Hollywood Turf Club v. Daugherty

Petitioner, a corporation engaged in horse racing enterprises, was organized in 1935, with an authorized capital of 5,000 shares of non par value common stock and 5.000 shares of preferred stock with $100 par value. Its articles were amended from time to time increasing the number of shares culminating in 1947 with an authorization for 60.000 shares with a par value of $100 per share.

Prior to 1947 the corporate securities act gave the corporation commissioner power to prevent the further sale of securities by a corporation when such sale would be “unfair, unjust or inequitable,” and…