Imágenes de páginas

Co. L.R.A.1915D, 632, 105 N. E. 818, 212 N., under the guise of dividends upon stock Y. 121.

held by them, above the rate of dividend de10. The statutory liability to creditors clared on such stock, in accordance with the of directors of a corporation for contracting amount of stock held, and not of services debts in excess of the paid-up capital is not rendered. Godley v. Crandall & Godley Co. affected by the fact that the debt had been L.R.A.1915D, 632, 105 N. E. 818, 212 N. Y. reduced under the paid-up capital by divi- | 121. dends in bankruptcy proceeding. J. L. 16. A minority stockholder of a corporaMott Iron Works v. Arnold, L.R.A.1915D, tion may maintain an action on behalf of 1028, 87 Atl. 17, 35 R. I. 456.

the corporation to compel directors to ac

(Annotated) count for salaries voted themselves out of Subscriptions to stock.

profits for services already performed. God11. A fraudulent sale by an insolvent ley v. Crandall & Godley Co. L.R.A.1915D, bank of shares of its capital stock may be 632, 105 N. E. 818, 212 Ñ. Y. 121. rescinded by the purchaser, though action

(Annotated) in that behalf is not taken until after a 17. The majority stockholders of a correceiver for the bank has been appointed, poration who have received preferential pay. where no great length of time elapsed be- ment out of profits of the concern, through tween the sale and the receivership, the the acts of the directors, cannot ratify such purchaser did not actively participate in acts after the beginning of an action by mithe management of the bank, no want of nority stockholders to compel the directors diligence on the part of the purchaser into account for the money so misappropridiscovering the fraud or in taking steps ated. Godley v. Crandall & Godley Co. to rescind appears, and no considerable L.R.A.1915D, 632, 105 N. E. 818, 212 N. Y. amount of indebtedness, remaining unpaid, 121. accrued against the bank subsequently to 18. Directors of a corporation may, at the sale. Morrisey v. Williams, L.R.A. the suit of minority stockholders, be com1915D, 792, 82 S. E. 509, W. Va.

pelled to account for money paid one of the

(Annotated) Officers for winding up the business, where Transfer of stock.

the required majority did not agree to dis. Specific performance of contract of sale, continue the business, and the services were see Specific Performance.

destructive of the true interests of the 12. A valid gift so as to pass the equi- corporation. Godley v. Crandall & Godley table title is etfected by the delivery and Co. L.R.A.1915D, 632, 105 N. E. 818, 212 acceptance of a certificate of stock in a cor- N. Y. 121. poration with intent to pass title, but with- 19. A corporation and its directors who out any written assignment or indorsement, appropriate the good will of another coralthough the certificate is made transfer- poration through collusion with its direcable only on the books of the corporation. tors, without making compensation thereHerbert v. Simson, L.R.A.1915D, 733, 108 for may be compelled to account for its N. E. 65, 220 Mass. 480. (Annotated) value to complaining stockholders. Godley

13. A mutual irrigation ditch company v. Crandall & Godley Co. L.R.A.1915D, 632, cannot defeat an action for negligent fail. 105 N. E. 818, 212 N. Y. 121. ure to deliver water to one in possession 20. Directors of a corporation against of land under the ditch, because the shares whom an action is brought to compel an of stock representing the water to be used accounting of funds of the corporation ilon such land have not been transferred to legally appropriated by them should not be the property owner on its books; at least, compelled to account in the action for the if it has recognized the right by delivering expenses of defending it, if they had no water to the one in possession. Berg v. notice of such claim and the evidence is Yakima Valley Canal Co. L.R.A.1915D, 292, meager that they paid the expenses out of 145 Pac. 619, Wash. (Annotated) corporate funds. Godley v. Crandall & GodRights of shareholders.

ley Co. L.R.A.1915D, 632, 105 N. E. 818, Raising objection for first time on ap- 212 N. Y. 121.

peal in action by stockholders, see 21. That an act of a corporation in vioAppeal and Error, 16.

lation of the legal rights of minority stockParties defendant in suit by stockholders occurred before a complaining stockholders, see Parties, 9.

holder secured his stock does not deprive Mandamus to compel corporation to him of the right to relief if the wrong is a

permit inspection of books, see continued one. Hyams v. Old Dominion Co. Mandamus, 2, 6, 7.

