FARM. BK. OF MARYLAND'S CASE.—2 BLAND. 379

THIS bill was filed on the 19th of November, 1829, by John W.
Duvall, administrator of William Warfield, deceased, against The
President, Directors and Company of the Farmers Bank of Mary-
land. The bill states, that the plaintiff's intestate, at the time of
his death, held, in his own name, seven shares of stock in the insti-
tution of the defendants, on each of which fifty dollars had been
paid; that after his death the defendants brought suit, and recov-
ered judgment against the plaintiff, as administrator of the said
intestate, to bind a due proportion of assets, which had or might
come to hand; that the personal estate of the intestate would not
be sufficient to pay his debts; that, the plaintiff is entitled to the
said stock, or at least to a credit for the value thereof, on account
of the said judgment; that lie has applied to the defendants for
payment of the dividends on the stock thus belonging to his intes-
tate, and for permission to transfer it to any one willing to pur-
chase; and also, demanded that he should be credited on said
judgment at the par or market value thereof, together with the
dividends which have accrued thereon, all which has been refused
by the defendants, who claim it as forfeited; and also claim a divi-
dend of the assets of the intestate, without discounting therefrom
the value of the said shares of stock aud the dividends thereon.
Whereupon, the bill prayed for such a decree as to the Court
might .seem just aud equitable.

On the 28th of January, 1830, the defendants put in their

* answer, in which, after admitting the facts and circum- 395
stances set forth in the bill to be true, they state, that in the Act
of Assembly by which they were incorporated, it was declared.

"That the stock in The Farmers Bank of Maryland may be
transferred by the holder, in person or by power of attorney, at
said bank, or at the branch bank at Easton; but all debts actually
due to the company by a stockholder offering to transfer, must be
discharged before such transfer shall be made," 1804,ch. 61, s. 20.

The defendants further say, that by this provision in that enact-
ment they are bound in behalf, and for the use of the company to
retain the stock until the debt actually due from the complainant's
intestate has been discharged; that when the complainant is pre-
pared to discharge said debt, or to reduce it to the sum for which
the said shares of stock will sell, these defendants will have no
objection to a sale of them, in order to pay off the balance. As,
however, the said clause, in the Act by which they have been in-
corporated, not only grants to them the privilege of retaining the

stock, but obliges them to retain it until the debt is paid off; they
consider it to be their duty to resist the demand of the complain-
ant, and to submit to this Court, whether the complainant, with-
out paying the debt due from his intestate, and which consider-
ably exceeds any price which could be obtained for said shares of
stock, can ask, consistently with their charter, that the shares be