not embrace a jurat. Comstock Mill & Min. Co. v. Allen, 31 Pac. 434, 436, 21 Nev. 325. See, also, United States v. Julian, 16 Sup. Ct. 801, 162 U. S. 324, 40 L. Ed. 984. A jurat, when spoken of as the certificate of an officer who administers an oath, is included in the term "certificate." United States v. McDermott, 11 Sup. Ct. 746, 747, 140 U. S. 151, 35 L. Ed. 391. License. fect as a receipt for money. The word "cer tify" adds no additional force to the instrument, as purporting a contract. A certifi cate or acknowledgment that another has deposited a sum of money has the effect of an acknowledgment by one party that he has received a sum of money from another, and such certificate is not the basis of an action, like a promise in writing, but, like a receipt, would be evidence of an implied promise to pay in an action for money had and received. Hotchkiss v. Mosher, 48 N. Y. 478, 482. The term "certificate," in Act July 1, 1897, entitled "An act to provide for licensing of plumbers, and to supervise and inspect A certificate of deposit is a subsisting plumbing," which directs a certificate to be chose in action, and represents the funds issued by a board of the city to a plumber on it describes, as in case of notes, bonds, and examination and payment of a fee of $5, is other securities, so that delivery of it as a to be construed as meaning a license, which gift constitutes an equitable assignment of Webster defines to be a formal permission the money for which it calls. Commonwealth from proper authority to perform certain v. Compton, 20 Atl. 417, 418, 137 Pa. 138. acts or carry on a certain business, which without such permission would be illegal; and therefore the act operates to preclude the city from exacting a higher license fee. Wilkie v. City of Chicago, 58 N. E. 1004, 1007, 188 Ill. 444, 80 Am. St. Rep. 182. Protest. "Certificate," as used in Act 1841, c. 44, 6, which provides that every notary public shall record at length in a book of record all acts, protests, depositions, and other things by him noted or done in his official capacity, and that all acts or "certificates", by him granted shall be under his hand and seal, and shall be received as evidence of such transaction, is equivalent to the word "protest," as used in section 12, which provides that the protest of any foreign or other bill of exchange shall be legal evidence of the facts stated in such protest. Ticonic Bank v. Stackpole, 41 Me. 302, 305. Warrant. The word "certificates," as used in a will giving the testatrix's certificates in the hands of her brother to her husband, does not include warrants for a large amount of bounty lands which belonged to the testatrix, as the words "certificates" and "warrants" are not synonymous. Edmonson v. Bloomshire, 78 U. S. (11 Wall.) 382, 388, 20 L. Ed. 44. CERTIFICATE OF DEPOSIT. A certificate of deposit, like a deposit credited in a passbook, represents money actually left with the bank for safekeeping, which are to be retained until the depositor demands them. Bank of Commerce v. Harrison (N. M.) 66 Pac. 460, 461. And it is generally made negotiable. Reed v. Board of Education, 39 Ohio St. 635, 638. A certificate of deposit is simply an acknowledgment of so much money deposited with a bank, and has the same force and ef The phrase "certificate of deposit," as used in Rev. St. § 5413 [U. S. Comp. St. 1901, p. 3662], defining the words "obligation or other security," and directing that they shall mean, among other things, certificates of indebtedness and certificates of deposit, includes a certificate issued by an army paymaster to an enlisted man, acknowledging the receipt of money deposited under the provision of Rev. St. § 1305 [U. S. Comp. St. 1901, p. 925]. It is true it does not contain all the incidents which belong to a "certificate of deposit," as that term is understood in banking, but it acknowledges the receipt of money from the depositor for deposit with the United States, and the date, place, and amount thereof, but it does not state the time when it is repayable. Notwithstanding this omission, the paper is substantially a certificate of deposit. Neall v. United States (U. S.) 118 Fed. 699, 706, 56 C. C. A. 31. As current funds or money. See, also, "Promissory Note." A "certificate of deposit" is a negotiable security, and to that extent is upon the same footing as promissory notes. McCully v. Cooper, 46 Pac. 82, 83, 114 Cal. 258, 35 L. R. A. 492, 55 Am. St. Rep. 66. A certificate of deposit is a receipt of a bank or banker, generally framed in such a form as to constitute a promissory note payable to the depositor or order, or to bearer. It is a negotiable paper, within the definition of the instruments which are made subject to forgery. State v. Patch, 55 Pac. 108, 109, 21 Mont. 534. A certificate of deposit "is neither more nor