Ball v. Tolman

Citations

• 119 Cal. 358
• 51 P. 546
• 1897 Cal. LEXIS 902

Syllabus

<p>Mining Corporations—River Mining—Use of Dredging Boat—Failure to Post Accounts—Statutory Liability of Directors.—A corporation organized under the laws of this state for the purpose of mining, which carried on mining operations in the bed of the Sacramento river, by the use of a dredging boat, and appliances for the purpose of extracting gold from the debris in the bed of the stream, is within the provisions of the act of April 23,1880, for the better protection of the stockholders in such corporations, and the fact that the purpose of the corporation was very feebly prosecuted, and that the work done was without profit, cannot dispense with or excuse the discharge of the duty of the directors to post an itemized account or balance sheet in the office of the corporation, as required by the terms of that act, and, upon their entire failure so to do, they are liable under the statute to a judgment at the suit of a stockholder for the sum of one thousand dollars liquidated damages, as penalty for the violation of that act.</p> <p>Id.—Intentional Failure of Directors—Case Distinguished—Ignorance of Law.—The case of Eyre v. Harmon, 92 Cal. 580, in reference to the necessity of a willful and intentional violation of the statute by the directors of a mining corporation, has no application where there is an entire failure of the directors to comply with the statute, and no facts of excuse are set forth, or attempted to be proved other than their ignorance of the statute.</p> <p>Id.—Construction of Statute—Penal and Remedial Act.—The act of April 23,1880, for the better protection of stockholders in mining corporations is not only penal in its nature, but it is also remedial and of much consequence and value to stockholders, and it must receive a construction with reference to its beneficent objects as well as to its penal character.</p> <p>Id.—Immaterial Evidence—Bad Faith of Plaintiff—Discharge from Ser vice—Revenge—Knowledge of Accounts.—Evidence of letters of the plai