(B) Meetings.

198 (Tex.Civ.App.) In corporation's action on note given for stock issued, where defendant set up abandonment of business by sale of the assets, he could testify that one holding general proxy was instructed to vote against the sale. Shield v. Lone Star Life Ins. Co., 202 S. W. 211.

A general proxy does not authorize the holder to vote for sale of the entire assets.-Id.

VI. OFFICERS AND AGENTS. (D) Liability for Corporate Debts and Acts.

thority to do so does not inherently exist in any officer.-Peyton v. Sturgis, 202 S. W. 205.

425(4) (Tex.Civ.App.) Where, from inception of corporate existence, secretary-treasurer was in active and exclusive management of corporation's affairs until its assets were disposed of, corporation would be estopped to deny authority of such officer to execute a chattel mortgage to secure a note representing a preexisting corporate debt.-Peyton v. Sturgis, 202 S. W. 205.

426(9) (Mo.App.) Where it appears that of ficers of a corporation were acting for the corporation in employing an agent to sell land and it was conveyed by the corporation, the corporation is liable for the agent's commission although authority of officers was not shown.Rowland v. Progressive Inv. Co., 202 S. W. 257.

335 (Tex. Civ.App.) Corporate directors are personally liable for damages sustained by reason of insolvency of corporation, when a person is induced to extend credit by false representations, either knowingly made, or which in exercise of ordinary care the directors should 432(1) (Tex.Civ.App.) Execution of morthave known were false.-Durham v. Wichita gages by president or vice president of a corMill & Elevator Co., 202 S. W. 138. poration to secure payment of corporate debts will be presumed to be a corporate act.-Peyton v. Sturgis, 202 S. W. 205.

In an action against corporate directors by plaintiff which extended credit to corporation, though insolvent, relying on false financial statements given out to mercantile agencies, recovery cannot be defeated because credit was not wholly extended in reliance upon representations.-Id.

In action against corporate directors by plaintiff which extended credit to corporation when insolvent, relying on false statements issued to mercantile agencies, defendants cannot escape liability because identical statements rendered to commercial agencies were not transmitted; it appearing that material contents were made known to plaintiff.-Id.

(D) Contracts and Indebtedness.

448(1) (Mo.App.) A corporation formed August 6th, electing a promoter president August 25th, is responsible under his contract with another promoter, member of a firm of architects to receive bids for the corporation's building, for such firm's failure to return to a bidder, upon rejection of such bid, a certified check received August 14th.-Fairbanks, Morse & Co. v. Merchants' & Consumers' Market House Ass'n, 202 S. W. 596.

(E) Torts.

491 (Tex. Civ.App.) Undertaking of furniture company, which sold porch swings, to hang swing sold customer, was not ultra vires, so that no liability could attach to company for damages from negligent hanging.-Rick Furniture Co. v. Smith, 202 S. W. 99.

360(1) (Tex.Civ.App.) Where plaintiff, haying extended credit to corporation in reliance on false financial statements made by corporation to commercial agencies, sued directors on theory that they were guilty of fraud or negligence in permitting false statements, it was unnecessary for petition to allege that either corporation or directors were subscribers to mercantile agencies, or that it was deceived.Durham v. Wichita Mill & Elevator Co., 202 519(2) (Mo.App.) In an action against a S. W. 138.

(F) Civil Actions.

corporation to recover bidder's deposit after bid was rejected held by architects who acted for a promoter afterwards made president of corporation, the admission of newspaper article concerning building to be erected, facts for which were gathered from architect, held proper.-Fairbanks, Morse & Co. v. Merchants' & Consumers' Market House Ass'n, 202 S. W. 596.

Petition of plaintiff which, having extended credit to corporation on faith of false statements made to commercial agencies, sought to recover against corporate directors, properly alleged that dividends in bankruptcy amounted only to 19 per cent. of plaintiff's claim.-Id. 361 (Tex.Civ.App.) In an action against corporate directors by plaintiff which extended credit to the corporation on faith of false state-519(3) (Mo.App.) Evidence held sufficient ments given to commercial agencies, evidence to warrant finding that a promoter, afteras to dividends paid on subsequent bankruptcy wards president of defendant company, had of the corporation was admissible.-Durham v. knowledge that architects employed by him and Wichita Mill & Elevator Co., 202 S. W. 138. later by company were getting bids and requiring guaranty deposits, to be returned if bids were rejected.-Fairbanks, Morse & Co. v. Merchants' & Consumers' Market House Ass'n, 202 S. W. 596.

