St. Paul Trust Co. v. St. Paul Globe Publishing Co.
St. Paul Trust Co. v. St. Paul Globe Publishing Co.
Opinion of the Court
For brevity’s sake, the plaintiff will be called the “Trust Company,” the first defendant the “Globe Company,” and the second the “Publishing Company.” The Globe Company being heavily indebted, the majority of its board of directors sold out its entire assets to the Publishing Company for $40,000 cash and the unsecured time notes of the purchaser for $72,500. The Globe Company expended the whole of the $40,000 in paying certain of its debts, including one to the Trust Company and another to the Bank of Minnesota. Subsequently the Trust Company, being a large stockholder, and still a large creditor, of the Globe Company, brought this action to set aside the sale to the Publishing Company, and for the appointment of a receiver to take charge of the property, alleging that the sale was the result of a conspiracy between the Publishing Company and the majority of the directors of the Globe Company to cheat and defraud the creditors and stockholders of the latter. Pursuant to the stipulation of parties, a decree was entered, setting aside the sale on condition that the $40,000 which the Publishing Company had paid on the purchase price should be refunded. It also appointed a receiver to take charge of the property, who was directed to issue receiver’s certificates or debentures, and to sell the same, and with the proceeds refund the $40,000 to the Publishing Company. The decree provided that, subject to the charges and
To state these facts is to decide this appeal. The decree was not void. The court has jurisdiction of the parties and the subject-matter, and hence, eAren if erroneous as to any of its provisions, it must stand, unless reversed for error. The appellants have never taken any steps to have the decree reversed, enjoined, or modified; on the contrary, they have come in to participate in its benefits, but at the same time wish to reject such parts of it as work against their interests. They cannot occupy these inconsistent positions. Again, the alleged preferential payments were not directed by the decree, but were made by the Globe Company itself, before the action was commenced. The receiver’s certificates were not issued to pay the Bank of Minnesota or the Trust Company, but to raise money with which to repay the Publishing Company, in order to get back the very property in the proceeds of which the appellants seek
Order affirmed.
Reference
- Full Case Name
- ST. PAUL TRUST COMPANY v. ST. PAUL GLOBE PUBLISHING COMPANY and Others
- Status
- Published