65 Mass. 62 | Mass. | 1853
The general principle of law is too well set
The present action, being in form ex contractu, can be maintained only by joining both partners as plaintiffs. The innocent or defrauded partner cannot recover in his own name alone. The rules of law compel him, as essential to his right of recovery, to unite with him his fraudulent partner, who has already received from the defendants full accord and satisfaction of the debt, now demanded in this action, and given to the defendants a discharge therefor, which they now plead in bar. The suit necessarily proceeds on the ground that both
How, then, can the plaintiffs recover of the defendants in the present suit the debt, which has been once paid to and discharged by one of the joint creditors ? Only by alleging, in answer to such payment and discharge, the fraudulent acts of one of the coplaintiffs in misapplying the partnership assets in payment of his separate debt; or, in other words, the plaintiffs can maintain their action only by proving fraud in one of themselves. This would seem to be a manifest violation of the salutary principle, that a party in a court of law shall not be heard to allege his own bad faith, as a foundation of his right of recovery. In the language of Lord Tenterden, “ we are not aware of any instance, in which a person has been allowed, as a plaintiff in a court of law, to rescind his own act, on the ground that such act was a fraud on some other person.” It can make no difference in the application of this principle, that the party who seeks to do this, sues not in his own name alone, but jointly with another person, who i= innocent of any fraud. In either case, the rule is equally applicable for obvious reasons. The right of action being joint, if one of the coplaintiffs dies, the right then accrues to and vests in the survivor. A joint action does not abate by the death of one of the plaintiffs, nor are the rights of the parties at all changed or affected thereby in a court of láw ; so that, in the present case, if the innocent partner had died, Homer, the fraudulent partner, might maintain this action alone in his own name, and thus, for his own benefit, avoid his own act by proof of his own misconduct, and recover over again from the defendants the very debt which has once been paid to him, and from which he has discharged them in full. But it is not necessary to resort to this supposition to illustrate the result which would follow if this action can be maintained. In every aspect it is a suit to benefit the fraudulent as well as the innocent plaintiff. If the partnership is
It may seem hard and inequitable that the innocent party, who is himself the victim of his copartner’s fraud, should be. thus shut out from his legal remedy. But the legal connection of copartners is so peculiar and intimate, that their rights and remedies in a court of law are necessarily limited by the relation which they hold to each other. They cannot sue each other. They cannot maintain an action against one of their copartners who is indebted to them in his individual capacity, nor against another firm of which one of their copartners is also a member. These and similar restrictions are the unavoidable results of the technical rules of law in their application to the mutual relations of copartners, and serve to show, that, in a court of law, the rights of copartners cannot always have corresponding and adequate remedies.
The counsel for the plaintiffs, in his elaborate research of the authorities in this country, has found several cases where actions have been maintained by copartners to recover debts due the partnership, which have been set-off and discharged by one of the partners in payment of his separate debt. But in none of them, with a single exception which will be noticed hereafter, are the above-cited authorities or the principles upon which they proceed adverted to. The courts, in all these cases, lay down the familiar rule of law, that the payment of a private debt of one copartner with the assets of the firm, is a fraud upon the other copartners; and upon that ground, and that only, allow the partners to recover by a suit in their own name a debt which has been thus paid and discharged, without any reference to the consideration that a party plaintiff is thus allowed to rescind his own act for his own benefit, by an allegation of his own fraud. The decisions in New York upon this subject are all based on the case of Dob v. Halsey, 16 Johns. 34, which was determined several years before the leading case in England of Jones v. Yates, and in none of them was the attention of the court drawn to the technical difficulty of supporting a joint action by plaintiffs under such
The case of Rogers v. Batchelor, 12 Peters, 221, was not a suit brought in the name of the fraudulent copartner, and is not, therefore, an authority applicable to the present case.
Upon a careful consideration of the authorities and the principles upon which they are founded, we are of the opinion, that, in a case like the present, the plaintiffs are not entitled to recover. In arriving at this result, we do not intend to decide any thing beyond, the precise case before us. The parties here do not stand in pari delicto. It is expressly agreed, that the defendants, in making the settlement with the fraudulent partner, acted in good faith. If, therefore, they are chargeable with maid fidés, it is only that technical fraud which the law infers from the mere fact that they knowingly have paid their debt to the firm by a set-off of the debt due to them from one of the firm. Not so with Homer, the fraudulent plaintiff. He well knew the extent of his own authority.
Judgment for the defendants.