Behlow v. Fischer

Citations

• 102 Cal. 208
• 36 P. 509
• 1894 Cal. LEXIS 619

Syllabus

<p>Pleading—Misjoinder of Causes of Action—Rescission of Sales bt Partner to Copartner—Dissolution of Copartnership.—A cause of action in favor of one partner for a rescission of a sale by him to a copartner, on the ground of fraud, cannot be joined in the same complaint with a separate and distinct cause of action in favor of another copartner for similar relief, neither of them being jointly interested in the property sold, and the sales not being made by the same transaction or for a single consideration, and it appearing that the rescission of the sale by either of them does not affect either of the other parties to the action; nor can these separate causes of action he properly joined in the same complaint with a cause of action for an accounting and dissolution of the copartnership.</p> <p>Id.—Misjoinder of Parties—Corporation—Rescission of Transfer of Stock.—Where the copartnership formed a corporation to which their mining properties were transferred, and a rescission is sought of a transfer of shares of stock of the corporation, transferred to two of the plaintiffs as the individual property of each, the corporation has no interest in the subject of the action, and is not a proper party in the controversy between the claimants to a portion of its capital stock.</p> <p>Id.—Partnership Assets—Corporation, Agent of Copartnership— Shares of Stock.—Where a corporation is formed as an agent of a co-partnership, any unissued stock is a part o£ the partnership assets, but shares of stock issued to the partners become their individual property, and shares transferred to third parties not shown to be bound by the partnership agreement are held by them like the stock of any other corporation.</p> <p>Id.—Accounting of Agency—Parties.—Where the corporation is only an agent of a partnership, it is only the partnership or some one in its interest who would have the right to ask for an account of the agency or for a surrender of its assets.</p> <p>Id.—Action for Dissolutio