The Wallace miner. [volume] (Wallace, Idaho) 1907-current, 1917-06-28

office several miles away, and that he
had no control over the same. APP
pellant's secretary was willing that
the respondent make a personal exam
nation, but declined to permit such
examination TO be made by an agent.
unless such agent was acceptable to
himself. The secretary also refused to
permit copy to be made of the list
of stockholders Upon the 18th day
of April, 1916, this suit was fled
1t is without doubt the law that be-
fore a writ of mandate will issue COM
handing certain acts to be done, there
must be IA demand and a refusal.
price V. Riverside Land Co., Sc Cal.
4SD. The appellants contend that in
this case none of its officers ever re-
fused to permit the respondent to ex-
anime the records in the office of the
appellant corporation at Wallace, and
that as to the contract with the Grae-
SELF Chemical company, respondent
never demanded an examination of
the same. The refusal to permit re-
spondent to appoint his own attorney
or agent to make the examination was
in effect a denial of his right, (Mit-
chell V. Rubber Reclaiming Co, N. ],
Eq. "a Att. 4o7). There is no dispute
but that the secretary of the appellant
corporation absolutely refused to per-
nit respondent to take copies of the
records in the Office of the company,
Upon the entire proof offered at the
trial the evidence of such demand and
REFUSAL is sufficient to sustain the
findings of the lower court.
The errors to which our attention is
next directed is the action of the low
er court in sustaining objections to
the two following questions asked
witness Howarth: First, From your
experience as a mining broker, what
is your opinion as to the ACCESSIBILITY,
the taking into the-taking into con-
sideration the interests of the stock
holders of corporation, to give out a
list of stockholders And second,
What value Is a list of stockholders?
The fifth and last error specified is
that the court erred in entering judg-
ment and decree in favor of the re-
spondent.
These specifications of error involve
the nature of the right of a stock
holder to make examination and i'll
spection, either personally or by his
authorized agent or attorney of the
records Of a corporation in which he
holds stock and to make copies Of the
same. At common law, one of the priv
ileges incident to the ownership of
stock in a corporation is that of in
spection of the books and records of
the company. This privilege, how
ever was limited to cases where an
inspection was sought at proper times
and in good faith for the purpose of
protecting the interests of the cor
poration and his own interests as a
stockholder. (Varney ". Baker, l94
Mass. 239. 10 Ann. Cases $685. Vennel
V. Chicago City Ry. Co., 246 Ill. TO
20 Ann. Cases 607; White V. Manter
"a Att 1901. This common law rule
has been adopted and extended 10y
Rev. Codes Sections 2775 and PITS
which read as follows:
Section 2775. All corporations fo
profit are required to keep a RECORD
of all their business transactions;
journal of all meetings Of their di
rectors, members or stockholders, will
the time and place of holding TIL
same, whether regular or special, ant
if special, their object how authoriz
ed, and the notice thereof given. Thu
record must embrace every act dom
or ordered to be done; who were pres
Mt, and who absent and If requested
by any directors, member or stock
holder, the time must be noted whel
he entered the meeting or obtained
similar request, the ayes and noe
must be taken on any proposition ant
record thereof made. On similar re
quest, the protest of any director
member or stakeholder to any actor
or proposed action must be entered Il
full-all such records to be open t.
the inspection of any director, mem
Der, stakeholder or creditor of the cor
poration.'
Section 2776. In addition to TIN
records required to be kept by thu
preceding section, corporations fo
profit must keep a book, to be known
as the stock and Transfer Book II
which must be kept a record of al
stock; the names of the stockholder
or members, alphabetically arranged
installments paid or unpaid; assess
ments levied and paid or unpaid;
statement of every alienation, sale O
transfer Of stock made, the dat
thereof, and by and to whom: and al
such other records as the bylaw
prescribe. Corporations for religion
and benevolent purposes must provid
in their bylaws for such records t
be kept as may be necessary Sucl
stock and transfer book must be KEEP
open to the inspection Of any stock
holder, member or creditor"