part. It seems very doubtful. In an analogous class of cases where services were rendered under the mistaken belief that there was a status existing between the parties which imposed a duty to render the service, it may be true that upon principle the person who has received the services should be liable for their value in quasicontract, but the cases are divided as to whether or not recovery will be permitted.8 William K. Laidlaw. Infants: Unauthorized act of infant's agent.—The case of Casey v. Kastel, 119 Misc. (N. Y.) 116 (1922), noted in 8 CORNELL LAW QUARTERLY 162, has been finally decided by the Court of Appeals in Casey v. Kastel, 237 N. Y. 305 (1924). The action was brought by an infant twenty years old to recover damages for the conversion of a certificate of stock in the United States Steel Corporation. The infant, when nineteen years old, had entrusted the certificate, endorsed in blank, to Kastel, who sold it without authority to an innocent purchaser for value, the sale being effected through the firm of Johnson and Wood, the members of which were made defendants, and a transfer being made on the books of the defendant United States Steel Corporation, by reason of which transfer the corporation was sought to be held liable as a converter. Some time later, the owner ratified the sale, but disaffirmed it in bringing the instant action. The lower court held that the United States Steel Corporation, the members of the firm of Johnson and Wood, and Kastel were liable as converters on the ground that the act of the infant in appointing Kastel her agent was totally void and the ratification therefore was not effective, and that any one dealing with the property in reliance on the apparent authority or on the ratification was a converter.1 The Court of Appeals disapproves the view that an infant's appointment of an agent is totally void, and holds that it is voidable merely, thus discarding the old and illogical distinction between the appointment of an agent by an infant and other contractual acts of an infant.2 As to estoppel, the Court of Appeals takes the position that either fraud or negligence will be enough to permit estoppel against an infant arrived at years of discretion. But the court points out, that when an infant endorses a stock certificate in blank, he is giving only a voidable endorsement and is therefore not estopped to take advantage of its voidability. It seems questionable, however, Woodward, Quasi-Contracts, sec. 184. Of the four cases there cited as permitting recovery, Hickam v. Hickam, 46 Mo. App. 496 (1891), was a case of fraud rather than of mistake, and Urie v. Johnston, 3 Fen. & R. (Pa.) 212 (1831), held that it was not unconscientious for the person receiving services under an honest mistake to refuse to pay for them. 1119 Misc. 116, 123 (1922). Instant opinion, p. 310. 'Instant opinion, p. 313. whether an infant's endorsement in blank of a stock certificate without something to show that the endorsement was by an infant and therefore voidable might not in some cases be negligence upon which one who subsequently dealt with the stock with no knowledge of the endorser's infancy might rely by way of estoppel." The court holds that the "United States Steel Corporation is not in the same position as the defendants who sold the infant's stock on her behalf" and relieves the corporation from liability as a converter. The distinction is one that does not clearly appear. Both the corporation and the brokerage firm were intermediaries in the transfer of the stock by Kastel to the innocent purchaser, the latter transferring title to the stock, the former turning over the rights as stockholder against the corporation." It would seem that the transfer on the books of the corporation was, technically, at least, a conversion as much as the sale by the brokerage firm. If it be said that on grounds of public policy a corporation should not be made subject to an insurer's liability for recording apparently valid stock transfers, the same would seem to apply to a brokerage firm dealing in stock certificates endorsed in blank. There may have been, however, something not mentioned in the case as reported which showed that the brokerage firm had knowledge of, or facts putting it on inquiry as to, the fact of the endorser's infancy. F. C. Root. Inheritance Taxation: Principal and ancillary administration: Transmission of assets. In order to obtain jurisdiction of the decedent's personal property for the satisfaction of its taxes, the state of Vermont, through its commissioner of taxes, interposed objections to a final settlement of the administration accounts by the New York executors, praying: (1) that after payment of administration expenses, taxes due the state of New York, and debts due New York creditors, the surplus assets be transferred to the executors appointed by the Probate Court in Vermont for final distribution; or (2) that no distribution be decreed until all taxes due the state of Vermont have been paid. The testatrix was domiciled in the state of Vermont. She died in New York, leaving property in the latter state "This result obtains, in equity at least, where the infant affirmatively represents himself as of age. Tiffany, Domestic Relations (3rd. ed.), p. 528, n. 34. It would seem that failure to disclose the fact of infancy amounts to negligence where a strong duty to disclose exists. "So a wrongful refusal to register a transfer of stock on the books of the corporation is a conversion of the stock. 