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Articles 1 - 7 of 7
Full-Text Articles in 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. …
Business Associations-Partnership-Claims Against Partner Who Asserts Infancy, Harold S. Lentz S. Ed.
Business Associations-Partnership-Claims Against Partner Who Asserts Infancy, Harold S. Lentz S. Ed.
Michigan Law Review
An adult partner sought dissolution of the partnership, contribution of monies according to the contract, determination of liabilities for debts, ascertainment of respective interests, and an accounting from the infant partner. The infant partner asserted his infancy, disavowed the contract, and moved to dismiss the action. Held, motion granted except as to plaintiffs demand for a dissolution and accounting. Sacco v. Schallus, 11 N.J. Super. 197, 78 A. (2d) 143 (1950).
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.
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 …
Corporations--Corporate Policy, The "Cure-All" For Proxy Solicitation Ailments, David M. Michaelson S. Ed.
Corporations--Corporate Policy, The "Cure-All" For Proxy Solicitation Ailments, David M. Michaelson S. Ed.
Michigan Law Review
All too often lawyers and students of law are inclined to assume that some principle or formula· has become so deeply rooted in the law that it has acquired a sanctity which gives it an all-embracive effect, a "cure-all," as it were, for legal ailments. This has been the usual approach when the question has arisen of the propriety of spending corporate funds to solicit proxies. The ever-faithful panacea has been to say, quite automatically, that where the intra-corporate contest is concerned with matters of policy as distinguished from personnel of management, then corporate funds may be used to inform …
Taxation-The Lincoln Electric Question: Must "Ordinary And Necessary" Business Expenses Be Also "Reasonable" In Amount, R. Lawrence Storms S. Ed.
Taxation-The Lincoln Electric Question: Must "Ordinary And Necessary" Business Expenses Be Also "Reasonable" In Amount, R. Lawrence Storms S. Ed.
Michigan Law Review
The United States Court of Appeals for the Sixth Circuit has recently determined in Commissioner v. Lincoln Electric Co. that the element of reasonableness is inherent in the phrase "ordinary and necessary" as used in the paragraph of the Internal Revenue Code authorizing deductions for business expenses. It will be of interest to develop the history of the case throughout its ten years of litigation, to examine some of the collateral points raised, and to attempt a critique of the merits of the court's position.