Greenfield v. Stout

• Decision Date: 06 March 1905
• Citation: 50 S.E. 111,122 Ga. 303
• Parties: GREENFIELD. v. STOUT.
• Court: Georgia Supreme Court

122 Ga. 303

50 S.E. 111

GREENFIELD.

v.STOUT.

Supreme Court of Georgia.

March 6, 1905.

WARRANTY DEED—POWER OF SALE—RECORD-NOTICE—DEATH OF GRANTOR.

1. A warranty deed to "E. H. P., vice president of the National Bank of the Republic, " conveys title to E. H. P. individually, the words "vice president, " etc., being description persona?; and where such a deed recites that it is given as security for a debt, and contains a power of sale, that power cannot be exercised by "C. H. S., cashier of the National Bank of the Republic."

2. The filing of such a deed for record in the office of the clerk of the superior court of the county in which the land was situated was notice to the world of its execution, from the time it was filed. Durrence v. Northern Nat. Bank, 43 S. E. 726, 117 Ga. 385, approved.

[Ed. Note.—For cases in point, see vol. 48, Cent. Dig. Vendor and Purchaser, § 520.]

3. Where a warranty deed to secure a debt contains no defeasance clause, and no bond to reconvey is executed contemporaneously therewith—the grantee being given the power to sell the land at public outcry upon default in the payment of the debt—it is not necessary that title be again placed in the grantor in order to bring the property to sale.

4. Where the title conveyed by such a deed is in a bank, the power of sale cannot be exercised by "C. H. S., cashier" of the bank.

5. Where the grantor in a security deed dies after the execution of the deed, in exercising the power of sale the property should be sold as that of his estate.

(Syllabus by the Court.)

Error from Superior Court, Berrien County; R. G. Mitchell, Judge.

Action by A. D. Greenfield against Charles H. Stout. Judgment for defendant, and plaintiff brings error. Reversed.

John Murrow, J. J. Murray, and W. J. Wallace, for plaintiff in error.

Buie & Knight and White & Case, for defendant in error.

CANDLER, J. In 1894 Weston conveyed the land which is the subject-matter of the present suit to "E. H. Pullen, vice president of the National Bank of the Republic, of the city of New York." The deed recited that it was given to secure the payment of certain promissory notes, and was "intended to op-erate as provided in sections 1009-1970 & 1971 of the code of 1882, in regard to the sales of property to secure debts, and to pass the title of the property described unto the said E. H. Pullen, Vice Pres. of the said National Bank of the Republic." It also stipulated that if the debt to secure which it was given was not paid at maturity, "the said E. H. Pullen, Vice President, his agent or legal representatives, may and by these presents is authorized to sell at public outcry, " etc., the property conveyed by the deed, and that "the said E. H. Pullen, Vice President as aforesaid, his agent or legal representatives, may make to the purchaser or purchasers of said property good and sufficient title to the same." It appears that this deed was recorded on the mortgage records in the office of the clerk of the superior court of Berrien county. Subsequently Weston died, and in 1901 his administrators conveyed the land in dispute to D. Greenfield. D. Greenfield died, leaving a will in which he appointed A. D. Greenfield, the plaintiff in the present action, his executor. In September, 1904, Stout, cashier of the National Bank of the Republic, proceeded to advertise the land for sale under the power contained in the deed from Weston to Pullen, whereupon the plaintiff, as executor of the estate of D. Greenfield, filed his petition to enjoin the sale. A temporary restraining order was granted, but at the hearing this was dissolved and an injunction refused. The plaintiff excepted.

1. As will have been seen, the controlling question for our decision is as to the effect of the deed from Weston to Pullen. Did that instrument convey the legal title to the land to the National Bank of the Republic, or were the words "vice president, " etc., merely descriptio personse? A bank, like any other corporation, can, of course, act only through its agents and officers; and, owing to the necessities of business and the evolution of modern banking customs, an officer of a bank may do many things which will inure to the benefit or injury of the corporation. Thus a negotiable promissory note payable to "A. B., cashier, " may be sued on by the bank in its corporate name. Collins v. John-sou, 16 Ga. 458; Hobbs v. Chemical Bank, 97 Ga. 524, 25 S. E. 348; Roush v. First Nat. Bank, 102 Ga. 109, 29 S. E. 144; 1 Morse, Banks & Banking, § 170. This principle, as has been stated, arises from the necessities of modern business, and was unknown to the law merchant. We have been unable, however, to find any ruling to the effect that a deed to real estate to an officer of a bank in his individual capacity conveys any legal title to the bank which he represe...