when the interests of minors are involved.1 Inadequacy of price caused by any act of the owner of the property, or by his direction or authority, is not ground for setting aside the sale, except, perhaps, where it may injure third persons who are not at fault. But where the rights of infants are involved, a sale at an inadequate price may be set aside. The same rule has been held to apply in the case of a homestead and the insanity of the person whose property is sold, since it deprives him of an opportunity to protect his interests, justifies a refusal to confirm a sale at an inadequate price, particularly where proper notice of sale is not given, or fraud is practiced. It has been said generally in some jurisdictions that the inadequacy of price need not be so great as to shock the conscience in order to prevent the confirmation of a sale. If the owner of property does not object to the confirmation of a judicial sale thereof upon the ground of inadequacy of price, he is thereafter estopped from denying the adequacy of price obtained under the conditions of the sale. If objection to the sale is made upon the ground that the property sold for less than it was worth, and a resale is asked to secure more money, the parties objecting to the confirmation may sometimes be required to bring the money into court, or make a binding advance bid or guaranty against loss on the resale. 71. Additional Circumstances.-If the inadequacy of the price realized at a sale is so gross as to shock the conscience, or if in addition to gross inadequacy in price the purchaser has been guilty of any unfairness, or has taken any undue advantage, or if the owner of the property or party interested in it has been for any reason misled or surprised, then the sale will be regarded as void, and will be refused confirmation and set aside. Furthermore, great inadequacy in price is in itself a circumstance of suspicion, and requires only slight circumstances indicative of unfairness or fraud in the conduct of the party benefited to justify setting the sale aside. Indeed, the 1. Johnson v. Avery, 60 Minn. 262, 62 N. W. 283, 51 A. S. R. 529 and note. 2. Weaver v. Nugent, 72 Tex. 272, 10 S. W. 458, 13 A. S. R. 792 and note. Note: 51 A. S. R. 532. 3. Johnson v. Avery, 60 Minn. 262, 62 N. W. 283, 51 A. S. R. 529 and note. Note: Ann. Cas. 1914D 8. 4. Note: Ann. Cas. 1914D 5. 5. Note: Ann. Cas. 1914D 8. 6. Note: Ann. Cas. 1914D 4. 7. Hammond v. Cailleaud, 111 Cal. 206, 43 Pac. 607, 52 A. S. R. 167 and note. R. C. L. Vol. XVI.-7. 8. Bondurant v. Bondurant, 251 Ill. 324, 96 N. E. 306, Ann. Cas. 1914D 18 and note. 9. Graffam v. Burgess, 117 U. S. 180, 6 S. Ct. 686, 29 U. S. (L. ed.) 839; Littell v. Zuntz, 2 Ala. 256, 36 Am. Dec. 415; Brasch v. Mumey, 99 Ark. 324, 138 S. W. 458, Ann. Cas. 1913B 38 and note; Wells v. Lenox, 108 Ark. 366, 159 S. W. 1099, Ann. Cas. 1914D 11 and note; Oswald v. Johnson, 140 Ga. 62, 78 S. E. 333, Ann. Cas. 1914D 1; Smith v. Huntoon, 134 Ill. 24, 24 N. E. 971, 23 A. S. R. 646; Mills v. Rogers, 2 Litt. (Ky.) 217, 13 Am. Dec. 263; Foor v. Me97 law upon this subject really amounts to little more than a rule of evidence. Inadequacy of price may be circumstantial evidence of fraud; and of course the more inadequate the price, the stronger the circumstance pointing to fraud. But human experience has demonstrated that such evidence is by no means trustworthy; that many sales are made at an inadequate price to which no taint of fraud or unfairness is attached, and so it is provided that a sale may not be set aside for inadequacy of price alone, but that there must, as a rule, be coupled with it other and corroborating evidence