L.R.A.1915D, 1128, 93 Atl. 747, Me. 14. Majority stockholders cannot vote to 22. Minority stockholders in a holding discontinue the business of the corporation corporation are entitled to the aid of equity for the purpose of turning it over to an- to compel the corporation to take into its other corporation and excluding minority own name stock which it owns, but is carstockholders from participation therein. rying in the name of individuals, thereby Godley v. Crandall & Godley Co. L.R.A. depriving itself of the right to vote the 1915D, 632, 105 N. E. 818, 212 N. Y. 121. stock at meetings of the corporations: and

15. A minority stockholder may main. it is immaterial that, because of stock intain an action on behalf of the corporation terests, the ones in whose names the stock to compel directors to account for money is standing will control the policy of the which they have distributed to employees' corporation with respect to it. Hyams v.

Old Dominion Co. L.R.A.1915D, 1128, 93 Atl. Paying expense of drainage ditch as747, Me.


sessed against county by special 23. A minority stockholder need not ap

assessments against property ownply to the directors or to the corporation

ers, see Eminent Domain. itself to take over property belonging to it which is standing in the names of inceeds of bonds issued by a county under

The legislature may divert the prodividual directors, before suing to compel it to do so, where the title has been held in statutory authority for the construction of that manner so long as to indicate a de a particular highway to the construction liberate policy on the part of the directors of other highways within the county. State and majority stockholders. Hvams v. Old ex rel. Bell v. Cummings, L.R.A.19i5D, 274, Dominion Co. L.R.A.1915D, 1128, 93 Atl. 172 S. W. 290, 130 Tenn. 566. (Annotated) 747, Me.

24. That a stockholder of a corporation COURTS. also holds stock in a rival corporation, and

Jurisdiction on appeal, see Appeal and

Error. desires to inspect its books to enable him to ascertain its prices and customers, so

Contempt of, see Contempt. that the rival may underbid it and dis

Jurisdiction to allow funeral expenses credit its work to its customers, does not

to coroner in action against him deprive him of the benefit of a by-law en

to recover property of decedent, see titling each stockholder to inspect the books

Executors and Administrators, 5. and records of the corporation at any time

As to judges, see Judges. during business hours. State ex rel. Gwinn

Judicial proceedings as privileged comv. Bucklin, L.R.A.1915D, 285, 145 Pac. 58,

munications, see Libel and Slander, Wash.

3. 25. Profits made by a railroad company

Judicial proceedings on Sunday, see by investments in stocks of other corpora

Sunday. tions, and by converting its bonds into stock,

1. The supreme court, having exclusive need not be dealt with as an accretion to jurisdiction to admit attorneys to practise capital, to be distributed among all stock law, has, independent of statutory authorholders, but may be treated as earnings, ity, the inherent power to disbar attorneys and distributed as dividends, within the for misconduct. State Bar Commission ex application of a clause in its articles of as. rel. Williams v. Sullivan, L.R.A.1915D, 1218, sociation by which the dividends to pre- 131 Pac. 703, 35 Okla. 745. ferred stock shall not exceed a specified per Real controversy. cent per annum, and therefore, when that

2. A court will not pass upon the conper cent has been paid to preferred stock, stitutionality of a statute where the same the remainder may be distributed amongst is unnecessary to a decision of the right of common stockholders. Equitable L. Assur. I recovery in the case before it. Reeves & Co. Soc. v. Union P. R. Co. L.R.A.1915D, 1052, v. Russell, L.R.A.1915D, 1149, 148 N. W. 106 N. E. 92, 212 N. Y. 360. (Annotated) 654, 28 N. D. 265. Foreign corporations.


other departments of Special appearance by foreign corpora

government. tion, see Appearance.

Acceptance of findings by public servAttachment against, as nonresident, see

ice Commission, see Public Service Attachment.

Commissions, 2. 26. A foreign corporation may hold 3. The question of the sufliciency of the stock in a domestic one under a statute pro- title of a statute is for the legislature, and viding that any corporation may purchase not for the courts, to determine. Univerand hold the stock of any corporation of sity of Mississippi v. Waugh, L.R.A.1915D, this state, and exercise all the rights of 588, 62 So. 827, 105 Miss. 623. ownership, including the right to vote thereHyams v. Old Dominion Co. L.R.A.

