partners. (In re Hopkins v. Carpenter et al., 18 N. B. R. 339; Fed. Cas. 6686.) Stockholders do not become copartners by reason of their joint and several liability, so that all the members of the corporation, as partners, would be liable to an adjudication in bankruptcy as a firm. (James, Adm'x, v. Atlantic Delaine Co. et al., 11 N. B. R. 390; Fed. Cas. 7179.) Two firms may share in a venture, and keep an account at a bank in the name of one firm, adding the word “Co.,” and issue checks on their account so signed, and yet a partnership is not established between the firms so as to enable the holder of one of the checks to file a petition in bankruptcy against the members of both firms. (In re Warner et al., 7 N. B. R. 47; 4 Pac. Law Rep. 123; Fed. Cas. 17178.)

Parties may be adjudged bankrupts as partners in a firm with others, though they have already been declared bankrupts as partners in another firm. (In re Jewett et al., 15 N. B. R. 126; 7 Biss. 328; Fed. Cas. 7306; In re Jewett & Co., 16 N. B. R. 48; 7 Biss. 473; 4 N. Y. Weekly Dig. 494; 9 Chi. Leg. News, 345; 4 Law & Eq. Rep. 77; 23 Int. Rev. Rec. 232; Fed. Cas. 7307.) A partnership composed of a man and his wife can be adjudged bankrupt, and the wife may also individually be adjudged bankrupt. (In re Kinkead, 7 N. B. R. 439; 3 Biss. 405; 7 West. Jur. 110; 6 Amer. Law T. Rep. 45; 5 Chi. Leg. News, 217; Fed. Cas. 7824; In re Rathbone, 2 N. B. R. 89; 3 Ben. 50; 1 Amer. Law T. Rep. Bankr. 114; 1 Chi. Leg. News, 107; Fed. Cas. 11581.) Where persons associate themselves together, assuming to be a corporation and using a corporate name, without authority of law, they are individually liable as copartners for the debts of the association; and a creditor who has dealt with them as a corporation is not thereby estopped from proceeding against them individually. (In re Mendenhall, 9 N. B. R. 497; Fed. Cas. 9425.)

Partnerships engaged in trade are made subject to the provisions of the Bankrupt Act, and, on the petition of the partners or any of them, or of any creditor of the partners, such a partnership may be adjudged bankrupt. (Amsink et al. v. Bean, Ass., 11 N. B. R. 495; 22 Wall. 395.) Many decided cases support the proposition that the bankruptcy of one partner dissolves the partnership; but such an adjudication, obtained by one partner against another, will not be sustained if the real object of the petitioner is to dissolve the firm, and an adjudication is not required for any other purpose. (Amsink et al. v. Bean, Ass., 11 N. B. R. 495; 22 Wall 395.) Where, after dissolution of a copartnership, there has been no settlement, one member is not entitled to an adjudication of bankruptcy against his former partner on account of claims for money or assets which had come into his hands over and above his share, or on account of obligations entered into during the continuation of the partnership, for which both are jointly liable (In re Sigsby v. Willis, 3 N. B. R. 51; 3 Ben. 371; 1 Amer. Law T. Rep. Bankr. 171; 2 Amer. Law T. 169; Fed. Cas. 12849); nor can one or more members of a dissolved partnership which has no assets that would pass to an assignee obtain an adju

dication against another member of the partnership without his consent. (In re Crockett, 2 N. B. R. 75; 2 Ben. 514; 2 Amer. Law T. Rep. Bankr. 21; Fed. Cas. 3402.)

Individual partners, if insolvent, may be adjudged bankrupt, even though the partnership is solvent and in good credit. (Amsink et al. v. Bean, Ass., 11 N. B. R. 495; 22 Wall. 395.)

