against it. Any other conclusion would, as it seems to us, frustrate the evident intent of the statute to render such certificates of stock as nearly negotiable as practicable for the purpose of facilitating and carrying on the commercial and banking transactions of the state. This is also apparently in harmony with the law of other commercial states, and is supported by the case of Brown V. Union Savings & Loan Ass'n, 28 Wash. 657, 69 Pac. 383, which is almost on all fours with the instant case. It cannot be said in this case, as intimated by plaintiffs in error's counsel, that the said association had actual notice by reason of Stonecipher being a director in the corporation. Notice to a director, when acting solely in his own private interest, is not notice to the corporation of which said director is an officer (Home Bank v. Peoria Trotting Society, 206 Ill 9, 69 N. E. 17, 99 Am. St. Rep. 132; 2 Thompson on Corporations, § 1655); but the negligence of the association's secretary is the negligence of the association (Prairie State Building Ass'n v. Nubling, 170 Ill. 240, 48 N. E. 1016, 62 Am. St. Rep. 377).

suing during that time. It is a well-known rule of equity that where one of two parties must suffer on account of the fraud of a third party, and one of them by his fault or negligence has put it in the power of the third party to perpetrate such fraud, he must stand the loss. The association, as custodian of the stock books and of the funds collected for the payment of the certificates in question, occupied the position of a trustee for plaintiffs in error. It was its duty, as such trustee for plaintiffs in error, to require the certificates of stock to be surrendered to it before cashing them. It was the violation of that trust that permitted the fraud on plaintiffs in error to be committed. It would be inequitable, under the facts in this case, to permit the association to escape the consequences of its violation of its duty as such trustee by its countercharge that plaintiffs in error have delayed the assertion of their rights and that by such delay the party who has defrauded both of them has become insolvent, when it was equally guilty of delay in pressing its demands against Stonecipher. The judgment of the Appellate Court is [4] The circumstances relied on by defend-reversed, and the decree of the circuit court ants in error to bar the equitable right of plaintiffs in error to maintain their suit are that the association learned in December, 1911, for the first time, that plaintiffs in error were the owners of the shares of stock cashed by Stonecipher and that no demand was then made upon it for payment by plaintiffs in error, and that no intimation was given by them that they would hold the association liable on said stock until suit was brought 15 months later and after Stonecipher had become insolvent. It is argued that if plaintiffs in error had promptly sued Stonecipher or the association, or had even made a demand on the latter for payment of the certificates, the money could and would have been collected from Stonecipher either by the association or by plaintiffs in error, and that the loss has happened by the delay in asserting their rights. We see no reason why the association could not have proceeded against Stonecipher at once after it learned that he had collected money from it that he was not entitled to and for which

it was liable to plaintiffs in error. The association was at that time apprised of all the

facts.

A court of equity will apply the doctrine of laches in denial of relief only where, from all the circumstances, to grant the relief which the complainant would otherwise be entitled to, will, presumptively, be inequitable and unjust because of the delay. Coryell v. Klehm, 157 Ill. 462, 41 N. E. 864. The suit of plaintiffs in error was not barred by the statute of limitations. Plaintiffs in error did nothing to impair their security during the 15 months of delay in bringing suit except to remain silent and to refrain from

is affirmed.

Judgment of Appellate Court reversed.
Decree of circuit court affirmed.

(275 Ill. 328)

ARMOUR & CO. v. INDUSTRIAL BOARD
OF ILLINOIS. (No. 10640.)

(Supreme Court of Illinois. Oct. 24, 1916.
Rehearing Denied Dec. 6, 1916.)

1. MASTER AND SERVANT 361-WORKMEN'S
COMPENSATION Аст "WAREHOUSE"
"STOREHOUSE."

-

The business of a New Jersey corporation, distributing them at wholesale to dealers, mainengaged in receiving meats and provisions and taining a three-story building in which its goods were stored, awaiting distribution, from one to three weeks, came within Workmen's Compensation Act 1913 (Laws 1913, p. 339) § 3, par. (b), cl. 4, providing that the provisions of paragraph (a) of the section shall apply to an employer engaged in the operation of any warehouse or general or terminal storehouse, as the company's premises were a "warehouse" or "storehouse" within the act.

