corporation does not operate to extend the time within which an action may be brought against the stockholder. (Hyman v. Coleman, 82 Cal. 650, [16 Am. St. Rep. 178, 23 Pac. 62]; Redington v. Cornwell, 90 Cal. 63, [27 Pac. 40]; Winona v. Bull, 108 Cal. 1, [40 Pac. 1077].) If the liability of the stockholder be created by the giving of a note by the corporation, the statute commences to run in his favor from the date of its execution and not from its maturity. The postponement of the liability of the corporation to action by an agree ment on its part with the creditor does not affect the running of the statute in favor of the stockholder. (Bank of San Luis Obispo v. Pacific Coast S. Co., 103 Cal. 594, [37 Pac. 499].) A note given in renewal or extension of the indebtedness of a corporation cannot operate to renew or extend the liability of the stockholder or prevent the statute of limitations from running against it. (Santa Rosa Bank v. Barnett, 125 Cal. 407, [58 Pac. 85]; Goodall v. Jack, 127 Cal. 258, [59 Pac. 575]; Jones v. Goldtree Bros., 142 Cal. 383, [77 Pac. 939].)

Appellants contend that, accepting the law to be as declared by the cases cited, another rule, found in Yule v. Bishop, 133 Cal. 574, [65 Pac. 1094], is applicable here. That is, that the payment by a surety or accommodation maker or indorser of a promissory note extinguishes the note, but that a new cause of action immediately accrues in favor of such surety, accommodation maker, or indorser against the real maker upon an implied assumpsit to repay the money so advanced. That in case of a corporation, the liability of the stockholder of such corporation to such surety, etc., to reimburse him would not be barred until three years after date of the payment of the note. (See, also, Loewenthal v. Coonan, 135 Cal. 381, [87 Am. St. Rep. 115, 67 Pac. 324]; Crystal v. Hutton, 1 Cal. App. 251, [81 Pac. 1115]; Enscoe v. Fletcher, 1 Cal. App. 663, [82 Pac. 1075].)

It is not altogether clear upon what theory, if any, appellants regard the original obligation or debt. Under the findings made by the trial court, this is the important question in considering the defense of the bar of the statute of limitations. The original indebtedness of the corporation was either to the Andrews Banking Company, or to plaintiff and his comakers of the original notes, and the "liability was cre

ated" at the time they were made. (Sec. 359.) It is clear that in an ordinary action at law the Andrews Banking Company could have recovered nothing on the original notes from the milling company or its stockholders as such. The debt of the corporation, therefore, was on an advancement to it by the makers of the original notes. These were dated October 5, 1899, and January 12, 1900, respectively. No action could have been brought on the first one against the stockholders after three years from October 5, 1899, and none on the second after three years from January 12, 1900, unless something occurred to toll the statute. Not until January 23, 1903, was anything of this character done or attempted. On that date, the Andrews Banking Company accepted the Templeton Milling Company as its principal debtor and the makers of the original notes as sureties. This change of the corporation's obligee did not operate to revive the liability of defendant on the original debt; and the notes being but new evidence of the same obligation, based upon the same original indebtedness, they did not create a new liability of the corporation, as to which plaintiffs became sureties, and entitled to avail themselves of the rule laid down in Yule v. Bishop, 133 Cal. 574, [65 Pac. 1094].

If it be conceded that the Andrews Banking Company could have recovered on these so-called renewal notes, not only against the Templeton Milling Company but against the defendant on his statutory liability as a stockholder, it does not follow that this is true as to plaintiffs. Their effort, acting as a majority of the board of directors of the corporation, to change their position from that of a creditor of the milling. company to that of a surety for the corporation on an obligation of the latter to the banking company does not affect their status as to the real indebtedness. If, as to the Andrews Banking Company, the renewal notes were an original obligation of the milling company, as to plaintiffs the rule as to the action of directors of a corporation clearly prevents any change in the indebtedness to their advantage against either the corporation or the stockholders thereof. Plaintiffs are here attempting to recover upon a contract of the corporation which was created by them as directors in their own interest. Such a contract is void. The law does not stop to inquire into the fairness or unfairness of the transaction. (Pacific

Vinegar Works v. Smith, 145 Cal. 352, [104 Am. St. Rep. 42,

78 Pac. 550].)

Judgment of the superior court affirmed.

Allen, P. J., and Shaw, J., concurred.

[Civ. No. 379. Second Appellate District.-September 30, 1907.]

E. W. PRATT, Respondent, v. A. P. WELCOME, Appellant.

CLAIM AND DELIVERY-JURISDICTION--DEMAND OF COMPLAINT VALUE OF PROPERTY-FINDING.-In an action of claim and delivery of a mare, the value thereof alleged in the complaint and the demand for relief therein, and not the finding of the value, fixes the jurisdiction of the superior court.

