Bohmer & Osterloh v. City Bank of Richmond

Citations

• 77 Va. 445
• 1883 Va. LEXIS 76

Syllabus

<p>1. Bank Stock-Lien of bank-Charter-Assignee-Case at bar.-Charter of bank incorporated in 1870, provided that “ the bank shall have a lien prior to all others upon any stock held by a stockholder for any debt of said stockholder to said bank.” The stock certificates contained no notice of this lien, but declared that they were “transferable only on the books of the bank, in person, or by attorney, on the surrender of the certificate.” A stockholder, J., indebted to the bank, borrowed money from a third person, and gave him the certificate as collateral, with power of attorney to transfer the stock. J. became bankrupt, and then lender applied to the bank to transfer the stock. Bank refused so to do, until paid its debt due from J.</p> <p>Held :</p> <p>1. The act of 1870, Acts 1869-70, page 488, incorporating this bank, superseded the general law as to chartered companies, providing for the transfer of stock, and gave the bank the prior lien for any debt due it from a stockholder, on his stock; which lien was not waived by leaving the certificates outstanding!</p> <p>2. In this case the lien of the bank upon the stock, was, under its charter, paramount to that of the lender to J., and the bank had the right to be first satisfied before transferring the stock to the lender. If lender chose to hold the stock, he held subject to the bank’s lien.</p> <p>2. Persons dealing with a corporation must take notice of, and are effected by the provisions contained in its charter.</p>