Page:Henry Osborn Taylor, A Treatise on the Law of Private Corporations (5th ed, 1905).djvu/693

 CHAP. XI.] CORPORATION AND CREDITORS. [§ 674. Matthews said, giving the opinion of the court : " The contract between a bank and a depositor is that the former will pay- according to the checks of the latter, and when drawn in proper form, the bank is bound to presume that the trustee (if such it knows its depositor to be) is in the course of lawfully performing his duty, and to honor them accordingly. But when against a bank account, designated as one kept by the depositor in a fiduciary character, the bank seeks to assert its lien as a banker for a personal obligation of the depositor, known to have been contracted for his private benefit, it must be held as having notice that the fund represented by the account is not the individual property of the depositor, if it is shown to consist, in whole or in part, of funds held by him in a trust relation." 1 .... " Although the relation between a bank and its depositor is that merely of debtor and creditor, and the balance due on the account is only a debt, yet the question is always open, to whom in equity does it beneficially belong ? If the money deposited belongs to a third person, and was held by the depositor in a fiduciary capacity, its character is not changed by being placed to his credit in his bank account." 2 . . . . " Ordinarily the banker's lien attaches in favor of the bank upon the securities and moneys of the customer deposited in the usual course of business, for advances which are sup- posed to be made upon their credit. It attaches to such securities and funds not only against the depositor, but against the unknown equities of all others in interest, unless modified or waived by some agreement, express or implied, or by con- duct inconsistent with its assertion. But it cannot be permitted to prevail against the equity of the beneficial owner, of which the bank has notice, either actual or constructive." 3 § 674. Of special classes of corporate creditors, bondholders constitute the most important. Their rights for the most part depend on the terms of the trust deed or ^s. n(ho mortgage usually made by the corporation to secure the payment of the bonds. 4 With notice of the terms of this 1 National Bank v. Insurance Co., I 104 U. S. 71. See, also, Bank of Me- 104 U. S. 64. tropolis v. New England Bank, 1 3 lb. 66. How. 234. 8 National Bank v. Insurance Co., I 4 A law depriving mortgage cred- 43 673