Kuhbach v. Irving Cut Glass Co.

Citations

• 220 Pa. 427
• 69 A. 981
• 1908 Pa. LEXIS 797

Syllabus

<p>Mandamus — Alternative mandamus — Awarding writ — Waiver of irregularities — Return—Practice, C. P.</p> <p>Where the court in making an order for mandamus against a corporation inadvertently uses the word “issued” instead of “awarded,” and the prothonotary instead of issuing the writ of mandamus prepares a certified copy of the petition and order of court, which the sheriff serves upon the president of the company, the proeeedihg is wholly irregular. The prothonotary should issue a writ in the alternative form demanding the respondent to do the things required in the order of the court. Such irregularity, however, may be waived by an agreement that the paper served on the president shall be regarded as an alternative writ,'followed by a return made by the president “for himself and the other-respondents, officers of the said corporation.” It is no argument that the agreement should not be enforced, because the president would otherwise have been subject to an attachment.</p> <p>Corporations — Stockholders’ rights to inspect hooks — Mandamus.</p> <p>Where a stockholder furnishes sufficient data to warrant the conclusion that there is mismanagement and that the affairs of the company are not conducted in a proper manner and in the interests of the stockholders, he has a right to demand of the officers of the company permission to examine the books, records and accounts of the corporation so that he may protect his interests by a bill in equity or otherwise; and if the demand is refused and he makes application to the court to enforce it, a mandamus should be awarded. The mere fact that the relator in such a proceeding is a stockholder in a competing company, is not of itself sufficient to deprive him of the relief which he seeks by mandamus; nor is an offer by the defendant company to buy the relator’s stock at a price fixed by the company a sufficient answer to his demand for an inspection of the books and papers of the company.</p> <p>At common law a stockholder