following decisions, it is this, that though a railroad company may engage in such transportation of passengers or freight, by means other than its railway, as is accessory or incidental to its main business, it may not engage in the operation of such means of transportation as an independent business, or operate them beyond its terminus, even though the effect may be to attract business to the railroad.

A railroad company is not authorized to use or apply its funds in aiding and carrying on business foreign to and unconnected with its proper and legitimate purposes and objects, although the design and effect may be to augment the business of the road and increase the profits of the corporators. Central R. & Bkg. Co. v. Smith (1884) 76 Ala. 572, 52 Am. Rep. 353 (citing Wiswall v. Greenville & R. Pl. Road Co. (1856) 56 N. C. (3 Jones, Eq.) 183, and Downing v. Mt. Washington Road Co. (1859) 40 N. H. 230, where it was held that a corporation chartered to lay out, make, and keep in repair a toll road between certain points, had no authority to establish stage and transportation lines; and Pearce v. Madison & I. R. Co. elsewhere set forth); and see also as supporting this point, Military Interstate Asso. v. Savannah, T. B. & I. of H. R. Co. (1898) 105 Ga. 420, 31 S. E. 200, where a subscription by a railway corporation to the capital stock of a corporation organized to furnish amusement to the public at a point on the line of the railway, and which, therefore, might incidentally increase the transportation business of the railway, was treated as ultra vires; Brinson R. Co. v. Exchange Bank (1915) Ga. App. 85 S. E. 634, where it was held beyond the powers of a railroad company to donate funds for the

erection of a public school, or for the purpose of building up or promoting the town in which the school is situated, even though the school or town be located on the line of the railroad's route, and its transportation business might thereby be increased. So, also, in Hood v. New York & N. H. R. Co. (1850) 22 Conn. 1, it is said that it would be absurd to hold that the directors of a railroad, under the idea of incidental power, may do everything which they think will bring passengers to their road.

Though a temporary stage line to carry passengers around a bridge which has been destroyed, or around a break in the road, is within the incidental powers of a railroad company, for this is, in effect, the use of the road, and a part of the transportation itself, the running of a stage coach to towns lying at a distance from the railroad is not within the implied powers of the corporation, though it may have the effect to bring passengers to the railroad. Ibid.

It is immaterial that the railroad is under construction to the point to which stage coaches are run. Ibid.

In Buffit v. Troy & B. R. Co. (1860) 36 Barb. 420, it was held to be within the incidental powers of a railroad company to run a stage between its station and a village a mile distant, where the operation of the stage was not made an independent business carried on for purposes of speculation, nor with a view to compete with rival conveyances from the village, but was strictly incidental to railroad operations, and confined to the immediate neighborhood of the depot. But upon the affirmance of this case in 40 N. Y. 168, it was held that a decision of the point was not necessary to the result.

A steam railroad may not, under its charter, operate a street passenger railroad. Cincinnati Inclined Plane R. Co. v. Cincinnati (1897) 5 Ohio S. & C. P. Dec. 562, 7 Ohio N. P. 541.

In London County Council v. Atty. Gen. [1902] A. C. 165, 71 L. J. Ch. N. S. 268, 66 J. P. 340, 50 Week. Rep. 497, 86 L. T. N. S. 161, 18 Times L. R. 298, a case involving the construction of the statutory powers of the London County Council, it was said by Lord Macnaghten that the business of an omnibus proprietor is no more incidental to the business of a tramway company than the business of steamship owners is incidental to the undertaking of a railway company which has its terminus at a seaport.

A railroad may engage in the accessorial business of collecting freight with horse power, to be transported upon their own railroad, and delivering freight at the places of destination. Camblos v. Philadelphia & R. R. Co. (1873) 4 Brewst. (Pa.) 563, Fed. Cas. No. 2,331.

In Atty. Gen. v. Manchester Corp. [1906] 1 Ch. 643, 22 Times L. R. 261, 75 L. J. Ch. N. S. 330, 70 J. P. 201, 54 Week. Rep. 307, 4 L. G. R. 365, it was held that while it was within the incidental powers of a municipal corporation authorized to operate tramways to

carry on a parcels delivery business as ancillary to its business of common carrier by tramways, its service must be confined to parcels or goods carried or to be carried on the tramways, and that it had no power to carry on a general parcels delivery business apart from the tramway business.

A railroad cannot, as incident to its charter right to transport persons and goods to a certain city, engage, for the convenience of its patrons, in the business of transporting goods through the city from its railroad depot to another railroad depot. Macon v. Macon &

W. R. Co. (1849) 7 Ga. 221.

In Dinsmore v. Louisville, C. & L. R. Co. (1880) 2 Fed. 465, which involved the question whether a railroad might refuse to extend its facilities to an express company, it was said that railroads possess no legal rights to engage in the express business.

Under a statute authorizing a railroad company to connect its depot in a city with its railroad on the opposite side of a river, without, however, constructing a bridge across the river, power to establish a ferry may fairly be inferred. Aikin v. Western R. Corp. (1859) 20 N. Y. 370.

A charter empowering a railroad company to build a railroad along a certain route and "over and across the ferry to East Boston" does not authorize the railroad company to establish and maintain a ferry and take toll for all travel and for purposes in no wise connected with their road. The Maverick (1842) 1 Sprague, 23, Fed. Cas. No. 9,316.

A railroad company, under an express authority to establish a ferry across a harbor "as a part of their railroad or route," may not use it for the general transportation of passengers and freight. Fitch v. New Haven, N. L. & S. R. Co. (1861) 30 Conn. 38.

