Real Estate Trust Co. v. Penna. Sugar Refining Co.
Real Estate Trust Co. v. Penna. Sugar Refining Co.
Opinion of the Court
Opinion by
This appeal was taken in the name of the Easton National Bank, but counsel for the appellees urge that the record shows that it is not the real appellant, and that the banks which are the actual appellants were not parties to the suit below, and have no standing to- maintain an appeal.
In the particulars of error filed in the court below, as shown in the paper book of appellees, appears the following : “The Easton National Bank, Appellant, by the National Bank of Sunbury, et al., on whose behalf said appeal is taken,” and they are signed “E. Spencer Miller, Attorney for National Bank of Sunbury.” In appellant’s paper book the appeal is entitled “Appeal of Ea,ston National Bank, by First National Bank of Sun-bury,” but the argument is signed “E. Spencer Miller, Attorney for Lock Haven National Bank, for Appellant.” There is nothing in the appellant’s paper book to show that either the First National Bank of Sunbury or the Lock Haven National Bank has any interest in the case, but appellees print as an exhibit to their motion to quash, an assignment by Adolph Segal to these and three other banks, of any surplus remaining in the hands of the Easton National'Bank arising from any realization by said bank upon the coupons after payment of the assignor’s indebtedness to it. . Counsel , for appellees also point out that the praecipe for the appeal was not signed by counsel for the Easton National Bank in person, and that the counsel whose names were signed do not prosecute the appeal, nor do their names appear in appellant’s paper book. Furthermore, the affidavit attached to the praecipe is made by one not shown to be an officer of, or representing in any. way, the nominal appellant. The Act of May 19, 1897, P. L. 67, Section 1, provides for the entry of the appeal, and that “filed
In the third and fourth assignments of error it is alleged that the court below érred in dismissing exceptions to the deduction from the award of ten per cent, thereof, which under the plan of reorganization was to be applied as a bonus to secure subscriptions to income bonds, to provide the necessary working capital for the reorganized company. This deduction was made in accordance with the plan which was approved by a majority of the bondholders. No discrimination was made in this respect between the holders of coupons. As the auditor points out, it would be manifestly unjust to favor the Easton National Bank in this respect by awarding it the full amount of the stock represented by its coupons, without deducting therefrom the amount to which the subscribers to income bonds are entitled, under their contract with the company. This appropriation was considered necessary in order to secure working capital for the new company, and it was for the benefit of all the stockholders. It was manifestly necessary to make provision for operating the refinery, as otherwise the reorganization would have been useless and the new stock of little value.
The fifth assignment of error is apparently not supported by any exception taken in the court below, and it will, therefore, not be considered here.
The assignments of error are all overruled and the degree of the court below is affirmed.
Reference
- Full Case Name
- The Real Estate Trust Co., Trustee v. Penna. Sugar Refining Co.
- Cited By
- 3 cases
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- Published
- Syllabus
- Practice Supreme Court — Interest in controversy — Act of May 19, 1897, P. L. 67 — Affidavit—Motion to quash. 1. An appeal can properly be taken only by one having an interest in tbe result. Where it appears that the appellant had assigned away its interest in the controversy prior to the appeal, a motion to quash might properly be sustained. 2. The affidavit required by the Act of May 19, 1897, P. L. 67, that the appeal is not taken for delay, must be made by appellant or by some authorized officer or agent on its behalf; where the affidavit does not show that it has been made by such person it is not a compliance with the statute. Corporate mortgage — Foreclosure—Purchase by trustee — Reorganization — Distribution of stoch in new corporation — Detached, coupons — Priority—Auditor. 3. Where acting under the terms of a corporate mortgage a trustee thereunder bought in the property at a foreclosure sale, and at a meeting of the bondholders a plan of reorganization was agreed to, involving the formation of a new corporation and the distribution of stock therein to the holders of bonds and coupons, an auditor appointed to make distribution of such stock has no other duty than to apportion said stock in accordance with the reorganization plan adopted by a majority of the bondholders. Whether or not the reorganization plan was effective to compel the acceptance of stock in' exchange for bonds or coupons was not before him. 4. In such case the auditor was correct in making no distinction between holders of coupons detached from bonds and of those still attached thereto. 5. In making such distribution of stock under the express terms of the reorganization agreement, the auditor committed no error in distributing it, first, among the holders of coupons and, second, among the holders of bonds, at its par value, especially where no evidence was produced to show that the stock was not worth its face value. 6. Where the reorganization agreement provided for the deduction of ten per cent, from the award to all holders of bonds and coupons, in order to secure stock to be applied as a bonus to secure subscriptions to income bonds to provide working capital for the reorganized company, the auditor committed no error in making such deduction without discrimination.