Bradshaw v. Apperson

Citations

• 36 Tex. 133

Syllabus

<p>1. Suit was instituted by appellant as assignee of certain promissory notes, purporting to have been executed by J. B. as agent of G. The petition was filed against C., J. B., and G. B., as partners. The partnership being put in issue by J. and G. B., the court below instructed the jury, that if they believed that defendants J. and G. B. were secret partners with A. at the time the notes sued on were executed, and that the notes sued on were signed by J. B. as agent of A., in furtherance of a fraudulent collusion of all the defendants for the purpose of covering up the liability of J. and G. B. etc., they should find the said J. and G. B. jointly and severally liable with the said A. for the amount expressed by the face of the notes. Held to be error. If J. and G. B. were secret partners of A. at the time of the execution of the notes sued on, then they were liable, regardless of the question of fraud. Held further, that under the charge of the court the jury were compelled, in case they found that J. B. signed the notes as agent of A. in furtherance of a fraud, to render a verdict against all of the defendants, for the amount expressed on the face of the notes, regardless of the question whether J. B. had authority to sign the name of A., or whether any or all of the notes were still due and unpaid.</p> <p>2. It is a well settled principle of the law of partnership, that a person who merely receives a certain percentage of the profits of a firm, in lieu of a salary, does not thereby become a partner, and liable for partnership debts. In order to make him responsible as a partner, it is necessary that he should receive a stipulated portion of the profits, as profits, and not as wages.</p>