missioners. "It is of the greatest public importance," says Mr. Senator Verplanck, "to establish the general rule of agency, that 'delegated authority cannot be delegated again without special power so to do,' as governing the official powers, acts, and contracts of our State officers."* Where a public body or officer has been clothed by statute with power to do and act concerning the public interest or the rights of third persons, the execution of the power may be insisted on as a duty, even though the phraseology of the statute be permissive only; and if the duty is not performed, an action will lie. So, where the corporation of the city of New York were empowered to cause sewers to be made in that city, and to cleanse the same, it was held that it was their duty to keep them clean, and that an action would lie for negligence in relation thereto. But in order to succeed in such an action, it must be clear that a duty is imposed by law. So, where in New York the officers and agents of a city corporation assumed to build a bridge, under the authority of a statute not constitutionally passed for want of the required legislative majority, and the bridge fell by reason of its negligent construction, the corporation was held not to be liable.‡ In regard to the number requisite to constitute a quorum of the members of a public body, or the number requisite to do business, it has long been settled that, where a statute constitutes a board of commissioners or other officers to decide any matter, as to open books, to receive subscriptions, and distribute the stock of a railroad company, but makes no provision that a majority shall constitute a quorum; all must be present to hear and consult, though a majority may then decide. (a) Lyon v. Jerome, 26 Wend. 485, 496. The Mayor of N. Y. v. Furze, 3 Hill, 612; Henley v. Mayor et al. of Lyme Regis, 5 Bing. 91, 3 Barn. & Adol. 77; 1 Bing. N. C. 222, s. c. in error. The Mayor, &c. of Albany v. Cunliff, 2 Coms. 165. It must, however, be admitted that in this case it is not easy to ascertain from the opinions of the different members of the court, what was the precise point which they intended to decide. I give the substance of the marginal note. See also People v. Cooper, 6 Hill, 516. Withnell v. Gartham, 6 T. R. 388; Grindley et al. v. Barker et al. 1 B. & P. 229; Ex parte Rogers, 7 Cow. 526; Crocker v. Crane, 21 Wend. 211; Babcock v. Lamb, 1 Cowen, 238. In New York the Revised (a) Where a statute gives a power to a board of public officers, it is sufficient if a majority act upon the notice to all; so where power is given to "the judges." Merchant v. North, 10 Ohio, N. S. 251. Revenue Laws.-We have already referred* to the language which has been held in regard to laws passed for the collection of revenue, with reference to the principles of strict and liberal construction. We have here to consider the general principles of interpretation which are to be applied to them. The Supreme Court of the United States has said that "laws imposing duties on the importation of goods, are intended for practical use and application by men engaged in commerce. Merchants are not supposed to be men of science,-naturalists, geologists or botanists; and it is a settled rule in the interpretation of statutes of this description, to construe the language adopted by the Legislature, and particularly in the denomination of articles, according to the commercial understanding of the terms used." + Mr. Justice Story, on the first Circuit, has said that, Acts of this nature are to be interpreted, not according to the abstract propriety of language, but according to the known usage of trade and business, at home and abroad. If an article has one appellation abroad, and another at home, not with one class of citizens merely, whether merchants, or grocers, or manufacturers, but with the community at large, who are buyers and sellers,doubtless our laws are to be interpreted according to that domestic sense. But, where the foreign name is well known here and no different appellation exists in domestic use, we must presume that, in a commercial law, the Legislature used the word in the foreign sense. I say nothing, as to what rule ought to prevail where an article is known by one name among merchants and another by manufacturers or the community at large, in interpreting the legislative meaning of the tariff act. Congress, under such circumstances, may perhaps be fairly presumed to use it in the more general or more usual sense, rather than in that which belongs to a single class of citizens. But this may well be left for decision until the very question arises. I agree in the law as laid down in the case of Two Hundred Chests of Tea, Smith, Claimant, 9 Wheaton R. 435. Statutes provide, "Whenever any power, authority or duty is confided by law to three or more persons, and whenever three or more persons or officers are authorized or required by law to perform any act, such act may be done, and such power, authority or duty may be exercised and performed by a majority of such persons or officers, upon a meeting of all the persons or officers so entrusted or empowered, unless special provision is otherwise made." 2 R. S. part iii, title 17, 27, vol. ii, p. 555. In New York the act of 1848, creating the office of Auditor of the Canal Department, conferred on him no power to look behind a draft drawn by one of the canal commissioners That case was as fully considered, and and adjudge that the commissoner was with- Two Hundred Chests of Tea, 9 Wheat. 430, 438; Elliott v. Swartwout, 10 Peters, 137; see this case, as to the distinction between woolen goods and worsted goods. Public policy, national purposes, and the regular operations of government, require that the revenue system should be faithfully observed and strictly executed," says Mr. J. Chase, in Priestman v. the United States, 4 Dallas, 28, 34. And see U. S. v. 100 Barrels of Spirits, 2 Abb. U. S. R. 305. It was as deliberately weighed, as any which ever came before the court. there laid down, that in construing revenue laws, we are to consider the words not as used in their scientific or technical sense, where things are classified according to their scientific characters and properties, but as used in their known and common commercial sense in the foreign and domestic trade. Laws of this sort tax things by their common and usual denominations among the people, and not according to their denominations among naturalists, or botanists, or men in science.* Penal Laws.