Bellevue Club, Inc. v. Punte

• Decision Date: 29 June 1925
• Docket Number: 19.
• Citation: 129 A. 900,148 Md. 589
• Parties: BELLEVUE CLUB, INC., v. PUNTE ET AL.
• Court: Maryland Court of Appeals

129 A. 900

148 Md. 589

BELLEVUE CLUB, INC., v. PUNTE ET AL.

No. 19.

Court of Appeals of Maryland

June 29, 1925

Appeal from Circuit Court, Baltimore County; Walter W. Preston Judge.

Suit by the Bellevue Club, Incorporated, against Joseph E. Punte and others. Decree for defendants, and complainant appeals. Affirmed.

Argued before BOND, C.J., and URNER, ADKINS, OFFUTT, PARKE, and WALSH, JJ.

William P. Cole, Jr., of Towson, and Daniel S. Sullivan, of Baltimore (Jefferson D. Norris, of Baltimore, on the brief), for appellant.

Charles L. Merriken and Joseph France, both of Baltimore (Frank M Merriken, of Baltimore, on the brief), for appellees.

WALSH J.

This suit was brought to compel the specific performance of a renewal clause in a lease for a "shore" on Middle river in Baltimore county, the bill having been filed by the Bellevue Club, Incorporated, the appellant here, against Joseph E. Punte, Margarethe M. Punte, and Pauline Thelan (since deceased), the appellees.

The lease in question was made in 1901 to the Bellevue Club, a different corporation from the appellant, and reads as follows:

"This lease made this 22d day of March, 1901, by and between Pauline Thelan, widow, of Baltimore county, of the first part, and the Bellevue Club, a body corporate of Baltimore City, in the state of Maryland, of the second part witnesseth:

That the said Pauline Thelan, party of the first part, does hereby lease to the aforesaid party of the second part, all that tract of land situate on Middle river in Baltimore county and known as the Chesapeake Fishing Club or Shore.

Being the same tract of land heretofore leased by the party of the first part to the Chesapeake Fishing Club, with all the improvements thereon and the rights and privileges of the water fronting thereon, boats, outhouses, etc., now upon the premises for the term of five years from the date hereof with the privilege of renewal for twenty-nine (10) years more, with the same conditions and agreements and with the privilege of the use of the woods to the open land in the rear. The party of the second part paying a yearly rental of twenty-five ($25.00) dollars in advance on the first day of July, in each and every year during the continuance of lease, for five years and the yearly rental of fifty dollars thereafter. And the party of the second part do hereby agree to the aforesaid conditions and they will pay the yearly rent aforesaid when due.

Witness our hands and seals this day and date above written.

Pauline Thelan, [Seal.]

Wm. J. Cunningham, [Seal.]

President, Bellevue Club.

Wm. H. H. Sultzer, [Seal.]

Secretary, Bellevue Club.

This is to certify that the alteration from 10 years to 29 years was made before signing.

Chas. Reviol, Justice of the Peace."

This lease was properly acknowledged, and duly recorded among the land records of Baltimore county.

At the expiration of the five-year term in 1906, no renewal lease was executed or demanded, but the increase rent of $50 per year was regularly paid until 1920, in which year, as well as in 1921, it was tendered by the tenant but refused by the owners. In 1913 the original Bellevue Club assigned the lease to a Mr. Moreland and five others, and later, by various mesne conveyances, their entire interest became vested in Moreland and one William Oster, who remained in possession of the "shore" and paid the rent until June 2, 1920, when they conveyed their interest to Lewis Hax and his wife. These parties had been acting as caretakers of the property since 1918, and on June 3, 1920, they undertook to convey the property to the appellant by a fee-simple deed, the description in this deed being by metes and bounds, and including part of "the woods to the open land in the rear." According to the testimony, the appellant paid $2,250 for the property at this time, which money went to Moreland and Oster, and did not go to Hax and his wife, so that these latter two appear to have acted as mere conduits for the transfer of the title.

At the time the lease was made in 1901, and for some time prior thereto, Mrs. Thelan owned a tract of about 100 acres of land in Baltimore county, which tract included the "shore" in dispute. In 1897, Mrs. Thelan moved to Baltimore City, leaving her adopted daughter, Mrs. Margarethe M. Punte, and the latter's husband, Joseph E. Punte, in charge of the Baltimore county land, and in 1909 this land was conveyed to Mr. and Mrs. Punte, subject to an annuity of $250 in favor of Mrs. Thelan, and at the time this suit was brought Mr. and Mrs. Punte still owned about 60 acres of the land, which 60 acres included the part leased by the appellant.