of fraud, unfairness or mistake, or other grounds for setting the sale aside.10 What causes in addition to inadequacy of price are sufficient to lead the court to withhold confirmation from a sale at a sacrifice cannot well be reduced to any general rule, but they must be such as were calculated to prevent the property from bringing its value, or something reasonably near what it should bring at a public sale, and which on the particular occasion have actually produced that effect.11 Each case stands on its own peculiar facts.12 But in numerous instances confirmation has been refused sales at an inadequate price where it appeared that the notice of sale was irregular or deficient,18 that the sale was held at an improper time and place,1 that the attendance of an interested party at the sale was prevented,15 that the sale was chanics' Bank, etc., Co., 144 Ky. 682, See supra, par. 70. Cas. 10. Note: Ann. Cas. 1914D 5. 11. Note: Ann. Cas. 1914D 6. 12. Roger v. Whitham, 56 Wash. 190, 105 Pac. 628, 134 A. S. R. 1105, 21 Ann. Cas. 272. 13. Rogers, etc., Hardware Co. v. Cleveland Bldg. Co., 132 Mo. 442, 34 S. W. 57, 53 A. S. R. 494 and note, 31 L.R.A. 335; Bondurant v. Bondu rant, 251 Ill. 324, 96 N. E. 306, Ann. Cas. 1914D 18 and note. Note: Ann. Cas. 1914D 6 et seq. 14. Littell v. Zuntz, 2 Ala. 256, 36 Am. Dec. 415; Foor v. Mechanics' Bank, etc., Co., 144 Ky. 682, 139 S. W. 840, Ann. Cas. 1913A 714; Johnson v. Avery, 60 Minn. 262, 62 N. W. 283, 51 A. S. R. 529. Notes: 38 L.R.A. (N.S.) 248; Ann. Cas. 1914D 6 et seq. 15. Littell v. Zuntz, 2 Ala. 256, 36 Am. Dec. 415; Wells v. Lenox, 108 Ark. 366, 159 S. W. 1099, Ann. Cas. 1914D 11 and note; Oswald v. Johnson, 140 Ga. 62, 78 S. E. 333, Ann. Cas. 1914D 1 and note; Bondurant v. Bondurant, 251 Ill. 324, 96 N. E. 306, Ann. Cas. 1914D 18 and note; Foor v. Mechanics' Bank, etc., Co., 144 Ky. 682, 139 S. W. 840, Ann. Cas. 1913A 714; Rogers, etc., Hardware Co. v. Cleveland Bldg. Co., 132 Mo. 442, 34 S. W. 57, 53 A. S. R. 494 and note, 31 L.R.A. 335; Kinkaid v. Rossa, 31 S. D. 559, 141 N. W. 969, Ann. Cas. 1915D 1098. Note: Ann. Cas. 1914D 6 et seq. improperly or fraudulently conducted, 16 or that the successful bidder by reason of his relation to the proceedings was not competent to purchase, 17 Setting Sale Aside after Confirmation 72. In General.—A decree confirming or refusing to confirm a judicial sale, as we have seen, is a final decree which is open to attack only by such methods as may be available to set aside other decrees of like character.18 It is accordingly held that when the term of the court at which the order of confirmation was made has lapsed, and the order has thereby become final, the court ordinarily has no power to set it aside at a subsequent term.19 But the right to set aside a sale made by an order of the court of chancery, when a proper case is presented, must of necessity be an attribute of that court; for the same power is exercised by a court of law, when its process has been abused, and the power of a court of chancery certainly cannot be inferior,20 and while the order of confirmation cures all errors and irregularities in the proceedings,1 it goes only to the record, and does not in any way operate to bar an inquiry into the sale or its consequences at the instance of one who has been defrauded thereby. Accordingly, the court has power to vacate a sale and the order confirming it, in a direct proceeding brought for that purpose in the cause in which the sale and confirmation were had, based upon grounds sufficient to justify the setting aside of a final decree in equity, and begun within the time and in the manner required in such cases. And