Parties (Continued). doctrine that a person not a stockholder cannot be joined with a stockholder. § 4573. 2. Parties defendant. general considerations. § 4577. 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. necessary parties refusing to join as plaintiffs may be joined as defendants. when third parties must be joined as defendants. § 4585. third persons must be joined if their interests will be affected by the decree. when third parties need not be joined. § 4587. corporation must be brought in by process or publication. § 4588. 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. § 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. 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, in what sense corporations are. § 11. corporations are persons within attachment laws. § 7790. foreign corporations are deemed persons when. § 7900. Pipe lines. organization of pipe line company. § 170. Pleadings. See ACTIONS; PROCEDURE. 1. In actions by stockholders. manner of alleging fraud. § 4595. 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. multifariousness. § 4602. 2. In actions by and against corporations. variance in respect of corporate name. § 7608. what variance immaterial. § 7609. § 4601. misnomer and identity in case of corporations having similar names. § 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. qualifications of the foregoing. § 7618. pleading of the defense of ultra vires. § 7619. not necessary to aver election, qualification, appointment, etc., of officer or charter, when a private act, to be pleaded and proved. § 7621. Pleadings-(Continued). statements before justices of the peace. § 7623. pleading in actions on by-laws. § 7624. declarations against corporations for improper or abusive exercise of statutory corporations plead and answer, how. § 7626. non-joinder of corporation plaintiff pleadable in abatement. § 7627. corporation may plead to the jurisdiction by attorney. § 7628. stage of proceedings at which it may so plead. § 7629. plea of the dissolution of the corporation. § 7630. plea of non est factum by a corporation. § 7631. verification of pleadings by corporations. § 7632. allegation of citizenship of corporations for purposes of Federal jurisdiction. 3. Miscellaneous. In quo warranto proceedings. See QUO WARRANTO. in action by corporation for assessments. §§ 1823-1835. questions of in actions to charge stockholders. §§ 3625-3645. questions of in creditors' suit. §§ 3526-3533. estoppel to plead ultra vires. §§ 6015-6024. Pleas. See PLEADINGS. of dissolution of corporation. § 7630. of non est factum by a corporation. § 7632. Pledgee. See PLEDGES. of shares, remedies of. § § 2656. Pledges. See MORTGAGES; SHARES. 1. Of shares, nature and incidents of the contract. nature of a pledge: delivery essential. § 2615. distinction between a pledge and a mortgage of shares. § 2616. mortgage of shares with possession retained by mortgagor. § 2617. title how vested after a pledge. § 2619. sense in which an equitable title passes to the pledgee. § 2620. notice to the corporation not necessary to a valid pledge. § 2621. pledge of corporate stock must be in writing. § 2622. absolute transfer may be shown by parol to be a pledge. § 2623. incidental rights of the pledgee. § 2624. effect of pledge upon lien of corporation. § 2626. construction of particular agreements of pledge. § 2627. illustration of an instrument held to be neither a pledge nor a mortgage. §2628. status of the pledgee where the debt has been paid. 2629. 2. Validity as against third parties. assignment in pledge without delivery not good against creditors without notice. § 2633. rights of attaching creditors of pledgor. § 2634. Pledges-(Continued). illustration of an attempted pledge by a writing not good against a judgment creditor. § 2635. power of a pledgee to pass title to innocent purchaser. § 2636. purchasers with notice take subject to rights of pledgor. § 2637. what imports notice: addition of the word "trustee." § 2638. lis pendens. § 2639. 3. Returning the identical certificate. a right to shares is not a right to certificates of a particular number. § 2642. illustration: pledgee returning similar shares, though not the identical certifi- analogous holdings as to the identity of shares. § 2646. distinction between shares of stock pledged to secure a debt and fungibles in rule not applicable to the case of shares of different values or kinds. § 2648. custom to re-hypothecate or otherwise use the pledge. § 2650. doctrine that pledgee bound to return identical certificate. § 2651. grounds of these conflicting theories. § 2652. pledgee no right to sell before maturity. § 2653. 4. Enforcing the contract. ordinary remedies of pledgee. § 2656. his right of action. § 2657. effect of the statute of limitations. § 2658. right of pledgee to sell stocks or bonds. § 2659. whether the pledgee bound to sell. § 2660. pledgee bound to use diligence in realizing upon the security. § 2661. must not sell more than necessary to pay debt. § 2662. whether a mortgagee is bound to see to enforcing contract of sale. § 2663. when the pledgee must collect and not sell. § 2664. interpretation of express powers of sale. § 2665. express authority as to sale excludes implied authority. § 2666. effect of authority to sell at board of brokers. § 2667. notice and mode of sale. § 2668. doctrine that where the pledgee purchases the pledge at his own sale there can be no conversion. § 2669. power to sell without notice not a power to sell without demand. § 2670. custom of selling at private sale without notice void. § 2671. this right to notice may be waived by contract. § 2672. notice to redeem not necessary where time of payment fixed. § 2673. circumstances dispensing with special notice. § 2674. pledgor cannot require sale to take place at any particular time. § 2675. rights of the parties in the case of a sale of the pledge pending an appeal and before reversal. § 2676. pledgee cannot purchase at his own sale. § 2677. equitable relief in such case to pledgor. § 2678. Pledges-(Continued). pledgee can purchase at a judicial sale. § 2679. sale of the securities under a decree of court. § 2680. 5. Action by pledgor for conversion. tender of amount by pledgor not necessary to action. § 2684. but pledgee may recoup such indebtedness. § 2685. pledgee may show that the transfers were fictitious. § 2686. pleading precedent of a good count in trover for a share certificate. § 2687. measure of damages in such cases. § 2689. Police power. Exercise of over corporations. general statement. § 5470. nature and extent of the police power. § 5471. in respect of the police power corporations stand on the same footing as indi- the police power extends to the reasonable regulation of corporations. § 5473. and to compelling the performance of their public duties. § 5476. illustrations of unreasonable police regulations of corporations. § 5479. exercised within wide limits of legislative discretion. § 5480. this power not in conflict with the exclusive power of Congress to regulate inter. restricting or prohibiting the manufacture and sale of intoxicating liquors. § 5482. punishing the sale of adulterated foods and drinks. § 5483. regulation of water supply in cities. § 5484. prescribing fire limits in cities. § 5485. control of cemeteries. § 5486. excluding cattle infected with contagious diseases. § 5487. suppression of gambling, lotteries, etc. § 5488. abrogation of lottery franchises. § 5489. employment of women and children, and limiting hours of labor in factories. § 5490. regulation of contracts between employer and employé. § 5491. decisions overthrowing such statutes. § 5492. further of these decisions. § 5493. continued. § 5494. decisions affirming such statutes. § 5495. whether the legislature can exercise this power under a reserved power of alter- lsborers' lien laws. § 5497. regulations of corporations using agencies protected by United States patents. |