Defanti v. Allen Clark Co.
Nevada Supreme Court
Appeal from Second Judicial District Court, Washoe County; Thomas F. Moran, Judge. Action by A. Defanti against the Allen Clark Company, a corporation. From judgment for plaintiff, defendant appeals. Stockholders of a corporation are entitled to have their directors sit as a board, and are not bound otherwise, in the absence of ratification or estoppel.
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Appeal from Second Judicial District Court, Washoe County; Thomas F. Moran, Judge. Action by A. Defanti against the Allen Clark Company, a corporation. From judgment for plaintiff, defendant appeals. Stockholders of a corporation are entitled to have their directors sit as a board, and are not bound otherwise, in the absence of ratification or estoppel. Edwards v. Carson W. Co., 21 Nev. 469; Hillyer v. Overman Co., 6 Nev. 51; Yellow Jacket Co. v. Stevenson, 5 Nev. 224; City v. Bank, 36 L. Ed. 390. Officers having no authority to bind a company to a contract by directly executing it…
1Opinion of the Court
By the Court,
Sanders, C. J.:
This action was brought by a mortgagee to foreclose a mortgage executed by the vice - president and the secretary of the Allen Clark Company, a corporation formed under the laws of this state, with its seal affixed, to secure the payment of a promissory note payable to the mortgagee, respondent herein, for the sum of $3,500. The defense pleaded and relied upon at the trial by the corporation appellant to defeat the mortgage was, in short, that the debt is valid, but the mortgage given to secure it is not. The ground of this claim is that Allen L. Clark, a director…
2Cases cited6 opinions
- Jones v. Guaranty & Indemnity Co.Supreme Court of the United States · 1880
- Edwards v. Carson Water Co.Nevada Supreme Court · 1893
- Dexter Horton & Co. v. LongWashington Supreme Court · 1891
- Yellow Jacket Silver Mining Co. v. StevensonNevada Supreme Court · 1869
- Schallard v. Eel River Steam Navigation Co.California Supreme Court · 1886
1 more not listed; retrieve them via the Exa API.
3Cited by11 opinions
- Shelton v. Second Judicial District Court of the State of Nevada Ex Rel. County of WashoeNevada Supreme Court · 1947
- Foster v. ArataNevada Supreme Court · 1958
- Donoghue v. Tonopah Oriental Mining Co.Nevada Supreme Court · 1921
- Federal Mining & Engineering Co. v. PollakNevada Supreme Court · 1939
- Nevada Motor Co. v. BreamNevada Supreme Court · 1928
6 more not listed; retrieve them via the Exa API.