Art Society v. Leader Publishing Co.

Citations

• 60 Pa. Super. 548
• 1915 Pa. Super. LEXIS 241

Syllabus

<p>Corporations — Transfer of assets from one corporation to another —Debts of old company — Actions—Parties—Fraud.</p> <p>Where a new corporation has been formed, taking over the assets of an older corporation, and a creditor has a claim against the old company, the latter company and not the new company should be sued for tbe claim, and tbe bona tides of tbe sale of the assets to the new company worked out through subsequent proceedings.</p> <p>The mere fact that a corporation disposes of all of its assets to another corporation of similar name will not of itself raise a presumption of fraud. Especially is this true when it appears that the stockholders are not the same, and that all the debts of the old company have been paid, except one, which was not known to exist until two years after the new company had been in business, and that ample assets had come into the old corporation from the conveyance to the new, to meet this debt.</p>