Hamaker v. Fulton Farmers' Ass'n

Citations

• 271 Pa. 465
• 114 A. 627
• 1921 Pa. LEXIS 528

Syllabus

<p>Corporations — Treasurer—Unauthorized act of officer — 'Acceptance of benefits — Promissory notes.</p> <p>1. A corporation cannot avail itself, as a defense, of an unauthorized act of its officers, where a contract has been entered into and executed in good faith, and the corporation has received the benefit of the performance. r</p> <p>2. Where the treasurer of a corporation issues notes of the company, unauthorized by it, to his father who is also his bondsman, to make good his own shortage, and the notes are discounted, and the proceeds thereof placed to the credit of the company, the latter receives such benefit as will make it liable, unless the person who furnishes the money knew of the circumstances under which the loan was procured, and intended the transaction to be a loan for the defaulting officer rather than one for the company.</p> <p>3. In an action by the executor of the father of the treasurer, on the notes so given, evidence that in a former suit by the corporation against the bondsman to recover the treasurer’s shortage, such notes were offered in evidence as a counterclaim, but were rejected as not competent, is some evidence that the bondsman did not intend to cancel the liability of the corporation on the notes.</p>