Sea Crest Hotel, Inc. v. Director of the Division of Employment Security
Sea Crest Hotel, Inc. v. Director of the Division of Employment Security
Opinion of the Court
The director of the division of employment security appeals from a decision of the First District Court of Barnstable reversing a decision of the board of review by which the petitioner had been held to be an employer subject to the employment security law.
The petitioner is a corporation organized under the laws of this Commonwealth and operates a summer hotel in North Falmouth. In the fall of 1948, and prior thereto, the North Falmouth Investment Co., Inc., hereinafter called the investment company, was the owner of and had operated a hotel known originally as the Old Silver Beach Hotel and, since sometime before February 28, 1949, known as
General Laws (Ter. Ed.) c. 151A, § 8, provides that “Any employing unit shall be subject to the provisions of this chapter . . . which ...(d) Has acquired the organization, trade, or business, or substantially all the assets thereof, of another employing unit which at the time of such acquisition was an employer ...” subject to the chapter. The petitioner concedes in its brief that the investment company “had the status of a contributing employer” at the time the lease was executed. We infer, as did the judge below, that substantially all of the assets of the investment company passed into the petitioner’s control under the lease. The petitioner does not contend the
The facts involved in the Broad Street case differ materially from those before us. There a receiver had been appointed for the purpose of liquidating the company, and not to continue its business. The receiver’s interest in the assets of the company was the custody or control necessary to the process of liquidation. In contrast, the interest taken by the petitioner in this case, while not a fee simple, was one of substance. The petitioner was authorized to continue the business formerly conducted on the premises by the investment company for a period of seven years. The petitioner also undertook certain obligations with respect to mortgages on the realty and personalty comprising the hotel, taxes, improvements, repairs other than those devolving upon it as lessee, and payments to unsecured creditors of the investment company. Expenditures pursuant to these obligations were to be credited against the annual rent of $25,000. The lease was to be “automatically” continued from year to year at the conclusion of the seven
To own property one does not necessarily have to have an estate in fee simple. One having a lesser estate may be said to have ownership of a sort. See Restatement: Property, § 10, comment c; Tiffany, Real Property (3d ed.) § 2; Baltimore & Ohio Railroad v. Walker, 45 Ohio St. 577; Weinberg v. Baltimore & Annapolis Railroad, 200 Md. 160. It is not straining the concept of ownership unduly to say that a lessee “owns” an interest in the subject matter of the lease and that when the lease is executed he has “acquired” that interest. We are of opinion, therefore, that the ruling of the judge that “as a matter of law the petitioner had not ‘ acquired ’ anything mentioned in § 8 (d) of the act” was error. The decision of the District Court reversing the decision of the board of review is reversed, and a decision is to be entered adjudging that the petitioner is an employer subject to the employment security law.
So ordered.
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