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hydraulic power. § 162.

insurance. § 163.

lawful purposes. § 164.

lodges: fraternities: societies. § 165.

Masonic buildings. § 166.

mining: manufacturing, etc. § 167.

navigation. § 168.

patrons of husbandry. § 169.

pipe lines. § 170.

police relief. § 171.

political clubs. § 172.

public libraries. § 173.

railroads. § 174.

rafting: booming logs. § 175.

religion: education: benevolence. § 176.

savings banks. § 177.

slack-water navigation. § 178.

soldiers' monuments. § 179.

sporting. § 180.

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toll roads: plank, gravel, macadamized, turnpike roads, etc. § 185.

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Indiana: enumeration of purposes for which corporations may be formed. § 191.
Texas: enumeration of purposes for which corporations may be formed. § 192.

2. Decisions construing particular statutes.

corporations for internal improvements. § 200.

"lawful sporting purposes.'

erection of buildings.

$201.

§ 202.

industrial pursuits. § 203.

Organization (Continued).

"for any other purpose intended for mutual profit," etc.

"other lawful business." § 205.
"beneficial or protective purposes."
"manufacturing purposes." § 207.
"works of public utility." § 208.
"pecuniary profit." § 209.

§ 206.

§ 204.

"loan, mortgage, security, guaranty, indemnity company." § 210.

3. Steps necessary to perfect organization.

corporations may be organized under general laws. § 215.

theory of the nature of a charter where the incorporation is under a general law.
§ 216.

when life of corporation commences. § 217.

distinctions between actions against the supposed corporation and actions against
the supposed corporator. § 218.

necessity of articles or certificate of incorporation. § 219.

corporate existence proved by user under an instrument of incorporation. § 220.
defective certificate not prima facie evidence of incorporation. § 221.

distinction between user under special charter, and compliance with conditions
under general law. § 222.

originals evidence where statute prescribes copy. § 223.

literal compliance with statute not necessary: substantial compliance sufficient.
§ 224.

substantial compliance necessary. § 225.

distinctions between conditions precedent and conditions directory. § 226.

illustrations. § 227.

defects in the articles or certificate which do not vitiate. § 228.

claiming more than the law allows. § 229.

provision as to expulsion of members. § 230.

specifying the objects of the association. § 231.

illustrations. § 232.

stating the place where the business of the corporation is to be carried on.

§ 233.

stating the manner of carrying on the business. § 234.

provision as to manner of payment of stock. § 235.
fatal defects not supplied by parol evidence. § 236.
acknowledgment of articles. § 237.

amendment of articles or certificate. § 238.

filing, publishing, and recording articles. § 239.

filing copy with secretary of state, etc. § 240.

illustrations. § 241.

recording in the wrong book. § 242.

fraudulent and surreptitious recording. § 243.

noncompliance with provisions directing publication of articles. § 244.

provision as to assent and approbation of a judge. § 245.

subscription of the whole amount of the capital stock. § 246.

payment of a certain amount of the capital stock. § 247.

certificate of treasury board, comptroller of currency, etc., conclusive. § 248.

letters patent of incorporation conclusive evidence of corporate existence. § 249.

Organization—(Continued).

4. Reorganization.

effect of renewal of charter. § 255.

distinction between the revival of an old corporation and the creation of a new
one. § 256.

franchise to be a corporation not the subject of a judicial sale. § 257.

statutory provisions under which the reorganized company succeeds to the fran-
chises of the old. § 258.

further statutory provisions. § 259.

these schemes of reorganization favored. § 260.

effect of reorganization after mortgage foreclosure. § 261.
special privileges of antecedent companies pass to new.
new corporations, when not liable for debts of old. § 263.
illustrations. § 264.

§ 262.

assets of old corporation liable for its debts in hands of new.
illustrations. § 266.

§ 265.

when new corporations liable for debts of old. § 267.

organization of new company does not necessarily destroy old. § 268.

stockholders bound to take notice of plan of reorganization, and to signify their

assent within the prescribed time. § 269.

members of stockholders' committee can not purchase at sale. § 270.

but creditors may combine to purchase and reorganize. § 271.

when minority of shareholders not bound by reorganization by majority. § 272.
when minority of bondholders bound by reorganization by majority. § 273.
reorganization under British and Canadian arrangement acts. § 274.
compromise arrangement must be substantially complied with. § 275.

bondholder may lose his rights by laches. § 276.

rights of holder of income bonds. § 277.

effect of transforming a partnership into a corporation. § 278.

abortive corporations reincorporated under a general law. § 279.
Ouster.

See QUO WARRANTO.

Ownership.

of real property by corporation. See CORPORATE POWERS, subd. 5.
Parol contracts.