In December, 1919, the appellees notified the caretaker Mrs. Hax that beginning with July 1, 1920, the rent for the "shore" would be $200 per year, and when the appellant tendered the $50 rent in June or July, 1920, it was refused, and it was again refused in 1921.

In May, 1920, James F. Klecka of Baltimore City became interested in the "shore," and he arranged through Hax, who was the janitor of the building in which his office was located, to purchase the property for the appellant. Klecka examined the property and the various improvements on it, and he then had a lawyer in his office, Mr. Jefferson D. Norris, examine the title. Norris testified that he first made a physical examination of the property, and found that its southern boundary was the division line between the Punte property and that of the adjoining owner on the south, Mr. Weber; that the eastern boundary was Middle river, the shore frontage being about 85 feet; and that the western and northern boundaries were pointed out to him by Hax and a man named Foster, lessee of the adjoining shore on the north. According to Norris, they told him the western boundary included the woods back to "the open land in the rear," though the width narrowed on the western boundary to about 25 feet, and the northern boundary was along the side of a small ravine running back from the river, and was marked by the remains of an old wire fence. With this information Norris secured a surveyor and had him run the lines as they had been ascertained by and pointed out to him, and with the description thus furnished by the surveyor, and the knowledge acquired by his examination of the paper title, he prepared the fee-simple deed whereby Hax and his wife undertook to convey the land to the appellant. The deed from Hax and his wife having been secured, a mortgage of $10,000 was obtained on the property from a building association in Baltimore, of which association James F. Klecka was counsel, his father was president, and his brother vice president. $2,250 of the proceeds of this mortgage was, according to James F. Klecka, used to pay the $2,250 purchase price, and the balance was expended in renovating and adding to the improvements on the property. It also appeared that the appellant corporation was organized in the office of James F. Klecka; that Klecka, Norris, and one Conrad Schroeter were the incorporators; that the charter provided that the company was to have no capital stock; and that the certificate was not filed with the State Tax Commission until July 30, 1920, and it purports to have been signed and acknowledged on that date.

On July 1, 1920, Klecka tendered the $50 annual rent to Joseph E. Punte, and upon his declining to accept it Klecka gave him a written notice, signed by Klecka as president of the Bellevue Club, Incorporated, stating that the club intended to redeem the rent by paying him the sum which the rent would amount to if capitalized at 6 per cent., and some time afterwards this amount ($833.33 1/3), with interest, was tendered to Punte by Norris, acting as counsel for the club, and was refused. Klecka also testified that he made several similar tenders, and on one occasion offered to pay Punte $2,500 for a deed for the ground; but all these tenders and offers were declined.

At the time the property was taken over by the appellant, the club house and other improvements appear to have been in a bad state of repair, and the appellant undertook to fix up the place. The extent of these improvements and the exact times at which they were made does not clearly appear from the record, but according to the weight of the testimony the money expended on them was between $3,500 and $7,000, and most of the improvements were made during the months of June, July, and August, 1920.

Being unable to get Punte to accept rent for the property or to permit the rent to be redeemed, the appellant, on January 16, 1922, filed a bill in equity in the circuit court for Baltimore county asking that Punte and his co-owners be compelled to allow the appellant to redeem the rent in accordance with the provisions of section 95 of article 21 of the Code of 1924. The only description of the property in this proceeding was that contained in the lease, a copy of which was filed with the bill as an exhibit, and a demurrer to the bill was sustained on the ground that this description was too vague and uncertain, and the action of the parties too negligent, to justify the court in granting the relief prayed. On May 23, 1922, the appellant filed an amended bill of complaint describing the property by the metes and bounds set out in the Hax deed heretofore mentioned, and asking for the specific performance of the clause in the original lease providing for a renewal of the lease for 29 years, and for general relief. The appellees demurred to this amended bill on the grounds of lack of equity, laches, and claim barred by limitations, and the demurrer being overruled they filed answers setting up chiefly the following defenses:

(1) That the description by metes and bounds contained in the bill was purely fictitious, and...