Dows v. Naper

Citations

• 91 Ill. 44

Syllabus

<p>1. Corporation—estoppel of stockholder from, denying his liability under unconstitutional charier. Although a provision in a charter of a corporation giving banking privileges may be unconstitutional, still, if a stockholder has acted under it, and thereby induced or contributed to the loss of a creditor of the corporation, such stockholder will be estopped from denying his individual liability under the charter.</p> <p>2. Same —amendment of charter as affecting liability of stockholder. Where a stockholder in a corporation with banking powers is conversant with its affairs, and makes no objection to an amendment to the charter, and changes in the business consequent thereon, and participates in the benefits derived therefrom, he can not avoid personal liability to creditors on account of such amendment, but will be held to have acquiesced in the same.</p> <p>3. Same—evidence of amount and character of deposit. Where the charter of a corporation with banking powers provided that its officers, when required by any person making a deposit in the savings department of the company, shall issue certificates of deposit for the same, and made the stockholders personally responsible to depositors in such department, it is not essential to the liability of the stockholders that a certificate of deposit be given, but the amount and character of a deposit may be shown by any other competent evidence. It may be shown by the pass book given the depositor.</p> <p>4. Evidence—parol, to show one a stockholder. In a suit by a creditor of a corporation seeking to enforce the personal liability of a stockholder, the plaintiff is not required to prove the ownership of stock by record evidence, but such fact may be shown by the defendant’s admission and the testimony of the officers of the corporation.</p> <p>5. Same—to show acceptance of amendment to charter. The record or journal of the acts and proceedings of a corporation is admissible in evidence against a stockholder in a suit