(273 S.W.) therein, and further that there was no car for passengers at reasonable intervals. succeeding said car within a distance of 300 Street cars were not required by the ordifeet bound over the same route throughout. nance to stop at such corners under all cir"Plaintiff states that Pogue, the driver of cumstances. We do not think that plaintiff said truck, saw a man signal said car to stop, comes within the purpose or the class of and that assuming that said car would stop to permit said man to board it, he proceeded to persons to be protected contemplated by the drive across the tracks, but that because of ordinance, or that it provides a cause of the carelessness and negligence of defendant's action as to travelers on the street. It folmotorman in charge of said car in failing to lows that plaintiff was without the purpose stop said car on signal, as required by the of or class of persons protected by the ordiaforesaid ordinance, the car struck said truck and injured plaintiff." I. Defendant, in its first assignment of error, complains of the action of the trial court in refusing to direct a verdict in its behalf. While the petition was grounded on two assignments of negligence, one assignment is not before us for consideration. The second assignment, based on the humanitarian doctrine, was seemingly abandoned by plaintiff; however, it was specifically withdrawn from the jury by an instruction defendant requested. Plaintiff bottomed his whole case on the violation of the ordinance heretofore set forth, which was pleaded as his first assignment of negligence in the petition. The violation of the ordinance then constituted plaintiff's basis of recovery. Defendant contends, as to a traveler on the street, that the violation of the ordinance does not constitute actionable negligence, because: (1) Plaintiff was not within the class of persons for whose protection the ordinance was enacted, and the injury complained of was not of the kind the ordinance was intended to guard against; (2) the ordinance relied on was a regulation solely for the benefit of street car passengers, for it imposes no duty in favor of travelers on the street; (3) to constitute actionable negligence there must be a breach of duty owing to the person injured, and it is not sufficient that defendant breached a duty owing to another person or class of persons. [1, 2] This brings us to the inquiry whether plaintiff comes within the purview of the ordinance. A violation of an ordinance or statute has often been held negligence per se, where it has imposed a duty in favor of a certain person, and where such person was one of a class intended to be benefited. But where the ordinance imposes no duty with respect to certain persons, negligence cannot arise in that regard. Plaintiff was riding in a Ford automobile as a guest cr passenger at the time of the collision. He was not standing on the southwest corner, the place the ordinance provided for boarding the oncoming north-bound street car, intending to become a passenger thereon. He was, however, using the street for travel as a highway to go to his destination. The ordinance was passed by the board of aldermen to compel street cars to take on and discharge passengers on certain corners and to provide transportation nance. In Mansfield v. Wagner Elec. Mfg. Co., 294 Mo. 235, 242 S. W. 400, loc. cit. 403, David E. Blair, J., says: "Admit that the plaintiff's injury was received in consequence of defendant's failure to install such hood with blower or suction fan; still the Legislature was not legislating to protect employés against the danger of particles flying into their eyes, but for an altogether different purpose; its object was not to regulate the duty of employers for all purposes, but only for one particular purpose, to wit, to prevent inhalation of smoke, gas and dust by those employed about such wheels." See Rittenhouse v. St. Louis-San Francisco R. Co., 299 Mo. 199, 252 S. W. 945. In Degonia v. St. Louis, I. M. & S. R. Co., 224 Mo. 564, 123 S. W. 807, the court say: * "Deceased had no right to rely upon the station or crossing signals. Crossing signals are not for employés, or for persons not crossing or intending to cross at a public crossing. This has long been the rule in this state. The failure to sound the whistle or ring the bell was therefore a thing of which the plaintiff cannot complain, because deceased was not one of the class covered by the statute." In Cornett v. Chicago, B. & Q. R. Co., 184 Mo. App. 463, 171 S. W. 15, it is said: "Negligence, as has often been said, is a breach of duty which one man owes to another and where there is no duty there can be no actionable negligence. * The failure of the engineer to whistle for the public crossing was no breach of duty towards plaintiff or his property at the private crossing on his land. is intended only for the protection of persons The statute requiring such signals to be given and property at public crossings and the failure to give such signal will not render the company liable for animals injured at other places on the track." In Di Caprio v. New York Cent. R. Co., 231 N. Y. 94, 131 N. E. 746, 16 A. L. R. 940, the court say: "Where a statutory duty is imposed upon one for the direct benefit or