Proceedings may be joint so long as joint debts remain outstanding and unsettled, whether such proceedings are voluntary or involuntary. (In re Williams, 3 N. B. R. 74; 1 Lowell, 406; Fed. Cas. 17703.) Where there have been distinct firms of A. & B., and A. & C., the three persons cannot be joined in one proceeding in bankruptcy, even though the latter firm may have undertaken to pay the debts of the former. (In re Wallace & Newton, 12 N. B. R. 191; Fed. Cas. 17095.) A firm cannot be adjudicated bankrupt in an involuntary proceeding to which one of the members of the firm is not made a party. (In re Pitt et al., 14 N. B. R. 59; 8 Ben. 389; 23 Pittsb. Leg. J. 196; Fed. Cas. 11188.) And a member of a partnership which has been dissolved and which has no assets that would pass to an assignee cannot be adjudicated a bankrupt without his consent upon a petition of one or more members thereof. (In re Crockett, 2 N. B. R. 75; 2 Ben. 514; 2 Amer. Law T. Rep. Bankr. 21; Fed. Cas. 3402.) A secret partner, whose firm has committed an act of bankruptcy, may be adjudged a bankrupt, although individually entirely solvent. (In re Ess and Clarendon, 7 N. B. R. 133; 3 Biss. 301; 4 Chi. Leg. News, 357; 20 Pittsb. Leg. J. 34; 2 Md. Law Rep. 353; 1 Amer. Law Rec. 356; 6 Alb. Law J. 277; 6 West. Jur. 447; Fed. Cas. 4530.) Where a special partner had contributed a certain sum in cash and a certain amount in goods, it was held that all the partners could be adjudged bankrupts as general partners. (In re Merrill et al., 13 N. B. R. 91; 12 Blatchf. 221; 1 N. Y. Wkly. Dig. 364; Fed. Cas. 9467.)

Proceedings instituted by whom.- Who may commence proceedings against a partnership is a question that has been discussed quite extensively in bankruptcy cases. It has been held that a fraudulent misappropriation of the partnership funds by one partner entitles his copartner to institute proceedings and prove his claim against the wrong-doer the same as if no partnership had existed. (In re Sigsby v. Willis, 3 N. B. R. 51; 3 Ben. 371; 1 Amer. Law T. Rep. Bankr. 171; 2 Amer. Law T. 169; Fed. Cas. 12819.) Again, where no misappropriation of the partnership funds is shown, and a partner files a petition in bankruptcy against his copartner, the petition was dismissed. (Robinson et al. v. Hanway, 19 N. B. R. 289; 27 Pittsb. Leg. J. 21; Fed. Cas. 11953.) After proceedings have been commenced in a state court by one partner to put an end to the partnership and for an accounting, and the property is in the hands of a receiver, another member of the firm may file a petition in bankruptcy to have himself and the firm adjudged bankrupts (In re Noonan, 10 N. B. R. 330; 5 Chi. Leg. News, 557; 30 Leg. Int. 425; 21 Pittsb. Leg. J. 73;

Fed. Cas. 10292); but where a partnership is dissolved by the assignment by one member of his interest to a third person, the remaining partner was not entitled, under the act of 1867, to maintain a petition that the members of the original firm and the firm be adjudged bankrupt. (In re Hartough et al., 3 N. B. R. 107; Fed. Cas. 6164.) A petition for involuntary bankruptcy against a firm by one creditor of the firm and one creditor of an individual member of the firm is sufficient. (In re Matot et al., 16 N. B. R. 485; 5 N. Y. Wkly. Dig. 529; Fed. Cas. 9282.)

Where partners file a voluntary petition in bankruptcy and an adjudication is had and the property conveyed to an assignee, if parties who were copartners with the petitioners are not named in the petition, the court will not order the joinder of such parties on a bill filed by the creditors, but the creditors may have the same remedy against them as they would have had before the petition was filed. (Citizens' Nat. Bank v. Cass et al., 18 N. B. R. 279; 19 Alb. Law T. 119; 26 Pittsb. Leg. J. 25; Fed. Cas. 2732.) The refusal of one partner to join in voluntary proceedings instituted by the other partners may well deprive the one refusing from all benefit of a composition; but unless the refusal or neglect to join is the result of some fraud on the part of the partners who do carry on the proceeding, it is no reason for avoiding the proceeding as to them. (In re Henry et al., 17 N. B. R. 463; 9 Ben. 449; Fed. Cas. 6370.)

