Seaboard Air Line R. Co. v. Peters

• Decision Date: 23 December 1949
• Citation: 43 So.2d 448
• Parties: SEABOARD AIR LINE R. CO. et al. v. PETERS et al.
• Court: Florida Supreme Court

Page 448

43 So.2d 448

SEABOARD AIR LINE R. CO. et al. v. PETERS et al.

Supreme Court of Florida, en Banc.

Dec. 23, 1949.

Shutts, Bowen, Simmons, Prevatt & Julian, Miami for appellant Seaboard Air Line R. Co.

Loftin, Anderson, Scott, McCarthy & Preston, Robert H. Anderson and Will M. Preston, Miami, for appellant Bessemer Securities Corporation.

J. Mark Wilcox and Hudson & Cason, Miami, for appellees.

CHAPMAN, Justice.

Dade County, Florida, prior to 1946, acquired a public airport known as 'Pan American Airport' or '36th Street Airport'. The Federal Government gave or sold to Dade County two airports situated adjacent to each other and referred to as (a) 'Miami Army Air Base' and (b) 'Miami Air Depot'. The title to the facilities was taken in the name of Dade County Port Authority and by law were under the supervision and control of the Board of County Commissioners of Dade County. The three facilities were merged by the Port Authority and designated as the Miami International Airport and continuously since has been operated by the County of Dade as an airport in serving the general public.

A map or plat of the three properties discloses that Pan American or 36th Street Airport is now separated from the Miami Army Air Base and Miami Air Depot by a tract of land comprising approximately 94.15 acres owned by the Seaboard Air Line Railroad Company. The Seaboard has, over the years in the operation of its railroad system, constructed on the 94.15 acres freight yards, shops, buildings, numerous tracks and other structures and is known locally as Hialeah Yards. Its main line track between the City of Miami and the City of Homestead traverses the 94.15 acres. The operation of the Seaboard trains and other facilities situated on the 94.15 acres interferes with and creates a hazard to the operation of all types of planes entering and leaving the Miami International Airport. The Airport and the Seaboard have operated the properties since 1946 under a lease agreement. The dangers to human life and property are admitted. A threat to close the Miami International Airport by the Federal Aeronautics Commission because of these hazards has been received by the Miami International Airport authorities.

The County Commissioners of Dade County and the officials of the Seaboard, after negotiations, signed a written agreement identified as Exhibit 'B', by the terms of which the Seaboard agreed to sell for the sum of $2,625,000.00 the 94.15 acre tract to the County of Dade and the County of Dade agreed to purchase the property for said sum but the expense of removal, relocation and reconstruction of the facilities now situated on the tract and used by the Seaboard was to be paid for by the County of Dade at an additional sum of $200,000.00, which amount was acceptable to the County Commissioners of Dade County. One of the questions presented here is the validity of the contract to purchase the property in behalf of Dade County and to pay for the same according to the financial plan appearing in the record.

The power and authority of the Board of County Commissioners of Dade County, Florida, acting as the Dade County Port Authority, to sign the purchase and sale agreement with the Seaboard and obligate the County of Dade to pay the several sums set out and designated in the written agreement of the parties appear positive and certain. See Chapter 22963, Acts of 1945, Laws of Florida, and as amended by Chapter 24296, Acts of 1947, Laws of Florida, and as amended by Chapter 25166, Acts of 1949, Laws of Florida; Chapter 332, F.S.A., Chapter 22846, Acts of 1945, Laws of Florida; State ex rel. Gibbs v. Gordon, 138 Fla. 312, 189 So. 437; State of Florida v. County of Monroe, 148 Fla. 111, 3 So.2d 754. The purported deed conveying the 94.15 acre tract by the Seaboard into the County of Dade is in substantial compliance with the terms of the written agreement of the parties.

Dade County, according to the record, does not have available the $3,000,000.00 required and necessary to purchase the 94.15 acre tract from the Seaboard and to finance the expansion program of the Miami International Airport. It proposes to issue revenue certificates for the purpose in the sum of $3,000,000.00. The Bessemer Securities Corporation has signified a willingness to purchase the proposed certificates under conditions unnecessary here to recite. The Port Authority, in furtherance of the plan, adopted Resolutions identified by the record as Exhibits 'D' and 'E'. These Resolutions, and the revenue certificates issued pursuant thereto, set out that the certificates are not general obligations of the County of Dade nor a pledge of the credit of the County or its power of taxation. The purchasers of the certificates are required to look for payment to the Special Fund designated as 'Miami International Airport Expansion and Development Fund'.

