The charter of the Town (now City) of Oakland, in California,
which conferred upon the corporation power to regulate ferries, did
not give an exclusive power, and therefore the corporation did not
possess the power to confer upon others an exclusive privilege to
establish them.
The difference pointed out between this charter and those grants
which are exclusive.
Minturn filed his bill against the defendants, claiming a right,
under the authorities of the Town of Oakland, to establish a ferry,
exclusively, between the City of San Francisco and the City of
Oakland. The bill prayed for a perpetual injunction to restrain the
defendants from running the steamboat
San Antonio or any
other steamboat or vessel between the two places. The defendants
demurred to the bill, and the circuit court sustained the demurrer.
The complainant appealed to this Court.
MR. JUSTICE NELSON delivered the opinion of the Court.
The bill was filed by the complainant in the court below to
restrain the defendants from running a ferry between the City of
San Francisco and the City of Oakland, on the opposite side of the
bay, and which, it is claimed, is in violation of the exclusive
Page 64 U. S. 436
privileges belonging to him under the authority of law. The
authority, as set forth in the bill, is derived from the charter of
the Town (now City) of Oakland. The 3d section of the charter
(passed May 4, 1852) provided that "the board of trustees shall
have power to make such bylaws and ordinances as they may deem
proper and necessary," among other things, "to lay out, make, open,
widen, regulate, and keep in repair all streets, roads, bridges,
ferries," &c., "wharves, docks, piers, slips," &c.
"and to authorize the construction of the same . . . and with a
view to facilitate the construction of wharves and other
improvements, the lands lying within the limits aforesaid (that is,
of the corporation) between high tide and ship channel, are hereby
granted and released to said town."
It is admitted, if the authorities of the Town of Oakland
possessed the power under the charter to grant an exclusive right
of ferries between that place and the City of San Francisco, the
complainant has become vested with it. The question in the case,
therefore, is whether or not the power was conferred by this 3d
section of the charter.
It is a well settled rule of construction of grants by the
legislature to corporations, whether public or private, that only
such powers and rights can be exercised under them as are clearly
comprehended within the words of the act or derived therefrom by
necessary implication, regard being had to the objects of the
grant. Any ambiguity or doubt arising out of the terms used by the
legislature must be resolved in favor of the public. This principle
has been so often applied in the construction of corporate powers
that we need not stop to refer to authorities.
Now looking at the terms of the grant in this case and giving to
them their widest meaning either separately or in the connection in
which they are found or with the object for which the power was
conferred, we find indeed a power to establish and regulate ferries
within the corporate limits of the town, but not an exclusive
power. Full effect is given to the words in which the power is
granted, when the simple right is conceded to establish and
regulate ferries. If the
Page 64 U. S. 437
grant had been made to an individual in the terms here used, the
question would have been too plain for argument. In our judgment,
it can have no wider interpretation, though made to a corporation.
It must be remembered that this is not the case where the Crown or
the legislature has aliened to a municipal corporation its whole
power to establish and regulate ferries within its limits, as may
be found in some of the ancient charters of cities in England and
in this country. In those cases, the municipal body, in respect to
this legislative or public trust, represents the sovereign power,
and may make grants of ferry rights in as ample a manner as the
sovereign. The error, we think, in the argument for the appellant
is in confounding this grant with these ancient charters or those
of a like character. But on referring to them it will be seen that
the form of the grant is very different, much more particular and
comprehensive, leaving no doubt as to the extent of the power. 25
Wend. 631,
Costar v. Brush. So here: if the legislature
had intended to confer their whole power upon this corporation to
establish and regulate ferries within its limits, or a power to
grant exclusive ferry rights therein, a very different form of
grant would have been used -- one that would have expressed the
intent of the law maker to part with the exclusive power over the
subject, and vest it in the grantee. In the form used, no such
intent appears or can be reached except by a very forced
interpretation, which we are not at liberty to give, according to
well settled authority.
36 U. S. 11
Pet. 422;
49 U. S. 8 How.
569;
Mills v. St. Clair Co., 16 How.
57 U. S. 524,
57 U. S. 534;
Fanning v. Gregoire
In
Mills v. St. Clair Co., the Court, speaking of a
ferry grant, said that in a grant like this by the sovereign power,
the rule of construction is that if the meaning of the words be
doubtful, they shall be taken most strongly against the grantee and
for the government, and therefore should not be extended by
implication beyond the natural and obvious meaning of the words;
and if these do not support the claim, it must fall. And again, in
Fanning v. Gregoire, speaking on the same subject, the
Court said:
"The exclusive right set up must be clearly expressed or
necessarily inferred, and the Court thinks
Page 64 U. S. 438
that neither the one nor the other is found in the grant to the
plaintiff, nor in the circumstances connected with it."
As the Town of Oakland had no power, according to the above
construction of the charter, to establish an exclusive right of
ferries within its limits, it follows that it did not possess the
power to confer upon others an exclusive privilege to establish
them.
The power conferred is to make meaning to establish and regulate
ferries, or to authorize the construction meaning the establishment
of the same.
We think the court below was right, and that the decree must
be
Affirmed.