Miscellaneous.- Where a firm is insolvent, but one partner is solvent, the creditors may proceed against both, but the solvent partner would have an opportunity to clear himself by paying all the debts. (In re Bennett et al., 12 N. B. R. 181; 2 Lowell, 400; Fed. Cas. 1314.) When a partnership estate is being administered under the direction of the probate court, the bankruptcy court will not interfere upon petition by creditors of the firm; but this will not preclude a separate creditor of one of the copartners from proceeding against him individually. (In re Daggett, 8 N. B. R. 433; Fed. Cas. 3536.) Although individually entirely solvent, a secret partner whose firm has committed an act of bankruptcy may be adjudged a bankrupt. (In re Ess and Clarendon, 7 N. B. R. 133; 3 Biss. 301; 4 Chi. Leg. News, 357; 20 Pittsb. Leg. J. 34; 1 Amer. Law Rec. 356; 6 Alb. Law J. 277; 6 West. Jur. 447; Fed. Cas. 4530.) Upon a petition in bankruptcy by a late copartner for himself and against the other copartner, the firm and its members must be shown to be insolvent, and it is not enough to prove that the joint assets are insufficient to pay the joint liabilities. (In re Bennett et al., 12 N. B. R. 181; 2 Lowell, 400; Fed. Cas. 1314.) If a surviving partner holding the joint assets for purposes of administration commits an act of bankruptcy, the joint assets and his own separate estate may be taken under the bankrupt act. (In re Stevens, 5 N. B. R. 112; 1 Sawy. 397; 1 Pac. Law Rep. 45; Fed. Cas. 13393.) The decease of one partner prior to adjudication is not legal cause for dismissing the petition. (Hunt, Tillinghast & Co. v. Pooke et al., 5 N. B. R. 161; Fed. Cas. 6896.)

Acts of bankruptcy.—It is an act of bankruptcy to take the property of an insolvent firm to pay a debt which is not a partnership debt, but for which each of the partners is liable. (In re Matot et al., 16 N. B. R. 485; 5 N. Y. Wkly. Dig. 529; Fed. Cas. 9282.) It is not an act of bankruptcy in a solvent partner, to whom the whole stock has been transferred upon the dissolution of the partnership, to make a sale in gross of such stock. (In re Weaver, 9 N. B. R. 132; Fed. Cas. 17307.) Although a conveyance by a partner of his individual property was made with intent to hinder, delay or defraud firm creditors or give a preference, such conveyance, although an act of bankruptcy as against him, will not sustain a proceeding against the firm. (In re Redmond & Martin, 9 N. B. R. 408; Fed. Cas. 11632.) The transfer by one partner in good faith of his interest in the firm, prior to bankruptcy, is valid. (Shiner, Ass., v. Huber et al., 19 N. B. R. 414; 14 Phila. 402; 36 Leg. Int. 339; 8 Reporter, 393; Fed. Cas. 12787; Russell, Ass., etc. v. McCord, 17 N. B. R. 508; 2 Flip. 139; 3 Cin. Law Bul. 594; Fed. Cas. 157.) But it is otherwise where one partner transfers his interest to the other with the object of hindering or defeating creditors. (Burrill, Ass., v. Lawry, 18 N. B. R. 367; 2 Hask. 228; 11 Chi. Leg. News, 33; Fed. Cas. 2199.) Where a firm gives a chattel mortgage to secure a debt theretofore incurred by an individual member of the firm, for the firm's benefit, such act is not in fraud of the bankrupt law, being a mere adoption of the debt by the firm. (Wait, Ass., etc. v. Bank, 19 N. B. R. 500; Fed. Cas. 17043.)

See also ACTS OF BANKRUPTCY, sec. 3.

