Hedges v. Keller

• Decision Date: 11 December 1885
• Docket Number: 12,226
• Citation: Hedges v. Keller, 104 Ind. 479, 3 N.E. 832 (Ind. 1885)
• Parties: Hedges et al. v. Keller et al
• Court: Indiana Supreme Court

3 N.E. 832

104 Ind. 479

Hedges et al. v. Keller et al

No. 12,226

Supreme Court of Indiana

December 11, 1885

Petition for a Rehearing Overruled February 12, 1886.

From the Huntington Circuit Court.

The judgment is affirmed, with costs.

T Roche, L. P. Milligan and O. W. Whitlock, for appellants.

J. C Branyan, M. L. Spencer, R. A. Kaufman and W. A. Branyan, for appellees.

OPINION

Howk, J.

This was a suit by the appellees, Cecelia Keller and James F Welden, as sole plaintiffs, to quiet their title to certain real estate, particularly described, in Huntington county. The appellants Hedges and Carpenter were the only defendants named in appellees' complaint, at the commencement of their suit, but as the cause progressed, in the trial court, other persons were made parties thereto. The cause was put at issue and tried by the court, and, at the request of the parties, the court made a special finding of facts, and thereon stated, as its conclusions of law, that the title to the real estate in controversy ought to be quieted in the appellees. Over the exceptions of George F. Carpenter, administrator of the estate of Solomon Lewis, deceased, to the court's conclusions of law, the court in accordance therewith rendered a judgment and decree quieting the appellees' title to the real estate described in their complaint.

In this court, the only error properly assigned by the appellant Carpenter, administrator, etc., calls in question the correctness of the trial court's conclusions of law upon its special finding of facts.

The facts found by the circuit court were, in substance, as follows:

1. In July, 1854, James Welden, Solomon Lewis, James R. Welden, Charles Hedges, H. Colby, D. W. Anderson, C. F. Sherman, George Quinby, Benjamin Orton, Samuel Moore, S. H. Purviance and John Roche, associated themselves together by articles of association, under the general law of Indiana, for the purpose of doing an exchange and banking business in the town of Huntington, Indiana, under the name of the Huntington County Bank, with a capital of $ 300,000, the capital stock of which was owned and held by said persons as follows, to wit: James Welden and Solomon Lewis, each $ 75,000; J. R. Welden, Charles Hedges, H. Colby, D. W. Anderson and C. F. Sherman, each $ 25,000; George Quinby, $ 15,000, and S. H. Purviance, Samuel Moore, John Roche and Benjamin Orton, each $ 2.000.

Such stock was to be held and owned by said stockholders in the above proportions, and they were each to pay four per cent. of said stock forthwith in funds equivalent to New York City funds, and further amounts as they each and all might thereafter determine; and no member should sell or hypothecate his said stock to any person or corporation until after an offer to, and refusal to purchase by, the parties; neither of the parties to such articles of association to loan or use any of the assets of such bank to his own private use or purposes, directly or indirectly, to an amount exceeding $ 5,000. Said association could be dissolved and the business of such bank closed at any time, by the majority of the stock; but, in that case, the minority could continue the business of such bank by paying the fair cash value of the interest therein of the majority, and giving them proper and full indemnity. The president, cashier and directors were to be appointed by the stockholders, who were to vote in proportion to their stock.

2. Four per cent. of the stock of such bank was paid by the stockholders.

3. No person or officer was named in the articles of association as the person or officer who should take the title to any lands the association might purchase or take in payment of debts due or otherwise.

4. John Roche was president and James R. Welden cashier of such association or bank, and its business was managed by such president and cashier, with the advice of James Welden, a stockholder.

5. There were no other active officers in the business of such bank but its president and cashier.

6. In May, 1855, Henry Brown and James M. Bratton were indebted to such bank in the sum of $ 500, upon a note payable to the bank, on which note Bratton was surety for Brown. Neither Bratton nor Brown had cash to meet its payment. Brown then owned the land described in the complaint, and, to indemnify Bratton as such surety, Brown conveyed such land to Bratton. James R. Welden, the cashier of the bank, took such land and turned the note over to Bratton and paid Bratton in addition to the note either $ 250 or $ 300, which money Bratton paid to Brown. Bratton conveyed the land to James R. Welden by deed, and Welden took the land and the deed therefor, by the direction of John Roche, president of such bank. The transaction between Bratton and James R. Welden was in such bank. The deed from Bratton was made to James R. Welden instead of to John Roche, because Welden was cashier of such bank.

7. In August, 1855, James R. Welden resigned the office of cashier of such bank, and returned to Mansfield, Ohio, and, in December following, died intestate, leaving surviving him as his only heirs at law the plaintiffs in this suit, who were his widow and only son.

8. Plaintiffs knew nothing of such land, or of the conveyance thereof to James R. Welden, and did nothing in relation to such land until in 1881.

9. John Roche took possession of such land and kept the same under his control from the time James R. Welden returned to Mansfield, Ohio, until 1881, renting it to different persons, receiving the rents and paying the taxes, except that, in 1867, he suffered the taxes to become delinquent thereon, and when such land was offered for sale for such delinquent taxes he bid such land in for such taxes, and took out a deed on such sale in 1881, and soon after conveyed such land by quitclaim deed to the plaintiffs.

10. At the time the taxes, named in finding No. 9 herein, accrued James R. Welden had no personal property in Huntington county, Indiana, out of which such taxes could have been collected, and had not had any such property in such county since that time. The facts in this finding found, and the tax deed found in finding No. 9, were all the evidence offered or received...