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  • In Re: Giant

    Transféré par

    André Jan Lee Cardeño
    24 vues8 pages
    Case of In Re: Giant

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    Case of In Re: Giant

    Droits d'auteur :

    © All Rights Reserved
    Téléchargez comme PDF ou lisez en ligne sur Scribd
    Signaler comme contenu inapproprié
    24 vues8 pages

    In Re: Giant

    Transféré par

    André Jan Lee Cardeño
    Case of In Re: Giant

    Droits d'auteur :

    © All Rights Reserved
    Téléchargez comme PDF ou lisez en ligne sur Scribd
    Signaler comme contenu inapproprié
    sur 8
    IN RE GIANT PORTLAND CEMENT 00, ‘aster {in re GIANT PORTLAND CEMENT CO. Court of Chancery of Delaware. Aug. 18, 1941, 1. Corporations €=203(2) Under provision of Gonetal Corporation Law that, except where transfer books of ‘corporation shall have been elosed of a date shall have been fixed aa a record date tor etermination of its stockholders entitled to ‘ote, no share of stock sball be vated om at ‘any election for directors which shall bave Deen transferred on books of corporation within 20 days next preceding such election, stock transferred on books of corporation ‘within 20 dags prlor to a stockholders’ meet Sng for election of directors is temporarily 14@) On death of one of tenants by the: en tireties, the survivor continues to awn same estate oF interest in property, hela by both ff them, nnd acquires no real new Interest by death of the other. wife 29, ‘At common law, and before enactment fof Married Women's Act, husband bad vight to use, manage and enjoy his wife's reat property during his Tifetime, Rev.Code 1935, § 3540 et sea. 21, Husband and wite 142) ‘The goneral rale at common law and before enactment of Married Women's Act that husband had right to use, manage and fenjey ls wifes rest property doring is Iitetime applied to property held by them a tenants by the entireties, Dut was not in any’ tense a mere Incident of guch an estate, Rav.code 1935, ¢ 2540 et sea. 22, Husband and wife €14(2) ‘Tho Married Women’s Act does not affect creation of an estate by the entirety In the ‘wife, but does materially affect husband's Tight to manuge and enjoy wife's property uring his lifetime. Rev.Code 1985, § 3540 ‘A wife's interest in an estate by the en ‘trety Is her “sole and separate property”, ‘within meaning of Married Women’s Act. Rer.Code 1095, § 8540 et sea. Sec Words and Phrasca, Permanent Biition, for all other dofiitions of Sole and Separate Property’ 24, Corporations $198 ‘Where certiGeate of stock In corpora: tion was tesued im names of husband and ‘Wife, though they sere not described as sich Tm certificate, both husband and wife, but rnelther of them clone, were stockholders, ‘and therefore @ proxy to Yote the sbares at stockholders? mocting for purpose of electing ‘rectors Which was signed obly by busband twas not valid and was properly rejected Dy Inspectors conducting the election. Rov. Code 1988, § #510 et sea Proceeding in the matter of the Giant Portland Cement Company, wherein Wil liam H. Brown and another, on behalf of themselves and all other stockholders of the Giant Portland Cement Company similarly IN RE GIANT PORTLAND CEMENT CO.: stasder situated, Bled 4 petition to review the vac lidity of the election of directors of the corporation at a stockholders’ meeting held February 24, 1941, Onier in accordance with opi Petition to review the validity of the lection of dicectors of the defeniant cor- poration, at a stockholders’ meeting, held February 2ih, 1941, : ‘Case heard on petition, the answer there- ‘to, and an agreed statement of fats "The petition was led by Wiliam “H Brown and Katherine , Murray, on behalf cof themselves and all other stockholders of nt Portland Cement Company similarly sitnted All voting powers Were vested in the holders of the commen stock of the corpo- ration, and for more than one year prior to the Sling ofthe petition the suid Willian HL Brown had been the owner of 1600 shares of that stone, and the said) Kathe- Fine S. Murray had likewise been the owe er of 160 shares. : Other material facts will appear in the opinion of the Gourt. Rules to show cause were issued, direct cd to the defendant corporation and to the Persons declared tp have been elected cic rectors, : i E Ennalls Berl {of Southerland, Berl, Potier & Leahy) and George Gray ‘Thour- on, both of Wilmington (George C- Doub (ot Marshal, Carey & Doub), of Baltic tore, May of counsel), for pettionéss James R. Morford (of Marvel & Mor! ford), and William H. Bennethum, both of ‘Wilmington (A, O. Dawson (of Hines,‘ Reatick, Dorr & Hammond), of New York City, of counsel), for defendants, - ‘THE CHANCELLOR, ‘This is a proceeding under Section 31 of the General Corporation Law, as amended, '§ 2063, Revised Code 1985, 40 deter validity of the election of certain ‘of Giant Portland Ceméat Company, at a stockholders’ meeting held February 2fth, 1941. The voting rights of the corpora: tion ‘were vested in its common stock, and ‘both of the petitioners were owners of that *

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