Mechanics' Foundry & Machine Co. v. Hall
Massachusetts Supreme Judicial Court
Contract to recover the balance due on certain assessments made by the plaintiff corporation on its shares of stock standing in the defendant’s name.
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Contract to recover the balance due on certain assessments made by the plaintiff corporation on its shares of stock standing in the defendant’s name. At the trial in the Superior Court, before Allen, J., without a jury, it appeared that articles of association were drawn up, a copy of which is printed in the margin,* which were signed by the defendant and others, and the figures $5000 were set against the defendant’s name, indicating the amount of stock or number of shares which he was to take in the corporation to be formed in accordance with the articles of association. It further appeared…
1Opinion of the CourtGray, C. J.
It has long been settled law in this Commonwealth that a subscription for a certain number of shares in a corporation subjects the subscriber to those liabilities only which *274are imposed by the statute under which the corporation is organized ; and that, when the corporation is authorized by law to lay assessments upon shares, and to sell the shares for non-payment of such assessments, and a subscriber has not expressly promised to pay assessments, no such promise can be implied, so as to enable the corporation to maintain an action against him personally for the amount of an assessment or any…
2Cases cited4 opinions
- Chester Glass Co. v. DeweyMassachusetts Supreme Judicial Court · 1819
- Andover & Medford Turnpike Corp. v. GouldMassachusetts Supreme Judicial Court · 1809
- Franklin Glass Co. v. WhiteMassachusetts Supreme Judicial Court · 1817
- Low v. BlanchardMassachusetts Supreme Judicial Court · 1874
3Cited by7 opinions
- New Haven Horse Nail Co. v. Linden Spring Co.Massachusetts Supreme Judicial Court · 1886
- Planters & Merchants Independent Packet Co. v. WebbSupreme Court of Alabama · 1908
- Katama Land Co. v. JerneganMassachusetts Supreme Judicial Court · 1879
- Central Mortgage Co. v. BuffMassachusetts Supreme Judicial Court · 1932
- Hulitt v. BellU.S. Circuit Court for the District of Southern Ohio · 1898
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