The Fargo forum and daily republican. [volume] (Fargo, N.D.) 1894-1957, 1918-03-13

the form or the corporation 60 Rscer-
tain its actual purpose and intent. ~
the purpose and intent OF the cor
poration are bad Its corpoEsste sA -
win be no cover for wrong, fraud ana
bad faith.
chase claims against the estate ~
discount and In their accounting
charge up such claims for the fun
amount Of the fact Of such claims,
The administrator may not thus MAKE
an individual proft for himself eno
for his own personal eenent, either
against the estate. or in dealing with
any OF the property or the estate OF
which he is administrator.
8, Where the administrator has
49, ~>'d l'ah'N - In this case. fer
eQuitapla conversion, II. was proper
rur the tTGMR Cowrt 1a reState the
account in the manner in which IL ula
in this case and TO order the county
taken 10 correct the anal account OF
the administrator in accordance Win
the hndinE and Judgment Of the trial
court, the district court having appel
the correctness or incoFFectnesS or an
order allowing or dtSaNoWtnE the
final account.
Appeal from the Judgment OF the
district court Of Cass county, Hon
Opinion Of the court by Grace, J.
Robinson and Birdzeu. u, and
Bruce, Oh. J.. concur in result.
Christianson. j., dissenting.
Engerud, Divet, Holt g. Frame, and
Fowler & Green, Fargo, \. ID, attoT-
neys for appellant; Watson, Young &
Conmy, and l. L. Twicheil, Fargo at
torneys for respondent.
MInerity OPlnion.
In the minority opinion, Justice
Chrtstianson says in part:
dence clearly shows that the corpora
tion was formed for a lawful purpose
that there was no intent on the part
Of MRcfadden 70 utilize the corpora
.tion as q sham through which trans
actions with the estate might be car
ried on for his beneflt that the vari-I
Gus transactions had by the corpora
ton were for its own benefit, and not
as he might henef1t the same as any
other stoolSholder therein. The pur-l
chase by the corporation OF the m
terest OF Ellsworth In the partner
a5fsstv one NsefaSde w@ could
not, IL he had desired to do so, have
purchased Ellsworth's interest in the
partnership property with the funds
or the estate; The deal was one Mnlen
the corporation itself might properly
make and one which Macfadden as
one Of the stockholders could not pos
Sibly have prevented ii from making.
There is no contention on the part OF
anyone that the estate has In any
manner suffered any detriment or in
jury because the MISUNDERSTANDING
company purchased such interest On
the contrary, IL ia quite clear to me
that the sale resulted in considerable
benefit TO the estate. The Ellsworth
Jenkins company succeeded in max
ing sales of, and realiEtng moneys
from, various equities OF no particular
value. BY all such. sales the estate
ner could the estate possibly be in
iured by the fact that this coFpQTa-
ton acquired EllswoFth's interest?
the former owner, was an
old man living in Iowa, and he ap-
parently took little or no interest In
a disposition OF the property belong
ing 20 the partnership. The corpora
tion instituted an active campaign TO
dispose Of those equities, and con-
verted paper equities into real money.
The estate received an actual beneft
while it is true that the supposed
interest OF the estate I'm these lands
were sold to the corporation, IL is also
true that the corporation treated the
sale by the administrator to II as a
mere nominal transfer. Macfadden
testified that the sale was made to the
in order to have the title
vested in the corporation, so that the
equities could be conveniently handled
and conveyed when a purchaser was
found The sales to the corporation
were treated as nominal. and the ad-
has accounted for the full
share to which the estate would have
been entitled IL Ellsworth. had made
the sales as surviving partner,
THE subsequent trouble between
and Mrs. Jenkins, and the
OF her stock in the Ellis
enkins company, has no par
ticular bearing upon the liability OF
Afacfadden as administrator or the
it probably furnishes a reason for the
bitterness manifested toward Mactao-|
den in this matter,
cit is interesting to note that the
district court not only allowed Mac
fadden his fees as administrator but
further found as fact that Mr.. Mac
fadden throughout his administration
handled the business thereof with
care, skill and good business 1udg-|
ment with q view TO the best interest
OF the estate as he understood IL TO
be except as to the cancellation OF
Mrs. Jenkins stock in the corpora
tIon. the conversion OF the partnership
property through the corporation and
the appropriation by himself and the
of the business Of the de-
ceased, Jenkins. Other errors found
in his accounts and rectthed BY this
court were due to mistakes OF law as
10 his rights, duties and obligations,
or inadvertent errors
''Tn my opinion the decision in this
case results in a grave injustice 10