People's Savings Bank of Bay City, Mich. v. Fulton Contracting Co.
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SEABURY, J.
The complaint, which the court below dismissed,, alleged that the plaintiff is a corporation formed and existing under the laws of the state of Michigan. It also set forth the following note:
“$700.00 Fulton, New York, April 18, 1908.
“On June 1, 1908, after date, the Fulton Contracting Company promises to-pay to the. order of James Davidson seven hundred ($700.00) dollars, at its office in Fulton, New York, value received, without interest to maturity.”
The answer pleads as a defense that the plaintiff is a foreign corporation doing business within the state of New York, and has not filed a certificate as required by section 15 of the general corporation-law (Consol. Laws, c. 23). Assuming that the note upon which the action was brought was made and indorsed in this state (section 76, Negotiable Instrument Law [Consol. Laws, c. 38]), that fact alone-did not establish that the plaintiff was doing business in this state.' There are many judicial definitions as to what constitutes doing business on the part of a foreign corporation within the state. Without reviewing the decisions, it is clear, from an examination of them, that a mere solitary transaction, or the making of a single contract within the state, does not constitute doing business in the state, within the meaning of the statute. Penn Collieries Co. v. McKeever, 183 N. Y. 98, 102 , 75 N. E. 935 , 2 L. R. A. (N. S.) 127.
The judgment is reversed, and a new trial ordered, with costs to appellant to abide the event. All concur.
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