
    *Mary Sheehan et al. v. George W. Davis.
    1. An order made by a court of common pleas in 1843, confirming a sale on execution, and appearing on the journal among the proceedings of a day in term-time, is not rendered invalid by the fact that the minutes of that day’s proceedings are signed by the senior associate judge, although it appear from the journal that the president judge was present in court on the same day. It will be presumed that the president judge was not present when the minutes were publicly read and approved by the court.
    2. Whenever authenticated copies of a record are competent evidence, the record itself is equally so.
    3. In the absence of any statutory requirement to the contrary, a deed of conveyance by a banking corporation is properly executed when its cashier, on behalf of the bank, and by its authority, affixes thereto the corporate seal, and subscribes his name as such cashier; and in such case, the cashier is the proper person to acknowledge the deed.
    4. The seal of a corporation affixed to a deed, is prima facie evidence that it was so affixed by the authority of the corporation.
    5. Though the statute which prescribes the mode of executing and acknowledging deeds of conveyance, relates only to deeds of natural persons, yet the policy of the statute, in regard to registration, authorizes and requires all deeds of conveyance, properly executed, whether by corporations or by natural persons, to be recorded.
    Error to the court of common pleas of Lucas county. Reserved in the district court.
    The original action was brought in the court of common pleas of Lucas county by Davis, the defendant in error, to recover of the plaintiffs in error possession of certain described real estate in the city of Toledo.
    The defendants below answered:
    
      1. Denying that Davis has the legal estate in the premises, or is entitled to possession.
    2. That the cause of action did not accrue within twenty-one years before the action was brought.
    3. That defendants below, and those under whom they claim, have been in the actual, notorious, continued, exclusive, and adverse possession for more than twenty-one years next before suit was brought.
    Davis replied that the cause of action did accrue within twenty-one years next before the action was commenced; and that the defendants, and those under whom they claim, have not been in the adverse possession of the premises for twenty-one years next before the action was brought.
    *The title of the plaintiff was, at the trial, traced through a sheriff’s deed made in pursuance of a sale upon execution issued on a judgment rendered in the court of common pleas of Lucas county, on the 30th day of April, 1838, in favor of the Albany City Bank against Edward Bissell. To prove the confirmation of this sale and an order upon the sheriff to make a deed, the plaintiff produced the journal of the court of common pleas for the September term, 1843, in which was entered, among the proceedings of the last day of the term, an order of confirmation, etc., in due form. The journal showed that Emery D. Potter, who was at that time the president judge of the court, was present on that day, but the journal of the day’s proceedings was signed by J. Wolcott, senior associate judge. Objection was made to the introduction of this order of confirmation in evidence, for the reason that the journal of that day’s proceedings was not signed by the president or presiding judge. This objection was overruled, and the order of confirmation, etc., permitted to go in evidence. To this ruling of the court the defendants excepted.
    The plaintiff then offered the record, from the records of deeds in the recorder’s office of Lucas county, of a, deed of conveyance made by the sheriff of the county to the Albany City Bank, in pursuance of this sale and confirmation. This deed bore date October 10,1843, and was recorded December 13,1843. To the introduction of this deed in evidence the defendants below objected, on the ground that no preliminary order of confirmation of the sale of the property thereby conveyed had been proved, and that the sale of the property had not been judicially approved and confirmed. This objection was also overruled, and the plaintiff was permitted to read the deed in evidence; and defendants excepted.
    In the further progress of the trial, the plaintiff, to show a conveyance of the property in controversy from the Albany City Bank to Charles Butler, under whom the plaintiff claimed, offered in evidence the record, from the 'records of deeds in the recorder’s office of the county, of what purported to be a deed from the bank to Butler, and which, excepting the description of the property, was follows:
    *“ This indenture, made this second day of July, in the year one thousand eight hundred and fifty-five, between the Albany City Bank of the first part, and Charles Butler, of the city of New York, of the second part, witnesseth :
    “ That the said party of the first part, for and in consideration of the sum of one dollar, lawful money of the United States of America, and for other valuable considerations to them in hand, paid by the said party of the second part, at or before the ensealing and delivery of these presents, the receipt whereof is hereby acknowledged, have granted, bargained, sold, aliened, remised, released, conveyed, and confirmed, and by these presents, do grant, bargain, sell, alien, remise, release, convey, and confirm unto the. said party of the second part, and to his heirs and assigns forever, all those certain pieces, lots, or parcels of land,” etc.
    [Here follows a description of certain property, including a true description of the property in controversy.]
    “ In witness whereof, the.said party of the first part have caused their corporate seal to be hereto attached, and these presents to be signed by their cashier, on the day and year first above written.
    “ II. H. Martin, Gashier. [Seal.]
    “ Signed, sealed, and delivered in presence of
    
      “B. J. Hilton, James Bay.”
    
