pellant, on which certain streets were laid down, operated as a dedication, to be used as such when required by the public exigencies, it is manifest that the legislature never intended that the mere acceptance of the new charter should impose on the municipality the duty of improving or keeping in repair every thoroughfare that some individual may have laid out through his lands, or else the specific directions for laying out and opening streets and highways, within the new as well as the old limits, never would have been incorporated in the charter. The dedication may, as urged by the appellee, be complete; but to make them public streets, within the meaning of the charter, there must be an acceptance of the dedication according to law. 2 Code Pub. Loc. Laws, art. 22, § 183 et seq.; Kennedy v. Mayor, etc., 65 Md. 520, 9 Atl. 234; 2 Dill. Mun. Corp. § 636; Supervisors v. Banks, 44 Mich. 467, 7 N. W. 49; Abbott v. Cottage City, 143 Mass. 521, 10 N. E. 325. That this is the true construction of the charter as to what is meant by the word "street" is plainly established by section 194 of the charter, which provides that "the real estate and improvements thereon, situated within the former boundaries of the town, and the extended limits, as fixed by section 154, shall not be assessed and taxed for municipal purposes until a street shall be laid out and opened through the same; but, when a street shall be laid out and opened through said real estate, the land abutting on said street and improvements thereon to a distance of two hundred and forty feet back from the line of said street shall be assessed and taxed for. municipal purposes." This language shows that the purpose of the legislature was to leave to the authorities of the town the discretion as to what streets shall be "laid out and opened" within the limits of the town; otherwise, the provision that, "when a street shall be laid out and opened through said real estate, the land abutting on said street, and improvements thereon," should be "assessed and taxed for municipal purposes," is meaningless. The evident purpose of the legislature was to limit the power of taxation for municipal purposes to a distance of 240 feet "back from the line" of such streets, as the corporate authorities saw fit to lay out and open, and was a recognition of the principle that property owners, in consideration of being taxed, should enjoy the benefits of the improvements made with the municipal taxes. While it may be true that Carrollton avenue and Carroll street have been, since the alleged dedication, used as streets by the owners of property on the map, and may have been generally considered streets of the town, yet there has never been any formal acceptance of either of them by the authorities of the town; and until that has been done, according to law, they have not been "laid out and opened," within the meaning of the charter; and, as the property of the appellant sought to be taxed is not within 240 feet of any street "laid out and opened" by the municipal authorities, the contingency which renders it liable to be assessed and taxed for municipal purposes has not arisen. 2 Code Pub. Loc. Laws, art. 22, § 194; Kennedy v. Mayor, etc., 65 Md. 523, 9 Atl. 234; Beasley v. Belvidere (N. J. Sup.) 35 Atl. 797. The order of the court below dismissing the appellant's bill of complaint will therefore be reversed, and the cause remanded for further proceedings in accordance with this opinion. Order reversed and cause remanded. TEXTOR v. SHIPLEY. (Court of Appeals of Maryland. Dec. 1, 1897.) TAXATION-TAX TITLES-LEVY - SUFFICIENCY OF EVIDENCE-DESCRIPTION-ADVER TISEMENT-NOTICE. 1. The title of one who purchases a lot from a city, which acquired title by tax sale, is based on the tax sale. 2. Prima facie, an indorsement upon a levy required in making an execution sale for taxes reciting that the levy was made, is sufficient to show that there was a seizure by entry. 3. A description in a levy and return, required in making a sale for taxes, being all that lot of ground on the northeast corner of two certain streets in a certain city, improved by a two-story brick dwelling and by a two-story brick stable, is sufficient. 4. Baltimore Local Code 1879, art. 49, § 5, requiring that property to be sold for taxes shall be advertised for sale once a week for four successive weeks, is substantially complied with where the sale took place on the day fixed by the notice, which was the next day after the expiration of the notice. 5. Under Baltimore City Code 1879, art. 49, § 4, requiring the collector of taxes to serve tax bills upon a person in arrears, and a notice that, if the bills are not paid, payment will be enforced by execution, the bills and notice are sufficient if the collector's name is printed on the bills. 