Burt v. Modern Dye & Rug Works, Inc.

• Decision Date: 21 November 1927
• Docket Number: No. 6116.,6116.
• Citation: 139 A. 312
• Parties: BURT v. MODERN DYE & RUG WORKS, Inc.
• Court: Rhode Island Supreme Court

139 A. 312

BURT

v. MODERN DYE & RUG WORKS, Inc.

No. 6116.

Supreme Court of Rhode Island.

Nov. 21, 1927.

Exceptions from Superior Court, Providence and Bristol Counties; Hugh B. Baker, Judge.

Action in assumpsit by Harry Burt against the Modern Dye & Rug Works, Inc. Order granting defendant's motion for a nonsuit, and plaintiff brings exception. Exception overruled, and case remitted, with direction.

William A Gunning, of Providence, for plaintiff.

RATHBUN, J. This is an action in assumpsit, brought in the superior court to recover from a corporation money loaned to a copartnership, the assets of which were later transferred to said corporation, and the case is before us on the plaintiff's exception to the granting of the defendant's motion for a nonsuit.

The money was loaned to George and Sarkis Deckmejian, doing business as the Modern Dye & Rug Works. Thereafter Sarkis sold his interest in the business to George, who continued to carry on the business. He apparently assumed the debts of the copartnership. Later George formed a new copartnership, for the purpose of carrying on the same business, with Carl H. Angell. There is evidence that before this copartnership was formed Carl and George, in a conversation with the plaintiff, expressed an intention that the new firm should assume the obligations of the old one; but what the final arrangement was does not appear. Still later George, Carl, and his wife, Elizabeth Angell, secured a charter having the name Modern Dye & Rug Works, Inc. The books of account of the first partnership were apparently used successively by George and by George and Carl H. Angell. The corporation took over the tangible assets of the old concern, consisting principally of machinery, office fixtures, trucks, etc., and perhaps the accounts receivable.

Although there is no direct evidence that the accounts were taken over, it does appear that for about two weeks, at least, the corporation continued the business at the same place and used the partnership books as the account books of the corporation. Within about two weeks after the charter was obtained, the entry showing the indebtedness of the original copartnership to the plaintiff was torn from the books; lines were drawn beneath other accounts, but what the lines signify does not appear. It does not appear that there was any express undertaking to assume the obligations of either of the partnerships. Neither does it appear that the corporation paid any of the debts contracted by...