International Harvester Credit Corporation v. Goodrich/Opinion of the Court

The State of New York imposes a highway use tax upon motor carriers operating heavy vehicles on its public highways. Many such vehicles are purchased and operated under conditional sales agreements, and certain conditional vendors here question the extent to which the State may subordinate the vendors' security interests to the State's lien for taxes owed by the carrier. The vendors question the constitutionality of any grant of priority to the State's lien, over their rights in particular trucks, insofar as the lien is made applicable to taxes based upon the carrier's operation of other trucks within the State, whether before, or during, the time that the carrier has operated the particular trucks within the State. The vendors object, likewise, to any priority for the lien as applied to taxes assessed against the carrier after the vendors have repossessed the particular trucks, even though the taxes are based upon the carrier's operations on the State's highways before such repossession. For the reeasons hereafter stated, we sustain the State's priority in each instance.

International Harvester Credit Corporation, a Delaware corporation, and Brockway Motor Company, Inc., a New York corporation, as plaintiffs (now appellants), with the members of the State Tax Commission of New York as defendants (now appellees), submitted this controversy to the Supreme Court of the State of New York, Appellate Division, Third Department, on stipulated facts, pursuant to § 546 of the Civil Practice Act of New York. Appellants sought a declaratory judgment that the liens asserted by the State were not superior to the conditional vendors' interests in certain trucks and that Article 21 of the Tax Law was unconstitutional, insofar as it prescribed the priorities to which they objected. Appellants also asked that the bonds filed by them to secure payment of the taxes be canceled and returned.

With one judge not voting, the Appellate Division decided in favor of appellees, sustaining generally the State's liens and priorities. 284 App.Div. 604, 132 N.Y.S.2d 511. On appeal, taken as a matter of right, that judgment was affirmed by the Court of Appeals of New York, with one judge dissenting. 308 N.Y. 731, 124 N.E.2d 339. On appeal to this Court, under 28 U.S.C. § 1257(2), 28 U.S.C.A. §§ 1257(2), we noted probable jurisdiction. 350 U.S. 813, 76 S.Ct. 50.

The stipulated facts may be summarized as follows: From January 1, 1952, through February 1954, Eastern Cartage and Leasing Co., Inc., here called the 'carrier,' was a domestic corporation owning at least 15 motor vehicles. As a motor carrier it operated these vehicles over the public highways of the State of New York subject to the highway use tax imposed by Article 21 of the Tax Law, supra. That tax was imposed upon the 'carrier' or 'owner,' and those terms did not include the conditional vendor of trucks operated by the motor carrier. It was payable with the monthly returns.

In recognition of the administrative difficulties involved in enforcing and collecting this tax, in contrast to a flat rate tax, or one measured by gross receipts, the statute prescribed extensive remedies, as well as penalties, civil and criminal (see § 512 of the Tax Law), to protect the interest of the State. The provisions for the State's lien covering the points at issue are as follows:

's 506. Payment of tax

'The fees, taxes, penalties and interest accruing under this     article shall constitute a lien upon all motor vehicles and vehicular units of such carrier. The lien     shall attach at the time of operation of any motor vehicle or      vehicular unit of such carrier within this state and shall      remain effective until the fees, taxes, penalties and      interest are paid, or the motor vehicle or vehicular unit is      sold for the payment thereof. Such liens shall be paramount     to all prior liens or encumbrances of any character and to      the rights of any holder of the legal title in or to any such      motor vehicle or vehicular unit.' McKinney's N.Y.Laws, Tax      Law.

From January 1, 1952, through February 1954, the carrier incurred, and failed to pay, highway use taxes of $3,158.77, plus penalties and interest of $539.27 through April 21, 1954. The taxes carried interest at 1% per month. While neither appellant knew anything of these delinquencies until the State asserted them in April 1954, it is also true that neither appellant had inquired of the carrier or of the State as to their possible existence.