protection of another and the latter is damaged because this duty is not performed, a cause of action arises But no one not included in the class so directly in his favor based upon the statute. to be benefited may complain because the statute is not complied with." In Denton v. Missouri, K. & T. R. Co., 90 Kan. 51, 133 P. 558, 47 L. R. A. (N. S.) 820, Ann. Cas. 1915B, 639, the plaintiff invoked PER CURIAM. The foregoing opinion of DAVIS, C., is adopted as the opinion of the court. the protection of a statute making it a mis- the judgment be reversed and the cause redemeanor for a railroad company to block manded. a street crossing with cars for more than 10 minutes at a time. The theory upon which recovery was sought was that defendant's cars, left standing at the crossing in violation of this statute, obstructed the view of the driver of the automobile in which plaintiff was riding, thereby preventing him from seeing the locomotive which struck the automobile and injured him. The court held that a violation of the statute did not constitute actionable negligence, saying: * "In order for the violation of a statute to constitute actionable negligence, the injury complained of must be of the sort the legislation was intended to guard against. * "Negligence" is a breach of duty. Those only to whom that duty is due, and who have sustained injuries of the character its discharge was designed to prevent can maintain actions upon it.'" See, also, Burger v. Missouri Pac. Ry. Co., 112 Mo. 238, 20 S. W. 439, 34 Am. St. Rep. 379; Rohback v. Pac. R. R., 43 Mo. 187; Wasson v. McCook, 80 Mo. App. 483; Bell v. Hannibal & St. J. R. Co., 72 Mo. 50; Davidson v. St. Louis-San Francisco R. Co. (Mo. Sup.) 229 S. W. 780; Ward v. Kellogg, 164 Mo. App. 81, 148 S. W. 174; 20 R. C. L. § 7, pp. 10, 11; section 35, p. 41. We think the court erred, for the reasons above stated, in submitting plaintiff's cause of action to the jury. The judgment of the circuit court is accordingly reversed, and the cause remanded. DAUES, P. J., and BECKER and NIPPER, JJ., concur. On Rehearing. DAVIS, C. Plaintiff filed a motion for rehearing and a motion to modify the opinion, both of which are grounded on the overlook ing of a certain contention made. Inasmuch as we failed to discuss the point in our opinion, and in order to intelligently consider the motions, it becomes necessary to state the situation found in the record. The first assignment of negligence alleged violation of an ordinance which, in effect, in the petition is grounded on the negligent requires street cars to stop on corners there in provided, upon signals, etc. The second assignment of negligence is grounded on the humanitarian doctrine. At the close of plaintiff's case the defendant offered, and the court refused, an instruction requesting generally a verdict in defendant's behalf. The defendant refused to offer any evidence. Thereupon the court gave, at the request of plaintiff, an instruction conforming to the first assignment of negligence in the petition, II. Plaintiff relies upon Lackey v. Rail- based on the negligent violation of the ordiways Co., 288 Mo. 120, 231 S. W. 956, Mcnance. At the request of defendant, the Donald v. Railways Co., 211 Mo. App. 149, court gave three instructions, the first of 245 S. W. 559, and Mason v. United Rys. Co. which precluded recovery if plaintiff was neg(Mo. Sup.) 246 S. W. 318, to support his conligent. The second told the jury that the tention that his cause should have been sub-charge of negligence made by defendant must mitted to the jury under the first assignment be proven by the greater weight of the eviof negligence set forth in his petition. It is dence, and that the jury had no right to preplain that plaintiff misconceives the ruling sume negligence from the fact of injury. The in those cases. They go no further than third withdrew from the jury the assignruling that the ordinance may be introduced ment of negligence based on the humaniin evidence, or that it may be shown that a tarian doctrine. Defendant also offered two passenger was standing on the appropriate instructions, which the court refused; the corner to board the oncoming car, for the first telling the jury that it was not the duty purpose of determining, as a circumstance of the motorman to stop the car until he in the case, plaintiff's contributory negli- saw, or by the exercise of ordinary care could gence. In those cases plaintiff proceeded up have seen, that plaintiff was about to go upon actionable negligence, such as excessive on the track in front of the car. The second speed, etc. told the jury that if plaintiff did not look before going upon the track, he could not re [3] III. Inasmuch as it appears that plaintiff may have a cause of action under a proper petition, and to the end that plaintiff may have an opportunity to amend his petition, if so advised, for which position we have ample authority (Bowen v. Mo. Pac. Ry. Co., 118 Mo. 541, 24 S. W. 436; Bibb v. Grady [Mo. App.] 231 S. W. 1020; Rutledge v. Mo. Pac. Ry. Co., 123 Mo. 121, 24 S. W. 1053, 27 S. W. 327; Finnegan v. Mo. Pac. R. Co., 244 Mo. 608, 149 S. W. 612; Chandler v. Chicago & A. R. Co., 251 Mo. 592, 158 S. cover. Plaintiff, relying on Torrance v. Pryor (Mo. Sup.) 210 S. W. 430; Davison