## Facts

- Interfina, Inc. (Interfina) made and delivered a $52,000 promissory note to London Leasing Corporation (London Leasing).
- The note was signed by Frederick (Fredric) Evans as Interfina’s president.
- Evans also personally endorsed the note, making him individually liable as an endorser.
- The note matured on August 2, 1966 and was not paid when due.
- After default, Interfina—acting through Evans in his capacity as president—entered into written agreements with London Leasing extending the time for payment.
- Evans signed the extension agreements only with his corporate title; he did not add a separate individual signature as endorser.
- Interfina still did not pay the note in full, and $19,500 remained due.
- London Leasing sued Interfina and Evans on the note and moved for summary judgment for the unpaid balance.
- Evans opposed summary judgment against him personally, arguing that the extensions discharged him as an endorser/surety because he did not personally consent to them.

## Issues

1. Whether a person who personally endorsed a corporate promissory note is discharged from personal liability when the holder grants extensions of time to the corporate maker, where the endorser signed the extension agreements only in a corporate capacity.
2. Whether the endorser’s conduct in seeking, negotiating, and executing the extensions on behalf of the maker constitutes implied consent to the extensions, barring discharge.

## Decision

- The court granted summary judgment to London Leasing against Interfina for the unpaid balance of $19,500.
- The court also granted summary judgment against Evans as personal endorser.
- The court held that Evans was not discharged because his conduct in obtaining the extensions constituted consent to the extensions, even though he signed the extension documents only as Interfina’s president.

## Legal Principles

- An endorser (often treated as a surety for the maker) may be discharged if the holder, without the endorser’s consent, agrees to extend the time for payment for the principal debtor.
- Consent to an extension is not limited to an express, separate individual signature; it may be implied from the surrounding circumstances and the party’s conduct.
- Mere knowledge of, or passive acquiescence in, an extension is generally not enough to show consent; affirmative conduct connected to obtaining or arranging the extension can show consent.
- An endorser who requests or negotiates extensions for the maker and signs extension agreements for the maker may be found to have consented to the extensions and may not later claim discharge based on those same extensions.
- For discharge rules comparable to those reflected in U.C.C. § 3-606, the focus is on whether the endorser consented to the holder’s suspension of enforcement against the maker; consent can be shown by conduct as well as by words.

## Conclusion

The court entered summary judgment for London Leasing on the promissory note against both Interfina and Evans for the unpaid $19,500, ruling that Evans’s active role in seeking and signing the extension agreements for Interfina amounted to implied consent to the extensions and therefore did not discharge his personal liability as an endorser.


London Leasing Corporation v. Interfina, Inc., 279 N.Y.S.2d 209 (1967)