San Jacinto Trust Co. v. Griffey

87 S.W.2d 857, 1935 Tex. App. LEXIS 1211
CourtCourt of Appeals of Texas
DecidedOctober 18, 1935
DocketNo. 10086.
StatusPublished

This text of 87 S.W.2d 857 (San Jacinto Trust Co. v. Griffey) is published on Counsel Stack Legal Research, covering Court of Appeals of Texas primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
San Jacinto Trust Co. v. Griffey, 87 S.W.2d 857, 1935 Tex. App. LEXIS 1211 (Tex. Ct. App. 1935).

Opinion

LANE, Justice.

The San Jacinto Trust Company was organized and incorporated under the laws of Texas on the 5th day of April, 1920. Among purposes for which it was incorporated was to receive money on deposit, to loan money on real estate and personal property and upon collateral and personal securities, to buy, sell, and discount negotiable and nonnegotiable paper of all kinds, as well as all kinds of commercial paper, to act as agent for corporations, foreign or domestic, for any lawful purpose, and to purchase, invest in, guarantee, and sell stocks, bonds, notes, and other securities, and to give the bonds or obligations of the corporation for moneys or securities borrowed or received on deposit or for investment. The capital stock of the corporation was $100,000 fully subscribed and paid for. The incorporators were twenty in number, among whom were Tom Randolph, who subscribed and paid for 330 shares; George F. Howard, who subscribed and paid for 165 shares; B. F. Bonner, who subscribed and paid for 100 shares; John H. Kirby, who subscribed and paid for 100 shares; and J. W. Link, who subscribed and paid for 50 shares. The directors named in the charter are: B. F. Bonner, J. R. Neal, Jno. H. Kirby, E. J. Eyres, Tom Randolph, David S. Howard, R. W. Wier, J. W. Link, Geo. F. Howard, G. E. Davidson, J. O. Roots.

On the 15th of April, 1924, four years after the incorporation of San Jacinto Company, A. Philo Howard, Garland Bonner Howard, and Geo. F. Howard organized the Howard Investment Company. On said date a charter was granted to such company declaring that the purpose for which the company was formed was the erection or repair of buildings or improvements and accumulation and loaning of *858 money for such purposes, and' for the purchase, sale, and subdivision of real property in towns, cities, and villages and their suburbs, and the accumulation and loaning of money for such purpose. It was recited in the charter that “the amount of capital stock is $100,000.00, divided into one thousand shares of $100.00 each, all of which capital stock has been subscribed and paid in, as per affidavit hereto attached.”

The matter and things so recited were sworn to by the Howards, the parties above named, who are in said charter named as directors of the company.

On the 10th day of March, 1928, the Howard Investment Company duly increased its capital stock from $100,000 to $300,000 and changed its corporate name to Coastal Bond & Mortgage Company ; the increased stock of the company being subscribed and paid for by the following parties: Geo. F. Howard, A. Philo Howard, A. R. Howard, C. A. Coskey, H. C. Robinson, Jr., Garland B. Howard.

On the 24th day of July, 1928, Dr. Edward W. Griffey purchased 50 shares of the stock of the Coastal Bond & Mortgage Company, evidenced by stock certificate No. 40, and on the 4th day of January, 1929, he purchased another 50.shares of such stock, evidenced by stock certificate No. 54. The sum agreed to be paid for such shares of stock was $100 per share, or $5,000 for each of said 50 shares purchased. To obtain the money to pay for such shares of stock, Dr. Griffey executed and delivered to the San Jacinto Trust Company his two notes for the total sum of $10,000. The money so borrowed was placed to the deposit account of the Coastal Bond & Mortgage Company with the San Jacinto Trust Company. Such indebtedness evidenced by said notes was from time to time, extending from the time of the execution of such notes to the 29th day of April, 1932, reduced to the sum of $4,000 by payments made by Dr. Griffey to the San Jacinto Trust Company, and on said last-named date Dr. Griffey renewed his obligation by executing and delivering to the San Jacinto Trust Company a written instrument reading a,s follows:

“No. 224494 Due Aug. 3, 1932.
“Houston Tex., April 29, 1932, $4000.00
“Ninety (90) days from 5-5-1932 after date, I, we, or either of us promise to pay to the order of San Jacinto Trust Company, Houston, Texas, at its office, Houston, Texas, Four Thousand & no/100 Dollars for value received with interest at the rate of ten per cent per annum from maturity until paid and ten per cent additional on the full amount of the principal and interest due if placed in the hands of an attorney for collection, or if collected by suit or through the probate or bankrupt court.
“Interest on this note payable.
“Each maker, surety, guarantor, and endorser hereof waives grace, presentment for payment, demand, protest, notice of protest, and consents that this note may be renewed or extended from time to time without notice.
“As security for the payment of this note there has been delivered and pledged to the San Jacinto Trust Company the following collateral securities:
“100 shares Coastal Bond & Mortgage Company stock,
“P/V 100.00 — Estimated Value $10,000.00
“We hereby authorize the San Jacinto ‘ Trust Company, its officers, agents, or assigns to collect said collateral when due by suit or otherwise, crediting the proceeds thereof on this note, but said company or other holder hereof shall not be liable for neglect or delay in collecting said securities. Said Company or other legal holder hereof shall have the right at any time •prior or subsequent to the maturity hereof to transfer or assign said note, and deliver said collateral securities to the purchaser of said note, and in the event of such sale and delivery said San Jacinto Trust Company shall not thereafter be responsible to us for any of said collateral securities or the proceeds thereof.
“In case of default in the payment hereof at maturity or any time thereafter, we further authorize said Company or any one of its officers or the holder hereof to sell said securities with or without notice át public or private sale or at its option through any broker, and at such sale said Company or other holder hereof may become the purchaser of the whole or any portion of said securities applying the proceeds of such sale to the payment of the expenses thereof and then to the payment of this note including interest and attorney’s fees and accounting to the pledger herein for the surplus, if any. In case said securities shall not sell 'for an amount sufficient to pay this note, interest, costs and attorney’s fees, we, and each of us, agree that immediately after such sale we will *859 pay to said Company or the holder hereof the balance due.
“The San Jacinto Trust Company or holder hereof shall not be responsible for any depreciation in the value of said securities hereby pledged, but in the event the same shall depreciate to such an extent as that, in the opinion of any officer of said Company or the holder hereof, same shall be insufficient to fully secure this note, upon demand thereof by any officer or attorney of said San Jacinto Trust Company or other holder hereof, we will, within 24 hours, furnish additional security to the satisfaction of said Company or holder hereof and in the event of failure to furnish such additional security said Company or holder hereof may proceed to sell the securities herein pledged in the same manner as if this note had matured by the lapse of time.

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Bluebook (online)
87 S.W.2d 857, 1935 Tex. App. LEXIS 1211, Counsel Stack Legal Research, https://law.counselstack.com/opinion/san-jacinto-trust-co-v-griffey-texapp-1935.