Arizona weekly journal-miner., 1901-11-27
SHIRLEY VS. GREENE
Further Particulars of the De- cision Recently Rendered in the New York Appellrte Court in Favor of MT. Shir- ley.
Failure of Greene to Comply With Terms. of Contract With Shirley, Involving One Million Dollars, the Basis of Suit.

of Contract With Shirley, Involving
 One Million Dollars, the Basis of
 Suit.
 NEW YORK, Nov. 16.-A recent decision of the Appellate Division in this city in the case of Stein vs. Greene, is good example of the way in which courts, to promote substan- tial justice, modify the technical rules of law to conform to existing conditions. Under the attachment laws which authorize the property of nonresident to be attached for the purpose of satisfying a claim made against him in the courts of this state it is of course fundamental rule that only property can be seized that is actually within the jurisdiction of the court by being within the territorial limits of the state and as a corrallary to this it had become an established rule that the stock of a foreign corporation could not be attached here because in contemplation of law it was not property within this state but property within the state in which the corporation was organized. This rule worked very well as long as corporations were organized in the state in which they actually carried on their business, but under the re- cent method of incorporation by which corporations were organized in states where they actually carried on no business and had no offices, a different question came to be pre- sented. Moreover, under the laws of some states a corporation could be organized there without keeping its stock books in the state or having any officer or director a resident there. Under the state of West Virginia a corporation may designate as its principal place of business a place outside of West Virginia and have its offices, stock books and transfer agent and all the apparatus for doing business. The Appellate Division has just held in the case of Stine vs Greene that where a West Virginia corporation has it's principal place of business in New York City, the stock in the company belonging to non resident stockholder, however, can be attached in a suit in New York courts by serving the statutory notice upon the officers of the company at their residence. This decision seems to be in accordance with good sense and justice and seems to be satisfactory to the ordinary business practice. The facts brought out in this case also show the methods that were adopted to put the stock of the Greene Consolidated Copper com pany upon the market. The suit was brought by Marcus Stine as assignee of James Shirley against William c. Greene, for the breach ofacontract to pay commission on the sale of stock in the Greene Consolidated Copper company. The complaint alleges that on November l, 1899, William c. Greene was the owner of 450,OOO shares of the Greene Consolidated Copper company's stock and made an agreement in writing with James Shirley to sell 100000 shares of the stock upon an agreement to give him one share of stock for each share sold by him at par. The contract with Mir. Shirley, as set forth in the com plaint, is as follows:
 NEW YORK, November l, 1899. MT. James Shirley, Hotel Waldorf Astoria, New York, N. r., Dear Sir:- If you make the sale of the stock in the Greene Consolidated Copper com pany in accordance with the letter given to you this date, which letter is here unto annexed and made a part of this letter, for every share you sell in accordance with and under the terms of said letter, I will give you one share of stock in the Greene Con- solidated Copper company for each share so sold by you in accordance with such letter. Yours Truly,
 William c. Greene.
 The letter authorizing the sale of the stock contains the following:
 NEW YORK, November l, 1899. MT. James Shirley, Hotel Waldorf Astoria, New York, N. Y., Dear Sir I hereby authorize you to sell and dispose of 5000 shares of the capital stock of the par value of S10 per share of the Greene Consolidated Copper company, which company is organized under the laws of West Virginia, with capital stock of S5,- 100000. This stock is the treasury stock of the Greene Consolidated Copper company. For every share of treasury stock which you are au- thorized to sell that you sell at the par value will give as a bonus to the purchaser thereof, one share of the stock of said company. I fur ther authorize you to sell in addition to the 50,0O0 shares above mentioned, 5O,0O0 other shares of my individual stock which own in said Greene Consolidated Copper company, upon the same terms and conditions.
 The complaint alleges that Shirley found purchaser for 100000 shares of the stock on the terms mentioned, the purchaser being Marcus Stine, the plaintiff in the action, who ten dered the purchase price to Greene and demanded the delivery of the stock, and thereby Shirley became entitled to receive 100000 shares of stock in the Greene Consolidated Copper company. That Greenerepu- diated the contract and refused to deliver the stock or to pay Shirley's commission. It is alleged that the value of these 100000 shares of stock to which MT. Shirley became entitled and his commission is S1 100000. The action was brought and attach ment levied upon Greene's stock in the Greene Consolidated Copper com pany. It is this attachment that has now been sustained by the Appellate Division.