Wichita Union Terminal Railway Co. v. Kansas City, Mexico & Orient Railroad

Citations

• 100 Kan. 83
• 163 P. 1067
• 1917 Kan. LEXIS 267

Syllabus

<p>SYLLABUS BY THE COURT.</p> <p>1. Purchase op Corporate Stock — Liability for Overdue Subscription Thereon. The pleadings held sufficient to present an issue whether a liability to pay an overdue subscription was imposed by the purchase of corporate stock, irrespective of any express agreement to do so.</p> <p>2. Possession op Corporate Stock — Inability for Unpaid Subscriptions Thereon. Where one has acquired possession of corporate stock under such circumstances that he is at liberty to reject the title, or to hold it, any act in his dealings with the company which shows an election of the latter course is sufficient to render him liable upon an unpaid subscription, although no transfer has been made on the books.</p> <p>3. Assets op Corporation — Sale Under Decree of Federal Court— Reservations in Decree — Jurisdiction of State Court — Unpaid Subscriptions to Stock. A reservation, in a decree for the sale of all the assets of a corporation, of jurisdiction to determine and enforce any liabilities assumed by the purchaser, does not deprive another court of jurisdiction to try out the question whether such purchaser has become liable for the unpaid subscription to corporate stock included in such assets, by having subsequently elected to be treated as the owner of such stock.</p> <p>4. Contract — Letter—Offer to Settle for Unpaid Subscription to Stock. A letter written by a committee in behalf of a railroad company to another corporation held to amount to such an offer to deliver its notes in settlement of an unpaid subscription to stock of such corporation in its possession as upon acceptance to constitute a contract.</p> <p>5. Same — Offer to Settle for Unpaid Subscription to Stock-~Not Withdrawn. A letter from the railroad company to such corporation, signifying a purpose not to continue an arrangement which would presumably make such stock of greater value to it, held not to amount to a withdrawal of the offer, the right to vote the stock and draw dividends u