VII. CORPORATE POWERS AND

LIABILITIES.

(A) Extent and Exercise of Powers in General.

378 (Tex.Civ.App.) Two corporations separately organized held not in law identical because they had common president, or in certain transactions acted one for the other.-Planters' Oil Co. v. Gresham, 202 S. W. 145.

(B) Representation of Corporation by officers and Agents.

399(8) (Tex. Civ.App.) The signing of a chattel mortgage by secretary-treasurer of a corporation is not with apparent authority, since such officer is not ordinarily the one to perform such acts.-Peyton v. Sturgis, 202 S. W. 205.

415 (Tex. Civ.App.) While under Vernon's Sayles' Ann. Civ. St. 1914, arts. 1159, 1162, a corporation may mortgage its property to secure payment of its debts when solvent, au

Evidence held not only sufficient to sustain the charge of petition that architects' firm who failed to return certified check on rejection of bid were agents of defendant company, but that one of the firm participated as promoter of the company.-Id.

X. CONSOLIDATION.

582 (Ark.) Where two companies consolidated, it was competent for each of them to contract with the other that it should give an indemnity bond with different conditions.Nashville Lumber Co. v. Grayson-McLeod Lumber Company, 202 S. W. 694.

Where two corporations merge, there is no legal objection to exaction of indemnity bond from one corporation without any such exaction being made from other.-Id.

Indemnity bond given by lumber company which consolidated with other held to cover

Where lumber companies consolidated and exchanged indemnity bonds, costs incurred by consolidated company in successfully defending suits against one of companies to recover timber lands were not chargeable against latter company's bond.-Id.

Where lumber companies consolidated, and exchanged indemnity bonds, bond of one held not chargeable with sum paid in satisfaction of judgment against consolidated company in favor of a third company which had contract with obligor.-Id.

IV. SECURITY FOR PAYMENT.

144 (Tex.Civ.App.) Under Vernon's Sayles' Ann. Civ. St. 1914, art. 2051, the justice court final judgment must expressly recite the liability of the sureties on the bond given for costs, in order to support an execution thereon against the property of the sureties; suit on the bond being otherwise the proper remedy.-Ramsel v. Miller, 202 S. W. 1050.

a

145 (Tex. Civ.App.) The officers of a justice court may sue on a cost bond; execution not being the proper remedy, where the final judgment does not contain an adjudication against the sureties on the bond.-Ramsel v. Miller, 202 S. W. 1050.

VII. ON APPEAL OR ERROR, AND
ON NEW TRIAL OR MOTION
THEREFOR.

241 (Ky.) A party asserting a partnership in real property and only recovering compensation as agent held entitled to half the costs on appeal by both parties.-Fertig v. Fertig, 202 S. W. 313.

A lumber company consolidating with another and giving a bond for deficiency of assets held not entitled to pay judgment against it on its indemnity bond with depreciated stock of con-260(5) (Ky.) Though, under Civ. Code solidated corporation.-Id.

XII. FOREIGN CORPORATIONS.

650 (Mo.App.) Rev. St. 1909, § 3037, makes every foreign corporation which accepts provisions of statute enabling it to do business in state amenable and subject to an inspection of its books at instance of a stockholder, as provided by section 3349.-State ex rel. Smalley v. Sterns Tire & Tube Co., 202 S. W. 459.

Prac., 764, providing on affirmance of judg ment for money which has been superseded 10 per cent. damages shall be awarded, damages on affirmance will not be given except where judgment is one that might be enforced by execution, Court of Appeals has no right to withhold damages because enforcement of judgment by execution against property of defendant-appellant carrier is suspended by Federal Control of Railroads Bill.-Louisville & N. R. Co. v. Steel, 202 S. W. 878.

