Hill v. Murphy

21 Citing cases

  1. Price v. Gurney

    324 U.S. 100 (1945)   Cited 177 times   10 Legal Analyses
    Holding that if "those who purport to act on behalf of the corporation have not been granted authority by local law to institute the [bankruptcy], [the court] has no alternative but to dismiss the petition"

    And the relief which is granted is a judgment against a third person in favor of the corporation. That is the rule in Ohio as well as elsewhere. 10 Ohio Juris. §§ 244 et seq.; Dodge v. Woolsey, supra; Davenport v. Dows, supra; Hill v. Murphy, 212 Mass. 1, 98 N.E. 781; Groel v. United Electric Co., 70 N.J. Eq. 616, 61 A. 1061; Continental Securities Co. v. Belmont, 206 N.Y. 7, 99 N.E. 138. Similarly if a corporation has a defense to an action against it and is not asserting it, a stockholder may intervene and defend on behalf of the corporation. 10 Ohio Juris. § 257; Eggers v. National Radio Co., 208 Cal. 308, 281 P. 58; Fitzwater v. National Bank, 62 Kan. 163, 61 P. 684.

  2. George's Radio v. Capital Transit Co.

    126 F.2d 219 (D.C. Cir. 1942)   Cited 84 times
    In George's Radio v. Capital Transit Co., 126 F.2d 219 (D.C. Cir. 1942), the United States Court of Appeals for the District of Columbia considered the question "whether — in the District of Columbia — a right of contribution exists and should be declared between two persons liable for a tort in the absence, on the part of either, of any personal participation, personal culpability, fraud, or moral wrong."

    te in the footnote below some of the cases in which the position we take is logically sustained. Betts v. Gibbons, 2 Adolp. Ellis 57; Pearson v. Skelton, 1 Mees. Welsb. 504; Wooley v. Batte, 2 Car. P. 417; Thweatt's Adm'r v. Jones, 1 Rand., Va., 328, 10 Am.Dec. 538; Payne et al. v. Charleston Nat. Bank et al., 112 W. Va. 251, 164 S.E. 252; Skala v. Lehon, 343 Ill. 602, 175 N.E. 832; Ellis v. Chicago N.W. Ry. Co., 167 Wis. 392, 167 N.W. 1048; Wait v. Pierce, 191 Wis. 202, 209 N.W. 475, 210 N.W. 822; Goldman v. Mitchell-Fletcher Co., 292 Pa. 354, 141 A. 231; Hobbs v. Hurley, 117 Me. 449, 104 A. 815; Turner v. Kirkwood, 10 Cir., 49 F.2d 590; Duluth, M. N. Ry. Co. v. McCarthy, 183 Minn. 414, 236 N.W. 766; Parker v. Rodgers, 125 Pa. Super. 48, 189 A. 693; Eureka Coal Co. v. Louisville N.R. Co., 219 Ala. 286, 122 So. 169; Furbeck v. I. Gevurtz Son, 72 Or. 12, 22, 143 P. 654, 922; Smith v. Foran, 43 Conn. 244, 21 Am.Rep. 647; Georgia S. F. Ry. Co. v. Jossey, 105 Ga. 271, 31 S.E. 179; Hill v. Murphy, 212 Mass. 1, 98 N.E. 781, 40 L.R.A., N.S., 1102, Ann. Cas. 1913C, 374; Gaffner v. Johnson, 39 Wn. 437, 81 P. 859. And see Prosser on Torts, 1111; 1 Cooley on Torts, 4th Ed., 297, 298.

  3. Vanderboom v. Sexton

    294 F. Supp. 1178 (W.D. Ark. 1969)   Cited 11 times

    That is the rule in Ohio as well as elsewhere. 10 Ohio Juris. § 244 et seq.; Dodge v. Woolsey, supra, (18 How. 331, 15 L.Ed. 401); City of Davenport v. Dows, supra, (18 Wall. 626, 21 L.Ed. 938); Hill v. Murphy, 212 Mass. 1, 98 N.E. 781, 40 L.R.A., N.S., 1102, Ann.Cas. 1913C, 374; Groel v. United Electric Co., 70 N.J. Eq. 616, 61 A. 1061; Continental Securities Co. v. Belmont, 206 N.Y. 7, 99 N.E. 138, 51 L.R.A., N.S., 112, Ann.Cas. 1914A, 777. Similarly, if a corporation has a defense to an action against it and is not asserting it, a stockholder may intervene and defend on behalf of the corporation.

  4. Demoulas v. Demoulas Super Markets, Inc.

    424 Mass. 501 (Mass. 1997)   Cited 490 times   1 Legal Analyses
    Holding that the defendants must pay back wrongfully obtained corporate earnings that had been distributed to them but that they could "deduct their tax payments" on these earnings

    However, in all these cases, the legal action was brought (or, the court indicates, could have been brought) directly by the corporation, not derivatively by a shareholder, and the corporation's claim involved money damages. See Regional Land Corp. v. McLaughlin, 334 Mass. 276, 277, 281 (1956) (corporation may bring action at law against directors, seeking damages for breach of contract and breach of fiduciary duty); Baker v. Allen, 292 Mass. 169, 173 (1935) (action against directors for waste, seeking damages and restitution, might be brought by a corporation at law or in equity, but when brought by shareholders, in equity); Cosmopolitan Trust Co. v. Mitchell, 242 Mass. 95, 118-121 (1922) (bank commissioner may sue trust company directors in equity for losses due to negligence and misconduct; remedy at law is not exclusive); Hill v. Murphy, 212 Mass. 1, 3 (1912) (liability of directors, for loss to corporation from libel award, could be established through an action at law by the corporation or in equity by the shareholders); Von Arnim v. American Tube Works, 188 Mass. 515, 520-521 (1905) (shareholder may bring equitable action against directors for payments of excessive salaries, in circumstance where corporation could have brought action at law for restitution). None of these cases contradicts our settled rule that jurisdiction over violations of fiduciary duty is equitable in character.