COVENANTS AND CONDITIONS. 1915D, 1128, 93 Atl. 747, Me.

Damages for breach of, see Damages, 1.

1. Where the right to enforce a restricCORROBORATION.

tion contained in a conveyance as to the Of accomplice, see Evidence, 49.

use of the property conveyed is doubtful,

all doubt should be resolved in favor of the COSTS AND FEES.

free use thereof for lawful purposes by the Liability of municipality for, see Mu- owner of the fee. Hunt v. Held, L.R.A. nicipal Corporations, 2.

1915D, 543, 107 N. E. 765, Ohio St.

2. A clause in a conveyance restricting

the use of the property conveyed to “resiCOUNTERCLAIM. See Set-Off and Counterclaim.

dence purposes only” does not prohibit the erection of a double or two family house on

the premises. Hunt v. Held, L.R.A.1915D, COUNTIES.

543, 107 N. E. 765, Ohio St. Liability for cost of construction of 3. An existing railroad track across bridge, see Bridges.

the property may be treated as a breach of Liability for sewer improvements, see covenant against encumbrances in a conDrains and Sewers, 1.

veyance thereof, if the purchaser was mis.



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led into the belief that the railroad had, Waiver of right. merely a leasehold interest in the right of Waiver of objection by failing to inway. Schwartz v. Black, L.R.A.1915D, 898,

clude it in motion for new trial, 174 S. W. 1146, 131 Tenn. 360.

see New Trial, 3.

2. Although one accused of murder did CRIMINAL CONTEMPT.

not consent to the waiver by his counsel, See Contempt, 1, 2, 7.

without his knowledge, of his presence at

the reception of the verdict and the polling CRIMINAL LAW.

of the jury, which was done also in the abRight to appeal in criminal case, see

sence of his counsel, yet, where it appeared Appeal and Error, 3.

that when the accused was sentenced to

suffer death he was present in court in perDue process in criminal matters, see Constitutional Law, 16.

son and by attorneys, and later, within the Statute as to use of false weight, meas.

time allowed by law, made a motion for a ure, etc., see Constitutional Law, his absence at the reception of the verdict

new trial which recited, among other things, 13; Corporations, 5, 6. As to criminal contempt, see Contempt, sel, and that his motion for a new trial

and the waiver of his presence by his coun1, 2, 7. Criminal liability of corporation, see

was refused by the trial court and that Corporations, 5, 6.

judgment atlirmed by the supreme court, -Presumptions and burden of proof in the accused will be considered as having criminal case, see Evidence, 5, 6.

acquiesced in the waiver made by his counOpinions and conclusions in criminal sel of his presence at the reception of the case, see Evidence, 24, 25,

verdict, and he cannot, at a subsequent date, Admissibility of dying declarations, see

set up such absence as a ground to set aside Evidence, 31.

the verdict in a motion made for that purEvidence as to intent, see Evidence, 33. pose. Frank v. State, L.R.A.1915D, 817, 83 Evidence of other crimes, see Evidence, S. E. 645, 142 Ga. 741. (Annotated) 37-39.

Relevancy of evidence, generally, see
Evidence, 41.

Damages for injury to, or destruction Sufficiency of proof, see Evidence, 48,

of, see Damages, 6. 49.

CROSSINGS. Admissibility of evidence under pleading, see Evidence, 50.

Injury at railroad crossing, see Rail

roads, 3. Civil liability for false arrest and imprisonment, see False Imprison

CURTESY. ment. As to requisites and sufficiency of in

Right of curtesy initiate as entitling

husband to maintain action to redictment, information and

cover wife's real estate or for inplaint, see Indictment, etc.

jury thereto, see Husband and Injunction against criminal proceed

Wife, 6.
ing, see Injunction, 1, 2.
As to criminal libel, see Libel and

Civil liability for bringing prosecution,

Levy on property in, see Levy and Seisee Malicious Prosecution. Violation of statute regulating hours

CUSTOM. of labor, see Master and Servant,

Evidence of, generally, see Evidence, 32. 2, 3. As to Sunday law, see Sunday.

A usage or custom, to be a guide in Statute as to liability for doing busi- the construction of contracts, must be uni

ness in name of person as partner form, reasonable, and generally known. who is not interested therein, see Shaw v. Ingram-Day Lumber Co. L.R.A. Tradename, 2.