Under Rev. St. 1909, § 3349, where directors of foreign corporation, duly licensed to do busi- IX. IN CRIMINAL PROSECUTIONS. ness in state, passed specific resolution author-310 (Tex.Cr.App.) Salaried policeman may izing relators to make inspection of certain au- claim his fee as witness in misdemeanor case; dits, as well as books covering a certain period, Vernon's Ann. Code Cr. Proc. 1916, art. 1137b, relators were entitled to inspection of books. forbidding such fees to peace officers, applying only to felony cases in which state pays fees.Lay v. State, 202 S. W. 729.

-Id.

656 (Mo.) The word "etc." in a corporation's statement of corporate purposes held not to include the right to purchase and sell realty. -State on Inf. of Haw v. Three States Lumber Co., 202 S. W. 1083.

COTENANCY.

See Tenancy in Common.

COUNTERCLAIM.

657(3) (Mo.App.) That foreign corporation to whom city let contract for street improvement had not at time of execution of contract See Set-Off and Counterclaim. and filing of bond complied with statute authorizing it to do business in state would not invalidate contract where statute was com

COUNTERFEITING.

plied with before work was begun.-Frazier See Forgery. v. City of Rockport, 202 S. W. 266.

COUNTIES.

See Contracts, 108.

657 (3) (Tex.Civ.App.) Where defendant gave order for machinery to a third person, who without authorization transmitted it to II. GOVERNMENT AND OFFICERS. foreign corporation, and after the machine arrived defendant agreed to and did give a new (A) Organization and Powers of Governorder "on the terms stipulated in the original

ment in General.

order," there was a ratification of the inter-23 (Tex.Civ.App.) Courts cannot go into state contract which permitted recovery by the the question of the necessity for improvements foreign corporation, although it had received made by the commissioners' court, under Verno permit to do business within the state.non's Sayles' Ann. Civ. St. 1914, art. 2241.Dempster Mill Mfg. Co. v. Humphries, 202 S. Lasater v. Lopez, 202 S. W. 1039.

W. 981.

CORROBORATION.

See Criminal Law, 511; Perjury.

COSTS.

See Garnishment, 191.

I. NATURE, GROUNDS, AND EXTENT
OF RIGHT IN GENERAL.
32(3) (Ky.) A party asserting a partner-
ship in real property and only recovering com-
pensation as agent held entitled to costs in
the trial court from and including the date of
a reference as to the amount of his compen-

(D) Officers and Agents.

71 (Tex.) Acts 25th Leg. (Sp. Sess.) c. 5, approved June 16, 1897, as amended by acts 25th Leg. (Sp. Sess.) c. 15, approved June 19, 1897, fixing maximum amounts of fees to be retained by certain county officers, construed to declare in section 17, officers named in section 10, in counties having population of 15,000 or less, need not make report of fees provided in section 11, or keep statement as provided in section 16, population to be determined up to 1902 by presidential vote, thereafter by census. -Moorman v. Terrell, 202 S. W. 727.

74 (3) (Tex.Civ.App.) The order of the commissioners fixing compensation of county treasurer at a stated salary is void.-Rusk

78(1) (Ky.) Under Ky. St. §§ 1720, 1835, 'only to statutory funds classed by article 1438, and Acts 1916, c. 72, §§ 3, 9, clerk of county and not to those raised by taxation under court, by virtue of his office clerk of fiscal court, Const. art. 8, § 9.-Carroll v. Williams, 202 is not entitled to fee of 30 cents for each war- S. W. 504. rant issued against county treasurer on claims in excess of $5 allowed by fiscal court.-Nuetzel v. Barr, 202 S. W. 499.

III. PROPERTY, CONTRACTS, AND

LIABILITIES.

(B) Contracts.

Rev. St. 1911, art. 1440, empowering the commissioners' court to transfer money from one fund to another, even if applicable to money raised by taxation, would not permit it where levy was ostensibly for one purpose, but really for the transfer.-Id.

Const. art. 8, § 9, as to taxes for various purposes, held not only to control the raising 123 (Tex.Civ.App.) A surety bond to sebut the expenditure of the funds; and so not to allow transfer of those raised for one purcure the performance of a contract to build a courthouse for a county held a bond of indem-pose to another purpose.-Id. nity to the county alone, and not to give ma-196(3) (Tex.Civ.App.) If proposition on terialmen a right of action thereon in their own which county bonds were voted specified the names.-Equitable Surety Co. v. Mosher Mfg. roads to be improved, commissioners' court Co., 202 S. W. 788. could be enjoined by taxpayer from diverting funds to other roads.-Grayson County v. Harrell, 202 S. W. 160.

