101 Ga. 345 | Ga. | 1897
At the instance of the Central Georgia Land & Lumber Company, an execution in its favor against J. P. Roosevelt was levied on twenty-one bales of cotton as his property. A claim thereto was interposed by the Exchange Bank of Macon. On a submission of the case to the presiding judge without the intervention of a jury, the cotton was found not subject.
In view of the facts above recited, it is obvious that the relation of principal and agent did not exist between Roosevelt- and any one of his customers, and that he was an independent dealer, engaged in the business of buying and selling cotton in his own name and on his own behalf. Thus far, the case is free from difficulty.
On receiving an order from one of his customers which he thought could be filled at a profit, Roosevelt would proceed to purchase cotton in the local market, paying for the same by drawing a check on the bank in favor of the party from whom he bought, indicating in his check the number of bales embraced in that particular transaction. Upon presentation by the payee, this check would be honored by the bank, the amount thereof being charged against Roosevelt’s account by
As to Roosevelt’s relation to the bank, it unequivocally appears that neither of the parties ever ■ contemplated that in buying cotton he should assume to act as its agent. In this connection, its cashier testified: “He was not buying it on account of the Exchange Bank. . . I left the price Roosevelt was to pay for the cotton entirely with him. It would be left with Roosevelt as to "when he should buy, if he wanted to buy; there was no contract between Roosevelt and myself, on behalf of the bank, that the bank had any supervision as to what price he should pay, or what orders he should accept or reject. We have to leave it to the buyer; we can not go into details of their business.” Nor was it understood that the
The particular twenty-one bales involved in the present litigation was cotton which had been stored by various planters in the warehouse of W. A. Davis & Co., with instructions to sell. On December 19th, one of the members of that firm “sold the cotton to Mr. Roosevelt’s agent, Mr. Clark.” Davis ■& Co. “did not know anybody else” in the transaction, nor had they any knowledge of the arrangement with the bank under which Roosevelt was buying cotton. The warehouse receipts issued originally to the planters for this cotton were sent to .Roosevelt’s office on the afternoon of that day. On the following morning, he returned these receipts in order that the •cotton might be “turned out” of the warehouse and sent to the •compress; and, in settlement therefor, delivered to Davis & Co. a check drawn in their favor upon the Exchange Bank. Later in the day, but before the check was presented for payment, the levying officer appeared on the scene and gave notice of his intention to levy on these twenty-one bales. Davis told him to “wait awhile”; immediately dispatched a messenger to the bank with instructions to cash the check; and, on the lat'ter’s return with the money, said, “All right, then, it is Mr.
It is apparent that the question’ upon which this case must inevitably turn is: In whom was the legal title to this cotton at the time of the levy ? This was the sole issue upon which the claimant invoked a ruling. If Roosevelt was the agent of the bank, its claim was well founded; otherwise, not. We are not prepared to hold that the fiduciary relation of principal and agent can properly be said to exist between two persons neither of whom is clothed with any authority whatsoever to bind or in any manner represent the other with regard to any negotiation or transaction with third persons; whose entire business dealings with each other are confined to matters in which third persons have no immediate interest or concern; and who at all times deal at arm’s length, each avowedly representing no one but himself and undertaking to look after his individual interests only. The record before us presents just such a picture. Roosevelt had no authority to buy for the hank a single hale of cotton at any price; the latter was not authorized to act as his agent in purchasing cotton for him; nor could either make any contract with a third person which would be binding on the other. The bank paid his checks; they were charged against his account, not against the parties in whose favor they were drawn; ergo credit was extended to him, not to third persons with whom he dealt. The bank demanded security for every dollar advanced to him; he surren
Eliminating, therefore, all question of agency, and treating them as “independent contractors,” for as such each undoubtedly dealt with the other, the legal effect of the verbal agree
Furthermore, in the view we take of the case, the bank would occupy no better position even had Roosevelt made actual delivery of the cotton itself, and the same had been levied on while in its immediate, physical possession. It appears that the judgment against him had been duly entered on the general execution-docket of Bibb superior court nearly a year before this transaction took place. Necessarily, therefore, the bank had at least constructive notice thereof, and would take subject thereto any property belonging to Roosevelt which he might turn over to it as collateral security. As soon as Davis & Co. were paid for this particular lot of cotton, the legal title thereto passed into Roosevelt; for, as has been seen, he was buying it on his own account and at his own risk, and not as the agent of any undisclosed principal. However promptly he might thereafter have surrendered possession thereof to the bank, there must of necessity have elapsed an appreciable, even though it may have been an infinitesimal, interval of time, sufficient for the lien of the judgment to attach. Such a lien is notably expeditious. Indeed, the surprising facility with which it can attach to a debtor’s property has frequently been the subject-matter of comment.
The case relied on by the present claimant was decided in accordance with the well-known rule of law that an agent buying goods in behalf of his principal acquires, in his own right, no title thereto, legal or equitable. The decision therein announced can not, therefore, properly be considered as controlling, or as having any real bearing upon, the case at bar, in which, as has been seen, it unequivocally appears that the
Judgment reversed.