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· 2/21/1921

Thompson v. Southern Connellsville Coke Co.

Citations

  • 269 Pa. 500
  • 112 A. 533
  • 1921 Pa. LEXIS 594

Syllabus

<p>Corporations — ■Foreign corporations: — Internal management— Visitorial power — Stockholder’s hill — Equity—Words and phrases.</p> <p>1. The courts of this state will not take jurisdiction of a case involving the internal management of a foreign corporation, where the exercise of visitorial powers is requisite.</p> <p>2. By “visitation of corporations” is meant the act of examining into their affairs.</p> <p>3. A stockholder’s bill cannot be maintained against a foreign corporation and three of its directors, where it is complained that the individual defendants had organized in their own interests another corporation to act as selling agent of defendant company, and had voted in favor of a resolution to create such agency in violation of the law of the state of incorporation of defendant company, and although another company had offered to act for less commissions.</p> <p>4. Our courts will not construe a statute of another state relating to the internal management of corporations created in such state, and involving a broad question of its public policy.</p> <p>5. Such construction, if it varied from that of the courts of the other state, might create an anomalous and confusing situation.</p>

Judges: Frazer, Moschzisker, Schaefer, Schaffer, Simpson, Walling

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