Cases on the Law of Private Corporations

Cases on the Law of Private Corporations

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This historic book may have numerous typos and missing text. Purchasers can usually download a free scanned copy of the original book (without typos) from the publisher. Not indexed. Not illustrated. 1917 edition. Excerpt: ...of that act, and to turn upon the change introduced thereby. Cases cited from other jurisdictions are therefore of little assistance. The material language in the act of 1896 (P. L. 1896, p. 286) is as follows: "No corporation shall make dividends, except from the surplus or net profits arising from its business, nor divide, withdraw, or in any way pay to the stockholders, or any of them, any part of its capital stock, or reduce its capital stock, except according to this act." In the act of 1904 this section is changed so as to read as follows: "The directors of a corporation shall not make dividends except from its surplus, or from the net profits arising from the business of such corporation, nor shall it divide, withdraw, or in any way pay to the stockholders, or any of them, any part of the capital stock of such corporation, or reduce its capital stock except as authorized by law." ' Under the act of 1896 there was room to contend that the words "net profits" were intended to be synonymous_ with the word "surplus"; the language used was "from the surplus or net profits." Under the act of 1904, this contention is no longer possible; the language used is "from its surplus, or from the net profits." The evident intent of the change is to point out two funds from which dividends may be made. Although the change in language indicates that the legislature made a distinction between surplus and net profits, it does not necessarily follow that net profits mean the difference between gross earnings and what may be called operating expenses. Such profits may be called annual profits, and it may be that by net profits the legislature meant the net profits more

Product details

  • Paperback | 434 pages
  • 189 x 246 x 22mm | 771g
  • United States
  • English
  • black & white illustrations
  • 1236971728
  • 9781236971722