*2 O’CONNELL, Before GOODRICH and KALODNER, Judges, Circuit and District Judge, f KALODNER, Judge.† Circuit attorney The is whether issue an here protective for a senior committee a reorganization security debtor is of a disqualified compensation ser- from for his estate, debtor and reimburse- vices expenses, pur- by ment reason by chases him wife the securi- and his debtor, during ties of subsidiaries of the reorganization. course The below ruled there was a Court disqualification appeal and this the re- is sult its disallowance of expenses attorney. doing so it attorney protective a com- held security a debtor holders mittee for the fiduciary re- and that reorganization unfairness gardless whether fraud or sulted, fiduciary compen- from is barred (b) of trusts (a) sation law Act, the Chandler Stat. family his immediate a member of group of subsidiaries or deals corporate reorgani- debtor in affiliates of a pos- held it The District Court also zation. its power sessed should exercise deny compensation to discretion to circumstances. fiduciary existing under the unnecessary to detail facts in industrious manner view of the they Court below in were recited its F.Supp. opinion following The — 64 summary pur will outline suffice pose of review: Evans, Philadelphia, Pa. Harold (David Kerr, MacCoy, Brittain, (Utili A. Company Midland Utilities Pa., Philadelphia, ties), corporation Delaware Lewis, regis & all holding company, petition filed brief), appellant. tered on the provisions Heineman, Chicago, W. Ill. Ben Bankruptcy Act, Section 77B of the 11 U. (Max Swiren, & Heineman Swiren S.C.A. § Antonow, Ill., Chicago, brief), June all on the for Midland United Utilities Co. significance Of primary is the fact that Rubin, Philadelphia, among
Robert S. principal Pa. of Utilities were assets Foster, Sol., holdings substantially all of (Roger S. Morton Yoha- the com- E. Counsel, Division, lem, mon Public stock of Northern Indiana Pub- Utilities Cohen, Atty., Philadelph- Company (NIPSCO) Alexander all lic Service 75% Judge Judge 27,1946. appointed July
† KALODNER Circuit Gary the common Electric proceeding. full Company Electric). Gas (Gary details of these transactions are recited in opinion below. At the outstanding in Utilities had itself *3 the appeal time was heard Mr. Evans stated $6,000,000 public, hands deben- the that while purchases the Evans made $36,000,000 preferred and tures stock. entirely funds, own engaged her she NIPSCO hands outstanding in the had in various transactions his “entire public, $49,750,000 approximately of the approval knowledge.” and $22,000,000 preferred stock of bonds and brings That questions us down various classes. which must be resolved in this review: Gary outstanding had. Electric First, appellant vigorously contends $7,343,000 public, of the hands of its bonds. (whether Bankruptcy Act neither the $5,000,000 outstanding common Of X, Chapter 11 Section 77B or U.S. Utilities, stock, by 75% owned as al- was the, 207, de seq., 501 nor cases C.A. et §§ mentioned, by 25% ready and was held trusts, thereunder, nor the law of cided public. compensation fiduciary who deals bars to a will From be noted that statement operating in securities of solvent sub a underlying Utilities’ thus assets were sub- sidiary reorganization. debtor ject prior public claims of the owners of Second, that there appellant asserts preferred and bonds stock of NIPSCO no interest between was actual conflict of bonds 25% and common and reorganization the sub- debtor in of Gary stock Electric. he and wife sidiaries whose securities appellant, Evans, The Harold reorganiza- during dealt of the course attorney for the Protective Committee tion. Debentures of Utilities’ known “Ma- as point particu appellant On first gill repre- Committee.” The Committee larly urges Bank Section 249 $6,000,000 almost sented one-third of the 649, U.S.C.A.,2 Act, ruptcy Sec. 11 does publicly-owned debentures of Utilities.1 recovery him from bar counsel Magill became for the ruling the District erred Court 1, 1934, November repre- Committee contrary. period it for years. 11 sented about reorganization petition At the time the appellant’s petition below for com- 9, 1934, proceeding filed on June pensation disclosed that in 1936 and 1937 governed provisions by the purchased preferred shares of the 1898, 541, Bankruptcy 1, July Act of c. stock NIPSCO they and held them until 77B, amended Act of Section as October, were redeemed in also 424, 7, 1934, 1, 912, Section 48 Stat. c. June that his revealed wife some deben- owned 11 U.S.C.A. 207. § preferred tures Utilities and stock of 207, c(9) provided: Section sub. prior pro- NIPSCO ceeding engaged sepa- “Upon she petition and that five approving the or answer thereafter, any transactions of NIPS- judge, rate the securities or at time in ad- Gary pendency CO Electric jurisdiction powers dition else- $1,859,500. proceeding. compensation, 1 The exact amount was No reim- or any Sec. “Statement or claims bursement shall be allowed com- acquired attorney, person stock or transferred com after or mittee or other act- proceeding ing proceedings representative mencement ain “Any persons seeking compensation fiduciary capacity, or who at time assuming capacity services rendered or reimbursement after to act in such expenses pro- purchased costs and incurred in or has stock, sold such claims or ceeding