In re Northampton Portland Cement Co.
| Decision Date | 03 March 1911 |
| Docket Number | 3,739. |
| Parties | In re NORTHAMPTON PORTLAND CEMENT CO. |
| Court | U.S. District Court — Eastern District of Pennsylvania |
Robert A. Stotz and Edward J. Fox, for trustee.
Sidney E. Smith, for excepting creditor.
It may be that the proposed plan-- which is not a composition, but a somewhat elaborate plan of reorganization-- offers the unsecured creditors their only opportunity of obtaining any payment whatever upon their claims. Assuming the plan to be judicious, the question remains: Has the District Court any authority to enforce it? The fact that it has been approved by a large majority of the creditors is not decisive. Unless the bankruptcy act (Act July 1, 1898, c. 541, 30 Stat. 544 (U.S. Comp. St. 1901, p. 3418)) empowers the court to take up the plan and make it effective, the creditors must do this by concerted action among themselves and cannot have the sanction of a judicial order. The only section of the act to which I am referred for the necessary authority is section 27:
'The trustee may, with the approval of the court, compromise any controversy arising in the administration of the estate upon such terms as he may deem for the best interests of the estate.' It should be repeated that the proposed plan is not an offer of composition, and is not to be considered from that point of view. The bankrupt company is not making the offer, and there is no attempt to enable that corporation to resume business. On the contrary, a new corporation is to be formed having mortgage bonds and capital stock, both preferred and common, and as a detail of the scheme it is proposed to transfer to the new corporation all the assets of the bankrupt-- in part, by a future sale of the realty under an order of the court, and in part by a conveyance of certain personalty and other assets now in the hands of the trustee. It seems clear that such a plan cannot be imposed upon unwilling creditors. If all parties in interest should agree something might perhaps be said in favor of assisting the formalities of transfer by proper judicial orders; but there is no inherent power in the court to compel minority creditors to give up legal property rights, and in their stead to accept securities and incur liabilities which have already been declined. If such power exists, it must be found in the bankruptcy act. No doubt, a composition may be imposed upon a reluctant minority of the creditors;...
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In re Oakhurst Lodge, Inc.
...liabilities, and accept "many other provisions as are usually contained in a contract of reorganization." See In re Northampton Portland Cement Co., 185 F. 542, 543 (E.D. Pa. 1911) ; see also In re Woodend, 133 F. 593 (S.D.N.Y. 1904). In this context, moreover, there is no principled way to......
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In re Standard Gas & Electric Co.
...Anaconda Mining Co., 254 U.S. 590, 41 S.Ct. 209, 65 L.Ed. 425; Coriell v. Morris White, Inc., 2 Cir., 54 F.2d 255; In re Northampton Portland Cement Co., D.C., 185 F. 542; In re Sale of Assets of First Nat. Bank of Florence, D.C., 6 F.2d 905; In re J. B. & J. M. Cornell Co., D.C., 186 F. 85......
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...where cash payment is not offered. Geddes v. Anaconda Mining Co., 254 U. S. 590, 41 S. Ct. 209, 65 L. Ed. 425; In re Northampton Portland Cement Co. (D. C.) 185 F. 542; In re Sale of Assets of First Nat'l Bank of Florence (D. C.) 6 F.(2d) 905; In re J. B. & J. M. Cornell Co. (D. C.) 186 F. ......
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Coriell v. Morris White, Inc.
...where cash payment is not offered. Geddes v. Anaconda Mining Co., 254 U. S. 590, 41 S. Ct. 209, 65 L. Ed. 425; In re Northampton Portland Cement Co. (D. C.) 185 F. 542; In re Sale of Assets of First Natl. Bank of Florence (D. C.) 6 F.(2d) 905; In re J. B. & J. M. Cornell Co. (D. C.) 186 F. ......