Hillman Land & Iron Co. v. Commonwealth

• Decision Date: 20 March 1917
• Citation: 174 Ky. 755
• Court: Kentucky Court of Appeals
• Parties: Hillman Land & Iron Company v. Commonwealth.

174 Ky. 755

Hillman Land & Iron Company v. Commonwealth.

Court of Appeals of Kentucky.

Decided March 20, 1917.

Appeal from Franklin Circuit Court.

BERRY & GRASSHAM and J. F. GORDON for appellant.

M. M. LOGAN, Attorney General, for appellee.

OPINION OF THE COURT BY JUDGE CARROLL — Affirming.

This appeal is prosecuted by a motion in this court from a judgment of the Franklin circuit court awarding to the Commonwealth a license tax of thirty cents on each one thousand dollars of the authorized capital stock of the Hillman Land & Iron Co., which is one million dollars.

The suit to recover this tax was brought by the Commonwealth under the authority of the provisions found in sections 4189a to 4189i, inclusive, of the Kentucky Statutes.

Section 4189a provides: "All corporations having capital stock divided into shares, organized by or under the laws of this or any other state or government owning property or doing business in this state, except foreign insurance companies, whether fire, life, accident, casualty or indemnity, foreign and domestic building and loan associations, banks and trust companies, and all corporations which, under this act or the general law, are liable to pay a franchise or license tax, shall pay to this state an annual license tax based upon its authorized capital stock, as hereinafter provided."

Section 4189b defines domestic and foreign corporations.

Section 4189c fixes the license tax to be paid and reads as follows: "Domestic and foreign corporations shall pay an annual license tax of thirty cents on each one thousand dollars of that part of their authorized capital stock represented by property owned and business transacted in this state, which shall be ascertained by finding the proportion that the property owned and business transacted in this state bears to the aggregate amount of property owned and business transacted in and out of this state.

"Provided. That such corporations may pay at said rate upon their entire authorized capital stock; and in that event they shall not be required to report as in subdivision number three of section four (4189d) hereof. And their failure so to report shall be deemed conclusive evidence that such corporation elects to pay upon its entire authorized capital stock, and it shall be its duty so to do, and the duty of the board of valuation and assessment so to fix its license tax."

Section 4189d provides that the corporation subject to the tax shall annually make reports to the Auditor giving the information described in the section, which includes, "The total amount of its authorized capital stock." This section further provides that "It shall be the duty of the board of valuation and assessment, from such reports and from such additional information it may require, to ascertain and fix that part of the authorized capital stock of such corporations upon which the license tax shall be based, as herein provided, and to fix the license tax of such corporation at the rate hereinbefore prescribed."

In the agreed state of facts it is stipulated that the "Hillman Land & Iron Company was incorporated under the laws of Missouri in 1901; its authorized capital stock is one million dollars, divided into ten thousand shares of one hundred dollars each. Only seventy-five hundred thereof, or seven hundred and fifty thousand dollars, has been issued, the remaining twenty-five hundred shares, or two hundred and fifty thousand dollars, of said stock, has not been issued. The principal office of the Hillman Land & Iron Company is at the southwest corner of Ninth and Spruce streets, St. Louis, Mo. Its president, John W. Harrison, and all of the other officers and directors of said corporation reside at St. Louis, Mo. It owns no property without the state of Kentucky; its Kentucky office is at Grand Rivers, Kentucky. It pays state and county taxes upon all of its tangible property in Kentucky; its entire holdings consist of real estate (farm and timber lands) and live stock, all situated in the counties of Livingston, Lyon, Trigg, Marshall and Hopkins, in the state of Kentucky. It engages in no business and has not engaged in any business outside of Kentucky. The only business it engaged in during the year 1915 in Kentucky was farming and the raising of live stock by tenants upon the said lands. These lands are not used for anything but farming purposes, and the timber taken therefrom. The total value of its tangible property in Kentucky is four hundred thousand dollars. It has no tangible property elsewhere. The entire gross income in Kentucky for the year ending December 31, 1915, was $17,462.83; it has no income aside from this, and this was its entire gross income for said year."

It will be observed that the statute imposes this license tax upon all corporations not expressly exempt from its payment by the statute, which own property or do business in this state, whether foreign or domestic, no discrimination being made between the two classes. Under this statute no account whatever is taken of the issued capital stock or the value of property owned or volume of business done, nor are the corporations subject to the tax required to report their issued capital stock. The license tax is imposed solely on the authorized capital, not the issued capital.

It will further be noticed that the statute requires the corporation to report the value of the property owned and...