McClure v. Princeton Re-organized School Dist. R-5 of Mercer and Grundy Counties

• Decision Date: 02 December 1957
• Docket Number: R-5,No. 22667,RE-ORGANIZED,22667
• Parties: Leafa McCLURE, Appellant, v. PRINCETONSCHOOL DISTRICTof MERCER AND GRUNDY COUNTIES, Missouri, Respondent.
• Court: Missouri Court of Appeals

Page 726

307 S.W.2d 726

Leafa McCLURE, Appellant, v. PRINCETON RE-ORGANIZED SCHOOL DISTRICT R-5 of MERCER AND GRUNDY COUNTIES, Missouri, Respondent.

No. 22667.

Kansas City Court of Appeals, Missouri.

Dec. 2, 1957.

Herbert S. Brown, Trenton, for appellant.

J. Morgan Donelson, A. B. Walker, Princeton, for respondent.

MAUGHMER, Commissioner.

Plaintiff, a school teacher, seeks damages resulting from the failure and refusal of defendant School District to carry out the terms of a written contract under which plaintiff alleges she was employed as a school teacher for the 1955-56 school year. Defendant responded to plaintiff's petition by filing a motion to dismiss for failure to state a cause of action. The trial court sustained defendant's motion, entered judgment dismissing the petition, and plaintiff appealed. We, therefore, must determine if plaintiff's petition did allege sufficient facts to constitute a cause of action against defendant. In deciding that question it is basic that all factual allegations properly pleaded are assumed to be true. This, in turn, requires that the petition be examined in some detail.

Plaintiff's petition alleges (1) that plaintiff was duly employed and acted as a school teacher for Nigh School District No. 85 of Mercer County, Missouri, for the school year 1954-55; (2) that on February 11, 1955, the Nigh School District Board of Directors employed plaintiff as teacher for said school for the school year 1955-56 at a salary of $300 per month for an eight month term as evidenced by a written contract (Ex. B) attached to the petition. It is not disputed that this contract, insofar as form and contents are concerned, was a valid agreement and met all statutory requirements as to its composition; (3) 'that after February 11, 1955 * * * and prior to September, 1955, Nigh School District No. 85 of Mercer County, Missouri, was merged into the Princeton Consolidated School District C-2, which, on or about December, 1955, merged with other school districts and reorganized under the name of Princeton Re-organized School District R-5 of Mercer and Grundy Counties, Missouri'; (4) that defendant failed and refused to carry out the contract to plaintiff's damage in the sum of $2400.

Plaintiff asserts that a corporation or a consolidated school district absorbing another district succeeds to both its assets and liabilities. In Abler v. School District of St. Joseph, 141 Mo.App. 189, 124 S.W. 564, 566, this court applied such rule to a school district with these words: 'The question has been decided by the Supreme Court in Thompson v. Abbott, 61 Mo. 176. It is there held that where one corporation goes entirely out of existence by being annexed to or merged in another, if no arrangements are made respecting the property and liabilities of the corporation that ceases to exist, the subsisting corporation will be entitled to all the property, and answerable for all the liabilities'. To the same effect is this quotation from the Supreme Court of Missouri in State ex rel. Consolidated School District No. 8 of Pemiscot County v. Smith, 343 Mo. 288, 121 S.W.2d 160, 162: 'It has also been held to be the general rule in this state that in the absence of constitutional or statutory provisions to the contrary where one corporation goes entirely out of existence by being annexed to or merged in another corporation, then the subsisting corporation will be entitled to all the property and will be answerable for all the liabilities. When the benefits are taken, then the burdens are assumed. This general rule was applied to school districts in the case of Thompson v. Abbott, 61 Mo. 176, which case was cited with approval in Town of Mt. Pleasant v. Beckwith, 100 U.S. 514, 25 L.Ed 699'. In Boswell v. Consolidated School Dist. No. 8, Mo.App., 10 S.W.2d 665, it was squarely held that where a school teacher had a binding contract with a school district, a consolidated district, absorbing such district, was bound to carry out the contract. See, also, Section 165.290, V.A.M.S. We accept the conclusion announced by these authorities and hold it applicable to this case.

The real and vital issue on this appeal revolves around whether or not plaintiff's written contract made February 11, 1955, was beyond the authority of the Nigh District Board and, therefore, void. Plaintiff says that the Nigh District Board at the time had full authority to make such a contract. Defendant contends that: (1) a school teacher cannot be lawfully employed or re-employed until after the annual school meeting which is held on the first Tuesday in April of each year, and (2) plaintiff does not claim 'that she was not properly notified as provided in Section 163.090 by Princeton Consolidated School District C-2 (this defendant) of a termination of her old contract', and that this 'leaves her in a position of attempting to recover in the face of the prohibitory provisions of Section 163.080 RSMo 1949 [V.A.M.S.]'.

Since our decision involves in a high degree, interpretation of two statutes on the subject 'Conduct of Schools', we set out the pertinent provisions of those statutes. Section 163.080, V.A.M.S. provides in part: 'The board shall have power, at a regular or special meeting called after the annual school meeting, to contract with and employ legally qualified teachers for and in the name of the district'. Section 165.200, V.A.M.S. fixes the date of the annual school meeting as the first Tuesday in April of each year. From Section 163.090, V.A.M.S. we also quote in part: 'Except as may be otherwise provided by law, the provisions of section 163.080 relative to the time and manner of employing teachers shall apply only to their original employment; and their re-employment shall be subject to the regulations herein set forth. It shall be the duty of each and every board having one or more teachers under contract to notify each and every such teacher in writing concerning his or her re-employment or lack thereof on or before the fifteenth day of April of the year in which the contract then in force expires. Failure on the part of a board to give such notice shall constitute re-employment on the same terms as those provided in the contract of the current fiscal year; * * * When the board of directors of any school...