[Ed. Note.-For other cases, see Master and Servant, Dec. Dig. 361.

First and Second Series, Storehouse; Ware For other definitions, see Words and Phrases, house.]

412-WORKMEN'S RESERVATION OF

2. MASTER ANd Servant
COMPENSATION
GROUNDS OF REVIEW.
The constitutionality of the Workmen's Com-
circuit court, cannot be raised in the Supreme
pensation Act of 1913, when not raised in the
Court.

[Ed. Note.-For other cases, see Master and Servant, Dec. Dig. 412.]

3. COURTS 219(9)-WORKMEN'S COMPENSATION ACT WAIVER OF CONSTITUTIONAL QUESTIONS.

Counsel for the employer waived all questions as to the constitutionality of the Work

For other cases see same topic and KEY-NUMBER in all Key-Numbered Digests and Indexes

Error to Appellate Court, Third District, on Appeal from Circuit Court, Cook County; Charles H. Bowles, Judge.

Proceeding under the Workmen's Compensation Act to obtain compensation for the death of Grover C. Richardson, opposed by Armour & Co., the employer. Compensation was awarded, writ of certiorari to review the holding of the Industrial Board quashed by the circuit court, and, on the proceedings being taken to the appellate court, the judgment of the circuit court was affirmed, and the employer petitions for certiorari. ment of the Appellate Court affirmed. Alfred R. Urion, Walter C. Kirk, and Charles J. Faulkner, Jr., all of Chicago, for plaintiff in error. Acton & Acton, of Danville, for defendant in error.

The

men's Compensation Act of 1913 by taking an | inois; that it operates a number of wholeappeal from the circuit to the Appellate Court. sale distributing houses in several cities of [Ed. Note.-For other cases, see Courts, Cent. Illinois; that in the conduct of its business Dig. § 553; Dec. Dig. 219(9); Appeal and at the various wholesale distributing points Error, Cent. Dig. §§ 110, 111.] Armour & Co., a corporation organized unit is a separate and distinct corporation from der the laws of this state for operating packNew Jersey corporation purchases practically ing and slaughtering establishments. all its goods from the Illinois corporation. The business of the New Jersey corporation at Danville, Ill., as well as at the other wholesale distributing houses in different cities of the state, consists in receiving meats and provisions and distributing them at Wholesale to dealers in the surrounding terJudg-ritory. The business at Danville is conducted in a three-story and basement brick building at 39-41 Washington avenue, the title to which is in the New Jersey corporation. The third floor of the building is used for smoking meats; the second floor for storing smoked meats, provisions, canned goods, etc.; CARTER, J. The Industrial Board of this the first floor, part of which is used for shipstate rendered a decision against plaintiff ping purposes and part for offices, is equipped in error, Armour & Co., August 6, 1914, with a cooler, where fresh meats are held awarding, under the provisions of the Work-pending sale; the basement is used for the men's Compensation Act of 1913, the sum of storage of barreled goods and pickled and $2,919 to the estate of Grover C. Richardson. salted meats. No manufacturing or prepaAfter this court had held unconstitutional ration of products is conducted in said buildthe part of the act of 1913 which provided ing, except the smoking of meats on the third floor. that this court might review directly the deNo power-driven machinery of any cisions of the Industrial Board (Courter v. kind is employed on the premises, with the Simpson Construction Co., 264 Ill. 488, 106 exception of one 10 horse power electric N. E. 350), plaintiff in error, under the au- freight elevator running from the basement thority of that decision, caused to be issued to the top floor, operated by means of ropes from the circuit court of Cook county a com- attached to an electric mechanism. mon-law writ of certiorari to review the be operated from all floors, and it is not holding of the board. That court quashed necessary for the person who operates it to the writ of certiorari, and on the proceed-ride thereon; but employés frequently ride ings being taken to the Appellate Court the judgment of the circuit court was affirmed. The cause has been brought here on petition

for certiorari.

