Collier v. Davis

• Decision Date: 03 November 1891
• Citation: 10 So. 86,94 Ala. 456
• Parties: COLLIER ET AL. v. DAVIS ET AL.
• Court: Alabama Supreme Court

10 So. 86

94 Ala. 456

COLLIER ET AL. v. DAVIS ET AL.

Supreme Court of Alabama

November 3, 1891

Appeal from circuit court, Lowndes county; JOHN MOORE, Judge.

Action by Collier & Pinckard against Davis bros. to recover on a contract for services in negotiating a loan. Verdict and judgment for defendants. Plaintiffs appeal. Reversed and remanded.

Roquemore, White & McKenzie and W. R Houghton, for appellants.

Watts & Son, for appellees.

STONE C.J.

On February 28, 1887, the act was approved "to give force and effect to section four of article fourteen of the constitution of the state of Alabama." Sess. Acts, 102. Under that statute it is required that "every company corporation, or association now organized under the laws of Alabama," before engaging in any business in this state shall have at least one known place of business, and an agent thereat. The statute prescribes in what manner the place of business and the name of the agent shall be made known. The statute then makes it a penal offense for any agent of a foreign corporation, which has not complied with this constitutional and statutory provision, to do any act of agency for such corporation. Of course, to fall within this statutory inhibition, the act of agency must be done within the state of Alabama, for otherwise neither the corporation, nor the agent, nor any act done by either, could be amenable to our laws. The complaint in this case, while it sets forth that the agreement sued on was entered into after February 28, 1887,-the date of the statute,-does not state where the alleged agreement was made; nor does it show from whom they undertook to obtain the money which Davis Bros. engaged them to borrow for them. Neither does it show from whom or where they succeeded in obtaining the promised loan. There is nothing in the complaint which gives notice that the constitutional provision and statute referred to above exert any influence in the decision of the questions presented in this record. Plea marked "K," interposed by Davis Bros., and demurrers to it, interposed by Collier & Pinckard, raise the only question presented. The circuit court overruled the demurrer. Plea K sets up in bar of the action that the loan and contract of borrowing were to be made with a foreign corporation; that such corporation had no known place of business in Alabama, with an agent thereat; that the corporation from which the money was to be obtained was "...