    “The State of New York, ] Albany City and County, j
    “Be it remembered, that on the 16th day of October, a. d. 1855, before me the subscriber, a commissioner for said state, appointed by the governor of the State of Ohio, to take the acknowledgment and proof of the execution of deeds, to be used and recorded in the State of Ohio, personally came Henry H. Martin, to me known to be the cashier of the Albany City.Bank, and the person who executed the foregoing indenture, and being by me duly sworn, saith that he is a resident of the city of Albany, and is the cashier of the Albany City Bank, the grantor named and described in the foregoing indenture; that be signed and acknowledged the same-"before me as the free act and deed of the said Albany City *Bank, and for the uses and purposes therein mentioned; and that the seal affixed thereto, is the corporate seal of the Albany City Bank, and was affixed by him to said instrument by the order of the said Albany City Bank.
    “Given under my hand.and seal officially, on the day and year- and at the place above written.
    “ R. J. Hilton, [Seal]
    “ Commissioner for Ohio.”
    To the introduction of this record in evidence, the defendants-objected, for the following reasons :
    1. That the record was not admissible as evidence of any legal instrument of conveyance of the property of the Albany City Bank to Butler.
    2. That the same was not evidence of any legal instrument of conveyance, signed and executed by the Albany City Bank, the grantor named in the instrument.
    3. That the record did not show any legal conveyance from the Albany City Bank to Butler.
    4. That there was no evidence of any authority from the Albany City Bank to H. H. Martin, cashier, to sign or execute the instrument.
    5. That the record was not at all admissible in evidence, because-it was the record of an instrument which, in law, was not entitled to be recorded.
    The court overruled the objection, and permitted the record of the deed to be read in evidence; to which the defendants also excepted.
    The parties gave further evidence upon the issues between them,, and it is fully set forth in the bill of exceptions; but it is not material to state it here.
    At the close of the evidence, the defendants moved the court to-charge the jury:
    1. That the pretended order of confirmation, in the suit of the Albany City Bank against Edward Bissell, offered in evidence by the plaintiff, was not in force and valid, by reason of the journal of the day of the entry of the order, not being signed by the president judge, then sitting in court.
    2. That the pretended order of confirmation was not in force- *or valid, by reason of tbe journal not being signed by the presiding judge, then sitting in court.
    3. That the pretended order of confirmation entered upon the journal, which journal was signed “ J. "Wolcott, Senior Associate-Judge,” was not valid and not in force, on the ground that the journal showed that Emory D. Potter, then president judge, was then sitting in court and did not sign the journal.
    4. That the deed, made by the sheriff to the Albany City Bank, pursuant to the pretended order of confirmation, was invalid and of no effect, because there was no evidence of any valid order of confirmation of the sale of the lands mentioned in the deed.
    5. That the pretended deed of the Albany City Bank to Butler, was not the deed of the bank, on the ground that the same was not legally executed and proved.
    6. That the pretended deed from the bank to Butler was invalid, and not the deed of the bank, on the ground that the same was not executed and signed in the corporate name of the bank.
    7. That the pretended deed of the bank to Butler was inadmissible in evidence, without proof of the authority of H. H. Martin, cashier, to sign or execute the same, other than the record of the deed.
    8. That the record was not at all admissible in evidence, because it was the record of an instrument which, in law, was not entitled to be recorded.
    The court refused to charge the jury as thus requested, but did instruct them:
    1. That, in order to comply with the requirements of the statutes, in force at the time the proceedings were had, for the confirmation of the sale under the execution issued upon the judgment in-favor of the Albany City Bank and against Bissell, it is not necessary that the minutes of the proceedings of the court should be-signed by the president judge, if the court was actually held, when the journal was signed, by the associate judges; and the-journal was signed by the senior associate or presiding judge,, in the absence of other *proof, it would be presumed that the court was then constituted and held without the president judge.
    2. That it was not necessary, in order to create a valid deed by the Albany City Bank, that the corporate name of the bank should be signed thereto, by some one of its officers or agents. It was-sufficient if the corporate seal of the bank was affixed to the deed by some officer or agent of the bank, for that purpose authorized, and the deed was signed by some officer or agent of the bank in his own' name officially, for and by the authority of the bank.
    3. That the record of the deed was prima facie evidence of its execution and existence, and would bind the bank until the contrary was proved, to enable the plaintiff to read the record in evidence. It was not necessary for the plaintiff, claiming under the deed, to make any further proof of the corporate seal; of the authority of the officer affixing the same; or the genuineness of the signature of the officer signing the deed, or his authority for that purpose. The record was prima facie evidence of all such facts.
    The verdict was for the plaintiff. The defendants moved to set it aside, and for a new trial on the grounds that—
    1. The verdict was against the evidence and the law.
    2. The court erred in admitting the evidence objected to by defendants.
    3. The court erred in refusing to charge the jury as requested by the defendants, and in the charge given.
    This motion was overruled, and judgment entered on the verdict.
    To reverse this judgment the defendants below filed a petition in error in the district court, which was reserved for decision here.
    
