Hayden v. Perfection Cooler Co.
Massachusetts Supreme Judicial Court
Bill in equity, filed in the Superior Court on October 7, 1914, and afterwards amended by the filing of a substitute bill, by two stockholders who alleged that they brought the suit “on behalf of themselves and all other shareholders of” the defendant “corporation who shall come in and contribute to the expense of this suit,” against the Perfection Cooler Company, a Maine corporation with a usual place of business in the town of Stoughton in this Commonwealth, and five…
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Bill in equity, filed in the Superior Court on October 7, 1914, and afterwards amended by the filing of a substitute bill, by two stockholders who alleged that they brought the suit “on behalf of themselves and all other shareholders of” the defendant “corporation who shall come in and contribute to the expense of this suit,” against the Perfection Cooler Company, a Maine corporation with a usual place of business in the town of Stoughton in this Commonwealth, and five individuals alleged to be officers and directors of that corporation, and the wife of one of the five, it being alleged that…
1Opinion of the CourtRugg, C. J.
This is a suit in equity by minority stockholders in the Perfection Cooler Company against that corporation and six individuals alleged to be its directors.
It is a fundamental principle of equitable jurisdiction over suits *591by stockholders to recover against corporate officers for their wrongs committed against the corporation that they cannot be maintained by stockholders in vindication of a personal right. Such wrongs are against the corporation and have no relation to the stockholder except as he has a derivative and indirect interest. It is the corporation alone whose interests are…
2Cases cited15 opinions
- Continental Securities Co. v. . BelmontNew York Court of Appeals · 1912
- Davenport v. DowsSupreme Court of the United States · 1874
- Wallace v. Lincoln Savings BankTennessee Supreme Court · 1891
- Delaware & Hudson Co. v. Albany & Susquehanna RailroadSupreme Court of the United States · 1909
- Brewer v. Proprietors of the Boston TheatreMassachusetts Supreme Judicial Court · 1870
10 more not listed; retrieve them via the Exa API.
3Cited by37 opinions
- Demoulas v. Demoulas Super Markets, Inc.Massachusetts Supreme Judicial Court · 1997
- Spiegel v. Beacon Participations, Inc.Massachusetts Supreme Judicial Court · 1937
- Durfee v. Durfee & Canning, Inc.Massachusetts Supreme Judicial Court · 1948
- Samia v. Central Oil Co. of WorcesterMassachusetts Supreme Judicial Court · 1959
- Brown v. Little, Brown & Co.Massachusetts Supreme Judicial Court · 1929
32 more not listed; retrieve them via the Exa API.