The Hawaiian gazette. [volume] (Honolulu [Oahu, Hawaii]) 1865-1918, 1886-08-10

would prejudice the Woodlawn Dairy Com
pany who are in possession This renders 1t
necessary that the Court should consider the
transactions between defendant and such com
pany The answer of the defendant does not dis
close the fact that the defendant had sold tie pro-
perty to the Woodlawn Dairy Company, and such
fact only came out during the hearing. In fact
the defendant by his answer, claims relief on the
ground amongst others that he had expended
$4,000 in erecting barns and permanent improve
ments on the land, altogether eonceallng from the
Court the fact that he had been already paid for
such improvements by the Company. This can
not improve the position OF the defendant IN
Court of equity.
The transaction between the defendant and the
Company appears to be this: the defendant was
and Is President of the Company, and agreed with
the complainant to purchase the property IN his
own name, undoubtedly intending to transfer 1t to
the Company if it should be found suitable for
their business and almost Immediately let the Com
pany into possession, transferring cattle from
Punahou and placing other cattle purchased from
Wood there. He also erected the barns and made
other improvements.
On the first of July, 1884, at a meeting of the
Company, called for the purpose, it was resolved
that the capital of the Company should be in
creased from $40 500 to 100000 and shares were
issued accordingly.
The minutes of the meeting are as follows:
" The object of calling this meeting is to get the
views of the stockholders for increasing the prop
erty of the company ond also for increasing the
pay for the same. The removal of the stock
from the dairy at Punahou to the new one in
Nuuanu Valley at the Wood ranch, has upon a
trial of six months proved a success. The cost of
feeding the stock has been lessened; -Four new
barns have been built capable of holding, POS, or
90 head each other Improvements have been
made; water laid on, &c. Still mora improvements
are to be made soon, such as new fences, dwelling
houses &C., the cost of which will amount to $751;
Co.,"
This statement we understand was made by the
defendant
"On motion of Mr.. Dole it was moved and car
RED that the property i. I. the land of Nuuanu
Dairy, the improvements and stock offered to the
Company for $57, 500 by B. F. Dillingham;, be ac-
cepted, and stock be issued to pay for it, and that
the capital stock be raised to 100000. and that
an equivalent amount of new stock be issued"
On this showing the defendant would obtain S42,-
500 for the property in question.
On the 1st September following the defendant
having in the meantime discovered the shortage,
sold the property to the Company, according to its
proper acreage, agreeing to put more improve
ments upon the land to make up for the deficiency,
and according to the statement put in by him, he
at various times up to September 1885, put stock
upon the land, making with the improvements be-
fore mentioned, total expenditure of $4,000,
leaving about $35,OOO as the purchase money of
the property, the subject of this suit showing a
profit of $1,000. And in the face of this the de-
PENDANT claims to be entitled to a reduction of
abou. one half in this purchase money.
1t is not our duty to say more with respect to
this transaction, than that it appears that the pur
chase by the Company was conducted IN a loose
manner The Company must have known that
the defendant mad not title 10 the property and
that he had only paid one thousand dollars of his
purchase money so that they took this property
paying the defendant what equivalent to cash,
he having to pay the balance of $4,000 and inter-
est, before the property would become his or the
CompanY's no security being taken for such bal
anee and IN fact nothing has been paid by the
defendant since. The Company may have rights
IN the matter but they cannot be jeopardized by
the decree made, and it will be competent for
them to appear at any future proceedings
The case of the Earl of Durham vs.. Legard we
consider to be directly in point and the principle
there and by the decree herein established is any
thing but new-A. See Savage vs.. Taylor Cas-. !
Temp Talb. 234. Q,735) King VS.. Thompson,
Peters, 204.
We are therefore OF opinion that the decision of
the Chancellor is correct and must be sustained |
but as considerable sum of principal and inter-
est has accrued due since the commencement of |
the suit, reference must be made to a master to
ascertain the amount due according to the agree
ment on the first day of July instant, and in the
event of the defendant eectIng in the terms of the
Decree he must pay the amount so a5certained in |
to Court and must execute mortgage in terms of !
the agreement for the balance. The complainant |
must execute and acknowledge proper warranty /
deed of the property and deposit the same in Court
to be delivered to the defendant, on his complying
with the terms of the decree; leave must be re-
served for the parties to apply; copy of this de
cree must be served upon the Woodlawn Dairy |
Company so that it may attend on any future |
procsedlngs as 1t may be advised.
The defendant must pay the costs of this appeal. |
Appeal dismissed with costs.
w. A. Whiting and Kinney & Peterson for Com
1lainant; S. B. Dole for Defendant.
Honolulu, July 31st, 1886.