Von Schlemmer v. Keystone Life Ins.

Citations

• 121 La. 987
• 46 So. 991
• 1908 La. LEXIS 780

Syllabus

<p>1.Corporations — Stockholders — Action Against Corporation — Minority Stockholder. '</p> <p>Courts are reluctant to interfere with the affairs of a corporation on behalf of a minority of the stockholders, and will not do so at the suit of a stockholder who acquired his stock, with full knowledge of the conditions of which, he complains.</p> <p>2. Same — Subscription to Stock — Payment by Third Person — Effect.</p> <p>Where a son subscribed for stock in a corporation, the fact that his father furnished the' money to pay for it did not give the father any privilege in respect to it, or render him the owner of the stock.</p> <p>[Ed. Note. — For cases in point, see Cent. Dig. vol. 12, Corporations, § 232.]</p> <p>3. Corporations — Stockholders — Action' Against Corporation — Acquiring Stock for Purpose of Creating Discord —Presumptions.</p> <p>One will not be permitted to acquire an interest in a corporation for the sole purpose of fomenting discord and litigation, and the presumption is that such is his purpose when he acquires stock from his son, who had made an unsuccessful attempt to have a receiver appointed, and follows it immediately by bringing suit for a similar purpose.</p> <p>4. Estoppel — Claim or Position in Judicial Proceeding.</p> <p>A stockholder suing the corporation cannot complain of its failure to collect subscriptions to capital stock, when he himself is delinquent, and suit has actually been filed agaist him tO' compel payment, which suit he is contesting.</p> <p>[Ed. Note. — For cases in point, see Cent. Dig. vol. 19, Estoppel, §§ 165-169.]</p> <p>5. Same.</p> <p>A stockholder suing the corporation cannot complain of its failure to comply with certain requirements of law, when the question is at issue between the state and the corporation, and when the chief obstacle to such compliance comes from the course of conduct which he himself pursues, and the consequent inability of the corporation for the time being to raise the necessary capital.</p>