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Articles 1 - 11 of 11
Full-Text Articles in Securities Law
Corporations - Situs Of Stock For Purpose Of Transfer
Corporations - Situs Of Stock For Purpose Of Transfer
Michigan Law Review
O, of New York, owned certificates of stock in a Delaware corporation, which were indorsed in blank. E stole the certificates and sold them to P, who purchased in good faith and sent them in for transfer on the books of the corporation. On refusal of the corporation to make the transfer, P sued in Delaware for conversion, claiming that the title was transferred under the law of New York where he purchased. Held, under sec. 72 of the Delaware General Corporation Law (Rev. Code 1915, sec. 1986) "the situs of stock in a Delaware Corporation, in a suit …
Banks And Banking - Liability Of Stockholders For Debts In Insolvencies Occurring After Transfer Of Stock, Warren W. Kennerly
Banks And Banking - Liability Of Stockholders For Debts In Insolvencies Occurring After Transfer Of Stock, Warren W. Kennerly
Michigan Law Review
The effect of the holding of the Sanders case is of special interest at the present time because of the large number of recent bank failures. This decision may possibly result in former stockholders of Illinois state banks and the heirs of former stockholders being subjected to an assessment on stock that was disposed of several decades ago. The holding is applicable only to state banks, since national banks are not subject to state regulation. It would not be surprising if this Illinois holding should be followed in Nebraska, since the latter state has already based some of its rulings …
Corporations - Obligation To Refund Dividends Paid Out Of Capital
Corporations - Obligation To Refund Dividends Paid Out Of Capital
Michigan Law Review
The general rule is fairly well established that, where dividends are paid, in whole or in part, out of the capital stock, corporate creditors, being such when the dividend was declared, or becoming such at any subsequent time, may, to the extent of their claims, if such claims are not otherwise paid, compel the stockholders to whom the dividend has been paid to refund whatever portion of the dividend was taken out of the capital stock. This, however, has been modified in the federal courts to the extent that where the dividend, although paid entirely out of capital, was received …
Corporations - New Types Of Securities Under Blue Sky Legislation
Corporations - New Types Of Securities Under Blue Sky Legislation
Michigan Law Review
The plaintiff company, in order to secure capital to finance the purchase and construction of retail gasoline stations and bulk plants in Wisconsin, proposed to sell coupon books for the sum of $35 per book. Purchases made with these coupons entitled the holder of the book to certain credits which, upon accumulation, were to be redistributed to him in cash upon presentation of coupons in the amount of 25 cents or more. Along with each coupon book there was to be issued to each purchaser a so-called good-will contract which, after stating its purpose as being to secure the good …
Corporations - Issue Of Stock
Michigan Law Review
The Eastman Kodak Company, a New Jersey corporation, entered into a contract with Vereinigte Fabriken Photagraphischer Papiere of Dresden, a German corporation, whereby it was agreed that the German company would discontinue the manufacture and sale of "Collodion papers" in North America, Great Britain, France, Spain, and Portugal and that those territories would be given over exclusively to the Eastman Company for the manufacture and sale of this paper. In consideration of this concession the Eastman Company issued 28,450 shares of its no par stock to the German company. This stock was later seized by the United States Alien Property …
Corporations -Apportionment Of Part Payment Of Purchase Price Of Stocks Bought In A Unit
Corporations -Apportionment Of Part Payment Of Purchase Price Of Stocks Bought In A Unit
Michigan Law Review
The defendant corporation entered into contracts for the sale of stock in blocks of three shares, two shares of first preferred at fifty dollars each par value and one share of second preferred at fifty dollars par value, the three shares to be sold in a unit for one hundred and thirty-five dollars. The contract contained an agreement that after six monthly payments had been made on the stock, upon default of the remaining payments the corporation would issue certificates of indebtedness for the amount paid in. In the dissolution of the corporation and the distribution of the assets, the …
Corporations - Right Of Pledgee Of Stock To Dividends Under The Uniform Stock Transfer Act
Corporations - Right Of Pledgee Of Stock To Dividends Under The Uniform Stock Transfer Act
Michigan Law Review
The plaintiff was the pledgee of stock in the defendant corporation, the record title to the stock still being held in the name of the pledgor. The defendant, without notice of this assignment, voluntarily liquidated, giving the record holder a check both for the normal dividend on the stock, which had not been paid for the current year, and for his supposed interest in the distribution of the capital assets. This action was instituted by the pledgee to make the defendant account for the money paid over to the pledgor. The applicable statute is section 3 of the Uniform Stock …
Pledge - Liability Of Pledgee For Depreciation Of Corporate Stock
Pledge - Liability Of Pledgee For Depreciation Of Corporate Stock
Michigan Law Review
The plaintiff brought suit to recover the value of a promissory note for which the defendant had pledged corporate stock as collateral security. Defendant filed a counterclaim for the depreciation in value of the stock between the time he had requested the plaintiff to sell and the time of bringing the suit. Held, that plaintiff was not liable for the depreciation of the stock since the pledgor had made no offer to pay pledgee such sum as would together with the price for which the stock could have been sold satisfy the note. People's Nat. Bank & Trust Co. …
Corporations - Restrictions Upon Transfer Of Corporate Stock
Corporations - Restrictions Upon Transfer Of Corporate Stock
Michigan Law Review
Due to the flexibility and fluctuation of proprietorship in corporations, attempts have frequently been made to restrict effectively along certain lines the free transfer of corporate stock. Such efforts have been motivated by a desire to secure a continuity of management, or to insure ownership by stockholders deemed actually advantageous to the success of the common undertaking.
Corporations - Right Of Stockholders To Compel Leave To Inspect Books Of A Delaware Corporation
Corporations - Right Of Stockholders To Compel Leave To Inspect Books Of A Delaware Corporation
Michigan Law Review
At common law an incident to the ownership of stock in a corporation is the right or privilege to inspect the books or records of the corporation. The right is analogous to that of partners to examine the records and books of the firm. However, it is not an absolute, unqualified right at common law, but one which is conditional on the good faith and proper purposes of the stockholder.
Trusts-Duty Of The Trustee To Sell Stock In A Falling Market
Trusts-Duty Of The Trustee To Sell Stock In A Falling Market
Michigan Law Review
Securities were turned over to defendant as trustee, among which were issues of common stock in two sugar companies, under the direction that the trustees were authorized to continue all investments of the testator without any personal liability in doing so. In the executor's accounting the stocks were valued per share at $22 and $12.25 respectively. In the present accounting, instituted by the beneficiary on becoming entitled to the corpus of the trust estate, the stocks had fallen to $7 and $.50 respectively. The trust company was experienced in the handling of securities and its officers were advised not to …