The Pacific commercial advertiser. [volume] (Honolulu, Hawaiian Islands) 1885-1921, 1893-09-16


| persons
Held, that the transaction was pledge
| and not chattel mortgage and tina
the securities followed the cebt into thE
bands Of the holder.
st the time Of the assignment a memoran
dun was made upon the stub Of the
| stoCk-bOok OF the company that The
certificates had been duly assigned by
NJ. to b. & Co. as collateral security
Held, that the assignment was good
! between the ptrties, and that Nj. could
not enquire into the validity OF the sub
| sequent assignments of the certificates.
OPINION OF THE COURT BIZ JUICE COOPER.
This is an appeal from the order OF
Circuit Judge Whiting decreeing
that 1890 shares OF the capital stock
of the Waikapu Sugar Company
! pledged by the defendant TO Bishop
& Co, and now held by the plaintiff,
be sold at public auction for the pur-
pose Of paying a certain promissory
note made by the defendant to
! Bishop & Co. for the sum of S123,-
/ 34407, together with interest at the
rate of s per cent. per annum,
amounting to $3l,11O.10, said note
being held by the plaintiff.
| 1t seems TO us that 10 error IN the
| decision or order Of the Coart below
has been pointed out.
The certificates Of stock were en-
dorsed in blank by Macfarlane and
delivered to Bishop 81 Co. at
| the time the note was given. This
| in itself was sufficient to pass the
equitable title and the transaction
became a pledge and not chattel
mortgage as contended for by the
| defendant.
Bishop & Co. the PLEDGES upon
such endorsement and delivery
and under their irrevocable power of
attorney TO transfer the shares to
another person had power cou
pied with an interest, and it gave
them the right to demand of the
company new certificates. The GER
tifcates however still remain in the
name of Macfarlane, bat on the 1st
of April, 1890, five days after the
date OF the note the following en-
dorsement was made upon the stub
of the company's stock book. After
giving the number Of the certificates,
The above shares are duly assigned
by G.. w. Macfarlane of Honolulu to
Bishop & Co. of Honolulu as col
lateral for moneys had and received"
Signed w. II. Ct. secretary.
This seems to comply with Section
1888 of the Civil Code and would
preclude either Macfarlane or his
creditors disputing the transfer for
that purpose and further than this
Macfarlane is not concerned. And
we do not find that the memorandum
Of pledge made at the time restricts
the right to realize upon the securi-
ties to Bishop & Co. The shares of
stock were transferred ''as collateral
security for the payment OF the
above promissory note and OF all
other notes and demands which the
said Bishop & Co. held or may hold
against me so long as they shall
hold the said security"
Upon the transfer OF the note to
Spreckels, Bishop u Go. relinquished
their right to hold the security for
any other note or demand which they
might have held against Macfarlane,
but this does not give Macfarlane
any cause of complaint so long as he
is not deprived of his right to re-
deem his securities upon payment of
his debt. when collateral security
is given or property assigned for the
better protection or payment of
debt it shall be made effectual for the
purpose, and that not only to the
immediate party to the security but
to others who are entitled to the
debt" Stearns vs. Bates, 116 Conn,
81.
The transfer Of the note and shares
fl ON Bishop & Co. to Bishop, and
from Bishop to the plaintiff, was
sale of their right in the note and to
the securities, and we consider that
the certificates were negotiable with
the note itself and that the plaintiff
was therefore the proper party to
sue.
While Bishop s. Co. were holding
the Macfarlane note and the Waika-
pu shares as security therefor, Mac
farlane wrote q letter to Messrs.
Hartwell, Thurston and Garter, in
which he expressed desire to begin
proceedings against the Hawaiian
Commercial q Sugar Company for
rents, profits and damages which he
considered to be due to the Waikapu
Sugar Company for the use Of GER
tain lands known as the Waikapu
Commons, and offered as compensa-
ton q sum in cash and also a percent
age Of the amount which might be
recovered, and also authorized them,
upon the approval Of Bishop & Co,
to compromise the claim on which
the proceedings were brought
whether by sale of q. W. Macfar
lanes stock or payment Of money.
To this proposition it is claimed
by this defendant that Bishop q Co.
consented and that they were estop-
ped from disposing of the shares
pending the suit
We do not consider it necessary
| 10 determine whether or not the
letter was couched in such terms IS
would create an equitable estoppel
or not, for upon a consideration of
the evidence we fail to find that
Bishop X Co. or any one for them
consented TO the proposal, and for
that reason we do not pursue the
question further.
Iu accordance with the foregoing
opinion the appeal is dismissed, and
the order and decree of the Circuit
Court is confirmed.
f NJ Hatch for plaintiff. <