Hillsborough Grocery Co. v. Ingalls
| Decision Date | 06 December 1910 |
| Parties | HILLSBOROUGH GROCERY CO. v. INGALLS. |
| Court | Florida Supreme Court |
Error to Circuit Court, Hillsborough County; J. B. Wall, Judge.
Action by the Hillsborough Grocery Company against F. A. Ingalls. Judgment for defendant, and plaintiff brings error. Affirmed.
Syllabus by the Court
The appointment of receivers is a power exercised by equity courts.
The property of a foreign corporation within this state is subject to the jurisdiction of the courts of the state.
A charge of mismanagement or fraud is not essential to the judicial power of a court of chancery to appoint a receiver for a corporation.
Where the circuit court has jurisdiction of the property of a corporation, and due notice is given the corporation of an application for the appointment by the circuit court of a receiver for the property and an opportunity is given for an adversary hearing, an order by the court, sitting as a court of equity, appointing a receiver for the property, is not void for want of power in the court to make the order.
An allegation that the purchase of goods by a receiver was not authorized by the court is a mere conclusion unless it is sustained by other allegations.
Where a receiver of a corporation is authorized by the order of the court appointing him to operate the property of the corporation in the usual course of business, and as such receiver purchases goods necessary to enable him to do as ordered, and the sale is to him in his capacity as receiver and not personally, and there is no express or implied assumption of person liability and no fraud or deceit, such receiver is, in general, not liable individually for the purchases.
COUNSEL Wall & McKay, for plaintiff in error.
E. R Gunby, for defendant in error.
The Hillsborough Grocery Company brought an action of assumpsit against F. A. Ingalls personally, the amended declaration in the first count alleging in effect that in 1905, the Green Bay Phosphate Company, a corporation existing under the laws of the state of Maine, was engaged in the mining of phosphate in the state of Florida, and owned and possessed certain real estate situated in Polk county, Fla., upon which its mining plant was located, with other personal property used in the operation of the plant, together with a stock of general merchandise in its commissary department; that the defendant F. A. Ingalls instituted proceedings on the equity side of the circuit court for Polk county and secured the appointment by such court of himself as receiver to take charge of and into his possession all of the property and assets of whatsoever nature, kind, and description belonging to the said Green Bay Phosphate Company, a corporation, and to operate the plant in the usual course of business until the further order of the court; that the defendant under the pretended authority conferred upon him by the said court to operate the plant of the said Green Bay Phosphate Company in the usual course of business, 'did purchase from the plaintiff * * * certain goods, wares and merchandise of the value of $602.90;' that the court was without jurisdiction to appoint the defendant receiver of said Green Bay Phosphate Company and to authorize him to operate the plant of said company, and that in the operation of said plant and purchase of goods, wares, and merchandise for use in the operation of said plant, the defendant, by reason of said lack of jurisdiction in the court to appoint him receiver as aforesaid, was acting in his individual capacity, although pretending to act as receiver and thereby became individually liable for the purchase price of the goods, wares, and merchandise sold and delivered by the plaintiff to the defendant as aforesaid, and has not paid for the same, though the time of payment has long since passed. A second count alleges that the purchase of the goods sold to the defendant was not authorized by the order of the court, and the defendant is individually liable therefor.
The amended declaration was demurred to on the ground 'that it appears on the face of said declaration that the defendant was appointed receiver of the Green Bay Phosphate Company by order of this court, and that the plaintiff dealt with him as such receiver, and not in his individual capacity, and it does not appear from the face of said declaration that the plaintiff was not aware that he was acting as receiver under order of court, nor does it appear that it was not informed that he was acting as such receiver and did not deal with him as such receiver.'
This demurrer was sustained, and, the plaintiff not desiring to...
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Malone v. Meres
... ... Wilds v. State, 79 Fla. 575, 84 So. [91 Fla. 721] ... 664; Hillsborough Grocery Co. v. Ingalls, 60 Fla ... 105, 53 So. 930 ... Where a ... court has general ... ...
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State v. Willmer
... ... of the Citizens' Bank & Trust Company in the circuit ... court for Hillsborough county against W. V. Knott, treasurer; ... Ernest Amos, comptroller, John Newsom, liquidator of ... 11, 15; Apalachicola N. R. Co. v. Sommers, 79 Fla ... 816, 85 So. 361; Hillsborough Grocery Co. v. [102 ... Fla. 80] Ingalls, 60 Fla. 105, 53 So. 930; ... McGowan Co. v. Ingalls, 60 ... ...
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Edenfield v. Crisp
...1909, 57 Fla. 473, 49 So. 502, or generally until after an opportunity is given for an adversary hearing, Hillsborough Grocery Co. v. Ingalls, 1910, 60 Fla. 105, 53 So. 930, or merely because the parties to the litigation consent to the appointment, Armour Fertilizer Works v. First Nat. Ban......
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... ... error cite the case of Hillsborough Grocery Co. v ... Ingalls, 60 Fla. 105, 53 So. 930. That case was one in ... which a collateral ... ...
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Florida's third species of jurisdiction.
...over some matters. Alexdex Corp. v. Nachon Enters., 641 So. 2d 858, 861 (Fla. 1994). (35) See, e.g., Hillsborough Grocery Co. v. Ingalls, 53 So. 930. (36) Malone, 109 So. at (37) Id at 685. (38) Id. at 685-86. ("Where a court has jurisdiction, it has a right to decide every question which o......