252 Pa. 430 | Pa. | 1916
Opinion by
Defendant is a stockbroker, trading as William F. Fearon & Co. Plaintiff’s husband, Henry Ashton Little, is an attorney. Between April, 1904, and June, 1906, Mr. Little had large stock transactions with defendant, of which the latter kept detailed account. *To protect the same it became necessary for Mr. Little to deposit funds and collateral; and in connection therewith he gave defendant an agreement as follows, viz:
“COLLATERAL AGREEMENT.
“I do hereby agree that as to any cash or securities which I have heretofore deposited with Wm. F. Fearon & Co., and also that whenever, from time to time, I
“Henry Ashton Little.”
“Philadelphia, Oct. 18, 1904.”
The plaintiff, Mrs. Little, was the owner in her own right of certain securities, which she from time to time made transferable by endorsement or properly executed blank powers of attorney and placed in the hands of her husband for disposal, she now avers for her own benefit. In due course of business the husband to protect said account delivered such securities to defendant who gave Mr. Little credit therefor, and so far as appears received such of the securities as were deposited prior to December 15,1905, in good faith and without notice of any alleged equity on behalf of plaintiff. On that day Mrs. Little having information that said securities in defendant’s possession were liable to be lost, owing to the unsatisfactory state of Mr. Little’s account, took and delivered to defendant additional securities properly authenticated for transfer, to strengthen said account and to protect the securities previously pledged. ^She testifies in effect that she then complained to defendant that her husband had made unauthorized use of her securities
“Philadelphia, 12, 15, ’05.
“Mr. H. Ashton Little,
“Dear Sir: We are this day in receipt from you of the following securities which we are to hold as collateral on your account, or for any advances we may make you, with power on our part to rehypothecate the same should we so desire. This receipt is not negotiable. Ten shares New York Central and Hudson River Railroad Company; 164 shares Acadia Coal Company, Limited; 1,000 St. Louis Iron Mountain & Southern Railway Company unifying and refunding 4%, 1929; 1,000 Leanington and St. Clair Railway Company, first mortgage, 4°fo, 1945. William F. Fearon & Company, Joyce.”
This receipt was received by the plaintiff the next day, to wit: December 16, 1905, and retained by her until the trial of this case in 1914.
On January 2, 1906, plaintiff sent defendant a check of $4,702.75, to further strengthen said account. Securities, etc., which had formerly belonged to plaintiff, amounting in all to $42,753.75, were placed in Mr. Little’s said account. However, his stock transactions, including some had after December 15,1905, proved so unfortunate that all of said securities, except some unsaleable Acadia stock of the estimated value of eight hundred dollars, were exhausted and disposed of by defendant, prior to June 1, 1906. On that day Mr. Little gave defendant a note of $17,000.00 to settle the balance of the account.
Although plaintiff had full knowledge that defendant
The lower court directed a verdict for defendant, and from the judgment entered thereon plaintiff took this appeal. In our opinion the judgment should be sustained.
One who delivers stock to another accompanied by power of attorney for the transfer thereof clothes such other person with apparent ownership and a bona fide purchaser or pledgee for value thereof from such apparent owner obtains a good title. When Mrs. Little so delivered her securities to her husband she gave him apparent ownership which enabled him to make a valid pledge of the same to the defendant, and this is so regardless of any private understanding between Mr. and Mrs. Little, of which the pledgee had no notice: McManus v. Laughlin & King, 186 Pa. 498.
“One who has conferred upon another, by a written transfer, all the indicia of ownership of property, is estopped to assert title to it as against a third person who has in good faith purchased it for value from the apparent owner”: Wood’s App., 92 Pa. 379; Shattuck v. American Cement Company, 205 Pa. 197; See also Souder v. Columbia National Bank, 156 Pa. 374.
We have not overlooked appellant’s earnest contention as to the alleged evidence tending to show that defendant had notice.
As to the transaction of December 15, 1905, plaintiff so long knowingly acquiesced in defendant’s version
“If a party having a right stands by and sees another dealing with the property in a manner inconsistent with that right and makes no objection while the act is in progress he cannot afterwards complain”: Duke of Leeds v. Earl of Amherst, 2 Phil. Ch. 117.
The fact that plaintiff settled with her husband and took his note for these securities supports defendant’^ contention.
As Mr. Little and not his wife was the pledgor of the securities in question the failure to give her notice of their intended sale does not seem important.
The assignments of error are overruled and the judgment is affirmed.