Commentaries on the Law of Private Corporations, Volumen2

Portada
Bancroft-Whitney, 1895 - 8032 páginas

Dentro del libro

Páginas seleccionadas

Contenido

Express warranty in the sale of 2740 No implied warranty against
1155
Purchaser not innocent where cir
1161
Revocation by fault or neglect of 1549 Illustration
1167
Influence of the equitable doctrine
1189
Whether a release of one subscriber ground
1196
CHAPTER XXVI
1211
American doctrine that 1585 Stock paid up and money loaned
1212
Source of the American doctrine bonus
1224
Effect of such payment or settle
1280
NEW DOCTRINE THAT A CORPORATION
1294
Whe tions
1308
Other American cases where con 1324 Impossible conditions
1319
iii
1320
Stockholders cannot question the repurchase
1329
SECTION SECTION
1332
FULL SUBSCRIPTION
1336
Other grounds of estoppel 1345 This condition complied with
1338
INTERPRETATION OF PARTICULAR CONDITIONS
1349
SUFFICIENCY
1350
CHAPTER XXIV
1359
Scope of this chapter 1369 American decisions denying right
1360
GENERAL PRINCIPLES
1366
Waiver of right of forfeiture by 1778 Mode of sale
1370
REMEDIES OF THE DEFRAUDED SHAREHOLDEr
1378
SECTION SECTION
1382
SECTION SECTION
1388
Action brought in corporate name 1818 Actions by assignee of stock sub
1393
Parol representations varying 1405 No defense unless subscriber
1395
Illustrations of the foregoing 1412 Continued
1401
MISCELLANEOUS
1404
corporation dis
1407
SECTION SECTION
1424
TIME WITHIN WHICH A RESCISSION MUST
1437
No rescission after bankruptcy or 1455 Acquiescence by unreasonable
1450
SECTION SECTION
1460
This rule repealed in Great Britain 1479 Opinions mingling with fraudulent
1466
American doctrine otherwise 1486 American opinion on the subject
1472
Interpretation of particular sub
1480
CHAPTER XXXI
1483
That the shares were not allotted
1486
SECTION SECTION
1490
Illustrations of opposing theories
1502
What are statutory liabilities 1995 What is the commencement of
1504
California statute of murrer
1511
WHEN THE STATUTE BEGINS TO
1517
SECTION SECTION
1536
SHARES CONSIDERED AS PROPERTY
1541
Rescission of such contracts
1557
Must be paid for at their full value 1567 Statements of what the law
1562
Special stock in Massachusetts 2057 Liability of directors in such cases
1569
But may receive subscriptions to
1570
Nor divide it among its members topped by its contract from
1576
What agreements avoided by the 1598 Issuing new shares to old stock
1582
REDUCING CAPITAL STOCK
1592
SECTION SECTION
1604
Reclamation where the capital others
1606
What if such statute is repealed 1625 When assignee in bankruptcy
1610
Nor appropriated by the state of such dividends
1612
True value rule 1632 Payment not compellable except
1616
An illustrative English case panies
1618
ISSUING PREFERRED STOCK
1668
RIGHTS OF BONA FIDE PURCHASERS OF UNPAID
1671
SECTION SECTION
1680
RIGHTS OF PREFERRED SHAREHOLDERS
1681
SECTION SECTION
1691
Action at law
1699
OWNERS OF SHARES
1710
When subscription of entire cap 1732 Rule where the capital and num
1724
Rule applicable to joint stock which corporation must show
1730
REGISTRATION
1744
UNREGISTERED TRANSFERS
1754
Sale of shares and subsequent sale 2404 Decisions under particular stat
1755
Meaning of this expression notice
1761
PRIORITIES AS BETWEEN ATTACHING CREDITORS
1769
Distinction between statute and notice
1775
MANDAMUS TO COMPEL TRANSFERs
1789
Different classes of fiduciaries 2543 Company not liable unless regis
1837
SECTION SECTION
1852
Alteration of an assignment of a tion to register not an estop
1853
Illustrations proved
1857
Liability to Bona Fide Subpurchaser
1867
Doctrine that shareholders right to afford an opportunity for
1870
Miscellaneous Holdings
1874
SECTION SECTION
1877
CHAPTER XXXVIII
1881
Estoppel to deny validity of cation
1883
Evidence not sufficient under 1901 Voting as a stockholder
1889
Doctrine that pledgee of shares 1909 Receiving dividends
1902
Acting as member of provisiona larity of assessment
1908
VALIDITY AS AGAINST THIRD PARTIES
1914
SECTION SECTION
1918
RETURNING THE IDENTICAL CERTIFICATE
1920
View that corporate books pre 1932 Books of account of the corpora
1924
ENFORCING THE CONTRACT
1930
Power to sell without notice sale
1931
SECTION SECTION
1936
ACTIONS BY THE PLEDGOR FOR CONVERSION
1944
purchases for agent
1947
OPTIONS FUTURES STRADDLES
1953
Scope of this chapter 1970 Nonfeasance malfeasance or mis
1955
Release by directors of other share of time
1961
SECTION SECTION
1966
That the directors made an assign termini of the proposed rail
1967
Liability of the corporation for 2357 Right to a certificate
1968
CHAPTER XXXII
1977
Effect of doctrine that capital stock debt
1987
Effect of statute making foreign 2794 Remedy of execution purchaser
1989
CHAPTER XLII
1999
Where the statute allows a period ture of a guaranty of payment
2004
Taxation of shares not a taxation
2005
Where the liability is that of a has forfeited the shares of
2010
EXEMPTIONS FROM TAXATION
2018
SECTION SECTION
2028
SITUS OF SHARES FOR THE PURPOSE OF TAX
2036
Loss of certificate of stockissue of 2060 A corporation may be vested with
2044
Right of prior stockholders to 2066 Ultra vires no defense to note
2050
TAXATION OF DIVIDENDS 28902908
2065
Dividends belong to the owner of 2174 Dividend declared does not pass
2069
Bill in equity by stockholder to discretion as to the distribution
2078
Illustrations 2100 Rule does not apply to shares
2084

