Golden State Realty Co. v. Goldwater

California Court of Appeal Nov 23, 1923 No. Civ. No. 4419.Published

Before: Shenk

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Holding. The court held that the trial court's finding that the transaction was a loan is conclusive because it was based on substantial, albeit conflicting, evidence. Furthermore, the court held that an alleged breach of a separate contract to which the plaintiff was not a party does not constitute a valid defense to the plaintiff's action to recover the loan.

Issues

Whether the trial court's finding that the transaction was a loan is supported by substantial evidence.
Whether a breach of a contract to which the plaintiff is not a party can serve as a defense to an action for the recovery of a loan.

Disposition. affirmed

Quotations verified verbatim against the opinion

“The trial court found that the transaction was a loan as alleged in the complaint. The conflict in the evidence was substantial and a finding on such a state of the record is conclusive and may not be disturbed on appeal.”

“In no event could such a breach constitute a defense to this action on the part of the plaintiff, a stranger to the contract, to recover from the defendant money to which it claimed to be entitled under the circumstances here shown.”

SHENK, J.,

pro tem.

This is an action to recover the sum of $2,026.50 alleged to have been loaned by the plaintiff to the defendant. Plaintiff obtained judgment for the full amount and defendant has appealed.

[504]

Under date of March 1, 1916, the defendant became obligated to purchase certain shares of stock. The offer and acceptance constituting the agreement are as follows:

“Los Angeles, Cal., March 1, 1916. “To Mr. S. W. Goldwater:

“Dear Sir: We hereby agree to sell and deliver to you stocks of the Golden State Realty Co., California Agricultural and Farm Lands Ass’n., and Anaheim Land Syndicate, in amounts hereinafter set opposite our respective names, upon payment to us of the several amounts set opposite said names, to-wit:

G-. S. E. Co. A. L. Synd. C. A. & P. Ass’n. Amounts

Sol Davis ........33,825 7,588 23,271 $3,700.01

Alfred W. Allen. .11,702 1,795 8,045 1,479.00

Leon Kornfeld ... 4,473 105 3,069 547.50

50,000 9,488 34,385 $5,726.51

“Said stock is to be sold with the understanding that we will, with said moneys, immediately pay to the Golden State Realty Company all indebtedness owing by us to said company as shown by its books of account; and further that when said moneys are so paid in by us same shall be disbursed forthwith toward discharging outstanding obligations of said Golden State Realty Company.

“If this proposal meets with your approval kindly sign acceptance hereon and the same shall constitute our agreement.

“Tours very truly,

“Sol Davis, “Alfred W. Allen, “Leon Kornfeld.” “Above proposal accepted this 1st day of March, 1916.

“S. W. Goldwater.”

Pursuant to the foregoing agreement the defendant, by checks dated March 6, 1919, paid to Sol. Davis, Alfred W. Allen and Leon Kornfeld the several amounts to which they were entitled. These checks were forthwith indorsed by the payees and deposited in the bank to the credit of the Golden State Realty Company; and the defendant received certificates for the stock specified in the agreement showing the same to stand in his name on the books of the several corporations. On March 7, 1916, the plaintiff issued its corporate check for $2,026.50, payable to the defendant, and

Golden State Realty Co. v. Goldwater

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SHENK, J.,

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