Louisville Trust Co. v. Stockton

• Decision Date: 26 May 1896
• Docket Number: 445.
• Citation: 75 F. 62
• Court: U.S. Court of Appeals — Fifth Circuit
• Parties: LOUISVILLE TRUST CO. v. STOCKTON.

75 F. 62

LOUISVILLE TRUST CO. v. STOCKTON.

No. 445.

United States Court of Appeals, Fifth Circuit.

May 26, 1896

H Bisbee and C. D. Rinehart, for plaintiff in error.

A. W Cockrell, for defendant in error.

Before PARDEE and McCORMICK, Circuit Judges, and SPEER, District Judge.

PARDEE Circuit Judge.

This was an action at law, begun by Horace Scott, for the conversion of 130 shares of the capital stock of the Jacksonville Ferry Company. Other stock in another corporation was also claimed to have been converted, but no evidence whatever was offered to support the claim for this other stock.

The bill of exceptions shows the following evidence introduced on the trial:

(1) The minutes of a stockholders' meeting held March 10, 1893 at which meeting J. A. Russell, H. H. Buckman, and Horace Scott were present, and in which Horace Scott, as president, called the meeting to order; and in which it is recited that 'J. A. Russell and Horace Scott had, by a certain agreement with Archer Harmon, transferred three hundred and ninety shares of the ferry stock owned by them; and that said Harmon having stated that he would transfer a portion of said stock to Thomas P. Denham and J. N. C. Stockton, the said Harmon, Denham, and Stockton were admitted as stockholders,' and thereupon Harmon, Stockton, Denham, and Buckman were elected directors, etc.

(2) A contract, executed same day, March 10, 1893, by Harmon and Stockton, containing the following:

'That out of the capital stock of said company received by the said Archer Harmon from the said Scott, Russell, and Yeomans, and such other stock as may receive in any other way, an amount equal to 51 per cent. of the total capital stock of said company shall be transferred and assigned to J. N. C. Stockton, as trustee, to be held by him in the following manner, to wit: A one-third interest to be issued to said Stockton, as trustee, to be voted by him for the joint interests of the joint owners thereof, and said Stockton hereby, as mutually agreed and directed by the owners of said stock, to wit, the said Harmon, Scott, and Stockton, and in the event that the said Harmon, Scott, and Stockton shall fail to agree as to how said stock shall be voted, then the parties hereto agree to submit the cause of disagreement to arbitration, the said Harmon choosing one arbitrator, the said Stockton one, and the two arbitrators so chosen together selecting the third; and the parties hereto agree to abide by the decision of said arbitrators, and the said Stockton agrees to vote said stock in accordance with such decision. The said stock to be held intact until such time as the said Stockton and Harmon shall mutually agree to dispose of the same.'

(3) Archer Harmon's certificate for 390 shares, and indorsement thereon, dated same day, March 10, 1893, as follows:

'For value received, I hereby assigned and transferred unto J. N. C. Stockton, Archer Harmon, and Horace Scott, in equal proportions, 390 shares of the capital stock named in the within certificate, and do hereby constitute and appoint J. N. C. Stockton and Archer Harmon true and lawful attorney, irrevocable, for and in my name and stead, but to transfer and set over all or any part of said stock, and for that purpose to make and execute all necessary acts of assignment, and transfer and one or

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