Nature and effect of proceedings.- Where a petition in involuntary bankruptcy is filed praying that certain copartners be adjudged bankrupts, and the debtors admit in writing that the petitioners represent the proper proportion of all creditors in number and amount, and an adjudication is entered, the adjudication is final. (In re Duncan et al., 15 N. B. R. 18; 8 Ben. 365; Fed. Cas. 4131.) A proceeding in bankruptcy instituted by one against his copartner is not an involuntary or compulsory proceeding. (In re Wilson, 13 N. B. R. 253; 2 Lowell, 453; Fed. Cas. 17784.) And a creditor cannot compel a debtor to go into voluntary bankruptcy, or compel partners to petition for the adjudication of alleged fellow partners. (In re Harbaugh et al., 15 N. B. R. 246; 15 Alb Law J. 194; 23 Int. Rev. Rec. 50; 24 Pittsb. Leg. J. 100; Fed. Cas. 6045.) A petition of all the copartners is a purely voluntary petition. (In re Penn et al., 5 N. B. R. 30; 5 Ben. 89; 3 Chi. Leg. News, 225; Fed. Cas. 10927.) There are but two ways in which partners may be joined in a voluntary petition; either by their own act, or by the act of the partners petitioning. (Id.)

Adjudications set aside. An adjudication will not be set aside, when had on a voluntary petition, for the purpose of making a newly discovered partner a party, if an interval of time has elapsed and rights of third parties have intervened. (In re Griffith et al., 18 N. B. R. 510; 26

Pittsb. Leg. J. 140; Fed. Cas. 5820.) Nor will an adjudication be set aside on the petition of a partner who joined in a voluntary proceeding with his copartners and actually assisted in the proceedings, where he makes his motion several months after adjudication. (In re Court et al., 17 N. B. R. 555; Fed. Cas. 3284.) A proceeding instituted by one partner for the purpose of vexing and harassing his copartner should be dismissed. (In re Hamlin et al., 16 N. B. R. 522; 8 Biss. 122; 10 Chi. Leg. News, 131; Fed. Cas. 5994.) One member of a firm cannot estop himself, as between himself and the firm's creditors, by any dealings with a partner, from any duty that he owes such creditors. (In re Gorham, 18 N. B. R. 419; 11 Chi. Leg. News, 58; 26 Pittsb. Leg. J. 112; 9 Biss. 23; Fed. Cas. 5624.) A voluntary proceeding by copartners requires no act of bankruptcy to be set forth, but only an averment that the debtors are unable to pay all their debts in full and are willing to surrender their estate. (In re Penn et al, 5 N. B. R. 30; 5 Ben. 89; 3 Chi. Leg. News, 225; Fed. Cas. 10927.)

b. The creditors of the partnership shall appoint the trustee; in other respects so far as possible the estate shall be administered as herein provided for other estates.

[Act of 1867. SEC. 36. The assignee shall be chosen by the creditors of the company, and in all other respects the proceedings against partners shall be conducted in the like manner as if they had been commenced and prosecuted against one person alone.]

Choice of trustee.-The assignee shall be chosen, upon a partnership being adjudged bankrupt, by the creditors of the partnership. (Amsink et al. v. Bean, Ass., 11 N. B. R. 495; 22 Wall. 395; Atkinson v. Kellogg, 10 N. B. R. 535; 7 Chi. Leg. News, 9; Fed. Cas. 613.) Such choice must be by a majority in number and value of creditors who have proved their claims. (In re Scheiffer et al., 2 N. B. R. 179; 1 Chi. Leg. News, 261; Fed. Cas. 12445.) In case of the separate bankruptcy of one member of a firm, a joint creditor is entitled to prove his joint debt and vote for assignee. (In re Webb, 16 N. B. R. 253; 4 Sawy. 326; 10 Chi. Leg. News, 27; 6 N. Y. Wkly. Dig. 174; Fed. Cas. 17317.) It has also been held that where one who is or has been a member of a firm is individually adjudicated bankrupt, the separate creditors are entitled to vote for assignee. (In re Falkner, 16 N. B. R. 503; Fed. Cas. 4624.)

Administration.- All the members of a firm petitioning for the benefit of the act are jointly and severally bound to make statements of their debts, whether copartnership or individual or due by them jointly with other persons not parties to the petition (In re Leland, 5 N. B. R. 222; Fed. Cas. 8228); but the fact that one member of a bankrupt firm did not file a schedule of debts or inventory of effects, nor deliver his property into the hands of the assignee, does not affect the right of the other