Jackson Opera House Co. v. Cox

Decision Date27 November 1939
Docket Number33890.
Citation192 So. 293,188 Miss. 237
CourtMississippi Supreme Court
PartiesJACKSON OPERA HOUSE CO. et al. v. COX.

Appeal from Circuit Court, Hinds County; J. P. Alexander, Judge.

Action by Harold Cox, receiver of the Merchants Bank & Trust Company, against the Jackson Opera House Company and others for mandamus compelling the transfer of stock certificate and issuance of new certificate. From a judgment for plaintiff defendant appeals.

Affirmed.

On appeal from judgment awarding mandamus to compel corporation to transfer stock on books and to issue new certificate to transferee, where third person allegedly having claim to the stock was not brought into court, reviewing court need not decide whether other claimants of the stock could or should have been brought in. Code 1930, §§ 564, 565, 605.

Ben F Camerson, of Meridian, for appellant.

W. S Henley, of Hazlehurst, and Green, Green & Jackson, of Jackson, for appellee.

ETHRIDGE, Presiding Justice.

Harold Cox, Receiver of the Merchants Bank & Trust Company, being authorized by the Chancery Court, which was administering the affairs of the Merchants Bank & Trust Company in liquidation, filed a petition in the Circuit Court for a writ of mandamus against the Jackson Opera House Company, its president and secretary, alleging that said Company, on the first of April, 1901, issued two shares of stock to W. E. Hayne, evidenced by its certificate number 38, of the par value of $100.00 each; that in due course of business and for value, without notice of any person claiming said certificate, the Merchants Bank & Trust Company became the owner thereof, the said certificate, being endorsed by its owner, W. E. Hayne; that the said receiver, being by operation of law the owner and holder of the said certificate, was entitled to have the same transferred from the books of the Company, and cancelled, and a new certificate issued therefor to the plaintiff in his capacity as receiver; that he has made demand upon the Jackson Opera House Company, and its president and secretary, for transfer of the certificate, but they failed and refused to do so, and refused to issue a new certificate to the plaintiff. And that the plaintiff is entitled to a writ of mandamus, directing and compelling the said secretary and president to permit the transfer of the certificate upon the books of the Company, and to issue a new certificate to the plaintiff; and asks for process, and for order commanding the transfer to be made, etc.

The certificate of stock, No. 38, was made an exhibit to the petition for writ of mandamus; it shows that it was duly issued to W. E. Hayne, and recites that it is " Transferable only on the books of the said Company in person or by attorney, or legal representative, on surrender of this certificate properly endorsed." On the reverse side the certificate was endorsed in blank by W. E. Hayne, and witnessed by W. G. Plummer.

The defendants pleaded the general issue, and gave notice thereunder that it would offer to prove that certificate No. 38 for two shares of stock of the Jackson Opera House Company was issued to W. E. Hayne on April 1, 1901, and that between that date and June 18, 1920, the said W. E. Hayne departed this life, being at the time, as defendants are advised, the legal owner of said shares of stock in the corporation; that the Hibernia Bank & Trust Company, of New Orleans, Louisiana, was the duly appointed administrator of the estate of W. E. Hayne, and that the said administrator called on the defendant, the Jackson Opera House Company, to transfer the two shares of stock to Thos. S. Bratton, to whom sale of said stock had been made, and the administrator represented to the said corporation that the original stock certificate No. 38 had been lost or destroyed; pursuant to this advice the defendant corporation, on June 18, 1929, issued to Thos. S. Bratton its certificate No. 187 of its capital stock, shown on its records to have been issued in lieu of certificate No. 38, and that said certificate was transferred from W. E. Hayne. It further set forth subsequent transfers of said certificate of stock to other persons, and finally to R. D. Sanders.

To this notice the plaintiff replied that R. D. Sanders is not the lawful owner of certificate No. 38 for two shares of stock in the Jackson Opera Company, issued to W. E. Hayne on April 1, 1901, endorsed by him, duly witnessed, and transferred in the course of business to the Merchants Bank & Trust Company, without notice of existence of any claim thereto; and that the Merchants Bank & Trust Company thereby became the owner of the stock certificate, free from any claim of any person whatsoever. That the plaintiff is not advised as to when W. E. Hayne departed this life, but denies that at the time of his death he was the legal owner of said stock in the Jackson Opera Company.

The plaintiff further said it was not advised whether the Hibernia Bank & Trust Company of New Orleans was appointed administrator of the estate of W. E. Hayne deceased, or whether the said bank, acting in that capacity, called upon the defendant Jackson Opera Company to transfer the two shares of stock to Thos. S. Bratton; and, further, even...

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4 cases
  • Lindeman's Estate v. Herbert
    • United States
    • United States State Supreme Court of Mississippi
    • February 19, 1940
    ...... Affirmed. . . May &. Byrd, Green & Green, and W. B. Fontaine, all of Jackson, for. appellants. . . Does. the uncontradicted proof establish a completed inter ... v. Shippers Compress Co., 72 Miss. 323; Scherck v. Montgomery, 81 Miss. 426; Jackson Opera House Co. v. Cox, 192 So. 293; Harmon v. McFarlane, 135. Miss. 284; McClellan v. McCauley, 158 ......
  • Jackson Opera House Co. v. Cox
    • United States
    • United States State Supreme Court of Mississippi
    • November 27, 1939
    ...So. 665 188 Miss. 237 JACKSON OPERA HOUSE CO. et al. v. COX No. 33890Supreme Court of Mississippi, Division BNovember 27, October 30, 1939 Suggestion Of Error Overruled January 8, 1940. APPEAL from the circuit court of Hinds county HON. J. P. ALEXANDER, Judge. Proceeding between the Jackson......
  • Burns v. Burns, 1998-CA-01042-COA.
    • United States
    • Court of Appeals of Mississippi
    • May 2, 2000
    ...discussed a restriction which was closely analogous to the restriction on the present stock certificate. See Jackson Opera House Co. v. Cox, 188 Miss. 237, 192 So. 293 (1939); Scherk v. Montgomery, 81 Miss. 426, 33 So. 507 (1903). In both of these cases, the Mississippi Supreme Court determ......
  • Harvey v. Dunaway Bros., 40562
    • United States
    • United States State Supreme Court of Mississippi
    • November 18, 1957
    ...Court. Tate v. Colvard, 174 Miss. 624, 165 So. 433; Favre v. Louisville & N. R. Co., 180 Miss. 843, 178 So. 327; Jackson Opera House Company v. Cox, 188 Miss. 237, 191 So. 665, 192 So. 293; Gandy v. Kirkland, 224 Miss. 508, 80 So.2d The evidence on the hearing of the petition to vacate the ......

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