Rogers v. Southern Fiber Co.

Citations

• 119 La. 714
• 44 So. 442
• 1907 La. LEXIS 542

Syllabus

<p>1. Corporations — Issue of Certificates of Stock — Fraudulent Issue — Liability of Corporation.</p> <p>Where an agent is known to be- acting for himself, his act cannot possibly bind his principal. If, therefore, the president and local agent of a foreign corporation, in a transaction for his own individual account, delivers bogus stock,, instead of the genuine stock of his company, the company is not liable. It makes no difference that, although knowing the officer to be untrustworthy, the company had continued him in his trust and had continued to confide to- him its blank certificates of stock and its seal, and thus had held him out to the public to be trustworthy.</p> <p>fEd. Note. — For cases in point, see Cent. Dig. vol. 12, Corporations, § 1740.]</p> <p>2. Trial — Exception of No Cause of Action-Time of Determination.</p> <p>An exception of no cause of action, which has been referred to the merits, and which has not been waived by the answer, but, on the contrary, has been duly reserved, should be passed on before passing on the merits, and regardless of what evidence may have been, with or without objection, admitted on the-merits.</p> <p>[Ed. Note.- — -For cases in point, see Cent. Dig. vol. 46, Trial, §§ 8-10.]</p> <p>3. Pleading — Issues and Peooe.</p> <p>Evidence received without objection does not have the effect of enlarging the pleadings where admissible under the pleadings.</p> <p>4. Same.</p> <p>Trial courts are again exhorted to dispose of exceptions of no cause of action before, instead of after, the merits.</p> <p>TEd. Note. — For cases in point, see Cent. Dig. vol. 46, Trial, §§ 8-10.]</p> <p>5. Corporations — Issue oe Ceetieicates oe Stock — Fraudulent Issue — Liability oe «Corporation .</p> <p>Though the president and local agent of a foreign corporation has acted in its name, in a fraudulent transaction, wherein he had received -money for subscription to the stock of the corporation, and has delivered bogus, instead of .«genuine, stock, th