Delaware gazette and state journal. (Wilmington, Del.) 1883-1902, 1902-03-06
THE DELAWARE SURETY CO.



Forfeiture of It's Charter.
The question Of the forfeiture of the
charter of the Delaware Surety Co
was argued before the Superior Court
Saturday by VIM. S. Hilles and David
4. Marvel for the company, and
Attorney General Herbert Ii. Ward and
Walter III. Hayes, for tho State which
brought the proceedings. In his pc
tition, the attorney general presented
the information that the company had
filed with the secretary of State
certificate of the payment of capital
stock, which certificate is alleged to
have been false, and on that ground
the State seeks to have the oompany's
charter forfeited. This is the company
which furnished security on one or
more of the Heinze suits over mining
property in Montana
Mr.. hilles in his brief held that the
charter should not be forfeited for the
following reasons:
There being an adequate remedy pro-
vded by the law, the severe remedy Of
forfeiture should not he imposed by
the court.
The cause assigned in the petition,
if true, is not Il ground for the for
fixture.
That the public has no such interest
in the certificate as will make the
filing of false certificate a cause of
forfeiture.
The courts are very loath to forfeit
the charter of corporation, unless u
plain case is made requiring the exer-
else of this drastic relief
In this State the Legislature has not
made either the filing of the certificate
in question or the filing of true
certificate condition of the existence
of the corporation on the contrary it
has provided that if such certificate is
not filed within 30 days after written
request SO to do, the officers jointly
and severally shall be liable for all
debts of the corporation. 1t is pro-
vided that if u corporation created
under this act shall knowingly give
out any written statement or report of
the condition or business of the cor
poration that is false, it shall be
liable for any loss or damage there
from.
As thorough an examination of the
books as we have been able to make
dlscloses no case in which the charter
of corporation has been forfeited be-
cause of the filing of a false certificate
which was not made condition of the
existence of the corporation.
There is no allegation in the petition
that the stock of the corporation has
not since the filing of the certificate
been paid in cash in full, or that the
corporation is falsely holding itself
out to the public as possessing CAPT
tai stock fully subscribed and paid. 1t
is incumbent upon the State not only
to show but to allege some danger.
We submit that the petition is in
sufficient in that it does not show
either that the officers making the
certificate knew it to be false, or that
it was wilfully false. So far as the
petition is concerned, this corporation
may today have twice the amount of
property in cash represented by its
capital stock. Ii this be true why
should its charter be forfeited or the
writ issue?
Attorney General Ward argued that
the charter should be forfeited.
The argument Saturday was not upon
the merits of the question but as to
whether the attorney general could
have leave to file an information in
the nature of quo warranto, which
alleges the filing of false certificate
by the company.
The court gave leave for the filing of
the information and issued writ of
summons returnable March 10th. This
will put the matter in shape for being
decided by jury.
The court granted a writ of alterna-
tive mandamus in the case of Frederick
Phillips VS.. The Sonora Copper Co.
The writ is made returnable March
10th,