Davis v. Louisville Gas Electric Co.

The complainants are holders of Class B stock. They contest the right of the defendant to amend its certificate of incorporation in the manner proposed for two reasons — first, because the corporation is without lawful power to adopt the amendment, and second, conceding the power to exist, the changes proposed by the

amendment are nevertheless unfair, inequitable and a fraud upon the complainants, and should therefore be enjoined.

Logically the first contention should be disposed of first, because if it be well grounded the second need not be considered.

[1] First, then, has the corporation…