chapter under this shall or file with or whom whose account have, statement under show- or . oath such claims stock without ing against, subsequent prior the claims or approval consent or debtor, any, judge, acquired if in which a in- beneficial been otherwise terest, indirect, 1, July 1898, 541, direct or 249, has been ac- transferred. § c. quired 22, 1938, 575, 1, or transferred him or for his added June § as c. account, after the commencement of such 901.” Stat. Supreme cited 820, him 85 upon L.Ed. conferred this section where in * * * ques compen- 221(4)5 bearing upon Section as reasonable may allow a compen tion of reim- allowance of “reasonable rendered services sation ex- rendered. necessary sation” for services actual bursement pro- with the penses connection incurred case,6 American Uni- Woods did officers, parties plan by ceeding and City of Co. v. ted Mutual Insurance Life mana- interest, depositaries, 1940, Park, S.Ct. Avon 311 U.S. representa- other committees gers specifical- L.Ed. A.L.R. stockholders, power tives creditors scope of the ly noted the *4 fore- the any of agents of attorneys or of com- the allowance bankruptcy in court * * (Em- debtor, of the going “loyal and for requirement the pensation and supplied) phasis service.” and disinterested 243,4 Woods 242,3 11 U.S.C.A. in the 241, Supreme §§ Court Said the Sections 497): Chand 267, 268, the of 61 S.Ct. respectively pp. U.S. 641, (312 643 642 and case 77B, as amend Act, from Section * * taken “* ler Chandler X of the Ch. Under 7, 1934, 11 U.S.C.A. by of the ed Act pow- plenary June has bankruptcy court the Act in change no c(9), made 207, sub. Section in con- expenses and all fees review er to bank the latter provisions the the what- from reorganization the nection with com reasonable “may allow a ruptcy court payable. [Citing they may be source ever * * *” rendered. services pensation 221(4)]. Reason- Section in footnote a rendered compensation for services able City Bank & National In Woods v. however, claimant, 493, may 262, be allowed. The Co., 1941, 61 S.Ct. 312 U.S. Trust es which In stockholders; n proposals penses confirmation except them, holders, shall connection administration pensation for imbursement judge— mission; c. 575, 1, whether tion with a ceeding pensation imbursement penses stockholders ries, mittees 4 “The [3] “(2) “ “The “(1) by 541, fixing them (3) Section Section § Exchange Commission, July 1, 1898, give in connection with the by by § incurred judge may judge may incurred or under foregoing except 52 Stat. 900.” or 242, any consideration administration for contributed in the with Securities any representatives 242 indenture suggestions plan approved by or for such attorneys as added June this services services provides: provides: other of an accepted objections finally by in connection with proper form of proper plan, attorneys allow reasonable allow chapter allowances, creditors managers, trustees, parties only estate rendered rendered and confirmed or in by reasonable Exchange costs costs and of creditors or the Securities agents or creditors plans, them to 22, and stock- submission plan in a connection in connec- plan and deposita- and ex- 1938, and re- interest any servic- by estate. judge, judge Com- com- com- com- con- pro- and any ex- c. begun 800.” under In re isfied that —all filing for a administration firmed issuing ised made that Chapter in, Co., ly proval District the United able dent or in Similarly Pursuant tire proper added thereto. 5 6 “The plan, disclosed to the Chapter Section or in connection services Chandler proceeding. or, by connection Chapter June under Section 77B and or Cir., 1941, Reynolds judge plan, Woods case or which Court also costs if the debtor or X to July 1, 1898, petitions 221 plan States District Court Chapter applicable F.2d X, 22, reorganization, In the and Section will be shall confirm be Act, judge; (4) D.C., X. re Mountain payments 1938, and refusal of confirmation or fixed after In with for Investing Co., provides: or judge applied by any under Section with, expenses originally c. this costs 270, subject acquiring property estate, F.2d F.Supp. 667, bankruptcy 575, by e. beneficial instant case the made 541, plan have been ful- sub. other and * * *” States § confirmation 405, proceedings plan are reason- corporation and to the 1, proceeding to the provisions completed came incidental § or c expenses upon 52 Stat. 243, applied person, Power if to in the (2) prom- 77B. Cir., inci- into sat- the ap- en Mi compen- proving precludes
has the their worth. burden denial of therefore Furthermore, compensation trading for sation in ‘reasonable instances where the loyal necessarily implies services rendered’ solvent debtor. subsidiaries of the connection, difficulty interest disinterested service appellant’s purported position those for claimant to re- whom seems Co. gard against act. United Mut. Life Ins. prohibition American in Section 249 City Park, of Avon 311 U.S. 61 S.Ct. as the dealing the “stock the debtor” * * only 860], quiver bankruptcy L.Ed. 91 A.L.R. arrow in the [136 claimant, represented Where a prevails who mem- court in the situation which instant public, serving of the investing bers case. subject more than one master or Appellant’s argument that Section 249 interests, conflicting denied he should be specifically barring trading in the “stock
compensation.