6. A lessee under a lease for 99 years is the proper person upon whom service of such bills and notice should be made prior to selling the land under execution for taxes. Appeal from superior court of Baltimore city. Action by Anton Textor against Charles Shipley, From a judgment for defendant, plaintiff appeals. Affirmed. Argued before MCSHERRY, C. J., and BRYAN, BRISCOE, RUSSUM, FOWLER, ROBERTS, PAGE, and BOYD, JJ. Frederick C. Cook, for appellant. Thomas G. Hayes, for appellee. FOWLER, J. This is an action of ejectment. The property in controversy is situated in Baltimore city, on the northeast corner of Grindell street and Riverside avenue. The case was tried before the superior court of Baltimore city, without a jury. The learned. judge ruled that, under the pleadings and evidence, the plaintiff failed to show in himself any title or right of possession to the property in question. There was a verdict and judgment thereon for the defendant, Charles Shipley. The plaintiff has appealed. A number of questions were discussed at the hearing, but all of them-all that we think necessary to consider-are involved in the main question of the validity vel non of the proceedings in the circuit court of Baltimore, which resulted in the sale of the property mentioned, for the unpaid taxes of 1885 and 1886. The city became the purchaser at the tax sale, and subsequently sold and conveyed it to the defendant, Shipley, who is now the appellee. The title of the defendant is founded upon and derived from the tax sale (Burroughs, Taxn. 346; Hussman v. Durham, 165 U. S. 147, 17 Sup. Ct. 253; Hefner v. Insurance Co., 123 U. S. 751, 8 Sup. Ct. 337); for, although he did not purchase at the tax sale, his grantor, the city, did. In Hefner v. Insurance Co., supra, it is said: "If the tax deed is valid, then, from the time of its delivery, it clothes the purchaser, not merely with the title of the person who had been assessed for the taxes, and had neglected to pay them, but with a new and complete title in the land, under an independent grant from the sovereign authority, which bars or extinguishes all prior titles and incumbrances of private persons, and all equities arising out of them." This being so, the controlling question in this case is as to the regularity and validity of the proceedings which resulted in the tax sale at which the grantor of the plaintiff purchased. During the course of the trial, there was but one exception taken, and that was to the ruling upon the prayers, which resulted in the granting of the defendant's prayer, and the rejection of the four prayers of the plain- | tiff. By the defendant's prayer it was declared, as we have already seen, that the plaintiff had not shown any title or right of possession. All the rejected prayers are based upon the theory of the invalidity of the tax sale. The first and fourth ask the court to declare that the plaintiff had shown a good and sufficient title and right of possession, and that, therefore, he was entitled to recover. But, as we have seen, the sufficiency of the plaintiff's title prior to the tax sale is immaterial if the tax sale be valid, and whether this sale be valid or not we will briefly inquire. The grounds of attack, on the tax sale proceedings, as set forth in the second prayer of the plaintiff, are that no levy was made upon the property, and, in the third, that "the tax-sale proceedings show that the city collector failed to leave with the person by whom were to be paid the taxes, *** * his usual place of abode, a statement showing the amount of taxes due, *** with a notice annexed thereto that, unless said taxes so due were paid within thirty days thereafter, the said city collector would proceed to collect the same by distress or execution, as provided by law." These, together with the objection that the proceedings show that more land was sold than was necessary, constitute the case of the appellant. First, then, in regard to the sufficiency of the levy: It has been often held in this state that, when tax sales are under consideration, it is only necessary that it shall appear that there has been substantial compliance with the law in all the proceedings of which the sale is the culmination, and that the order of ratification is only prima facie, and not conclusive, evidence of the validity of the sale. Guisebert v. Etchison, 51 Md. 478; Steuart v. Meyer, 54 Md. 454; Cooper v. Holmes, 71 Md. 20, 17 Atl. 711; Richardson v. Simpson, 82 Md. 159, 33 Atl. 457. It was said in Cooper v. Holmes "that no presumption can be invoked against the regularity of the tax proceedings." We are of opinion that the levy in this case was sufficient. It appears by the return of the collector and bailiff that all the right, title, and estate of the owner were seized and taken by virtue of the laws prescribing the manner of collecting taxes in arrear. We