CORPORATION, Distinguished from, [The figures refer to pages] A partnership, 1, 8. A joint-stock association, 4. Its stockholders, 18. As a person, 47. CORPORATION DE FACTO, See De Facto Corporations. CREDITORS, Remedies against corporation, Against public service companies, 730, 732. By simple-contract creditors, 740, 742, 748, 751. By judgment creditors, 752. Remedies against transferee of corporate property. When transferee is a continuation of the old corporation, 758, 759, 761. At law, 778. Rights against stockholders purchasing corporate property, 798. Defense by stockholder, 808, 810. Liability of transferee of stock for future calls, 813. Liability of transferor who transfers to escape liability, 814. Liability of stockholder on stock issued at less than par, 817. Liability of stockholder who has received stock in exchange for Effect of contract relieving stockholder from liability, 827. Liability of innocent holder of stock fraudulently represented as By statute, Nature of liability, 836. Nature of action, 838, Set-off by stockholder, 841. Termination of liability, 844. Liability of stockholder after distribution, 846. Rights against officers, CRIMES, Right against officers for injury to corporation, 848, 852. See Ultra Vires Acts. CUMULATIVE VOTING, See Stockholders. DEBTS, Effect of dissolution on, 719, 725. DE FACTO CORPORATIONS, Individual liability of members, 79, 81, 88, 89, 92. [The figures refer to pages] DE FACTO CORPORATIONS-Continued. Necessity of law under which organization might have been perfected. Estoppel to deny corporate existence, 96, 101, 104. DELEGATION, Of power, see Directors. DIRECTORS, Powers and liabilities, Nature and extent of powers, 603, 604, 608. Delegation of power, 612, 615. Liability for negligence, 617, 627. Fiduciary relationship of, to company, 632, 637, 641, 644, 647, 649. Remedies against, Removal of, 652. Nature of action against, 654. DISSOLUTION, Methods of, Power of court of equity, 692. Effect of breach of condition making charter "null and void," 694. Effect of consolidation, 703. Causes for, Violation of duty not expressly made a ground of forfeiture, 706. Effect of, On judgment against dissolved corporation, 712. On contracts with the corporation, 715. On debts due the corporation, 719, 725. On title to corporate realty, 723. On creditors' rights, see Creditors. DISTRIBUTIVE SHARE, See Stockholders. DIVIDENDS, See Stockholders. EMINENT DOMAIN, As affecting amendment of charter, see Legislative Control. EQUITY, Federal equity rule 94, see Stockholders. ESTOPPEL, See De Facto Corporations; Ultra Vires Acts. EXECUTION, See Transfer of Stock. FORFEITURE, Of charter, see Dissolution. FORMATION, Steps essential to organization, Substantial compliance with law, 60, 62, 88. Acceptance of charter, Under special law, 65. Under general law, 75. Effect of failure to comply with law, see De Facto Corporations. Subscription to stock, Distinction between subscription and agreement to subscribe, 112, 114. Conditional subscription, 127. When status of stockholder arises, 135, 139, 141, 154. Conditional subscriptions, 144, 146, 150, 154. Rescission of subscription contract, 158, 161. Promoters, see Promoters. FRAUD, [The figures refer to pages] Rescission of subscription for, after insolvency, 808, 810. See Transfer of Stock. INCORPORATION, See Formation. INDEMNITY, Of director by promoter, 649. INSPECTION, Of books and records, see Formation. Of charters, see Powers and Liabilities. JOINT-STOCK ASSOCIATION, Distinguished from corporation, 4. LEASES, See Powers and Liabilities. LEGISLATIVE CONTROL, Legislative power to repeal charter, 658. Legislative power to alter or amend so as to, Take property without compensation, 665. Discriminate against a corporation in taxation, 668. Compel public service companies to render adequate service, 672. Where corporate powers may not be granted by special act, 683. As affected by the power of eminent domain, 688. LIABILITY, See Powers and Liabilities. LIBEL, Power of corporation to utter, 395. LOANS, Borrowing, see Powers and Liabilities. MAJORITY, See Powers of Majority. MALICIOUS PROSECUTION, Liability of corporation for, 390. MANDAMUS, To inspect records, 407, 409, 413. MERGER, As affecting rights of creditors, see Creditors. MORTGAGES, See Powers and Liabilities. NEGLIGENCE, Liability of directors for, see Directors. NEGOTIABLE INSTRUMENTS, See Powers and Liabilities. OFFICERS, Rights of creditors against, see Creditors. See Formation. Corporation as, see Corporation. POLICE POWER, As affecting amendment of charter, see Legislative Control. POWERS AND LIABILITIES, Interpretation of charters and franchises, 209. Implied powers, To buy real estate, 216, 219. To dispose of whole of property, 224, 226. To lease, 229, 233. To borrow money, 236. To issue and indorse negotiable paper, 241. To mortgage property, 244, 245, 248. To become surety, 254, 258. To enter into partnership, 260. To buy and sell stock in other corporations, 264, 266, 268, 273, 274, |
