Gordon v. Elliman

Section 61-b of the General Corporation Law does not, in terms or in spirit, require the posting of security in every action by stockholders that challenges the conduct of directors. Concededly, it lays its burden only upon actions instituted by a shareholder ‘ ‘ in the right ’ ’ of his corporation, and yet the court is now reading into the statute a test which shifts the ground of dispute from the question of whose right is involved to that of whose conduct is attacked.

Section 61-b manifestly does not apply to actions brought by a stockholder to vindicate his personal right. Here it is…