1915D, 145, 153 S. W. 431, 152 Ky. 329. As to witnesses, se Witnesses. See also Adultery; Arson; Burglary; | DAMAGES.

Conspiracy; Homicide; Intoxicat- Review of, on appeal, see Appeal and ing Liquors.

Error, 18, 19. Parties to offense.

Nominal damages. 1. A woman may conspire "to commit 1. Nominal damages only can be recovan offense against the United States” with. ered for breach of covenant against encumin the meaning of the provision of the brances in a deed of real estate because of Criminal Code of March 4, 1909, $ 37, al- an existing railroad track upon the propthough the object of the conspiracy is her crty, if the track is an actual benefit to the own transportation in interstate commerce property. Schwartz v. Black, L.R.A.1915D, for purposes of prostitution, contrary to the 898, 174 S. W. 1146, 131 Tenn. 360. white slave act of June 25, 1910. United For breach of warranty. States v. Holte, L.R.A.1915D, 281, 35 Sup. 2. The measure of damages for breach' Ct. Rep. 271, 236 U. S. 140, 59 L. ed. of warranty that fertilizer contains certain

(Annotated; 'ingredients is the difference between the


zure, 1.

gage, 2.

value of the article delivered and what it | DEBT. would have been worth had it been as repre- Power of legislature to compel munici. sented. Hampton Guano Co. v. Hill Live

pality to pay, see Municipal Cor. stock Co. L.R.A.1915D, 875, 84 S. E. 774,

porations, 3. 168 N. C. 442. False imprisonment.

DEBTOR AND CREDITOR. 3. Damages for false imprisonment may Creditors of decedent, see Executors include compensation for all the natural

and Administrators, 2-9. and probable consequences of the wrong, in- As to exemption, see Exemptions; cluding injury to the feelings, fear, humilia

Homestead. tion, indignity, and disgrace, and injury to Effect of marriage of debtor and credthe person and physcial suffering, interrup

itor to extinguish debt, see Morttion of business, and loss of time from the restraint. Ross v. Kohler, L.R.A.1915D, 621, 174 S. W. 36, Ky.

(Annotated) DECEDENTS. 4. Seven hundred and fifty dollars is Administration of estates of, see Exnot excessive to allow a seventeen-year-old

ecutors and Administrators. girl of good family and reputation for arresting her without warrant and taking DECLARATIONS. her to police headquarters to interview her Evidence of, see Evidence, 26-31. with respect to the commission of a crime In pleading, see Pleading, 3, 4. of which she was ignorant, merely because her Christian name was the same as that DECREE. of the one for whom the police were looking. See Judgment. Ross v. Kohler, L.R.A.1915D, 621, 174 S. W. 36, Ky.

DEEDS. Personal injuries; death.

Covenants in, generally, see Covenants Allegations as to, see Pleading, 3.

and Conditions. 5. A carrier is liable for injury to a Effect of duress, see Duress. passenger thrown from its car through its By husband or wife to third person, sole negligence, although proper recovery

see Husband and Wife, 3. from the injury may have been prevented Given to secure usurious loan, see by the incompetency of the attending sur.

l'sury, 2. geon. Easler v. Columbia Railway G. & E. Co. L.R.A.1915D, 883, 84 S. E. 417, S. DEFENDANTS. C.

Parties defendant, see Parties, 9. Injury to real property.

6. The damages to be allowed for injury DEFENSES. to a crop by failure to furnish water from In general, see Action or Suit, 2. an irrigation ditch is the value of the crop To action for breach of promise, see at the time of the injury, to be determined

Breach of Promise, 2, 3. by its value on the land at that time, or its In mandamus case, see Mandamus, 7. value at maturity less the cost of perfecting In foreclosure suit, see Mortgage, 3. and marketing it. Berg v. Yakima Valley Canal Co. L.R.A.1915D, 292, 145 Pac. 619, DEFINITENESS. - Wash.

See Indefiniteness. Eminent domain cases.

7. The state cannot, in condemning for DEFINITIONS. its use real estate with a building thereon, Due process of law, see Constitutional refuse to pay for the fixtures attached to

Law, 7. the building, if there is nothing in the Lend, see Wills, 5. notice of condemnation to show that only a portion of the property was to be taken. DELAY. Jackson v. State, L.R.A.1915D, 492, 106 N. In rescinding contract for fraud, see E. 758, 213 N. Y. 34.