IV. FISCAL MANAGEMENT, PUBLIC
DEBT, SECURITIES, AND
TAXATION.

149 (Tex.Civ.App.) Const. art. 11, § 7, prohibiting incurring of debt unless a tax is provided for interest and sinking fund, is a restriction and also a limitation on county debts. -Lasater v. Lopez, 202 S. W. 1039.

A sum contracted to be paid a contractor for work on roads, to be paid for in interest-bearing warrants, is a "debt" within Const. art. 11, § 7, restricting and limiting county debts. -Id.

That the Legislature has provided means for procuring a road fund does not impliedly prohibit the commissioners' court from going into debt to build roads under Vernon's Sayles' Ann. Civ. St. 1914, art. 2241.-Id.

164 (Tex.Civ.App.) The commissioners' court of a county can, under Vernon's Sayles' Ann. Civ. St. 1914, art. 2241, subd. 8, issue interest-bearing warrants maturing annually in future years, limited only by Const. art. 11, § 7, in spite of articles 605, 610, relating to bonds.-Lasater v. Lopez, 202 S. W. 1039.

Vernon's Sayles' Ann. Civ. St. 1914, art. 2241, empowers the commissioners' court of county which has not adopted article 6966 to build a road and create an indebtedness to be paid by interest-bearing warrants in future years, although a bond issue under articles 605, 610, for such purpose has been voted down in an election.-Id.

166 (Tex.Civ.App.) Instruments reciting that they are warrants issued to contractor for labor and material, and constituting orders upon the county treasurer to pay such contractor, and intended to be warrants, are simply warrants and not "bonds" within statutes regulating issuance of bonds.-Lasater v. Lopez, 202 S. W. 1039.

That warrants for county improvements recited that the work had been done did not add anything to them, or estop the county from the defense that it had not been done, or turn the warrants into bonds within statutes regulating their issuance.-Id.

168(4) (Ark.) Acts 1917, p. 849, § 8, authorizing a county judge to pay certain amounts for forbearance of holders of county warrants in presenting the same for payment, contravenes Const. 1874, art. 16, § 1.-Gould v. Davis, 202 S. W. 37.

COURTS.

See Arbitration and Award; Clerks of Courts; Continuance; Criminal Law, 95; Elections, 275; Equity, 39; Insane Persons, 103; Judges; Justices of the Peace; Prohibition; Trial, 383, 388.

I. NATURE, EXTENT, AND EXERCISE
OF JURISDICTION IN GENERAL.

7 (Ky.) An action for death of servant is transitory, and accident occurring on government property in the state can be sued for in state courts.-Henry Bickel Co. v. Wright's Adm'x, 202 S. W. 672.

18 (Ark.) Under Kirby's Dig. § 6060, the chancery court of one county, in an action by one party against a number of parties, affecting real estate lying in the county and in other counties, acquired jurisdiction, and could order sale only of the land within its own county.-Harris v. Smith, 202 S. W. 244.

66(1) (Ky.) Where the judge is absent from a special term, the clerk can, under Ky. St. § 971, subsec. 2, only certify the facts to 183(1) (Tex.Civ.App.) Under Rev. St. 1911, the Governor, who may appoint a special judge, arts. 606, 627-633, the purpose of an election but an attempted order adjourning the term for issuance of county bonds for roads can be to a future day was void.-Stevens v. Young, determined only from order of commissioners' 202 S. W. 481. court for election and from the notices there-74 (Ark.) In prosecution for assault with for, and commissioners' campaign statements intent to rape, adjournment of the court, at the cannot be considered.-Grayson County v. Har- request of the prosecuting attorney, to a horell, 202 S. W. 160. tel, wherein prosecuting witness was confined by illness, for the purpose of taking her testimony, against defendant's objection was error.-Mell v. State, 202 S. W. 33.

