Citizens National Trust & Savings Bank v. Arrowhead Springs Beverage Co.

Annie W. Stimson having been declared incompetent, pending this appeal, the guardian of her estate has been substituted in her stead. For the sake of clarity, she will continue to be called the respondent.

Respondent recovered judgment for the return of her paid subscription for appellant’s stock upon the theory that the subscription agreement was void because it included the sale of 700 shares of common stock, which, under the permit of the corporation commissioner, was not to be sold but was to be issued in escrow for the promoter of appellant, as well as 3,040 shares of preferred stock, which such permit authorized appellant to sell. Appellant disputes the evidence’s support of the finding that the sale included such common stock in addition to such preferred stock. Respondent signed a subscription agreement in the following form: “I hereby subscribe for and agree to purchase 3040 shares of . . . Preferred stock of” appellant “and agree to pay therefor $10.00 per share ... in cash with this subscription ...” At the same time, appellant’s agent signed and delivered a writing, prepared by himself and reading as follows: “Received of Annie W. Stimson . . . check for the sum of…