Krisch v. Inter-State Fisheries Co.

Citations

• 39 Wash. 381
• 81 P. 855
• 1905 Wash. LEXIS 873

Syllabus

<p>Corporations—Stock—Re-issue—Sale by Corporation—Benefits Received—Ultra Vires. Where a promoter subscribed for stock in a corporation, which was issued to him as fully paid up, upon a nominal consideration, and he donated it to the corporation, whose trustees authorized its sale, the corporation may sell and re-issue it as fully paid up to an innocent purchaser at 10 per cent of its par value, and after receiving the benefits of the sale, the defense of ultra vires is not available.</p> <p>Same—Fraud—Sale of Stock—False Representations—Laches of Purchaser—Means of Investigation Not Open. Cne who is induced to purchase stock in a corporation through the false representations of its treasurer as to its assets, debts, and business, is not, as a matter of law, chargeable with notice of the fraud, nor guilty of laches in failing to discover it during three months service with the corporation, where the means of information were not open to him, but were fraudulently operated by the corporation, and its chief business was to make fraudulent sales of its own stock.</p> <p>Appeal—Review—Evidence—Harmless Error. In a case tried de novo on appeal, incompetent evidence will be disregarded and its admission is not ground for reversal.</p>