CORPORATIONS-RECEIVERSHIP OR DISSOLUTION OF SOLVENT CORPORATION AT SUIT OF MINORITY STOCKHOLDER-DISSENSION AS A GROUND FOR RELIEF

A and B owned 50 per cent of the stock in each of two solvent corporations, and Y and Z owned the remaining 50 per cent. Y was president and director of each company, Z was secretary and director, and B was vice-president and director. A's testator had been treasurer and director until his death. A and B brought suit against Y and Z and the corporations, seeking an equity receivership and liquidation and distribution of corporate assets.

The complaint alleged that the two factions had been in dispute for five years, that Y had assumed exclusive control of corporate management and declined to discuss business policy with A and B, and that Y had refused to allow A representation on the boards of directors. The trial judge dismissed the bills of complaint on defendants' motion. Held, the complaints were properly dismissed. Equity has no power to administer a corporation or distribute its assets merely because of dissension among stockholders.

Dorf v. Hill Bus Co., (N.J. Err. & App. 1947) 54 A. (2d) 761.