The herald and news. [volume] (Newberry S.C.) 1903-1937, 1916-01-07

consenting to the death. And they are
those now complaining against Clark
and Jones and Bryan because the
scheme failed
Only Held Bag.
There is no allegation and no evil
dence that Clark or Jones or Bryan
held any stock, or took any hand in
the suggestion or. direction Of the
Seminole company, or received any
compensation thereabout. The only
contention is they held the bag which
mad been filled by the stockholders.
Among other things the Seminole COM
pany was: (1) to act as agent and
manager for financial corporations and
insurance companies of all kinds, and
(2) to buy, sell and own stocks, bonds
and other securities of other corpora
tions, both foreign and domestic. That
was to be the chief business of COM
pany these stockholders go up. 1t
was to manage the business of other
corporations, which are required by
law to manage their own business.
"As the circuit court found, there
may have been amongst the stockhold-
ers some persons who had no more
wisdom than to put money into such
an enterprise; but there were many
who were not beguiled.
"The complainants suggest that the
real purpose of the appointment of the
said trustees wGs to lend tone, stand
ing and. credit to the scheme of the
managing officers of the said defend
ant company, and influence the unsus-
pecting public to become subscribers
to its stock.
THAT is to say, the president and
directors of the Seminole company;
the managing officers; put forward
Clark, Jones and Bryan to mislead the
public. But the stockholders put for
ward the managing officers as their
representatives and the scheme OF
these managers was thus made posi-
BILE by the stockholders. The stock
holders vouched for Darlington; may
thev now say that Clark, Jones and
Bryan could not? If therefore these
stockholders have been caught, it is
in a. trap of their own setting"
The court finds that "it is conceded
by the complaint and by the plaintlf's
argument, that so far as the trustees
are concerned this thing was not done
in a corner; so that the element OF
had faith on their part is eliminated
from the case"
In another section the court says:
eve are, therefore, of the opinion
that the trustees were not so lacking
in care about the payment OF the fund
|
as to make them personally respon-
sible for any loss which may have re-
suited from their act"
WHAT the court terms the most
complex issue" is "did the trustees
unwarrantably depart from the terms
of the trust" and developing the de-
cision on this point says:
at is true that the trust was ex-
press, and it is also true the trustees
were bound by the law to conform to
the terms of it, and for failure 10 dc
so. they are liable to the cestuo quo
trust in the event of the loss Of the
fund.
This equity is distinct from that
of ordinary care by the trustees, and
from that of good faith by the trus-
tees. Manifestly, trust agreement
like any contract, may be modified by
all parties in interest.
"The agreement here is out Of the
ordinary; it is contrary device; and
it's meaning and the purpose OF the
/ Seminole company in its making are
not manifest.
"One thing only is apparent, and
tnat is, the now amazing gullibility OF
the seasoned and reputable business
men who consented to enter into such
an agreement.
Their action proves that like the
noble animal, horse, man is a vain
| thing for safety"