A Treatise on the Law of Private Corporations Aggregate

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C.C. Little and J. Brown, 1846 - 795 páginas

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Sect Page
8
How far corporations are liable for the wrongful acts
10
Of the right of an original subscriber to new stock
11
No promise implied from a subscription for stock to pay assessments
12
How a liability to pay assessments is created
13
And how the extent of it is determined
14
Of the remedies for nonpayment of subscriptions and
15
CHAPTER I
27
History of
40
Great number of in the United States
51
Of suits by proprieties and of each proprietors interest
59
99999
64
CHAPTER III
73
Of whom composed
98
Irregular elections and improper votes
100
The right of holding over
106
188
110
Different assemblies
111
Place
121
Of grant of lands c to a corporation by charter as dis
130
302
147
By whom and how in general a corporation may contract
203
Of the presumed acceptance of official bonds grants
230
Sect Page
245
184
254
General powers
255
CHAPTER IX
256
What a corporation may do with and without the common
262
Of officers de facto and their acts as agents of the corpora
272
354
280
By what species of contracts the agents of a corporation
283
sessments 493
289
Worcester v
303
CHAPTER X
323
564
325
The bylaws of a corporation must not be inconsistent with
338
CHAPTER XI
366
OF THE POWER TO SUE AND THE LIABILITY TO BE SUED
372
Of the right of a foreign corporation whose members
379
Modes of action
383
CHAPTER XVI
385
OF THE NATURE AND TRANSFER OF STOCK IN JOINT INCORPORATED COMPANIES
386
The nature of such property 2 Transferable nature
415
Sufficient causes of amotion
421
385
452
Rules as to the necessity of giving notice
453
The issuing and service of notice
454
When and how it should be given
455
8
469
Evidence of regularity of proceedings at meetings
470
CHAPTER XV
474
Binding though made before act of incorporation
475
A subscriber cannot withdraw
476
Unless for a want of mutuality
478
Subscription fraudulently obtained not valid
480
What is a subscription
481
Assignees of subscribers
482
Effect of an amotion
483
Mode of transfer as prescribed by charter or bylaws 4 Transfers made by stockholders indebted to the company
496
As to the meaning of the indebtedness of a shareholder
512
Transfer effectual to convey a debtors remaining interest 8 Of contracts for the sale of stock 9 Of the lex loci contractus
521
Transfer by one not owner but having the name of the real owner
527
CHAPTER XVII
531
No liability at law of the members of such as are incorpo rated 3 Of a personal liability in equity
535
4
545
66
557
constituted by statute
561
CHAPTER XVIII
568
Cape Sable Co s Case 131 155 279 Codman et al v Winslow 167 168
569
The mode of proceeding against a corporation
575
Of the testimony and declarations of individual members
587
As to proceedings in equity where corporations are parties
594
CHAPTER XIX
610
Where the visitatorial power goes when no visitor has been
628
When the writ will not be granted
651
Of the rule to show cause
659
Of the form of the writ
665
546
675
Of attachment for not making a return c
681
Informations in the nature of quo warranto when granted
698
Of the affidavits upon which the information is grounded
710
Of the pleadings c to an information
717
The construction of statutes imposing a personal liability 6 Fraudulent transfers by members thus personally liable 555
718
Of the place of trial new trial judgment and costs
723
May be dissolved by act of Parliament in England but
729
May be dissolved by the surrender of its franchises
736
What becomes of the property of a corporation upon its dis
750
Not subject to be summoned as trustees
756
What contracts in general a corporation may make 232
766
OF THE BURTHENS
768
Power of admission of certain officers given to a select
770
394
774
430
791
Who is visitor
793
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Página xlvi - Being the mere creature of law. it possesses only those properties which the charter of its creation confers upon it, either expressly, or as incidental to its very existence. These are such as are supposed best calculated to effect the object for which it was created. Among the most important are immortality, and, if the expression may be allowed, individuality ; properties, by which a perpetual succession of many persons are considered as the same, and may act as a single individual.
Página 434 - The sovereignty of a State extends to everything which exists by its own authority or is introduced by its permission ; b*ut does it extend to those means which are employed by Congress to carry into execution powers conferred on that body by the people of the United States ? We think it demonstrable that it does not.
Página 372 - Accordingly it would seem to be a sound rule of law, that wherever a corporation is acting within the scope of the legitimate purposes of its institution, all parol contracts made by its authorized agents are express promises of the corporation; and all duties imposed on them by law, and all benefits conferred at their request, raise implied promises, for the enforcement of which an action may well lie.
Página 92 - If officers of the corporation openly exercise a power which presupposes a delegated authority for the purpose, and other corporate acts show that the corporation must have contemplated the legal existence of such authority, the acts of such officers will be deemed rightful, and the delegated authority will be presumed.
Página 434 - It is of the very essence of supremacy to remove all obstacles to its action within its own sphere, and so to modify every power vested in subordinate governments as to exempt its own operations from their own influence.
Página 366 - ... to sue and be sued, plead and be impleaded, answer and be answered, defend and be defended, in courts of record, or any other place whatsoever.
Página 434 - That the power to tax involves the power to destroy ; that the power to destroy may defeat and render useless the power to create ; that there is a plain repugnance in conferring on one government a power to control the constitutional measures of another, which other, with respect to those very measures, is declared to be supreme over that which exerts the control, are propositions not to be denied.
Página 47 - That a corporation must be considered as a means not less usual, not of higher dignity, not more requiring a particular specification than other means, has been sufficiently proved. If we look to the origin of corporations, to the manner in which they have been framed in that government, from which we have derived most of our legal principles and...
Página 421 - ... remedy. The very charter, which is held out to exclude Parliament from correcting malversation with regard to the high trust vested in the Company, is the very thing which at once gives a title and imposes a duty on us to interfere with effect, wherever power and authority originating from ourselves are perverted from their purposes, and become instruments of wrong and violence.
Página 435 - This opinion does not deprive the States of any resources which they originally possessed. It does not extend to a tax paid by the real property of the bank, in common with the other real property within the State, nor to a tax imposed on the interest which the citizens of Maryland may hold in this institution, in common with other property of the same description throughout the State.

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