Noah Haynes Swayne

“ In the transactions with Lanahan in making the loan and giving the note in one case, and in transferring and handing over the two notes in the other, the actuary was governed by the settled usage of the bank in all such cases.
It is a striking fact that there is nothing in the record which casts the slightest shadown of bad faith upon either of the respondents, or upon the president or actuary of the company. ”

“ The third section of the act of Congress chartering the institution is as follows:--
'The business of the corporation shall be managed and directed by the board of trustees, who shall elect from their number a president and two vice-presidents, and may appoint such other officers as they may see fit; nine of the trustees, of whom the president or one of the vice-presidents shall be one, form a quorum for the transaction of business at any regular or adjourned meeting of the board of trustees ”

“ But further: the actuary who made the exchange of securities was held out to the world as competent to do what he did. It was done in conformity to the established usage of the company in all such cases. Under such circumstances, the institution cannot be permitted to deny that he had all such powers as he habitually exercised, and thus assumed to have. Merchants' Bank v. State Bank, 10 Wall. 604.
The transaction, like all others, was made known to the trustees individually, and they never objected. This intelligent acquiescence was a binding ratification. ”