Hoffman v. Rice-Stix Dry Goods Company

• Decision Date: 26 January 1914
• Citation: 163 S.W. 520,111 Ark. 205
• Parties: HOFFMAN v. RICE-STIX DRY GOODS COMPANY
• Court: Arkansas Supreme Court

163 S.W. 520

111 Ark. 205

HOFFMAN v. RICE-STIX DRY GOODS COMPANY

Supreme Court of Arkansas

January 26, 1914

Appeal from Clay Chancery Court, Western District; Chas. D Frierson, Chancellor; affirmed.

Decree affirmed.

J. L Taylor, for appellant.

1. The court erred in dismissing appellant's prayer for reformation of the notes. The evidence that the intention was to sign as president of the Hoffman Investment Company is not contradicted. Moreover, appellee treated and recognized the notes as the notes of the investment company, and the fact that it kept them in its possession fourteen months after they became due before it made demand for payment from defendant, is conclusive that it knew of the mistake and of the intention to sign as president of the company. 69 Ark 407.

2. The evidence is conclusive that the debt for which the notes were given was the debt of the Hoffman Investment Company. Appellee's allegation in the amended complaint that appellant and H. M. Hoffman were partners is not sustained by proof, and the financial statement made by H. M. Hoffman to appellee would be binding upon appellant only in case they were partners and that fact proved. 29 Ark. 512.

The notes were without consideration and are void. 7 Cyc. 701 and cases cited; 65 S.E. 1065; 29 A. 922.

3. Appellee is estopped to assert a claim as against appellant. 17 Cyc. 787, and cases cited.

Appellee, pro se.

1. There is no sufficient showing for reformation, no clear and convincing evidence of mutual mistake, nor of fraud or undue influence. 71 Ark. 614; 72 Ark. 546. And the self-serving testimony of appellants certainly would not authorize a reformation in the face of the evidence to the contrary including the notes.

2. Appellant is in no position to object to the filing by appellee of the claim with the receiver, since it did not file the claim until requested to do so by the receiver after he had consulted with appellant, and since also all that was paid to appellee by the receiver was credited on the notes.

3. There is no merit in the claim that the notes were without consideration. 7 Cyc. 701, 702; Id. 696 (III); 30 Ark. 684; 16 Pet. (U.S.) 1, 10 Law. Ed. 865; 8 How. (U.S.) 470, 12 Law. Ed. 1160.

OPINION

SMITH, J.

Appellee brought suit upon two promissory notes, each for the sum of $ 331.09, and dated February 10, 1910, and signed by H. M. Hoffman and the appellant, G. A. Hoffman, and due thirty and sixty days after date.

Appellee alleged, and offered proof tending to show, that on or about October, 1909, it sold a bill of goods to the Hoffman Investment Company, a Missouri corporation doing business at Swan Lake, Arkansas, where it operated a farm, and a commissary for the benefit of the tenants on the farm, and that appellant was president of this corporation and his son H. M. Hoffman, was secretary. That the Investment Company became insolvent and a receiver was appointed by the chancery court of Jefferson County, who took charge of its assets, and that appellee filed the account for which the notes sued on were given with said receiver, but withheld the notes, and that the receiver paid a dividend of 20 per cent on this account, and that shortly after receiving this dividend and crediting it on the notes, appellees sent the notes to their attorney at Corning for collection. And that later a second dividend of $ 36.35 was collected and credited on the notes. Appellant admits the execution of the notes, but says their execution was the result of a mistake, in this, that the account was the debt of the Investment Company, a corporation, and that after its maturity appellant as president and his son as secretary of this corporation undertook to execute the notes sued on, for and in the name of the corporation, and that it was the understanding at the...