California Brewing Company v. Rino

• Decision Date: 23 July 1956
• Docket Number: No. 1951.,1951.
• Citation: 143 F. Supp. 801
• Parties: CALIFORNIA BREWING COMPANY, a corporation, Plaintiff, v. J. O. RINO, d/b/a Rino Wholesale Candy Company, Defendant.
• Court: U.S. District Court — District of Idaho

143 F. Supp. 801

CALIFORNIA BREWING COMPANY, a corporation, Plaintiff, v. J. O. RINO, d/b/a Rino Wholesale Candy Company, Defendant.

No. 1951.

United States District Court D. Idaho, E. D.

July 23, 1956.

Merrill & Merrill, Pocatello, Idaho, for plaintiff.

Louis F. Racine, Jr., Pocatello, Idaho, for defendant.

TAYLOR, District Judge.

This matter is before the Court on the plaintiff's motion to strike. The plaintiff served notice on the defendant requiring the said motion to be submitted on briefs, and the same have been fully considered by this Court.

The plaintiff is a corporation organized under the laws of the state of California. The defendant is a resident and citizen of the state of Idaho. This Court has jurisdiction by virtue of 28 U.S.C.A. § 1332.

In its complaint the plaintiff alleges that during the period from March 30, 1953, to March 14, 1955, it sold and delivered to the defendant at Boise, Idaho, and Pocatello, Idaho, "by truck and rail" various quantities of beer and ale in the amount of $20,247.28, that payments were made and credits allowed on the said purchases in the sum of $4,425.57, and that the defendant owes the plaintiff a balance of $15,821.91, together with interest on the same at the rate of six per cent per annum. The defendant has answered and, in the second paragraph of his First Defense, asks this Court to dismiss the action or, in lieu thereof, to quash the return of summons on the ground that the plaintiff, a California corporation, was doing business in the state of Idaho during the period mentioned in the complaint although not authorized or licensed to do business in Idaho. The plaintiff has filed a motion to strike the said paragraph on the ground that it is immaterial and does not state a defense.

Section 30-504, Idaho Code, provides as follows:

"No contract or agreement made in the name of, or for the use or benefit of, such corporation prior to the making of such filings as provided in sections 30-501 and 30-502 can be sued upon or enforced in any court of this state by such corporation."

The Idaho Supreme Court has held that the said statutory provisions which refer to the qualifications of a foreign corporation to do business in the state of Idaho are mandatory, and that they must be complied with in order to enable such a corporation to maintain an action in the courts of this state to enforce its contracts. Tarr v. Western Loan and Savings Co., 15 Idaho 741, 746, 99 P. 1049, 21 L.R.A.,N.S., 707; Morris-Roberts Co. v. Mariner, 24 Idaho 788, 797, 135 P. 1166. But a foreign corporation is barred from suing upon a contract in any court of this state only when the said contract is a result of doing business in Idaho. If the contract sued upon was made and performed outside of this state, the foreign corporation can bring an action for its enforcement in a state court. Bettilyon Home Builders Co. v. Philbrick, 31 Idaho 724, 727, 175 P. 958. "A foreign corporation bringing a suit upon a debt acquired by such corporation in a foreign state, and which has been and is in no way engaged in any business in the state, and which seeks only to enforce the right of action acquired by it in a foreign state, is not `doing business' within the meaning of either the Constitution or the statute. Foore v. Simon Piano Co. 18 Idaho 167 108 P. 1038; Bonham Nat. Bank v. Grimes Pass Placer Mining Co. 18 Idaho 629 111 P. 1078." Diamond Bank v. Van Meter, 19 Idaho 225, 228, 113 P. 97, 98.

The plaintiff cites Colby v. Cleaver, C. C.Idaho 1908, 169 F. 206, Continental & C. T. & S. Bank v. Corey Bros. Const. Co., 9 Cir., 208 F. 976, and David Lupton's Sons Co. v. Automobile Club of America, 225 U.S. 489, 32 S.Ct. 711, 56 L.Ed. 1177, Ann.Cas.1914A, 699, as authority for its contention that a foreign corporation which has not complied with the provisions of § 30-501 et seq., Idaho Code, is not precluded from bringing suit to enforce a contract in the federal court in Idaho. Each of the said cases thus relied upon by the plaintiff was decided prior to Erie Railroad Co. v. Tompkins, 304 U.S. 64, at page 78, 58 S.Ct. 817, at page 822, 82 L.Ed. 1188, 114 A.L.R. 1487, in which the Supreme Court of the United States declared:

"Except in matters governed by the Federal Constitution or by acts of Congress, the law to be

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