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Articles 1 - 12 of 12
Full-Text Articles in Securities Law
Corporations-Dissolution-Power Of Chancellor To Decree Dissolution When Deadlock Exists, John J. Edman S. Ed.
Corporations-Dissolution-Power Of Chancellor To Decree Dissolution When Deadlock Exists, John J. Edman S. Ed.
Michigan Law Review
Plaintiffs sought dissolution of defendant corporation pursuant to a statute allowing a petition for dissolution to be made to the chancellor by the holders of one-half of the voting stock upon a deadlock in management and voting shares. The evidence showed that there was no chance of compromise by the warring factions, that the corporate function could not be carried out, and that the plaintiffs' interests might be jeopardized. The chancellor held that unless a harmonious solution was effectively formulated within fifteen days after the filing of an opinion, a judgment containing appropriate provisions for a dissolution would be entered. …
Corporations-Liability Of Transfer Agent For Wrongful Refusal To Transfer Shares, Howard Van Antwerp S.Ed.
Corporations-Liability Of Transfer Agent For Wrongful Refusal To Transfer Shares, Howard Van Antwerp S.Ed.
Michigan Law Review
Plaintiff, stockholder in a mining company, sued a transfer agent of the company in conversion for its refusal to transfer plaintiff's stock into block shares. The lower court found for plaintiff. On appeal, held, reversed. There is no direct liability of a transfer agent to the stockholder for wrongful nonfeasance in delaying or refusing to transfer stock. Mears v. Crocker First Nat. Bank of San Francisco, (Cal. App. 1950) 218 P. (2d) 91.
Escheat Of Corporate Stocks And Dividends
Corporations-Voluntary Reorganization Under The Public Utility Holding Company Act Of 1935-Valuation Of Stock Option Warrant, William H. Bates
Corporations-Voluntary Reorganization Under The Public Utility Holding Company Act Of 1935-Valuation Of Stock Option Warrant, William H. Bates
Michigan Law Review
Appellant corporation submitted a voluntary reorganization plan to the Securities and Exchange Commission pursuant to sections II(h)(2) and II(e) of the Public Utility Holding Company Act of 1935. The plan consisted of two parts. The first proposed consolidation of three of the appellant's subsidiaries into a newly formed operational company. The second part provided for dissolution of the appellant corporation, with the holders of securities therein being issued stock in the new corporation to the extent of the value of their interest in the appellant corporation. All the security holders of appellant were allowed participation in the securities of the …
Federal Procedure-Jurisdiction-Diversity Of Citizenship Required In Stockholder's Derivative Suit, Morris G. Shanker
Federal Procedure-Jurisdiction-Diversity Of Citizenship Required In Stockholder's Derivative Suit, Morris G. Shanker
Michigan Law Review
Plaintiff, a citizen of New York, instituted a stockholder's suit on behalf of a New York corporation in the United States District Court for the Southern District of New York. Individual officers and directors of the corporation, all citizens of Connecticut, were charged with mismanagement and were joined with it as party defendants. Since plaintiff and defendant corporation were both citizens of New York, requisite diversity did not exist, and the district court dismissed the claim for lack of jurisdiction. Upon appeal, held, judgment affirmed. The section of the Federal Judicial Code providing that "any civil action by a …
Conflicts Of Law-Negotiable Instruments-Situs Of Bearer Bonds, Paul M.D. Harrison S.Ed.
Conflicts Of Law-Negotiable Instruments-Situs Of Bearer Bonds, Paul M.D. Harrison S.Ed.
Michigan Law Review
By a Vesting Order, the Alien Property Custodian vested in the Attorney General property of an enemy alien which consisted of a "certain debt or other obligation" underlying bonds issued by the defendant corporation. The defendant corporation was ordered to cancel the said bonds and deliver the proceeds of the redemption and accrued interest to the Attorney General. Upon the trial of the action brought by the Attorney General to enforce these demands, it appeared in evidence that the bond certificates had last been located in the Russian sector of Berlin, Germany, and were there seized by the occupying authorities. …
Corporations--Stockholders' Rights--Majority Discretion As Bar To Derivative Suit, Richard Darger
Corporations--Stockholders' Rights--Majority Discretion As Bar To Derivative Suit, Richard Darger
Michigan Law Review
Plaintiffs, minority stockholders of defendant corporation, brought an equitable action against certain directors thereof alleging the following wrongs: profits made by purchasing the corporation's notes at a discount; carrying out a plan to gain stock control; settlement of anti-trust suits out of court; excessive compensation of directors under management contracts alleged to violate anti-trust laws; paying excessive film rentals to another corporation. Plaintiffs unsuccessfully demanded that the board bring action against the directors on these grounds and then make a like demand at a stockholders' meeting. The stockholders voted not to sue, approved all actions alleged to be wrongs and …
Corporations--Stockholders' Rights--Majority Discretion As Bar To Derivative Suit, Richard Darger
Corporations--Stockholders' Rights--Majority Discretion As Bar To Derivative Suit, Richard Darger
Michigan Law Review
Plaintiffs, minority stockholders of defendant corporation, brought an equitable action against certain directors thereof alleging the following wrongs: profits made by purchasing the corporation's notes at a discount; carrying out a plan to gain stock control; settlement of anti-trust suits out of court; excessive compensation of directors under management contracts alleged to violate anti-trust laws; paying excessive film rentals to another corporation. Plaintiffs unsuccessfully demanded that the board bring action against the directors on these grounds and then make a like demand at a stockholders' meeting. The stockholders voted not to sue, approved all actions alleged to be wrongs and …
Alterations Of Accrued Dividends: Ii, Arno C. Becht
Alterations Of Accrued Dividends: Ii, Arno C. Becht
Michigan Law Review
If the present course of decisions is continued, it is a serious question whether investors can safely purchase preferred stock at a price above the common stock of the same corporation. In all frankness, such certificates should now bear on their faces a statement that they are subject to alteration in a great variety of ways, all to their detriment, and that if business is bad, losses will be visited upon them, regardless of the liquidation and other preferences which they have on paper. It seems not unlikely that corporations will find that the temporary expedients which they have adopted …
Security, Loyalty And Science, Edited By Walter Gellhorn, Malcom Sharp
Security, Loyalty And Science, Edited By Walter Gellhorn, Malcom Sharp
Indiana Law Journal
No abstract provided.
Around And Beyond The Sec-The Disenfranchised Stockholder, David C. Bayne
Around And Beyond The Sec-The Disenfranchised Stockholder, David C. Bayne
Indiana Law Journal
No abstract provided.
Alterations Of Accrued Dividends: I, Arno C. Becht
Alterations Of Accrued Dividends: I, Arno C. Becht
Michigan Law Review
When a preferred stock has cumulative dividends and the dividend period passes without payment, the dividend is said to "accrue." The meaning of the term "accrued" has been the subject of much inquiry. Since a stockholder cannot sue for an accrued dividend for the same reasons that he cannot sue for any other undeclared dividend, the term clearly does not mean what it does in the law of debt, i.e., that a cause of action has arisen. It means only that no dividend can be paid on the common stock until that dividend has been paid on the preferred stock. …