Smith v. Crear
This text of 177 A.D. 930 (Smith v. Crear) is published on Counsel Stack Legal Research, covering Appellate Division of the Supreme Court of the State of New York primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.
Opinion
The majority in control cannot transfer all the corporate assets to a new corporation against objection of the minority stockholders. (Schwab v. Potter Co., 194 N. Y. 409.) Stock ownership was sufficiently alleged to vest plaintiff with the right to bring a representative stockholder’s suit. Suspending the exercise of the voting power by means of deposit of the stock certificate in the corporation treasury, increases the fiduciary duty of the directors toward a stockholder, from whom they have taken an ordinary protective remedy within the corporation. The holder of such deposited stock has all the stronger grounds for equitable relief. (7 R. C. L. Corp. § 609.) The order is affirmed, with ten dollars costs and disbursements. Jenks, P. J., Mills, Rich, Putnam and Blackmar, JJ., concurred.
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177 A.D. 930, Counsel Stack Legal Research, https://law.counselstack.com/opinion/smith-v-crear-nyappdiv-1917.