Miller v. Geerlings

I respectfully dissent from the holding of the majority that the defendant, P. J. Geerlings, absolutely and unconditionally guaranteed to pay holders of preferred stock a seven percent (7%) semiannual dividend within ten days after June 1 and December 1 of each year. Such was not the undertaking expressed by the language used in the agreement between the parties reduced to writing in Exhibit A.

Although the majority freely admit “there is no claim of ambiguity”, they spend most of their time discussing what they consider significant circumstances outside the instrument to determine the intent…