Devine v. Frankford Steel & Forging Co.

Citations

• 205 Pa. 114
• 54 A. 578
• 1903 Pa. LEXIS 527

Syllabus

<p>Equity — Injunction—Preliminary injunction — Receiver—Corporation— Intercorporate conspiracy.</p> <p>A bill was filed by a minority stockholder of a corporation for the purpose of setting aside an alleged fraudulent contract between her company and another company, the holders of a majority of shares in both companies being the same. The parties defendant were the two corporations and the persons who held the majority of shares in both companies. The bill alleged that the complainant was induced to vote in favor of the contract at a stockholders’ meeting by reason of certain misrepresentations made to her. The bill charged that plaintiff’s company had been deprived of profits which had been wrongly appropriated by the other company, and that defendants proposed to transfer the business of the first company to the second company. The court entered a decree appointing a receiver and enjoining the officers from in any manner dismantling the plant of the plaintifi’s company, removing its machinery or otherwise materially changing its present method of operation until final hearing. Held, on appeal that the portion of the decree appointing a receiver should be reversed, and that the remainder of the decree should be affirmed, but in such a way as not to enjoin the officers of plaintiff’s company from operating the company or from removing the superintendent and such employees as they might deem expedient.</p>