v. Hines (Mo. Sup.) 246 S. W. 295; Leahy v. Winkel (Mo. App.) 251 S. W. 483; Ramsey v. Mississippi River & B. T. Ry. (Mo. App.) 253 S. W. 1079; and other cases of like ilk, contends that, after defendant's requested peremptory instruction in the nature of a general demurrer had been overruled, defendant became estopped on appeal to say that no case was (273 S.W.) defendant requested the instructions given by the court, and inasmuch as defendant offered no withdrawal instruction asking that the first assignment of negligence in the petition be taken from the jury. [4] We held in our opinion that plaintiff failed to come within the class of persons to be protected by the ordinance, and that a violation of the ordinance did not constitute actionable negligence. Assignment of tax bill by president and secretary of corporation held ratified by corporation, where corporation never objected to authority assumed by such officers, consideration inured to its benefit and five years elapsed In Torrance v. Pryor (Mo. Sup.) 210 S. E. from time of sale, until filing of suit. 430, it is held: "The rule is that, if a petition fails to state facts sufficient to show a cause of action at all, then the matter can be raised in this court for the first time." Plaintiff submitted his cause of action on an assignment which wholly failed to state a cause of action. 6. Corporations 444-Rubber stamp signature of corporation held to have been affixed with president's consent as signature of corporation. Where rubber stamp signature of corporation was affixed to assignment of tax bill in president's presence, held it was affixed with his consent, and intended as act of corporation in matter of the assignment. The commissioner recommends that the 7. Corporations 389-Presumed to contract motion for a rehearing be overruled. PER CURIAM. The foregoing opinion of DAVIS, C., on rehearing is adopted as the opinion of the court. The motion for rehearing is accordingly overruled. within corporate powers. Corporation obtaining sewer contract and constructing sewer will be presumed to have been acting within its corporate powers. 8. Evidence 20(1) Matter of common knowledge that contractors provide funds for work, receiving tax bills in payment. It is matter of common knowledge that vide funds for carrying on work receiving tax bills in payment. DAUES, P. J., and BECKER and NIPPER, contractors doing public construction work proJJ., concur. CITY OF MAPLEWOOD ex rel. and to Use of CITIZENS' BANK OF MAPLEWOOD V. JOHNSON et al. (Nos. 18948, 18949.) (St. Louis Court of Appeals. Missouri. June 2, 1925.) 1. Corporations 444-Assignment of tax bill by contracting company held valid. Where contracting company, to whom tax bill was issued, affixed its stamped signature to indorsement of same, under which secretary in presence of company's president wrote name in ink as "F. A. Riley, Sec'y," evidence of such facts established a valid assignment, even if secretary's signature be regarded as descriptio personæ, inasmuch as rubber stamp signature, intended as such, was sufficient. 2. Signatures -Any mark intended as signature acts as such. Any mark intended as signature acts as such. 3. Assignments 34-Assignments by parol are valid, and may be inferred from conduct of parties. 9. Corporations 404 (2)—Assignment of tax bills is transaction of ordinary business of corporation within president's authority. Act of president in assigning tax bills held poration within his authority, and evidence of to be transaction of ordinary business of corsuch authority to make assignment not requisite. 10. Municipal corporations 484 (3)-Burden on defendant to show objection to presumptive force of tax bill. Where council, in ordinance, deemed sewers necessary for sanitary purposes, as provided by Rev. St. 1919, § 8305, upon introduction of tax bill in evidence burden was on defendant to show objection to its presumptive force. Appeal from Circuit Court, St. Louis County; John McElhinney, Judge. "Not to be officially published." Consolidated actions by the City of Maplewood, on the relation and to the use of the Citizens' Bank of Maplewood, a banking corConstruction Company, against Dora M. poration, assignee of the William F. Riley Judgment for defend Johnson and others. Assignments by parol are valid and may be ants, and plaintiff appeals. Reversed and reinferred from conduct of parties. 4. Municipal corporations 435(1)—Assignment of tax bill inferred from sale without written assignment. Assignment of tax bills may be inferred from purchase by and delivery to plaintiff of manded. Wilfred Jones, and Robert B. Denny, Jr., both of Clayton; for appellant. Alexander McLeod, of Maplewood, and Joseph C. McAtee, of Clayton, for respondents. For other cases see same topic and KEY-NUMBER in all Key-Numbered Digests and Indexes DAVIS, C. This appeal comprises two suits consolidated. Each is an action by an assignee on a special tax bill issued by the city of Maplewood, a city of the third class, to its contractor, for the construction and installation of sewers in a sewer district of said city. A jury being waived, the cause was tried before the court, and, upon due consideration, the court rendered judgment in favor of each defendant, the plaintiff appealing from the