-Under the head of incidents and attributes of statutes in our fourth chapter, and under that of strict and and equitable construction in the last, we have already had occasion to consider many questions in regard to penal statutes. Certain other rules remain, which more properly belong to this place. The question is often raised, whether a given statute is properly to be classed as a penal or a remedial law; and it does not seem clearly settled what constitutes a penal statute. A statute declaring that an indictment for an offence committed on board of a boat navigating a river or canal, may be found in any county through which the vessel shall pass, has been said not to be, properly speaking, a penal statute, as it neither creates the offence, prescribes the punishment, nor alters the mode of trial; it merely changes the venue. In Maine, it has been said, that a statute declaring that any person who assists a debtor to defraud his creditor by making a fraudulent concealment or transfer of his property, shall be answerable in a special action on the case to any creditor, in double the amount so fraudulently concealed or transferred, is not a penal statute. A statute giving double damages to a landlord against a stranger for assisting a tenant in carrying off and concealing his goods, by which the plaintiff was prevented from distraining for his rent, has been said in England to be a purely remedial statute.|| And so, in Massachusetts, a statute giving double damages against a town, for an injury to the plaintiff caused by a defect in a highway, has been similarly regarded. Shaw, C. J., in delivering the opinion of the court, said, "We think the action * U. S. v. Breed, 1 Sumner, 159, 163, 164. The People v. Hulse, 3 Hill, 309. Frohock v. Pattee, 38 Maine, 103; see also, Quimby v. Carter, 20 Maine, 218; Phil brook v. Handley, 27 Maine, 53; Thacher v. Jones, 31 Maine, 528. Stanley v. Wharton, 9 Price, 301. in the present case is purely remedial, and that it has none of the characteristics of a penal prosecution. All damages for neglect or breach of duty operate to a certain extent as punishment; but the distinction is (in the case of a penal action), that it is prosecuted for the purpose of punishment, and to deter others from offending in like manner. Here, the plaintiff sets out the liability of the town to repair, and an injury to himself from a failure to perform that duty. The law gives him enhanced damages; but they are recoverable to his own use, and in form and substance, the suit calls for indemnity." So, too, it has been said, a statute giving four times as much damage as is allowed by law for the detention of other debts, is penal in its character; but as it is given to the party injured, who seeks the recovery of a just debt to which the increased damages are made an incident, a suit therefor is not properly to be regarded as a penal action.† But on the contrary, where a statute gave treble damages against any person who should commit waste on land pending a suit for its recovery, the court said, that the act did not apply to a party wholly ignorant that any suit was pending, saying, "We can hardly suppose the Legislature intended to punish so severely, a trespasser wholly ignorant of the pendency of the suit. The statute is highly penal, and should therefore be limited in its application to the object the Legislature had in view." Where a bridge company act declared that it should not be lawful for any person to cross the lake over which the bridge was constructed, within three miles of it, without paying toll, a person entered the lake on the ice six miles from the bridge, and came off on the other side sixty rods from it. In an action brought to recover back tolls paid, the court held that no toll could be demanded, saying, "The act is in a measure penal, and ought to be strictly construed. In the construction of statutes made in favor of corporations and partic *Reed v. Northfield, 13 Pick. 94, 100, 101. And on the ground that it was not a penal action, it was held in this case not to be necessary that the declaration should conclude, contra formam statuti. See to this latter point Wells v. Iggulden, 5 Dowl. & Ryl. 13; s. c. 3 Barn. & Cres. 186; Peabody v. Hayt, 10 Mass. 36; Nichols v. Squire, 5 Pick. 168; Lee v. Clark, 2 East, 333; Newcomb v. Butterfield, 8 J. R. 266. The Suffolk Bank v. The Worcester Bank, 5 Pick. 106; Reed v. Northfield, 13 Pick. 94; Palmer v. York Bank, 18 Maine, 166; Bayard v. Smith, 17 Wend. 88. Reed v. Davis et al. 8 Pick, 515, 516. ular persons, and in derogation of common right, care should be taken not to extend them beyond their express words and their clear import." * Some special rules are to be noticed. Where a penalty is imposed by statute upon a party for entering into a contract, the imposition of the penalty in law amounts to an implied prohibition of the act for which the penalty is inflicted, and the contract is thereby rendered illegal and void.+ In penal suits, unless a general form of declaration is expressly authorized by statute, the declaration must set forth the particular acts or omissions which constitute the cause of action, and by which the alleged penalty was incurred. This is the general rule. Where a statute authorizes any person on giving security for costs to prosecute for penalties against an excise law in the name of the overseers of the poor, where those officers had neglected for ten days to prosecute, the defendant cannot object that the ten days had not elapsed, nor that sufficient security had not been given.] In Pennsylvania, where the statute forbids the sale of liquors on Sunday, and prescribes a penalty of fifty dollars against any one who shall be duly convicted thereof, the proper proceeding under it is a criminal proceeding, and not a qui tam action.¶ It has been said that the same expressions may be differently construed, according to their appearing in a civil or a criminal action. So in a prosecution for libel, where the defendant was convicted, motion was made in arrest of judg ment, on the ground that the act under which the conviction was obtained, had been repealed after conviction. Its language was doubtful; but it was said by Tilghman, C. J., “It is said, Spague v. Birdsall, 2 Cowen, 419, 420. Williams v. Tappan, 3 Foster, 385; Brackett v. Hoyt, 9 Foster, 264. It was decided in this case that it was the offer for a sale of pressed hay, and not the sale unaccompanied by an offer, that was made illegal by the statute. 1 Chit. Pl. 405; Cole v. Smith, 4 John. 193; Bigelow v. Johnson, 13 John. 428; Collins v. Ragrew, 15 J. R. 5; The People v. Brooks, 4 Denio, 469. The Revised Statutes of New York authorize a more compendious |