Keystone Bridge Co. v. Barstow

• Decision Date: 30 March 1880
• Citation: 8 Mo.App. 494
• Parties: KEYSTONE BRIDGE COMPANY, Respondent, v. CHARLES W. BARSTOW ET AL., Appellants.
• Court: Missouri Court of Appeals

8 Mo.App. 494

KEYSTONE BRIDGE COMPANY, Respondent,

v.CHARLES W. BARSTOW ET AL., Appellants.

St. Louis Court of Appeals, Missouri.

Mar. 30, 1880.

1. Where the understanding between certain stockholders and the corporation is that calls on stock shall not exceed forty per cent, and additional calls are made, to compensate for which secured second-mortgage bonds are issued to these stockholders, these stockholders are liable to execution creditors of the corporation for unpaid stock to the face value of these bonds.

2. It is immaterial that these bonds are not shown to have been paid by the corporation.

APPEAL from the the St. Louis Circuit Court.

Affirmed.

JAMES TAUSSIG, for the appellants.

J. H. WIETING, with whom are I. C. TERRY, and BROADHEAD, SLAYBACK & HAEUSSLER, for the respondent, cited: Skrainka v. Allen, 7 Mo. App. 434.

BAKEWELL, J., delivered the opinion of the court.

Daniel B. Gale, at the time of his death, held one hundred and thirty-seven shares of the capital stock of the Illinois and St. Louis Bridge Company. Twelve of these shares were bonus stock, received with an indorsement that $40 per share had been paid on them, which had not in fact been paid. The remaining one hundred and twenty-five shares were paid-up stock, but as to twenty-five per cent paid on these remaining shares, Gale received second-mortgage bonds. The transaction was the same fully set forth in Skrainka v. Allen, 7 Mo. App. 434, to the opinion in which case reference is made for the full statement of facts. Gale received $2,656.27 from the sale of these bonds. Defendants are the trustees under Gale's will. They are the holders of the stock, and are in funds to pay any execution against them in this case. Under the order of the Probate Court they signed the guarantee contract, and paid under it $456.53, which has not been refunded.

This is a proceeding against defendants as stockholders of the Illinois and St. Louis Bridge Company, by motion under the statute, made by plaintiffs, as owners of an unsatisfied execution for $46,831 against the Bridge Company. The court held defendants liable to the amount of $3,448.47, charging them with forty per cent on the twelve shares of bonus stock, plus the face value of 3 425/1000 mortgage bonds received by Gale, less $456.53 paid by defendants under the guarantee contract.

The only question raised by this record which has not already been disposed of in Skrainka v. Allen is whether the defendants, who are in Gale's shoes, are chargeable...