Horace Gray

“ As between the defendant and Hoyt, therefore, as well as against anyone who took this note from Hoyt, when overdue, the note had been paid. American Bank v. Jenness, 2 Metc. 288; Gilson v. Gilson, 16 Vt. 464.
In this country, a promissory note payable on demand has always been held to be overdue, so as to subject any one taking it to all defenses to which it would be open in the hands of the payee, unless transferred within a reasonable time after its date; and what is reasonable time is a question of law, depending upon all the circumstances of the particular case. ”

“ Subscriptions were made to the capital stock of the defendant corporation to the amount of two millions of dollars, (of which Hoyt subscribed $50,000,) with the expectation that the defendant, when organized as a corporation, should be appointed, pursuant to its charter, receiver of two other railroad corporations, and should assume the obligations of the former receivers. ”

“ It is evident that the 10 per cent. on Hoyt's stock, which had been included in the sum of $200,000 stated to have been originally advanced by the lender 'in behalf of all the subscribers,' and which was repaid to him by Hoyt when the notes to the several subscribers were substituted for the single note for the whole original advance, is to be considered as part of the 50 per cent. paid by Hoyt towards his subscription, and that he paid directly to the defendant only 40 per cent. ”