Randall

Plaintiffs Harry Randall and. Edward Randall appeal from the judgment rendered against them and in favor of all of the defendants in an action brought by them for damages allegedly caused by the sale to them' of 200 shares, at $100 per share, of the capital stock of Churchill’s Frozen Foods, Inc., a corporation.

The complaint states two causes of action for damages? one predicated upon the asserted ‘ statutory liability of each of the defendants, and the other against defendant Beber, alone, for his alleged fraud and deceit in the sale of these shares to plaintiffs. The trial court found against the plaintiffs upon each cause of action.

The asserted statutory liability of the several defendants to the plaintiffs turns, principally, upon the question whether or not there was a “sale” prior to the granting by the State Commissioner of Corporations of a permit for the issuance of the shares, and, if so, whether or not the defendants knowingly authorized, directed or aided in the sale of those shares, or caused or assisted in causing them to be sold. The defendants are Harold F. Churchill, A. Schapiro, and Edward Beher, individually, and Harold F. Churchill Company, a partnership…