Watson v. Le Grand Roller Skating Rink Co.

• Decision Date: 21 December 1898
• Citation: 177 Ill. 203,52 N.E. 317
• Parties: WATSON v. LE GRAND ROLLER SKATING RINK CO. et al.
• Court: Illinois Supreme Court

177 Ill. 203

52 N.E. 317

WATSON

v.LE GRAND ROLLER SKATING RINK CO. et al.

Supreme Court of Illinois.

Dec. 21, 1898.

Appeal from superior court, Cook county; Theodore Brentano, Judge.

Bill for dissolution of a corporation by William H. Watson and another against the Le Grand Roller Skating Rink Company and others. From a decree dismissing the bill, the complainant Watson appeals. Affirmed.Pence & Carpenter, for appellant

John Woodbridge and Sidney C. Eastman, for appellees.

This is a proceeding begun on October 17, 1890, by William H. Watson and Amos H. Perkins, stockholders, to wind up and dissolve the Le Grand Roller Skating Rink Company, a corporation, and to collect and distribute its assets, under the provisions of section 25 of the statute in relation to corporations. The causes for dissolution charged in the bill are that in June, 1886, the corporation ceased doing business, leaving debts unpaid; that the objects for which the company was organized had ceased to exist, and that the business could not be carried on profitably; that there was no intention to resume business; and that, while engaged in business, the company exercised powers not conferred upon it by law, and had in other respects violated its duty. The corporation answered, joining issue; and on August 12, 1892, upon the hearing, the court entered a decree finding the facts substantially as charged in the bill, ordering that the corporation be dissolved, its debts paid, and its affairs adjusted, and appointing a receiver to carry the order into effect. Upon the filing of this decree, complainants filed amendments to their bill. On August 26th following, leave was granted the defendant to file a petition for rehearing, and that matter was continued to the September term. At the latter term (on November 5th) an order was entered denying the rehearing, and directing ‘that the interlocutory decree entered herein on the 12th day of August, 1892, be, and the same is hereby, modified so as to permit all parties to amend their answers, and make such further answers to the bill herein filed as may be desired by them, and proper to be made for a just and appropriate final hearing of this cause by the court.’ On June 12, 1896, complainants filed a second amendment to the bill, making certain stockholders parties defendant; and, on July 24th following, all the defendants were defaulted, and the bill taken against them pro confesso. This default, however, was afterwards set aside. On July 24, 1896, the Le Grand Roller Skating Rink Company and others filed pleas to the amended bill, averring that the complainants, Watson and Perkins, before the commencement of this proceeding, had entered into a fraudulent and champertous agreement with one Charles T. Yerkes, authorizing him to take the necessary steps to dissolve this corporation at his own expense, and giving him all the profits to be derived therefrom, and further averring that, at the time the agreement was entered into, there was pending in the circuit court of Cook county a suit of the Le Grand Company against the North Chicago City Railway Company, the North Chicago Street-Railroad Company, and Adam L. Amberg, for the recovery of the possession of certain real estate which had been unlawfully seized by the last-named parties; that Charles T. Yerkes was then, and ever since has been, the president and managing official in each of the corporations named; and that he caused this suit to be brought in the name of Watson and Perkins for the purpose of preventing the Le Grand Roller Skating Rink Company from successfully prosecuting its suit. This was the condition of the record when Watson, the sole complainant surviving (Perkins having died, and the suit having abated as to him), moved for a sale of the assets of the Le Grand Company, and to strike defendants' pleas from the files, and when defendants moved to set aside the order of default entered on July 24, 1896, and to dismiss complainant's bill for fraud. On August 16, 1898, a hearing was had, and an order entered finding that this proceeding was not instituted and prosecuted in good faith by the ostensible complainants, but, in fact, was instituted and prosecuted by Charles T. Yerkes, as president of the railroad companies referred to, and in their behalf, for the purpose of enabling the street-railroad companies to avoid payment of the amount found...