Pratt v. Taunton Copper Manufacturing Co.
| Decision Date | 05 September 1877 |
| Citation | 123 Mass. 110 |
| Court | United States State Supreme Judicial Court of Massachusetts Supreme Court |
| Parties | Elizabeth W. Pratt, executrix, v. Taunton Copper Manufacturing Company & another. Same v. Machinists' National Bank & another |
Bristol.
Decree for the plaintiff against the corporation, with costs; and as to the other defendant, the bill dismissed, without costs.
G. E Williams, for the plaintiff.
E. H Bennett, for the corporations.
J. H Hardy, for the individual defendant in the first case.
A. S. Wheeler, for the individual defendant in the second case.
The plaintiff was the owner of shares in each of the defendant corporations, and held certificates therefor, which were taken from her house without her knowledge, and, together with a forged power of attorney in her name to the corporation, delivered to W. N. Field & Company, brokers, for sale. Field & Company employed Hawes & Henshaw, stock auctioneers, to sell the shares by auction, and they sold them accordingly. Field & Company afterwards presented the certificate and power of attorney, in the one case, to the clerk of the corporation, duly empowered to make transfers, and, in the other case, to the cashier of the bank, and obtained from each a transfer of the stock and a new certificate, with a new number, in the name of Hawes & Henshaw, and delivered it to them; and Hawes & Henshaw delivered and assigned the new certificate to the purchaser in each case, who thereupon paid to them the sum for which he had bid off the stock, which was its fair market value, and they paid the same, less their commission, to Field & Company. The purchaser surrendered the new certificate to the corporation, and the corporation thereupon issued to him another certificate, which he now holds. Neither Hawes & Henshaw nor the purchaser had any knowledge, until after the transfer and issue of the certificate to him, that the plaintiff ever owned the shares; and the purchaser did not see any certificate of the stock until he paid for the one issued to him.
The plaintiff brings a bill in equity against each of the corporations and the purchaser of the shares therein, praying that the latter may be ordered to surrender his certificate to the corporation to be cancelled, and that the corporation may be ordered to issue to the plaintiff a new certificate for her shares, and to pay to her all dividends declared or to be declared thereon to the date of the decree, and for further relief.
The questions reserved for our determination in each case, by the justice before whom the hearing was had, are, 1st. Whether the plaintiff is entitled to the relief prayed for in the bill; 2d. Whether she is entitled to relief against the defendant corporation alone; 3d. Whether she is entitled to relief against the individual defendant, and, if so, whether the corporation should be ordered to pay to him the amount paid by him for the stock in question, with interest from the date of payment, or any other amount.
It is quite clear that the plaintiff could not be deprived of her stock without consent or negligence on her part, and that, the power of attorney in her name being forged, she may maintain each of these bills to compel the corporation to issue a certificate to her for her shares, and to pay her the dividends thereon. Ashby v. Blackwell, 2 Eden 299; S. C. Ambl. 503. Sloman v. Bank of England, 14 Sim. 475. Midland Railway v. Taylor, 8 H. L. Cas. 751. Pollock v. National Bank, 3 Selden 274. Sewall v. Boston Water Power Co. 4 Allen 277.
But the individual defendant was a purchaser in...
To continue reading
Request your trial
-
More v. The Courier-News, a Corp.
... ... Bank v. Bank of Orland, 133 ... Cal. 64, 65 P. 143; Pratt v. Taunton Copper Mfg. Co ... 123 Mass. 110, 25 Am. Rep. 37, 13 Mor ... ...
-
Chaffee v. Middlesex R. Co.
...371. The plaintiff was entitled to a decree for the issue to it of a certificate for 250 shares, on the principle acted upon in Pratt v. Copper Co., 123 Mass. 110; Sewall v. Water Co., 4 Allen, 277; explained PARKER, J., in Glass Co. v. Dewey, 16 Mass. 94, 101; MORTON, C.J., in Railroad Co.......
-
Hiller v. American Tel. & Tel. Co.
...Railroad Co., 126 Mass. 443, the transfer of the certificate was under a forged power of attorney. See Pratt v. Taunton Copper Manufacturing Co., 123 Mass. 110, 112,25 Am.Rep. 37;Machinists' National Bank v. Field, 126 Mass. 345. Nothing inconsistent with out present holding is to be found ......
-
Geyser-Marion Gold-Min. Co. v. Stark
...v. Salisbury Mills, 125 Mass. 138; Same v. Frue, 104 U.S. 223, 26 L.Ed. 713; Salisbury Mills v. Townsend, 109 Mass. 115; Pratt v. Manufacturing Co., 123 Mass. 110; Pennsylvania R. Co.'s Appeal, 86 Pa. At the time of the transfer of this stock of which complaint is here made, the appellee wa......