
    G. W. Walker Trading Co. vs Grady Trading Co.
    Opinion delivered January 30, 1897.
    
      Laws of Chociaw Nation — Lease—Contesting Title of Landlord.
    
    I he custom existing in the Five Civilized Tribes of Indians in allowing non-citizens to hold property for the purpose of residence and trade is too well established to be questioned, and when non-citizens peaceably acquire possession of such lands and erect improvements thereon they have as much right to lease such lands and improvements as a citizen of the Nation has, and the Choctaw law of October 28, 1887, requiring non-citizens, owning houses for the purpose of renting them, to dispose of such houses within sixty days, does not invalidate such' - lease as between parties, neither of whom are citizens of the Choctaw Nation.
    
      Foreign Corporation in Indian Territory — Right to Sue.
    
    A foreign corporation, pleading its incorporation and attaching a copy of its charter to its complaint establishes, prima facie, a right to sue in the United States Courts in the Indian Territory.
    Appeal from the United States Court for the Central •istrict.
    Yancey Lewis, Judge.
    Action of unlawful detainer by the Grady Trading ompany against the G. W. Walker Trading Co. Plaintiff emurred to defendants answer, and demurrer was sustained ud judgment rendered for plaintiff. Defendant appeals,
    firmed.
    This is an action of unlawful detainer, brought in the dted States Court in the Indian Territory, sitting in the Central district, by the Grady Trading Company against the G. W. Walker Trading Company, to recover the possessior of a storehouse valued at $10,000, and a piece of ground ir the town of South McAlester. The complaint alleges, ir substance, that plaintiff is a corporation, organized unde: the laws of New Jersey, and owning property and dorm business in the Central district of the Indian Territory unde: a permit from the Choctaw Nation. It alleges that it wa the owner of the property sued for, and on December 29 1893, had leased, by a contract in writing, which was signe by the parties, the property to defendants for a period of on month, with the privilege of occupying for any number months, at a fixed rental, and reserved the right to terminat the lease at any time by giving 30 days’ notice (and attache a copy of the written contract of rental); that March 21 1895, and at 'various other times thereafter before suit wa brought, demand was made for possession, and defendant continued to occupy the property, and that there was du plaintiff a sum for rent and damages; that plaintiff w; entitled to the immediate possession of the premises, a: defendants were wrongfully and unlawfully holding ov< after the expiration of their term. On April 27, 1896, t defendants filed their substituted answer to the complai: which denied the incorporation of plaintiff; the ownership plaintiff of the building; denied specifically that defenda: wrongfully or unlawfully held or detained possession of tí premises. The answer admitted that the persons composi: the firm known as the Grady Trading Company were citize: of the United States, and that the plaintiff leased the sto| building mentioned in plaintiff’s complaint, as stated in s complaint, and that the defendants were in possession. T defendants then set up in their answer, as a defense, that t] plaintiff ought not to maintain its action, because by a law the Choctaw Nation approved October 28, 1887, noncitize| of the Nation, owning houses for the purpose of renti: ihem, were' required to dispose of the same within 60 days, ir such houses were subject to seizure and sale; that, as a ew Jersey corporation, the plaintiff could not lawfully hold uildings or other improvements in the Choctaw Nation, and ent them, and the renting of the same by plaintiff to de-endants was in violation of the laws of both the-United fates and of the Choctaw Nation, and the contract entered to between them for such renting was void; and that by ason of the citizenship of plaintiff, the situation of the propty, and the laws governing the same, the relation of land->rd and tenant could not be created. To this substituted swer a demurrer was interposed by the plaintiff, and the ¡murrer was submitted to the court, and passed upon by the nrt and sustained, to which defendants duly excepted, and, anding upon their answer, judgment was rendered against em. From this judgment this appeal is taken.
    
      Toions&nd N. Foster and M. M. Linclley, for appellants.
    1. A corporation can make no contracts, and do no Its, except such as authorized by its charter and in the Inner its charter authorizes. Bank of Augusta vs Earle, I Pet. 518.
    2. All persons, not members of an Indian Tribe are |bidden to make any settlement on lands granted to said ae by treaty. Rev. St. U. S. § 2118. The laws of the ;>ctaw Nation, pp 248, § § 2, 3, and 268 prohibits the mak-of such leases as the one in controversy. Before appel-I could lawfully do biisiness in the Choctaw Nation, it.was juired to take out a permit from the Principal Chief. |vs Choctaw Nation, pp 237. This appellee failed to do.
    3. A corporation created by one state cannot exercise I of its functions or privileges in another state, except by lity and consent of the latter. Liverpool, etc. Ins. Co. vs Oliver, 10 Wall. 566. A state may prescribe terms upon which a foreign corporation may be allowed to carry on business within its borders. Cooper Mfg. Co. vs Ferguson, I 113 U. S. 727. The Choctaw Nation has prescribed condi-l tions which must be complied with by non-citizens doing! business within the Nation. Laws Choctaw Nation, pp 268.1 Appellee has not complied with these conditions and the! lease is void because contrary to the laws of the Choctawl Nation. There can be no civil right where there is no legal remedy, and there can be no legal remedy for that which isj itself illegal. Bank of U. S. vs Owens, 2 Pet. 525. Leases that contemplate the doing of an illegal act are void. Dupas vs Wassell, 1 Dillon'214.
    
