
    Westlake v. Westlake et al.
    
      Chattel Mortgage executed by a partnership — When partners line in different counties, where tobe filed.
    
    A mortgage of goods and chattels, executed by the members of a partnernership, one of whom lives in the county where the property is situate, and the other in another county of this'state, upon property jointly owned by them, which is not accompanied by an immediate delivery and followed by an actual and continued possession of the things mortgaged, is void as against an assignee for the benefit of creditors of such mortgagors, subsequently appointed, unless, pursuant to section 4151, Revised Statutes, the mortgage, or a true copy thereof, be properly filed in the township where each of such mortgagors resides, notwithstanding the fact that such assignee had, at the time of the execution of the mortgage and of the assignment, full knowledge of tire execution and filing of the mortgage in the township where one of said mortgagors resided, and where the goods and chattels were situate.
    (Decided May 6, 1890.)
    Error to the Circuit Court of Trumbull county.
    
      Tuttle ¿f* Mllius, for plaintiff in error.
    <7. A. Harrington and W. Hyde, for defendants in error.
    On the 27th day of May, 1884, and for a time- prior, Charles Westlake and William A. Westlake were jointly engaged in operating a rolling mill, located at Warren, Trumbull county, Ohio, under the firm-name and style of C. Westlake & Co. On the date above named they jointly executed a chattel mortgage to the plaintiff in error on certain iron then situate in the rolling mill, which was jointly owned by them, and was a part of the proceeds of their joint business. The mortgage was signed by each of the mortgagors in his own name, and did not purport, on its face, to be executed by them as partners. At the time, and for a long time prior and afterward, one of the mortgagors resided at Waxi’en, and the other at Youngstown, in Mahoning county. On the succeeding day the mortgage was filed with the recorder of Trumbull county, whose office was in the city and township of Warrexi, but was not filed, nor was a copy thereof, in the township or city of Youngstown.
    On the 23d of June following, the mortgagors, being insolvent, made a deed of assignment for the benefit of creditors, executed aixd delivered at Warren, to one J. C. Carter, who, in the execution of his trust, took possession of the iron covered by the mortgage, and sold it. It was never in the possession of the inortgagee. At the date of the mortgage, and of its filing, as well as at the time of the acceptance of the deed of assignment, Carter had full knowledge of the execution and filing of the chattel mortgage.
   By the Cohrt.

Section 4150, Revised Statutes, provides that a mortage of goods which is not accompanied by an immediate delivery, and followed by an actual and continued change of possession of the things mortgaged, shall be absolutely void as against the creditors of the mortgagor, subsequent purchasers and mortgagees in good faith, unless the mortgage, or a true copy thereof, be deposited as directed by the next section. It is provided in the next section that the mortgage shall be deposited with the clerk of the township where the mortgagor resides at the time of the execution thei’eof, if a resident of the state, and if not such residexxt, then with the clerk of the township in which the property is situated at the time of the execution of the instrument; but when the mortgagee is a resident of a town ship in which the office of county recorder is kept, the mortgage shall be deposited with the county recorder.

That the term “ mortgagor,” in this section, means each mortgagor, there can be no serious question. This is the natural import of the language used, and is necessary to carry out the purpose of the statute. Not only is this construction authorized by section 23, Revised Statutes, Avhere, as a rule of interpretation, Avorcls in the plural are to be held to include the singular, and vice versa, but with this construction the statute is plain, and its requirements easily complied Avith. The opposite interpretation would lead to uncertainty as to w'hich mortgagor, in a case like the present, was referred to, and consequent difficulty as to ascertaining the proper place for deposit. Nor can the place where the property is situated ansAver the requirement, because the statute itself, as above quoted, clraAvs a sharp distinction between the place Avhere the property iqight be at the time of the execution of the instrument, and the place of the mortgagor’s residence. We are of opinion that Avhen a chattel mortgage is executed by several resident mortgagors, the statute requires that the mortgage, or a true copy, be filed in the township where the mortgagors at the time respectively reside, as essential to the validity of the mortgage as against creditors, and in this Ave but affirm Avhat has been before held by this court. Aultman v. Guy, 41 Ohio St. 598; Rich v. Roberts, 48 Me. 548; Stewart v. Platt, 101 U. S. 731.

If invalid as against creditors, a chattel mortgage is equally invalid as against an assignee for the benefit of creditors. Hanes v. Tiffany, 25 Ohio St. 549. Thé decision in this ease was placed, not upon the ground that the assignee was a subsequent purchaser in good faith, but on the ground that the rights of creditors could be asserted through an assignee for their benefit, as they could have been by judgment and execution against the property. It is said in Blandy v. Benedict, 42 Ohio St. 299, that “ Every right which the creditors might have asserted against the property before the assignment, the assignee is bound to secure for their benefit after the assignment.” We believe the rule to be as stated, and from it it follows that the knowledge of the assignee as to the mortgage when it was filed and when the assignment was accepted by him, cannot affect the question. He stands for the creditors, and they are not prejudiced by knowledge on his part which might have affected him had he been a subsequent purchaser. The opposite view would enable failing debtors to make good defects in mortgages, by making their assignment to persons having notice of the defective instrument, and so defeat the policy of the law.

Judgment affirmed.  