It can

on it when operating it for freight purposes, the rule of the company being that it should not be operated for passenger purposes only. Goods are received in the plant from railBy the stipulation of facts found in the way cars which are switched alongside the record it appears that Grover C. Richardson building and unloaded by trucks, the meat was employed by Armour & Co. at Danville, and other goods being taken from the buildIll., doing general work in connection with ing for distribution among dealers by wagthe handling and shipping of products by ons and auto trucks. The carcass meats that company in said city. He began work are pushed to and from the cooler by the aid October 23, 1913, and continued in the em- of hooks suspended from and running along ployment of Armour & Co. until his death, hanging rails. The products of this buildfour days later, from injuries received while ing are stored therein only the length of operating a freight elevator in plaintiff in er- time requisite to sell them to dealers in Danror's plant, in the usual course of his employ-ville and the vicinity-in the case of fresh ment, and in the discharge of duties arising meats rarely longer than a week, but smoktherefrom. He was caught in some mannered meats are stored from one to three weeks between the elevator platform and the sec- or more. No goods are stored for other perond floor of the building, but it is unknown just how the accident occurred. Due notice was given the employer of the accident, and claim filed with the Industrial Board within six months of the time of the injury. It further appears from said stipulation that [1] Counsel for plaintiff in error contend plaintiff in error, Armour & Co., is a cor- that it does not come within the provisions poration organized under the laws of New of said Workmen's Compensation Act of

sons, for hire or otherwise. The deceased left him surviving a widow and two minor children. Plaintiff in error, the New Jersey corporation, has never elected to come under said Workmen's Compensation Act.

other hand, contend that plaintiff in error is liable under the provisions of paragraph (b) of section 3 of said act, which reads:

"The provisions of paragraph (a) of this section shall only apply to an employer engaged in any of the following occupations, enterprises or businesses, namely: * 4. The operation of any warehouse or general or terminal storehouses. * 8. In any enterprise in which statutory or municipal ordinance regulations are now or shall hereafter be imposed for the regulating, guarding, use or the placing of machinery or appliances, or for the protection and safeguarding of the employés or the public therein; each of which occupations, enterprises or businesses are hereby declared to be extrahazardous." Laws 1913, p. 339.

Counsel for defendants in error contend that plaintiff in error is within the provisions of clause 8 above, because the operation and use of elevators in said city were regulated by a general ordinance of the city of Danville in force at the time of the accident.

Did the Legislature intend that a building used for the purposes such as the one here in question is used should be considered as a "warehouse," as that word is employed in said clause 4 of paragraph (b)? Webster's Dictionary defines "warehouse" as:

"A storehouse for wares or goods; a receiving house. The term is broadly used, and may include any structure used to store goods in. A wholesale shop or store, or sometimes a large retail establishment."

According to the Century Dictionary a warehouse is:

"A house in which wares or goods are kept; a storehouse. Specifically, (a) a store in which goods are placed for safekeeping; a building for the temporary deposit of goods for compensation; (c) a store for the sale of goods at wholesale; also, often, a large retail establishment."

subjects in our act that are also covered by the Workmen's Compensation Act of Great Britain. In Hunt v. Grantham Co-operative Society, 112 L. T. 361, it was held that a single loft, 30 feet long and 15 feet wide, over a stable included in a block of buildings in which respondents conducted their stores, was a storeroom and not a warehouse; the room being used for storage purposes ancillary or incidental only to the main business carried on by the proprietors. The same finding was made as to goods stored in the basement of a building pending their sale in the shops above. Burr v. Whiteley, 19 Times L. R. 117. In Green v. Britten, 6 W. C. C. 82, it was held that the term "warehouse" could not be limited to apply only to a building where the public could send their goods to be stored; that the word was properly applied to a building used by the owner for the storage of his own goods, the opinion stating that in enacting the law the Legislature "had in view the danger run by workmen who have to handle goods on a large scale." To the same effect see Wilmott v. Paton, 4 W. C. C. 65, and Adams v. Great Western Railway Co., 6 W. C. C. 87. In Moreton v. Reeve, [1907] 2 K. B. 401, the court referred approvingly to the doctrine laid down in Green v. Britten, supra, and also stated that under certain circumstances storerooms connected with retail establishments may be warehouses.

