Seward v. M. Seward & Son Co.

• Decision Date: 19 December 1916
• Citation: 91 Conn. 190,99 A. 887
• Court: Connecticut Supreme Court
• Parties: SEWARD et al. v. M. SEWARD & SON CO.

99 A. 887

91 Conn. 190

SEWARD et al.

v. M. SEWARD & SON CO.

Supreme Court of Errors of Connecticut.

Dec. 19, 1916.

Thayer, J., dissenting.

Appeal from Superior Court, New Haven County; James H. Webb, Judge.

Claim presented by Frank Seward and others to the receiver of the M. Seward & Son Company. Upon application of receiver to superior court, judgment entered for claimant, and receiver and certain stockholders of the defendant appeal. No error.

Leonard M. Daggett, of New Haven, for appellants. Arthur B. O'Keefe, David E. Fitzgerald, and George W. R. Hughes, all of New Haven, for appellee.

WHEELER, J. This appeal is taken from an order of the superior court allowing the claim of Widman for $2,500 for a broker's commission on a sale of the plant of the M. Seward & Son Company in the hands of a receiver of said court.

Four questions are raised: Whether the finding should be corrected; whether the paragraphs of the draft finding should be marked "Proven" or "Not proven"; whether the conclusion of the trial court that the claimant was the procuring cause of the sale can be supported either as a conclusion of law or of fact; and whether the claimant, if entitled to a commission, should have been awarded $2,500.

As we read the evidence, we either find the findings supported by the evidence, or found upon conflicting evidence, and not unreasonably found, or the additions desired so immaterial in character that their finding would not affect the conclusions reached, or in conflict with the inferences and conclusions drawn by the trial court which cannot be held to have been drawn either contrary to the evidence or the rules and principles of logic or in violation of law.

We will have occasion to refer specifically to two or three of the corrections asked for. Aside from these, the motion to correct does not seem to require further consideration.

We cannot see that any of the material findings made or conclusions reached would be affected if the paragraphs of the draft finding were marked "Proven" or "Not proven" as our rules require, and hence we cannot sustain the appellants' exception and recommit the finding for the purpose of having the paragraphs so marked.

It was within the power of the court to authorize the receiver to employ an agent to sell the plant of the Seward & Son Company, and if no specific compensation was agreed upon it was clearly within the power of the court to authorize the receiver to pay a reasonable sum for the service it had authorized.

In the absence of a special agreement, the customary commission for the sale of property of this character would measure the value of the services and furnish the court a satisfactory standard by which to measure the reasonable value of the services to the receiver and to fix a reasonable commission.

The court had before it ample evidence of the customary commission, and in fixing the amount in reliance upon that it committed no error. The chief ground of appeal is the conclusion of the court that the plaintiff was the procuring cause of the sale. This finding is one of fact, and is conclusive unless contrary to or unsupported by the subordinate facts or in conflict with the settled rules of logic and reason, or found in violation of some rule or principle of law. Hoadley v. Savings Bank of Danbury, 71 Conn. 608, 42 Atl. 667, 44 L. R. A. 321.

These subordinate facts must establish that the plaintiff, when engaged in the course of his employment to find a purchaser for this plant, first brought to the receiver's attention the ultimate purchaser, and the sale followed in consequence.

The trial court has found that: Widman was consulted by the Maxim Munitions Corporation with a view to purchasing or securing for purchase manufacturing plants in New Haven. He thereafter was employed by the receiver of the M. Seward & Son Company to sell the plant of this company. He investigated the plant and brought the representatives of the Maxim Corporation to visit the Seward Company plant. Thereafter Widman visited the receiver and informed him of this visit and that his parties were interested. The receiver promised to pay him a liberal commission, the same to be settled by the court. Widman visited this plant with several...