A railroad does not incur the penalty imposed by statute for maintaining an unauthorized ferry, by transporting its passengers and freight in boats across a river until its bridge shall be rebuilt. Pugh v. Raleigh & G. R. Co. (1867) 61 N. C. 359.

A railroad company, in the absence of express power, is authorized to make traffic arrangements for transportation by water, or may purchase, own, and operate steamboats or other water craft, when such an arrangement or business legitimately pertains to the corporate purposes, or may reasonably be inferred to have been contemplated and intended by the creating power. Central R. & Bkg. Co. v. Smith (1884) 76 Ala. 572, 52 Am. Rep. 353.

A railroad company may own and control steamboats for the purpose of transporting their freight and passengers across navigable waters on the line and constituting a part of their routes, and those lying at the end of their roads, separating them from the ostensible and substantial termini of their routes. Wheeler v. San Francisco & A. R. Co. (1886) 31 Cal. 46, 89 Am. Dec. 147.

A contract obligating a railroad company, in consideration of financial aid granted by a parish which was physically divided by a river the banks of which the railroad touched at several points, to run boats up and down the river front of the parish, making frequent connection with the railroad at the points in the parish where the railroad touched the river, to the end of giving the people of the parish living on the river, especially those on the opposite bank, direct, easy, and continuous connection with the railroad, is not ultra vires. Atkins v. Shreveport & R. River Valley R. Co. (1902) 106 La. 568, 31 So. 166.

But a railroad company has no implied or incidental power to purchase and run a steamboat on a river which is no part of its route (Central R. & Bkg. Co. v. Smith, supra; Forrest v. Manchester, S. & L. R. Co. (1861) 30 Beav. 40, 7 Jur. N. S. 887, 4 L. T. N. S. 666, 9 Week. Rep. 818); or to run a line of steamers for the transportation of passengers and freight beyond its terminus (Hoagland v. Hannibal & St. J. R. Co. (1867) 39 Mo. 451; St. Joseph ex rel. Hannibal & St. J. R. Co. v. Saville (1867) 39 Mo. 460; Marietta & C. R. Co. v. Elliott (1859) 10 Ohio St. 57; Pearce v. Madison & I. R. Co. (1859) 21 How. 441, 16 L. ed. 184).

It is not within the incidental powers of a railroad company, for the purpose of increasing its traffic, to guarantee certain profits and secure the capital of an intended steam-packet company who were to act in connection with the railway. Colman v. Eastern Counties R. Co. (1846) 10 Beav. 1, 16 L. J. Ch. N. S. 73, 11 Jur. 74.

Scope of express grant of power to engage in collateral transportation enterprises.

Where a railroad company is authorized to contract for the transportation and delivery of, and to transport and deliver, persons and property conveyed over their road beyond its terminus, the purchase by the company of a steamboat for the purpose of transporting freight and passengers from the terminus of their road to the line of another is not ultra vires. Shawmut Bank v. Plattsburgh & M. R. Co. (1859) 31 Vt. 491.

A railway company, with express authority to keep steam vessels for the purposes of a ferry, may use such vessels, when otherwise unemployed, for the purpose of excursions. Forrest v. Manchester S. & L. R. Co. supra.

A grant of power to a railroad chartered to be built across the Isthmus of Panama, to purchase and navigate such steam or sailing vessels as may be proper and convenient to use in conjunction with the said road, is, in view of its project to connect the commerce of the Atlantic and Pacific Oceans, with little or no regard to and with no hope of support from the traffic in its locality, to be construed as

not simply conferring the right to use such tugs and lighters as may be necessary for the transshipment of goods from the railroad and vessels, but empowers it to operate lines of steamers between its termini and cities on the Atlantic and Pacific coasts. Freeman v. Panama R. Co. (1876) 7 Hun, 122.

But a statute authorizing railroad companies to build, construct, and run, as part of their corporate property, such number of steamboats or vessels as they may deem necessary to facilitate their business, does not authorize them to enter into partnership with a natural person for the purpose of operating a line of boats. Gunn v. Central R. & Bkg. Co. (1885) 74 Ga. 509. E. S. O.

[ENGLISH COURT OF APPEAL.]

SCOTT v. COULSON.

[1903] 2 Ch. 249.

Also Reported in 72 L. J. Ch. N. S. 600, 19 Times L. R. 440.

Contract - Vendor and purchaser — Mistake — Life policy, sale of — Death of assured before contract — Subsequent knowledge by one party - Assignment Rescission after completion.

A contract for the sale of a life policy was entered into by both parties in the belief that the assured was alive, and the contract was completed by assignment. Between the dates of the contract and the assignment the purchaser received information which led him to believe that at the date of the contract the assured was dead, which after the date of the assignment was ascertained to have been the fact, but the purchaser never disclosed his information to the vendor :

Held, affirming Kekewich, J., [1903] 1 Ch. 453, 72 L. J. Ch. N. S. 223, 51 Week. Rep. 394, 88 L. T. N. S. 12, 19 Times L. R. 162, that the vendor was entitled to have the transaction set aside notwithstanding that it had been completed by assignment.

(May 4, 1903.)

APPEAL from the decision of Kekewich, J. [1903] 1 Ch. 453, 72 L. J. Ch. N. S. 223, 51 Week. Rep. 394, 88 L. T. N. S. 12, 19 Times L. R. 162.

To the facts stated in the court below should be added the following:

It appeared that although between the dates of the contract and the assignment the defendant Coulson had received informa