Tanner v. Lindell Railway Co.
Supreme Court of Missouri
Appeal from St. Louis City Circuit Court. — Sow. D. D. Fisher, Judge. (1) It is beyond the power of a prosperous business corporation to convey away all of its assets without the consent of all the stockholders. Such action is a violation of the terms of the agreement between the stockholders themselves and the stockholders and the company, that the corporate property should be devoted to carrying on the corporate business.
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Appeal from St. Louis City Circuit Court. — Sow. D. D. Fisher, Judge. (1) It is beyond the power of a prosperous business corporation to convey away all of its assets without the consent of all the stockholders. Such action is a violation of the terms of the agreement between the stockholders themselves and the stockholders and the company, that the corporate property should be devoted to carrying on the corporate business. These agreements are entirely distinct from the contract between the State and the corporation, upheld in the Dartmouth College case. Cook on Corporations (4 Ed.), arts.…
1Opinion of the CourtYalliant, J.
This is a suit in equity. The plaintiffs are stockholders in the Lindell Railway Company, a corporation chartered by an act of the General Assembly approved January 26, 1864, for the purpose of constructing and operating certain lines of street railways in the city of St. Louis and the county of St. Louis. The defendants are the Lindell Railway Company, The United Railways Company of St. Louis, The St. Louis Transit Company (the two last named being street railway corporations), the St. Louis Trust Company, and certain individuals who compose the officers and board of directors of the Lindell…
2Cases cited4 opinions
- Abbot v. American Hard Rubber Co.New York Supreme Court · 1861
- Ervin v. Oregon Ry. & Nav. Co.U.S. Circuit Court for the District of Southern New York · 1886
- Bailey v. CulverSupreme Court of Missouri · 1884
- Feld v. Roanoke Investment Co.Supreme Court of Missouri · 1894
3Cited by45 opinions
- Jones v. Missouri-Edison Electric Co.Court of Appeals for the Eighth Circuit · 1906
- Rathjen v. Reorganized School District R-IISupreme Court of Missouri · 1955
- Finch v. Warrior Cement Corp.Court of Chancery of Delaware · 1928
- Bradley v. S. L. Savidge, Inc.Washington Supreme Court · 1942
- Lyle Stoneman v. United Nebraska BankNebraska Supreme Court · 1998
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