Vendor and Purchaser.


Automobile as, see Automobiles, 4.
As to electricity, see Electricity.

By municipality, see Municipal Corpo-

rations, 4.


See Negligence, 2-4.

By insurance company for autopsy, see

Insurance, 16-19.


See Pleading, 5.

Presumption and burden of proof as

to, see Evidence, 7.
Presumption as to cause of, see Evi-

dence, 12. Admissibility of declarations of person

killed, see Evidence, 30.

Equal protection and privileges as to,

see Constitutional Law, 4, 5.
1. Requiring from applicants for license

to practise dentistry an educational quali- , DISCHARGE. fication equivalent to a four-year high- Of employee, see Master and Servant, school course and graduation from a regis

4, 5. tered dental school is not unreasonable. People v. Griswold, L.R.A.1915D, 538, 106 DISCRETION. N. E. 929, 213 N. Y. 92.

Review of, on appeal, see Appeal and 2. No constitutional right of a dentist

Error, 9-12. who has practised many years in one state is infringed by requiring him, upon seeking DISCRIMINATION. a license in another state, to comply with In license tax, see License, 3. educational qualifications much higher than In water rates, see Waters, 7, 8. were required when he first began to practise. People v. Griswold, L.R.A.1915D, 538, DISOBEDIENCE, · 106 N. E. 929, 213 N. Y. 92. (Annotated) As a contempt, see Contempt, 3, 4.




Privileged communications to prosecutDEPOTS.

ing attorney, see Evidence, 27. Carrier's duty as to, see Carriers, 1422.

DIVERSION. Regulations as to, see Constitutional Of proceeds of county bonds, see CounLaw, 9, 18; Public Service Commis

ties. sions, 2. Presumption in support of order of DIVIDENDS.

Railroad Commission as to, see Evi- On preferred stock, see Corporations, dence, 4.




DIVORCE AND SEPARATION. Tax on right to take property by, see Effect of, on interest in proceeds in inTaxes, 4-6.

surance policy, see Insurance, 27. DESCRIPTION.

That a wife compelled to leave her Parol evidence of mistake in, see Evi- the intention not to return unless he sends

husband's domicil goes to another state with dence, 23. Of land in assessment for taxation, see

for her does not destroy her residence in Taxes, 1.

the state, so as to deprive its courts of juris

diction over a proceeding for divorce begun DE SON TORT.

by her under a statute requiring a year's Executor de son tort, see Executors tain such action. Miller v. Miller, L.R.A.

residence in the state to entitle one to mainand Administrators, 5, 7.

1915D, 852, 92 Atl. 9, Vt.

(Annotated) DESTINATION. Leaving passenger at, see Carriers, 5.


See Evidence, 21, 22. CERS.

DOMICIL. The statutory provisions for administration, of the state where a citizen of a

For purpose of divorce suit, see Di. foreign country dies, are not superseded by

vorce and Separation. a provision of a treaty between that country and the Federal government that, in DRAINS AND SEWERS. the event of any citizen of either country

Liability for cost of construction of dying without will in the territory of the

bridge across drainage ditch, see other, the consul of the nation to which


Assessments as the deceased may belong shall, so far as the

a taking of private laws of each country will permit, pending

property for public use without

compensation, the appointment of an administrator, take

Eminent Do

main. charge of his assets, and, moreover, have the right to be appointed as administrator 1. Where substantial benefits are asof such estate; and therefore a consul has sessed to a county on account of drainage no prior right of administration over a to the public highways, that part of the resident brother of decedent who is first i.. expenses of constructing the drainage ditch order of right under the laws of the state. apportioned to the county, corresponding Re D'Adamo, L.R.A.1915D, 373, 106 N. E. to the amount of benefits conferred, must 81, 212 N. Y. 214.

be paid by the county out of funds raised

by general taxation. Wilkins v. Hiliman, DIRECTION OF VERDICT.

L.R.A.1915D, 249, 145 Pac. 1111, Okla. See Trial, 8.

2. In the construction of a drainago DISBARMENT.

ditch, special assessment under the ConstiOf attorney, see Attorneys.

tution and laws of this state can be made


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