The Nonpartisan Leader Newspaper, May 18, 1916, Page 2

s * Nonpartisan League Members Are Not in Any “Predicament” By Oscar J. Seiler, prominent Jamestown attorney) Editor of the Nonpartisan Leader, Fargo, N. D. ' Dear Sir:— : ~From an examination of your membership agreement it is my opinion that the Farmers Nonpartisan Political League is not a partnership, and is not governed or ‘controlled by the laws relating to partnership, but on the contrary is what is known as an associ- ation, much the same as many other voluntary associations of indi- viduals working not for gain or personal profit, but for the better- ‘ment and uplift—such for instanee as the Bar association, the Med- ical association, the Progressive Republican league, the. women’s clubs of various names and purposes, and that it comes under and is governed by the general laws applicable to such associations. - To secure the enactment of certain legislation your members pledge themselves to aid and support the work of the organization by paying $9.00 membership fee, this sum te include the cost’ of organization and subscription te certain publications. This is a limited liability. Any person dealing with the or- ganization or with its officers knows or can easily aseertain the liability of each member by an inspection of the documents signed by such member, the same as could be done in dealing with one claiming to represent another in the capacity as agent, and can then govern his actions accordingly. That is, he can grant eredit to the fisso}cliation, knowing the limited liability of the members, or not as e chooses. ¥ Of course a member can by contracting such liability, or by %gsfen‘t)nll% to or ratifying any such contract, thereby subject himself iability. “An association, notiengafid in business enterprises and the ob- jects of which do not contemplate profit or loss is not a partnership, and the liability of its members for debts contracted in behalf of the association is governed, not by principles of partnership, but those of agency. Membership, as such, imposes na personal liability for the association; but to charge a member therewith it must be shown that he has actually or eonstructively assented to or ratified the contract upon which the liability is predicated.” .'5 C J 1363 and cases cited. There is a difference between .an fncorporated association or-. ganized for business or prefit, and one the objects of which do not contemplate earnings or profit to the members. In the former case the courts have universally held that the members are liable for the debts of the association. Where they join such a business associ- ation for gain and in an effort to make a profit the association in- curs liabilities, it seems perfectly right just and proper that the members should be held liable for such debts, and such is the law. But in the case of a non-commercial association such as this’ league, the objects of which do not contemplate profit or loss, and which pays, holds out or. offers no dividend or direct profit, the courts have held that membership,-as such, imposes: no personal liability for the debts. This has been the holding of the highest courts in Arkansas, Iowa, Maine, Massachusetts, Minnesota, Mis- souri, New York, Pennsylvania and Texas. = - > In my opinion the members of the Farmers Nonpartisan Po- litical League are not liable for any-debts incurred, unless they shall specially assent thereto or ratify same. - ; Respectfully, g e OSCAR J. SEILER, * Attorney at Law, = e A False Scare D\eirised’by the Agents / of Big Business (Opinion of Former Congressman James Mahahan, noted for his able defense of the Equity Exchange in suits brought by Big Business) Mr. A. C. Townley, A e President of Farmers Nonpartisan League, Fargo, N. D. Dear Sir: Wl SE e A S I have carefully examined the membership blank which the members of the Nonpartisan E€ague signed when they joined the organization. Have also carefully examined the purpose and work- ings of the organization and have made a careful examination of . your laws in regard to such organizations, -and. I find that the League is not a partnership and that no member is lable for any debts contracted by the organization or its officers, beyond the $9.00 membership fee. i s The Farmers Nonpartisan League is in the same class as the : Republican party, Progressive Republican party, Democratic i)a.rty . or the Socialist party. It is a political group of men who have a defi- nite and political purpose, which is to rid the state of politicians who serve Big Business. : & o) I note that on May 4th and subsequent issues, the Courier- News makes the assertion that the- members of the Nonpartisan - League are liable for all of the debts of the organization and its- 1 am well aware, and so, undoubtedly, are all of the farm- ers in: the state of Noxth Dakota, that this is Big Business speak- ing through its organs, and it gives me pleasure to note that the