judgment entered. The evidence tends to show that each tax bill was one of a series of tax bills issued, a separate bill being issued on each lot, tract, or parcel of ground in the district; the bills were issued under date of December 15, 1916. A witness for plaintiff testified, in substance, that he was present during the transaction by which plaintiff acquired the tax bills by purchase, for he had charge of the tax bills for plaintiff; that he saw F. A. Riley, secretary of the Riley Construction Company, put his signature there, in the presence of himself and Wm. F. Riley. Plaintiff's evidence further tends to show that defendants were the owners of the lots within the sewer district against which the special tax bills were issued for the proportionate part of the cost of the entire district; that on December 17, 1916, two days after the date of the issue of the tax bills, the contractor, Wm. F. Riley Construction Company, delivered these tax bills, issued to it by the city of Maplewood, to plaintiff at the office of said bank. tax bills, which are preserved in the record, show they were indorsed as follows: The "Maplewood, Mo., 12/17/1916. "For value received I hereby assign the within special tax bill to Citizens' Bank of Maplewood, Mo., and he is authorized to sign my name to receipt for same. "Wm. F. Riley Construction Co. "F. A. Riley, Sec'y, Contractor." The words, "Wm. F. Riley Construction Co.," were rubber stamped on the tax bills, and the signature "F. A. Riley, Sec'y, Contractor," was written in with ink under the company name. William F. Riley was present when F. A. Riley placed his signature thereto. Plaintiff, to support its issue, sought to introduce the tax bills, defendant objecting, because there was no proof of an assignment, which the court sustained at that time. At the close of all the evidence, the court made no announcement of its ruling in this particular, but took the cause under advisement, later rendering a general judgment in favor of defendants, and against plaintiff. The evidence further shows the tax bills were certified. The petition alleges that on December 15, 1916, the city of Maplewood issued to the contractor for the construction of a district sewer, in which defendants' property was for work of constructing said sewers under the provisions of a certain city ordinance, and assessed as a special tax bill, etc., and delivered a certain special tax bill to plaintiff, no part of which has been paid. The answer of defendants Fels is a general denial. The answer of defendant Johnson is a general denial; it further specially denies a special lien against said property, and specially denies that the work was actually done, alleging that the contractor appropriated a sewer in the street. Defendant then pleads a recoupment for the reasonable value of the sewer appropriated by the contractor, asking that the amount be deducted. Defendant finally pleads that the ordinance was invalid, because it was not passed and the sewer was not constructed upon the petition of a majority of the property holders resident in the district wherein defendant's property is situated, and that said sewer was not declared by the city council of Maplewood to be necessary for sanitary or other purposes. I. Plaintiff tried the cause on the theory that a valid assignment from the contractor to plaintiff existed, and defendant on the theory that a valid assignment was not shown. There is no doubt, according to the record, that the Wm. F. Riley Construction Company was a corporation, that Wm. F. Riley was president, and F. A. Riley secretary, that the Wm. F. Riley Construction Company was the contractor in the construction of the sewer, and that the tax bills were certified and issued to the contractor. The defendants state the proposition for our consideration thus: "We, accordingly, treat this case as one containing practically a single issue. We do not dispute the statement that the issuance of a special tax bill is prima facie evidence of its validity. We do insist, however, that this principle must not be confounded with the question of the validity of an assignment of a special tax bill." The court found that there was no evidence of authority to the secretary of the company or to either of the Rileys to execute the assignment, for the reasons that the secretary of the company was not an officer of general power or authority, and had no right, by virtue of his office, to bind the corporation in contract; and that even the president of a corporation, while he may be presumed to have general authority to act for the company in management of its ordinary business, does not merely, by virtue of his office, have authority to assign the assets of the company. The court further found there was no evidence of an assignment. [1, 2] We think plaintiff's evidence tends to show that plaintiff purchased the tax bills in question from the contractor, and that F. A. Riley affixed his signature to the assignment (273 S.W.) ord in our opinion establishes an assignment, even if we read the signature of "F. A. Riley Sec'y," as descriptio personæ, This leaves the rubber stamp signature of Wm. F. Riley Construction Company intact, and it is a wellsettled rule of law that any mark intended as a signature acts as such. [3] Further, assignments by parol are valid, and may be inferred from the conduct of the parties. 