*1 615 ' properly theless, intent 30-508. The trial court found language and manifest § appellant’s construed. clearly the statute must not be so 30-508 refutes of I.C. § admittedly an argument. took Caldwell respond- Judgment affirmed. Costs to Homes, Inc., and active interest Conner ents. manage its had authorized Conner to Joe SMITH, TAYLOR, J., and McFAD- C. he, Caldwell, not general did affairs hut DEN, SPEAR, JJ., concur. participate negotiations, in the contract’s signed the present was not when Conner Caldwell,
contract and never ratified it.
therefore, did “make” the contract normally
a sense in the word is specific intent
understood. The statute’s
is further illustrated its treatment of corporation’s “agents representatives” 428 footing on the same officers. Cf. with its XI, seq.; I.C. 30-501 et Idaho Const. art. §§ Raymond White, Mary B. L. WHITE and 10; Burley Newspapers, Inc. v. Mist Pub § wife, Plaintiffs-Respondents, husband 460 lishing Co., 414 P.2d ; Note, (1966) Fail see also Sanctions For Boydstun, N. Neal BOYDSTUN and Pearl Comply Qualifi ure Corporation To With wife, Defendants-Appeilants. husband and Evaluation, cation An Statutes: Colum.L.Rev. Boydstun, Neal and Pearl N. BOYDSTUN wife, Plaintiffs-Appellants, generally, More it should be considered husband and appellant corporation believed only party agreement, other Raymond Mary White, B. L. WHITE signed [,] the contract was “Conner Homes wife, husband and Defend ants-Respondents. Inc. BY pres.” Had [,] Conner Joe corporation simply papers required filed the No. 9811. (and suggestion there is failure that its Supreme Court of Idaho. deliberate), appellant could look no May 24, 1967. corporation’s further than the assets for satisfaction of the The statute contract. Rehearing Denied June liability beyond corporation, extends contract, but one who “makes” the obliging,
thus alternative source
recovery, party those with the other whom personally Com See Shawmut dealt. Paper Auerbach,
mercial
Co. v.
Mass.
(1913);
Standard Di & Iron Co. v.
ninny, (1906); 105 Va. S.E. Annot., ; (1927) gen A.L.R. see
erally Note, Colum.L.Rev.
(1963) ; Fletcher, Cyclopedia Corpo (rev. rations also 1960); ed. see § Bus.Corp.Act
ABA-ALI Model § 2.02 (7) (1960 Supp.1966).
¶
Appellant’s personal judgment claim for
against grounded only Caldwell is on I.C.
Smith, Weston, Caldwell, Miller & appellants.
Clemons, Green, Boise, Skiles & for re- spondents.
McQUADE, Justice. quiet
This an action to title1 to a is slightly larger acre, of land than one McCall, Respondents located near Idaho. ownership through posses assert title and by George sion the 1920’s until 1954 Fleharty, and Constance by respect parcel, with to the claimed title and their own since Appellants convey claim title a chain of original originating ances from the land’s holder, patent Hayes. The D. Samuel controversy neighbor in a is per cottages, hood summer houses homes, playgrounds manent and some va Range (3) Appellants brought Eighteen respondents (18) Three North each title; separate quiet Talley Meridian, Coun- action to the suits East of the Boise ty, were consolidated in district court. Idaho. precisely 2. The within Lot land is situated Township Eight (1) (8), One of Section contiguous spondents It Fleharty,
cant
lands.3
lies
from Constance
who
acquired
acre
con
her
.98
title
her husband’s
cededly
conveyed
plat sketch, adapted
in 1930
following
deed
death. The
Fleharty,
by this
George
engineering
In 1954 the combined
Court from a recent
parcel plus
survey,4
tract (the .98 acre
illustrates the relative locations of
conveyed
parcels.
controversy)
to re-
these two
deed
*4
ty,
XXVI,
finding
or cot-
but also summer houses
of fact
3. Amended
playgrounds
permanent homes,
tages,
and
controversy
ground in
tracts of
“The
vicinity.
in
immediate
are situate
adjacent
and
situate
B1
and
Tract A and
are suitable
[B]
being
Lake,
Big Payette
area
shore
adaptable
residential,
perma-
either
containing
hilly
terrain
or mountainous
dwelling,
playground
and
nent or summer
pine
a
growth
other trees
purposes.”
plants
growth
mountainous
of various
surrounding
evidence,
exhibits
and ad-
Admitted
Whites’
Some of the
hushes.
jacent
proper-
and 39.
of vacant
area consists
enclosing the combined
a fence
after 1915
respondents now
A is
As of
had been first
tract
erected.
