H. Watson Development Co. v. Bank & Trust Co.

374 N.E.2d 767, 58 Ill. App. 3d 423, 15 Ill. Dec. 984, 1978 Ill. App. LEXIS 2325
CourtAppellate Court of Illinois
DecidedMarch 8, 1978
Docket76-252
StatusPublished
Cited by7 cases

This text of 374 N.E.2d 767 (H. Watson Development Co. v. Bank & Trust Co.) is published on Counsel Stack Legal Research, covering Appellate Court of Illinois primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
H. Watson Development Co. v. Bank & Trust Co., 374 N.E.2d 767, 58 Ill. App. 3d 423, 15 Ill. Dec. 984, 1978 Ill. App. LEXIS 2325 (Ill. Ct. App. 1978).

Opinion

Mr. PRESIDING JUSTICE JIGANTI

delivered the opinion of the court:

This appeal arises from two separate lawsuits. One suit was filed by the plaintiffs, H. Watson Development Company, Inc. (Watson Development) and Bartlett Valley Iron Works, Inc. (Bartlett Valley) against the defendant, The Bank and Trust Company of Arlington Heights (the Bank), alleging that certain security agreements and notes, executed by the corporate officers, were obtained by the Bank in a fraudulent manner, and that the corporations never received any money or consideration following execution of the notes. The plaintiffs asked that the notes be cancelled and declared null and void, and requested monetary damages. During the course of the trial, it was learned that the Bank had obtained judgments by confession against Hugh and Katherine Watson on certain guaranties they had executed. A motion was made to vacate the confessed judgments. The court entered judgment for the defendant Bank in the one action and refused to vacate the confessed judgments against Hugh and Katherine Watson in the other. This appeal followed.

The plaintiffs, Watson Development and Bartlett Valley argue on appeal that the court erred in denying their petition for change of venue, that the judgment was against the manifest weight of the evidence; and that the execution of the notes and security agreements was an ultra vires action and therefore void. The defendants, Hugh and Katherine Watson argue that the guaranty executed by Katherine Watson was void for lack of consideration.

Hugh Watson first came into contact with the Bank in February 1972. He testified that he applied for a *350,000 mortgage on a parcel of real estate (the “Bartlett property”) held in a land trust at the Bank and that the loan was approved by Robert Nelson, a Bank vice-president in the real estate department. Watson told Nelson that he would need interim financing to erect a building on the Bartlett property, and was advised that the Bank would be wilting to finance the construction. Within six months, the Bank made a *78,000 loan to Watson secured by a mortgage on the Bartlett property. Watson testified he believed the loan would be increased to *350,000 when the buildings were completed on those premises.

The testimony of Robert Nelson and Donald Carrara, who was also a Bank vice-president in the commercial loan department at the time of these transactions, contradicts Watson. Nelson testified that he never made a commitment to Watson for a mortgage in the amount of *350,000 or any amount other than the *78,000 actually dispersed, although he did have many conversations regarding financing construction on the Bartlett property, none of which resulted in a commitment. Carrara testified that when he first met Watson in February 1972, he was seeking a *200,000 not *350,000 mortgage. He lent Watson *20,000, secured by the land trust, for “inter-financing purposes” in connection with construction on that property, but the *200,000 mortgage was declined by the real estate department. He stated that when advised of this, Watson said that he would attempt to obtain financing elsewhere and if necessary would accept a lesser amount. The Bank then approved the *78,000 loan to Watson.

The notes in the bank’s loan file on Watson indicate that the application for the *200,000 mortgage was declined on May 30, 1972; the entry for August 16,1972, shows that a 10-year mortgage for *75,000 was approved and increased to *78,000 prior to disbursement on October 2, 1972.

Although Watson’s initial contact with the Bank was with the real estate department regarding a mortgage on the Bartlett property, the notes from which this litigation arose were the result of transactions completed with the commercial loan department. Watson was in the business of acquiring real estate, constructing houses, and then selling the completed house. The Melrose & Maywood Savings & Loan Association normally provided the mortgage loan to the purchaser of the house, while the commercial loan department of the Bank provided interim financing to Watson for the acquisition of the property and construction. Watson testified that the actual construction was done by Watson Development, of which he owned all of the stock. He owned 62% of the stock of Bartlett Valley, which was in the business of structural steel fabrication, along with Donald Dobosz and Luther Garrett, each of whom owned 19%. In connection with these construction projects, a second land trust was opened at the Bank which took title to the lots under construction. The beneficial interest in this trust was used as additional collateral for the loans.

Carrara testified that throughout the early part of 1973, the loan relationship between the Bank and Watson was “quite good” and that he was a satisfactory customer with no problems. During this time, the Bank continued lending Watson money which served as interim financing for various construction projects, including the six loans in the amounts of *35,000, *20,000, *28,000, *45,000, *16,610 and *143,397.96, which totalled *288,007.96. Some of these, notably the *143,397.96 loan, consolidated other smaller loans made to Watson during the time period preceding the signing of the corporate notes in December 1973. However, in about August 1973, overdrafts began to appear on the accounts of both Bartlett Valley and Watson Development. This condition persisted with respect to both accounts as evidenced by their monthly bank statements through December 1973, when the complained of transactions occurred.

In September 1973 according to Watson’s testimony, Watson approached the Bank in order to obtain financing for his two corporations, asking the Bank to issue *300,000 to each corporation so they could be properly capitalized to handle the business that was being generated. He was told by a Bank officer to bring in financial statements, accounts receivable, and the records of each corporation for the Bank to study before making any decision. Carrara testified that in late September 1973, he met with one of Watson’s accountants, Gerald Catalano of Leaf, Dahl & Company, and requested that he update the financial statements on Watson and his companies and determine what portion of the total loans to Watson had been channeled into Bartlett Valley and Watson Development.

On or about October 12, 1973, Carrara prepared security agreements for each of the corporations, covering furniture, fixtures, equipment, inventory, and assignment of all accounts receivable. These agreements were to secure the amount of *300,000, approximately the amount outstanding in loans to Watson. Watson testified that he was advised that the Bank would furnish each of his corporations a *300,000 line of credit, and that for this reason he had the proper officers of the two corporations execute the security agreements. Carrara, however, denied making any promises or commitments to Watson with respect to a line of credit, stating that in light of the overdraft situation, he had wanted additional security. The notes in Watson’s loan file for October 12, 1973, state that regarding the security agreements, “it is our intention to segregate the advances which in the past had been made to Mr. Watson and funneled to Bartlett Valley and H. Watson Development. The advances will now be made on a direct basis to the respective corporations and we will then support each respective advance in turn by the pledge of adequate collateral.”

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Bluebook (online)
374 N.E.2d 767, 58 Ill. App. 3d 423, 15 Ill. Dec. 984, 1978 Ill. App. LEXIS 2325, Counsel Stack Legal Research, https://law.counselstack.com/opinion/h-watson-development-co-v-bank-trust-co-illappct-1978.