are not to assume that these officers failed to perform their duty. If the plaintiff had any affirmative proof to show that, in point of fact, no actual entry was made, and that, therefore, no legal seizure or taking was possible, it was his duty to produce it. In the case of Duvall v. Perkins, 77 Md. 587, 26 Atl. 1085, relied on by the plaintiff, it affirmatively appeared that there had been no entry. There was no such evidence in this case. On the contrary, there is indorsed upon the levy the following: "Levy made in presence of J. J. Rock, this 18th May, 1887, by Charles M. Hope, bailiff." The word "levy" itself implies seizure in the ordinary way by entry. Byer v. Etnyre, 2 Gill, 152; Webst. Int. Dict. But, in the next place, it was contended that the description of the lot as set forth in the levy or return is faulty, and not sufficient. We think, however, it is ample. It could not well have been made more definite, unless it had been described by metes and bounds, which is not necessary. The description is "all that lot of ground situate in the city of Baltimore, being on the northeast corner of Riverside avenue and Grindell street, improved by a two-story brick dwelling and a two-story brick stable." The plat filed shows this is an exact location of the premises. Nothing more is required. Land taken in execution need not be described by metes and bounds. The description in the levy is needed for location and identification of the property, and not for exact description. In other words, it need not be described with technical accuracy (Berry v. Griffith, 2 Har. & G. 337; Dorsey v. Dorsey, 28 Md. 388; Duvall v. Perkins, 77 Md. 586, 26 Atl. 1085; Keely v. Sanders, 99 U. S. 441), provided a description is given by which the property may be readily located. Again, it was contended that the tax sale was not advertised according to the provisions of the Local Code of Baltimore City of 1879 (article 49, § 5), which provides that the property to be sold for taxes in arrear shall be advertised for sale once a week for four successive weeks in two daily newspapers published in Baltimore. The sale was made on the 24th December, the day named in the notice, and it was published, according to the above section of the Local Code, four successive weeks before the sale, namely, on the 25th November, the 2d, 9th, and 16th of December. The objection that the sale should have been had on the 23d, instead of the 24th, December, and that, therefore, the whole proceeding is irregular and void, is sufficiently answered by the fact that the sale took place on the day fixed by the notice, and that that day was, if not the day immediately following the expiration of the notice, the next day thereafter. This, in our opinion, was sufficient to constitute a substantial compliance with the provisions of the Local Code relative to giving notice of the sale. We see no objection to the description of the lot as set forth in the advertisement. It is further objected that there was a failure to give the preliminary notice prescribed by section 4, of article 49 of the Baltimore City Code of 1879, which provides that there shall be no distress for arrearages of taxes until the collector shall first give to the person so in arrears, or has left at his or their residence or last-known residence, or, if neither can be found, on the premises, a statement of the indebtedness, and not less than 30 days' notice of intention, if bill is not paid in that time, that payment will be enforced by distraint or execution. The tax proceedings show that the statements of indebtedness (commonly called "tax bills") were delivered to the wife of the owner or person assessed at his residence, No. 10 Riverside avenue. At the foot of these bills there was the following notice printed: "If this bill is not paid within 30 days from delivery, payment thereof will be enforced by distraint or execution." It is urged that this notice is fatally defective, because the name of the collector does not appear under it. But this objection might be urged with equal force against the statement or tax bill. It has never been supposed that a tax bill must be authenticated by the signature of any one, any more than any other bill or statement of indebtedness. It sufficiently appears that the taxes are due to the city and state, and the name of the collector upon whom the law has placed the duty of collecting them is printed on the tax bills. We are of opinion that the statement and notice, taken together, show what they are, and that the law in this respect has been complied with. When a delinquent taxpayer receives such a tax bill and notice, it is impossible to suppose that there can be any doubt in his mind as to the amount of taxes he owes, and that, if he does not pay in 30 days, the collector will proceed by way of distraint or