7 R. C. L., Corporations, sec. 248, n. 9. See also Machen, Modern Law of Corporations, sec. 857. "The registry was the final act required to complete the transfer of the rights of the infant against the corporation as stockholder to the innocent purchaser. Since that transfer was irrevocable under sec. 105 of the N. Y. Pers. Prop. L., it would seem to be a clear conversion of those rights. As authority for the proposition that a transfer of stock on the books of a corporation may be a conversion see Telegraph Co. v. Davenport, 97 U. S. 369 (1878); Mayor v. Norman, 4 Md. 352 (1853); Machen, Modern Law of Corporations, secs. 935–940, and a note in 45 L. R. A. (n. s.) 1076. valued at $900,000 out of a total estate of $1,000,000. The remaining property, consisting of real estate of the value of $100,000, is within the state of Vermont. None of the legatees of the decedent's will reside in Vermont. Two independent probate proceedings were conducted, one in Vermont, the other in New York, executors being appointed in each state. New York has already been paid the inheritance tax assessed by it upon the estate of this non-resident decedent. The laws of Vermont impose a five per cent collateral inheritance tax on those receiving, under a will of a resident of that state "real estate situated in Vermont or personalty wherever situated". The tax sought to be collected by Vermont against the legatees is estimated to total $50,000. These are substantially the facts presented in the Matter of the Estate of Anita Bliss, 121 Misc. (N. Y.) 773 (1923). The Surrogates' Court, New York County, held: "There are two reasons for the dismissal of the objections; (1) The broad principle of public policy and constitutional law, which precludes the collection in this state of inheritance taxes due another state; (2) the refusal of this court, in its discretion under the special circumstances of this estate, to transmit the assets to Vermont." Since Vermont has neither personal jurisdiction of the legatees, nor jurisdiction over the property in New York, the following propositions may be considered as settled: first, that Vermont can not impose a personal obligation upon the legatees enforceable in New York; second, that the lien imposed upon real or personal property in Vermont for the payment of taxes does not attach to property in New York; third, that the inheritance tax of Vermont can have no extra-territorial effect, and hence will not be enforced in New York." A necessary consequence of these propositions is that the second prayer for relief can not be granted. Since Vermont was the domicile of the decedent, it becomes necessary to consider whether there is an obligation upon New York to transmit the surplus assets, thus enabling Vermont to secure possession of the property, levy the amount of its tax, and then distribute the balance to the legatees. Where the property of a decedent is administered in two or more states, the state of domicile is considered as the place of principal or original administration; any other administration, in another state, is an ancillary or auxiliary adminis 'Instant decision, p. 744. See Vt. L. 1919, p. 52. "This estimation seems to be based on all of the decedent's property, since five per cent of $1,000,000 is $50,000. Although the real property in Vermont greatly exceeds the amount of the taxes due to it, it is alleged that "there may be a question as to whether it could be subjected to a lien for more than five per cent of its value."-Instant decision, p. 774. See Vt. Gen. L. 1917, sec. 1097, p. 272. Instant decision, p. 775. 'State of Colorado v. Harbeck, 106 Misc. (N. Y.) 319 (1919). See brief comment on this case in "Progress of the Law, 1918-1919, The Conflict of Laws," by Joseph H. Beale, in 33 Har. L. Rev. 1, 6. "See, supra, n. 2. "State of Colorado v. Harbeck, 232 N. Y. 71 (1921). For a note on this case, see 7 CORNELL LAW QUARTERLY 245. tration. This distinction in terms may be traced to the following reasons. In the ordinary case, a person domiciled in a state or a country, making his will there, expects his property, whether real or personal, to descend to his heirs or legatees according to the law of his domicile. Ordinarily, his family and those likely to take property under him, his debtors and creditors, are at his place of domicile. Where such a person owns personal property in another state or country, he would prefer to have it pass to his heirs or legatees in accordance with the laws of his domicile. These considerations have given rise to the well established rule or principle of comity, that "the law of the domicile governs the distribution of personal property”.8 A foreign state or nation follows the law of the domicile in the distribution of a decedent's personal property in order that its own citizens, owning personalty in another jurisdiction, might by reciprocity be accorded the same privilege of having their property pass to their representatives according to the law of their domicile." Debtors may pay their obligations to the principal administrator, and domestic as well as foreign creditors may present their claims against the estate to the domiciliary or principal administrator. If the decedent has left personal property in another state, and executors are there appointed, creditors may present their claims to the ancillary administrator.10 As a matter of comity, a probate court in a state of ancillary administration may order the executors to transmit the surplus assets to the state of principal administration." It will do this after all proper claims against the ancillary administration have been satisfied, and the circumstances and justice of the case demand it. It is entirely discretionary with the court whether it will order distribution of the surplus assets, or transmission to the state of domicile. 