130 Ga. 661 | Ga. | 1908
(After stating the facts.)
There are many decisions, based upon the common law and upon statutory enactments, to the effect that one copartner can not bind his copartner by an instrument under seal; but the question before us is whether or not one partner can bind the firm, in the execution of a negotiable promissory note under seal, under the law as it exists in this State. The Civil Code, §2651, provides: “All the partners are bound by the acts of any one, within the legitimate business of the partnership, until dissolution or the commencement of legal process for that purpose, or express notice of dissent to the person about .to be contracted with.” And section 2643 provides: “Every partner has a right . . to contract or otherwise bind the firm- in matters connected with its business, and to execute any writing or bond in the course of the business.” The word “bond” was probably put into this statute because of the special enactment of 1838 (Acts 1838, p. 165), providing that partners could bind the firm by signing the firm name to a bond in any judicial proceeding in which the firm was interested. Whatever may be the reason for the word “bond” appearing in this section, the meaning of the statute is that one partner can bind the firm when he executes in the name of the firm “any writing or bond in the course of the business,” whether under seal or not. No restriction is made as to sealed instruments. In the making of promissory notes printed forms are commonly used, a very large percentage of which are prepared with a view to their execution under seal, the recital that they are given under seal and the device to be used as a- seal appearing on the printed form. Tt is a matter of common practice for such notes to be execitted by one partner on behalf of the firm, often with no attention paid to the fact that the notes thus given are under seal, and without any question arising as to the power of the partner to bind the firm in so executing them. Such notes are doubtless regarded by the par
Reversed.