      Lee & French, for plaintiffs in error:
    1. There was no valid entry of confirmation of sale in the case of The Albany City Bank v. Edward Bissell, because the journal of the day in which the entry of the order of confirmation appears is not signed by the president judge then sitting in court. Swan’s Stat. of 1841, 674, sec. 110; Smith’s Stat. Law, 910, sec. 793; The State v. Este, 7 Ohio, 145.
    *2. A judicial confirmation of sale is indispensable to the validity of a sheriff’s deed. Bassett v. Daniels, 10 Ohio St. 619.
    3. As to the deed from the Albany City Bank to Butler: (1) If a sufficient conveyance, it passed no title to Butler, for the bank had no title to pass. (2) This deed is void.
    Its validity must be tested by the laws of Ohio. 2 Curw. Stat. 1001; Winkler v. Higgins, 9 Ohio St. 604; Brannon v. Brannon, 3 Warden’s Law Gazette, 261-264; S. & C. Stat. 465, sec. 5.
    
      The deed is defectively executed. The statute (S. & C. 459, sec. 1) requires both signing and sealing by the grantor and maker, and these requisites must be complied with. Johnson v. Turner, 7 Ohio, 570; Combe’s case, 9 Coke, 79; 2 Wash. Real Prop. 573, sec. 12; Elwell v. Shaw, 16 Mass. 42; 1 Am. Lead. Cas. 575; Ang. & Ames on Corp. (7 ed.), sec. 225; Flint v. Clinton Co., 12 N. H. 433; Brindley v. Mann, 2 Cush. 338, 340; 1 Parsons on Contr. 119, 120; Hatch v. Barr, 1 Ohio, 390, 395; Curw. on Titles, sec. 73; S. & C. 474, sec. 31; Isham v. Bennington Iron Co., 19 Vt. 233, 352, 259.
    4. The deed is not legally acknowledged, and is therefore void. The statute requires that the signing and sealing shall he aeknowledgedhy the grantor. S. & C. 460; Smith v. Hall, 13 Ohio, 268.
    5. This defectively executed deed is not entitled to registration, and derives no validity from being recorded. Johnson v. Haines, 2 Ohio, 56; White v. Denman, 16 Ohio, 60; Isham v. Bennington Iron Co., 19 Vt. 245.
    6. The record itself of a deed is no evidence of such a deed. The original deed, or a certified copy of the record, as provided by statute, is the requisite and necessary evidence of such a deed. 1 Phil. Ev. (4 Am. ed.), note 479, p. 584; S. & C. 468, sec. 10; 1278, sec. 22; 1274, sec. 5.
    7. An actual, notorious, continued, and exclusive possession of lands for a period of twenty-one years constitutes perfect title by disseizin, and is evidence of a fee. Lane v. Kennedy, 13 Ohio St. 48; Tyler v. Wilkinson, 4 Mason C. C. 402; Miller v. Gaylock, 8 Barb. 153; 2 Wash, on Real Prop. 42, 492; Parker v. Proprietors, etc., 3 Met. 99; Ang. on Lim. (4 ed.), secs. 380, 390, 391.
    *The evidence shows that the defendants below, and their privies in estate, had such possession for over twenty-six years prior to the commencement of the action.
    
      JMJ. JR. & JR. Waite, for defendant in error:
    1. The proof made showed a valid order confirming the sale. Swan’s Stat. of 1841, 674, sec. 10. It does not appear that the president judge was present when the journal was read and signed.
    2. The original record of the deed was competent evidence, and was properly admitted instead of a copy from the record. King v. Kenney, 4 Ohio, 82; 1 Starkie Ev. 151; Swan’s Stat. of 1841, 778, secs. 4, 6; S. & C. 468, sec. 10.
    3. The deed is properly executed.
    