if the sale is vacated accordingly, the decree of 16. Wells v. Lenox, 108 Ark. 366, 159 S. W. 1099, Ann. Cas. 1914D 11 and note; Smith v. Huntoon, 134 Ill. 24, 24 N. E. 971, 23 A. S. R. 646; Bondurant v. Bondurant, 251 Ill. 324, 96 N. E. 306, Ann. Cas. 1914D 18 and note; Mills v. Rogers, 2 Litt. (Ky.) 217, 13 Am. Dec. 263; Foor v. Mechanics' Bank, etc., Co., 144 Ky. 682, 139 S. W. 840, Ann. Cas. 1913A 714; Johnson v. Avery, 60 Minn. 262, 62 N. W. 283, 51 A. S. R. 529 and note; Rogers, etc., Hardware Co. v. Cleveland Bldg. Co., 132 Mo. 442, 34 S. W. 57, 53 A. S. R. 494 and note, 31 L.R.A. 335; Farr v. Sims, Rich. Eq. Cas. (S. C.) 122, 24 Am. Dec. 396 and note; Kinkaid v. Rossa, 31 S. D. 559, 141 N. W. 969, Ann. Cas. 1915D 1098; Weaver v. Nugent, 72 Tex. 272, 10 S. W. 458, 13 A. S. R. 792 and note; Miller v. Winslow, 70 Wash. 401, 126 Pac. 906, Ann. Cas. 1914B 833. Notes: 51 A. S. R. 532; 38 L.R.A. (N.S.) 248; Ann. Cas. 1914D 7 et seq. 17. Miller v. Winslow, 70 Wash. 401, 126 Pac. 906, Ann. Cas. 1914B 833; Roger v. Whitham, 56 Wash. 190, 105 Pac. 628, 134 A. S. R. 1105, 21 Ann. Cas. 272. Note: Ann. Cas. 1914D 8. See infra, par. 77 et seq. 18. See supra, par. 61, and see generally, JUDGMENTS, vol. 15, p. 885 et seq. 19. State Nat. Bank v. Neel, 53 Ark. 110, 13 S. W. 700, 22 A. S. R. 185 and note. 20. Littell v. Zuntz, 2 Ala. 256, 36 Am. Dec. 415. 1. See supra, par. 62. 2. Miller v. Winslow, 70 Wash. 401, 126 Pac. 906, Ann. Cas. 1914B 833. 3. Milwaukee, etc., R. Co. v. Milwaukee, etc., R. Co., 2 Wall. 609, 17 annulment determines the status of the title to the property sold as between the parties to the sale, and the validity of the decree cannot be impeached collaterally. So where it is based upon the finding as a matter of fact that the sale had not been completed and that the title did not vest in the purchaser, an insurance company cannot show in a collateral action that a sale had been made and one of the conditions of its policy thereby violated.* 73. Grounds.—It is by no means a matter of discretion with the court to rescind a sale which it has once confirmed, nor is the sale to be rescinded for mere inadequacy of price, or for an increase of price alone, irregularity, and the like. Some special ground must be laid such as fraud and collusion, accident, mutual mistake, breach of trust, or misconduct upon the part of the purchaser, or other party connected with the sale, which has worked injustice to the party complaining and was unknown to him at the time the sale was confirmed. Hence, a judicial sale will not be vacated after confirmation because of the subsequent discovering of a valuable mine adjacent to the premises whereby their market value has increased, even though the purchase money has not yet been paid, unless there was fraud in concealing the existence of the mine before the order of confirmation was entered. And whatever the effect of putting in an advance bid before confirmation, it is necessary to show a very strong case, with special circumstances, to induce the court to open the biddings after the sale has been confirmed. Something more than mere inadequacy of price must appear before a confirmed sale can be disturbed; 8 U. S. (L. ed.) 886; Littell v. Zuntz, 2 4. International Wood Co. v. National Assur. Co., 99 Me. 415, 59 Atl. 544, 105 A. S. R. 288, 2 Ann. Cas. 356. 2 Ala. 256, 36 Am. Dec. 415; State Nat. Bank v. Neel, 53 Ark. 110, 13 S. W. 700, 22 A. S. R. 185 and note; Martin v. Blight, 4 J. J. Marsh. (Ky.) 491, 20 Am. Dec. 226 and note; Kean v. Newell, 1 Mo. 754, 14 Am. Dec. 321; Stewart v. Severance, 43 Mo. 322, 97 Am. Dec. 392; Norton v. Nebraska Loan, etc., Co., 35 Neb. 466, 53 N. W. 481, 37 A. S. R. 441, 18 L.R.A. 88; Houston v. Aycock, 5 Sneed (Tenn.) 406, 73 Am. Dec. 131; Virginia Fire, etc., Ins. Co. v. Cottrell, 85 Va. 857, 9 S. E. 132, 17 A. S. R. 108 and note. Notes: 69 Am. Dec. 604; 22 A. S. R. 187; 9 L.R.A. 731. 