title; B is the
express, uncontested
hold
said,
“standing in
the fence was
Wilson
controversy.
parcel in
.“kept
cattle
shape”
good
and would
trial
found that
court
* * * reasonably
Beatrice
so.”
out
until
maintained5
had erected
1932 and
family
Turner,
owned
whose
Warren
fences on
1954 substantial unbroken
parcel A, testified
northerly adjoining
land
A
boundary
from
northerly
had stood enclos-
fence
barbed wire
county high-
highway, along
lake
to date of
ing
A
tract
and B from
A
northwesterly corner of
way from the
trial;
early part of this
that in the
southwesterly
to the
corner
had often
and sisters
she
her brothers
B from
on
snagged by
part of the fence
been
enclosing A and
highway
lake,
to the
B;
southerly boundary
she
tract,
paid all the assessed
B one
and had
Fleharty repairing the
had seen Constance
(A
B)
tract
on the
taxes6
combined
every
conveyance
spring
fence
until
period.
court also found
attorney
Martin,
F.
with
Whites.
J.
respondents
the fences
had maintained
parcel A,
residence 150
testi-
feet north
serving
standing
as an
condition
en-
fied that in 1932
he first
tract
when
saw
trial,
closure
1954 until
*5
B,
fenced,
A and
all
and that
since
the
taxes for 1954 and 1955. The
every year
he
had seen the tract
and
found,
too,
and
court
that between 1930
constantly
had noticed that it was
enclosed
11, 1954,
Flehartys
(Constance
the
June
by
Shelton,
a fence. Perc
a real estate and
death)
alone after her husband’s
had been
property
insurance man
McCall
whose
ad-
possession”
parcel
“holding
“in
of
and
joins the
property
south,
Harbert
to the
tes-
claiming possession
adversely”
same
of the
tified that since at
least
and until the
persons;
11, 1954,
to all
and that from June
trial,
date of
tract A and B had been en-
trial, respondents adversely
the
until
held
by
closed
one fence which to his knowl-
and
B. Based on
claimed
of
edge
repaired every
had been
by
summer
findings,
quieted
the
these
court
title to
Flehartys
the
conveyance
until
to the
parcel B
respondents.
in
appeal
This
is
fence,
said,
Whites. The
Shelton
had been
judgment.
from
good repair
in
tight.
and
wires
its
Susan
Appellants challenge
sufficiency
the
of Harbert,
property
whose
parcel
is next to
the evidence
support
to
the trial court’s B, southerly,
testified
she had seen a
findings.
fence along
southerly boundary
Bof
every year since 1942. Dr. and Mrs. White
Regarding respondents’ occupation of
both testified that
in
spring of 1954
B,
parcel
much
concerned
ex-
they
when
first
tract A
saw
and B it was
istence of a
enclosing
barbed
fence
wire
enclosed on
by
three sides
a continuous
the combined tract
(A
B)
and
on three
(cid:127)
fence.
. n /
sides, excepting only
easterly
or lake-
Wilson, Valley County, Idaho,
Appellant,
side. Robert
however, called several wit-
sheriff from
nesses
1927 to 1939 and tax
who
they
testified that
had never
prior
shortly
from 1947 to 1953
testified
1960’s
a standing
seen
fence
“ * * *
finding
1953, George Fleharty
5. Amended
widow,
VIII.
That
and Ms
subject
Fleharty, paid
said fences have been and are
to
Constance
all taxes which
heavy
against
snow and weather
conditions
were levied and assessed
Tracts
[McCall,
[B],
by
characteristic
to
area
A
and B1
virtue of the ac
Idaho],
kept
curacy
repair
any plat
but have been
to
of
Assessor’s Of
constituting
standing
fice,
extent
but
reason
fact that
* *
process
and
fence
enclosure
assessment
the actual
land in
ap
Tract B1 [B] was considered and
praised
finding
Flehartys
6. Amended
X.
“That
from the
and assessed to
year
up
including
year
to and
then
to the Whites until 1956.”
Ap-
boundary.'
parcel
southerly
dary
boundary
along parcel
as the
B’s
“South
Fleharty
had
line of that
pellant
fence
known as
himself testified
* * *
tract,”
Jasper, who
and “the South line of
stood
there since
John
George Flehardy
Halferty’s
wester-
land.”
con
1933had
across
road
since
lived
veyance
appellant’s
Boyd-
there was
father
ly
testified
Wv
from tract
B.
boundary;
stun,
southerly
southerly
likewise
to B’s
along B’s
refers
boun
no fence
dary
boundry
this.
