Wingate v. Orchard

No. 266
Decided Circuit Court of Appeals, Ninth Circuit
Disposition
reversed
full scope · unanimous
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Court
District Court of the United States for the Western Division of the District of Washington
Decided
Judge
ROSS, Circuit Judge
Posture
Judgment allowing set-off against assessment
Plaintiff in error (Receiver of insolvent national bank) (1)
Hubert Wingate
Doolittle & Fogg
v.
Defendant in error (Stockholder in insolvent national bank) (1)
George F. Orchard
John P. Hartman, Jr.

Overview

The judgment of the court below, allowing the set-off in question, is accordingly reversed.

Case summary

This case involves a stockholder (Orchard) in an insolvent national bank who sought to offset his deposit claims against an assessment ordered by the comptroller of the currency under Revised Statutes §5151. The district court allowed the set-off, but the Ninth Circuit reversed. The court held that the additional liability imposed by §5151 creates a trust fund for all creditors equally, and allowing a stockholder to offset deposits would create an impermissible preference, defeating Congress's intent to provide equal protection to all creditors. The court distinguished this from mutual credit situations and found support in Supreme Court precedent.

Abstract

A stockholder in an insolvent national bank sought to offset deposit claims against a Comptroller-ordered assessment, which the district court allowed but the Ninth Circuit reversed. The court held that the assessment creates a trust fund for all creditors equally, and permitting the set-off would create an impermissible preference contrary to congressional intent for equal creditor protection. The decision distinguishes mutual credit situations and aligns with Supreme Court precedent, reversing the lower court's judgment.

Opinion of the court

Majority
opinion
ROSS, Circuit Judgejoined by GILBERT, BOBS, HAWLEY
  • §5151 creates additional liability for shareholders to benefit all creditors equally
  • Assessment under §5151 creates trust fund for pro rata distribution
  • Allowing set-off would create preference contrary to statutory purpose
  • Distinguished from mutual credit cases like Scott v. Armstrong
  • Followed Supreme Court reasoning in Delano v. Butler

Jurisdiction

not challenged
Subject matter
Federal question under national banking laws
Jurisdictional facts
  • Action to recover assessment ordered by comptroller of the currency under Revised Statutes
  • Case involves interpretation of federal banking statutes

Procedural posture

Posture at trial
Judgment allowing set-off against assessment
Posture on appeal
Direct appeal via writ of error
Preserved issues
  • Whether stockholder entitled to offset deposits against assessment

Legal categories

Business

Case record

Full case name
WINGATE v. ORCHARD
Docket number
No. 266
Court
Circuit Court of Appeals, Ninth Circuit
Trial court
District Court of the United States for the Western Division of the District of Washington
Decided
Opinion author
ROSS, Circuit Judge
Opinion type
published
Precedential status
precedential
Judges on panel
GILBERTBOBSHAWLEY

Issues & holdings

1
Issues raised
1
reversed
1
Holdings
Standard of review

de novo

Disposition rationale

Statutory purpose of §5151 is to create trust fund for all creditors equally; allowing set-off would create preference contrary to congressional intent

Preservation

Issue preserved for review

Holdings of the court

Set-off of deposits against shareholder assessment
A stockholder in an insolvent national bank is NOT entitled to offset against an assessment ordered by the comptroller under Revised Statutes §5151 the amount of his deposits in the bank at insolvency
The additional liability under §5151 creates a trust fund for all creditors equally; allowing set-off would make the stockholder a preferred creditor contrary to statutory purpose; the fund is for pro rata distribution to all creditors without preference
unanimousbinding precedent

Error analysis

  • District court erroneously allowed set-off of deposits against shareholder assessment — legal · error foundError affected substantive rights by potentially creating improper creditor preference · not harmless

Statutory interpretation

4
Statute
Revised Statutes §5140
Question
Capital stock payment requirements
Court's reading
At least 50% of capital must be paid before business commencement; remainder in monthly installments
Statute
Revised Statutes §5151
Question
Shareholder individual responsibility
Court's reading
Imposes additional liability on shareholders equal to par value of stock for all contracts, debts and engagements of association; creates trust fund for all creditors equally
Statute
Revised Statutes §5205
Question
Voluntary assessment to restore capital
Court's reading
Distinguished from §5151 - voluntary assessment paid into general funds, not for liquidation purposes
Statute
Revised Statutes §§5226, 5227, 5234
Question
Receiver appointment and liquidation procedures
Court's reading
Comptroller appoints receiver to enforce §5151 liability through liquidation process

Standards of review

  • Interpretation of national banking statutes and entitlement to set-off — de novo Question of statutory interpretation reviewed de novo

Timeline

2
Events
376
Days, incident to ruling
—
Span
rulingcited in opinion

District court entered judgment allowing Orchard to set off his deposits against assessment

Outcome: Set-off allowed

Created basis for appeal on interpretation of national banking law

Set-off entitlement under Revised Statutes
District Court · Wingate · Orchard trial court
appeal eventcited in opinion

Circuit Court of Appeals reversed district court judgment

Outcome: Reversal of lower court

Established precedent that deposits cannot offset shareholder liability under §5151

Set-off entitlement under Revised Statutes
Circuit Court of Appeals · Wingate · Orchard appellate court

Facts & evidence

Key facts

5 facts
  1. George F. Orchard held stock in insolvent national bank
  2. Comptroller of currency ordered assessment on Orchard's stock under Revised Statutes §5151
  3. Orchard had deposits in bank at time of insolvency
  4. Trial court allowed Orchard to offset deposit amount against assessment
  5. Receiver Wingate appealed that ruling

Evidence in the record

Documentary
  • Assessment order by comptroller of currency
  • Bank records showing Orchard's stock ownership and deposits

Authorities

Cited authorities (3)

146 U.S. 499
distinguishedquoteddistinguished
Cited by defendant as precedent for mutual credit set-off in Scott v. Armstrong
at 146 U.S. 499 Case involving mutual credits between banks, not shareholder liability under §5151
118 U.S. 634
followedquotedfollowed
Cited as supporting authority in Delano v. Butler distinguishing voluntary assessments under §5205 from §5151 liability
at 118 U.S. 634-653 Distinguishes voluntary capital restoration assessments from mandatory liquidation liability
8 Fed. 57
followedpersuasive
Cited as additional support in Hobart v. Gould

Statutes

  • Revised Statutes §5140 (capital stock payments)
  • Revised Statutes §5151 (shareholder individual responsibility)
  • Revised Statutes §5205 (voluntary capital restoration)
  • Revised Statutes §§5226, 5227, 5234 (receiver appointment and liquidation)

Standards & doctrines

  • De novo review of statutory interpretation
  • Trust fund doctrine for creditor protection

Legal principles applied

  • Statutory trust fund must benefit all creditors equally
  • No creditor preferences allowed in §5151 fund distribution
Index terms59
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Legal actions
Action type
reversed
Target
trial court judgment allowing set-off
Appealed from
District Court of the United States for the Western Division of the District of Washington
Context
The judgment of the court below, allowing the set-off in question, is accordingly reversed
Scope
full
Disposition vote
unanimous
Search facets
Parties
Judges
BobsGilbertHawley
Courts
Statutes cited