Louisiana Nat. Bank v. Henderson

Citations

• 116 La. 413
• 40 So. 779
• 1906 La. LEXIS 508

Syllabus

<p>1. Corporation — Partnership — Action Against—Pleading.</p> <p>A petition, which alleges that defendants were engaged as partners in a commercial business under the name and style of a limited corporation, and in such name contracted the indebtedness sued on, discloses a cause of action, although it is further alleged that defendants attempted to organize a corporation, but, in doing so, violated the law, or did not comply with its requirements in many particulars, especially in not recording the original subscriptions and in not publishing the charter in the manner prescribed by the statute.</p> <p>[Ed. Note.—For cases in point, see vol. 12, Cent. Dig. Corporations, §§ 70-76.]</p> <p>2. Same.</p> <p>Where the only facts _ alleged as to the organization of a corporation, so called, are that there was a notarial charter, and that the same was recorded in the proper Mortgage Book, there is no basis for the contention that the petition admits the organization of a corporation either de jure or de facto; it not appearing what was the amount of the capital stock requisite for the organization, or that the same was actually subscribed or paid.</p> <p>3. Same—Estoppel.</p> <p>The fact that a creditor has contracted with a company, holding itself out as a corporation, does not necessarily work an estoppel to deny its corporate existence.</p> <p>[Ed. Note.—For cases in point, see vol. 12, Cent. Dig. Corporations, §§ 84r-87.]</p> <p>(Syllabus by the Court.)</p>