64 So. 83 | Ala. | 1913
Plaintiff bank, appellee, sued as transferee of a promissory note for $100 made payable to the Atlantic Furniture & Lumber Company, a corporation. The record proper and the bill of exceptions differ in their recitals of the rulings on demurrers to the several pleas filed. We are concluded by the record proper. On demurrer, plea 3 was held insufficient, leaving on the file a so-called plea of the general issue, about which no question has been raised, and pleas 2, 4, and 5. Plea 2 was that the note in suit was wholly without consideration. The evidence showed Avithout dispute that this defense was untenable in fact, unless it Avas proved by the evidence offered in support of the charge of fraud, to be noticed, and it may be dismissed from consideration. Those questions Avhich need to be considered as bearing upon the merits of the controversy between the parties to this record were brought into the case by two pleas: Plea 4, alleging in substance that defendant had been induced to execute the note by the fraud of plaintiff ; and plea 5, saying in its introductory sentence that “the consideration for which said note was given has
Applied to the replication as an ansAver to plea 4, the demurrer hardly had any apt meaning, and, though nominally it sought to test the replication as a reply to both pleas 4 and 5, we suppose its real purpose Avas to point out defects in the replication as an answer to plea 5. We have so treated the demurrer. It is Avell settled that, in order for the knoAvledge or information of an agent to be binding upon the principal, it must be acquired by the agent Avhile transacting the business of his principal in the scope of his duties. It is not the private individual knoAvledge of the officer of a corporation, acquired in the transaction of his own business, Avhile dealing as if he had no official relation to the corporation, that will operate as notice to the corporation.
The jury found all issues for the plaintiff. On the evidence we think they might have been instructed by the court so to find. The furniture company was in financial straits. Its creditors, the bank included, were pressing the collection of their debts. Mitchell, Gaines, .and Eppes, who were stockholders and directors in both .the bank and the furniture company, the last named being also cashier of the bank and secretary and treasurer of «the furniture company, advised — it may be «conceded that he requested — defendant to execute the
Our conclusion on consideration of the evidence offered for defendant, aside from that offered for plaintiff, is that the jury could not have found otherwise than they did on the charge of fraud, and that with that finding all defenses failed; that the refusal of the special charges requested by defendant could not have affected the substantial rights of the parties; and that by ¿consequence their refusal was error without injury, though some of them may have asserted propositions of law correct in the abstract.-
There was an exception to the court’s ruling that defendant could not ask a witness, the defendant himself, whether he had ever received anything of value for his note. That he had received the furniture company’s promise to issue stock was not denied. That promise was a valuable consideration in law if enforceable. The entire course of defendant’s effort in the cause was to show that the consideration had failed or was of no value because of the fraud alleged and the failure to deliver the certificate of stock. Defendant was not restrained, except in the instance noted, in the adduction of his evidence. That evidence showed fully the facts upon which he based his charge that the stock was valueless. In these circumstances the question evinced a purpose on the part of defendant to state his conclusion from the facts — a conclusion more properly to be
A correct result was reached in the trial court, and. the judgment will be affirmed.
Affirmed.