1. CORPORATIONS-ULTRA VIRES-MORTGAGES.

A corporation cannot defeat the foreclosure of a mortgage executed by it by showing that it was not authorized by the statute under which it was organized to acquire title to the real estate mortgaged.

2. SAME-CONTRACT OF GUARANTY.

The provision of 3 How. Stat. § 4161a1, that the articles of association of a manufacturing corporation shall state the purposes for which it is formed, and that it shall not be lawful for it to divert its operations or appropriate its funds to any other purpose, was incorporated for the protection of the public, and does not operate on the contracts of the corporation so as to prevent it from foreclosing a mortgage given to secure it against liability under a contract of guaranty, which, although ultra vires, was entered into with the assent of all of its stockholders, and which it has fully performed by paying the obligations guaranteed.

Appeal from Newaygo; Palmer, J. Submitted October 7, 1897. Decided November 17, 1897.

Bill by Butterworth & Lowe against the Kritzer Milling Company and others to foreclose a mortgage. From a decree for complainant, defendant milling company appeals. Affirmed.

Rood & Hindman, for complainant.

A. G. Day and George Luton, for appellant.

MONTGOMERY, J. The complainant is a Michigan corporation engaged in the manufacture and sale of machinery. The defendant milling company is a corporation

*Continued from Vol. 114.

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