less than an ordinary promissory note, to be paid on presentation, like any other note, to any one who has become the holder, and is totally different from a deposit ac count, which no one but the depositor can | CERTIFICATE OF INCORPORATION. withdraw. It negatives the idea that the amount which it represents is a fund on deposit belonging to any one as depositor." City of Lansing v. Wood, 23 N. W. 769, 773, 57 Mich. 201; Talladega Ins. Co. v. Woodward, 44 Ala. 287, 289. The instrument by which a private corporation is formed is called "articles of incorporation" or "certificate of incorporation." Civ. Code S. D. 1903, § 404. CERTIFICATE OF INDEBTEDNESS. The term "certificate of indebtedness," as used in Gen. Laws 1899, c. 351, § 10, authorizing the issuance of "certificates of indebtedness" for the purpose of a permanent improvement revolving fund, is used as equivalent to the term "bond," as employed in the latter part of the section, and not as a special form of obligation different from a bond. Christie v. City of Duluth, 84 N. W. 754, 755, 82 Minn, 202. CERTIFICATE OF MEMBERSHIP. A certificate of deposit is ordinarily defined to be a written acknowledgment by a bank or banker of the receipt of a sum of money on deposit, which the bank or banker promises to pay to the depositor, to bearer, to the order of the depositor, or to some other person or to his order, and its form must determine its negotiability. To give to an instrument the character of a certificate of deposit, the deposit on which it is based must be one of money, and, when this appears to be the case from the face of the paper, the word "payable," as used in such certificates, becomes certain as to the mode or medium in which payment must be made; The certificate of membership issued by for the law implies, under such a state of a mutual benefit association constitutes the facts, a promise to pay money for money contract, but it is to be construed and govdeposited and to pay a sum equal to the de- erned by the company's charter. Supreme posit. It has frequently been said that cer- Council Catholic Knights of America v. Denstificates of deposit have most of the char- ford, 56 S. W. 172, 175, 21 Ky. Law Rep. acteristics of promissory notes, and this 1574, 49 L. R. A. 776 (citing Van Bibber's seems to be true; but a paper, to be entitled | Adm'r v. Van Bibber, 82 Ky. 347, 350). to the force and effect which paper of those classes has, whether negotiable or nonnegotiable, must contain a promise in writing by one person to pay another person therein named, or to his order, or to bearer, a specified sum of money absolutely and at all events. First Nat. Bank v. Greenville Nat. Bank, 19 S. W. 334, 84 Tex. 40 (citing Daniel, Neg. Inst. 28); Welton v. Adams, 4 Cal. 37, 40, 60 Am. Dec. 579. Certificates of deposit are understood to represent money left with the bank or banker, and which is to be retained until the depositor demands it; a certificate being in the nature of a receipt executed by the bank therefor, in which is usually recited the fact that the money has been deposited in the bank by the person to whom the certificate is issued. A certificate of deposit issued by a bank is not known as a promissory note, though it is negotiable and for a sum certain, payable to a specified person's order, and, no time of payment being specified, it is payable immediately. Murphy v. Pacific Bank, 62 Pac. 1059, 1061, 130 Cal. 542. A certificate of deposit reciting that the company had on that day executed and delivered to defendant a certificate of deposit payable 12 months from date, with interest, is a promissory note, no matter what names the parties may give it, since it is an engagement to pay a certain sum of money to the persons named therein at a specified time and at all events. Leavitt v. Palmer, 3 N. Y. (3 Comst.) 19, 35, 51 Am. Dec. 333. As security. See "Security." CERTIFICATE OF PURCHASE. A certificate of purchase of land from the state is a mere evidence of a contract to convey, and gives merely an equitable interest in the land. Taylor v. Weston, 20 Pac. 62, 65, 77 Cal. 534. A certificate of purchase of real estate at a foreclosure sale does not purport to Convey title, but on its face shows the conand when the holder will be entitled to trary by stating the amount of the bid, title if the premises are not redeemed. Lightcap v. Bradley, 58 N. E. 221, 226, 186 Ill. 510. CERTIFICATE OF QUALIFICATION. "certificate of qualification," in a statute The words "license," "diploma," and making it criminal to practice medicine without having first obtained a license or diploma or certificate of qualification, were considered in the case of Brooks v. State, 6 South. 902, 88 Ala. 122, in which it was held that the words did not refer to and mean the same thing. Nelson v. State, 12 South. 