Rossi v. Caire

WASTE, P. J.

Appellant attacks a judgment entered in the lower court on motion of the defendants, upon filing the

remittitur,

after decision by the supreme court, in a former appeal.

(Rossi

v.

Caire et al.,

174 Cal. 74, [161 Pac. 1161].)

Plaintiff brought the action to enjoin the defendants from carrying on the business of a corporation, and prayed for an order directing them to wind up its affairs and distribute its assets to the stockholders according to their respective interests. After issue joined, and due trial had, findings of fact and conclusions of law were filed and a preliminary, and interlocutory, judgment entered declaring that the charter of the company was forfeited; that its directors had thereby become trustees of the corporation and its stockholders, and generally granting plaintiff the relief prayed for.

Subsequently, two orders were made and filed, one directing the distribution of certain assets of the corporation and the other directing the said trustees, respondents here, to sell the real and personal property of the corporation. After entry thereof these orders were appealed from and were the sub

[777]

ject of consideration in the former decision. The supreme court held these orders appealable as final judgments, and further that upon such appeal there might be a review of the previous proceedings, including the sufficiency of the findings to support the interlocutory judgment.

(Rossi

v.

Caire, supra.)

The supreme court begins its review of the findings with this sentence: 1 ‘ The findings do not show any ground for the intervention of a court of equity to supervise, or direct, the proceedings of the trustees.” After an exhaustive consideration of the subject, including a discussion of authorities cited, the court says: “The consequence of these conclusions is that the interlocutory judgment and all the subsequent proceedings and orders are unsupported by the facts and without authority; on the facts found the judgment should have been for the defendants.”