Opinion
June 23, 1950.
Appeal from the Circuit Court, Marion County, F.R. Hocker, J.
Carl F. Crossley and Greene Ayres, Ocala, for appellants.
L.W. Duval and James M. Smith, Jr., Ocala, for appellees.
After weighing all the evidence in this suit to foreclose a mortgage, the chancellor entered a decree for the complainants and rendered an opinion lucidly and concisely stating the issues and analyzing the evidence relevant to them.
We shall undertake to give in condensed form so much of the factual situation as may make understandable the two questions now presented to us and our answers.
Inasmuch as the appellant Susannah H. Beamer was apparently made a party only because she joined her husband in the execution of the mortgage being foreclosed, we shall, in the following comment, refer only to one appellant, Samuel H. Beamer, the husband.
Appellant was a member of a group who became interested in developing a tract of land thought to be rich in mineral deposits. He was not financially positioned to buy the property himself or, for that matter, to make any appreciable contribution in money toward purchasing it, but some of his associates were, and after lengthy negotiations the property was acquired in his name with money furnished by one or more of them. Evidently for reasons of convenience the land was conveyed to him, and the same day he executed a purchase money mortgage to the seller. He immediately executed a mortgage to Laird H. Simons, subject to a mortgage that the seller had given the Federal Land Bank of Columbia and also to the purchase money mortgage Beamer had given the seller. Then he conveyed the property to another member of the group, Herbert Simons. All this occurred in 1927.
Laird H. Simons died in 1936, and in 1946 the executors of his estate, having assigned to themselves as trustees the mortgage and note executed by the appellant to their testator, filed the bill now before us seeking to foreclose the mortgage for the amounts due on that mortgage as well as the moneys that had been advanced to discharge the first mortgage to the Columbia land bank and the second, purchase money mortgage, totaling about $300,000.
The decree was granted, and the property was sold by the master to the plaintiffs for $35,000.
It seems that in the beginning of this transaction it was agreed among appellant and his associates that the mineral deposits thought to exist would be developed and each would have an interest in the profits in proportion to his investment in effort or money, as the case might be; but this plan was never consummated. Came the collapse of the boom of 1925 and the crash of 1929 which deterred, if they did not defeat, the enterprise all the parties had in mind.
It was proved to the chancellor's satisfaction that any such project, or joint adventure, as appellant chooses to call it, involved only the development of the property as distinguished from its purchase. In this conclusion we think he was eminently correct, and we find no reason to interfere with his ruling that the money advanced to buy the property was first to be repaid, and that the interest of the proposed joint adventurers would attach only to the profits realized from processing the minerals and to the equity in the land.
A score of years passed, during which the appellant probably lived in the hope that his faith in the potential value of the minerals would be justified, but nothing was done in furtherance of the original plan. Meanwhile he seems to have enjoyed the right to farm a part of the land to his individual benefit with no expense whatever for taxes or rent. Also he built a house on the land, largely of materials he got from it, and for a good part of the time he was paid by the Simonses, apparently without any obligation on their part to do so, a modest salary.
The chancellor thought the appellant had been treated fairly, and we feel no hesitancy in agreeing with him. It is apparent that any disappointment the appellant experienced and any failure to realize a profit because the property remained undeveloped was chargeable only to the vicissitudes of the fortunes of the men in the group who at the outset were financially able to match the appellant's efforts and industry with their money. The appellant must have been acquainted with the condition of the money market from 1925 to 1929 and well into that period sometimes spoken of as the "threadbare thirties."
Appellant first asks us whether the estate of Laird H. Simons is "entitled to evade an account of the joint adventure by foreclosing the mortgage against [appellant] as a personal obligation of [appellant] to his fellow adventurer [Laird H. Simons, mortgagee] and as a lien prior to his claim for compensation or participation is [sic] the assets of the joint venture based upon his devotion of 20 years of his active business career to the affairs of the joint venture at the request and insistence of the joint venturers." As we have said, the chancellor was justified in deciding from the facts that the joint adventure was confined to the exploitation of the property after those who had advanced the money were reimbursed. So it would seem inaccurate to interpret the action of the appellees in foreclosing the mortgage as an evasion of an account of the joint adventure; nor is there reason to construe the indebtedness, in all the circumstances, as a personal obligation of one adventurer, Beamer, to another, Laird H. Simons, the mortgagee, especially as the plaintiffs have waived any claim for deficiency judgment.
It is not clear what the appellant means by his reference to the lien of the mortgage being prior to his claim for compensation, as it is obvious from the testimony that no such remuneration was earned or promised. Although the appellant may have spent a considerable part of his life on the property in anticipation of the development of the minerals, which never came to pass, and even though no obligation was shown on the part of anyone to compensate him, he did receive the salary we have mentioned and did have the use of the property for that period without charge. He seems to have got much more from his investment in effort than did those who advanced the money, as is clearly demonstrated by the amount the property brought at the sale, about a tenth of the amount expended.
In presenting the second and last question the appellant insists that a merger of the equitable and legal titles was effected because Herbert Simons conveyed the property to the mortgagee, Laird H. Simons, who then dealt with it as his own. Even were we to adopt this construction, we are unable to understand how it would prove of such advantage to appellant that we would be justified in reversing the decree directing foreclosure.
Affirmed.
ADAMS, C.J., and TERRELL and ROBERTS, JJ., concur.