Railway Company v. Allerton
Supreme Court of the United States
Appeal from the Circuit Court for the Northern District of Illinois; the case being'thus: The Chicago City Railway Company was a corporation owning a street railroad in Chicago.
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Appeal from the Circuit Court for the Northern District of Illinois; the case being'thus: The Chicago City Railway Company was a corporation owning a street railroad in Chicago. The directors of the company, without consulting the stockholders or calling a meeting of them, resolved to increase the capital stock of the company from $1,250,000 to $1,500,000. To this one Allerton, who was a stockholder, objected, and filed a bill praying for an injunction to prevent the increase. His position was that it could not be lawfully made without the concurrence of the stockholders, and in support of…
1Opinion of the CourtJustice Bradley
delivered the opinion of the court..
Without attempting to decide the constitutional question, or to give a construction to the act of the legislature, we are satisfied that the decree must be affirmed on the'broad, ground that a change so organic and fundamental as that of increasing the capital stock of a corporation beyond the limit fixed by the charter cannot be made by the directors alone, unless expressly authorized thereto. The general power to perform all corporate acts refers to the ordinary business transactions of the corporation, and does not extend to a reconstruction of the body…
2Cited by64 opinions
- Scovill v. ThayerSupreme Court of the United States · 1882
- Kent v. . Quicksilver Mining Co.New York Court of Appeals · 1879
- People v. . BallardNew York Court of Appeals · 1892
- Nashua and Lowell Railroad v. Boston and Lowell RailroadSupreme Court of the United States · 1890
- Duke v. ForceWashington Supreme Court · 1922
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