We have here, as in other countries, trading partnerships, and even corporations. As a general rule, the former is not a legal person, and can have no domicile. And where a partner of a house of trade in one country is domiciled in another, he is considered as belonging to the country of his domicile.1 And it has been held that the property of a house of trade in an enemy's country is liable to condemnation, whatever be the domicile of the partners who constitute the house.2 If some of the partners have a neutral residence, their separate property will not be affected by the fact of their being connected with a house of trade in a hostile country. And when a shipment is made by the house to a partner in a neutral country, or by a partner in a hostile country to a house in a neutral country, it depends upon whose account and risk the goods are shipped whether they are liable as prize. Although a corporation is an artificial person, a mere legal entity, invisible and intangible," yet it may have a domicile, and for this purpose it is considered as belonging to the country or state by which it is established.4 1 The Harmony, 2 Rob. Adm. 322; The Antonia Johanna, 1 Wheat. 159. 2 The Friendschaft, 4 Wheat. 105; The San Jose Indiano, 2 Gallis. 268. The San Jose Indiano, 2 Gallis. 268. Society for the Propagation of the Gospel v. Wheeler, 2 Gallis. 105, 131. Mr. Justice Story in this case said: "In general an aggregate corporation is not in law deemed to have any commorancy, although the corporators have; yet there are exceptions to this principle; and where a corporation is established in a foreign country by a foreign government, it is undoubtedly an alien corporation, be its members who they may; and if the country becomes hostile, it may for some purposes at least be clothed with the same character." In 1 Phillips, Ins. § 167, this rule is stated differently. It is said that "the national character of a corporation depends upon that of its members," citing Hope Ins. Co. v. Boardman, 5 Cranch, 57; Bank of U. S. v. Deveaux, 5 Cranch, 61; and Society, etc. v. Wheeler, 2 Gallis. 105. The last case we have already considered. The other cases decided that the right of a corporation to litigate in the courts of the United States depended upon the character (as to citizenship) of the members who composed the body corporate, and that a body corporate could not be a citizen, within the meaning of that word in the Constitution, giving the court jurisdiction over controversies between citizens of different States. Whether these cases warranted the deduction of Mr. Phillips it is immaterial to consider, as they have been overruled, and it is now held that a corporation created by, and transacting business in a State, is to be deemed an inhabitant of the State, capable of being treated as a citizen, for all purposes of suing and being sued. Louisville Railroad Co. v. Letson, 2 How. 497; Marshall v. Baltimore & Ohio Railroad Co., 16 How. 314; Lafayette Ins. Co. v. If a person transacts business, or resides, in a colony or a commercial factory, under the protection and control of such establishments, and free from the authority of the government of the country, he is considered as partaking of the nationality of such colony or factory. But this exception to the general rule does not apply where the government of the country has the control, although peculiar privileges are granted to the subjects of a particular nation.2 Although a foreign minister does not lose his domicile in his own country by residing in the foreign one to which he is accredited, yet if he engages in trade there he is, in respect to such trade, considered as a citizen of the country in which it is carried on.3 Although for many purposes the domicile of a mariner or other person following the seas is the country of his birth, yet if he engages in a ship or a trade which is hostile to a particular French, 18 How. 404; Shelby v. Hoff- and Great Britain provided that British man, 7 Ohio State, 450. 1 Thus an American merchant at Calcutta is considered as under the British rule. The Indian Chief, 3 Rob. Adm. 12. And an officer in the service of the East India Company, residing in the East Indies, does not thereby acquire a domicile in that country. AttorneyGeneral v. Napier, 6 Exch. 217, 2 Eng. L. & Eq. 397. A merchant carrying on trade at Smyrna, under protection of the Dutch consul, has been considered as a Dutchman. The Twee Frienden, cited 3 Rob. Adm. 29. The same has been held of a Jew living in a Dutch establishment under the sovereignty of the rajah of Cochin, on the coast of Malabar. The Rachel, cited 3 Rob. Adm. 30. And a Swiss in a French factory in China is considered as a Frenchman. The Etrusco, cited 3 Rob. Adm. 31. See also Whitehill's case, cited 5 Rob. Adm. 60; The Boedes Lust, Id. 233; The President, Id. 277. In The San Jose Indiano, 2 Gallis. 