Los Angeles Athletic Club v. Spires
California Supreme Court
The defendant by a written contract subscribed for stock in plaintiff corporation to the par value of two thousand five hundred dollars. Thereafter plaintiff’s board of directors passed a resolution -demanding payment of subscriptions and served notice of such demand on the defendant. Upon his refusal to pay, the present action was brought.
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The defendant by a written contract subscribed for stock in plaintiff corporation to the par value of two thousand five hundred dollars. Thereafter plaintiff’s board of directors passed a resolution -demanding payment of subscriptions and served notice of such demand on the defendant. Upon his refusal to pay, the present action was brought. A general demurrer was sustained to the complaint, on the ground that the provisions of the Civil Code relating to the levy of assessments had not been complied with. From the judgment entered in favor of the defendant the appeal was taken. The further…
1Opinion of the Court
THE COURT.
The only question demanding considerar tion that is presented by this appeal may thus be stated: Where a stock subscription contract is silent upon the ques tion, may the directors of the corporation, upon call or demand, enforce against the subscriber the full payment of the subscription and enforce his delinquency by an action in assumpsit, as could unquestionably be done at common law, or do the sections of the Civil Code, 331 et seq., enter into and become a part of such contract, with the result that calls or assessments for unpaid subscriptions can be made only upon the terms…
2Cited by5 opinions
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