Martin v. American Potash & Chemical Corp.

Southerland, Chief Justice,

delivering the opinion of the court:

The essential question presented is whether a purchase by a Delaware corporation of its own shares at private sale for retirement may be lawfully made without a pro rata offering to all holders of the class or classes of stock purchased.

The facts áre these:

American Potash & Chemical Corporation (herein “defendant”) is and for many years has been engaged in the manufacture and sale of potash and other industrial and agricultural chemicals, with properties situated on the edge of Searles Lake, a “dry” lake at or near Trona,…