The sun. [volume] (New York [N.Y.]) 1833-1916, 1897-02-20
HRoADWAr INSURANCE CO. WINS
rniunctiou Restrainins Its Sale 90 tho
Hartford Dissolved.


The Appellate Division of the Supreme Court
has reversed an order granted by Justice
Smyth enjoining the Broad way Insurance Com
pany from carrying out a contract to turn over
It's risks and business to tho Hartford Fire In
surance Company. This decision leaves the
Hartford Insurance Company 10 possession
pending the trial.
The plaintiffs were Edwin c. Jameson. Joseph
S. Frcylinghusen. Hilary X. Chambers. and
Roland A. Zilm. The capital stock Of the
Broadway Insurance Company 10 divided into
5000 shares. OF which Jameson and Freyling-
husen owl, 3.O6s. Chambers 200. and Xilm pa
shares. Tho plaintiffs maintained that the
broadway Company had been doing a very prof
liable business and paying good dividends for
years. The defendants averred on tho other
hand that the Broadway Company had not done
business on q paying basis for ten years. and
HAD raid dividends out of its surplus. Refer
ring to the merits Of the case, Justice Williams
Gays:
THE directory may we'll have believed It to
be for the interest OF the small stockholders. At
least. that the dissolution OF tho company
should be secured while they still had the
power to act In the PREMISES. and before tho
plaintiffs succeeded in buying up the majority
OF the stock. and thus obtaining control OF tho
COMPANY. when the smaller stockholders would
Justice Williams thinks the contract Is not
unfavorabIe to the Broadway Company. Justice
Barrett say. that II saves the broadway Com
pRny from tho heavy expense of ordinary DISCO
lution proceedings. and guarantees tho COM
pany against liability on account of insurance
contract. IL Ia his opinion that the contract saves
perhaps $780, 900 to tho stockholders. besides
leaving the company free to resume business IL
IL should wish. In the second place. Justice
Barrett holds that the making of tho contract
was n perfectly valid exercise Of the power Of
the directors. He states in conclusion that a
mandatory Injunction summarily evicting tho
purchaser should certainly not have been
granted.
That was" lie says. " an Extraordinary and.
under the circumstances disclosed by the
records. unwarranied exercise OF Judicial
power. II amounted to the practical annul-
ment OF an executed contract without a trial. IL
the regular hearing OF all the important aues-
tons involved questions which. even upon tho
case presented by the complainant, were by no
means free from doubt. . = = While the court
Possesses jurisdiction to grant q mandatory In
junction on an interlocutory application, yet II
Is always reluctant TO do so. and only exercises
that power In an extreme case. when the right
Is clearly established and the invasion OF the
right results In serious injury"
Justice Rumsey concurs with the majority.
but solely upon the ground that the contract IL
practically COM letcd. and that an Injunction
amounts simply TO the eviction OF the Hartford
from properly already In its possession.
In n dissenting opinion Justice Patterson
takes the ground that IL was beyond the power
OF tho directors of the broadway Company to
make such n contract, and that they should
have awaited a judicial sentence OF dissolution.