Shaw v. Carr

Citations

• 93 Wash. 550
• 161 P. 345
• 1916 Wash. LEXIS 1226

Syllabus

<p>Corporations — Stock—Sale — Rescission — Fraud — Evidence — Sufficiency. A rescission of sale of stock for fraud is properly refused where it is not shown by clear and convincing evidence that plaintiffs were overreached in a business venture which they believed would be successful after full opportunity to investigate and after full inquiry.</p> <p>Same — Capital Stock — Impairment — Gift to Corporation — Validity. Where promoters of a corporation had received all of the stock as fully paid up in consideration of rights and property transferred to the corporation, they may lawfully make a gift of part of the stock to the corporation to be sold for its benefit as treasury stock; and such return of stock is not void as an impairment of the capital stock in violation of Rem. 1915 Code, § 3697.</p> <p>Same — Sale of Stock — Rescission — Fraud — Evidence — Sufficiency. Evidence that a company failed to meet its expectations as to the practicability and salability of a machine does not warrant a finding of fraud in the sale of stock, where there was other evidence that the machines were practicable and that the failure of the company was due to want of sufficient working capital.</p>