The Pacific commercial advertiser. [volume] (Honolulu, Hawaiian Islands) 1885-1921, 1893-10-12
4 BIG SUIT.
SPRECKELS' OBJECTIONS
REFU-ED By THE So
PREME COURT.
g. ~. MacfarlaEs's Petition For
an Equal Division of
Wafkspu Commons
GRANTED.

in the matter Of the partition of
the Waikapu lands, which motion
was opposed by SpEeckels on
various grounds.
On the 10th Of June, 1891, the de-
PENDANT corporation filed u declar-
alton i'm ejectmeut against the piaii-
tiff corporation In this case, claimi' e
that the plaintiff had unju-tly and
contrary to law aud the rights Of the
defendant taken possession OF the
"Waikapu Commons" property
owned by these corporations III mole
ties as tenants in common. The
plaintiff filed disclaimer to one-haif
of the property. This case never came
to trial, having been ended upon
successful plea in abatement. On the
9TH of September, 1891, the plain
tiff filed its bill for partition of the
above mentioned land.
The shares in the defendant cOrpor-
alton being held one half by Mr.. w.
Macfarlane and one-half by Claus
Spreckels rs trustee for the plaintiff
CORPORATION, and it being Impossible
to obtain corporate action To defend
this suit, Mr.. Macfarlane applied for,
and obtained leave 10 appear and
answer the suit in defense OF his
On the 2lst of September, 1893, u final
decree was made by the Supreme
Court, stating, inter ALA, that "either
party may be at liberty to apply to
the said Chief Justice for any further
order III regard to the partition of the
said land as they may be advised"
G.. w. Macfarlane on behalf
of the defendant corporation on
the 4th of October, 1898, hnoved
for the appointment or three
commissioners to make equal partl-
ton of the land, etc. The plainflfI
asked for further time, stating that
opportunity should be afforded to
enable the two corporations TO ascer-
tain if any amicable division of the
land could be arrived at, and that
meeting of the stockholders of the
Waikapu Sugar Co. had been called
to consider the question.
declined to postpone consideration
of the motion for commiss Oners in
partition on the ground suggested,
because 1t appeared to me that the
deadlock I'm the Waikapu Sugar Co.
would still continue aud 10 corporate
action could he obtained, and also be-
cause the final decree allowed either
party TO move on the matter of parti
ton. The plaintiff not doing so the
defendant had the right to move, re-
sulting from the leave obtained from
the Court to defend the suit.
The plaintiff objects To the motion
on the ground that Mr.. Macfar!ane IS
not now a stockho.der in the Wal
| kapu sugar Co.
appears on the stock book of the Wal
kapu Sugar Co. Il record of the trans
| fer by G.. w. Macfarlane of 1890 shares
| of the capital stock to Charles Il.
Bishop to secure q note and the trans
fer of said shares to Claus Spreckeis
and also record OF the transfer OF
sixty shares to WEIGH & Co. and that
| the stock book shows no other shares
| in the name of O.. w. Maciarlane.
| And it is claimed in behalf of the
| plaintiff that the p!edgor Macfariane
! Is not entitled TO be considered Il
shareholder. nor would he have the
right to vote the stock at i meeting
| of the corp ration
| There is o distinction between 4
| share owner and share holder. n
man may hold the certificate of shares
and vet not be its owner. The ques-
| ton as to whether the pledgor or the
| pledge of stock in a corporation is
| entitled to vote it is one of great diff
Guilty, and text writers do not agree
| OH the subject.
1
tutes the pledge of certificates of
| stock endorsed and transferred on the
| books of the company has right TO
| vote at its meetings. His name APP
pearing as stakeholder upon the
records of the corporation, he becomes
| for all purposes st0ckhplier."
Colebrook on Collateral Securities,
81.
"a pledge of shares having had
| himself registered as holder thereof
on the company's books Is entitled TO
vote at corporate meetings"
= Beach on Private Corporations,
Sec. 6I2, ID.
On the other hand:
"a PLEDGE has not the right to
vote the pledged stock even though
he has registered as a stakeholder"
| Cook on the Law of Stock and
| Shareholders, Sec. 46S.
THE right TO vote at the meetings
| of q corporation belongs only to its
members or shareholders. 1t has
been held that the vendor OF shares
| and not the vendee is entitled to vote
upon them until transfer has been
recorded upon the stock books, ana
the same privilege belongs TO q
pIedgor or mortgayor unless y COM
plete tranfer was executed"
Morawetz, Sec. 4S3.
"The real owner of the stock should
vote, especially where his name is
truly expressed in the books, though
it might be otherwise If he chose TO
have the entry in the name of another
without expressing any trust"
ANGEL & Ames on Corp, 1lih Ed,
Sec. l31, quoting from ex parte
Holmes, Cowen, 426.
An early case is ex parte, Wilcox,
! Cowen, 402 The Court there say.
awe do not hesitate to say that IN
clear case of hypothecation the
pledgor may vote; the possession may
welt continue with him consistently
with the nature of the contract and
the stock remain in his name. Till
enforced and the title made absolute
in the Pledge and the name changed
on the books he should be received to
vote"
have endeavored to examine the
authorities cited that are available OH
both sides Of this question, to wit:
Mcdonald Va. Flower Brook Manfg
\ 10. % VT D7S. Hnhhall DravoIl