say
It is no
answer
of, the debtor”
also bars the
fraud or
were not
unfairness
shown to
court from denying
* * *
have
Where an actual
resulted.
trading
inis
a solvent sub-
exists,
interest
no more
need
sidiary,
conflict of
contention
tantamount to a
*5
shown in
support a de-
type
case
Section
repealed
of
249 has
221(4)
Section
nial
compensation.”
(Emphasis sup-
243,
241, 242,
of
and Sections
and has limited
plied)
the
equitable jur-
exercise of the inherent
which;
said,
isdiction
In
Avon Park
bankruptcy
case7 the Court
of
court of
Park,
Supreme
(311
p. 147,
162):
U.S.
Court ruled in
Avon
61 S.Ct.
146,
p.
*
(311
162)
“*
*
case
“*
61
U.S.
S.Ct.
scope
power
of the
of
*
*
dependent
expressed’
is not
on
compensa
embraces denial of
statutory provisions” of
Bankruptcy,-
purchased
those who
or sold
tion to
have
Act.
contemplation
of
or
reorganiza
con-,
in case
proceedings. As
respect
of
the appellant’s
77B, 11
under
U.S.C.A.
tions
§
§
former
tention does violence
the well-estab
b,
83,
207,
provision
11 U.S.C.
sub.
§
rule, recently
lished
re-stated
Porter v.
403,
b,
403(b),
U.S.C.A.
sub.
11
§
§
Co.,
1086, 1089,
Holding
Warner
66 S.Ct.
allowance
'reasonable
1332,
equitable
L.Ed.
that the
90
inherent
necessarily implies 'loy
‘services rendered
for,
power of
court available
the district
al and disinterested service in the interests
purpose
complete
exercise of its-
“* * *
persons’
pur
whom claimant
jurisdiction
is not
be denied
ported to
In re
act.
Paramount-Publix
limited in the
or
absence
clear and
Corp., D.C.,
F.Supp. 823,
12
828.”
legislative
valid
command.” Said the
Court, (66
1089,
S.Ct.