“the
daughter
South
of said
his wife
corroborated
line
George Flehardy
Herrick,
tract” and the “South
had lived across
Clara
who
* *
*
George
line of
westerly
Flehardy
A
land.”'
parcel
since
road
any A
of settlement
decree
of final account
did not remember
testified that she
boundary.
southerly
Boydstun,
along
fence
B’s
distribution in the estate of W. B.
neighbor-
Wilde,
in the
Lois
had lived
devising
equal
appellant-hus
who
shares
Hoss,
who
hood since
Vernon
band
and his brother
all
and sister
since
both testified
lived there
property and some land in the lot within
along
standing
they
fence
had not seen
(A
B)
which the combined tract
southerly boundary.
located,
boundary
B’s
describes
boundary
B as “the
southeast
conflicting, the
testimony be
Though the
Fleharty
said
tract.” The instrument
findings regarding
fences
trial court’s
Boydstun’s
which Neal
brother and sister
substantial, competent evi-
grounded
conveyed their interest
to him
refers
also
Swanson
may
disturbed.
not be
dence
southerly boundary as the
B’s
State, 83 Idaho
Fleharty
tract.”
“southeast
said
evidencing respondents’
Also
prede-
proof
respondents’
As further
predecessors’ possession,
F. Martin
J.
occupation
use
conspicuous
cessors’
testified that the
alone had used
*6
intro-
question,
was
evidence
the land in
(A
B)
the
tract
from 1932
combined
tract
showing
combined
the
duced
only
after
the
to
them
Whites
in
to
and referred
known
(A
B)
only
occupied
Perc
it.
Shelton testified
Fleharty property.”
neighborhood as “the
its
Flehartys
possession
the
in
the
been
during his
this term
used
F. Martin
J.
occupancy
until
tract
the Whites took
Turner,
Beatrice Warren
as did
only people
“The
that have lived
thereafter
referred
so
that the tract was
added
who
there has
been the Whites.” Robert
[sic]
everybody
neighborhood
to “in
the tract
known
testified that
“was
Wilson
it
recognized
as
talked
about
Fleharty property
com
to me.” This
as
Fleharty property.”
competent.
munity reputation
evidence
court of
of the district
A
decree7
1935
Colwell,
Eagan
86 Idaho
See
v.
a mort
foreclosing
County, Idaho,
Valley
Idaho
(1964);
Ericson,
Case
on land
H. Parsons
gage held
Frank
P. 1039 opinion The also states: ap- assignment of which error to The respond- property area to “the assessed a trial objection to pellants refer is B was predecessors for tract A and ents’ Wilson, ruling under which Robert court records Valley County tax on decreased Valley County during the assessor acres. from two acres to 1.18 testify re- permitted to to showing, however, re- that There is no had garding of land which he the extent county spondents were notified respond- belonging assessed in as to it prior change, and to this Flehartys. predecessors, the Wilson ents’ payments that tax should be noted their physically had testified that he examined modifica- not decreased after the were to tract A and B and the whole assessed tion.” everything Flehartys; he “assessed regard be- Pertinent in this is a conflict perimeter fence within the of this [bound- Valley plat maps tween two from the Blayden ing Relying A on tract and B].” office, ex- County Boydstuns’ assessor’s Morris, supra, appellants contend that Whites’ (Whites’ 43a), hibit 43 exhibit plat maps records assessment 6). (enlarged exhibit exhibit Whites’ Valley County only com- were appel- map (exhibit 43) The first shows taxes. petent payment to show actual parcel' lants as the assessed owners of inadmissible, Thus, testimony was Wilson’s 1950s, it the middle but was drawn until appellants argue, and it is inasmuch ap- map (exhibits 6) lists the second trial that re- finding basis for the court’s pellants’ only the lot assessed spondents’ predecessors paid all taxes lo- parcel B is within which section levied assessed twenty-five be- as a foot easement cated finding disregarded to should be southerly land tween the judgment and the reversed. re- (and then to assessed to A. Susan' question spondents) and to necessarily presented One northerly property’s bound- appellants’ petition import of Harbert whose concerns southerly twenty-five ary testimony. in fact feet Appellants cor- is Wilson’s note The boundary. rectly B’s the trial memorandum court’s description and bounds contained findings rely on metes expressly decision and tax Boydstun’s register exhibit testimony, opinion but Wilson’s this Court’s primarily upon appellants which emphasizes primarily numbers petition, con- rely support also is to Valley County tax records of show “The plat tracings in Whites’ tradicted George Fleharty annually, between exhibits 5 and 6. 1947, paid acres. 1931 and for two taxes to Fleharty of Wilson only owned tract in the one area, appellants object assessments pertinent concerns A com- while after,2 years prises acres, so tracts for the but .98 the combined sheriff, state, period, grantors, taxes, and former testified all the physically county municipal, tracts examined he had in 1947 been which have the whole B and had assessed A and Fleharty. levied and assessed land ac- such too, cording should noted It law.” any although were made assessments Fleharty, quite possible charged opinion’s complete discussion *9 parcel testimony were on regarding no taxes assessed that Wilson’s assessments assess- testified his for Wilson is as follows: entirely Flehartys’ on lake- was based 1953, ment method [re- “From 1947 footage plat insert- spondents’ predecessor] and the sketch front was assessment all, hardly, that B if at reveals acres, ed above Wil- hut Robert recorded 1.18 son, Valley County the shore.” touches 624 fact as 1947 from whether he was in
bearing
period
1931 to
different
on the
the
property
pay
for the
and did
assessed
sessed
during which the
were
appellants’
5-210
The
apparently
on it.