      J. W. McLoud, for appellee.
    1. ■ Appellee is a foreign corporation, which under tha law must be held to be a non-citizen, as a corporation is ¶ person. Bank vs Earle, 13 Pet. 519. The Choctaw La\ prohibiting non-citizens from renting their lands and iml provements has been held invalid by Judge -Stuart in Sarlll vs Peabody, and by Chief Justice Springer in W. H. AnsleyJ Sheriff vs J. W. McLoud, Trustee, et al. There is no coi poration law in the Indian Territory, either for the forma] tion, or regulation of corporations. The law of New Jersej entitled ‘ ‘An Act Concerning Corporations’ ’ approved Aprii) 7, 1875, and supplementary acts gives corporations, amonl other powers the right to ‘ ‘hold, purchase and convey sue] real estate as the purposes of the corporation shall require.) The power of foreign corporations to take, hold and transfe real estate depends primarily upon the law of the local jurii) diction, without any particular reference to the power vested in it by its charter. Murfree on Foreign Corpor| tions, § § 22, 343, 344.
    
      2. The cases cited by appellant are not in point. The Choctaw Nation is not a state. The validity of contracts between citizens of the United States, which are binding and valid under the laws of the United States, or of the states where made, is not affected by the customs or the laws of the Indian Tribes or Nations. Anheuser-Busch Brewing Ass. vs Bond, 66 Fed. 653. The lease in question is not against the Public Policy of the Choctaw Nation. The pubic policy of the Choctaw Nation is the reverse and sustains he lease. The design to prejudice the public interest must iearly appear to warrant the court in denouncing a contract is void. Greenhood on Public Policy, Rule 129, pp 116; 117. ichmond vs Railroad Co. 26 la. 191, 202; Kellogg vs Larkin, Pinney (Wis.) 123; S. C. 56 A. D. 164. No court ought to efuse its aid to enforce a contract on doubtful or uncertain [■rounds. Swann vs Swann, 21 Fed. 299. If the policy of a |tate or territory does not permit the business of a foreign rporation within its limits, or allow the corporation to jcquire or hold real property, it must be expressed in some jffirmative way. Cowel vs Springs Co. 100 U. S. 55, 59, 60.
    3. The tenant cannot dispute his landlord’s title, lector vs Gibbon, 111 U. S. 276; Blight’s Lessee vs jochester, 7 Wheat. 533. And even if the lease in question technically illegal, appellant cannot question it for that mid permit him to take advantage of his own wrong. This linciple has been upheld in this case in White vs Brown, 1 Id. Ter. 98.
   Springer, C. J.

-(after stating the facts.) The insel for appellants, in their brief and argument, contend it their answer as defehdants below denied some material ¡utters alleged, and necessary to entitle the plaintiff to re-rev, and set up some defensive matters, and the demurrer, Ing general to the whole answer, should not have been ptained, and further submit the following question: f'Qan the relation of landlord and tenant be created by parties entering into an illegal and void contract of renting, by one, who under the law has no legal right to own or hold possession of property, putting another into possession of that property under a promise to pay rent therefor?” Counsel for appellants then contend that the appellee cannot maintain its action, because the kind of action brought depends, in this jurisdiction, upon the existence of the relation of landlord and tenant. The question submitted by appellants’ counsel assumes that the contract for the lease of the premises in question was illegal and void, and that it was made by a person who had no legal right to own or hold possession of property, or to put another into possession of that property under promise to pay rent therefor. This contention is based upon the chief, and, in fact, only, defense set up in the case below, namely, that a New Jersey corporation cannot lawfully hold buildings or other improvements in the Choctaw Nation, and rent them, and that appellants, notwithstanding they had made a contract of rental with appel-lee, by which they obtained possession of the premises ini question, might disregard that contract, and-hold possession! of the premises against the appellee. All of the parties to I this suit are citizens of the United States. The appellee is a| foreign corporation, and, in its complaint, pleads its incor-l poration, and attaches a copy of its charter to the complaint.I It therefore establishes prima facie a right to sue in thel United States Court in the Indian Territory, and should bel regarded as a citizen of the United States for the purpose of| this suit.

