83 Neb. 645 | Neb. | 1909
Action by the indorsee of a promissory note. The district court directed a verdict for plaintiff, and defendant appeals.
1. Prior to 1905 defendant was organized as a corporation under the laws of Arizona. Its articles of incorporation were not introduced in evidence, but the secretary testified that it was formed for the purpose of financing a mining enterprise whose property was situated in Washington. L. M. Disney was interested in, and vice-president of, the mining company, and president of defendant. T. J. Doyle was secretary of the trust company, which maintained offices in Lincoln, Nebraska. Disney had made a claim against defendant for salary or commissions for something he had, or claimed to have, done in its interests, and also offered to sell it certain stock of the mining company that was in fact owned by defendant. April 13, 1905, the defendant’s board of directors passed the following resolution: “It was moved and carried that the proposition of L. M. Disney to sell this company
2. Neither the laws of Arizona nor defendant’s articles of incorporation were introduced in evidence, and but two sections of its by-laws, those relating to the duties of the president and secretary. Neither officer is in terms authorized to execute promissory notes on defendant’s account or in its name. The president is vested with power to sign warrants on the treasurer for the payment of money, to sign deeds of conveyance, and to discharge such
3. Defendant urges that plaintiff is not a bona fide holder of the note sued on. The wife of the payee was related to several of the stockholders and some of the officers of plaintiff. She had a separate estate which she managed, and was indebted to plaintiff on her promissory note for $5,500. She indorsed the note in suit and delivered it to plaintiff and received a credit of $1,000 on her obligation to the bank. The cashier, with whom, s-« far as the record discloses, she dealt exclusively concerning this transaction, testified positively that he did not know that L. M. Disney was interested in, or an officer of, defendant; that he did not know of any defense to the note and took it for.the bank in good faith; that he was told that the note had been made for salary or commission. The credit on Mrs. Disney’s obligation was the payment of a valuable consideration by plaintiff. Martin v. Johnston, 34 Neb. 797; Jones v. Wiesen, 50 Neb. 243; Smith v. Thompson, 67 Neb. 527. There is nothing in the record to contradict or render improbable this testimony, and plaintiff was entitled to the instruction given by the court. Stedman v. Rochester Loan & Banking Co., 42 Neb. 641.
The judgment of the district court is therefore
Affirmed.