The Portland daily press., 1888-03-23
SUPREME JUDICIAL COURT.

IN cHANcERY- BEFORE JUDGE VIRGIN.
Charles L. Pilsbury VS.. The Biddeford Stove
Foundry Company. This was hearing upon
motion TO dissolve an interlocutory injunction.
The complainant, director in the defendant com
pany brought bill in equity against the other
directors and stockholders In which he alleges
among other things that he. McFadden, Luques,
Goodwin, Andrews lngerSoll and Banks were d.
rectors OF the corporation and that the complain
are in excess of the liabilities, that McFadden and
Goodwin with one L0ring OF Boston. and OF Saco
have conspired to obtain control OF the corpora
ton, and to elect themselves to the offices with
the corrupt and fraudulent design to vote and APP
propriate to themselves the whole Income and
less and TO unawfully exclude him from his right
90 act as director and clerk. That In pursuance
of this c0nsprcy McFadden and Young on March
list, purchased OF Luques and Andrews thir
whole stock and OF Goodwin nearly all OF MS STOCK
amounting in all to 1O2 shares, the whole num-
Der If shares of the corporation being 245 shares,
which with the shares owned by McFadden con-
situted majority Of the stock. That thereupon
Mcfadden and Goodwin Ia the absence OF flls-
bury, and without his knowledge. induced Banks
and lngersOll to hold a directors meeting, that
Luques the president and Pilsbury the clerk, and
Andrews were absent, that they pretended to
elect MeFadden clerk pro tenn and assuming there
were two vacancies elected YOrug and one Alien,
TO whom Young had sold one share 81 stock, dl-
rect0rs in .pace Of Andrews and Luques, that
they then declared the office OF president and
clerk vacant and elected Young president and Al
Upon the complainant filing bond, Judge Has
kel, on the 18th of March, issued an injunction
from nleddng as directors with the property and
affairs of said corporation, and restraining McFad
den and Goodwin to refrain from collecting debts
due the corporation, selling the merchandise, pay
ing out funds, etc., except in conjunction with
Banks, Ingersoll and Pillsbury as a board OF al
rect0rs and from all attempts, directly or ind-
recty, 10 accomplish any object or purpose IN vo,
atiou of this Il junction. until the further Older Oh
court. This Injunction the defendants move 10
dissolve. The time for filing the answer has net
expired and no answer has been nled; ut the de-
PENDANTS deny that there was any consplrlng 10
commit any fraud upon the complainant Pillsbury.
They say that Pillsbury was not only director,
making trouble and had made il so uncomfortable
for McFadden, the superintendent that one or the
other had got to get out; and McFadden and
Young admit that they did purchase the controlling
interest in the stock for the purpose of getting
Psbury out OF the board OF directors, which
they mad right 10 do, and they claim that they
have done nothing that is Illegal
Young claims that he bought the stock as
matter of investment and also TO assist his
brother-in-law McFadden, to get rid OF Pillsbury
from the board OF management and thus put the
concern on better footing by giving opporuni-
ties for a better management
The complainant claims that the meetings OF
the directors and pretended directors were illegal
for various reasons.
After the testimony vas ended Judge Virgin
said IL seemed to him this was a case the parties
might settle, with the aid of counsel, with much
better advantage and profit to themselves than TO
have it determined by the strict rules of the law
with their counsel had a conference the result OF
which was that Pilsbury, Banks and lngersoll
sold their stock to the others and that OF course
ended the case.
VIZ Lunt for complainant
Hampden Fairfield for defendants.