Page:North Dakota Reports (vol. 15).pdf/78

 56 15 NORTH DAKOTA REPORTS

Same — Complaint Need Not Allege Compliance With Statute.

2. In an action by a foreign corporation founded on a contract or transaction made or had in this state, it is not necessary to allege in the complaint that the corporation had complied with the statutory re- quirements imposed on such corporations as conditions precedent to their right to do business here.

Same — Answer — Noncompliance With Statute by Foreign Corpora- tion Must Be Alleged.

3, INegality of a contract with a foreign corporation by reason of noncompliance with the statutes relating to such corporations doing - business within this state must, unless shown on the face of the com- plaint, be pleaded as a defense and proved by the defendant.

Appeal from District Court, Cass county; Pollock, J.

Action by the state, for the use of the Hart-Parr Co., against the Robb-Lawrence Company and the Northern Trust Company.

Judgment for defendants and plaintiff appeals. Reversed.

Benton & Lovell, for appellant.

A complaint failing to allege compliance with the statutes of this state as to foreign corporations, is not demurrable. Acme Merc. Agency v. Rochford, 72 N. W. 466; American, etc., v. Smith, 73 Mo. 368; Knapp v. Nat., etc.. 30 Fed. 607; Cassady v. American, etc,. 72 Ind. 95: Sprague v. Cutler & Savidge Lbr. Co., 106 Ind. 242, 6 N. E. 335; Nelson v. Edinburgh, etc., 92 Ala, 157.

“Doing business” within a state means the general prosecution of their business therein, not an isolated transaction with its ¢ zens. 6 Thompson Corporations, par. 7936; Cooper Mig. Ferguson et al., 113 U. S. 727, 28 L. Ed. 1137;, Gorton, 93 Tenn. 590, 27 S. W. 971; Keating 35 S. W. 417; Florsheim y. ; Mahlenbrock, 63 N. J. Le v. Sherman, 28 Ore. 5% Sierra Grande M 53 S. W. 2405 Co. v. Ander: Bigler, 192 Pa Tex. 556, 4