New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1891-07-30
DECISION FOR THE TRUST.
DISSOLUTION OF THE BROOKLYN SUGAR
REFINING co.
JUDGE CULLEN SAYS THE PURCHASE PRICE WAS
INADEQUATE. BUT HE ovERRULEs Mr.

JUDGE CULLEN SAYS THE PURCHASE PRICE WAS
INADEQUATE. BUT HE ovERRULEs Mr..
TAYLoYs OBJECTION.
Judge Cullen in tho Supreme Court yesterday issued
nm order for the dissolution OF the Brooklyn sugar nc
timing Company and appointing the Franklin lrus'
Company receiver. The application for the ouer was
made by the trustees and stockholders OF the company
and was opposed by James A. Taylor former STOCK
holder and the holder Of 1875 shares OF sugar trus'
certificates which the possession OF the former
trustees Of the company to be retained until 1870
under agreement made November 80, 1857 III
regard to these Judge Cullen says:
It is not necessary for me to determine on this app
cation the rights Of the holders OF the certncates ~
posted under me agreement o. NoVePer 9 Ssn th
that If the results Of this proceeding we're %
effect any fraud or wrong on the aooet 81
but as stated on the agreement cannot see now any
fd injury Is being practiscd so far as that Is con-
cerned, on this objection.
lie also assumes that Mr. Taylor has no more In
terest than the 1875 shares of Sugar Trust certificates
given him, and says
After the ilegality Of the trust agreement was set
tied by the decisions OF the courts OF TINS tae pun
Of reorganization was prepared, by which the prop
critics Of all the corporations in trust were TO 10
transferred to corporation. the American sugar
but 800 shares out OF 500 900 shares outstanding Of the
old trust assented. The various companies soid their
proceedings for q voluntary dissoutioG. The peti-
oner sold its property for the sum of $500 900 us
real estate and refinery alone are shown TO nave ben
worth upward of 81 100000. The price obtained ior
It's property was entirely inadequate as long as the,S
was any outstanding certificates OF the Oh
trust which had not assented TO the reorganla-
ton think the sale, at an inadequate pr1oe'
deserve, censure and condemnation -,
Now to all this scheme, illegal though 10 was tns pre-
ent director was party. lie does not stard IN Ite
position OF an innocent stakeholder OF the company
Who objected to its entering upon an unlnwIl act
He does not repent but retains the fruit OF te unIS
tul transaction, and his standing IN TINS very pof
Ing Is based on his present ownership OF P3ruo ~
such fruits. This alone answers the objection Llae
AIR TAYLOR makes to the dissolution OF the company,
on tho ground that its charter term OF exsehce Ds
tho original agreement OF incorporation was fifty years,
and that even majority OF those interested shoLd h1
he allowed TO terminate the corporation against tne VII
OF the minority before the term provided Tor IN ee
original agreement should expire 1t Is further yVn
tended by Mr.. Taylor that he cannot De conloiivd
against his will to enter into the plan OF reorsEt
tOn bv which the American Sugar Hennlng ColIal,s
Is TO be substituted for the old sugar trust even tosn
II should be beneficial TO him. This may be Uue, Dut
conccdng Il to be true, do not think TINS CONSTITUTES d
valid objection to this application AS this corpor'H2
shold not 20 on and DO business the greatest fSilS
OF the director would be TO have its properly con'eteo
BY sale or otherwise, and he receive MS auquaho sa
Of the proceeds II such are his rights they are IN
nOv1se ieopardzed by this decree Of dissolution Inc
receiver should bring action 10 set ASIDE tle ste
the American Sugar Refining Company, or III cass J
his refusal to bring such action, this Director cou ~
H. Joining the receiver as party Inc rights 81 wy
present corporation 10 dsafirm that sale eau DC ho
greater than the rights OF the receiver.