St- in- also specifically enjoins can be inference” allowance com- ?'¡ry inescapable pensation interest, where “a beneficial di- terpreted restricting indirect, appli- rect or equity acquired or the been or trans- has jurisdiction court’s ” * * * by principles any person seeking to the ferred equitable com- cation of basic pensation by the services rendered in a defined fiduciaries as conduct of organization against, proceeding Avon in “claims Supreme the Woods or stock Park debtor”. cases. from the final quotation following The facts disclose that there was Committee, Sen.Rep. report Senate violation provision latter Section p. No.1916, Sess.(1938), Cong., 75th 3d 249 when bought preferred contention dearly dispositive any bought stock of NIPSCO and Evans any 2-19 other section that Section preferred stock and bonds of NIPSCO equity Chapter X was intended to limit purchases because at of these the time bankruptcy court. Said jurisdiction disputed undisputed NIPSCO had report subject: $3,569,000 against claims Utilities “* * * gave the 77B) (section purchasing exclusive of interest.8 In these compen- power courts the scrutinize securities NIPSCO is obvious that persons who sa!ion and activities of the indirectly purchasing a bene proceedings. participated ** against ficial interest in “claims them are All gains. signal These were Recovery by the debtor” Utilities. NIPSCO Chapter X strengthened preserved against $3,569,- Utilities of or all of its supplied) (Emphasis bill.” would, course, 000 claim inure to the *6 prohibition in specific view the our preferred benefit of the stockholders of the “stock trading in against 249 Section NLPSCO, particularly in view of the fact augment and to intended debtor” was of the preferred NIPSCO owed stockholders Bank- of the jurisdiction limit the not to arrearages $2,- approximately dividend of proscribed prohibition ruptcy court: 760,000. was, course, It of io the interest regard- the debtor stock of dealing in the dispose of Utilities to of NIPSCO’s claims of interest conflict or not a whether less of on a basis most to iavorable it with result- whereas, equitable existed, general ant the owners of to its benefit debentures poten- of actual principles existence represented by Mr. Evans. fiduciary a required bar was to' tial conflict There present was also the factor that compensation. from Gary undisputed Electric had an claim however, believe, do not Wc $352,000,plus interest, against Utilities of in Section promulgated the stricter rule Gary bought in in when Mrs. stock Evans trading in the against 249 Gary 1935. a stockholder As common existed, debtor, where no conflict can even Electric, Evans had Mrs. distinct interest interpretation by judicial to be extended $352,000 against Utilities. At claim cover stock of subsidiaries affiliates equally same to time it was the inter- reorganization in the the debtor in ab est of Utilities and its debenture holders of a conflict of interest. sence represented by settle this in- on most favorable to it. debtedness terms lost, however, Sight be must not prohibits only So much then for the discussion as to fact that Section 249 not upon bearing trading debtor”, Section 249 and its this case. “stock but 83,569.000 8 August up pursuant was as fol on made shares but order, undisputed : on to a disaffirmed the lows There an claim court contract 290,000 §668,966 remaining amounting to ifs to §3,569,000 certain notes shares. The undisputed disput §2,900,000 total of claim There damages exclusive interest on of a ed claims is contract made breach undisputed agreed pursuant $668,966 claim from June to which NIPSCO 1030 agreed September sell, Utilities which issue and §533,000. 500,000 purchase to an additional See com shares of NIPSCO amounted opinion Approval per price Sur footnote §10 at. a share. mon stock Plan, page 210,000 F.Supp. D.C., accepted at paid Utilities recalled, made, will be Evans
However, independent Sec were dividend when appellant is barred 1935-36-37-39 these 249, we tion hold arrearages arrearages existed. The principles enunci recovery under the from paid preferred stock ultimately Park Avon off and the in the Woods ated out, pointed refinanced a new issue hold, already They as cases. 5% preferred stock, together certain plenary cash had payments fiduciary exchange various class- deny compensation to power to preferred. Non-accepting es of stock- old “where reorganization proceeding in a plus price accrued regardless holders received the call of interest exists” actual conflict held dividends. Mr. and Mrs. Evans their or unfairness” resulted. of whether “fraud took, preferred refinancing stock until the dispute fact appellant does place profited accordingly. in 1944 and was a for Utilities’ de- fiduciary that he as such owed benture holders and that course, that, is, It as obvious duty loyalty. necessary, them holder stock of of all of the -common then, only Utilities, to ascertain from the as record NIPSCO it was to the interest of there was an con- to whether or not actual adjust that NIPSCO of divi- problem its interest. flict arrearages preferred dend stock on. Now existence of favorable as an actual most basis. adversity conflict as demon- interest Further, it was to NIPSCO’s interest (exclusive in this case by the record strated and therefore' to Utilities’ interest to con- claims discussed inherent of that 7%, vert its preferred stock 6% 5%'% 249) : relation to Section preferred Any into stock. one class 5'% attorney Magill Mr. of NIPSCO owner benefit Utilities $2,- represented almost would the benefit Committee common stock inure to - repre-