execution. It is said, however, that this notice should have been given to or left at the residence of the plaintiff, who owes the fee. In answer to this objection, it is sufficient to say that the notice was properly given to the owner of the leasehold interest under a lease for 99 years, he being the person who, under our tax laws, is assessed and considered as the owner. Mayor, etc., of Baltimore v. Canton Co., 63 Md. 218. The rule laid down in Dyer v. Boswell, 39 Md. 471, Margraff v. Cunningham, 57 Md. 585, and other cases, to the effect that, where a part of the land taxed is sufficient to pay the taxes in arrear, the collector can sell only such part, has no application to a small city lot having a frontage of only 20 feet and a depth of 120 feet, improved by a dwelling, stable, and sheds. Judgment affirmed. GOLDSBOROUGH v. GOLDSBOROUGH et al. (Court of Appeals of Maryland. Dec. 1, 1897.) CONTRACTS-INTERPRETATION-TENANCY IN COMMON. An agreement was made between six owners of land that they should own it as tenants in common, and that it should not be disposed of during the life of any one of them. Subsequently a supplemental agreement was entered into by all but one of said owners, providing that on the death of any one of the six his share should become the property of the survivors, until the last survivor, who should be owner of the whole, with power to dispose of it. By agreement of all parties interested, the property was sold when only two of the original parties and certain heirs of a third were living; one of them being the one who did not sign the supplemental agreement. Held, that the party who had signed the supplemental agreement was not entitled to fivesixths of the proceeds by virtue of that agreement, since he was not the last surviving heir, and, furthermore, it did not contemplate a sale except by the last survivor, nor under the earlier agreement, because it did not contemplate a sale; and hence the proceeds of the sale were ordered to be distributed, one-third to each of the two survivors, and the other third to said heirs. Appeal from circuit court, Talbot county. Bill by George R. Goldsborough against Charles Goldsborough and others. From an order ratifying an auditor's report, plaintiff appeals. Affirmed. Argued before MCSHERRY, C. J., and BRYAN, BRISCOE, RUSSUM, BOYD, ROBERTS, and FOWLER, JJ. J. Frank Bateman, for appellant. Wm. R. Martin and Alonzo L. Miles, for appellees. FOWLER, J. On the 1st of December, 1866, an agreement was made between William, Mary C., Eliza, John, George R., and Sallie E. Goldsborough, who were then the only heirs of the late Robert H. Goldsborough, of Talbot county, Md. All of the parties just mentioned were children of Robert H., except Sallie E., who is his niece. The only part of this agreement with which we are now concerned is contained in the last paragraph: "Lastly. In is hereby stipulated, agreed, and understood, and the parties hereto expressly stipulate and agree, that the old homestead and family mansion, Myrtle Grove, shall be kept up and maintained as a joint and common home for all the said parties hereto at all times in the future, as in the past, and all parties hereto are entitled at all times to the privileges and enjoyments of said home at Myrtle Grove; and furthermore it is expressly stipulated, agreed, and understood by all the parties hereto that none of said parties shall have any exclusive or separate right of property in Myrtle Grove, except as a homestead, during the natural life of any one of the said parties (this being understood to mean that no one shall call for a division of the farm called Myrtle Grove, as hereinafter laid down, so long as it may be occupied or desired to be occupied as a home by any one of the parties to this agreement); and it is also further stipulated and agreed that said homestead and home aforesaid at Myrtle Grove shall embrace and comprise the following lands and premises," which are described by metes and bounds. It is turther stipulated that Myrtle Grove, the family homestead, as thus described, "shall be and remain the common property, as tenants in common, and not as joint tenants, of said contracting parties, and subject to their future ownership and control, after the decease of all and every party hereto, as before recited, and not before." For a number of years the family homestead was used for the purpose to which it was dedicated by the foregoing agreement. But in the year 1883 another agreement was made, which upon its face shows that it was supplemental or in addition to that part of the former agreement which we have quoted. It was signed by all who joined in the first agreement, except Sallie E. Goldsborough (now Mrs. Martin), and provides as follows: "It is further understood between us, the heirs of the Myrtle Grove homestead, that it is