See CONTRACTS, subd. 7.

Parties.

See ACTIONS; STOCKHOLDERS, subd. 31.

1. To actions by stockholders-plaintiff.

when a single stockholder may sue. § 4564.

when not necessary to join all the stockholders by name. § 4565.

but plaintiff must join the other stockholders or sue for them. § 4566.

suit must be bona fide for those in like interest with plaintiff. § 4567.

further of this subject. § 4568.

whether stockholder must have been such at the time of the grievances com-

plained of. § 4569.

distinction between the Federal and State rule on this subject. § 4570.
relation of the State rule to the rule against champerty and maintenance. § 4571.
when the stockholders must sue on behalf of the creditors.
426

§ 4572.

6801

Parties (Continued).

doctrine that a person not a stockholder cannot be joined with a stockholder.

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when the corporation must be made a party defendant. § 4578.

in contests between stockholders and third persons. § 4579.

exception where the corporation is dissolved or in liquidation. § 4580.
when the directors must be made parties defendant.

§ 4581.

whether the directors must be joined or may be sued separately. § 4582
whether the shareholders must be made parties defendant. § 4583.

necessary parties refusing to join as plaintiffs may be joined as defendants.

§ 4584.

when third parties must be joined as defendants. § 4585.

third persons must be joined if their interests will be affected by the decree.
§ 4586.

when third parties need not be joined. § 4587.

corporation must be brought in by process or publication. § 4588.
when stockholders allowed to defend for the corporation. § 4589.
when stockholders not allowed to appear and defend. § 4590.
when decree executed against those who were not parties. § 4591.
3. To actions by and against corporations.

corporation when a necessary plaintiff. § 7566.

corporations as joint plaintiffs. § 7567.

when corporation a defendant in actions at law. § 7568.

joinder of several corporations as defendants. § 7569.

when corporation is a necessary party defendant in equity. § 7570.

is a necessary party when holder of legal title. § 7571.

corporation when not a necessary party defendant. § 7572.

directors parties to actions affecting the trust reposed in them. § 7573.

president when a necessary party and when not. § 7574.

directors, trustees, officers, agents, etc., when not necessary or proper parties.

§ 7575.

when receivers entitled to be made parties. § 7576.

when stockholders may be parties defendant. § 7577.

further of this subject. § 7578.

stockholders for the corporation. § 7579.

statutory exceptions permitting stockholders to be summoned. § 7580.

other views as to the joinder of stockholders as defendants. § 7581.
stockholders when not necessary parties defendant. § 7582.

what objections may be raised by one having no right to plead. § 7583.

4. Miscellaneous.

to actions to enforce payment of dividends. § 2231.

to proceedings by creditors against stockholders. §§ 3481-3515.

corporation as party to suit in equity. § 4156.

Part payment.

See LIMITATIONS, STATUTE OF.

Partnership.

distinguished from corporation. § 13.

Partnerships.

See REORGANIZATION; LIABILITY; PROMOTERS.

Patrons of husbandry.

organization of. § 169.

Payment.

See DIVIDENDS; SHARES, subd. 1.

of shares of stock. See SHARES.

Personal property.

power of corporation to take, hold, and transfer. See CORPORATE POWERS,

subd. 6.

shares regarded as. § 1066.

Persons.

See CORPORATIONS.

in what sense corporations are. § 11.

corporations are persons within attachment laws. § 7790.
foreign corporations are deemed persons when. § 7900.

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manner of alleging negligence and mismanagement. § 4596.

allegations of injury or damage. § 4597.

offering to restore what the corporation has received. § 4598.

allegations of bills to set aside sales of corporate property by the directors.

§ 4599.

amending bill by corporation so as to make it a bill by the members. § 4600.
rule that legal capacity to sue must be raised by demurrer or answer.
multifariousness. § 4602.

§ 4601.

2. In actions by and against corporations.

variance in respect of corporate name. § 7608.

what variance immaterial. § 7609.

misnomer and identity in case of corporations having similar names.
variance created by using names of the trustees. § 7611.

§ 7610.

misnomer in actions by or against joint-stock companies and unincorporated

associations. § 7612.

misnomer must be pleaded in abatement. § 7613.

misnomer amendable. § 7614.

effect of amendment where corporation is sued in wrong name. § 7615.

declaring on obligations issued by corporations. § 7616.

not necessary to aver that corporation had power to make the contract sued on.
§ 7617.

qualifications of the foregoing. § 7618.

pleading of the defense of ultra vires. § 7619.

not necessary to aver election, qualification, appointment, etc., of officer or
agent. § 7620.

charter, when a private act, to be pleaded and proved. § 7621.
declarations upon statutes other than charters. § 7622.

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