421, 422, 97 Ala. 79. CERTIFICATE OF SALE. See "Sheriff's Certificate." As conveyance, see "Conveyance.” A certificate of sale executed by a sheriff does not pass title. At most it is only evidence of an inchoate estate, which may De or may not ripen into an absolute title. Roberts v. Stiles, 64 Pac. 795, 798, 24 Wash. 611; Singly v. Warren, 51 Pac. 1066, 1069, 18 Wash. 434, 445. In a judicial sale the sheriff is required to give the purchaser a certificate of sale containing a specification of the facts enumerated in the statute. A certificate is a memorial signed by the sheriff, in which what has taken place at the sale is set forth. It is the evidence of the sale, whereby, subject to the right of redemption and of possession in the judgment debtor for the time allowed therefor, the entire equitable title is conditionally vested in the purchaser, subject to be defeated by redemption. The sheriff's certificate to the purchaser is evidence of the equitable interest which the purchaser has in the land, and is an instrument whereby an interest or title is created. Foorman v. Wallace, 17 Pac. 680, 682, 75 Cal. 552. CERTIFICATE OF STOCK. A certificate of stock is the evidence of the shareholder's right to a share of the net proceeds of all the property of the corporation. Donnell v. Wyckoff, 7 Atl. 672, 674, 49 N. J. Law (20 Vroom) 48. Or to a given share in the property and franchises of a corporation. Certificates of stock are not securities for money, nor are they negotiable instruments. Barstow v. Savage Min. Co., 1 Pac. 349, 351, 64 Cal. 388, 49 Am. Rep. 705. The certificate of stock in a corporation is only evidence of title thereto. It partakes of the nature of a deed to real estate; is simply evidence of title-nothing more. The stock certificates are the declarations in writing by the company's officers as to who are entitled to participate in its benefits-its profits or losses, the latter being limited by the extent of stock owned. It is then a misuse of terms to designate certificates of stock as "negotiable paper," in the sense in which such term is applied to commercial notes, bonds, and the like. Differing, however, from other muniments of title, the stock is considered as transferred when the certificate (the paper evidencing such title) is assigned. Watson v. Sidney F. Woody Printing Co., 56 Mo. App. 145, 151. A stock certificate operates merely as evidence to the stockholder of his ownership of the stock, which he may require for his own satisfaction, or to enable him to effect the transfer of his interests. It is not necessary to constitute him a stockhold er but he becomes a stockholder on subscribing for the corporation stock, and therefore stock so subscribed for is corporation stock, within the meaning of statutes authorizing the taxation of such stock. American Pig Iron Storage Co. v. State Board of Assessors, 29 Atl. 160, 161, 56 N. J. Law (27 Vroom) 389. Stock, whether preferred or common, is capital, and, generally speaking, a "certificate of stock" merely evidences the amount which the holder has contributed to or ventured in the enterprise. Such a certificate, representing nothing more than the extent of his ownership in the capital, cannot well be treated as indicating that he is, by virtue of it alone, also to the same extent a creditor, who may compete with other creditors in the distribution of the funds arising from the conversion of the corporation's assets into money. Heller v. National Marine Bank, 43 Atl. 800, 801, 89 Md. 602, 45 L. R. A. 438, 73 Am. St. Rep. 212. A certificate of stock is not the evidence of a debt, but of an interest in some business enterprise. Skillman v. Wiegand, 33 Atl. 929, 931, 54 N. J. Eq. 198. Stock certificates are written evidences of a certain interest in corporate property, but in the business world they are treated as something more than mere muniments of title. They are daily bought and sold like ordinary chattels; they may be pledged, and are generally classified as personal property. Merritt v. American Steel-Barge Co. (U. S.) 79 Fed. 228, 235, 24 C. C. A. 530. Certificates of stock are treated by business men as property for all practical purposes. They are sold in the market, and they are transferred as collateral security for loans, and they are used in various ways as property. They pass by delivery from hand to hand, and are the subject of larceny. Such certificates of stock are subject to attachment. Simpson v. Jersey City Contracting Co., 58 N. E. 896, 898, 165 N. Y. 193, 55 L. R. A. 796. As negotiable instrument. Certificates of stock are the written representations of the interest which the stock- Shares of stock are usually represented holders have in the capital of the corpora- by "certificates." Although these certificates tion. In the issuance of stock the corporation parts with nothing, but simply gives an