Arnold v. Searing
New Jersey Court of Chancery
On final bearing. On bill, answer, replication and proofs. The bill in this case is filed by stockholders of the Passaic Steel Company against Fairchild, Searing and Bell, who, it is claimed, were the promoters of that company, to recover in its name moneys which, it is alleged, were secret and undisclosed profits made by the defendants in the process of promoting the corporation.
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On final bearing. On bill, answer, replication and proofs. The bill in this case is filed by stockholders of the Passaic Steel Company against Fairchild, Searing and Bell, who, it is claimed, were the promoters of that company, to recover in its name moneys which, it is alleged, were secret and undisclosed profits made by the defendants in the process of promoting the corporation. The facts are as follows: The Passaic Rolling Mill Company was organized in 1869 with a share capital of $200,000. It became the owner of a large plant at Paterson, and for many years conducted its business…
1Opinion of the Court
Howell, V. C.
In order to determine whether the defendants are or are not to be characterized as promoters, it is sufficient to carefully consider what they did in connection with the enterprise now under examination. They undertook to transform the securities of the rolling mill company from a stock issue to a stock and bond issue, to increase these securities from $200,000 to $1,500,000, without the addition of a dollar to the assets of the company, and to make a nearly complete change in the personnel of the real owners of the property. To effectuate this result they decided by agreement…
2Cases cited8 opinions
- Old Dominion Copper Mining & Smelting Co. v. BigelowMassachusetts Supreme Judicial Court · 1909
- Dickerman v. Northern Trust Co.Supreme Court of the United States · 1900
- Old Dominion Copper Mining & Smelting Co. v. LewisohnSupreme Court of the United States · 1908
- Hayward v. LessonMassachusetts Supreme Judicial Court · 1900
- Pittsburg Mining Co. v. SpoonerWisconsin Supreme Court · 1889
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3Cited by14 opinions
- McCandless v. FurlaudSupreme Court of the United States · 1935
- McGlynn v. SchultzNew Jersey Superior Court Appellate Division · 1966
- Bovay v. H. M. Byllesby & Co.Court of Chancery of Delaware · 1940
- Beal v. SmithCalifornia Court of Appeal · 1920
- Tilden v. BarberDistrict Court, D. New Jersey · 1920
9 more not listed; retrieve them via the Exa API.