Opinion
November 25, 1930.
CORPORATION: Certificates of Stock: Situs: Ancillary Administrator: Demand Before Transfer: Judgment. The decedent resided and died in New York, owning and having in his possession shares of stock of a Missouri corporation, and the ancillary administrator, duly appointed by a Missouri probate court, made demand upon the corporation for the stock before it had been transferred on its books, and because of such prior demand the corporation refused to transfer the stock to any one. Thereafter the New York executors brought suit in the New York court of general jurisdiction and obtained personal service upon the corporation in that state, and the court rendered judgment ordering the corporation to transfer decedent's stock on its books and to issue certificates therefor to said executors. There were no unpaid debts or taxes in this State. Held, that the shares of stock had a situs in New York for transfer purposes, and the New York court had before it both the defendant and the stock, and full power and jurisdiction to decide the right of the executors to have the stock transferred to them, and its judgment is entitled to full faith and credit, and the Missouri ancillary administrator's suit to compel the transfer of the stock to him must be denied.
Appeal from Jackson Circuit Court. — Hon. Samuel A. Dew, Judge.
AFFIRMED.
D.W. Peters and Barnett Hayes for appellant.
Frank H. Moore, Cyrus Crane and A.F. Smith for respondent; Samuel W. Moore of counsel.
This (Lohman, Ancl. Admr. of Estate of James McDougall v. Railway Co.) is a companion case to Lohman, Ancillary Administrator of Estate of Carl F.W.G. Upmann, v. Kansas City Southern Railway Company, ante, page 819, this day decided. The facts are quite like those in the Upmann case. McDougall lived in New York and died there owning and having in his possession certain shares of preferred stock of the defendant railway corporation, which thereafter came into the possession of his executors. In this case, however, plaintiff's demand upon defendant was made before defendant had transferred the stock on its transfer books in New York and hence it refused to make such transfer. Thereupon, the New York executors brought suit against defendant in the Supreme Court of New York, a court of general jurisdiction, and secured personal service upon defendant in that state. Thereafter judgment was rendered ordering defendant to transfer McDougall's shares of stock on its books and issue certificates therefor to the New York executors. This was done.
We held in the Upmann case that the shares of stock had a situs in New York for transfer purposes where, as here, there were no unpaid debts or taxes in this State. Defendant maintained an office in New York and was there personally served with process. The Supreme Court of that state, therefore, had before it both defendant and the stock, to the extent that it was called upon to deal with said stock, and had full power and jurisdiction to decide the right of the New York executors to have the shares of stock transferred to them. Under the full-faith-and-credit clause of the Federal Constitution, it is our duty to recognize the validity and finality of the judgment rendered by that court.
The judgment of the trial court is affirmed and the case is transferred to the court en banc. All concur.
The foregoing opinion of BLAIR, J., delivered in Division Two, is adopted as the opinion of the Court en Banc. Ragland, C.J., Blair, Atwood, Gantt, Frank and White, JJ., concur.