In February and March 1953, while the carrier was operating under the Highway Use Tax Act, International Harvester Company, a foreign corporation doing business in New York State, sold two tractors to the carrier for $8,253 each. In each such transaction, the carrier executed and delivered to the vendor a conditional sales agreement for $6,541. The agreements were assigned by the vendor to the International Harvester Credit Corporation, one of the appellants herein, and were properly filed in the office of the Clerk of the Town of Rotterdam, Schenectady County, New York. Each truck was operated by the carrier on the public highways of New York State and remained in the carrier's possession and control until repossessed January 26, 1954. The carrier was then delinquent under its sales agreements to the extent of $4,578.79 on each truck, and the vendor bought them in at public sale. It resold one to a purchaser in New York and the other to a purchaser in Massachusetts.

Comparable facts relate to the truck sold the carrier by appellant Brockway Motor Company. Its sales price was $7,257; the conditional sales agreement was for $6,757. The repossession took place March 26, 1954, when $5,625 was owed to the vendor. The record shows no disposal of the truck.

April 21, 1954, the State asserted its lien on each truck for the entire amount of the highway use tax delinquencies of the carrier, totaling $3,698.04.

There is no dispute as to the amount of the tax due to the State nor of the claim that such sum is due from the carrier. There also is no controversy as to the validity of the State's lien against the respective trucks for such part of the tax as is measured by the operation of each on the State's highways.

The issue, accordingly, has been narrowed by the parties to the validity of the subordination of the rights of the respective conditional vendors of these trucks to the State's lien for any part of the carrier's delinquent taxes that exceeds the sum determined by the operation of the trucks on the State's highways. To the extent of such excess, the vendors claim that the statutory lien deprives them of property without due process of law in violation of the Fourteenth Amendment to the Federal Constitution.

Separate factual considerations are presented by the State's lien (1) for the taxes measured by the carrier's operation of trucks other than the three here in question, and (2) for the taxes measured by the carrier's operation of trucks before its first operation of the respective three trucks in question. The principle which supports the State's priority of lien is, however, the same in both instances. That principle supports also the priority of the State's lien as dating from the time of the carrier's first operation of the respective three trucks within the State. This holds good even though no assessment of the tax was made by the State until after the respective trucks had been repossessed by their conditional vendors. The State's claim of priority for its line depends, in each instance, upon its constitutional right to enforce the collection of all taxes due it from the motor carrier for the latter's use of the highways of New York under a statute giving ample notice of the tax and of the provisions for its collection.

There is no doubt that the State may impose and enforce a lien covering all taxes owed to it by a carrier for the privilege of using the State's highways, where such lien applies to vehicles owned by the carrier free and clear of encumbrances. The lien for such taxes may be enforced against any or all of such trucks, regardless of whether the taxes accrued from the carrier's operation of one or the other of such trucks, or even whether they accrued from the carrier's use of the highways before its acquisition and operation of any of the particular trucks subjected to the lien. Likewise, the lien unquestionably could attach to the trucks as of the time of their first use by the carrier within the State. See United States v. State of Alabama, 313 U.S. 274, 280-282, 61 S.Ct. 1011, 1013-1014, 85 L.Ed. 1327. Such liens are simple illustrations of the State's exercise of its prerogative right to impose a statutory lien for delinquent taxes upon the taxpayer's property. See Marshall v. People of State of New York, 254 U.S. 380, 382-384, 41 S.Ct. 143, 144-145, 65 L.Ed. 315. A State is entitled to wide discretion in such matters.

The controversy arises here because, for the present purposes, the State treats the three trucks now before us in the same manner as it does the carrier's unencumbered trucks. The vendors, relying upon their conditional sales agreements, deny this right. The State does not dispute the validity of those agreements. The State, however, treats them as security interests rather than as absolute interests. The State emphasizes the action of the vendors in yielding control of the trucks to the carrier thus enabling the carrier to operate them on the State's highways. The burden placed on the highways has been precisely the same as though the carrier had held unencumbered title to the trucks.

Looking at the situation from another point of view, New York has an unquestionable right to regulate the use of conditional sales agreements within the State. The prescribed priority of its highway tax liens over the rights of conditional vendors may be regarded, therefore, as in the nature of a supplement to the New York Uniform Conditional Sales Act. McKinney's Consol. N.Y.Laws, c. 41, Personal Property Law, Art. 4.