officers. farmers of your state do not take these assertions seriously. ‘The farmers in your state are familiar with the methods of Big Busi- ness. They got acquainted with these methods when the political Is the League a_fsz_illt.tnéréhip’,’? Some Oplnlons of Leay Lawyers Who Are Not Ashamed to Sign Their Names Leading ‘ machinery of the state was used in an endeavor to crush the Farm« ers’ Co-operative Equity Exchange. i I am satisfied that no competent or reputable attorney will al- low his name to be used in connection with the assertions made in the Courier-News. ;s ; : Yours very truly » ST JAMES MANAHAN. St. Paul, May 13, 1916. - . : ; Individual Members Are Not Liable for Debts of Organization (Extracts of Opinien of John Knauf, well known attorney of Jamestown) ; 3 In several recent numbers of the Courier-News there are long editorials well calculated to deceive and to throw a scare into mems- bers of the Nonpartisan League. - B : = It is argued that the League is a partnership which may con- tract large debts, and that each member may be held responsible for its debts. That is misrepresentation. The League is merely a politieal party or body of people, the same as the Republican party or the Democratic party. : It is not a partnership and it is not a corporation. It can owe no debts, binding on 3 member, except the debts ineurred or ratified by the member sought to be held liable. " % “A partnership is the association of two or more persons for the - purpose of carrying on business er and dividing the profits be- tween them.” Compiled Laws, Section 6386. “A partnership can be formed only by the consent of all the par- ties thereto, and therefore no mew partner can be admitted into the partnership: without the consent of every existing member thereof.” Compiled ‘Laws, Secfion 6388. “A partnership is dissolved as to all partners by the express will . of any partner, by the death of any partner, by the transfer to a per- son not a partner of the interest of any in the partnership property.” Compiled Laws, Section 6415. - Henee, if the Leagu_é were a partnership, it could be’x;mmfl-i‘ : ately dissolved by the express will, or by the death of members. - 23 A it % But, says the Courieit-News editer, “The members of th ganization are financially responsible. The members of the Danbury ; Hatters’ union are at this time in sore distress because of judg- ments obtained against them as members of the union. Their . homes and their little property are being taken by the sheriff to pay - a debt decided by the courts to belong to them, though individually, they did not incurit.” = = ° A . “The trouble with the Courier-News writer is; his failure tp apply. the facts involved in the Danbury Hatters’ case with the facts and law governing the League matters, and, too, the judg- ment against the several members of the Hatters’ union was given against them as wrongdoers, as trespassers and not as partners. . It was given under this rule of law: . ; 4 ; “Every person is bound without a contract to abstain from injuring the person or the property of another, and - from5iél4vzading on any of his rights.” Compiled Laws, Sec- tion 5 ; - From the above; it is-clear that the members of the Hatters union were not held hable for any debts of the union. The Courier- News seems misleading in its premises. following: . , : § - “Therefore, we the undersigned, to secure the enact- : - ment of such legislation, each pledge ourselves to aid and support the work of organization by paying $9.00 member- ~ ship fee. This sum to include cost of organization, sub- scription to Pearson’s Magazine and the Nonpartisan Lead- er (official paper of the Farmers Nonpartisan Political _ League, and membership in the League to December 1, This it would seem that your League members become iiable » for the sum of $9.00 membership fee. This limitation would seem fix the extent of the liability of each of the members of your League. Now, to make a member liable for more than $9.00, it would be “mecessary to show that the member sought to be held, was a party to the contract, act or transaction in question or that he consented ““to or ratifiedit. = . G o JOHN KNAUF,. - ~ Aftorney at Law, Jamestown. N.D. s S $ BERESTO THEBRIGHTERDAY 3 & Editor Nonpartisan Leader: I am sending you a little ¢ e verse which I think is very fitting with present day conditions. e o It came to my mind yesterday while at work.- - -~ e ‘e ' The gophers eat the farmers’ wheat; - - S . . 'The bees they get his honey; : ne e _ The loan sharks haunt him in his sleep, . e . And the grafters get his money. = - e ¢ T am move than pleased with the Leader and the work it 8 . ¢ is doing. Keepgup the good fight and I think it will:not be ‘e o long before things will be a lot brighter for the farmer. * FRED LAANGTON:. © = o0 o i ol e i o .....’....".O‘..“OOOOOO'OOQO0.0QQ.”' League members sign the, 000000000606000000000000000600000600000000000000000000 b i e