      If the deed is in proper form, the record is prima facie evidence of its existence. Swan’s Stat. of 1841, 267, sec. 10; Burnet v. Brush, 6 Ohio, 32. If evidence of its existence as a deed, it is evidence of everything which is necessary to its existence. Flint v. Clinton Co., 12 N. H. 433; Lovett v. Steam Saw-Mill Association, 6 Paige, 60.
    The deed purports on its face to be the deed of the bank, and to-be executed ly the bank, which caused its corporate seal to be attached, and the signature of its cashier to be affixed.
    The seal of a corporation is its signature. Doe v. Hogg, 1 Bos. & Pul. 306; Clark v. Farmers’ Manuf. Co., 15 Wend. 258; Gordon v. Preston, 1 Watts, 395; Frankfort Bank v. Anderson, 3 A. K. Marsh. 932; 2 Sugd. Tend. (ed. 1836), bottom p. 208; Beckwith v. Windsor Manuf. Co., 14 Conn. 594.
    4. The deed was properly acknowledged. Lovett v. Steam Saw-Mill Association, 6 Paige, 60.
    5. The verdict should not have been set aside as being against the evidence. Breese v. The State, 12 Ohio St. 156; Brennan v. Whitaker, 15 Ohio St. 451; Lane v. Kennedy, 13 Ohio St. 46.
   Scott, J.

The first question arising upon the record in this case, is whether the journal entry of confirmation of sale was properly received in evidence, against the objections of the defendants below.

*The entry of confirmation was in due form. The journal-showed that Emory D. Potter, who was at that time the president judge of the court, was present in court on the day of confirmation, but the journal entries of that day’s proceedings were not signed by him, but by J. Wolcott, senior associate judge.

By section 110 of the practice act, in force at the time these proceedings were had, it was provided: “That for preventing errors in entering the judgments, orders, and decrees of-each court, the judges thereof, before every adjournment, shall cause the minutes of their proceedings to be publicly read by their clerk, and corrected where necessary; and the same shall be signed by the president judge then sitting in court, which minutes so signed shall be-entered in a book and carefully preserved among the records; and no proceedings, orders, judgments, or decrees of either of said courts, shall be in force or valid until the same be so read and signed.” Swan’s St. (of 1841) 674.

And in the case of The State, ex rel. Goodin, v. The Judges of Hamilton County, 7 Ohio, 135, it was held that, under the provisions of this section, every operative order of the court must be entered upon the minute-book, and until it is so entered and the minute-book signed by the presiding judge, it can not be in •force or valid.”

But the journal in this case does not show that the president judge of the court was present, sitting in court,’when the minutes of the proceedings of the last day of the term, on which the confirmation was ordered, were read and signed. If he was then absent, the journal was properly signed by the senior associate judge, who, in such case, would be the presiding judge of the court. We think the maxim, “ Omnia rite acta presumuntur,” is properly applicable to such a case. We are not to presume a state of facts which would invalidate the journal entries, when a different state •of facts may be reasonably presumed which would make them regular and valid. We think the entry of confirmation was prop■erly received in evidence.

Leveral questions are raised by counsel for plaintiff in error upon the admission in evidence of the record in the *offiee of the recorder of the county, which was introduced by the plaintiff below for the purpose of showing a conveyance of the premises in controversy by the Albany City Bank to Charles Butler, this conveyance being an essential link in the plaintiff’s claim of title. It is claimed, in the first place, that the statute declares, not that the record itself, but only “ copies from the records of deeds, etc., duly certified,” etc., shall be received as evidence. 1 S. & C. 468, sec. 10. We think this ground of objection can not be sustained. It is clear, as well upon principle as upon authority, that whenever authenticated copies of a record are competent evidence, the record itself is equally so. 1 Starkie’s Ev. 151; King v. Kenny, 4 Ohio, 82. The existence of- a record and its contents can not be more satisfactorily established by the secondary evidence of a copy than by the production of the record itself.