New York subjects each carrier to a reasonably computed tax for the use of its highways and, in order to collect that tax, places a statutory lien upon all motor vehicles operated by the carrier within the State. The carrier here was the beneficial owner and operator of the three trucks during the time it had possession of them. The conditional sales agreements provided the vendors with security for payment of the purchase price of the trucks. As long as the carrier kept up its payments, the possession and control of the trucks were in the carrier and its use of them on the highways had the same effect on those highways as though the trucks had been paid for in full.

The enforcement of this lien rests upon principles known to the law in other connections. A landlord's lien for unpaid rent long has been enforceable against personal property found on the premises in the possession of the tenant, even though the legal title to such personal property may be in a third party who has allowed the tenant to have possession and beneficial use of it. Spencer v. M'Gowen, 13 Wend., N.Y., 256.

The highway use tax is not assessed on the conditional vendor or on the vendor's trucks as such. It is a tax assessed on the carrier and the lien for its collection is imposed on the trucks in the carrier's possession which have been operated by it on New York's highways. The State asserts no personal liability on the part of either of the appellants. The State's claim is limited to its lien as set forth in a statute which was in effect more than a year before the respective appellants sold their trucks to the carrier. While it is not a condition of the validity of the State's lien, it is obvious that vendors of trucks, as well as carriers, derive substantial benefits from the State's costly construction and maintenance of its highways for heavy traffic. The reasonableness of the lien is thereby emphasized. Cases condemning attempts by States to compute one person's tax by reference to the income or activities of another are not persuasive here. The tax here is on the carrier and it is computed with reference to the carrier's own use of the highways. This statutory lien does not destroy the efficacy of conditional sales financing. Practically, it suggests that the conditional vendors secure assurance from their carrier-customers that the latters' highway use taxes are not in arrears.

While the State would not, at common law, have a lien to the extent here asserted, that is far from saying that the lien, when imposed by statute, is arbitrary or unreasonable and, therefore, lacking in due process.

Justice Cardozo said for this Court in Burnet v. Wells, 289 U.S. 670, 677-678, 53 S.Ct. 761, 763-764, 77 L.Ed. 1439:

'The controversy is one as to the boundaries of legislative     power. It must be dealt with in a large way, as questions of     due process always are, not narrowly or pedantically, in      slavery to forms or phrases. 'Taxation is not so much     concerned with the refinements of title as it is with actual      command over the property taxed-the actual benefit for which      the tax is paid.' Corliss v. Bowers, supra (281 U.S. 376),      page 378, 50 S.Ct. 336 (74 L.Ed. 916). Cf. Burnet v.     Guggenheim, supra (288 U.S. 280), page 283, 53 S.Ct. 369 (77     L.Ed. 748). Refinements of title have at times supplied the     rule when the question has been one of construction and      nothing more, a question as to the meaning of a taxing act to      be read in favor of the taxpayer. Refinements of title are     without controlling force when a statute, unmistakable in      meaning, is assailed by a taxpayer as overpassing the bounds      of reason, an exercise by the lawmakers of arbitrary power. In such circumstances the question is no longer whether the     concept of ownership reflected in the statute is to be      squared with the concept embodied, more or less vaguely, in      common-law traditions. The question is whether it is one that     an enlightened legislator might act upon without affront to      justice. Even administrative convenience, the practical     necessities of an efficient system of taxation, will have      heed and recognition within reasonable limits.' (Emphasis      supplied.)

There is little doubt that if this tax on the carrier were required to be computed at a flat rate, or measured by the gross receipts of the carrier from its use of the State's highways, that the liens here asserted on all vehicles in the carrier's fleet of trucks (although subject to conditional sales) would be valid as a reasonable means of enforcing such an unallocable tax. The State has no less a constitutional right to prescribe and enforce its lien where, as here, the tax on the carrier is allocable because computed in close proportion to the actual burden placed on the highways by the respective trucks operated by the carrier. In either case, the tax is owed by the carrier and the need for an effective lien to enforce it is all the more necessary where, as here, the tax cannot be computed or readily collected in advance.

The judgment of the Court of Appeals of the State of New York, accordingly, is affirmed.

Affirmed.