Flick v. Jordan
| Decision Date | 10 December 1920 |
| Docket Number | 10,557 |
| Citation | 129 N.E. 42,74 Ind.App. 314 |
| Parties | FLICK ET AL v. JORDAN ET AL |
| Court | Indiana Appellate Court |
From Marion Superior Court (A995); Linn D. Hay, Judge.
Action by Arthur Jordan and others against William B. Flick and others. From a judgment for plaintiff, the defendant named and another appeal.
Affirmed.
Joseph W. Hutchinson and Emsley W. Johnson, for appellants.
James W. Noel, Eugene H. Iglehart and Hubert Hickam, for appellees.
Action by appellee Arthur Jordan against appellants and appellees Curtis and Johnson on a promissory note for $ 5,000.
The averments of the complaint are in substance as follows: The Curtis Park Manufacturing Company is a corporation organized and existing under the laws of the State of Indiana. On May 11, 1917, said company was indebted to appellee Jordan in the sum of $ 3,000 evidenced by a certain promissory note which is in words and figures as follows, to wit:
"$ 3000.00 Indianapolis, May 11, 1917.
Ninety days after date we promise to pay to the order of Arthur Jordan, Three Thousand Dollars, at Continental National Bank Indianapolis, Indiana. For value received without any relief whatever from valuation or appraisement laws with 8 per cent interest per annum after maturity until paid and attorneys fees. The drawers and endorsers severally waive presentment for payment, protest and notice of protest and nonpayment of this note.
Curtis Park Mfg. Company.
By L. M. Parkhurst, President." By L. M. Parkhurst, President."
The note is due and unpaid. To secure the same, the said company at appellee's request delivered to appellee, as collateral security for the payment of said note and interest, a certain promissory note in the sum of $ 5,000, dated May 10, 1917, payable in ninety days after date thereof to the order of said company, which was signed:
with the following indorsements on the back thereof:
L. M. Parkhurst is the same person as Layton Parkhurst, and W. B. Flick is the same person as William B. Flick. Said collateral security is due and unpaid. The company is insolvent and appellant James W. Lamkin has been appointed as receiver thereof. Appellants Flick and Allen each filed their separate demurrers to the complaint for want of facts, which demurrers were overruled, to which ruling said appellants excepted. Each of said appellants then filed a verified answer, each of which answers were to the effect that on May 10, 1917, the appellant therein named was a director in the Curtis Park Manufacturing Company. At said time said company was in need of money, and for the purpose of raising the same the note sued upon was made and executed by said company. It was made to the order of the company and, for the purpose of negotiating it, it was indorsed as hereinbefore set out. That such indorsement by appellants Flick and Allen were solely and only in their respective representative capacities as such directors, and not otherwise. At the time of said indorsement certain other directors signed their names upon the back of said note without any designation as directors, and the request was made of these appellants that they do likewise, but that they each refused to sign other than as a director of the company, and each of said appellants denies the execution of said indorsement of the note except as such director. Each of these answers were verified.
Appellee Jordan replied in general denial to each of the answers. The cause was submitted to the court for trial and there was a general finding for appellee Jordan against appellants and appellee Johnson, and that appellee Jordan was entitled to recover against such appellants and appellee $ 3,550 and costs, that being the amount due on the original note for which the $ 5,000 note was given as collateral. There was a judgment upon this finding.
Appellants Flick and Allen each filed a motion for a new trial, which was overruled. The only persons concerned in this appeal are appellants Flick and Allen, who will hereinafter be mentioned as appellants, and the only appellee interested in this appeal is Jordan, who is hereinafter mentioned as appellee.
The errors assigned are the court's action in overruling the respective demurrers of appellants, and the court's action in overruling appellants' respective motions for a new trial.
It is contended by appellants that the complaint shows on its face that the indorsement upon the note sued on was by the Curtis Park Manufacturing Company, acting by and through its president and board of directors, and that said appellants signed only for and in behalf of said company as directors and not otherwise, while it is the contention of appellee that the word "director" after each of appellants' names is merely descriptio personae and that each of appellants is individually liable.
It is to be observed that the note for $ 3,000 was signed Curtis Park Manufacturing Company, by L. M. Parkhurst, president, and in this form of its signature it was delivered to appellee Jordon. The note so signed was the obligation of the Curtis Park Manufacturing Company. The signature thereto was sufficient to bind the company. The note for $ 5,000 was signed Curtis Park Manufacturing Company, by L. M. Parkhurst, president, which signature was sufficient to bind the company and said note was indorsed on the back by the same signature. It was a sufficient indorsement thereof and bound the company, but in addition thereto it was indorsed:
If appellants' contention is right, we can see no purpose in having the directors of the company join in the indorsement in the manner in which they did, for, if they only indorsed in a representative capacity, they added nothing whatever to the indorsement of the note, it being sufficiently indorsed to bind the company by its...
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