Crowley v. Ficks

Wisconsin Supreme Court

Crowley v. Ficks

174 N.W. 456, 170 Wis. 143, 1919 Wisc. LEXIS 13

DecidedNovember 4, 1919

StatusPublished

This text of 174 N.W. 456 (Crowley v. Ficks) is published on Counsel Stack Legal Research, covering Wisconsin Supreme Court primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Crowley v. Ficks, 174 N.W. 456, 170 Wis. 143, 1919 Wisc. LEXIS 13 (Wis. 1919).

Pincite

Opinion

Winslow, C. J.

We think this judgment must be reversed. The word “indirectly” was inserted in the contract for some useful purpose, not for mere ornament. It clearly indicates that the fact was recognized that effort might be' made to evade or render nugatory the agreement by avoid[146]*146ing direct and open participation in a firm or corporation while retaining actual authority and an actual interest in the profits, and that it was proposed to prevent just that thing.

Under Mr. Ficks’s own admissions we can come to no conclusion but that he was to all intents and purposes the active manager and backbone of the woodenware business of the Madison Hardware & Specialty Company. He was a salesman, it is true, but he was evidently far more than a salesman ; he was a salesman with a large interest in and an important share in the management of the business although he was not a stockholder. We can hardly imagine a more typical instance of indirectly engaging in a business than this. Mr. Ficks upon his own testimony was, to all intents and purposes, engaged in the wholesale trade in woodenware in the city of Madison though he owned no stock in the corporation under whose name he acted. 22 Cyc.'869.

By the Court. — -Judgment reversed, and action remanded with directions to enter judgment for the plaintiff in accordance with this opinion. K

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Winslow, C. J.

We think this judgment must be reversed. The word “indirectly” was inserted in the contract for some useful purpose, not for mere ornament. It clearly indicates that the fact was recognized that effort might be' made to evade or render nugatory the agreement by avoid[146]*146ing direct and open participation in a firm or corporation while retaining actual authority and an actual interest in the profits, and that it was proposed to prevent just that thing.

Under Mr. Ficks’s own admissions we can come to no conclusion but that he was to all intents and purposes the active manager and backbone of the woodenware business of the Madison Hardware & Specialty Company. He was a salesman, it is true, but he was evidently far more than a salesman ; he was a salesman with a large interest in and an important share in the management of the business although he was not a stockholder. We can hardly imagine a more typical instance of indirectly engaging in a business than this. Mr. Ficks upon his own testimony was, to all intents and purposes, engaged in the wholesale trade in woodenware in the city of Madison though he owned no stock in the corporation under whose name he acted. 22 Cyc.'869.

By the Court. — -Judgment reversed, and action remanded with directions to enter judgment for the plaintiff in accordance with this opinion. K

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Bluebook (online)

174 N.W. 456, 170 Wis. 143, 1919 Wisc. LEXIS 13, Counsel Stack Legal Research, https://law.counselstack.com/opinion/crowley-v-ficks-wis-1919.