Hirschfield v. Reading Finance & Securities Co.

Citations

• 9 Del. Ch. 344
• 82 A. 690
• 1912 Del. Ch. LEXIS 24

Syllabus

<p>The appointment of receivers and the administration of an insolvent corporation’s assets for the benefit of creditors did not effect a dissolution of the corporation.</p> <p>Where a corporation’s assets, including books and records, were sold by receivers in insolvency, the effect of depriving it of the books and papers, including such as contained evidence of its oganization and continued corporate existence, would not dissolve the corporation, as such evidence could be perpetuated by making sworn copies, etc.</p> <p>On receiver’s sale of a corporation’s assets, an insurance company purchased unconverted property and assets, consisting of claims for stock subscriptions and notes given therefor, claims for amounts due for subscriptions to the stock of the purchasing company and notes given for the same, and all other debts due. Prior to the sale the purchasers knew that the receivers had the corporation’s books and papers in their possession, and that it would be necessary that they should be delivered to such purchaser, in order that it be enabled to prove the facts to establish such claims, in order to collect the claims. Held, that the purchaser was entitled to have such books and records delivered to it by the receivers, subject to the corporation’s right to make copies of the minute book, stock ledgers, and any other books and papers that were necessary to preserve evidence of the corporation’s organization and continued corporate existence.</p>