Keller v. Eureka Brick Machine Manufacturing Co.
Missouri Court of Appeals
Appeal from the St. Louis City Circuit Court. — IIon. Daniel D. Fisher, Judge. Any agreement on the part of defendant to issue to plaintiff an original certificate would be ultra ñires. First. Because it is the common-law duty of a corporation to refuse to transfer stock until the original certificate is surrendered. Morawetz on Corp., sec. 186, p. 184; Smith n. Mining Co., 1 Nev. 428. Second.
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Appeal from the St. Louis City Circuit Court. — IIon. Daniel D. Fisher, Judge. Any agreement on the part of defendant to issue to plaintiff an original certificate would be ultra ñires. First. Because it is the common-law duty of a corporation to refuse to transfer stock until the original certificate is surrendered. Morawetz on Corp., sec. 186, p. 184; Smith n. Mining Co., 1 Nev. 428. Second. Because the by-law of the company printed on the face of its certificate forbids a transfer without surrender of the original certificate. See Taylor on Law of Private Cor. [ 1 Ed.] sec. 594, p. 446;…
1DissentBiggs, J.
( dissenting). — I concur in the reversal of the judgment for the reason only, that the circuit court failed to require the plaintiff to give a bond. This was a condition precedent to plaintiff’s right to relief.
According to my view, the treatment of the legal questions in the opinion is unsatisfactory, and utterly fails to meet the exigencies of the case. The conclusion is that Keller is entitled to duplicate certificates, but that it Should be stated in them, that they had been issued in pursuance of a decree of the circuit court in •this case, wherein it had been ascertained that the…
2Cases cited14 opinions
- Shaw v. SpencerMassachusetts Supreme Judicial Court · 1868
- New York & New Haven Railroad v. SchuylerNew York Court of Appeals · 1865
- Cushman v. Thayer Manufacturing Jewelry Co.New York Court of Appeals · 1879
- Chew v. Bank of BaltimoreCourt of Appeals of Maryland · 1859
- St. Louis Perpetual Insurance v. GoodfellowSupreme Court of Missouri · 1845
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