our desire that each individual share of the old homestead, after the death of any of the brothers and sisters, shall become the property of the surviving brothers and sisters, and so on until the last heir, who, as owner of the whole, shall dispose of the old homestead as he or she may desire." With the exception of the attestation clause, this is the whole agreement. It was executed on the 3d of July, 1883. The only surviving heirs are George R. Goldsborough, the plaintiff, Mrs. Martin (formerly Sallie E. Goldsborough), and the two children and four grandchildren of William Goldsborough. The plaintiff alleges in his bill that he and Mrs. Martin are the only surviving parties to the agreement of 1866, and that neither of them has for a long time resided at Myrtle Grove, that it cannot be divided without loss or injury to the parties interested, and that a sale thereof ought to be made, and the proceeds divided between him and Mrs. Martin according to their respective rights; he claiming five-sixths, under the agreement of July, 1883, and conceding to her onesixth, under the agreement of 1866, thus ignoring altogether the rights of the other parties defendant, namely, the children and grandchil dren of his brother William. The defendants have all consented to a sale, but they deny that the plaintiff is entitled to five-sixths of the proceeds of sale, and contend that they must be divided between the parties as though the contract or paper of July 3, 1883, had not been executed; that is to say, one third to the plaintiff, one third to Mrs. Martin, and the remaining third to be divided among the children and grandchildren of William. It is evident that the distribution sought by the plaintiff would be contrary to the agreements, as well as to every rule recognized by the statute. For, if the agreement of 1883 is to control, it is apparent that his contention must fail, because, whatever else was intended by the parties who signed that agreement, it is clear that, according to the language used therein, it was their desire that each individual share of the old homestead, after the death of any of them, should become the property of the survivors, and so on until the last heir, who, as owner of the whole, should dispose of the old homestead as he or she may desire. And the same conclusion must follow if the agreement of 1866 is to be effective, for it is equally clear that under its provisions Myrtle Grove was to be the common property of all, without the power, however, of any one or more to demand a sale or partition without the consent of the others, so long as Myrtle Grove should be occupied as a home by any of the parties to the agreement. And there is also a special reservation by which the parties declare, in words not to be misunderstood, that the homestead shall remain the common property, as tenants in common, of all, -subject, of course, to its use as provided in the agreement. How the plaintiff can, under this agreement, claim five-sixths of the proceeds of sale, as he does under his exceptions to the auditor's second account, it is difficult to see. And so it is also equally difficult to maintain the proposition involved in his exception if the contract of 1883 is to govern; for by this contract it is certain, whatever else may be uncertain about it, that it is the expressed desire, and therefore the intention, of the contracting parties, that the last surviving heir should become the sole owner of the old homestead, with power to dispose of the same as he or she might desire. Therefore, even if we were disposed to give the contract of 1883 full force, the plaintiff's contention gets no more support from it than from the contract of 1866. But the simple answer to the whole contention of the plaintiff is that (without stopping to discuss the nature of the paper executed in July, 1883, and whether it be a contract or will), "to allow it to be made to confer upon a person who is not the last heir a right that was intended to be conferred by the signers of that paper upon one who should prove to be the last heir would be to defeat entirely the object and purpose of those who signed it." In addition to this, it seems to us that another suggestion made by the defendants is conclusive. Assuming the contract of 1883 to be valid, it is clear that it has relation only to Myrtle Grove as a homestead, and it never contemplated a distribution of the proceeds of sale among the parties interested. Its object was to prevent a sale, except by the last heir, and he or she was to be the absolute owner of the whole, and therefore the owner, also, of the proceeds of sale. But all the parties having any interest in the homestead have agreed to sell it, and it has been sold. The subjectmatter of the agreement, the family home, no longer exists; and there is no reason, founded either upon the intention of the parties, or the principles of equity and fairness, which require us to apply to the proceeds of sale agreements which were doubtless inspired by a love of the old family home, and a desire to make it the home of "the last heir." The distribution of the fund will therefore be made as though the contract or paper of July 3, 1883, had never been executed; and the order appealed from, having finally ratified the auditor's second account, which made a distribution according to the views here expressed, will be affirmed. Order affirmed with costs. HUGHES v. DROVERS' & MECHANICS' LIABILITY. 