Imperial Gypsum & Oil Corp. v. Chaplin

ALLYN, J., pro tem.

In February, 1929, the defendant Chaplin executed and delivered to the defendant AbramsonBode Corporation four promissory notes, totaling $50,000, to be used by it in the formation of a merger or syndicate of this corporation and the Universal Silicate Stucco Corporation of Hollywood, the new concern to be known as the Universal Silicate Stucco & Lime Products Corporation. There is a conflict in the testimony as to whether these notes were merely to be held as assets for the purpose of showing a good financial statement, to be released through ordinary business channels or applied in the purchase of stock of the newly formed cor

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poration. In March of that year the payee transferred one of these notes, the subject of this action, to the Imperial Gypsum & Oil Corporation, the plaintiff herein. This note was defaulted and in answer to a complaint thereon it was set up in defense that the note was procured by false and fraudulent representations, that there was a lack and failure of consideration thereof, and that the plaintiff was not a

bona fide

purchaser for value. The trial court found for the defendant Chaplin on all issues.

On this appeal it is submitted that plaintiff is a

bona fide

purchaser of the note in due course and for value; that the defendant Chaplin is estopped from claiming its invalidity; and that certain material findings of the trial court are unsupported by the evidence. These specifications of error can all be disposed of by the decision as to the sufficiency of the evidence on three points: First, was the note secured by false representation or was there a lack or failure of consideration; second, was the plaintiff a

bona fide

purchaser ; third, was defendant Chaplin estopped from denying the invalidity of the note.

It is too well established to require citation .of authority that the judgment of a trial court on questions of fact will not be disturbed on appeal where there is sufficient evidence to raise a conflict. If, therefore, there is evidence in the record, even though slight, to sustain defendant Chaplin’s contentions at the trial this court cannot set aside the conclusion of the trial judge who heard the evidence and whose duty it was to find the facts.