Stock Exch. Bank v. Williamson
| Decision Date | 30 July 1897 |
| Parties | STOCK EXCH. BANK v. WILLIAMSON. |
| Court | Oklahoma Supreme Court |
Syllabus by the Court.
1. The power of an agent to execute a promissory note for his principal must be expressly granted, or necessarily implied from the authority given the agent, and, in order to be implied, it must be shown to be strictly necessary to the complete exercise of the express authority, and the general authority of an agent to conduct the business of running stage lines for the carrying of passengers, mail, and express gives the agent no authority to bind the principal by a promissory note.
2. The authority of an agent to make promissory notes is not implied from the act of the principal in directing his agent "to get one hundred dollars at a bank for ninety days" on a single occasion, different from the one in which the principal is sought to be bound; nor can such authority be implied from the fact that the same principal paid a single note made by another agent, in the same business, without authority.
3. In order that a principal may be held to have ratified the acts of his agent in making promissory notes, he must have had knowledge of such acts of the agent, and assented thereto by the payment of such notes, or some other form of recognition before the making of the note or notes in controversy.
4. A principal is not bound by the unauthorized acts of his agent in making promissory notes, although the money derived from the execution of such notes may be due the agent for moneys advanced to pay the expenses of the business he was conducting for his principal, and for the agent's salary.
Appeal from district court, Logan county; before Justice Frank Dale.
Action by the Stock Exchange Bank against L. P. Williamson on two notes. Judgment for defendant. Plaintiff appeals. Affirmed.
Herod Widmer & Overstreet and Blake & Blake, for appellant.
Cotteral & Hornor, for appellee.
The Stock Exchange Bank brought this action to recover judgment upon two promissory notes,--one for the sum of $125, dated El Reno, Okl. T., May 26, 1893, due 30 days after date, with interest from date at 12 per cent. per annum; and one for $103, dated El Reno, Okl. T., November 6, 1893, due December 6th after date, with interest at 10 per cent. per annum from date. Each of these notes was signed, The defendant denied the execution of these notes, and the case proceeded to trial before a jury. After the plaintiff rested its case the defendant interposed a demurrer to the evidence, which was sustained by the court, and judgment rendered for the defendant. It is to reverse the ruling of the trial court on this demurrer to the evidence that the appeal is taken.
The evidence in the case is brief, and shows these facts: That the Stock Exchange Bank is a banking institution engaged in business in the city of El Reno; that the defendant, L. P. Williamson, has been, since 1886, engaged in the business of running mail and stage lines in the Indian and Oklahoma territories; that his stage business was styled "Western Mail & Storage Co.," though the defendant always signed his individual name to any transactions growing out of such business, and the name was never used by him except as an advertisement. In 1889, J. B. May began working for the defendant, and had his headquarters at Darlington, near El Reno. That when May was employed, one H. A. Todd had the superintendence of defendant's mail business, the defendant all the time residing at Independence, Mo. That the superintendence of this business was, at different times, under H. A. Todd and R. G. Williamson, the defendant, L. P. Williamson, making occasional trips to the territory, and also looking after the business. That May, however, in the absence of R. C. Williamson and Todd, had full charge of the business, and attended to the making of contracts for carrying mail, passengers, and express; these contracts being generally made in defendant's name, but occasionally in May's name. That May would collect moneys, do the business of carrying passengers and express, and sometimes the mail, and would attend to the payment of the expenses of the business. That the defendant kept no bank account of his business, nor authorized any to be kept, but May did keep a bank account in his own name, and deposited moneys and checked therefrom in his individual name, in the conduct of this business, and charged to Williamson personally his own salary and the other expenses of the business, and credited Williamson with the moneys received. Beginning with April 20, 1891, May negotiated numerous loans at plaintiff's bank, and signed notes therefor, the notes being signed That during the year 1892, R. G. Williamson made a note to plaintiff's bank for $304, signing it in the same manner, and placing the money to the credit of May. That the defendant subsequently sent May $300 to pay off this note. That on March 17, 1893, the defendant, who frequently wrote to May with reference to attending to business matters concerning this mail and stage business, wrote May, "You had better get one hundred dollars at bank for ninety days." May borrowed $100 of the bank, gave his note in the usual form, and subsequently paid off the note; and on the dates indicated on the notes he made the notes in controversy, and received the moneys therefor. The defendant never authorized May to execute any notes, or to sign his name or the name of the stage company thereto, and never knew until after the maturity of both the notes in question that May had executed these or any of the other notes. That May's employment by defendant ceased about the 1st day of December, 1893, and thereafter he made his report to the defendant, in itemized form, for the business of that year; but neither this nor any of May's reports showed any of these note transactions. That May had intended to pay these notes himself, as usual. That the defendant sent May the sum of $150 after the report referred to, but he retained this money, and made no payment on the notes. The notes remaining unpaid, plaintiff brought this suit.
Under these facts, are the notes the notes of the defendant? Were they executed by May as his agent, in contemplation of law? It is not claimed by plaintiff in error...
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