Dreifus v. Colonial Bank & Trust Co.

Citations

• 123 La. 61
• 48 So. 649
• 1909 La. LEXIS 673

Syllabus

<p>1. Corporations (§ 201*) — Stockholders— Management of Corporate Affairs — Interference by Court.</p> <p>In a contest among shareholders of a corporation over the management of its affairs, the corporate charter is the law under which they must proceed, and the majority must control, and such control will not be interfered with 'by the courts, unless the majority does something it has no right to do.</p> <p>[Ed. Note. — For other cases, see Corporations, Cent. Dig. §§ 765, 766, 774, 775; Dec. Dig. § 201.*]</p> <p>2. Banks and Banking (§ 71*) — Insolvency —Right to Appoint Liquidators.</p> <p>Where the charter of a bank gives the right -to the shareholders to control the liquidation of the bank, the officers of the hank, including the board of directors, are without authority to surrender such right, and a request by the shareholders, made to the court, to confirm their action in appointing liquidators, is not a renunciation of their right to select liquidators, hut is an ■affirmance of it.</p> <p>[Ed. Note. — For other cases, see Banks and Banking, Cent. Dig. § 143; Dec. Dig. § 71.*]</p> <p>3. Banks and Banking (§ 71*) — Dissolution — Election of Liquidators.</p> <p>Rev. St. | 687, provides that stockhold•ers at a general meeting convened for that purpose may dissolve the corporation with the assent of three-fourths of the stock represented ■at such meeting. The articles of incorporation of a bank provided that “said association may be dissolved with the assent of two-thirds of the capital stock represented at a general meeting -of the stockholders convened for that purpose.” Held, that the election of liquidators of a bank by all the stockholders present at a stockholders’ meeting is not invalid, because the election was not supported by three-fourths of the entire stock.</p> <p>[Ed. Note. — For other cases, see Banks and Banking, Cent. Dig. § 143; Dec. Dig. § 71.*]</p>