1. A will bequeathed bank stock in the following terms: "All of which is to be transferred to her in her own name, to use the interest thereof as long as she may live, and at her death to be equally divided among her children, unless she becomes a widow. Then she is to have full control of this bequest, to do with it as she pleases." Held to confer upon the legatee all the rights incident to ownership, so far as the power of disposition is concerned. 2. A purchaser from a trustee is not bound to look to the application of the purchase money, where the trustee has power to sell and reinvest. 3. Where it is the duty of a corporation to protect its stockholders from unauthorized transfers of stock, it must require satisfactory evidence of authority to transfer; and when it has notice of want of authority, or is put upon inquiry, and fails to investigate, it becomes liable, by allowing an unauthorized transfer to be made. 4. But, where power to transfer appears, it is not bound to inquire whether the transferror is attempting a fraud. Appeal from circuit court of Baltimore city. Action by Peyton M. Hughes, trustee, against the Drovers' & Mechanics' National Bank of Baltimore, to require delivery of shares of stock. From a decree for defendant, plaintiff appeals. Affirmed. Argued before McSHERRY, C. J., and BRYAN, BRISCOE, FOWLER, ROBERTS, PAGE, and BOYD, JJ. Henry C. Kennard, for appellant. Jas. McColgan, for appellee. PAGE, J. The object of this proceeding is to require the appellee corporation to deliver up to the appellant trustee the certificate of 20 shares of its stock or a new certificate for that number of shares, or the equivalent of them in money. There are but few facts in the case, and they are undisputed. John Carnes, of Baltimore city, deceased, by the second clause of his will devised and bequeathed to his married daughter, Margaret Pawley, "house No. 128 N. Eden street. I also give her twenty shares of the Nat. Drovers' and Mechanics' Bank, par value one hundred dollars each; I also give ber one ground rent on the N. E. corner of Monument and Durham Sts.; and I also give her whatever may be due me from two shares of the East Balto. Permanent Land Co. and Building Society. All of which is to be transferred to her in her own name, to use the interest thereof as long as she may live, and at her death to be equally divided among her children, unless she becomes a widow. Then she is to have full control of this bequest, to do with it as she pleases. I also give her the amount, as shown on my book, due me by her husband, Finley Pawley." On the 15th of May, 1884, the orphans' court of Baltimore city "ordered and directed that the said executrices have transferred to the legatees under the will, viz.: Margaret Pawley, 20 shares of the National Drovers' and Mechanics' Bank of Baltimore; Andrew J. Carnes, five shares of the Consolidated Gas Company." Thereupon the stock of the National Drovers' & Mechanics' Bank (being the stock now in question) was transferred to Margaret Pawley, who, later on, sold it to various persons, and used the proceeds thereof for the support of herself and her family. It is not contended that the bank had other knowledge of the condition of Mrs. Pawley's ownership than that which appeared from its own records. None of the stock was purchased by the bank, or on its account; and it had nothing to do with the transactions by which the title passed from Mrs. Pawley, except to permit the transfers. to the purchasers to be made on its books. Upon these facts, it is contended by the appellant that Mrs. Pawley had only a life estate in the stock, and it was the duty of the bank to see that no transfer should be made by her that did not protect the interest of the persons entitled to the fund after her death; and this notwithstanding the order of the orphans' court. This conclusion, it is argued, ensues from the fact that, by reason of the transfer of the executrices of the will of John Carnes, the bank had notice of, or was bound to know the contents of, that instrument, and such knowledge, as was said in Ehlens' Case, 72 Md. 218, 19 Atl. 651, "continued all the way down." Passing by, however, the effect of the order of the orphans' |