The only contention in this case which requires con-1 sideration on our part is that which alleges the invalidity oil the contract of rental, and the inability of the plaintiff! (appellee) to make a lease of the kind in question, or, hav-l ing made one, to enforce its observance. It is conceded byl the pleadings that the plaintiff below, the Grady Trading! Company, was the owner of, and was in possession of, the building in controversy, and that it was in peaceable and undisputed occupancy of the lot or piece of land in the town of South McAlester, 'in the Choctaw Nation, upon which the building was located. It is also conceded that the appellants in this case made and executed a lease in writing, in the usual form, with appellee, by which they .obtained possession of the building, and agreed to pay a rental of <|p5 per month, and to quit possession at any time after 30 days, notice, and to deliver the premises back to the appellee. After possession had been obtained, and a month’s rent had been paid, appellants declined to make further payments, eclined to return the property to the appellee, and, having |been sued in an action of unlawful detainer, set up as their .efense that the appellee cannot own the building in question, in the Choctaw Nation, and therefore the contract of ental was void. In the case of Association vs Bond, 13 C. A. 665, 66 Fed. 653, Mr. Justice Caldwell said: “The alidity of a contract between citizens of the United States, alid under the laws of the United States and of the states here made, is not affected by the customs or laws of Indians in whose territory it must be carried out. ” Mr. ustice Field, of the Supreme Court of the United States, in elivering the opinion of the court in the case of Rector vs Gibbon, 111 U. S. 276, 4 Sup. Ct. 605, said: “Lessees under claimant or occupant, holding the property for him, and iund by their stipulation to surrender it to him on the rmination of their lease, stand in no position to claim an verse and paramount right of purchase. Their possession , in law, his possession. The contract of lease implies, not .ly a recognition of his title, but a promise to surrender pos-esión to him on the termination of the lease. They there-¡re, whilst retaining possession, are estopped to deny his hts.” The rule which declares that a tenant cannot dispute Ms landlord’s title is too well established to require citation of authorities to support it.

affected Indian

Es-

Landlord’s title cannot "be questioned

The contention of the appellants that the contract was in violation of the law of the Choctaw Nation is untenable. Neither plaintiff nor defendants were citizens of the Choctaw Nation, and no law of that Nation will apply to them, or control the property which they might hold. The custom which prevails in the Nations of the Five Civilized Tribes of permitting citizens of the United States to own improve-] ments on town lots for the purposes of residence and trade, is too well established to be questioned; and when citizens o: the United States become possessed peaceably of lots in th towns in the Indian Nations of the Five Civilized Tribes, an; erect improvements thereon, they have as much right t lease and pispóse of such improvements as the citizens of th Naitons would have. A contract of rental, by a citizen o: the United States, of lands or lots in the Indian Territory! is valid, to all intents and purposes,- where all the requisite; of a valid contract are complied with; and a person wb enters into a contract to lease such improvements cannol question his landlord’s title, and is subject to the statute id force in the Indian Territory for the purpose of obtainim possession of such premises by an action of unlawful d; tainer, the same as if the property was located in any of th| states of the Union, under a similar law.

The contention of the counsel for appellants that noj withstanding they had made a contract in apparent goc faith for the leasing of the premises in question, and undtj that contract had obtained peaceable possession of the ir provement, they might then dispute the landlord’s title, ail refuse to return the property to him, is wholly untenable Such a contention would reverse and set aside all the wa known and established principles of law. It would pren| persons to take advantage of their own wrongs, and to tain property under false pretenses. The doctrine is essentially dishonest, and, if carried into effect by the courts, would make of them engines of oppression, rather than tribunals for the purpose of maintaining justice. As well contended by counsel for appellee in his brief, £ ‘it would unsettle property rights, destroy vested interests, and open the door for fraud and dishonesty. ” While titles to buildings and improvements on lands or lots, so far as citizens of the United States are concerned, are in an unsettled and uncertain condition in the Indian Territory, yet good faith, fair ealing, and justice between man and man require that such dtles must be maintained by the courts, at least to the extent ihat all contracts made in reference to them must be con-trued by the ordinary rules of right and justice, and all ersons must respect the rights and titles of those in pos-ession, whatever they may be; and no person can interfere ith those rights, except by due process of law in the courts f justice. The judgment of the court below is affimred.

Kilgore, J., concurs.  