195 (Tex.) Rev. St. 1911, art. 1440, empowering the commissioners' court to transfer money from one fund to another, held to apply

(D) Rules of Decision, Adjudications, Opinions, and Records.

91(1) (Mo.App.) The appellate court must follow the last ruling opinion of the Supreme Court on the question of what constitutes interstate commerce.-Mergenthaler Linotype Co. v. Hays, 202 S. W. 300.

91 (1) (Mo.App.) Appellate court is bound to follow last decision of Supreme Court even in division, though earlier decision in banc was to contrary.-Lampe v. United Rys. Co. of St. Louis, 202 S. W. 438.

92 (Ark.) Statements in opinion, responsive to question put and treated by court as decisive, are not dicta, but authority.-State v. Bank of Commerce, 202 S. W. 834.

202(5) (Mo.App.) Creditor of decedent or other interested party cannot wait until final settlement of administration of estate is made and approved, and then appeal from all matters that have transpired during administration; appeals given by Rev. St. 1909, § 289, being seriatim, not in solido.-Keet & Rountree Dry Goods Co. v. Williams, 202 S. W. 620.

Creditor's appeal does not bring up entire probate proceedings as to decedent's estate, but only such parts as relate to particular decision appealed from.-Id.

VI. COURTS OF APPELLATE JURIS

DICTION.

(B) Courts of Particular States. 231(1) (Mo.App.) If reasonable doubt exists touching jurisdiction of Supreme Court on appeal, proper course is to transfer case to that court; it having ultimate decision in regard thereto.-Fred A. H. Garlichs Agency Co. v. Anderson, 202 S. W. 260.

95(1) (Tex.Civ.App.) In applying laws of another state authorizing recovery for mental anguish for negligence in delivery of an interstate telegraph message, held that a decision of the Supreme Court of this state, that state laws were not superseded by Congress, contrary to a decision in the other state, would be fol-231(4) (Mo.App.) Where decision of Court lowed and recovery allowed.-Western Union Telegraph Co. v. Brown, 202 S. W. 1049.

of Appeals announces rule contrary to that previously announced by another Court of Appeals, first court must transfer case to Supreme Court for final adjudication.-Donohue Southwestern Surety Ins. Co., 202 S. W. 272.

V.

231(6) (Mo.App.) Where judgment was for amount within jurisdiction of Court of Appeals, Supreme Court has no jurisdiction of appeal unless constitutional question has been raised, and Court of Appeals has none if such question was raised and kept alive.-Berry v. Majestic Milling Co., 202 S. W. 622.

231 (21) (Mo.App.) Only when validity of statute of, or authority exercised under, United States, is drawn in question, is jurisdiction of appeal' lodged in Supreme Court of Missouri by Const. art. 6, § 12.-Hawkins v. St. Louis & San Francisco Ry. Co., 202 S. W. 1060.

121(3) (Tex.Civ.App.) The district court is without jurisdiction of an action for conversion, based on seizure of property under an juries under Laws 1911, p. 136, § 1726b, pro231(23) (Mo.App.) In minor's action for ininvalid execution, for exemplary damages inhibiting employment of children under 16 in sum of $50, and for an injunction restraining mills, company in answer having challenged sale, as the amount involved is within the exconstitutionality of section clusive jurisdiction of the county court.-Ram- Const. art. 4, § 28, held, that jurisdiction of violative of sel v. Miller, 202 S. W. 1050. appeal was in Supreme Court.-Berry v. Majestic Milling Co., 202 S. W. 622.

121(5) (Tex. Civ. App.) Under Vernon's Sayles' Ann. Civ. St. 1914, art. 4977, interest, although prayed for, was not recoverable in suit for damages under contract providing for $500 liquidated damages for breach, and district court had no jurisdiction, amount in controversy being exactly $500.-Escue v. Hartley, 202

S. W. 159.

122 (Tex. Civ.App.) In suit to rescind contract for purchase of land and to recover amount paid as part of price, though undisputed evidence showed such part was only $400, petition alleging it was $500, sum sued for was within jurisdiction of district court.-Rascoe v. Myre, 202 S. W. 780.

