109 Ky. 441 | Ky. Ct. App. | 1900
Opinion op the court by
Affirming.
This is a controversy over the sum of $4,075.47, which is. claimed by appellant Edmund Zacher as assignee and receiver of the Newport News & Mississippi Valley Company, by appointment of the superior court of the county of New Haven, in the State of Connecticut, and- also by the Fidelity Trust and Safety-Vault Company, as assignee of the McDonald Brick Company, by virtue of an attachment levied thereon subsequent- in time to appellant’s appointment as receiver by the Connecticut court. A brief statement of the facts out of which the controversy grew is essential to the understanding of the legal questions raised upon the appeal: The Newport News & Mississippi Valley Company was chartered by the Legislature of Connecticut in March, 1884, and, by the fourth section of the articles of incorporation, was empowered to acquire, equip, construct and operate railroads, railroad bridges, steamboat lines, and kindred enterprises in any State or territory in the United States, or in any foreign country, except within the State of Connecticut. By virtue of this charter, in January, 1886, it leased the Chesapeake, Ohio & Southwestern Railroad for a term of fifty years; and it operated the road under the lease until July 23d, when its lease was canceled by common consent, and the operation of the road resumed by .the lessor company until De-
The appeal raises the question whether the receiver of an insolvent Connecticut corporation can maintain an action in the courts of Kentucky to recover money which resident creditors of the incorporation have attached. The statute of Connecticut (General Statutes, 1888), under which appellant was appointed reads as follows: “Section 1042. The superior court in the county in which any corporation, organized under the laws of this State, has its principal place of business, may, as a court of equity, on the application of any of its stockholders, wind up its affairs and dissolve it, if said court shall find that said corporation has voted to wind up its affairs, or abandon the business for which it was organized, and has thereafter neglected within a reasonable time or in the proper manner to wind up its affairs and distribute its effects among the stockholders;'and for this purpose may, if it deem it
It is the contention of appellant that he is nothing but a voluntary assignee, and that the Connecticut proceeding under which he was appointed is simply a statutory provision for the voluntary assignment of insolvent corporations for the benefit of all of their creditors equally, while it is the contention of appellee that the whole proceeding in Connecticut is a scheme to prefer certain creditors of the corporation living outside of this State, to the preju
“It is also contended for appellant that every person dealing with the Newport News & Mississippi Yalley Company was charged with notice of such general laws of the ¡State of Connecticut as provide for the dissolution of corporations of that State, and that when the corporation was dissolved by reason of such laws, and the title to its assets vested in appellant, as receiver, thereunder, every creditor in Kentucky was bound by such appointment of the receiver, and can not now claim adversely, and that the refusal of the trial court to recognize the title of Zacher was a denial of full faith and credit to the judicial proceedings of the State of Connecticut, and-therefore a violation of section 1, article 4, of the Constitution of the United States.” And to support this contention we are referred to Relfe v. Rundle, 103 U. S., 222, 225, 226; 26 L. Ed., 337, and to other decisions of the Federal courts which recognize and follow the rule of law declared in that case. Relfe v. Rundle presented a contest between the superintendent of the insurance department of the State Government of Missouri, in winding up an insurance company known as the Life Association of America, under section 6043 of the Revised Statutes of Missouri, and one of its stockholders, who resided in the State of Louisiana, on the other side, in the courts of Louisiana. “Relfe, the insurance commissioner, did not appear in the Louisiana court under and by virtue of an appointment from a court, but as the statutory successor of a corporation which the court in a legal way dissolved and put out of existence. He was in fact the corporation for all the purposes of winding up its affairs.” And the Supreme Court of the United States held, upon appeal from the judgment of the