40 N.H. 109 (N.H. 1860), Hadley v. Russell

• Docket Number: .
• Citation: 40 N.H. 109
• Date: Invalid date
• Parties: HADLEY v. RUSSELL.
• Court: New Hampshire Supreme Court

Page 109

40 N.H. 109 (N.H. 1860)

HADLEY

v.

RUSSELL.

Supreme Judicial Court of New Hampshire.

January Term, 1860

Page 110

[Copyrighted Material Omitted]

Page 111

Since the passage of chapter 1962, Pamphlet Laws, assumpsit, debt, or other action at law cannot be maintained against an individual stockholder in a railroad corporation, for a debt of the corporation, even though demand has been legally made upon such corporation, and proper notice given to such individual stockholder.

And where there were other stockholders at the time the debt was contracted, a bill in chancery cannot be maintained against such individual stockholder alone, for such debt of said corporation, but those against whom such stockholder would have a remedy over for contribution must be made parties with him.

THIS is an action of special assumpsit, brought bye James M. Hadley against Lucius A. Russell, as a stockholder in the White Mountains Railroad, upon a debt against said railroad. The writ is dated March 21, 1859, and contains two counts.

The first count is for the recovery of a promissory note for $505.75 against said corporation, made on the 11th day of December, A. D. 1854, and payable to the plaintiff, or order, on demand, on the ground that the whole amount of the capital, fixed and limited by such corporation, had not been paid in, and no certificate thereof made and recorded by the clerk of the town in which said corporation had its place of business, or is situated; and that a legal demand had been made on said corporation for the payment of said note, and more than sixty days had elapsed after such demand; and that said corporation and its stockholders had wholly failed to pay such demand, or expose personal property, liable to attachment, sufficient to satisfy said note; and that the defendant was notified of said facts, and requested to pay said note; and failed to pay said note when so requested, & c.

The second count is in all respects like the first, except it is grounded upon the third clause of the first section of the 147th chapter of the Compiled Statutes.

It was agreed that the note declared on was given at its date, and was then, and ever since has been the debt of said corporation; that said corporation was incorporated by an act of the legislature of this State, passed December 25, 1848, and had for its object a dividend of profits among its stockholders; that the defendant, at the time when said debt was contracted, ever since has been, and now is, a stockholder in said corporation; that on the first day of April, 1856, a legal demand was made upon said corporation by the plaintiff, for the payment of said note, by presenting the same to the directors of said corporation, and requesting payment; also by presenting the same to...