Descombes v. Wood
Supreme Court of Missouri
Appeal from Johnson Circuit Court. — How. Noah M. GtvaN, Judge. (1) A corporation cannot "make an assignment for the benefit of creditors, without the consent of the stockholders. Such an act is ultra vires, and void. Epp-right v. Nickerson, 78 Mo. 482; Bank of Commerce v. Bank, 1 Harr. Ch. [Mich.] 106; Field on Corp., sec. 151; Abbott v. Hard Rubber Co., 83 Barb. 520; Brice v. Insurance Co., 3 Mo. App. 159; Buford v. H. Line Backet Co., 3 Mo.
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Appeal from Johnson Circuit Court. — How. Noah M. GtvaN, Judge. (1) A corporation cannot "make an assignment for the benefit of creditors, without the consent of the stockholders. Such an act is ultra vires, and void. Epp-right v. Nickerson, 78 Mo. 482; Bank of Commerce v. Bank, 1 Harr. Ch. [Mich.] 106; Field on Corp., sec. 151; Abbott v. Hard Rubber Co., 83 Barb. 520; Brice v. Insurance Co., 3 Mo. App. 159; Buford v. H. Line Backet Co., 3 Mo. App. 262. (2) A single stockholder may maintain an action to annul a transaction ultra vires, and may sue for himself and those similarly situated.…
1Opinion of the CourtRay, J.
Plaintiff brought this action against Joseph Brown, assignee of the Warrensburg Savings *199Bank, and against said bank to set aside a deed of assignment from tlie bank to said Brown, and to divest the assignee of all right, title, and interest, in and to the property conveyed, and to restore and invest title to, and control over, the same to the bank, and to enjoin the assignee from asserting title thereto. Since the institution of the suit, and while the same was pending in this court on writ of error, as appears by stipulation in the cause, said Brown has departed this life, and said Woods has…
2Cases cited5 opinions
- Abbot v. American Hard Rubber Co.New York Supreme Court · 1861
- Eppright v. NickersonSupreme Court of Missouri · 1883
- Chew v. EllingwoodSupreme Court of Missouri · 1885
- City of Kansas v. Hannibal & St. Joseph RailroadSupreme Court of Missouri · 1882
- De Camp v. AlwardIndiana Supreme Court · 1876
3Cited by6 opinions
- Calumet Paper Co. v. Haskell Show Printing Co.Supreme Court of Missouri · 1898
- Dodwell v. ReevesMississippi Supreme Court · 1917
- Rhea v. NewtonCourt of Appeals for the Eighth Circuit · 1919
- Webb & Co. v. Midway Lumber Co.Missouri Court of Appeals · 1897
- Bowman v. AndersonSupreme Court of Missouri · 1916
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