
    Farmers’ College v. Cary.
    1. The plaintiff was incorporated by the act of February 6, 1846 (44 O. L. 103), and thereby invested with all the powers and privileges necessary to carry into effect the object of the association. The object of the association was declared to be, to direct and cultivate the minds of the students in a thorough and scientific course of studies particularly adapted to agricultural pursuits. The stock of the association, originally limited to $40,000, and divided into shares of thirty dollars each, was, subsequently, under the power granted by the ninth section of the act of April 9, 1852 (1 S. & C. 266), increased to $150,000. Of this sum less than $125,000 has been taken. After such increase of the capital stock the defendant subscribed the sum of $100 to an “endowment fund” for the college, for which he was to receive instruction for one pupil, perpetually, free of any charge for tuition: Held, that the right to receive such subscription and engage perpetual tuition therefor, is within the powers granted to the college by its charter.
    2. The court does not lose jurisdiction of a cause from the fact that for several years it was omitted from the docket by the clerk.
    Error. Reserved in the District Court of Clermont county.
    The action below was brought by the planitiff in error against the defendant, Francis N. Cary, on the following instrument:
    “Farmers’ College Scholarship Subscription. For the purpose of more fully endowing Farmers’ College, and to secure to ourselves, and our children, the benefits and blessings of said institution, we severally agree to pay to the board of directors of said institution, or their authorized agents, the several sums by us respectively subscribed on the first day of-, 1854, and to draw six per cent, per annum until paid. These subscriptions are made upon the terms as proposed by said board, as follows: Each contribution to the amount of thirty dollars shall be entitled to two years’ instruction for a pupil free of charge for tuition ; each contribution to the amount of fifty dollars to he entitled to five years’ instruction, free of charge for tuition; each contribution to the amount of one hundred dollars to be entitled to the instruction of. a pupil, free of charge for tuition, perpetually; not more than one pupil to be at one time on a single scholarship, and in all cases such pupil to be subject to the rules and regulations, and amenable to the discipline of the college. Certificate of scholarship to bo issued on the payment of the money.
    I take a perpetual scholarship in Farmers’ College, to pay one-third on the 1st of June, 1856, and one-third yearly thereafter until paid, without interest unless I use it, in which case I pay the interest in advance at six per cent.
    
      April 2,1855. Nathan Barkly.
    I take a perpetual scholarship on the same terms as Mr. Barkly above. Francis N. Cary.”
    
