Norton v. Bull

• Decision Date: 31 October 1868
• Citation: 43 Mo. 113
• Parties: GEORGE W. NORTON, Appellant, v. JOHN C. BULL, Respondent.
• Court: Missouri Supreme Court

43 Mo. 113

GEORGE W. NORTON, Appellant,

v.JOHN C. BULL, Respondent.

Supreme Court of Missouri.

October Term, 1868.

Appeal from St. Louis Circuit Court.

Beal, for appellant.

Cline, Jamison & Day, for respondent.

BAKER, Judge, delivered the opinion of the court.

This is a suit to enforce the collection of two bills of exchange drawn by John C. Bull & Co., a firm of which the defendant was a member, on Dix and Ranlett, at New Orleans, in favor of J. L. Blane. These drafts, and two others of like amount, were drawn, accepted, and indorsed, for the accommodation of the drawers, and were delivered to the Southern Bank of Kentucky in payment of $5,000 then due from them to the bank. The defendant claims that he paid all of the drafts by conveying three lots in the city of St. Louis to J. B. Alexander, in trust for the bank; that he had full authority to receive payment in that kind of property, and did receive the lots in full satisfaction of the drafts. The lots were, on the 30th day of July, 1860, conveyed to Alexander, who, on the same day, executed to Ranlett, one of the acceptors, an obligation in writing binding himself to convey the lots to said Ranlett on the payment of the four drafts at maturity. Two of them have since been paid by him. Those sued on were not paid by him, and were duly protested for non-payment. They were indorsed by the bank to the plaintiff after maturity. Alexander conveyed the lots to the plaintiff after he became the owner of the drafts, and he instituted a suit against Ranlett, in the Circuit Court of St. Louis county, to foreclose his right to redeem them, and obtained a judgment upon which they were sold for the sum of $2,675, which was applied in payment of the drafts sued on in this case. It is clear, from the testimony, that Alexander took the lots in payment of all the drafts, so far as Bull was concerned, and that the latter was discharged from all liability thereon. If Alexander had authority to act in the premises, or if his acts were afterward ratified, they are binding on the plaintiff. As Dix and Ranlett were primarily liable on the drafts, they had a direct interest in having some arrangements made with Bull & Co., who were then in failing circumstances, and it was probably understood between them and Alexander that their liability should continue.

The appellant, who was the plaintiff in the court below, insists that the court erred in permitting evidence to go to the jury of the acts and declarations of Alexander in the premises, for the reason that there was no proof that he was authorized to take the lots in payment of the drafts. It is urged that, as he assumed to act as an attorney of the bank, his authority must be in writing and be produced, and that a corporation can only act through agents appointed by its board of directors, by a resolution or bylaw. Whether the authority of an attorney in fact should be in writing or not, or whether an agent for a corporation can be appointed only by the board of directors, it is not necessary now to determine. The existence of such authority may be inferred from the acts and conduct of the parties. The question is not how the appointment was made or the authority given, but, are the circumstances such as to warrant the jury in finding that Alexander had proper authority to do what he did. The appointment of agents and attorneys by corporations, and the extent of their authority, may be established by circumstances. (14 Johns. 118; 4 Cowen, 645; 21 Wend. 296.) We think there was...