The defendants borrowed money of the plaintiff and gave their bond therefor, but now seek to avoid the payment of the same by alleging the incapacity of the plaintiff to make such a contract or to enforce it in the Courts.
A corporation can do no act which is prohibited by its charter, or which is against the general law of the land; and as Mr. Dillon says, “ it is the part of true wisdom to keep the corporate wings clipped down to the lawful standard.” But the charter of the North Carolina Railroad Company, acts 1848-49, ch. 82, is a very liberal one. It enacts that the Company shall have the power of “ purchasing, holding, selling, leasing and conveying estates, real, personal and mixed, and acquiring the same by gift or devise as far as shall be necessary for the purposes embraced in the scope, object and interest of their char*9ter, and no further, * * * * and shall have and enjoy all other rights and immunities which other corporate bodies may, or of right do exercise; * * * and may borrow money, make mortgages,” &c.
We think it clear from these large and liberal grants of power, as well as upon general principles, that the plaintiff may deposit or loan its surplus funds without subj ecting itself to the losses which would follow upon the establishment of the principle contended for by the defendants. McFarland v. the Trenton Insurance Co., 4 Denio, 392; Potter v. Panic of Ithica, 5 Hill, 490, and 7 Hill, 330; Western Boatmen's Benevolent Association v. Pribben, 48 Missouri, 37.
It is not alleged or pretended that the plaintiff is engaged in the business of banking; but so far as appears to us, this was only a single transaction, by way of investing surplus funds. The case pressed upon the argument to defeat this recovery, was the Ithica Insurance Company v. Scott, 19 Johnson, 1, in which it is held that the security there given was void, being in contravention of the general banking act of the State of New York. But, upon review of this case in the Court of Errors, it is held that the Ithica Insurance Company may loan their surplus funds on bond, note or mortgage. The Ithica Insurance Co. v. Scott, 8 Cowen, 709. In Frye v. Tucker, 24 Illinois 180, the Court say, “ that a railroad company can take a promissory note and negotiate it in the ordinary course of their business, cannot be questioned. It is a power inherent in all such corporations.”
The j udgment of the Superior Court is affirmed.
Pee CueiaM. Judgment affirmed.