      April 3, 1855.
    By a special act passed February 23, 1846 (44 O. L. 163), Charles Chaney and fourteen others, with their associates and successors, were created a body politic and corporate, with perpetual succession, by the name of Farmers’ College of Hamilton County, and, by that name, were authorized to sue and be sued, and invested with all the powers necessary to carry into effect the object of the association.
    Further provisions of the charter were as follows :
    Sec. 2. The stock of said company shall be divided into shares of thirty dollars each; each share to entitle the owner thereof to one vote.
    Sec. 3. The stockholders of said association shall meet at Pleasant Hill Academy on the second Monday of April, a. d. one thousand eight hundred and forty-six, and triennially thereafter, and elect by ballot fifteen of their number trustees, who shall constitute a board of directors for said association; said directors shall have power to fill all vacancies that may occur in said board, and shall hold their •office until their successors shall be elected and qualified. It shall be lawful at all elections for the stockholders to vote by proxy, duly authorized in writing; said stockholders shall also meet annually on the second Monday of April for the transaction of business.
    Sec. 4. The said directors shall have power to appoint a •treasurer, secretary, and such other officers, agents, and superintendents as they may deem necessary; may make all contracts, manage and superintend the affairs of the association, and adopt such by-laws as they may deem necessary for the government of said association, not inconsistent with the constitution and laws of the United States, and of the State of Ohio.
    Sec. 5. The object of this association shall be to direct and cultivate the minds of the students in a thorough and scientific course of studies particularly adapted to agricultural pursuits.
    Sec. 6. Said corporation shall be permitted to hold real estate, not exceeding ten . acres, for college purposes, together with such other property as may be necessary for the objects mentioned in the fifth section of this act, not. exceeding in the whole, $40,000.
    Sec. 7. The said corporation is made subject to the provisions of so much of the act entitled, “ an act to regulate' incorporated literary societies,” passed March 7th, one thousand eight hundred and thirty-nine, as are now in force,, except so far as changed by this act.
    Sec. 8. The capital stock of said company shall be transferable by assignment on the books of said company.
    Sec. 9. The board of trustees of said association, with the approbation of the instructors, shall have power to establish a course of studies, and they may grant certificates or diplomas, under their corporate seal, to such students as. they may deem worthy of such honor.
    On the 6th of February, 1847, the following act was-passed :
    AN ACT TO AUTHORIZE THE ESTABLISHMENT OE PROFESSORSHIPS IN THE FARMERS’ COLLEGE OF HAMILTON COUNTY.
    Section 1. Be it enacted by the General Assembly of the State of Ohio, That the trustees of Farmers’ College of Hamilton county, be, and they are hereby authorized and empowered to establish such number of professorships in connection with said institution, one of which shall be a professorship of agriculture, as they may from time to time-deem conducive to the interests and welfare of the institution.
    Sec. 2. That any individual subscribing and paying to-said trustees the sum of $500, in annual installments of $100 each, to aid in creating a professorship, to be created in connection with said institution, shall be entitled to at scholarship for life in said institution.
    Sec. 3. That whore any individual shall subscribe and pay to said trustees the sum of $100 to aid in the creation and support of any such professorship, they shall be entitled to three years’ tuition in said institution.
    Sec. 4. The funds obtained by the trustees under the second and third sections of this act, shall be safely invested by them in such manner as to yield at least six per cent, per annum, and shall not be xxsed by them for any other-purpose than the purpose specified in this act.
    Sec. 5. That said trustees shall enter into a written agreement with each individual who may subscribe money under the provisions of this act binding said • individuals to the payment of the money according to his or her subscription, and binding the said trustees to a compliance with the provisions of the agreement under which said subscription was made.
    Sec. 6. This act to take effect and be in force from'acd after its passage.
    On May 18, 1852, the directors of the college made out and signed the following certificate, and on May 11, 1853, caused the same to be duly recorded in the office of the recorder of Hamilton county :
    “ The undersigned, director’s for the time being of Farmers’ College of Hamilton county, being authorized to do-so by a vote of more than two-thirds of the shares of stock represented at a meeting of the stockholders held in pursuance of the tenth section of an act passed by the General Assembly of the State of Ohio, on the 9th day of April,, in the year 1852, entitled, ‘ an act to enable the trustees of colleges, academies, universities, and other institutions, fox the purpose of promoting education, to become bodies corporate/ to wit: by one hundred and thirty-seven, the unanimous vote of the meeting in favor, and not one against, do hereby certify that the amount of the capital stock of said institution be increased to the sum of $150,-000. The object being to increase the facilities for education, to render said college more public and permanent in its character, and diffuse and extend the blessings of thorough, sound, and practical learning. This certificate being ing intended to secure to said corporation the full benefit proposed by the ninth section of this act above referred to.”
    After the recording of this certificate the capital stock of the college was increased to about $124,000, which was composed of original subscriptions and scholarships, all perpetual scholarships having been subscribed for after the recording of said certificate. On the foregoing facts clearly appearing from the evidence, the court of common pleas held, that the college had no legal authority to raise the subscription sued on, nor to sell perpetual scholarships, and, thereupon, gave judgment for the defendant.
    A motion for a new trial was overruled, and on error to the district court, the cause was reserved for decision here. The date of reservation was September, 1869. On October. 11, 1869, the case was docketed in this court, and remained upon the docket until the December term, 1872, when it was inadvertently dropped from the docket. It next made its appearance by reservation from the Clermont District Court, in 1876. The defendant now claims that the court lost the jurisdiction acquired by the first reservation, and that it acquired none by the second, as he was not a party •and did' not assent thereto.
    