000,000 publicly owned Utilities’ owners debenture —one-third which, this, Utilities, it will Mr. Evans. must debentures sented As recalled, substantially kept owned all of the be mind that Evans was the ($18,000,000) (pur- owner preferred common stock of NIPSCO of NIPSCO 7% *7 Gary and of the common 1937) of chased in 1936 and and Mrs. Evans stock 75% preferred ($3,750,000). already pointed (purchased Electric As was the owner of 6'% out, preferred (pur- October, 1935) Utilities common stock in the in interest and 7% subject prior Naturally 1939). two subsidiaries was to claims and chased public $72,000,000 owners of was to interest of Mrs. Mr. and Evans they preferred arrearage and of that due on NIPSCO and collect their bonds stock preferred $7,343,000 Gary of of and bonds Electric. stock dividend rate directly That be reduced. interest- was relationship more to this But there interest of Utilities as- in conflict Utilities, Gary and Elec- NIPSCO between of the common stock NIPS- of owners common inter- former’s stock tric than the CO. corporations, will latter two as ests Second, relationship following. as to the between appear from the Gary Electric: relationship as to the between Util- and First Utilities and NIPSCO: ities purchased common Evans stock reorgani- 31, 1935, Gary in 1935 were Electric of December there As ' apparent that, $2,- is approximately zation arrearages proceedings. of dividend Gary of and the common Electric 760,0009 preferred on NIPSCO’s stock of stock 75'% being Utilities, 31, 1941,unpaid wherever preferred December owned as majority minority and the approxi interest still amounted stock dividends coincide, failed to $2,238,000.10 purchases of common stock holders mately of Mrs. Evans would conflict Mr. and preferred stock both the interest NIPSCO Report Report Trustees of Successor Cumulative See Second See Company pe- of Midland Utilities the Estate of Midland Utilities Trustees January 1, 1941, period 30, 1936, De- July to June at riod 31,1941, page at cember page 17. de- subsidiaries in- and its in conflict with with the interest of Utilites holders, attorney Mr. terest of as which Utilities. Mr. Evans as benture relationship. Magill fiduciary Committee con- enjoyed a was under a tinuing duty to interest of act for the best with the Again, of settlement terms recapital- Utilities debenture holders Gary outstanding common stock 25% ization finan- subsidiaries and their important issue Electric constituted rehabilitation, cial and interest as a proceed- reorganization be resolved fiduciary in- frequently ran counter Thus, ings. here also the interest terest security and that of Mrs. Evans as Ma- represented by the holders debenture holders of the subsidiaries. Evans was gill Mr. Committee counsel, was in conflict with direct It will be noted we have re minority com- interest of the owners of the garded being Mrs. Evans’ transactions as Evans was one. mon of whom Mrs. same Mr. Evans. category those of as summary then, problem the over-all While she financed her dealings encom- inevitably Utilities’ entirely funds, with her own passed compromise adjustment candidly engaged stated she against disputed undisputed claims various ap transactions with his “entire Electric; it of NIPSCO Gary proval knowledge.” Under such cir capital casting of the structure NIPSCO cumstances is clear that the up arrearages so as clean on its three justified, court was in the exercise of its stock; publicly-held preferred classes of proper powers, extending principles refunding its funded indebtedness the. applicable fiduciary to the conduct of the gen- charges; and so as to reduce fixed fiduciary’s wife. rule The settled rehabilita- eral financial in equity is fiduciary that where barred Gary Electric tion of both NIPSCO and from prohibition extends dis- to Utilities make in order to available Ryon, App. to his wife: Holman v. earnings. position net of their 307, 311, D.C. 56 F.2d col and cases oper- complex proceedings During doing lected in 131 these A.L.R. 990 (1940). In was in recognition of the subsidiaries so we full ating give control circum Utilities, that, Mr. charge noted, trustees stance as the below “ * * Committee, Magill attorney performed Evans as his services were committees, counsel for similar as well as and well” and skillfully stated passed judg- Rubin, attorney trustees Robert consulted for the Securities operating con- problems Exchange ap ment anent Commission when the “ * * * recapitalization peal heard, of the subsidiaries. trol there *8 personal no in case reflection the in that NIPSCO record discloses The integrity of Mr. Evans on the amount of pro- the intervened in fact done, work that he has or the skill with ceedings the Commission in before he which did it.” redemption of Mr. Mrs. prior the to October, preferred in NIPSCO disposition Evans’ view of our ques- agree tions involved we with the bank- ruptcy court that it would be futile to dis- compensation Mr. petition for In his cuss the transactions of appellant’s one of which he ren- listed services Evans partners law in of the sub- petitions “examining numerous in dered independent sidiaries on advice of his parties in other Trustees and filed broker, which were unknown to Mr. Evans determining the action to be interest knowledge partner without the “studying thereto,” regard and in in taken they that Utilities’ were subsidiaries. The merger Gary Electric Gas proposed true of the same holds transactions of the Public Indiana with Northern Company estates which two trust Ap- Addendum Company”: See to Service co-trustee. Brief, pp. 34, 35. pellant’s remaining in- from this recital contentions of ap- clear that It is disposed pellant briefly. Mr. Mrs. Evans in the be two can terests why, First, feci denied demonstrates the reason we all court bankruptcy principles out-of-pocket under the appellant general statute and reimbursement out applicable, the law Evans lose expenses must 249 and Mr. under Section shares, though dealings in even general principles were equitable his as discussed debtor subsidiary the of a not main examination of An Woods case. can company. that I set I appellant’s expenses But find no reason of his statement applicable (p. 41) why think should brief forth in to his that rule the Addendum by Mrs. regard purchases made clearly not made with to the they that reveals would, days, fall Nobody rul- Evans. these within of the estate benefit hus unity of on back common law on the old case. See Scott ing the Woods woman now wife that married Section 245.1 band (1939), Trusts lucky may keep money, is she if her own appellant’s as Secondly, as as- enough trade with it any, to have requested he sertion that that Mr. pleases. here show she The facts subsequent approval give court approved pur Evans knew about and transactions the subsidiaries and Suppose not ? he chase Mrs. Evans. did of law holding as matter' erred says authority in that sort is There power grant not that it did have apply. not In re rule does case the circumstances, we approval under the such Co., Philadelphia Reading Iron Coal & & ruling inwas opinion that such are of Sup 120.1 D.C.,E.D.Pa.,1945, F.Supp. Bldg. & Co. Insurance accord Otis pose dis had known about it and then 1940, 110 Corp., Cir., F.2d 333. certainly approved could. it? Finally, case, holding our just same. have made investment Cir., 1943, Corp., Cosgrove-Meehan Coal precluded hus fact have her Would that 3, 5, 6, 320 U.S. certiorari denied F.2d compensation? band from disposi- 88 L.Ed. are 64 S.Ct. applied this case becomes- The rule appellant’s contention as tive of the dealing when is attenuated somewhat application of Section “retroactive” itself, but directly property the trust judgment of the reasons stated the For corporation. subsidiary seems to< is affirmed. the District Court point goes attenuation me that the ap- when rule loses all force (concur- GOODRICH, Judge Circuit plied dealing's a wife in that subsid- ring). part trustee iary. Even where a sells the- concurring divergency of wife there is be made in this trust res to his point to authority, holding trans- will cases affect some is one which opinion not purchase- opinion there was no valid.2 Here majority case for action in this sult will nection there curities her In by knowledge him question sells any not but ized] 2 2 indirectly.” See know the affairs agreement I Bortin. hold or for wife Supplement trust Scott, is a accept event, especially whether cases without of the husband property difference of *9 it, Trusts it His wife traded I do not did Company [being and never period p. account understanding p. is held testimony the sale not 9: “Whore reconvey 128: “This includes to his wife without (1939) Company. consent, think that advise opinion his either discussed p. that he did employment her it trading by in the se the mere advice a trustee voidable. 867 and reorgan directly ** trading with him, con she or Mass. N.E. property on vor fact mortgage of itself a sufficient note: Crawford purchaser others at standing erty rell v. er. (Scotland). enough sale if in all her, that the trustee’s for him [Citing evidence Burrell’s inadequate price in but in order Ky. to make the was the trustee’s 175 N.E. (1891); held that foreclosure In or 474, she Trustees, Vinal other v. that following 48 S.W.2d Gray, -wife trustee’s there Cox wife ground protect the sale that fact is mere respects salé under sale it purchased Gove, is v. [1915] buy cases fact order voidable; Simmerman, her own in- 1078; wife Ind. it purchaser held that that S.C. avoiding- is merely under a first 53, is not prop prop made trust foot Bur thé fa
34.9 or Mrs. property either trust between a sale cause which would There disallowed. wife husband was made an investment simply subsidiary concern property of a clashed whose interest such me in seems to principal debtor. he affected husband should case business his wife’s the other way or one dealings. CO. v. TRANSPORTATION
EASTERN (two cases). STATES UNITED
THE P. J. HUPPMAN.
THE KUNKEL. JOAN 85, Docket 20357.
No. Appeals, Circuit. Second
Circuit 20, 1947.
Jan. *10 mortgage, terest under a second the sale which were mortgage, secured would be set if aside awas fair was held that the sale could set aside Lange McIntosh, 1937, sale. property where the was sold at a small Mo. 100 S.W.2d trus fraction of its value and no other bidders ” * * mortgage property under a tee present.] sold his wife owned who the notes