Counsel for plaintiff in error argue that the word "warehouse," as used in this law, should be construed to mean only a public warehouse in which property is stored for compensation or profit, because paragraph 1 It is also defined as "a place adapted to the of article 13 of the Constitution calls elevareception and storage of goods and merchan-tors and storehouses used to store property dise" (Bouvier's Law Dict. [3d Rev.] 3424; for compensation "public warehouses." We Black's Law Dict. [2d Ed.] 1218); also as think this argument is without merit. Had "a place used by the occupant for the storage the Legislature intended this provision of of goods, and the term is synonymous with the statute to refer only to public warestorehouse" (30 Am. & Eng. Ency. of Law houses used for storing property for compen[2d Ed.] 38); and "a place where goods are sation it could easily have made that fact received in store for profit" (40 Cyc. 400). clear by inserting in the statute the word Obviously, from these various definitions, the "public," or other suitable words that would meaning of this word in any given case must plainly indicate a warehouse storing goods depend quite largely upon the connection in for profit. The basis for the classification which the word is used, and if it occurs in of the various occupations under the Worka statute the purpose and object of the statute men's Compensation Act is largely the probmay throw considerable light on its meaning. ability of danger to employés by reason of This court has never had occasion to construe the nature of the work in which they are this word as used in this statute, though in engaged. The work connected with the storUphoff v. Industrial Board, 271 Ill. 312, 111 age of provisions by plaintiff in error in this N. E. 128, the intention of the Legislature building, awaiting distribution in a wholesale in enacting this law is discussed at some trade, is no less hazardous in that the proplength, as well as the various occupations erty stored is its own than if said company and employments that were proposed to be were storing such goods for third persons brought within its provisions. The Illinois for hire. The risk and danger to the employé compensation laws were taken, with certain would be equal in both cases. It is manifest, modifications, from the Workmen's Compen- however, that the Legislature did not intend sation Act theretofore enacted in Great Brit- to include within the meaning of the word ain. Lust on Workmen's Compensation Law "warehouse" every place where goods are of Illinois, 2. The decisions of the courts of stored by the owner, for that might make it that country are therefore of assistance on apply to the storing by any citizen of a barrel

The conclusion as to the meaning of said clause 4 of paragraph (b) renders it unnecessary to consider whether plaintiff in error was also liable under the provisions of said clause 8 of paragraph (b).

