Opinion
14902
June 16, 1939.
Before BELLINGER, J., Richland, March, 1939. Affirmed.
Suit by J.R. Woodward, as stockholder of the Aiken County Electric Cooperative Association, on his own behalf and on behalf of all other stockholders of said association similarly situated, against the State Rural Electrification Authority and another to enjoin the sale of certain electric transmission and distribution lines to the Aiken County Electric Cooperative Association. From an order overruling demurrer to defendant's answer, plaintiff appeals.
The order of Judge Bellinger follows:
The above action was commenced by the plaintiff as a stockholder of the Aiken County Electric Cooperative Association on his own behalf and on behalf of all other stockholders of said Association similarly situated, and also as a citizen and taxpayer of the State of South Carolina, against the State Rural Electrification Authority and the Aiken County Electric Cooperative Association.
At the hearing before me it was apparent that the first cause of action set forth in the complaint, together with the answers of the defendants, sufficiently raise the only question sought to be raised, and the attorney for the plaintiff having moved for permission to abandon the second cause of action in said complaint contained, and that the caption of the summons and complaint be amended to conform to the pleadings as amended, and said motion not being opposed, should be granted.
The complaint, briefly summarized, alleges the residence of the plaintiff and the fact that he was a stockholder in the Aiken County Electric Cooperative Association and that the action was brought in his own behalf and on behalf of all other stockholders similarly situated. The complaint then alleges the creation of the defendant, State Rural Electrification Authority, pursuant to the Acts of the General Assembly of South Carolina for 1935, for the purpose of selling and distributing electric energy, constructing and otherwise acquiring a system or systems for the general transmission and distribution of electric energy, for the purpose of promoting and encouraging the fullest possible use of electric energy in the State of South Carolina by making electric energy available to the inhabitants of said State at the lowest cost consistent with sound economy and prudent management.
The complaint then alleges the incorporation of the defendant, Aiken County Electric Cooperative Association, pursuant to Article 1, Chapter 158 of Title 38 of the Code of Laws of South Carolina, 1932, § 8137 et seq., and that said corporation owns and operates certain electric transmission and distribution lines in Aiken County for the benefit of its stockholders and that the defendant, State Rural Electrification Authority, owns certain rural electric transmission and distribution lines in Aiken County and in Saluda County, and that the defendants have entered into a certain lease and contract of sale, according to the terms of which the defendant, Aiken County Electric Cooperative Association, agrees to lease and then to purchase the lines referred to in Aiken and Saluda Counties, and that the defendant, Aiken County Electric Cooperative Association, is now in possession of said lines and operating the same and that the defendant Authority is about to consummate the sale of said lines to the defendant, Aiken County Electric Cooperative Association.
The complaint then alleges that the lease and contract of proposed sale are in violation of the purpose and powers of the defendant Authority in that the defendant Authority is not authorized by law to lease, sell or in any manner convey any of its lines; that any attempted conveyances will be unlawful and void and that payment of the purchase price for the said lines by the defendant. Aiken County Electric Cooperative Association, will constitute a misuse of the corporate assets and an irreparable injury both to the defendant, Aiken County Electric Cooperative Association and its stockholders, including the plaintiff, and that plaintiff has exhausted all of his remedies within the corporation for the wrongs and threatened wrongs complained of and that the plaintiff has no adequate remedy at law and will suffer irreparable loss unless the Court intervenes through its equitable powers on behalf of plaintiff.
The defendants filed answers admitting Paragraphs 1, 2, 3, 4 and 5 of the complaint and answered as to Paragraphs 6, 7, 8 and 9 by setting up the Act under which the Authority was created and which contains its powers and further alleging that the proposed lease and sale were duly authorized by said Act. To these answers the plaintiff demurred upon the ground that the answers failed to set forth facts sufficient to constitute a defense to the allegations of the complaint in that the Act relied upon as a defense does not give the defendants power or authority to perform the acts sought to be enjoined.
