Haney Sch.-furniture Co v. Hightower Baptist Inst.

• Decision Date: 25 April 1901
• Citation: 38 S.E. 761,113 Ga. 289
• Parties: HANEY SCHOOL-FURNITURE CO. v. HIGHTOWER BAPTIST INSTITUTE.
• Court: Georgia Supreme Court

38 S.E. 761

113 Ga. 289

HANEY SCHOOL-FURNITURE CO.

v.HIGHTOWER BAPTIST INSTITUTE.

Supreme Court of Georgia.

April 25, 1901.

PLEADING—AMENDMENT—UNAUTHORIZED ACT OF AGENT—RATIFICATION.

1. There was no error in refusing to allow an amendment to the petition, which was offered merely for the purpose of rendering certain of the two panels of jurors disqualified. If such jurors were not impartial, a method is prescribed by law by which they may be set aside. The amendment offered had no relevancy to the cause of action set out in the original petition.

2. When a principal, after knowledge that an agent, without authority, has purchased for him certain property, retains possession and uses the same for a considerable period of time, and obtains the benefit thereof, such acts constitute a ratification of the unauthorized act of the agent, and render the principal liable for the payment of the purchase money.

(Syllabus by the Court.)

Error from superior court, Forsyth county; George F. Gober, Judge.

Action by the Haney School-Furniture Company, for use of the Old National Bank, against the Hightower Baptist Institute. Judgment for defendant, and plaintiff brings error. Reversed.

H. L. Patterson, for plaintiff In error.

H. P. Bell, for defendant in error.

LITTLE, J. The Haney School-Furniture Company instituted an action against High-tower Baptist Institute on an open account for 30 school desks, 1 reading chart, and a lot of blackboards. It was admitted that the defendant was a corporation created for the purpose of promoting education by carrying on a school, and that its business was managed by a board of trustees; but it was denied that defendant was indebted to plaintiff in any sum. It appears from the evidence that the articles included in the bill of particulars were purchased from the plaintiff by one Booth, a former principal of defendant's school located in Cumming. Defendant averred that it had reasonably furnished its schoolroom with desks, and never authorized Booth to make the purchase; that Booth was dependent on the patronage of the school for his salary, and that it believes that Booth bought the articles on his own account; that when it ascertained that the claim was rendered against it, it refused payment, and notified plaintiff's attorney that the articles were in the school house, where Booth had placed them; that defendant had no claim on the property which was subject to the order of the plaintiff. We gather from the record that the defendant was incorporated to carry on a denominational school under the patronage of certain Baptist churches which were united under the name of the Hightower Baptist Association Much evidence was introduced, and from the brief in the record the following undisputed facts appear in connection with the transaction on which the suit is based: At the annual session of the association held in Milton county on August 5, 1897, the chairman and secretary of the board of trustees of defendant corporation reported to the association that the trustees had elected Rev. A. E. Booth as president of the school, and called attention to some of the difficulties in the way of the success of the school; among them, lack of equipment, —a part of said report being in the following language: "For the 110 pupils in attendance there are less than one dozen good desks in the building: * * * that there were little or no equipments in the way of tools to work with, — that is, blackboards, maps, and charts; also that they possessed property worth from $2,500 to $4,000; that they had only an indebtedness of $50; that the insurance on the building was being carried on by individuals; and that the property was depreciating in value;" and asked the association, among other things, to make the necessary repairs, secure the payment of the insurance, equip the buildings, etc. Also "at the association collections and subscriptions were taken for the Hightower Baptist Institute amounting to $147.50, and delegates from all the churches agreed to take subscriptions to make the needed repairs and furnish the proper equipments. From the minutes of the meeting of the board of trustees of the Hightower Baptist Institute held September 15, 1897, it appears that action was taken by the board in relation to the purchase of the desks, blackboards, etc., as follows: "On motion, authorized and empowered Prof. A. E. Booth to purchase as many desks, blackboards, charts, etc., as the means on hand will justify, but no further." To make out its claim, plaintiff introduced the depositions of Booth, who testified that the defendant got the goods charged; that they were ordered through him, and that the trustees instructed him to order the goods at a meeting in September, 1897; that on the report by the trustees of the institute to the association a subscription was taken in open session during the association to secure the money for the purpose of making the necessary repairs, purchasing desks, blackboards, etc., which were badly needed, and that these subscriptions amounted to about $150, some of which were never paid; that soon after the meeting of the association the purchase of the desks and other articles contained In the invoicewas considered by the board of trustees, and he, as president of the school, was authorized to purchase them. Out of the amount subscribed the freight and expenses of setting up the desks, etc., in the school building had been paid. A considerable amount of the subscriptions had never been paid in. The price charged for the articles was reasonable, and the bill unpaid. He was operating the school for what he could make out of it, and he did not purchase the goods for his own account, but in consequence of the action of the board of trustees, etc. On the part of the defendant several members of the board of trustees were witnesses, and testified, in effect, that the only authority which Booth had to purchase desks and other equipment was the action of the board of trustees above referred to; that Booth had no authority to buy these goods on time, or to incur a debt against the institute or its trustees. Booth took the school for what he could make out of it, and the building was turned over to him just as it was then equipped. The board of trustees knew that the desks were purchased and put in the building, but thought they were paid for. As soon as they ascertained that they were not paid for, they held a meeting, repudiated the purchase, and disclaimed all title to or interest in the property so purchased, and notified the attorney for the plaintiff that the desks and other equipment were in the school house at his disposal, and subject to his order. They thought the property belonged to the school until the trustees found out it had not been paid for. * Some of the trustees who were witnesses in the case further testified that the desks, blackboards, etc., were still in the school house, and at the time of the trial were being used in carrying on the school by Prof. Callaway, who, by the action of the board of trustees, had succeeded Booth as president, and took the school just as Booth had it, for what it would pay; that the trustees turned the building over to Callaway just as Booth had left it, and that these desks and other equipment purchased were being used by the school. One of the trustees, —Mr. Foster, —after testifying that Booth had no authority whatever to buy on a credit, and bind the institute or board of trustees, or to make any debt against them, also testified: That the trustees were under no obligation to buy any furniture or other supplies for the school. Booth was to run the school at his own expense. Booth's financial condition at that time was not good. That the first time he had notice that these desks were not paid for, and that there was a claim against the institute, was when the attorney for the plaintiff submitted the same about two or three months before the meeting of the board which repudiated the purchase of the desks, etc., as their property. That a special meeting of the board was afterwards called, and a resolution ignoring any claim to the desks, and informing the com pany, through Its attorney, that the board...