268, 292, a treaty between Portugal 3 subjects should have the privilege of free trade within the Portuguese dominions, and should have the power of nominating, subject to the approbation and ratification of the crown of Portugal, judges conservators, who should try and decide all causes brought before them by British subjects. It was held, notwithstanding these liberties, that Britishborn subjects engaged in trade in Portugal partook of the Portuguese character as to their trade. This case was decided on the authority of the Danous, 4 Rob. Adın. 255, note. See, however, the remarks of Sir William Scott in The Henrick & Maria, 4 Rob. Adm. 43, 61; The Flad Oyen, 1 Id. 135, 142; The Nayade, 4 Id. 251. The Indian Chief, 3 Rob. Adm. 12; The President, 5 Id. 277; The Aina, Eng. Adm. 1854, 28 Eng. L. & Eq. 600; The Johanna Emilie, Eng. Adm. 1855, 29 Eng. L. & Eq. 562; Arnold v. United Ins. Co., 1 Johns. Cas. 363. Brown v. Smith, 15 Beav. 444, 11 Eng. L. & Eq. 6. country, he will, as to that country, be considered as an alien enemy.1 A prisoner of war, for many purposes, is not considered as an alien enemy; and if a subject of a neutral power, he may sue and be sued for contracts entered into while a prisoner.2 In general, the courts of no country regard the revenue laws of another country, so far as to consider a contract void for illegality because it violates, or proposes a violation of them.3 The instrument by which the contract of insurance is expressed is nearly always, in practice, the policy of insurance in use where the insurance is effected; but this contract may be in another form; and we think it may be oral only, and yet binding, for many purposes, and under many circumstances.* The Soglasie, Eng. Adm. 1854, 33 Eng. L. & Eq. 587; The Embden, 1 Rob. Adm. 16; The Endraught, Id. 19; The Vriendschap, 4 Id. 166; The Frederick, 5 Id. 8; The Ann, 1 Dods. 221. See Sparenburgh v. Bannatyne, 1 B. & P. 163, cited in next note. * In Sparenburgh v. Bannatyne, 1 B. & P. 163, the plaintiff was the subject of a neutral state, but was taken prisoner while serving in a hostile fleet. He was sent to England by order of the governor of the place to which he was first taken, in a British merchant vessel, which was then short of hands. On the voyage he did his duty as one of the crew, and on arrival in port was delivered over to the commissary as a prisoner of war. To an action for wages for the services performed, the defendant filed the plea of alien enemy, but the court held that he was only to be considered an alien enemy as to the act of hostility, because when he ceased to be hostile, owing no permanent allegiance to the enemy, his character as an enemy was determined, and that he was entitled to recover. Thus, if an insurer knows that trade to a certain place is prohibited, and insures a cargo to that place, he is liable if it is seized. Pollock v. Babcock, 6 Mass. 234. See also Lever v. Fletcher, Park, Iņs. 313; McFee v. South Carolina Ins. Co., 2 McCord, 503. In Andrews v. Essex F. & M. Ins. Co., 3 Mason, 6, 18, Mr. Justice Story states the law as follows: "If the trade is known to be illicit, and can be carried on only by smuggling, and the underwriters do not make an exception of the risk of illicit trade, there is the strongest presumption of their intention to take it." See also Gardiner v. Smith, 1 Johns. Cas. 141. There seems to be no reason why the general principle both of the common and of the civil law, that the evidence of a contract need not be in writing unless expressly required so to be, should not make a parol contract of If, however, by the act of incorporation of the company the contract is required to be in writing, a parol agreement to insure is not binding.1 It is provided by law in Massachusetts that all insurance valid. It seems to have been so assumed in Smith v. Odlin, 4 Yeates, 468, by the majority of the court. In Hamilton v. Lycoming Mut. Ins. Co., 5 Barr, 339, a parol agreement to insure was enforced. See also McCulloch v. Eagle Ins. Co., 1 Pick. 278, 280, per Parker, C. J.; Tayloe v. Merchants' Ins. Co., 9 How. 390. The language of the court in the case of Real Estate Mut. Fire Ins. Co. v. Roessle, 1 Gray, 336, seems to imply that the contract is not complete till the policy is delivered. The action was brought by the company to recover the amount of the premiums, deposit notes, and assessments upon two policies of insurance. The policies were made out,,but the defendant refused to receive them. The case was submitted without argument, and no authorities are cited by the court. The judgment was for the defendant. Mr. Justice Dewey, in delivering the opinion of the court, puts this question: "Suppose a loss by fire had occurred, and