Meyer, Weiss & Co. v. Morgan

Citations

• 51 Miss. 21

Syllabus

<p>1. Principal and Agent : Ratification of unauthorized acts of agents.</p> <p>The principal must, within a reasonable time, elect to approve or disaffirm the unauthorized acts of the agent. If an agent notifies his principal of his acts with respect to property, and the principal does not, within a reasonable time, disaffirm the acts, and so inform the agent, the agent may well presume that his conduct has been affirmed. Silence will be equivalent to approval.</p> <p>2. Same : Ratification of acts of agents by conduct.</p> <p>Ratification may be inferred from circumstances. If a sale has been unauthorized, but the principal sues for the price, that is a ratification. Acceptance of the proceeds of a sale is of equal import as a suit to recover them.</p> <p>3. Same : Case in judgment.</p> <p>M. shipped cotton to M., W. & Co., and instructed them not to sell, but to hold for a higher market. M., W. & Co. sold the cotton on the 2d of April, and immediately notified M. of the fact. After this, several letters passed between the parties, but in none of them did M. disapprove of the sale, but ordered goods and drew drafts until the entire proceeds were consumed. On the 29th of July, M., through his attorney, for the first time disapproved of the sale: Held, that M. was entitled tono more time than was needful to examine the tendency of the cotton market, and to determine whether he would approve the sale or disaffirm it; but failing to give notice within a reasonable time to the factors of his disaffirmance of the sale, and accepting the proceeds thereof, he has waived all objections which he might have made if promptly interposed, and ratified and adopted the sale.</p>