Farmers' State Bank v. Haun

• Decision Date: 15 April 1924
• Docket Number: 1152,1148,1156,1154,1157,1153,1150,1149,1155,1151
• Parties: FARMERS' STATE BANK v. HAUN ET AL. and nine other cases
• Court: Wyoming Supreme Court

224 P. 856

31 Wyo. 201

FARMERS' STATE BANK v. HAUN ET AL. and nine other cases

Nos. 1148, 1149, 1150, 1151, 1152, 1153, 1154, 1155, 1156, 1157

Supreme Court of Wyoming

April 15, 1924

APPEAL from the District Court, Fremont County; CYRUS O. BROWN Judge.

On petition for rehearing. For former opinion see 30 Wyo. 322 222 P. 45.

Rehearing Denied.

A. C Allen and O. N. Gibson, for plaintiff and respondent.

W. C. Mentzer, H. C. Brome, and Joel F. Longnecker, for defendant and appellant.

OPINION

PER CURIAM.

A petition for rehearing has been filed herein, supported by exhaustive and able briefs. The case is unique in its facts, and important, and we have carefully considered the various points argued in the briefs.

When we stated in the original opinion that all of the stock in the bank had passed into the hands of stockholders of appellant as early as June 9, 1917, and that all of the stock appeared in the monthly balance sheet of appellant, as its property from July 1919 to May 31, 1921, we should have modified the word "all" in each instance by "substantially." The error is immaterial and does not affect the principles discussed. It is conceded that after July, 1920, when the appellant acquired the seven shares of Martin W. Dimery, it owned all of the stock in the bank. We might also state in this connection that counsel for appellant are in error in stating in their brief that the note of Herbert J. States is not mentioned in schedule B, attached to the contract of June 9, 1921, with Nicholson.

We have been unable to change our conclusions as expressed in the original opinion. No good purpose could be subserved in again going over the ground there covered, but a few points, argued at length, deserve some additional comments.

1. We think, and have heretofore thought, that counsel for appellant put undue stress upon the question of consideration for the endorsements, a question which is distinct and separate from that of authority to make these endorsements. As to what constitutes a good consideration is discussed fully and ably in the case of Utah National Bank vs. Nelson, 38 Utah 169, 111 P. 907, and we need not do so here. The appellant owned the bank. The bank's gain was its gain; the bank's loss its loss. Hence appellant was vitally interested in the bank as a going concern. If the bank closed its doors, the stockholders of the bank were subject to additional responsibility under section 5186, W. C. S. 1920. Appellant was most vitally concerned in making the best showing possible to the bank examiner of the state, and particularly at the time when the notes in suit are dated, for at that time a severe financial and economic depression had commenced to grip the country, and there is evidence in the record that this condition affected the bank in question. Under these facts, it cannot be fairly held, aside from what was said in the original opinion, that there was no consideration for these endorsements.

2. The point is again argued strenuously that the contract with Nicholson provides for a guarantee for rediscount purposes only. We can only say that we have not changed our conclusion on this point. The contract, it is true, says that the appellant "will guarantee" the notes, and stress is laid on the word "will," as indicating that the guaranty was not intended to be absolute. The heading of schedule B states that the notes "are guaranteed," taking away all force from counsels' argument. On December 3, 1921, before this litigation arose, Kingery, the...