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Full-Text Articles in Law
Corporations--Liability Of Stockholder In Non-Complying Foreign Corporation
Corporations--Liability Of Stockholder In Non-Complying Foreign Corporation
Michigan Law Review
The defendant was a stockholder in the A corporation, incorporated in Indiana to go business there, but carrying on its principal business in Tennessee where It had failed to comply with a law requiring foreign corporations to domesticate; Plaintiff, a holder of a trade acceptance on which the A corporation was primarily liable, sued defendant in Indiana, liability on the trade acceptance having been incurred in Tennessee. The A corporation being insolvent, plaintiff sought to hold the defendant personally liable on the ground that the failure of the corporation to comply with domestication statutes of Tennessee made its stockholders liable …
Banks And Banking - Reorganization Under Enabling Statutes Requiring Less Than Unanimous Agreement - Effect On Special Deposits
Michigan Law Review
The plaintiff issued drafts to the defendant bank under a special agreement that they were to cover certain checks already cashed or to be cashed. When a balance of such drafts stood at $2,000 in favor of the plaintiff, the defendant bank became insolvent. A North Dakota statute provided that if eighty per cent of the deposit creditors agreed to a plan of reorganization, and such plan was approved by the state bank examiner and the secretary of the guarantee fund commission, it was to be held binding on all other unsecured creditors. Eighty per cent of the depositors of …
Equity - Election Of Remedies - Proof Of Claim In Receivership
Equity - Election Of Remedies - Proof Of Claim In Receivership
Michigan Law Review
Plaintiff sold certain chattels under a conditional sales agreement to a partnership which later went into receivership. The purchase price not having been paid, plaintiff filed a general claim with the receiver, which was allowed. Six months later, no dividend having been paid, plaintiff filed a petition to have the general claim withdrawn and a preferred one substituted, based on the title-retaining contract. The court held that by filing and allowance of the general claim plaintiff made a final election between inconsistent remedies which barred rescission and restitution of the specific property. The court held that the inexperience of plaintiff's …
Contracts - Fraud - Implied Representation Of Solvency
Contracts - Fraud - Implied Representation Of Solvency
Michigan Law Review
Defendant, a wholesale grocer, had been losing steadily for months by selling below cost, and had assets of $83,000 against liabilities of $140,000 on Nov. 21, 1929. On that date he accepted a 90-day trade acceptance drawn by claimant for cases of tomato paste which he had ordered, and which claimant now seeks to reclaim on the ground of fraud. On December 3 defendant obtained the goods, and the next day went into involuntary bankruptcy. Held, that the buyer's promise to pay implies belief in reasonable ability to pay, and that concealment of belief to the contrary is fraud …