of apples or potatoes in his cellar or base-I tended to include within the provisions of ment; but if any person should store thou- the act. sands of barrels of produce in a three-story building the work might readily be attended with considerable danger. The rule of the English courts seems to be that a warehouse or storeroom for the storage of goods in a wholesale business is necessarily a ware- [2, 3] Counsel for plaintiff in error have house within the meaning of the Workmen's argued at some length that to construe the Compensation Act, and that the circumstanc- statute in this manner would render it unes may make a storeroom used in connection constitutional, as depriving plaintiff in error, with a retail business a warehouse, as that without any election on its part, of a right term was used in the act. In Green v. Brit- of trial by jury. As we understand this ten, supra, the court said (page 86) that the argument, they contend that plaintiff in erword "warehouse" "involves the idea of a ror had a right to construe this statute as place normally of considerable size, * not applying to its business in this building in which, consequently, the dangers incident at Danville, and therefore it was unnecessary to the handling of goods in bulk might for it to take any action with reference to * naturally arise." Why would the electing or not electing to come under the Legislature use in this act, in connection act. In practical effect this is an argument with the word "warehouse," the words "gen- against the constitutionality of the act. Its eral or terminal storehouses," if it intended constitutionality cannot be raised in this to mean only public warehouses used for court since it was not raised in the court hire? It is well known that many large con- below (Masonic Fraternity Temple Ass'n v. cerns in this country have general or termi- City of Chicago, 217 Ill. 58, 75 N. E. 439), nal storehouses at certain points, where they and for the further reason that counsel hold their goods and distribute them to waived all questions as to the constitutionwholesale customers or to their retail busi-ality of the act by taking the case to the ness. Such storehouses are not public ware-Appellate Court (Haas Electric Co. v. Amusehouses. We think it is clear, however, that ment Park Co., 236 Ill. 452, 86 N. E. 248, 23 the Legislature intended to include the operL. R. A. [N. S.] 620, 127 Am. St. Rep. 297; ation of such general storehouses in said Luken v. Lake Shore & Michigan Southern clause 4 as a hazardous occupation. Indeed, Railway Co., 248 Ill. 377, 94 N. E. 175, 140 it is not a strained construction of this stat-Am. St. Rep. 220, 21 Ann. Cas. 82). ute to hold that this building can be fairly The judgment of the Appellate Court must

*

included within the term "general storehouse."

be affirmed.
Judgment affirmed.

(No. 10406.)

(275 Ill. 386)

(Supreme Court of Illinois. Oct. 24, 1916. Rehearing Denied Dec. 6, 1916.)

Counsel on the one hand argue at some length that this statute, being in derogation of the common law, should be strictly con- PRIDMORE v. CHICAGO, R. I. & P. RY. CO. strued, while, on the other hand, it is argued that the statute, being remedial in its character, should be liberally construed. The rules as to strict or liberal construction are of value only as assisting in finding the real meaning of the statute. They are not considered as important in recent years as formerly, for it has become more and more recognized that:

"The paramount duty of the judicial interpreter is to put upon the language of the Legislature, honestly and faithfully, its plain and rational meaning and to promote its object.' Endlich on Interpretation of Statutes, § 329.

The intention of the lawmakers is the law, to be gathered from the reading of the statute, having in mind all the rules of construction which may apply. Warner v. King, 267 Ill. 82, 107 N. E. 837, and authorities cited. Both on principle and authority the premises upon which the accident occurred must be held a warehouse or storehouse, as those terms are used in the act in question. Plaintiff in error was operating its business therein for its own profit, but it was such a business as the Legislature manifestly in

1. APPEAL AND ERROR

DIRECTED Verdict.

1094(2)—REVIEW—

Where a motion for a directed verdict for defendant was overruled by the trial court, the plaintiff and approving the verdict of the jury, Appellate Court, in affirming judgment for the precluded the Supreme Court from an examination of the record except to ascertain whether the law has been properly applied to the facts and to determine whether the judgment should be reversed for prejudicial error in the record.

[Ed. Note.-For other cases, see Appeal and Error, Cent. Dig. § 4324; Dec. Dig. 1094 (2).]

2. RAILROADS 350(1) — ACTIONS FOR INJUBIES-QUESTIONS FOR JURY.

In an action for death of a crossing flagman, killed by the train of another railroad using his employer's tracks, where there was no ground for the contention that the proof did not tend to show that deceased was in the exercise of reasonable care for his own safety, and not only shows that the servants of defendant were guilty of the negligence charged in the operation of the train, but that they were guilty of wanton and reckless conduct amounting to gross negligence or willfulness, it would

DUNCAN, J. On July 11, 1910, about 11:50 p. m., plaintiff in error, at Rock Island Junction, obtained permission of the Pennsylvania Company to deliver over its tracks to Roby, Ind., a distance of a little more than two miles, two cars of grain, which delivery it at tempted to make by 12 o'clock that night to save demurrage charges on the two cars. The train of plaintiff in error consisted of a

For other cases see same topic and KEY-NUMBER in all Key-Numbered Digests and Indexes 114 N.E.-12