Frank v. Wilson & Co.

The Chancellor :

This case is before this court on a demurrer to the complainants’ bill, on the ground of acquiescence or loches. Wilson & Co., Inc., the defendant, amended its certificate of incorporation at a stockholders’ meeting, held on February 19th, 1935. That amendment was filed in the office of the Secretary of State on February 23rd, of that year, and, therefore, became effective on that date. By that charter amendment, Wilson & Co. radically changed its financial setup by reclassifying its stock and capitalizing its surplus and undistributed profits. Under the plan adopted, the…