66 Misc. 586 | N.Y. Sup. Ct. | 1910
Michaelis and Arnold Kaiser were partners in a mercantile business. Desiring, as they say, that their real estate transactions should be dissociated from their mercantile business, they, with their attorney, organized a corporation under the name of Kaiser Bros. Co. for the handling of real estate, with an authorized capital stock of $10,000. Ten shares of this stock were subscribed, nine by the Kaiser brothers, for which they paid in cash the full face value, $900, and one share was issued to the attorney for his services; and these .three constituted the board of directors and the only stockholders. The $900 paid by the Kaisers for their stock was placed in a safe and drawn out as occasion required, until the whole amount was exhausted. No bank account was opened by the corporation and it kept no books. In this condition of things Arnold Kaiser, acting for himself and his-brother, entered into a contract for the^ purchase of certain real estate situated on Brook avenue, in the city of New York, which contract was subsequently, upon a resolution adopted by the directors of the Kaiser Bros. Go., taken over and assumed by that company. This contract was finally performed by the payment of the pur-; chase price with funds advanced by the Kaisers, and the property was conveyed to the Kaiser Bros. Co. Thereafter the corporation contracted to exchange the property for an apartment house situated on Amsterdam avenue, in New
Ordered accordingly.