Wormser v. Metropolitan Street Railway Co.
New York Court of Appeals
Appeal from a judgment of the Appellate Division of the Supreme Court in the first judicial department, entered ¡November 28, 1904, affirming a judgment in favor of defendants entered upon a dismissal of the complaint by the court on trial at Special Term.
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Appeal from a judgment of the Appellate Division of the Supreme Court in the first judicial department, entered ¡November 28, 1904, affirming a judgment in favor of defendants entered upon a dismissal of the complaint by the court on trial at Special Term. In February, 1902, the president of the Metropolitan Street Railway Company communicated in writing to the stockholders of that corporation a plan for providing money (approximately $23,000,000) to pay its unfunded debt incurred in the purchase of stock of the Third Avenue Railroad Company and to defray the expense of extending its…
1Opinion of the CourtWillard Bartlett, J.
Where the objection to the acts of a corporation is that they are ultra vires, without being either mala prohibita or mala in se, a stockholder cannot maintain an action,in his own behalf based on such objection, where he himself, with knowledge of the character of the acts, has acquired and accepted pecuniary benefits thereunder. Whether his conduct in so doing constitutes an estoppel in the strict sense of that term, or a quasi-estoppel, as Mr. Bigelow puts it (Bigelow on Estoppel [4th ed.], chap. XIX), or be denominated merely an acquiescence or an election, or the assumption of a position…
2Cases cited5 opinions
- United States Ex Rel. International Contracting Co. v. LamontSupreme Court of the United States · 1894
- Robinson v. PebworthSupreme Court of Alabama · 1881
- Beebe v. DowdNew York Supreme Court · 1856
- Lyon v. BrooksNew York Court of Chancery · 1833
- Mann v. City of UticaNew York Supreme Court · 1872
3Cited by13 opinions
- Corey v. Independent Ice Co.Massachusetts Supreme Judicial Court · 1917
- Keystone Life Ins. Co. of Louisiana v. Von SchlemmerSupreme Court of Louisiana · 1908
- Prindiville v. Johnson & HigginsNew Jersey Court of Chancery · 1921
- Roth v. RobertsonNew York Supreme Court · 1909
- Attorney-General v. Interborough-Metropolitan Co.Appellate Division of the Supreme Court of the State of New York · 1908
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