Resolutions 234 and 235 adopted by the Dade County Port Authority obligate it to deposit to the credit of the above named Special Fund money sufficient in the amount to meet and pay all interest and principal of the proposed revenue certificates. These moneys with which to pay the maturing principal and interest on the proposed certificates are financed from two sources: (1) from the net proceeds of money arising from the operation of the Miami International Airport; and (2) an ad valorem tax on all the taxable property of Dade County as provided for by amended Section 5 of Chapter 25166, Acts of 1949, Laws of Florida. This Section authorizes a levy of one mill for an enumerated airport purpose and a one-half mill for the purchase and improvement of the airport. The proceeds of the two levies, in a general sense, are for the purchase of land and the expansion and development of the airport as owned by the County of Dade.

A pertinent portion of Section 6 of the Port Authority's Resolution is viz.:

'That when the said sum of money is so borrowed, the Chairman and Clerk of this Board are hereby authorized, empowered and directed in the name and on behalf of this Board to execute and deliver unto the said Bessemer Securities, Inc. Special Fund Certificates, in the following form, aggregating the principal sum of Three Million ($3,000,000.00) Dollars, to be dated as of July 15, 1949, and to bear interest from date at the rate of three and one-half (3 1/2 %) per centum per annum, interest to be payable on March 15th and September 15th of each year and to mature annually, March 15, in the following years and amounts:

                Year of Maturity       Amount
                      1950        $300,000.00
                      1951         325,000.00
                      1952         425,000.00
                      1953         500,000.00
                      1954         500,000.00
                      1955         500,000.00
                      1956         450,000.00
                

which certificates shall be payable, as to both principal and interest, solely from the Special Fund, known as Miami International Airport Expansion and Development Fund, established by resolution of this Board on the 25th day of July, 1949, and from the surplus revenues of said airport as defined by Section 514 of that certain Trust Agreement dated as of July 1, 1947, between Dade County Port Authority and Chemical Bank and Trust Company, as Trustee, as amended by that certain Supplemental Trust Agreement between the same parties dated as of July 1, 1948.'

The revenue certificates in the sum of $3,000,000.00 are to be issued by the Dade County Port Authority and sold to Bessemer Securities, Inc., for the following purposes and no other: First, the sum of $2,625,000.00 is to be paid to the Seaboard for the 94.15 acre tract; second, the sum of $200,000.00 is to be used in financing the costs of removing and relocating at another site the railroad, railroad yards, shops and facilities of the railroad according to the agreement of the parties; third, the remaining $175,000.00 is to be used for incidental expenses incurred in acquisition of the land and the removal of the facilities of the Seaboard to another site--also for the construction of additional facilities at the Airport.

Suit for a declaratory judgment or decree under the several provisions of Chapter 87, F.S.A., was filed in the court below and attached to and made a part of the bill of complaint were several Exhibits, some of which were adduced and filed in evidence. An answer was filed and the Chancellor heard evidence and made findings of fact and these findings were made a part of the final decree. The Chancellor decreed that the Resolutions adopted by the Dade County Port Authority, the contract of sale and purchase of the 94.15 acre tract, the purported deed of conveyance, and the Resolutions authorizing the issuance of revenue certificates in the sum of $3,000,000.00 were each valid and binding instruments. A careful study and thorough consideration of the several issues presented is reflected by the final decree entered below. An appeal has been perfected here.

The power and authority of the Dade County Port Authority to issue the contemplated revenue certificates and to pledge the net proceeds of the profits arising from the operation of the Miami International Airport, or so much thereof as is necessary to keep these obligations current, is settled law in Florida. See State and Diver v. City of Miami, 113 Fla. 280, 152 So. 6; State v. City of Lake City, 116 Fla. 10, 156 So. 924; State v. City of Daytona Beach, 118 Fla. 29, 158 So. 300, and similar cases.

The Chancellor below held that the Dade County Port Authority had the power, under Chapter 22963, Acts of 1945, as amended by Chapter 24296, Acts of 1947, and as further amended by Chapter 25166, Acts of 1949, to levy an ad valorem tax of one and one-half mills on all the taxable property of Dade County, Florida, without the vote of the freeholders as provided for by Section 6 of Article 9 of the Constitution of Florida, F.S.A., the proceeds of the levy, with portions of the net profits of the Airport operations, to be placed in a Special...