Hessig-Ellis Drug Co. v. Wilkerson

Citations

• 115 Miss. 668
• 76 So. 570

Syllabus

<p>1. Coepoeations. Failure to report organization. Liability as partners. Statute.</p> <p>Notwithstanding a corporation on account of its defective organization in failing to report to the secretary of state in thirty days after its organization is only a de facto corporation and notwithstanding its right to do business as such is questionable-only by the state in a direct proceeding, this does not relieve its stockholders from liability to its creditors under Code 1906, section 930, providing that should such report be not made within thirty days from the time of the organization, the charter granted shall be null and void and all persons 'doing business thereunder shall be deemed and held to be partners and liable as such. ___</p> <p>2. Coeporations. Failure to report organisation. Liability of stockholders as partners. Statute. Doing business.</p> <p>Under Code 1906, section 930, providing that all persons doing business under the charter of a corporation whose organization is not reported to the secretary of state in thirty days after its organization, shall be deemed to be partners and held liable as such, the stockholders of such corporation including one who bought his stock after the company had lost its right to-do business because of its failure to report the organization to the secretary of state are liable to creditors since all did the business of the corporation in contemplation of law as well as its officers and agents.</p>