101 Wis. 247 | Wis. | 1898
The appellant makes three general contentions: (1) That the evidence does not sustain the verdict; (2) that the court erred in admitting evidence; and (3) that the court erred in its charge to the jury.
The representation admittedly made by Werden to the plaintiff’s cashier in March, 1893, when applying for a loan
Now, in the present case it may be that Schultz, Werden, and Flinn secured a rare bargain when they purchased tbe saw- and planing-mill plant in question; that the property which they purchased for $20,000 was in fact worth three or four times that sum; and it may be also that they honestly believed such to-be the fact, and, so believing, in good faith received $60,000 par value' of corporate stock for property for which they had simply given a promise to pay $20,000. If such were the facts, their stock was in fact fully paid, and the representation that the corporation had $60,000 of full-paid stock was true. On the other hand, there was ample evidence that the mills were grossly and obviously overvalued; and, as the authorities say, this is strong evidence of fraud in the transaction. If, therefore, the mill property was honestly and in good faith exchanged for the stock, the stock was full-paid stock, as to the world, even though the property was not equal to the par value of the stock. If, on the other hand, the property was fraudulently and substan
The commercial agency which gathers and circulates reports as to the financial standing of business houses is an institution now so well established, and its reports are so universally used, that no court or merchant can plead ignorance of its purpose or functions. When a merchant states to such an agency his financial condition, he knows it is for publication to the business world, and that such publication will probably be consulted when he applies to any business institution for credit. He makes his statement, therefore, knowing that it will probably be used as a basis of credit. Upon- what ground can it be said that such a statement is not a representation made for the purpose of securing credit,
The members of the discount committee of the plaintiff’s board of directors were allowed to testify against objection as to what the cashier told them Werden had stated with regard to the capital stock of the company. This is said to be hearsay evidence. The claim is not tenable. It was nec
The defendant company made a voluntary assignment for the benefit of its creditors January 20, 1897, and the plaintiff offered the same in evidence. It was received against objection, and its reception is now urged as error. We think it was properly received. There was evidence tending to show that there had be'en no sudden change in the financial condition of the defendant, and the assignment was evidence that it was hopelessly insolvent and had been for some time, thus tending to contradict the alleged representations of Schultz made in 1895 and 1896, that the institution was doing well and making money. There were sundry other objections made to testimony which was received, but we do not deem it necessary to discuss them specifically. It is sufficient to say that we have discovered no-prejudicial error in any of the rulings upon testimony.
No other instructions were asked for by the defendant, nor does the brief call attention to any errors in the general ■charge, though many exceptions were taken to it; and here
The charge of the court was quite long and full, but it omitted to state to the jury the principle enunciated under the first head in this opinion, namely, that, if the mill property was exchanged for the stock honestly and in good faith, then it was full-paid stock, hut if the property was fraudulently and substantially overvalued, for the purpose of deceiving the business public into believing that the stock was full paid, then it was not full-paid stock, as to creditors, and the representation that it was full-paid would be false. jSTo such instruction was asked or suggested. Doubtless it would have been given, if asked, because it was applicable to the case. The failure to give it was not directly raised by any exception that we can definitely point to, nor is the matter ■discussed in the brief, nor distinctly assigned as error. The court charged the jury fully as to what would constitute fraudulent representations for which the contract might be rescinded, in the terms just given in this opinion, and we can see no error in the general propositions there laid down. In the charge he does not refer to the representation as to capital stock separately, but treats all the alleged fraudulent .and false representations together. As applied to the representation concerning the $60,000 of full-paid capital stock, the charge says, in substance, that if that representation was ■materially false in fact, and made for the purpose of securing credit, and was such as would naturally be relied on by ■a prudent man, and was in fact relied on and believed by the bank when it extended the credit, then the plaintiff could rescind the contract. These general propositions are all true, but the court did not add, nor was it asked to add, an explanation of what facts would make the stock not full-paid stock. There were sufficient facts in evidence, if be-
By the Court.— Judgment affirmed.