First Trust Co. v. Miller
Wisconsin Supreme Court
Appeal from two orders of the circuit court for Milwaukee county: Oscae M. Feitz, Circuit Judge. The plaintiff was trustee in bankruptcy of the Milwaukee Motor Company and, as such was successor to all the right which such company formerly had. to recover on the alleged cause of action. April 24, 1913, and prior to the bankruptcy proceedings, there was a meeting of stockholders of the Motor Company at which all were present.
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Appeal from two orders of the circuit court for Milwaukee county: Oscae M. Feitz, Circuit Judge. The plaintiff was trustee in bankruptcy of the Milwaukee Motor Company and, as such was successor to all the right which such company formerly had. to recover on the alleged cause of action. April 24, 1913, and prior to the bankruptcy proceedings, there was a meeting of stockholders of the Motor Company at which all were present. It was called for the purpose of providing additional capital for use in carrying on the company’s business. The defendants and all stockholders understood that…
1Opinion of the CourtMaeshall, J.
The orders must be affirmed. The circumstance that each of the defendants was to receive one half the stock they promised to take does not overcome the absolute joint promise to pay therefor. If the pleading required construction to reach that conclusion, and we think it does not, the one which will sustain it should be preferred to that which would defeat it.
The point that no binding contract was made because the corporation could not contract by its stockholders, that it could only do so through its board of directors, is without merit. Technically speaking, a corporation cannot act…
2Cited by5 opinions
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