evidence of ownership of that which he receives in trust from the stockholders, which forms the capital of the company with which it does business. Gibbons v. Mahon, 10 Sup. Ct. 1057, 1062, 136 U. S. 549, 34 L. Ed. 525. are in their origin merely evidences of the holders' rights, they are really something more. They are treated in many respects as if they were shares themselves, and, when passed from hand to hand, are considered as passing to the assignee all the equitabe rights of the holder. The certificates thu have a value in themselves, and may be rightly treated as property. They are similar | The transfer of the certificate transfers the in this respect to negotiable paper. Succes- title as against all parties, including attachsion of Sinnot v. Hibernia Nat. Bank, 30 South. 233, 236, 105 La. 705. And The authors with common unanimity hold that certificates of stock are not, strictly speaking, negotiable instruments. the term "quasi negotiable" is not considered altogether satisfactory, although, as said in Daniel on Negotiable Instruments, it describes, better than any other shorthand expression, the nature of those instruments which, while not negotiable in the sense of the law merchant, are so framed and so dealt with as frequently to convey as good a title to the transferee as if they were negotiable. Real Estate Trust Co. v. Bird, 44 Atı. 1048, 1050, 90 Md. 229. "Certificates of stock are not securities for money in any sense, much less are they negotiable securities. They are simply the muniments and evidence of the holder's title to a given share in the property and franchises of the corporation." Barstow v. Savage Min. Co., 1 Pac. 349, 351, 64 Cal. 388, 49 Am. Rep. 705; Mechanics' Bank v. New York & N. H. R. Co., 13 N. Y. (3 Kern.) 599, 627. A certificate of stock in an incorporated company is not negotiable paper. Hawes v. Gas Consumers' Benefit Co., 9 N. Y. Supp. 490. A certificate of stock is in some respects like a bill of lading or a warehouse or a wharfinger's receipt. They are all alike transferable by indorsement and delivery, and the title of the property thus represented passes by such transfer. Bills of lading and wharfingers' receipts are commercial instruments, but certificates of stock are not, and the title to the property they represent passes in equity only by indorsement and delivery where, by any law or rule of the corporation, the transfer is required to be made on the books. Mechanics' Bank v. New York & N. H. R. Co., 13 N. Y. (3 Kern.) 599, 627. A "certificate of stock" is treated by business men as property for all practical purposes. They are sold in the market, and they are transferred as security for loans, and they are used in various ways as property. They pass by delivery from hand to hand, and they are the subject of larceny. Page v. Boggess, 83 N. Y. Supp. 569, 571, 41 Misc. Rep. 46. A certificate of stock is a certificate which is evidence that the holder is entitled to a share in the capital stock of some corporation or unincorporated association. It is a chose in action and is not negotiable. Appeal of Henke (Pa.) 14 Atl. 45, 48. ing creditors, within a statute providing that delivery of a stock certificate shall be a sufficient delivery to transfer title. Clews v. Friedman, 66 N. E. 201, 202, 182 Mass. 555. Certificates of stock are frequently spoken of as "securities." They are not such in the proper signification of the term. They have none of the characteristics of negotiable paper. They are simply paper evidence of the right of the holder to the interest in the corporation described in them. Culp v. Mulvane, 71 Pac. 273, 276, 66 Kan. 143. Share of stock distinguished. See "Share of Stock." CERTIFICATE CREDITORS. Certificate or warrant creditors of a city are those that become creditors from the fact that the money is not on hand, derived from the revenues, to pay them when the debt is created. Johnson v. City of New Orleans, 15 South. 100, 101, 46 La. Ann. 714. CERTIFICATION. "Certification," as applied to bank checks, means a doing of everything needed to bind the bank, and, among other things, a redelivery by the bank of the possession of the check, if the law supposes such redelivUnited States v. ery a necessary element. Potter (U. S.) 56 Fed. 83, 91. CERTIFY. See "Duly Certify"; "This is To Certify." The term "to certify," as used with reference to legal documents, means to testify to a thing in writing; and, in the absence of statutory provision declaring the particular form of certification, any form which affirms the fact in writing is sufficient. State v. Brill, 59 N. W. 989, 990, 58 Minn. 152; Kipp v. Dawson, 60 N. W. 845, 846, 59 Minn. 82; State v. Schwin, 26 N. W. 568, 570, 65 Wis. 207. St. 1792 (1 Dig. 310) declares that a husband and wife may acknowledge and subscribe a deed in the presence of two justices of the peace in the county where they reside, and that the said justices, having ex amined the wife and ascertained that she fairly relinquished her right to dower, should certify the same. Held, that the expression "certify" should be construed as meaning everything which prior provisions required to be done. Kay v. Jones, 30 Ky. (7 J. J. Marsh.) 