99 P. 454 | Utah | 1909
This is an action in equity to compel the transfer of stock. Despondent in his complaint, after stating the corporate capacity and the business of appellant, in substance, alleged that on a day named, for a valuable consideration, he pur
In the bill of exceptions nothing is contained except a certain deposition, and the only error assigned with respect to it is that the court erred in admitting it in evidence, for the reason that the witness did not answer certain cross-interrogatories propounded to him by appellant. The interroga
But apart from all this, in view of the allegations contained in the complaint, the appellant presented no adequate defense for its refusal to transfer the stock as requested by respondent. When the appellant issued the original stock certificate to Mr. Dawson, it thereby held out to all who might undertake to deal with it that he was the
“Shares in the capital stock of associations, under the national hanking law, are salable and transferable at the will of the owner. . . . The statute recognizes this transferability, although it authorizes every association, to prescribe the manner of their transfer. Its power in that respect, however, can only go to the extent of prescribing conditions essential to the protection of the association against fraudulent transfers, or such as may be designed to evade the just responsibility of the stockholder. It is to be exercised reasonably. Under the pretense of prescribing the manner of the transfer the association cannot clog the transfer with useless restrictions, or make it dependent upon the consent of the directors or the stockholders.”
Nor can tbe corporation set itself up as tbe judge, and inquire into and pass upon tbe motives' of
If tbe corporation has some claim upon the stock, or some rights against tbe assignor that would or might be affected or lost by tbe transfer, or if it is notified by
The judgment is affirmed, with costs to respondent.