JOINT ADVENTURE - FIDUCIARY RELATION OF PARTIES THERETO

Defendant corporation and one Goldberger, the testator of the plaintiff, entered an agreement to carry on a trading account in the stock of a certain brewery over a limited period of time. By the terms of the agreement both were to contribute 50,000 shares of the stock, which were to be held by the corporation, and all purchases and sales of the stock by the corporation were to be deemed made in behalf of the account. Defendant corporation was to receive twenty per cent of the net profits for its services and the rest was to be equally divided. During the period, defendant corporation made sales of the brewery stock for its sole benefit and the plaintiff seeks an accounting of these transactions.

Held, Goldberger and defendant corporation were joint adventurers. Therefore the corporation was under a fiduciary duty to Goldberger and must account to him for profits resulting from its breach of this duty by dealing in the stock for its individual benefit. Trounstine v. Bauer, Pogue & Co., (D. C. N. Y. 1942) 44 F. Supp. 767.