38, 40. To certify means to testify in writing; A certificate in common form purports to make a declaration in writing; so that, to represent a perfect title to corporate stock. as used in Hill's Ann. Laws, requiring a road supervisor to certify to his accounts for labor performed and materials furnished to the county court, it does not require any particular form, nor is it necessary to use the word "certify" or certified, but it is sufficient if the required statutory fact be made known in writing under the hand of the writer. State v. Gee, 42 Pac. 7, 9, 28 Or. 100. ceptor, with all the responsibilities incident to that relation. The certificate means nothing less than this, but it means something more. It imports that the drawer has funds or means convertible into funds in the hands of the drawee at the time, which shall be retained and devoted to the payment of the paper on presentation." Farmers' & Me28 N. Y. 425, 427. To certify is to testify in writing; to chanics' Bank v. Butchers' & Drovers' Bank, make known or establish a fact. State v. Schwin, 65 Wis. 207, 26 N. W. 568. And a verbal statement by commissioners of highways as to the amount of a levy necessary was not a certificate, within the statute requiring the commissioners to certify the amount needed. Chicago & E. I. R. Co. v. People, 65 N. E. 701, 704, 200 Ill. 237. Horner's Rev. St. 1897, § 649, requiring that the clerk on appeal shall transmit the transcript of the record in the cause certified and sealed, means that the statements contained in the certificate should be authenticated by the clerk subscribing his name thereto and affixing the seal of the court. Watson v. Finch, 48 N. E. 245, 150 Ind. 183 (citing Conkey v. Conder, 37 N. E. 132, 137 Ind. 441). CERTIFIED CHECK. "I assume that the practice of having the drawee mark and certify upon the face of the check that it is good for the sum therein expressed is of recent origin, for I find nothing said of it by the early writers, and but few reported cases where the practice is referred to. It is, however, at the present day, a prevalent custom. Checks drawn upon banks or bankers, thus marked and certified, enter largely into the commercial and financial transactions of the county. The paper upon which the certificate is impressed is negotiable by delivery or by indorsement, and designed for circulation, and in respect to all the subsequent holders the party making and uttering the certificate stands in the position of an ac A certified check is a check certified to be good, by the bank on which it is drawn. Such a certification is equivalent to an acceptance. "It implies that the check is drawn upon sufficient funds in the hands of the drawee, that they have been set apart for its satisfaction, and that they shall be so applied whenever the check is presented for payment. It is an undertaking that the check is good then, and shall continue good, and this agreement is as binding on the bank as its notes of circulation, a certificate of deposit payable to the order of the depositor, or any other obligation it can assume." Merchants' Bank v. State Nat. Bank, 77 U. S. (10 Wall.) 604, 645, 19 L. Ed. 1008. A certified check is a check drawn on a bank by a depositor, which is recognized and accepted by the proper officer of the bank as an appropriation of the amount specified therein to the payee named. Security Bank V. National Bank of the Republic, 67 N. Y. 458, 462, 23 Am. Rep. 129; Clews v. Bank of New York Nat. Banking Ass'n, 89 N. Y. 418, 421, 42 Am. Rep. 303; Bank of British North America v. Merchants' Nat. Bank, 91 N. Y. 106, 111. "The object of the certification is to indicate the assent of the bank, at the request of the drawer, that the drawee will pay the sum mentioned in the check." Security Bank v. National Bank of the Republic, 67 N. Y. 458, 462, 23 Am. Rep. 129. The usual method of certification is for the cashier or teller to write his name across Nat. Bank, 91 N. Y. 106, 111. "By the certification is guarantied the genuineness of the drawer's signature, and there is a representation that the bank has funds of the drawer sufficient to meet the check, and that the funds shall not be withdrawn from it by the drawer. The certification does not import that the body of the check is genuine; and hence, where a check has been raised by some one without authority before certification, the certifying bank cannot be called on, in consequence of its certification, to pay the amount of the |