Pittman v. Tobacco Growers Co-Operative Ass'n
121 S.E. 634
N.C.
1924
Check Treatment
Clark, C. J.

There was no error in setting aside the response to the first issue. The defendant association was duly organized by virtue of a statute, the legality of which has been affirmed by this Court in Cooperative Assn. v. Jones, 185 N. C., 265, and has been recognized in other cases. Its validity cannot be assailed in the manner thus attempted by alleging an insufficient number of signers. This is a collateral attack and is not a direct attack by the State upon a quo war-ranto to vitiate the incorporation. Besides, there was no evidence of an insufficient sign-up, and if the plaintiff could have brought this collateral attack to vitiate the organization, the burden was upon him to produce evidence to that effect. The court properly set aside the verdict upon that issue.

Upon the second issue the jury have found that there was no fraud, and there was ample evidence to justify their verdict. The plaintiff, upon the tmcontradicted evidence, was an early and earnest advocate of the association. He kept copies of the contract in his store, dis *342 tributed them to bis customers, and advocated and signed it. He bad full opportunity to read tbe same.

It is needless to cite tbe many cases tbat would estop bim as to tbe allegations tbat be did not know tbe contents of tbe contract. It is sufficient to cite Griffin v. Lumber Co., 140 N. C., 514, and cases there cited, wbicb bold: “Before signing a deed tbe grantor should read it, or if unable to do so, should require it to be read to bim, and failure to do so, in tbe absence of any fraud or false misrepresentation as to its contents, is negligence, for tbe result of wbicb tbe law affords no redress. But when fraud or any device is resorted to by tbe grantee wbicb prevents tbe reading, or having it read, tbe rule is different.” In this case tbe plaintiff was an intelligent man, an advocate of signing tbe contract in question, banded out tbe contracts to bis customers and others asking them to read and sign it.

Upon examination of tbe instructions of tbe court upon tbe allegation of fraud we find no error. Tbe court charged tbe jury tbat tbe plaintiff’s reliance must have been reasonable, and there was no error in refusing to give tbe prayer requested.

In Clements v. Ins. Co., 155 N. C., 57, tbe matter is fully discussed and there is no necessity of going over tbe well-settled law in a case where tbe plaintiff bad tbe fullest opportunity to read tbe paper before signing and where there is no evidence tbat there was fraud or device to prevent bim from reading tbe same.

There was no error in failing to give tbe specific instructions asked as to promissory or opinion representations. Tbe charge was properly directed to tbe law applicable to tbe evidence relevant to tbe issues raised by tbe pleadings, and tbe instructions of the- judge were sufficient under tbe ruling laid down in tbe recent case of Williams v. Hedgepeth, 184 N. C., 116; Cash Register Co. v. Townsend, 137 N. C., 655.

In Pritchard v. Dailey, 168 N. C., 332, tbe Court said: “Tbe representations of tbe defendant seem to be what are called promissory representations, looking to tbe future as to what can be done to tbe property, bow profitable it was, and bow much could be made by tbe investment. Representations wbicb merely amount to a statement of opinion go for nothing. One who relies on such affirmation made by a person whose interest might prompt bim to invest tbe property with exaggerated value does so at bis peril, and must take tbe consequences of bis own imprudence. Cash Register Co. v. Townsend, 137 N. C., 652; Kerr on Frauds and Mistakes, 83.”

A stronger case still is Wilson v. Ins. Co., 155 N. C., 173, and Hollingsworth v. Supreme Council, 175 N. C., 615, and, in fact, all our authorities are uniform upon this point. Tbe authorities are conclu- *343 siye that the judge committed no error in trying the issue of fraud and, besides, that the plaintiff failed to show that any fraud had been committed.

As to the first issue, as already said, there was no evidence to sustain the allegation that there was an insufficient sign-up; and, moreover, the certificate of the organization committee was conclusive upon the parties.

The assignments of error upon the allegation of mismanagement cannot be sustained. A member of a defendant corporation cannot take advantage of alleged mismanagement as a defense to his contract; and, besides, there was no evidence sustaining the allegation of mismanagement.

After a full and careful consideration of the entire case, we find

No error.