The pleadings raise but one issue for the decision of this Court — are the proposed acts of the Authority within the powers granted by Act No. 65 of the Acts of 1935, page 71? If so, the plaintiff's demurrer must be overruled and the complaint dismissed. The defendants relied upon Sections 5, 6 and 7 of the Act as showing that the Authority has the powers which it is seeking to exercise. These sections are as follows:
"§ 5. Corporate Purpose of Authority. — The corporate purpose of the authority is to encourage and promote the fullest possible use of energy by all of the inhabitants of the state by rendering service to said inhabitants to whom energy is not available or, in the opinion of the board, is not available at reasonable rates.
"§ 6. Extent of Powers of Authority — The authority is hereby vested with all powers necessary or requisite for the accomplishment of its corporate purpose and capable of being delegated by the legislature of the state; and no enumeration of particular powers hereby granted shall be construed to impair any general grant of power herein contained, or to limit any such grant to a power or powers of the same class or classes as those so enumerated.
"§ 7. General Powers of Authority. — Subject only to the constitution of the state, the authority shall have power:
"(1) To sue and be sued, claim and defend, in its own name: provided that the liability of the authority in tort for injury to property shall be limited to $1,500.00 and for injury to person shall be limited to $4,000.00, and the procedure for filing and enforcing such tort claims shall be the same as that now provided by law for claims in tort against the Highway Department.
"(2) To have a seal and alter the same at pleasure.
"(3) To render service to the inhabitants of the state and by contract or contracts with any person, federal agency or municipality or by its own employees, to acquire, own, operate, maintain, and improve a system or systems.
"(4) To acquire, hold and dispose of property, real and personal, tangible and intangible, or interests therein, in its own name, subject to mortgages or other liens or otherwise and to pay therefor in cash, property or on credit, and to secure and procure payment of all or any part of the purchase price thereof on such terms and conditions as the board shall determine.
"(5) To cause surveys to be made of areas throughout the state for the purpose of determining the economic soundness of the acquisition of a system or systems therein, to make plans and estimates of the cost of such system or systems and in connection therewith to enter on any lands, waters and premises for the purpose of making such surveys, soundings and examinations.
"(6) To have complete control and supervision of the system or systems and to make such rules and regulations governing the rendering of service thereby as, in the judgment of the board, may be just and equitable.
"(7) To fix, maintain and collect rates and charges for services.
"(8) To construct or place any part or parts of a system or systems across, in or along any street or public highway, over any lands which are now or may hereafter be the property of the state or any political subdivision thereof without obtaining any franchise or other permit therefor. The authority shall, however, restore any such street or highway to its former condition or state as near as may be and shall not use the same in a manner to impair unnecessarily its usefulness; provided that the liability of the State Highway Department shall in no case be increased or extended by reason of anything authorized or done under the authority of this provision.
"(9) To execute all instruments necessary or convenient, including, but not limited to, indentures of trust, leases, and bonds.
"(10) To borrow money and issue negotiable bonds and to provide for the rights of the holders thereof.
"(11) To accept gifts or grants of money or property, real or personal, and voluntary and uncompensated services from any person, federal agency or municipality.
"(12) To make any and all contracts necessary or convenient for the full exercise of the powers herein granted, including, but not limited to, (a) contracts with any person, federal agency, or municipality for the purchase or sale of energy and (b) contracts with any person, federal agency, or municipality for the management and conduct of the business of the authority or any part thereof.
"(13) To condemn either the fee or such right, title, interest, or easement in property as the authority may deem necessary for any of the purposes mentioned in this Act, and such property or interest in such property may be so acquired whether or not the same is owned or held for public use by corporations, associations or persons having the power of eminent domain, or otherwise held or used for public purposes, including lands held and used for cemetery purposes; and such power of condemnation may be exercised in the mode or method of procedure prescribed by Sections 8454 to 8466, Code of Laws of South Carolina, 1932, or in the mode or method of procedure prescribed by any other applicable statutory provisions now in force or hereafter enacted for the exercise of the power of eminent domain.
"(14) To do any and all acts and things herein authorized or necessary or convenient to carry out the powers expressly given in this Act under, through or by means of its own offices, agents and employees, or by contracts with any person, federal agency or municipality.