But a question of more difficulty is raised by the objection made to the same deed on the ground that it does not appear to have been legally executed by the grantor, the Albany City Bank, the name of the corporation not being signed to the deed, but the name ■of its cashier only. We have no general statute in this state prescribing the mode in which deeds of conveyance are to be executed by corporations. Our statute on this subject, which requires deeds to.be signed and sealed by the grantor or grantors, has relation only to deeds executed by “any man or unmairried woman,” and to deeds executed by “husband and wife.” S. & C. 458, 461. The mode in which, at common law, corporations aggregate execute deeds, is by affixing thereto their corporate seal. 1 Bl. Com. 475 ; 1 Parsons on Contr. 140, 141; 3 Sugden on Tend. 353, bot. paging; Angel & Ames on Corp. Ch. 7; 1 Kyd on Corp. 268; 15 Wend. 258.

In this case the deed throughout purports to be the deed of the corporation, and it concludes thus: “ In witness whereof, the said party of the first part,” [the Albany City Bank] “ have caused their corporate seal to be hereto attached, and these presents to be signed by their cashier, on the day and year first above written.” It is then signed by the cashier as such, and the corporate seal is affixed. It purports *to have been acknowledged by the officer who executed it on behalf of the bank, before a commissioner for the State of Ohio, who certifies that the cashier is known to him to be such, and that said cashier, moreover, made oath before him that he was such cashier, and that the seal affixed thereto was the corporate seal of the Albany City Bank, and was affixed by him to-said deed by order of the said bank.

Whether, in the absence of any express statutory requirement, an acknowledgment is essential to the validity of a deed of conveyance-executed by a corporation, it is not necessary, at present, to determine. It is enough to say, that, if essential, the acknowledgment in this case seems to be regular and perfect, and to be made by the-proper person, through whose agency the corporate seal was attached. And that the deed was well executed by the corporation, at common law, would seem to admit of no doubt. It seems-equally well settled that the seal of a corporation affixed to a deed, is prima fade evidence that it was so affixed by the authority of the corporation; and that it lies with the party objecting to the due execution of the deed to show that it was affixed improperly ox without authority. Lovett v. The Steam Saw-Mill Association, 6 Paige, 54; Angel & Ames on Corp. sec. 224; 1 Kyd on Corp. 268; 6 Serg. & R. 12.

Several cases are cited by counsel for plaintiffs to show that this-deed was not properly executed, but which are unlike the case at bar. Elwell v. Shaw, 16 Mass. 42, was a case in which the conveyanee, on its face, purported to be tbe deed of the attorney, and not of his principal. Brindley v. Mann, 2 Cush. 338, and Hatch v. Barr, 1 Ohio, 390, are cases in which conveyances purporting to be made-on behalf of corporations, by officers thereof, under their own seals, and not that of the corporation, were held not to be the deeds of the corporation. The decision in the case of Isham v. The Bennington Iron Co., 19 Vt. 230, rest on the construction given by the court to< the statutes of that state. The judge delivering the opinion concedes that the conveyance under consideration would be valid at common law, and would be good also in New York.

Several statutes of this state confer upon classes .of corporations *the power to acquire and convey lands to a limited extent, and prescribe in what manner their conveyances shall be executed. Thus, the general railroad law of 1848, and that of 1852, direct that conveyances made by railroad companies “ shall be signed by the president, under the seal of the corporation.” S. & C. 273, see. 14; 279, sec. 32. These provisions are not indicative of any policy requiring the deeds of a corporate body to be signed with the name of the corporation.

No question seems to have been made in the court below as to the power of the Albany City Bank, under its charter, to acquire, hold, and convey real estate; and assuming that it had such power, we think its conveyance by deed, under its corporate seal, and signed by its cashier by authority of the corporation, must be held, in this state, to be well executed, there being no statute requiring a different mode of execution.

But while our statute, which prescribes the mode of executing deeds, is in terms limited to conveyances made by natural persons, we think its provisions relative to the recording of all instruments of wrting for the conveyance, etc., of lands, must be held to embrace deeds executed by corporations. Deeds of corporations, unlike those of natural persons, do not admit of personal execution by the grantor, but the public policy which requires registration is the same in both cases. The language of the statute is, that all deeds, etc., “executed agreeably to the foregoing provisions,” shall be recorded, etc. The spirit and substance of the requirement is, that all deeds executed agreeably to law, shall be recorded.

We have carefully examined all the evidence in the case bearing on the issue made by the pleadings, as- to the adverse possession of plaintiffs in error. That evidence is conflicting, and a majority of the court think that, to say the least, it is not such as would justify us in holding that the court below clearly erred in refusing to set aside the verdict, and award a new trial.

Judgment affirmed.

Day, C. J., and White, Welch, and Brinkerhoee, JJ., concurred.  