Gashwiler v. Willis

33 Cal. 11 (1867)

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Nature of the Case

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Facts

Rawhide Ranch Gold and Silver Mining Company is a corporation. In 1865, a special meeting of the stockholders was held, wherein a resolution was unanimously adopted authorizing Turner (D), Willis (D) and Hodges (D), Trustees of said corporation, to sell to Barney the mine, mill, buildings, mining implements, and appurtenances. Pursuant to the resolution, and without any other authority a conveyance was executed by Ds. At trial, after proving the adoption of the resolution, Gashwiler (P) offered said deed in evidence, and Ds objected. Ds claimed it did not appear to be the act or deed of the corporation; that it had not the signature of the corporation, and that it was not sealed with the corporate seal but with the individual seals of the Trustees. The court excluded the deed.