The Valley Virginian. [volume] (Staunton, Va.) 1865-1895, 1883-10-25

t conducted these springs as surviving al
/ managing partner, and the record shoy
l that they were very valuable. the net L,
: ceipts being stated at $4,000 per annur
a There were frequent references to
I commissioner to take an account of thes
= transactions as managing and survivin
partner, and in the year 1860 and upo
5 exceptions, the account was again recon
5 mitted, in the year 1866, the court passin
upon none OF the exceptions. In Januar,
| 1868, additional exceptions were filed.
1 The controversy during this period wa
a struggle between the parties to obtai
' control in the management of the Rock
: bridge Alum Springs property, the Othe
parties in interest failing in their effort
, to remove VIM. Frazier, although the
: held three-fOurths of the interests, an
: VIM. Frazier held only fourth ;they en-
deavored to have themselves admitted int
/ some participation in the management o
the property, or at least to have an agen
} to represent them and to protect their in
!. tereStS on the ground, but the managin,
Z, partner resisted successfully all these eff
I forts OF the parties either to obtain
4 fOothOld for themselves OF their agent
], The Commissioner in the settlement O.
the partnership transactions of VIM. Fra
zler allowed to the said managing partner
a salary for each year in a large Sum-ir
many years salary of $2250 per year
This was earnestly resisted by the Other
parties in interest upon the ground that
there was no agreement between the par
| ties to pay a salary to the surviving anC
managing partner, but that, on the con.
trary, he had agreed expressly to make nc
charge for this, and this the surviving
partner substantially admits, bat, if moi
admitted, it is abundantly proved by the
/ pVIdanpn tho Nba oil ,ac
in interest charge and prove that while
the managing partner was holding the
! Springs he maintained, at the common
cost and charge, himself and Il family of
ten persons, with servants and teachers
| for his children, and horses, having at
times both male and female teachers. and
for the years from 1858 to 1868, a period of
fifteen years, the other parties claim that
at the most moderate rates, the costs to
| them was at the least some $50, 900; and
they insist that such support and MAIN
talnance Tor so many years at the common
cost, was sufficient compensation with
out the addition of allowance for salary
to aggregate close upon another 10000.
The Circuit Court disallowed the salary
for the years 1858 and 1851, but allowed it
for all the remaining years, assigning for
reason that VIM. Frazier did not expect to
be allowed salary for those two years.
1t would seem equally logical to have dis
allowed the salary for all the Subsequent
years because the other parties did not eX-
pect to pay q salary.
Finding it impossible to ,.dislodge this
surviving and managing partner or to be
admitted to any share in the control of
the concern. and seeing what seemed to
them complete dedication of the whole
subject to the uses and benefit of one part
ner, and he only a one-fourth owner, they
filed their petition for u lease of the prop
erty. This only led to fresh litigation and
new commissioners report. which came
in March Goth, 1868, with a commissioner s
fee-bill of $701. Exceptions were filed to
this report June Sth, 1868, and interroga-
tories were filed June 9th, 1868, to VIM.
Frazier as to his family and the number of
tutors. &C., supported by him at the
Springs at the common cost; to which he
replied only after second and peremptOry
order. On the Both of June, 1868, a de-
cree was entered consolidating the three
causes named above, passing upon some of
the exceptions and appointing Commits
sioners to 1.-the Springs, VIM. Frazier
having declined joint management and re-
sisted lease, and recommitting the cause
to- the Commissioner again. The Com
mlssloner's third report came in July 10th,
AoOO' O1i OllO loull VI CtpGCulU6l, bll6 S'Olll-
mlSSlonefS appointed to make sale made
their report that they had made sale of
the property on the first day of September,
1868, at the price of 1926, 900, to James A.
Frazier that the terms had been complied
with that they thought the sale adequate,
and recommended a confirmation. On the
4th day OF November, 1868, this sale was
confirmed by the Court. And on the
twenty third day of November, 1868, de-
cree was entered which recommitted the
cause to Commissioner Hendren, with in
StructlonS to take and settle the accounts
OF VIM. Frazier as surviving andmanaging
partner Of the Alum Springs copartner-
ship, and of VIM. Frazier, admir- of the
estate of John w. Frazier, decd, which
had accrued since last settlement. And
on the 9th day of June, 1870, this Com
missioner made his report. In July, 1870,
James A. Frazier filed petition for a re-
hearing, asking the Court to disallow the
salary heretofore allowed VIM. Frazier and
for other relief.
The circuit court on the 9th day of Jan
uary, 1877, by decree entered therein, re-
fused to rehear the cause, and allowed the
salary, except as to the years 1854, but
disalloWed the salary for these two years,
because he did not regard himself us labor
ing for a salary, and referred the cause to
a commissioner to strike out the salary for
those years. and the cause is this time re-
ferred to another commissioner, who was
directed to report the amount of purchase
money still due from the purchaser, James
A. Frazier, and how much had been paid
and how, to whom the balance of the pur-
chase money due from James A. Frazier
belongs, how much to each of his co-ten-
ants, and how much belongs to Stephen A.
Porter, dec ID whether there have been any
assignments made by VIM. Frazier and
John T.. Randolph of their interest, and
If so, to whom made.
This report came i'll June 1st, 1877, af-
ter adjusting the respective interests upon
the basis of former DEGREES. The court on
the 18th of November, 1879 DEGREES that
unless James A. Frazier pay the amount
then found due within sixty days, commits
sioners named therein are to make sale Of
the Springs.
On the 10Th of June, 1887, sale was made
to G. r. Mason at $l34 900, and reported
to court July, 1880, and approved by the
court, and as shown by the report of a spe-
cial receiver, the said purchase money was
about sufficient to pay off the liabilities
herein before referred to, and on the Both
OF November following the cause was or
dered to be removed from the docket as
ended.
Upon the appeal here the first assign
ment OF error to be passed upon by this
court is the allowance of al annual salary
to the surviving partner, VIM. Frazier,
under the circumstances of this case.
This is a question which has been most
deliberately argued on both sides. but which
appears to the court to be well settled by
the decisions of this court.
In the case of Forrer VS.. Forrer, in 29th
Graft, 1874, Staples, Judge, speaking for
the whole court, said
No rule of law is better settled than
that one partner is not entitled to compen-
sation for his services while employed in
the partnership business, unless it be SO
agreed between the parties. The doctrine
is thus laid down by q writer of acknOwl-
edged merit AS it is the duty of each
partner to devote himself to the interests
of the concern, to exercise due diligence
and skill for the promotion of the common
benefit, it follows that he must do it with
cut any reward or compensation, unless
there is an express stipulation to that eff
| feet. And there is no difference in this
respect, though the duties performed by
the partners have been very unequal ii
value and amount Collyer on Partner
ship, sec. 1872: Parsons on Partnership
p. 1870.
In Franklin VS.. Robinson, l johnson
Chancery Reports, Chancellor Kent said he
knew of no case which entities one partner
to charge for his services except upon the
ground of special.agreement.