  5. Refrigeration Discount Corp. v. Catino

    330 Mass. 230 (Mass. 1953)   Cited 49 times

    Handy v. Miner, 258 Mass. 53, 62. Coe v. Ware, 271 Mass. 570, 573. Fillebrown v. Hayward, 190 Mass. 472, 480. Hill v. Murphy, 212 Mass. 1, 3. Goodwin v. Simpson, 292 Mass. 148, 154-155.

  6. McCarthy v. Brockton National Bank

    314 Mass. 318 (Mass. 1943)   Cited 29 times

    In Chapple v. Merchants National Bank, 284 Mass. 122, 143, after stating that a national bank was not authorized to act as a broker or agent in the purchase or sale of securities, the court said that "It is immaterial whether the maintenance of the securities department was ultra vires the bank or not." Taylor v. Boston Water Power Co. 12 Gray, 415. Feital v. Middlesex Railroad, 109 Mass. 398. Nims v. Mt. Hermon Boys' School, 160 Mass. 177. L'Herbette v. Pittsfield National Bank, 162 Mass. 137. Nashua Lowell Railroad v. Boston Lowell Railroad, 164 Mass. 222. Hill v. Murphy, 212 Mass. 1. The general rule that ultra vires is not a defence to a national bank when sued in tort to recover damages arising out of fraud has been frequently applied. National Bank v. Graham, 100 U.S. 699. First National Bank v. Anderson, 172 U.S. 573. Nevada Bank v. Portland National Bank, 59 Fed. 338. Hindman v. First National Bank, 98 Fed. 562. Greeley National Bank v. Wolf, 4 F.2d 67. Clark v. Boston-Continental National Bank, 84 F.2d 607.

  7. Lydia E. Pinkham Medicine Co. v. Gove

    305 Mass. 213 (Mass. 1940)   Cited 7 times

    Minchener v. Carroll, 135 Ala. 409, 414. See also Hill v. Murphy, 212 Mass. 1, 3; Lowell v. Massachusetts Bonding Ins. Co. 304 Mass. 153; Sears v. Kings County Elevated Railway, 156 Mass. 440. The case is not like Smith v. Commissioner of Public Works of Boston, 215 Mass. 353, and McLean v. Mayor of Holyoke, 216 Mass. 62, where the duty of the officer in question was not merely ministerial.

  8. Commissioner of Banks v. Harrigan

    291 Mass. 353 (Mass. 1935)   Cited 15 times

    Stockbridge v. Mixer, 215 Mass. 415. Adams v. Silverman, 280 Mass. 23. There is, however, nothing inconsistent with the conclusion here reached in those decisions or in Salem Bank v. Gloucester Bank, 17 Mass. 1, or Hill v. Murphy, 212 Mass. 1. If and so far as there is anything at variance with this principle in Dykman v. Keeney, 154 N.Y. 483, 492, where the equitable remedy was stated somewhat narrowly, we are constrained not to follow it. The result is that on the authoritative decisions in this Commonwealth already cited the breaches of fiduciary duty on the part of the defendants as set forth in the present bill fall within a recognized branch of equity jurisprudence and that therefore the defendants are not entitled to a trial by jury as matter of right. The ruling of law by the single justice that the defendants have no constitutional right to a trial by jury was correct.

  9. Raymond v. Capobianco

    107 Vt. 295 (Vt. 1935)   Cited 8 times

    It may be, as is said in Brennan v. Huber, 112 Pa. Super. 299, 171 A. 122, that the statements of the court in the Betcher Case are obiter dicta, but we think that the reasoning in those statements is sound. Other decisions which hold that where the master is liable for the negligent or wrongful act of his servant only under the doctrine of respondeat superior, the liability of the master and servant is several and not joint and several, and that a joint action cannot be maintained against them are: Bailey v. Bussing, 37 Conn. 349; Hill v. Murphy, 212 Mass. 1, 4, 98 N.E. 781, 10 L.R.A. (N.S.) 1102, Ann. Cas. 1913C, 374; Mulchey v. Methodist Religious Society, 125 Mass. 487; Western Union Telegraph Co. v. Olsson, 40 Colo. 264, 90 P. 841; French v. Central Constr. Co., 76 Ohio St. 509, 81 N.E. 751, 12 L.R.A. (N.S.) 669; Herman Berghoff Brewing Co. v. Przblski, 82 Ill. App. 361; Wilkins v. Ferrell, 10 Tex. Civ. App. 231, 30 S.W. 450. We are unable to perceive how any of the principles under which joint tort-feasors are held to be jointly and severally liable to an injured party are applicable to a master and servant where the wrongful act was committed by the servant alone, and the master did not participate in it or adopt it, and he is liable only under the doctrine of respondeat superior.

  10. Sagalyn v. Meekins, Packard Wheat Inc.

    290 Mass. 434 (Mass. 1935)   Cited 49 times
    Upholding order that fiduciaries refund portion of compensation in excess of fair value as determined by special master

    Their action taken in good faith, even though wanting in sound judgment, does not involve them in personal liability. Lyman v. Bonney, 118 Mass. 222. Hill v. Murphy, 212 Mass. 1, 3. Abbot v. Waltham Watch Co. 260 Mass. 81, 93, and cases cited. The court does not undertake to substitute its business view for that of those vested with the control of corporate affairs.