Robert Gair Co. v. Columbia Rice Packing Co.

Citations

• 124 La. 193
• 50 So. 8
• 1909 La. LEXIS 453

Syllabus

<p>1. .Corporations (§ 432*) — Contracts—Execution — Evidence.</p> <p>Evidence held to show that the guaranty of a corporation given by its secretary was given with the knowledge and acquiescence of the president and directors.</p> <p>2. Corporations (§ 432*) — Officers — Powers.</p> <p>The authority of a subordinate agent of a corporation may be established by proof of the usage which the corporation had permitted to grow up with the acquiescence of the board of directors charged with the duty of supervising and controlling the business.</p> <p>3. Corporations (§ 399*) — Officers — Powers.</p> <p>Persons dealing with the president of a corporation in the usual manner and within the scope of the powers which the president had been accustomed to exercise with the assent of the directors, though in ultra vires of the corporation, may assume that he had been actually invested with such powers.</p> <p>4. Corporations (§ 370*) — Powers.</p> <p>A corporation possesses only those powers which its charter confers on it either expressly or by implication.</p> <p>5. Corporations (§ 487*) — Contracts—Ultra V ires — 'Validity.</p> <p>Contracts made by a corporation beyond the scope of its express or implied powers are void.</p> <p>O. Corporations (§ 416*) — Implied Powers —Guaranteeing Contracts.</p> <p>A corporation was formed to establish, erect, and operate a rice mill, and, in connection therewith, to buy and sell real estate, live stock, and commodities that such corporations are authorized to deal in under the statute, and with authority to make contracts and possess the powers and privileges that corporations may lawfully possess. All its stockholders were stockholders in another corporation, formed to can-y on the business of packing rice, buying rice from the mill company and others. The packing company was an independent venture. It was not shown whether its stock was held exclusively by the stockholders of the mill company. The secretary of the mill company was the v