51 N.Y.S. 998 | N.Y. Sup. Ct. | 1898
On June 24, 1896, the plaintiff purchased 125 shares of the Equitable Stock Company, and on the following day served a written demand on the defendant, as treasurer, “ for a particular account, in writing, under oath, of all the assets and liabilities of the company.” The transfer was entered on the corporate books, and the plaintiff became a stockholder for all legal purposes See Stock Corp. L., § 29; Rosevelt v. Brown, 11 N. Y. 148; U. S. Trust Co. v. U. S. F. Ins. Co., 18 id. 199,; Johnson v. Underhill, 52 id. 203; Shellington v. Howland, 53 id. 371, 376; Vail v. Hamilton, 85 id. 453, 458; Cutting v. Damerel, 88 id. 410, 416. On July 18, 1896, the defendant sent the plaintiff the proper statement, but not verified by oath as required by statute. ' The plaintiff testified, and the jury have found, that the plaintiff pointed out this defect and insisted upon a sworn statement,, and that the defendant took and maintained the position that the unsworn statement furnished was all the law required and all the plaintiff would get. The statute provides that “ Stockholders *' * * of any corporation, other than a moneyed corporation, * * may make a written request to the treasurer * * * thereof for a statement of its affairs, under oath, embracing a particular account of all its.assets and liabilities, and the treasurer shall make such . statement, and deliver it to the person presenting the request, within thirty days thereafter,” etc., and further provides that “ For every neglect or refusal of the treasurer * * * to comply with the provisions .of this section he shall forfeit and pay to the person making such request the sum of $50, and the further sum of $10 for every twenty-four hours thereafter until such statement' shall be furnished.” 2 B. S. (9th ed:), p. 1024, § 52. The obvious purpose of the statute was to enable stockholders not in control to obtain for their.protection and guidance a true statement of the financial condition of the corpo- • ration, that they might ascertain the value of their investment and conserve their interests according to the best lights obtainable. To accomplish this end .and niake the statement trustworthy, it must not only be made by the treasurer, but verified by his oath. The Oath is made an essential part of the statement and without it the
Judgment accordingly.