Potvin v. Denny Hotel Co.

Citations

• 26 Wash. 309
• 66 P. 376
• 1901 Wash. LEXIS 646

Syllabus

<p>CORPORATIONS-IN SOLVENCY-FRAUDULENT EXECUTION SALE-PURCHASE BY DIRECTOR ■— ACTION TO SET ASIDE-SUFFICIENCY OF COMPLAINT.</p> <p>An alleged fraudulent sale on execution of the real estate of an insolvent corporation to one of its directors and officers will not be set aside upon a complaint attacking it, where it appears from the complaint itself not only that the sale was duly confirmed by the court, without anything negativing plaintiff’s knowledge of the fraud at the time of the confirmation, but that plaintiff as a judgment creditor had received the proceeds of the sale and thereby in effect affirmed its validity.</p> <p>SAME.</p> <p>A complaint in an action asking a personal judgment against a director and officer of an insolvent corporation, on the ground that he had procured a fraudulent sale on execution of the corporate realty to himself at a grossly inadequate price, does not state facts sufficient when the complaint alleges that he still holds the property so purchased by him for the benefit of himself and his associates, since the proper remedy in such case, where the director has not converted the corporate property to his own use or diverted it to other uses than the payment of corporate debts, would be an action to set aside the transfer.</p> <p>FRAUDULENT CONVEYANCES — RIGHT OF LIEN HOLDER TO COMPLAIN.</p> <p>One who holds a judgment lien upon real property cannot complain of a fraudulent conveyance of the premises, since it is necessarily made subject to his lien, which remains unimpaired, even though the transfer is fraudulent as to other creditors.</p> <p>SAME-TRANSFER OF CORPORATE ASSETS TO DIRECTOR-LIABILITY OF</p> <p>GRANTEE.</p> <p>Where the personal property of an insolvent corporation has been transferred to a director for the purpose of placing it beyond the reach of creditors, a judgment creditor is entitled to recover its value from the grantee.</p>