Merrill v. Hurley

Citations

• 6 S.D. 592
• 62 N.W. 958
• 1895 S.D. LEXIS 159

Syllabus

<p>1. As the business of a corporation is transacted only through its officers and authorized agents, the unconditional delivery at the principal office of a corporation of promissory notes, together with a mortgage in the form of a trust deed securing the payment thereof, to its president acting officially for the corporation named therein, as payee and beneficiary, constitutes a delivery to the corporation, and not to a third person in escrow.</p> <p>2. The negotiability of a promissory note, otherwise unobjectionable, is not affected by a provision for a specified additional rate of interest after maturity, nor is a recital therein, to the effect that such note may, at the option of the holder and by reason of the default of the maker, become due and payable at a date earlier than that fixed, sufficient to destroy its character as a negotiable instrument.</p> <p>3. In the absence of evidence to the contrary, it will be presumed that the managing president of a corporation engaged in loaning money, and in buying and selling negotiable instruments, has authority, as such, to transfer by indorsement a promissory note made payable to such corporation.</p> <p>4. In order to destroy the negotiability of a promissory note by a writing on the back of such instrument designed to transfer the title thereof, words apparently intended for that purpose must be used. Comp. Laws, § 4478.</p> <p>5. Upon the back of a negotiable interest-bearing bond made payable to a corporation, its managing president wrote the following, and signed the same in his official capacity: “Por value received, I hereby assign the within bond, together with all our interest in and all our right under the mortgage securing the same, to Mary E. Merrill, without recourse.” Held to constitute a contract of indorsement, and not to be a mere assignment of the instrument.</p> <p>6. A conveyance of real property to a third party, in trust as security for a debt which by its terms provides that the trust is to