ON REHEARING
ME. JUSTICE BEYANTdelivered the opinion of the court:
The thrust of the original opinion is that the suit was brought as a stockholders’ derivative suit for the benefit of the corporation. This was not a class action brought for the benefit of the minority holders. It is true that there are eases allowing the dissolution of the corporation or a distribution to the minority holders in lieu of a direct recovery to the corporation. Where a stockholder seeks to intervene, however, for the direct benefit of the corporation, he must be given a forum. Only the action of all the stockholders could deprive the corporation of its direct recovery.
Whether Louis Engelstein has clean hands or not is irrelevant for the purposes of this proceeding. The record shows only that Louis is an innocent stockholder.
Louis Engelstein is to be joined as an intervening plaintiff. There is no basis for joining Louis as a defendant because there has never been a question of partnership liability raised. Harry Engelstein was sued individually.
Whether the partnership indirectly controlled 74% or 92% of the stock of South Parkway Building Corp., is irrelevant. Either figure represents a substantial interest.
We have modified the opinion in accordance with suggestions of counsel to strike certain specific phrases. Neither the facts of this case nor the arguments on rehearing merit further consideration.
FRIEND, J., concurs. BURKE, P. J., dissents.