
    DILLWORTH vs. ACKLEY.
    A note may be negotiated upon the last day of grace.
    The assignment of stock in an unincorporated joint stock company does not make the assignee a partner, but only gives him the right to the assignor’s interest upon a settlement.
    Error to Common Pleas of Allegheny County, No. 129, October and November Term, 1874.
    A note endorsed by Dilworth was purchased by Ackley on the last day of grace from the Pittsburgh Savings Bank, an unincorporated association. Ackley was a director of the bank, but on the trial testified that he purchased the note in good faith. Dilworth on the trial claimed a set-off against the bank, because he had bought an interest in said bank, but had not been admitted as a partner. The Court rejected the offer and verdict was rendered for plaintiff. Defendant took this writ of error. 8. A. Me-Clung', Esq , on behalf ot Dillsworth argued that Ackley took the note under circumstances which made it his duty to inquire whether there was any defense ; and that the claim for a set-off being against the firm, was a defense in an action by one of the partners on the note.
    McClurkam vs. Byers, 24 Sm., 405; Parson’s Partnership, 206 note n, Porthouse vs. Parker, 1 Camp, 82; Gowan vs. Jackson, 20 John, 176; Bouldin vs. Page, 24 Mo., 595; Goodman vs. Simmons, 20 How., 343; Murray vs. Gardner, 2 Wall, 110.
    
      S. B. W. Gill and Malcolm Hay, Esqrs., contra,
    argued that as Ackley had paid value for the note the question was not whether he was negligent, but whether he bought it in good faith, or in fraud. Goodman vs. Harvey, 4 A. & E., 870; Douglass vs. Mitchell, 11 Cas., 440.
   The decision was affirmed on Oct. 26, 1874, by the Supreme Court in the following opinion:

Per Curiam.

Certainly commercial paper may be negotiated until it is fully due and not paid. There is no reason why a negotiable note may not be negotiated three hours before the closing of business upon the last day of grace, as well as three days before. The question is not upon the fact as a circumstance, with others as evidence of unfairness in the negotiation; but upon the right to negotiate. This right we think is clear.

The assignment of the stock in the so-called bank, more properly unincorporated joint stock association, by Metzgar to Dilsworth, was not the subject of a set-ofl. Admitting that the refusal of the corporation to admit Dilworth as a partner gave him no right as a partner, yet the assignment of the stock ca rried with it only a right to a share of the profits of the partnership, and so much capital as would appear in the settlement to belong to Metzgar, which could be ascertained only by an action of account render or a bill in equity.

Judgment affirmed.  