Vick v. Lane, Hazlehurst & Co.

Citations

• 56 Miss. 681

Syllabus

<p>1. Creditors’ Bill. Against corporation and stockholders. Necessary parties.</p> <p>In a proceeding by judgment-creditors of an insolvent corporation, for the purpose of compelling stockholders to pay up the amounts clue on their subscriptions to the capital stock, and to have the same appropriated to the judgments of such creditors, all of the solvent stockholders of the corporation within the jurisdiction of the court must be joined as defendants, except where there are so many as to justify the allegation that they are too numerous to be all made parties.</p> <p>2. Same. Parties. Decree. Case in judgment.</p> <p>Two judgment-creditors of an insolvent corporation filed a bill in chancery, for themselves and all other such creditors who might come in, against the corporation and three of its stockholders, alleging the insolvency of the corporation, and praying for ah account of the balances of subscription due by the defendant stockholders, and for the appropriation of the same to the judgments of the complainants and of others who might come into the case. The hill alleged that all of the solvent stockholders of the corporation were made defendants, hut the answer developed the fact that some had been omitted-The bill was dismissed as to one of the complainants, and, without any other change in the pleadings, the court rendered a decree in 'personam and in solido against the three several defendant stockholders. Held, that the decree is erroneous.</p> <p>3. Insolvent Corporation. Liability of stockholders. Remedy of creditors. Sect. WS, Code 1871.</p> <p>Sect. 2413 of the Code of 1871 provides that, “in all joint-stock corporations, each stockholder shall he individually liable for the debts of the corporation, contracted during his ownership of stock, for the amount that may remain due or unpaid for the stock subscribed for by him, and may be sued by any creditor of the corporation,” etc. Under this section, each stockholder is severally liable to, and may be