"(15) To subscribe to and comply with any rules or regulations made by any Federal Agency with regard to any gants or loans from any Federal Agency."
In construing the statute, there are certain cardinal rules that must be followed:
It must be construed to effectuate the legislative intent. Stackhouse v. County Board of Commissioners, 86 S.C. 419, 68 S.E., 561; State v. Blease, 95 S.C. 403, 79 S.E., 247; Trammel v. Victor Manufacturing Co., 102 S.C. 483, 86 S.E., 1057; State ex rel. Walker v. Sawyer, 104 S.C. 342, 88 S.E., 894; State v. Columbia Railway Gas Electric Co., 112 S.C. 528, 100 S.E., 355; Shealy v. Seaboard Air Line R. Co., 131 S.C. 144, 126 S.E., 622; State ex rel. Tax Commission v. Brown, 154 S.C. 55, 151 S.E., 218; Gregg Dyeing Co. v. Query, 166 S.C. 117, 164 S.E., 588; State ex rel. Crawford v. Stevens, 173 S.C. 149, 175 S.E., 213; Fulghum v. Bleakley, 177 S.C. 286, 181 S.E., 30; Dacus v. Johnston, 180 S.C. 329, 185 S.E., 491; City of Spartanburg v. Leonard, 180 S.C. 491, 186 S.E., 395. In arriving at the intent of the Legislature, every possible effect that can be given to every section, clause, word or part of a statute must be accorded it. Trammel v. Victor Manufacturing Co., supra; State ex rel. Tax Commission v. Brown, supra; Shealy v. Seaboard Air Line R. Co., supra. The statute, in arriving at the intent of the Legislature, should be read in the light of conditions and circumstances as they appeared to the Legislature and the purpose sought to be accomplished. State ex rel. Walker v. Sawyer, supra; Dacus v. Johnston, supra.
Consideration should be given to the object which the Legislature sought to attain and the evil which it endeavored to remedy. Mills v. Southern Ry. Co., 82 S.C. 242, 64 S.E., 238; State ex rel. Walker v. Sawyer, supra; Crescent Manufacturing Co. v. Tax Commission, 129 S.C. 480, 124 S.E., 761; State v. Firemen's Insurance Company, 164 S.C. 313, 162 S.E., 334; State v. Kizer, 164 S.C. 383, 162 S.E., 444, 81 A.L.R., 722; Fulghum v. Bleakley, supra; City of Spartanburg v. Leonard, supra; Warr v. Darlington County, 181 S.C. 254, 186 S.E., 920. When the purpose of the statute is manifest, it is permissible to depart from the primary meaning of the words therein within a reasonable scope thereof. Mills v. Southern Ry. Co., supra; State ex rel. Walker v. Sawyer, supra; State v. Firemen's Insurance Co., supra.
Applying the foregoing rules of construction to the Act now before the Court and bearing in mind that before and since the passage of this Act there has been a widespread demand by farmers and an effort on the part of the State to provide rural sections with electrification, it is my opinion that the lease and sale contract would be in furtherance of the corporate purpose of the Authority as contained in Section 5 of the Act and that the demurrer should be overruled and the complaint dismissed.
It is therefore ordered that the complaint be amended by deleting the second cause of action, and that the caption be amended to conform therewith.
It is further ordered that the plaintiff's demurrer be, and the same is hereby, overruled, and that the complaint be, and the same is hereby, dismissed.
Mr. F. Ehrlich Thomson, for appellant.
Messrs. R. Beverly Herbert, for respondent, State Rural Electrification Authority, and Norman E. Cullum, for respondent, Aiken County Electric Cooperative Association.
June 16, 1939. The opinion of the Court was delivered by
We have given careful consideration to the matters set out in the transcript of record and the briefs of counsel, and to the order of Judge Bellinger in the matter. We are satisfied that he has reached a correct conclusion, and his order is affirmed.
Let it be reported.
MR. CHIEF JUSTICE STABLER and MESSRS. JUSTICES BAKER and FISHBURNE concur.
MR. JUSTICE CARTER did not participate on account of illness.