(i) 5 Esp. 76.

(k) Trueman v. Loder, 11 A. & E. (39 E. C. L. R.) 593. {I) lb. 589.

The case of Pickering v. Busk (m) is in accordance with the same rule. There a broker in London, engaged in the hemp trade, purchased for the plaintiff, a merchant at Hull, a parcel of hemp then lying at a wharf in the vendor's name, and the hemp was, by the plaintiff's desire, transferred in the wharfinger's books from the vendor's name to the broker's, and paid for by the plaintiff. The broker, while the hemp was remaining there in his name, contracted for the sale of hemp on his own account to H. & Co., and having none of his own to deliver, transferred the plaintiff's hemp to H. & Co., and received the money. In this case the question was, whether the broker had authority to sell-it is clear that, as between himself and the plaintiff, his principal, he had it not; and the only question was, whether the latter, by permitting the broker to act as he had done in the purchase and transfer of the hemp, was bound by his contract with respect to it, made with a person who knew nothing of the broker's real authority. The Court considered that the broker in this case was *a general seller of hemp; that the hemp in question was left in the custody of the wharfinger in the broker's name; and that no stranger could suppose that it would be so left in the broker's name, but in order that the broker might dispose of it in his ordinary business as a broker : and they determined, that, the latter having sold the hemp, the principal was bound.

(m) 15 East, 38.

The same principle is illustrated by cases relating to the liability of the provisional committeemen, or the directors, or the chairman, of a proposed company for the contracts of other committeemen, etc, or the secretary. Where they give each other, or the secretary, or an original promoter, apparently the power to bind them, they will be liable upon contracts made by him in their names, although they expressly prohibit him so to do; or, though there may be a private arrangement between them, that he, and not they, are to be liable. Provisional directors of a projected joint stock company, who were induced to become such by the representations of the nominal secretary (the getter up of the company), that he would pay the preliminary expenses, and that they should not be liable, passed a resolution inter alia that the company should be advertised. The secretary agreed with the plaintiff for advertising the company, showing him the resolution of the directors, but not informing him of the above understanding with the directors. *The latter were held liable to the plaintiff for the advertisements (n).

There is a series of instances, showing, that where a man appoints another to act for him in any line of business, he is bound by contracts made by him according to usage therein, which instances, although they consist of disputes between the principal and agent, and not like those we have been considering between the principal and the party with whom the agent has contracted, throw a great deal of light upon the obligation of the principal derived from the ordinary mode of transacting business, and in that point of view it will

(n) Maddick v. Marshall, 16 C. B. (N. S.) (111 E. C. L R.) 387; 17 C. B. (N. S.) (112 E. C. L R.), Ex. Ch., 829; Riley v. Packington, L. R. 2 C. P. 536; 36 L.J. (0. P.) 204. 438 be useful to mention some of them here. The first of these instances is that of Sutton v. Tatham (e), where a person employed a broker to sell 250 shares in the South Australian Company; he was in an error as to the number; he meant to say 50 shares, and in reality he had no more. The broker contracted with another broker on the Stock Exchange for the sale. The shareholder on the next day informed his broker of the mistake, and, finding the bargain could not be made void, requested him to do the *best he could. By the rules of the Stock Exchange, in sales of this description, if the vendor is not prepared to complete his contract, the purchaser buys the requisite number of shares, and the vendor's broker is bound to makeup the loss, if any, resulting from a difference in prices. Accordingly, the vendor being unable to complete his contract, and the purchaser having bought the requisite number of shares at a loss, the broker paid the difference, and was held by the Court of Queen's Bench entitled to recover that difference from his principal the shareholder. "For," said Mr. Justice Litlledale, "a person who employs a broker must be supposed to give him authority to act as other brokers do. It does not matter whether or not he himself is acquainted with the rules by which brokers are governed." "I consider it to be clear law," said Mr. Baron Parke, in the subsequent case of Bayliffe v. Butterworth (p), "that if there is at a particular place an established usage in the manner of dealing and making contracts, a person who is employed to deal or make a contract there, has an implied authority to act in the usual way; and if it

(o) 10 A. & E. (37 E. C. L. R.) 27. See Hayworth v. Knight, 33 L. J. (C. P.) 298; Robinson v. Mollett, L. R. 7 II. L. 802, 44 I, J. (C. P.) 362, reversing Mollett v. Robinson, L. R. 5 C. P. 646; 7 C. P. 84, 39 L. J. (C. P.) 290; 41 lb. 65.

(p) 1 Exch. 428 be the usage that he should make the contract in his own name, he has authority to do so. It appears to me, that a person who authorizes another to contract for him, authorizes him to make that contract in the usual way." Thus it *has been held, that one who employs a broker to buy railway shares for him, authorizes him by that employment to do all that is needful to complete the bargain (q); and, therefore, where the defendant employed a broker and member of the Stock Exchange to buy some shares for him in the Vale of Neath Railway at 30s. discount, and at the time of the purchase a call had been made but was not payable, and the seller of the shares, in order to enable him, the seller, to transfer them, paid the call, which the defendant refused to allow; and the broker, being responsible by the rules of the Exchange for the completion of the contract, paid it; the broker was allowed to recover the money so paid from the defendant, the purchaser of the shares. The meaning of this contract clearly was, that the purchaser should become the owner of the shares upon payment of all such sums which the prior holders might have paid or become liable to pay in respect of them, less 30s. The authority, therefore, given to the plaintiff, enabled him to buy the shares, and to incur a liability to pay all that had been paid upon them and that they then stood charged with, less 30s.