Faraclas v. City Vending Co.

John E. Faraclas, an officer and director of the City Vending Company, a Maryland corporation, brought suit to compel the Company to transfer on its books twenty shares of its stock, the certificate for which, duly endorsed to him, had been tendered for transfer. City Vending Company filed an answer and counterclaim seeking delivery of the stock for cancellation, on the ground that the complainant had violated the fiduciary duty he owed the Company by acquiring the stock at a time when the Company had a declared policy to acquire it for itself. By a supplemental bill the complainant claimed…