12 In the instant case, Vermont's request to have the assets transmitted must be tested by the above principles. Do the circumstances, and justice to all the parties concerned, present a proper case for the exercise of the New York court's discretion to order a transmission of the assets? An examination of the following cases may aid in reaching a conclusion. "Ames v. Citizens Nat'l. Bank, 105 Kan. 83 (1919); Frothingham v. Shaw, 175 Mass. 59, 63 (1899); McCurdy v. McCurdy, 197 Mass. 248, 251 (1908); Matter of Hollins, 79 Misc. (N. Y.) 200, 205 (1913), affirmed, without opinion, 160 App. Div. 886; McKeen v. County of Northampton, 49 Pa. 519, 525 (1865); Graveley v. Graveley, 25 S. C. 1, 19 (1885); see note in L. R. A. 1915 A 431. Woerner, The American Law of Administration (3rd ed.), (1922), sec. 565, 158; Harvey v. Richards, 1 Mason (U. S.) 381, 408 (1818); Blackstone v. Miller, 188 U. S. 189, 204 (1903); Matter of Hughes, 95 N. Y. 55, 60 (1884); Matter of Hollins, supra, n. 7; Bertin's Estate, 245 Pa. 256 (1914); Re Lorillard, 127 L. T. Rep. (Eng.) 613 (1922). See Harvey v. Richards, supra, n. 8, at p. 412, where there is an excellent discussion of the reasons for applying the law of the domicile in distribution of personal property. 10See Blackstone v. Miller, supra, n. 8. "Despard v. Churchill, 53 N. Ý. 192 (1873); In Re Lawrence's Will, 93 Vt. 424, 431 (1919). 12Harvey v. Richards, supra, n. 8; State of Iowa v. Slimmer, 248 U. S. 115, 121 (1918); Matter of Hughes, supra, n. 8; Re Lorillard, supra, n. 8. In Matter of Hollins,13 the testatrix was domiciled in England. The will was probated first in England, and subsequently in New York. The countess Z., a legatee under the will, objected to the decree which provided that the American executors should deduct from the annuity coming to her under the will a certain amount in satisfaction of the legacy duty payable thereon under the laws of England. The court upheld the action of the New York executors who remitted £20,000 to the English executors in discharge of the legacy duty. The decision was based upon the fact that injustice would have resulted to the English legatees, whose property was about to be sold in satisfaction of the tax, unless the American executors remitted the amount due. It is clear, therefore, that at least one element which will influence a court, in the exercise of discretion, to order assets transmitted from the foreign state to the state of domicile, is justice to all the legatees concerned. It may refuse to permit one legatee, at the expense of the other legatees, to escape payment of a tax by not submitting himself to the jurisdiction of the state of domicile. The facts of the principal case do not disclose that non-payment of the Vermont tax by the New York executors will prejudice or work an injustice upon any of the legatees. The question under consideration was squarely presented in a recent English case. In Re Lorillard, 14 the testator was domiciled in New York. He was at his death, possessed of personal property in England and also in the United States. His will was probated in New York and in England. The assets in the place of principal. administration, New York, were insufficient to discharge the claims of certain American creditors. These claims were by statute barred in England, thus making it useless for the creditors to present their claims at the place of ancillary administration, England. Accordingly, the New York administrator applied to the English court to order the English executor to transmit the surplus assets, some £3,000, to New York. The court held that it was a matter of discretion for the judge "as to what direction he should give with regard to the disposal of the residue in this country. But when the persons entitled to the unadministered residue are in this country, the court would not order these moneys to be sent to an administrator abroad." The situation presented there is parallel to that of the principal case. New York will not order a transfer of the assets to Vermont, so as to enable the latter to satisfy a claim not recognized by the New York courts. 15 In State of Iowa v. Slimmer, 16 Iowa sought to enjoin the administration of the estate of the deceased by the courts of Minnesota. Slimmer was domiciled in Iowa, where he died testate. By a collusive arrangement with his son, a resident of Minnesota, the latter came into possession of almost all of the decedent's personal property, valued at $550,000. Minnesota imposed inheritance taxes on this 1379 Misc. (N. Y.) 200 (1913), supra, n. 7. 14127 L. T. Rep. (Eng.) 613 (1922). 15 Supra, n. 14, at p. 616. 16248 U. S. 115 (1918). |