Maryland Reports; Cases Adjudged in the Court of Appeals of Maryland Volume 44

Maryland Reports; Cases Adjudged in the Court of Appeals of Maryland Volume 44

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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. 1877 edition. Excerpt: ...Suit was brought against Charles, as shareholder of the corporation, by one of its creditors under the personal liability Act of the Legislature of Massachusetts, and it was held, that as the shares of stock had been re-transferred under a stipulation, which formed part of the original contract between the parties, Charles Burnham was not liable, notwithstanding the re-transfer had been made for the purpose of avoiding liability under the Act. The case was heard by five of the six judges of the Supreme Court of Massachusetts, and Judge DEWY, in delivering the opinion of the Court says, "as to the second question, the right of the defendant to re-transfer to Joseph Burnham the eleven shares, and thus divest himself of subsequent liability arising from his holding stock, the contract between the parties made at the time of the transfer, authorizing such re-transfer at the election of the parties at any time within two years, becomes material, and we are of opinion that, under the agreement made at the time of the transfer, and the retransfer being only an act in execution of it, it is not obnoxious to the charge of having been done in fraud of creditors, although its leading object and purpose might have been, on the part of the defendant, to avoid liability as a member of said corporation. It is unnecessary to consider, therefore, the general question how far persons owning shares in a manufacturing company, may, by transferring them to some third person, with a view to avoid liability as such owner, to the creditor, effectually do so in the absence of such original contract for a re-transfer. " In this case, it was part of the original contract between Bayne & Co. and the appellees, that the latter should sell the more

Product details

  • Paperback | 234 pages
  • 189 x 246 x 12mm | 426g
  • United States
  • English
  • black & white illustrations
  • 1236901398
  • 9781236901392