criterion of I.C.
for two acres while
taxes
§
taxes,
a
payment
not
twenty-five foot
is actual
of assessed
limited to a
assessment was
county
tax
listing
the
southerly boundary
on
records as assessed
strip below the
ad
payer,
are
in the
and so
records
Flehartys’
assessment
property. As stated
sake,
during mitted in evidence not
their own
opinion, any
years
for
five continuous
determin
predeces-
but rather for their
his
relevance
the adverse
or
which
claimant
taxes.
ing
payment
taxes
actual
assessment and
paid all
and levied
has
assessed
sor
proba
descriptions
tax Assessment
satisfy the
record
claimed land
on the
will
regarding
property
ac
tive
extent of
payment requirement
5-210.
of I.C. §
clear,
assessed,
tually
assessor’s
if the records are
in the
information contained
precise
themselves, therefore,
properly
records
(which
consistent
records
may
respond-
not),
presumed
here are
be
susceptible
inference
they
actual
listings
contain
predecessors
assessed
describe
ents’
were
than
assessments. But
in
this does not make
longer
taxes on
for a
competent
re-
other relevant
necessary
payment
inadmissible
satisfy
the tax
evidence,
example,
present
so
for
con
quirements
possession, and
that of
for adverse
cern,
testimony
regard
favorably considered
of an assessor
even had this Court
ing
physical
property
appellants’ assignment
and decided
examination of
of error
incompetent,
circumscribed
testimony
a
and his assess
was
fence
Wilson’s
been ment based
trial court
have
on the examination. See Cal
such
error would
Kousouros,
156,
150,
237
kins v.
affirmed.
72 Idaho
judgment
harmless and
still
Bohrer,
1053,
61; Hartley
;
P.2d
R.Civ.P.,
Eagan
v.
1057
Col
(1951)
See Idaho
cf.
v.
well,
525,
(1964);
Parks
86
(1932);
52
11
cf.
Idaho
388 P.2d
Idaho
P.2d 616
999
Wakamatsu,
Life
Parks,
Beneficial
Ins.
(1967).
Idaho
v.
P.2d
Co.
Edgeller
(1954);
Idaho
In
which
pellants
proposition
probative
cite for the
evi- This
the
statement
concerns
except
testi-
dence
assessment records themselves
value or relevance of
offered
the
competent
mony,
concerning
competence.
the extent
not its
The statement
admitted,
paid
expresses
opinion that,
property
claimant has
an
if
on which a
only
taxes,
ruling
upheld
testimony
this
tended to
Court
which
would have
show
permit
him-
refused to
an adverse claimant
claimant had indicated to the as-
possessed
self
testify
that at
land was
sessor that he
land in dis-
his
time
assessed,
pute, and
direct
so would have been no
proof
appellant
actually
was then
as-
pointed
question
“he
out the
lands
regard
paid
sessed and
taxes on
In this
it.
lands,
being part
assessor as
of his
may
it
Blayden
be noted that
stresses
and that
given
this was
alleged
before and after
assessment
purpose
for the
enabling
the assessor
opponent
claimant and his
each was as-
land,
to arrive at a
valuation
paid
sessed
land
fact
taxes
particularly
acreage
appel-
toas
description
subdivision
alone.
If
improve-
lants’ land which was under
quoted statement
rea-
contains the court’s
ment and
being
was
farmed
son,
up-
it
ruling
would seem
was
Sup.Ct.
cultivated at that time.” Idaho
primarily
grounds
held
that the offered
#3802,
p.
case
tr.
f. 221-222. See
respect
weight
carried no
with
Blayden Morris,
also
supra, 37 Idaho
Thus, Blayden
to the actual assessment.
at
had been nor C. assessed to would proven appellants SPEAR, JJ., DEN and concur.