Legal Opinion

Williams v. Parker

Massachusetts Supreme Judicial Court

Decided January 7, 1884PublishedCited by 16 opinions

Bill in EQUITY, alleging that, on August 13, 1851, certain persons named organized, under the laws of the Commonwealth, as a corporation, under the name of the Greenfield Tool Company ; that they and their successors transacted business as such corporation at Greenfield from that date until January 12, 1883; that by the St. of 1855, c. 143,* the corporation was authorized to issue preferred stock not to exceed 250 shares, giving its guaranty that each share of said stock “…

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Bill in EQUITY, alleging that, on August 13, 1851, certain persons named organized, under the laws of the Commonwealth, as a corporation, under the name of the Greenfield Tool Company ; that they and their successors transacted business as such corporation at Greenfield from that date until January 12, 1883; that by the St. of 1855, c. 143,* the corporation was authorized to issue preferred stock not to exceed 250 shares, giving its guaranty that each share of said stock “ shall receive semiannual dividends of four dollars on each share; ” that the corporation issued such preferred stock;…

1Opinion of the CourtField, J.

The question which underlies all others in this case is whether the guaranty that each share of the preferred stock “shall receive semiannual dividends of four dollars on each share ” is an absolute guaranty, or is conditional upon the earning of sufficient profits by the corporation. This depends upon the construction to be given to the St. of 1855, c. 143. No condition is expressed in the statute, and the natural meaning of the words used is, that the corporation is to guarantee to each holder of preferred stock that he shall, while the corporation does business, receive semiannual…

2Cases cited1 opinion

  1. Rutland & Burlington Railroad v. ThrallSupreme Court of Vermont · 1863

3Cited by16 opinions

  1. Crimmins & Peirce Co. v. Kidder Peabody Acceptance Corp.Massachusetts Supreme Judicial Court · 1933
  2. American Tube Works v. Boston Machine Co.Massachusetts Supreme Judicial Court · 1885
  3. Hurley v. Boston Railroad Holding Co.Massachusetts Supreme Judicial Court · 1944
  4. Field v. Lamson & Goodnow Manufacturing Co.Massachusetts Supreme Judicial Court · 1894
  5. Armstrong v. Union Trust & Savings BankCourt of Appeals for the Ninth Circuit · 1918

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