      George W. Heulick, for plaintiff in error.
    
      Nichols & Davis, for defendant in error.
   Boynton, J.

We are of the opinion that the court erred in overruling the motion for a new trial, and in giving judgment for the defendant. The act of March 7,1889 (1 Cur-wen, 544), to which the act incorporating the plaintiff is made subject except so far as changed by the latter act, contains no provision restricting the right of the plaintiff to engage to furnish tuition, and to issue certificates of perpetual scholarship therefor. Nor is the right of the plaintiff to issue certificates of scholarship affected in the least by the act of February 6, 1847. (45 Ohio L. 67). The only purpose of that act was to authorize the establishment of such number of professorships, one of which was to be a professorship of agriculture, as the trustees might, from time to time, deem conducive to the interests and welfare of the institution. The act had no other aim or object.

The fund to be derived through subscriptions made under the second and third sections, was required to be invested in securities yielding an annual income of at least six per cent., and was expressly restricted to the use specified in the act, which was to aid in creating the professorships for the establishment of which the act_ provided. And it was made the duty of the trustees, when entering into any agreement with persons subscribing money under the provisions of the act, to bind themselves to a compliance with the provisions of the agreement under which the subscription was made :■ namely, that the fund should be used for no other purpose than to create and support the professorships established. The act was not designed to be, and in no sense is, a regulation of, or restriction upon, the right of the college to bind itself to furnish instruction in the future.

But we think the act by which the plaintiff was incorporated conferred ample authority upon the college, within certain limitations, to receive money, in advance of instruction to be furnished, and to issue certificates of perpetual scholarship therefor. It is true, that such power is not expressly granted by the charter, but it is a rule governing the construction of all statutes, that what is fairly to be implied from the language used is as fully granted as that which, in terms, is expressed. And on looking into the statute, we find the declared object of the association to be, to direct and cultivate the minds of its students in a thorough and scientific course of studies, particularly adapted to agricultural pursuits. The per-sons named in the charter, and their associates and successors, were incorporated with perpetual succession, and invested “ with all the powers and privileges necessary zo carry into effect the object of the association.” To furnish Instruction, by supplying the means of education, was the •sole object for which the college was created; and that it was entirely within its power, to engage to give instruction to one or more students for a definite period of time, or through its course of study, no one doubts or denies. If it were otherwise, the object of the association could not be carried into effect. And where the limit fixed by the charter to the amount of capital which the association may hold, is not exceeded, it seems to us equally within its power, to receive contributions to an -endowment fund and to bind the college to furnish tuition therefor, to one or more students, perpetually. The powers conferred by the charter are of perpetual duration. The ■object of the association must forever remain the same; .and to carry such object into effect, by securing to the public the means of education which the college was created .and expected to provide, provision for its future support and maintenance was as necessary as for its present.

The right to insure such support, and to place the college on a substantial financial foundation, by the creation of a fund in consideration of an agreement by the college to furnish tuition perpetually, as well as for a less period of time, we think clearly embraced within the power with which, the college, by its charter, was invested.

The proceedings by which the capital stock of the college was increased to $150,000 seem in strict conformity to the statute. 1 S. & C. 268. The amount of stock taken, together with the amount received for scholarships, does not exceed $125,000. The action by which the stock was increased did not impair the powers granted by the charter to

issue certificates of scholarship. The only limitation upon: the power is, that the authorized capital be not exceeded.

The circumstance, that after the cause was reserved for decision here, it was inadvertently omitted from the docket, does not oust the jurisdiction of the court, although it remained off the docket for several years.

Having been reserved, and the papers properly filed, the case remains in court until disposed of by some affirmative action upon the part of the court.

Judgment reversed, and cause remanded.  