A corporation may be held criminally liable for the acts of its employees and agents where the proof permits the jury to find that the wrongful acts attributed to the employees and agents of the corporation were performed in its service so methodically and continuously as to indicate the sanction of the corporation. A corporation can act only through its officers and agents and is amenable to the law for the acts of its officers and those of its employees of which it had knowledge. It is but a reasonable inference that acts habitually done by the authorized agents of a corporation are done with their approval, and this is indeed almost the only manner in which the approval by the corporation of the acts of its agents can ever be proven. The tacit appropriation by a corporation of the benefits of the acts of its agents, repeatedly occurring, is full and satisfactory proof of the assent of the corporation to the doing of such acts.
Defendant corporation was engaged in selling furs. Complainant purchased a fur coat on an installment plan, but when she submitted her final installment, defendant's employees attempted to give her a different coat. The coat she had actually selected was gone and had been resold to a third party. Defendant was charged with larceny, on the theory that defendant's corporate officers instructed employees to resell the coats held on deposit and that was the corporation's method of doing business. The county court convicted defendant. The appellate court affirmed. On further appeal, the court reversed defendant's conviction and remanded the case for a new trial.
Was defendant corporation liable for larceny for the acts of its employees?
Defendant corporation was criminally liable only for such felonious acts that it authorized through its officers or for such acts that comprised its standards course of business and were, thus, implicitly authorized by them. The prosecution failed to prove that the officers or any store manager had authorized a resale of complainant's coat or that, if complainant's coat had been resold, the resale of purchased coats was a continuous and established corporate practice.