Carolina Coach Co. v. Begnell

Connor, J. The bill of sale under which tbe plaintiff, Carolina Coacb Company, claims title to tbe buses now in its possession; and on which tbe defendant, E. G. Belvin, sheriff of Durham County, proposes to levy *659 as directed in the execution now in bis bands, and issued at the request of the defendant, Bessie Begnell, to satisfy ber judgment against the Safety Coacb Lines, Incorporated, is not void, for the reason that said bill of sale was executed by the Safety Coacb Lines, Incorporated, with intent to binder, delay or defraud the said Bessie Begnell, or other creditors of the Safety Coacb Lines, Incorporated. Tbe jury by its answer to the third issue has negatived the contention of the defendants to that effect. There is no contention on this appeal that there was error at the trial with respect to the answer to the third issue. Tbe only question presented by this appeal is whether tbe bill of sale is void as to tbe defendant, Bessie Begnell, under tbe provisions of tbe statute in force at tbe date of said bill of sale. See N. 0. Code of 1921, section 1138. Tbe subsequent amendments to this statute are not applicable to tbe instant ease. Tbe statute involved in this action is in words as follows: “Any corporation may convey lands, and other property which is transferable by deed, by deed sealed with tbe common seal and signed in its name by tbe president, a vice-president, presiding member or trustee, and two other members of tbe corporation, and attested by a witness, or by deed sealed with tbe common seal and signed in its name by tbe president, a vice-president, presiding member or trustee, and attested by tbe secretary or assistant secretary of tbe company. But any conveyance of its property, whether absolutely or upon condition, executed by a corporation, is void as to torts committed by such corporation prior to tbe execution of said deed, if persons injured, or their representatives, commence proceedings or actions to enforce their claims against said corporation within sixty days after tbe registration of said deed as required by law.” It is provided by statute in this State that “no conveyance of land, or contract to convey, or lease of land for more than three years, shall be valid to pass any property as against creditors or purchasers for a valuable consideration, from tbe donor, bargainor, or lessor, but from tbe registration thereof within tbe county where tbe land lies.” 0. S., 3309. There is no statute, however, in this State which requires that a sale and transfer, or conveyance, of personal property by a person or corporation, where such sale and transfer or conveyance is absolute, shall be in writing or shall be registered for any purpose. It is provided by statute, however, that “no deed of trust, mortgage for real or personal estate shall be valid in law to pass any property as against creditors or purchasers for a valuable consideration, from tbe donor, bargainor or mortgagor, but from tbe registration of such deed *660 of trust or mortgage in the county where the land lies, or in case of personal estate, when the donor, bargainor, or mortgagor resides.” C. S., 3311. The statute involved in the instant case must be construed in connection with the foregoing statutes, from which it appears that a distinction is made in the law in this State, with respect to requirements for registration, between conveyances of personal property upon condition, as by deeds of trust or mortgages, and conveyances by bills of sale by which the title to such property passes absolutely. In the latter case, not only the title but the possession passes with the bill of sale, while in the former, ordinarily, only the title passes. Possession is usually retained by the grantor or mortgagor. It is only where personal property is sold and transferred, or conveyed, by a corporation, upon condition, as by deed of trust or mortgage, that the conveyance is void as to torts committed by the corporation prior to such conveyance, where the person or persons injured by such torts commence proceedings or actions to enforce his or their claim against the corporation for damages resulting from such torts, within sixty days after the registration of the deed of trust or mortgage, or other conveyance upon condition, as required by law. Where, as in the instant case, personal property is sold and transferred, or conveyed by a corporation, absolutely, and accompanied by delivery, the statute is not applicable, and for that reason the conveyance is not void under the provisions of the statute. The vendee or grantee acquires title to the property free from the claim or claims of creditors, whether such claims arise out of torts or out of contracts. The judgment in the instant case must be affirmed. No error.