Heffner v. Brownell

• Decision Date: 02 March 1887
• Parties: HEFFNER v. BROWNELL.
• Court: Iowa Supreme Court

70 Iowa 591

31 N.W. 947

HEFFNER

v.BROWNELL.

Supreme Court of Iowa.

March 2, 1887.

Appeal from district court, Buchanan county.

The petition states that the defendant, together with others, executed and delivered to the plaintiff their promissory note, in words and figures, to-wit:

+-----------------------------------------+
                ¦“$200.¦INDEPENDENCE, IOWA, July 10, 1884.¦
                +-----------------------------------------+
                

One year after date, value received, we promise to pay Daniel Heffner, or bearer, two hundred dollars, with interest at eight per cent. from date until paid. Payable at Independence, Iowa, with reasonable attorney's fees, if sued. If interest is not paid when due, it shall draw interest at eight per cent.

INDEPENDENCE MFG. CO.

B. I. BROWNELL, Pres.

D. B. SANFORD, Secy.”

Judgment was asked against the defendant, who demurred to the petition, which was sustained, and the plaintiff appeals.Woodward & Cook, for appellant.

Lake & Harmon, for appellee.

SEEVERS, J.

In Lacy v. Dubuque Lumber Co., 43 Iowa, 516, it was held that the face of the note showed that it had been executed by the corporation. The question in that case was whether the corporation was bound, and not whether Mr. Moore, who signed the note as president of the corporation, and for it, was bound. In the case at bar it may be conceded that the Independence Manufacturing Company is bound, and still the question remains whether the defendant is not also. The note purports on its face to be the note of all the persons, including the corporation, who executed it. There is nothing on the face of the note which indicates that the defendant signed it as president of the manufacturing company, and for it. Whether parol evidence can be introduced to show that he did, we are not called on at this time to determine. But see Wing v. Glick, 56 Iowa, 473, 9 N. W. Rep. 384;Rendell v. Harriman, 75 Me. 497; Bean v. Pioneer Min. Co., 6 Pac. Rep. 86; and Haile v. Peirce, 32 Md. 327.

The courts have been called on to determine who is bound on notes similar in some respects, and yet all to which our attention has been called are different from the instrument sued on. Some of these do not disclose the name of any principal except the persons who have signed the note, or claim to have done so in a representative capacity. In this case, as the note purports to bind both the corporation and the defendant, and there is nothing to indicate that the defendant was president of the corporation, or...