the buildings, the subject of the proposed insurance, had been destroyed, would any liability have thereby attached to the plaintiffs, by reason of these policies? Clearly not; because they had not been delivered to the defendant." This question may now be deemed to be set at rest by a recent decision of the Circuit Court of the United States affirmed by the Supreme Court. Union Mut. Ins. Co. v. Commercial Mut. Mar. Ins. Co., 2 Curtis, C. C. 524. A bill in equity was brought by the complainants to compel the specific performance of a contract for reinsurance on the ship Great Republic. Some of the facts in the case were in controversy, but the following are those found by the court, and on which the decision was rendered. The agent of the plaintiffs went to the office of the defendants on the 24th of December, and the president not being in, he filled up a blank proposal in the usual form. He called again that day and saw the president, who offered to make the insurance at a certain rate. The agent said he would consult with his principal, to which the president assented; and on Monday, the 26th, receiving an answer accepting, he saw the president and told him that the offer was accepted. The rate as agreed upon was inserted in the proposal. That night the vessel was destroyed by fire. The proposal was in the usual form, with "Binding," and a blank left for the president's name. This blank had not been filled up. Mr. Justice Curtis held that the contract was complete as soon as the proposal was accepted; and the decision was affirmed on appeal. Commercial Mut. Mar. Ins. Co. v. Union Mut. Ins. Co., 19 How. 318. 1 Cockerill v. Cincinnati Mut. Ins. Co., 16 Ohio, 148; Courtnay v. Miss. M. & F. Ins. Co., 12 La. 233. These cases proceed on the ground that a corporation is a mere creature of the law, and can act only in the manner prescribed by the act of incorporation which created it. See Head v. Providence Ins. Co., 2 Cranch, 127. In Berthoud v. Atlantic Mar. & F. Ins. Co., 13 La. 539, a written application for insurance was made, and the rate of premium marked on the application by the secretary of the company. The policy was made out and signed, but the plaintiff policies of insurance shall be subscribed by the president, or, in case of his death, inability, or absence, by any two of the directors, and countersigned by the secretary of the company.1 This has been held to apply merely to the way in which the evidence of the contract should be furnished, and not to the contract itself.2 But in New York it has been held, in a case where similar formalities were required by the charter of the company, that a parol contract is not binding. In Pennsylvania, it has been said that, although the policy expressly requires that it shall be countersigned by an agent of the company, yet that this may be dispensed with if the intention to execute it is sufficiently plain.+ An agreement to insure, entered and subscribed in the usual way on the books of the insurers, is undoubtedly a valid contract of insurance in this country. And it means insurance after the was informed that it would not be delivered until the premium was paid. Five days afterwards the vessel was burned. The premium not having been previously paid, it was held that the insurers were not liable. See also Flint v. Ohio Ins. Co., 8 Ohio, 501; Sandford v. Trust Fire Ins. Co., infra. In England the contract is required to be in writing. Stat. 35 Geo. 3, c. 63. See also Morgan v. Mather, 2 Ves. 15, 18. On the continent generally the maritime codes provide to the same effect. Code de Com. liv. 2, tit. 10, art. 332, 333, 337; Genoa, 2 Mag. 65; Rotterdam, 2 Mag. 94; Amsterdam, a. 23, 2 Mag. 128; Prussia, a. 3, 2 Mag. 189; Hamburg, 2 Mag. 212; Stockholm, 2 Mag. 407. See also Emerigon on Insurance, c. 2, § 1. 1 Rev. Stats. Mass. c. 37, § 13. Union Mutual Ins. Co. v. Commercial Mut. M. Ins. Co., 2 Curtis, C. C. 524, affirmed 19 How. 318. Sandford v. Trust Fire Ins. Co., 1 N. Y. Legal Observer, 214, before Hoffman, V. C., the charter of the company contained the following clause: “The policies must be subscribed by the president, and countersigned by the secretary, and shall be binding and obligatory as if under seal; and there shall be distinctly and legibly printed, or written upon the face of every policy of insurance, or other contract or obligation, made by the said corporation, the amount of its capital actually paid in. It was held that this clause showed that the contract must be in writing, because otherwise the amount of capital could not be printed on the contract. When this case came before the higher court no opinion was expressed on this point, as the Chancellor was of the opinion that no contract had been perfected by the parties. Sandford v. Trust Fire Ins. Co., 11 Paige, Ch. |