5 C. J. 900-902. It is said in 5 C. J. 909: "The intention of the assignor must be to transfer a present interest in the debt or fund or subject-matter; if this be done the transaction is an assignment." [4] The record shows the tax bills were delivered. Irrespective of whether the record shows a valid written assignment, it may be inferred from the purchase by plaintiff and the delivery to it of the tax bills, from the conduct of the parties and the intention of the assignor that all interest in the tax bills in question were transferred to plaintiff. The president of the contractor was present during the sale transaction, as well as the secretary, both assenting to the sale, transfer, and assignment, and we may assume from the fact that plaintiff purchased the tax bills that the contractor sold them for a valuable consideration. We held in Goodman v. Freie, 214 Mo. App. 642, 264 S. W. 34, that a written assignment was not necessary to convey a good title to a negotiable note. [5] II. Defendants contend that neither the secretary nor the president of a corporation have, by virtue of their office, authority to contract, citing Simmons Hardware Co. v. Assigned Estate, 64 Mo. App. 677; Famous Co. v. Eagle Iron Works, 51 Mo. App. 66, and Ferguson v. Venice Transportation Co., 79 Mo. App. 352. The trial court took the same view. We do not think we need decide whether the secretary, under the circumstances of this case, had authority to bind the contractor in the sale and assignment of the tax bills. The president was present during the transaction, and it may be inferred that he was conducting the negotiations, and that the secretary affixed the signature at his behest. The situation presented is not whether the secretary alone possessed authority to bind the contractor, but whether the president and secretary, acting in concert, possessed such authority. The record contains no evidence that the contractor corporation at any time objected to the authority assumed by the president and secretary. Having sold the tax bills in behalf of the corporation, it may be inferred that plaintiff paid the corporation the consideration therefor, that the consideration inured to its benefit, and that the corporation, after nearly five years had passed to the filing of the suit and seven to the date of the trial, ratified the sale and assignment. [6] III. The name of the corporation was rubber stamped on the tax bills. Whether the president or the secretary of the contrac tor affixed it, the record does not show. It does show, however, that the president was present, and it may be inferred that he saw that it was so affixed, and consented and intended that it act as the signature of the corporation in the matter of the assignment. [7, 8] IV. It will be presumed that, in obtaining the contract and constructing the sewer, the contractor corporation was acting within its corporate powers. Whether this question could be collaterally raised, we need not decide. It is a matter of common knowledge that contractors doing construction work of the kind here presented provide funds for the carrying on the work, receiving tax bills in payment. The very nature of their business contemplates the sale of the tax bills to provide funds. This is common practice. [9] The trial court says, while it may be presumed that the president of a corporation has general authority to transact the ordinary business of the company, he has no authority to assign assets. We take it, however, that in selling and disposing of tax bills by assignment the president was transacting the ordinary business of the corporation. It is evident that he had power to receive money in payment of the work. In this case, instead of money, he received payment in tax bills, as the contract probably provided. These tax bills represented money for work done, and we think the very nature of the business contemplated that they were to be exchanged for money. That being so, it was within the authority of the president of the corporation to sell and assign the tax bills. The act of the president in selling and assigning the tax bills constituted ordinary business that a president of a corporation was authorized to transact. In Bambrick v. Campbell, 37 Mo. App. 460, it is held that evidence of the president's authority to make the assignment is not requisite. We think the record shows a valid assignment. [10] V. Defendant asserts the evidence fails to show that a majority of the property owners, residents of the district, petitioned the construction of the sewer, or that the city council deemed such sewer necessary for sanitary or other purposes, as provided by section 8305, R. S. 1919. However, the ordinance recites that the council deemed such sewers necessary for sanitary or other purposes. Further, it is held in Moberly v. Hogan, 131 Mo. 19, 32 S. W. 1014, that "upon the introduction of the bill in evidence it devolved upon defendant to show some valid objection to its presumptive force." To the same effect, Bambrick Const. Co. v. McCormick, 157 Mo. App. 198, 137 S. W. 43. VI. Defendant Johnson's answer relies upon a recoupment, to the purpose that the con |