Mills Development Corp. v. Shipp & Head, Inc.
| Court | United States State Supreme Court of Florida |
| Writing for the Court | DAVIS, Justice. |
| Citation | 126 Fla. 490,171 So. 533 |
| Decision Date | 11 December 1936 |
| Parties | MILLS DEVELOPMENT CORPORATION v. SHIPP & HEAD, Inc. |
171 So. 533
126 Fla. 490
MILLS DEVELOPMENT CORPORATION
v.
SHIPP & HEAD, Inc.
Florida Supreme Court, Division A.
December 11, 1936
Rehearing Denied Jan. 12, 1937.
Suit by Shipp & Head, Incorporated, a Florida corporation, against Mills Development Corporation and others. From interlocutory orders denying a motion to dismiss the bill of complaint and refusing to vacate or discharge a notice of lis pendens, the named defendant appeals.
Affirmed. [126 Fla. 491] Appeal from Circuit Court, Dade County; H. F. Atkinson, judge.
COUNSEL
Shutts & Bowen, Crate D. Bowen, and Charles A. Carroll, all of Miami, for appellant.
W. H. Burwell and Shipp, Evans & Kline, all of Miami, for appellee.
OPINION
DAVIS, Justice.
This appeal is to review two interlocutory orders denying a motion to dismiss a bill of complaint and refusing to vacate or discharge a notice of lis pendens filed in connection with same.
The plaintiffs' bill, summarized in its perspicuous significance, alleges that plaintiffs, as brokers, entered into negotiations with the individual defendants for the purchase of 260 vacant lots of a subdivision with the object in view of forming a corporation to be made up of themselves as stockholders, to acquire, improve, and resell the lots at a profit to the promoters; that in the formation of the corporation the plaintiffs were to be issued 49 per cent. of the stock to represent their service interest in the joint adventure of acquiring, improving, and selling the lands involved, whereas defendants were to own 51 per cent. of the stock as representative of their capital interest in the undertaking; that the corporation [126 Fla. 492] as agreed was ultimately formed, the lands acquired, and the venture embarked upon, but that notwithstanding the contractual engagement entered into between the promoters in the first instance, to the effect that the plaintiffs were to be employed by the resultant corporation to assist in the development of the subdivision and were to hold 49 per cent. of the corporate stock, that defendants Frederick [171 So. 534] Mills, Herbert Mills, Hayden Mills, and Ralph Mills (designated hereafter as Mills Brothers) after so forming the intended corporation under the laws of Florida and designating it as Mills Development Corporation (named in the suit as condefendant with said Mills Brothers), in which they had issued to themselves 51 per cent. of the stock, thereupon proceeded to deny to plaintiffs their 49 per cent. interest in the stock of the corporation and had, on the contrary, so assumed control over, mismanaged, and...
To continue reading
Request your trial
-
Gribbel v. Henderson
...Pacific Co. v. Bogert, 250 U.S. 483, 39 S.Ct. 533, 63 L.Ed. 1099; 13 Am.Jur. 475 et seq.; Mills Dev. Corp. v. Shipp & Head, Inc., 126 Fla. 490, 171 So. 533; Mills v. Shipp & Head, Inc., 126 Fla. 495, 171 [151 Fla. 719] So. 535; Taylor v. Standard Gas Co., 306 U.S. 307, 618, 59 S.Ct.......
-
Clements v. Roberts
...relief. See Yates v. St. Johns Beach Development Co., 118 Fla. 788, 160 So. 197; Mills Development Corp. v. Shipp & Head, Inc., 126 Fla. 490, 171 So. 533. This Court had before it the sufficiency of the allegations of a bill of complaint seeking the same relief as is sought in the case ......
-
Acoustic Innovations, Inc. v. Schafer, No. 4D07-1603.
...See World Time Corp. of Am. v. Mizrachi, 702 So.2d 284, 284-85 (Fla. 4th DCA 1997); see also Mills Dev. Corp. v. Shipp & Head, Inc., 126 Fla. 490, 493, 171 So. 533 (1937) (holding that where individual defendants formed a corporation as agreed, but refused to issue stock to plaintiffs a......
-
News-Journal Corp. v. Gore
...are impossible [147 Fla. 227] of attainment.' The principle was recognized by this court in Mills Dev. Corp. v. Shipp & Head, Inc., 126 Fla. 490, 171 So. 533, 534, where Mr. Justice Davis wrote that 'the winding up of the corporation, or liquidation and distribution of its assets, is no......
-
Gribbel v. Henderson
...Pacific Co. v. Bogert, 250 U.S. 483, 39 S.Ct. 533, 63 L.Ed. 1099; 13 Am.Jur. 475 et seq.; Mills Dev. Corp. v. Shipp & Head, Inc., 126 Fla. 490, 171 So. 533; Mills v. Shipp & Head, Inc., 126 Fla. 495, 171 [151 Fla. 719] So. 535; Taylor v. Standard Gas Co., 306 U.S. 307, 618, 59 S.Ct.......
-
Clements v. Roberts
...relief. See Yates v. St. Johns Beach Development Co., 118 Fla. 788, 160 So. 197; Mills Development Corp. v. Shipp & Head, Inc., 126 Fla. 490, 171 So. 533. This Court had before it the sufficiency of the allegations of a bill of complaint seeking the same relief as is sought in the case ......
-
Acoustic Innovations, Inc. v. Schafer, No. 4D07-1603.
...See World Time Corp. of Am. v. Mizrachi, 702 So.2d 284, 284-85 (Fla. 4th DCA 1997); see also Mills Dev. Corp. v. Shipp & Head, Inc., 126 Fla. 490, 493, 171 So. 533 (1937) (holding that where individual defendants formed a corporation as agreed, but refused to issue stock to plaintiffs a......
-
News-Journal Corp. v. Gore
...are impossible [147 Fla. 227] of attainment.' The principle was recognized by this court in Mills Dev. Corp. v. Shipp & Head, Inc., 126 Fla. 490, 171 So. 533, 534, where Mr. Justice Davis wrote that 'the winding up of the corporation, or liquidation and distribution of its assets, is no......