EEE, Inc. is Private Corporation that can be termed public as well. In such, corporations, the owners or shareholders are not liable directly to pay any dues or taxes. It is the corporation itself, which is answerable. Hence, the claim of Reid Ellis is based on a misperception.
Graham and Black
Under RMCBA a corporation has a distinctive feature of perpetual life, to continue as an entity forever. Hence, Black can appeal against the court’s decision.
Thompson and Green Machinery Co. versus Music City Lumber Co., Inc. & Music City Sawmill Co., Inc.
RMBCA terms a corporation as an imaginary person and shareholders are not liable to pay any liabilities themselves. However, since Walker bought the equipment before Sawmill was incorporated, he is liable to face the suit himself.
Santa Workshop versus Hirschfield, Inc.
Hirschfield cannot block the merger and in the light of RMCBA, he has to approach the court of law, to appraise the value of stocks.
Martha Stewart Living Omni-media, Inc.
A derivative action against a director or directors cannot be made, based on close friendship or personal relations. Such observations are insufficient evidences. Beam can’t file a case against the director independence on the basis of irrelevant evidences to continue pre-suit demand excusal. Therefore, the insufficient evidences provided by Beam were not enough to support the case and the pre-suit demand.
Weston versus Weston Paper and Manufacturing, Co.
If the plaintiff-shareholder has no evidence to show regarding his injury, his right to file against that corporation won’t pursue. Also, he won’t have an independent cause of action as it is portrayed in the Weston case. A wrongful action against the corporation where nothing is common in between other shareholders can’t be filed in court.
Tomlinson and Hubbard
According to the court, if a petition of bankruptcy is filed by the debtor, his or her assets are divested along with their causes of actions. These assets are transferred to the bankruptcy estate. Tomlinson’s action isn’t the right direct action. In fact, he should file derivative action with solid evidences based on indisputable designated evidence.
K.C. Roofing Center versus On Top Roofing, Inc.
Nugent must pay K.C. The evidence showed that during his successful corporate career, he didn’t pay the suppliers. In that case, he is personally liable to pay back K.C.
Irwin versus West End Development Co.,
A restriction on the right of a certificate purchaser to transfer the stock is not valid until it is noted on the certificate, unambiguously. Since, in this case, the restriction was not noted on the certificate, the action of other shareholders against Vroom is not justified.