6. Virginia Fire, etc., Ins. Co. v. Cottrell, 85 Va. 857, 9 S. E. 132, 17 A. S. R. 108. 7. Note: 7 Ann. Cas. 173 et seq. See supra, par. 52. 8. Pewabic Min. Co. v. Mason, 145 5. Griffith v. Bogert, 18 How. 158, U. S. 349, 12 S. Ct. 887, 36 U. S. (L. 15 U. S. (L. ed.) 307; Littell v. Zuntz, ed.) 732. and it has been held that even though the inadequacy be gross and accompanied by unfair practices at the sale, or surprise, the sale will not be set aside after confirmation unless fraud can be imputed to the purchaser which was unknown to the parties interested at the time the sale was ratified. The owner of property, or other party in interest, who does not object to confirmation upon the ground of inadequacy of price, or other ground known to him at the time, is estopped from raising these objections thereafter. 10 The rule also generally obtains that a sale which has been ratified will not be set aside for mere irregularity or error, whether injurious or not, unless it was such that the entire sale was thereby invalidated and was not cured by the confirmation.11 Thus, an error in the advertisement of sale whereby the date advertised was one day prior to the date set for the sale and upon which it was actually held will not cause the sale to be set aside after confirmation as against a subsequent purchaser without notice.12 Defect in title is generally considered as a ground for resisting confirmation; but it is held in many (though not all) jurisdictions that after confirmation an objection on this score comes too late and will not cause the sale to be set aside or its enforcement to be enjoined.18 Nor is it a sufficient ground for vacating a confirmation that by the contract of sale the purchaser was entitled to certain valuable water privileges which he failed to get, that the lots were advertised as dry land and purchased in the belief that they were such, when in fact they were under water, or that there was a deficiency in the quantity of the land sold.14 But even after confirmation the purchaser may obtain relief and have the sale set aside when there has been any injurious after discovered fraud, or a mutual mistake of himself and the vendor, or misrepresentation, and the like special grounds, 15 although ordinarily he will not be released from his purchase on his mere ignorance or mistake of law.16 And there is no mistake of fact which will be recognized as a ground of relief, even in equity, where the fact claimed to have been mis 9. Littell v. Zuntz, 2 Ala. 256, 36 Dec. 581 et seq.; 38 L.R.A. (N.S.) Am. Dec. 415. 249. 10. Hammond v. Cailleaud, 111 Cal. 206, 43 Pac. 607, 52 A. S. R. 167 and note. See supra, par. 70 et seq. 11. Griffith v. Bogert, 18 How. 158, 15 U. S. (L. ed.) 307; Ludlow v. Ramsey, 11 Wall. 581, 20 U. S. (L. ed.) 216; Gibson v. Lyon, 115 U. S. 439, 6 S. Ct. 129, 29 U. S. (L. ed.) 440; McGuire v. Blount, 199 U. S. 142, 26 S. Ct. 1, 50 U. S. (L. ed.) 125; Vollum v. Beall, 117 Md. 617, 83 Atl. 1095, Ann. Cas. 1914D 16. 12. Notes: 44 Am. Dec. 385; 70 Am. 13. See infra, par. 88. 14. Note: 52 A. S. R. 177. 15. Norton v. Nebraska Loan, etc., Co., 35 Neb. 466, 53 N. W. 481, 37 A. S. R. 441, 18 L.R.A. 88 and note; People's Bank v. Bramlett, 58 S. C. 477, 36 S. E. 912, 79 A. S. R. 855. Notes: 70 Am. Dec. 580 et seq.; 21 L.R.A. 46. 16. Norton v. Nebraska Loan, etc., Co., 35 Neb. 466, 53 N. W. 481, 37 A. S. R. 441, 18 L.R.A. 881 and note. |