ID.-SUPPORT OF FINDING OF VALUE.-Where a witness for the plaintiff testified that the property was of the value of $500, the sum alleged, when the suit was brought, and the witnesses for defendant valued her then at only $200, the court was not bound to take either sum testified to, and a finding that it was then of the value of $300 is sufficiently supported. ID.-QUALIFICATION OF WITNESS-OPINION AS TO VALUE-WAIVER OF OBJECTIONS.-Objections to the qualification of a witness to give an opinion as to the value of the property must be made at the time the testimony is offered, and if not so made, they are waived, and cannot support a motion for a new trial, or be considered upon appeal.

ID.-CONDITIONAL SALE OF MARE-CONFLICTING EVIDENCE-SUPPORT OF FINDING. Where the principal question involved in the case is whether a sale of the mare by plaintiff to defendant was absolute or conditional, and the findings as to a conditional sale are made upon conflicting evidence, they will not be disturbed upon appeal. ID.-POSSESSION OF MARE-OMISSION TO FIND-DECISION AGAINST LAW NOT SPECIFIED-ADMISSION OF PLEADINGS.-The omission to find as to the possession of the mare by the defendant at the commencement of the action is not material where the appeal is only from an order denying a motion for new trial, and there is no specification that the decision was against law, either in the grounds of the motion or in the statement of the case, and where the finding

is further rendered unnecessary for the reason that the allegations of the complaint on that subject are admitted by being insufficiently controverted in the answer.

APPEAL from an order of the Superior Court of Los Angeles County, denying a motion for a new trial. D. K. Trask, Judge.

The facts are stated in the opinion of the court.

M. C. Hester, and H. H. Roser, for Appellant.

F. G. Hentig, for Respondent.

TAGGART, J.-This is an action of claim and delivery to recover possession of a mare alleged in the complaint to be of the value of $500 and for $200 damages.

Judgment was for plaintiff for $1 damages, for the possession of the mare, or in case delivery cannot be had, for her value, fixed at $300, and for costs of suit. Defendant appeals from the judgment, and from an order denying his motion for a new trial.

The errors relied upon for a reversal of the judgment appear to be such only as properly should be considered on the appeal from the order denying the motion for a new trial: Insufficiency of the evidence to justify the decision of the court, that the decision is against law, and errors of law occurring at the trial. There are no exceptions presented to any rulings of the court which come under the latter head.

It is contended that there is no evidence to sustain the finding that the value of the mare is $300, and, therefore, the superior court was without jurisdiction to try the cause because the "value of the property in controversy" does not amount to $300. (Const., art. VI, sec. 5.) We do not agree with appellant's view either of the law or the fact. The action was begun May 31, 1905, and the witness Williams testified that in the month of May, 1905, the mare was worth $500. The witnesses of defendant valued her at only $200. While it is true that no witness stated her value at exactly $300, the court is not bound to find in the precise figures stated. by any witness, but is at liberty to estimate and fix such a valuation on the property as all the evidence taken together

warrants. No objection was made to the competency of the witness Williams to testify to the value of the mare at the time his testimony was given. This objection was made for the first time on the hearing of the motion for a new trial, and no objection or exception on this ground appearing in the record, there was nothing upon which that court could act in this connection. Objections to a witness' qualification to testify on matters of opinion must be made at the time the testimony is offered, or they will not support a motion for a new trial, or be considered by an appellate court. The reasons for the rule have been stated too often to need repetition.

It is the demand and not the finding of value which fixes the jurisdiction of the court. (Dashiell v. Slingerland, 60 Cal. 655; Lord v. Goldberg, 81 Cal. 596, [15 Am. St. Rep. 82, 22 Pac. 1126].) The jurisdiction of the court, where the amount involved is the question to be considered, must be determined on the pleadings. Any other rule would be fraught with uncertainties and mischiefs beyond the power of anticipation. (Rodney v. Curry, 120 Cal. 541, [52 Pac. 999].) Where no question is made of the good faith of the plaintiff in bringing the suit for a sum exceeding $300, the only penalty for recovery of less than the jurisdictional amount is the loss of the costs. (Code Civ. Proc., secs. 1022, 1024; Greenbaum v. Martinez, 86 Cal. 459, [25 Pac. 12].)

The principal question involved in the trial of this case was whether a sale made by the plaintiff to the defendant of the animal in dispute was absolute or conditional, and the findings claimed to be inadequately sustained by the evidence are of probative facts which tended to support one of these contentions. There is evidence to sustain either theory, and the findings so made upon conflicting evidence will not be disturbed by an appellate court. This is true of all the findings complained of, and it is unnecessary to distinguish them in detail. The evidence called for a judicious application of the rule falsus in uno, etc., and the trial court evidently made it, and the exercise of its discretion in this regard will not be reviewed by an appellate court.

It is also urged in support of the appeal that the decision of the court is against law in this, that the court failed to find upon a material issue, to wit: Was defendant in possession of the mare at the time of the commencement of the action,