Crane Company v. Richardson Construction Company, No. 19525.
| Court | United States Courts of Appeals. United States Court of Appeals (5th Circuit) |
| Writing for the Court | RIVES, CAMERON and BELL, Circuit |
| Citation | 312 F.2d 269 |
| Parties | CRANE COMPANY, Appellant, v. RICHARDSON CONSTRUCTION COMPANY, Bahamas Ltd., et al., Appellees. |
| Docket Number | No. 19525. |
| Decision Date | 09 January 1963 |
312 F.2d 269 (1963)
CRANE COMPANY, Appellant,
v.
RICHARDSON CONSTRUCTION COMPANY, Bahamas Ltd., et al., Appellees.
No. 19525.
United States Court of Appeals Fifth Circuit.
January 9, 1963
John L. Britton, Feibelman, Friedman, Hyman & Durant, Fort Lauderdale, Fla., for appellant.
Frank M. Hamilton, Fleming, O'Bryan & Fleming, Fort Lauderdale, Fla., for appellees.
Before RIVES, CAMERON and BELL, Circuit Judges.
RIVES, Circuit Judge.
The only question presented for decision is whether the provisions of Florida Statutes § 608.55, F.S.A.1 apply to a foreign corporation and to the officers and directors of a foreign corporation while such corporation is engaged in business in the State of Florida. We agree with the district court that they do not.
The appellant Crane Company sought to recover the sums due it by the appellee Bahamian corporation from appellee E. J. Richardson, by virtue of the fact that Richardson, while he was an officer of the Bahamian corporation and while that corporation was failing to meet its obligations, had been repaid loans of money made by him to the Bahamian corporation. The appellant insists that
Florida Statute, § 608.55, F.S.A. (without some later amendments not here material) was first enacted by the Florida Legislature in 1925.2 It was adopted almost entirely from the New York Stock Corporation Law enacted by the Legislature of New York in 1893. In 1894, the Court of Appeals for the State of New York, in Vanderpoel v. Gorman, 140 N.Y. 563, 35 N.E. 932, 24 L.R.A. 548, construed the New York statute as being limited to domestic corporations. Thereafter, in 1897, long before the enactment of the Florida statute, the New York Legislature, by Section 114, Article 11, provided expressly that the New York statute should apply to foreign stock corporations transacting or doing business in the State of New York. See Irving Trust Co. v. Maryland Casualty Co., 2 Cir., 1936, 83 F.2d 168, 170, 111 A.L.R. 781, footnote. The earlier, but not the later, New York statute was adopted by the Florida Legislature.
The Supreme Court of Florida has applied to this particular Florida statute the familiar rule that it is governed by the construction...
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State v. Aiuppa, No. 44264
...at the time of its enactment, by the highest court of the state from which the statute was adopted. Crane Co. v. Richardson Constr. Co., 312 F.2d 269 (CA 5, 1963). Thus, in construing Ch. 73--120 to determine whether it meets the 'specificity' test set forth in Miller, we may properly resor......
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City of Hugo v. State ex rel. Public Employees Relations Bd., AFL-CIO
...are not persuasive. 28 Kirchner v. Chattanooga Choo Choo, 10 F.3d 737, 738-39 (10th Cir.1993); Crane Co. v. Richardson Constr. Co., 312 F.2d 269-70 (5th Cir.1963). See also, Bank of America v. Webster, 439 F.2d 691, 692 (9th 29 Public Serv. Co. v. State ex rel. Corp. Comm'n, 842 P.2d 750, 7......
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In re Realsite, Inc., No. 63-244-BK.
...Florida. This distinguishes these circumstances from that which existed in Crane Co. v. Richardson Construction Company, et al., (CCA 5), 312 F.2d 269. Florida Statutes, § 608.55, supra, condemns, "transfers" of corporate property to its shareholders in exchange for a claim, not t......
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Kirchner v. Chattanooga Choo Choo, No. 92-6346
...intended to add by general provision that which it had deleted from specific enumeration."); Crane Co. v. Richardson Constr. Co., 312 F.2d 269, 270 (5th Cir.1963) (citing Peterman v. Floriland Farms, Inc., 131 So.2d 479, 480 (Fla.1961)) (Florida Supreme Court held legislature's adoptio......
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State v. Aiuppa, No. 44264
...at the time of its enactment, by the highest court of the state from which the statute was adopted. Crane Co. v. Richardson Constr. Co., 312 F.2d 269 (CA 5, 1963). Thus, in construing Ch. 73--120 to determine whether it meets the 'specificity' test set forth in Miller, we may properly resor......
-
City of Hugo v. State ex rel. Public Employees Relations Bd., AFL-CIO
...are not persuasive. 28 Kirchner v. Chattanooga Choo Choo, 10 F.3d 737, 738-39 (10th Cir.1993); Crane Co. v. Richardson Constr. Co., 312 F.2d 269-70 (5th Cir.1963). See also, Bank of America v. Webster, 439 F.2d 691, 692 (9th 29 Public Serv. Co. v. State ex rel. Corp. Comm'n, 842 P.2d 750, 7......
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In re Realsite, Inc., No. 63-244-BK.
...Florida. This distinguishes these circumstances from that which existed in Crane Co. v. Richardson Construction Company, et al., (CCA 5), 312 F.2d 269. Florida Statutes, § 608.55, supra, condemns, "transfers" of corporate property to its shareholders in exchange for a claim, not t......
-
Kirchner v. Chattanooga Choo Choo, No. 92-6346
...intended to add by general provision that which it had deleted from specific enumeration."); Crane Co. v. Richardson Constr. Co., 312 F.2d 269, 270 (5th Cir.1963) (citing Peterman v. Floriland Farms, Inc., 131 So.2d 479, 480 (Fla.1961)) (Florida Supreme Court held legislature's adoptio......