Otras ediciones - Ver todas

Términos y frases comunes

Pasajes populares

Página 1449 - ... liable as a stockholder accordingly ; and the estate and funds in the hands of such executor, administrator, guardian or trustee shall be liable in...
Página 1587 - The stock and indebtedness of corporations shall not be increased except in pursuance of general law, nor without the consent of the persons holding the larger amount in value of the stock first obtained at a meeting to be held after sixty days' notice given in pursuance of law.
Página 1587 - No corporation shall issue stocks or bonds except for money, labor done, or money or property actually received, and all fictitious increase of stock or indebtedness shall be void.
Página 1650 - A stock dividend really takes nothing from the property of the corporation, and adds nothing to the interests of the shareholders. Its property is not diminished, and their interests are not increased. . . . The proportional interest of each shareholder remains the same. The only change is in the evidence which represents that interest, the new shares and the original shares together representing the same proportional interest that the original shares represented before the issue of the new ones.
Página 1310 - Every share in any company shall be deemed and taken to have been issued and to be held subject to the payment of the whole amount thereof in cash...
Página 1221 - As a creditors' bill, in the ordinary sense, the complaint is manifestly insufficient. The thresher company, however, plants itself upon the so-called "trust-fund" doctrine .that the capital stock of a corporation is a trust fund for the payment of its debts; its contention being that such a
Página 1510 - This Title does not affect actions against directors or stockholders of a corporation to recover a penalty or forfeiture imposed or to enforce a liability created by law...
Página 2000 - ... such as may belong to the United States, this state, or to any county, city and county, or municipal corporation within this state shall be exempt from taxation...
Página 1707 - ... transfer, the amount of its assets and liabilities, and the names and places of residence of its officers.
Página 1256 - Any corporation formed under this act may purchase mines, manufactories or other property necessary for its business, or the stock of any company or companies owning, mining, manufacturing or producing materials, or other property necessary for its business, and issue stock to the amount of the value thereof in payment therefor...

Información bibliográfica