Ozark Black Marble Company v. Stephenson
| Decision Date | 19 March 1945 |
| Docket Number | 4-7572 |
| Citation | 186 S.W.2d 145,208 Ark. 338 |
| Parties | Ozark Black Marble Company v. Stephenson |
| Court | Arkansas Supreme Court |
Appeal from Searcy Chancery Court; J. M. Shinn, Chancellor.
Reversed.
Mills & Mills and Barber, Henry & Thurman, for appellant.
N J. Henley and W. F. Reeves, for appellee.
Appellant, a corporation, was incorporated January 30, 1939, and the other appellant, J. G. Cazort, was its moving spirit. On June 22, 1935, Cazort and one Skinner, after some two years of search for deposits of black marble, and learning there was such a deposit on appellees' lands, called on them and examined same. They entered into a written contract with appellees on said date by which appellees agreed to give a "stone deed" to Ozark Black Marble Company, when organized, and Cazort and Skinner agreed to give appellees 25 shares of stock in the proposed corporation and to pay them $ 100 per acre for all land used in quarrying, etc., that the Ozark Company might take in its business operations.
Between that date and January 30, 1939, Cazort spent about $ 4,000 in testing, sawing, polishing samples, surveying and promotional work, and on the latter date appellees executed and delivered a "stone deed" to Cazort and Skinner to all the stone on the 128 acres on which they lived. The consideration recited was $ 100 cash, 150 shares of stock of the Ozark Company, and $ 100 per acre for each acre of land used or damaged. The Ozark Black Marble Company was incorporated the same day, and the 150 shares was issued and tendered to appellees, which was declined because appellees decided they wanted a ten per cent. royalty instead, and the royalty demand was agreed to. On August 31, 1939, appellees conveyed to the Ozark Company all the stone in an additional 132-acre tract adjoining their home place, and it in part furnishes the basis for a cross-appeal by appellees, but, in view of the disposition we make of the direct appeal, we think it unnecessary to discuss the facts relative to the second conveyance.
After August, 1939, appellants tried to put the marble on the market and to secure financing for the company. Cazort took several parties to see the property and appellees cooperated in every way to interest such parties in the marble deposits on their land. They knew of the efforts of appellants to get financial assistance from the R. F. C.
Cazort finally found a sale for some black marble in Joplin, Missouri, and in St. Louis, Missouri. Appellee Stephenson and his son, with other workmen, quarried the marble and delivered it to the purchasers. It sold for $ 2.50 a cubic foot and enough was sold to bring in about $ 2,000, out of which all expenses of mining and hauling were paid, including ten per cent. royalty and Stephenson was paid for his time at the rate of $ 150 per month. In addition to the marble sold, Stephenson mined about 1,000 cubic feet of marble which was not sold and became worthless because exposed to the weather.
On February 29, 1944, appellees brought suit to cancel the two "stone deeds" heretofore mentioned on the ground that Cazort and Skinner misrepresented their financial ability; that they (appellees) were led to believe that Cazort and Skinner were financially able to procure machinery for such mining and to carry on the mining operations to get out and market the marble. They also sought judgment for $ 250 royalty on the marble mined and not sold and for damages to land used. The answer was a general denial.
Trial resulted in a decree cancelling the two "stone deeds" and a denial of any money judgment. This appeal followed and appellees cross-appealed.
We think the court erred in canceling the "stone deeds" to appellants. The ground alleged is misrepresentation as to the financial ability of the promoters. Skinner is now dead and it is undisputed that he had no financial standing. Cazort had been in good financial standing until he lost his fortune in the depression. At the time he negotiated this deal, he was a low-salaried clerk in the state Revenue Department and we think the evidence establishes...
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Lautenbach v. Meredith
... ... See also as having some bearing Ozark Black Marble Co. v ... Stephenson, 208 Ark. 338, 186 ... materials from the Prairie City lumber company where he ... procured most of the materials for this ... ...
- Van Huss v. Wooten
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Brown v. Ozark Black Marble Co., 5-121
...et ux., a suit for damages and injunctive relief against the Stephensons. Both cases are an aftermath of Ozark Black Marble Co. v. Stephenson, 208 Ark. 338, 186 S.W.2d 145, opinion March 19, 1945, in which the same two tracts of land and deeds were involved as here. In that case, the facts ......