O'Neil v. Wolcott Mining Co.

Citations

• 174 F. 527
• 27 L.R.A.N.S. 200
• 1909 U.S. App. LEXIS 5215

Syllabus

<p>1. Corporations (§ 15ft*>— Transfer op Stock — .Tusttficattox op Refusal —Adverse Clatm ok Protest , Insufficient — If acts Establishing Reasonable DOUBT OF RrailT ESSENTIAL.</p> <p>The existence of facts known to the corporation, which at least raise a reasonable doubt of the right of a demandant who presents a clear prima facie case for a transfer, are requisite to justify a refusal of his reouest by the- corporation.</p> <p>An adverse claim or a protest is insufficient unless supported by facts which show some reasonable probability that it is well founded.</p> <p>(Ed. Note. — For other eases, see Corporations, Cent. Dig. §§ IBS, 489; Dec. Dig. § 130.* 1</p> <p>2. Corporations (§ 130*)- — Duty to Teaxsffb Imposed ox Corporation by Request of Vendor axd Purchaser Before Contrato of Salk is Complete.</p> <p>The request of a purchaser and an intermediate owner, parties to a contract of sale, accompanied with the certificate properly assigned by the stockholder of record, as effectually imposes tlio duty upon the corporation to transfer the stock where the transfer is a condition of the performance of the contract of sale as a request by the transferee after the . sale is completed.</p> <p>[Ed. Note.. — Por other cases, see Corporations. Cent. Dig. §§ 488, 481): Dec. Dijt. § 130.* 1</p> <p>3. Corporations (§ 141*) -Estoppel — Unregistered Assignments of Stock Estop Assignors Although Statutes Require Transfers ox Corporation Books.</p> <p>Notwithstanding provisions in statutes, charters, or by-laws to the effect that transfers of stock shall be void unless made on the books of corporations, stockholders are estopped by their delivery of certificates of their stock indorsed with blank assignments and powers of attorney from claiming any title to or interest in their stock as against bona tide purchasers thereof from those to 'whom such stockholders have delivered such certificates.</p> <p>Section 508, Mills’ Ann. St Rev. Sux®. Colo., is subject to this rule.</p> <p