New-York daily tribune. [volume] (New-York [N.Y.]) 1842-1866, 1856-06-26

the law viii not require the defer i violate Asr e1.sr
viii fu psh them in Tor refuxOs smsy . s.
20 y,dent ss not 70 rsquir. further d,.us.,on '"S
will proceed however, 20 more particular exsmins:o "A
he most favorable view Of tie case VIII cc"s, ~
a. void hands only the grounds esi fraud
tanned in d. fsy Schuyler. sppointsnt rss.isr ss.n
In this the defendants Copors lon
must respond in damages upon their refusal The questio
Therefore will BE- Are they SO bound or to STATE another
tom Are the plaintiffs ston sh,s ssainst
III Compsny which Kyle their sssynor did 10. posse.s
By the Charter of this Corporation. the shares Of M capital
stock made In ch manner and 10 such places
AZ The laws should direct and the by laws declared tsa s
transfers should be in the kept The proper
oce and certificate Of the stock had bsen Asued s
tic same should be surrendered or the rsIes eeae usde
Tho certificate in question al Others deele Cd on in
face the same conditions This certificate has iG fac.
been such transfer has esen msde
The plaintiffs making their loan TO Kyle took from him
assignment and power Of attorney ~ blank ou PAID 10 fessd
70 The dions which Alone Legal title the
could be transferred OF these conditions Of eourse
am sw Zeal In this In the stock
Of Corporate Companies and do not ths, rule Of Law
squrcs equitable title the stock Of his vendor and the
vendors title osen TO no % DC s.' o' gu
rspg transfer to himself on lie books and to 5e1and
s.Ss the in equity With al ts ns
the seller but whether by transfer not made according 20 a
.ss.t the Corporation tse 10 short whether Ss tide sosd
when that OF his vendor was good for nothing.
Obligation. every description feIIes caution
the purchaser win qUr. Of hs m:asI e the sss:eo and
fer having done an estoppe VIII arise IN h favor NOT
he s. a &c
tie thereof Where there 40 sstoppel Of this s 10
cation SOUND apparent acquires
CIV better hight than bis ssshor had depeni on
be nature q 'Se e.s Oo nsramens has negotiable qus
s tben nsy In the OF negotiable inst-ameats the
zeal title Endorsement delivery Wnea they
this the further observation that ~ between equ
s.sy e. We'll the law Is in favor the party who ma 10 tie
Obligation for any good and valid reason ne ought not 70 b
bound by IT, The principle familiar tina. authorities need
il seems to me therefore, h. brought directly the
whether OF stock In the defendants
ration are negotiable the
the law 90 that BY their Ard ds!iv.
in The hand 81 the vs9S..
never recognized the transfer Th. question a y
sn.w cred the negative They contain in the FIRST piece,
SS 81 .nea 10 hF. They DO
negotiable to the bearer to the order Of the
pf 70 wns. .nss s S have
derey chow that they possess the Quality for them
n.trumsnts v6ieb no one thought to Be negotiable
But aside from the absence Of any language Of these cef
Gates which impert them negotiable character, both
the Corporation and the certdeatss con-
tain special & pu v a sos
thing extraordinary in m charter can place sSsh re-
may rot transfer good title in equity be husef pos
by any mode Of good upon principles
express the terms Of his obligation shall nosOs
BILE in commercial in which give
see no reason to doubt that corporation. possess. d.
right Have the defendants de 20 , s1RssssS them
They distinctly declared both In their by lave and the
the books the he Hence Of the peau
title. II illustration wanting Of the value Of
ever s value the restraint is lawful in it.e and one which
the Corporation had uDdoubsd right to impose do not
an outside transfer 20 that bis veadee viii acquire equity
bis rights bat that the holder Of .e and sud
SON can create tide hOste the Corporation .e would b
deny the restriction meaning or effect whatsoever
Do oe that The .
them the In ns d GTA IN Tas Con
WeLd. S4s) held that action Of sssumpst will lie
the corporation in favor Of the assignee of sk ss!.
and III. Class Of cases to which belongs prove that transfer
sds s'S s to s ia s %
the previous owner that eeps thus clothed With the squ
to S's ..is leg. transfer on the books. and ,hs; S
dill Ty an . s1~ q hi. +. s tas pssSns
.a@p.is and case have been indIaeisn.iy msnt.iusd
m os % es s sse ". 'h4 Ss d CHIEF
Ne:o. ,hs referred TO- but Is .dd. esias once
S
1S Delivery tss ss a. sa
the duty Of TIE corporation to cieths the elrtAs owner
dealer In acquires rights better Il an soss Of
The person with whom As deals seem 70 me % is quite
Of title incomplete until the proper trsnsfs lie
In tho Of Fstnsn Lobsck Il Dasr, aS no qasstios
sn 80 involving tho st' Of the corporation The dssisi9n
vs. PSsnsI Bank Pss sS and my own impression IT,.
cannot be sustained find in IL. however, nothing which
opon principle: which ASSERTED having any pscS
s application to dealing IN stocks or negotiable securities
Company IN Paige Sa5 only held Negotiable security
p sIS sPpesas on i nee % have been Say
set Issued tolsw The Of Del.ued the STATE
# Illinois: ia h Ss related 70 State ssaa: payable ::
allied Stocks but confusion Of terms should nat involve priv
In the case Of Fisher w. The Morris Canal and Backing Com
'sny Am Law Reg 49, tho question wss whether the
ss % S
ss,s .ssd for t ..,,1S.s as a
n-so.isSs :ash :sa.s thu, SafeS...r for vsss
ook them free fom equteIs between tho Company and
Oily concur in the doc rine The distinction betwss. su:h
ecuy and stock certificate, which by it's very erns not
esotsble which not security for money &C all sssms
o me is too plain to escape observation.
These tue only authorities cited il favor Of the doctrine
that direction will mention some wbch are dscssy
other wsp In the Of the Ul ion Bsnh of Geosenwn
he looks q the corporation The precise prooo.,ions dsssd
that legal title shares could be acquired except ys
bic subject 20 all the light Of
orI SrsOI sss bis sssenoI Inc San doctrine go Ss
Jon psny, % Paige $50
In the State of Connecticut there have been series ofcse
ORG still uiber The registry the books when required
y the charter or bylaws Of corporaon deemed the ORG
"ade rsarde =. in. secaa for any purpose I; Co~a sa
ID, sHi 5ib, s; h., 5s SO ugo'oas doctrine has no
that transfer Of stock made in the Prescreedh
ty.rtbee.s valid 80 as TO Pa.s IN equity ell the nsho o. ne
atios & a3 ID ed where the rule s stated and The ess
tied.
nyhins n the nature or uses Of this krd Of property whh
Oes an application Il the rules which belong to nesoses