Cooper v. Eastern Horse & Mule Co.

Citations

• 12 Del. Ch. 210
• 110 A. 666
• 1920 Del. Ch. LEXIS 15

Syllabus

<p>In the absence of explanatory facts to the contrary, possession of certificates of shares of stock of a company imports the relation of stockholder, with all of its consequences.</p> <p>An amount due a company for stock issued and not paid for is an asset of the company for the benefit of the creditors, when it is insolvent; a liability of the stockholder recognized by General Corporporation Law, § 20, binding the stockholder to pay up to the par value of his stock what is needed to pay the company’s debts; a liability enforceable by a bill in Chancery brought by the receiver under which assessment may be made.</p> <p>The right of a holder of stock not paid for to set off a debt due him from the company ends when the company becomes insolvent, for the liability to pay for the stock is for the benefit of the company’s creditors.</p> <p>When a stockholder files with the receiver of the company, it being insolvent, a claim as creditor and owes the company on his shares more than the amount due him from the company, he is not entitled to any of the assets of the company when they are insufficient to pay in full the other creditors of the company.</p>