V. COURTS OF PROBATE JURISDIC-
TION.

198 (Mo.App.) In Missouri, probate courts have no inherent powers, their powers being entirely derivative, and they exercising such powers only as are conferred by or implied in legislation.-Peck v. Fillingham's Estate, 202 S. W. 465.

as

231(25) (Mo.App.) Judgment dismissing bill in two counts, one seeking divorce and custody of children, second asking to have deed set aside and canceled, etc., held to involve title practically abandoned on trial, so that jurisdicto real estate, question of divorce having been tion of appeal was in Supreme Court.-Powell v. Powell, 202 S. W. 601.

controversy to give Supreme Court jurisdic231(49) (Mo.App.) Relative to amount in tion on appeal, form or nature of proceeding is immaterial, where right in dispute is susceptible of pecuniary valuation in excess of $7,500.-Fred A. H. Garlichs Agency Co. v. Anderson, 202 S. W. 260.

231(50) (Mo.App.) Under constitutional provision giving Supreme Court appellate jurisdiction when amount in controversy exceeds $7,500, action to enjoin insurance agent from carrying on business in violation of a contract conditioned that he should not carry on business for five years after termination of contract held to involve a right in disputé exceeding $7,500.-Fred A. H. Garlichs Agency Co. v. Anderson, 202 S. W. 260.

Though probate courts, in administering justice in proceedings over which they have jurisdiction, may apply equitable and common-247(1) (Tex.) Supreme Court has jurisdic law principles in reaching their conclusions, they have no common-law or chancery jurisdiction. Id.

202(5) (Mo.) On appeal from order of probate court, circuit court acquires jurisdiction only over matters litigated and fought out in probate court.-In re Campbell's Estate, 202

tion to grant writs of error in appeals from interlocutory orders granting injunctions under Vernon's Sayles' Ann. Civ. St. 1914, arts. 4644, 4645, 4646, such not being of that class of cases in which determination of the Court of Civil Appeals is final under article 1521 as amended 1913.-Houston Oil Co. of Texas v.

VIII. CONCURRENT AND CONFLICT- ty by reason of the statute which fixes that ING JURISDICTION, AND COMITY. place as the location of the Court of Civil Ap(A) Courts of Same State, and Transfer of peals.-Sherman v. State, 202 S. W. 93.

102(2) (Tex. Civ.App.) Action of state in forfeiting a survey which entirely conflicted with prior surveys amounts to a constructive eviction, breaching a covenant of warranty in a deed thereof.--Shannon v. Childers, 202 S. Wing which defendant's brother entered and stab

See Husband and Wife; Limitation of Actions, 368(1) (Tex.Cr.App.) In prosecution for ag

gravated assault, testimony held admissible as showing acts and declarations of persons present and participating in difficulty, on ground of 327- res gastæ.-Bennett v. State, 202 S. W. 730. (E) Best and Secondary and Demonstra

404(1) (Ky.) In a prosecution under Ky. St. § 1214, for seduction under promise of marriage, held, that exhibition of a child born to monwealth, 202 S. W. 896. prosecutrix was incompetent.-Jordan v. ComCon-404(1) (Tex.Cr.App.) In prosecution for assault to murder brother of assaulted person exhibit it to jury, indicating where it was cut was improperly permitted to take off coat and and blood which resulted from wounds he re

ceived from defendant's brother.-White v. State, 202 S. W. 737.

404(3) (Tex.Cr.App.) Where defendant in murder case set up self-defense, the knife with which the killing was done was admissible to show intent, under Vernon's Ann. Pen. Code 1916, art 1147, where not shown to be a deadly weapon per se.-Houston v. State, 202 S. W. 84. 951.404(4) (Tex.Cr.App.) It is only permissible to introduce garments worn by one who has received injuries, when the evidence serves to illustrate or solve some question in controversy. -White v. State, 202 S. W. 737.

408 (Tex.Cr.App.) In prosecution for selling intoxicating liquor in violation of statute, evidence that accused told witness, a grand juryman, he had sold beer and would plead guilty if witness would aid him in getting suspended sentence, held not inadmissible, as being 304(6) (Tex.Cr.App.) The court judicially compromise proposition.-Goss v. State, 202 S. knows that the city of Dallas is in Dallas coun- W. 956.