United States Supreme Court Cases & Opinions

U.S. Supreme Court

Webster v. Upton, 91 U.S. 65 (1875)

Webster v. Upton

91 U.S. 65

Syllabus

1. The doctrine announced in Upton v. Tribilcock, supra, that the original holders of the stock of a corporation are liable for the unpaid balances at the suit of its assignee in bankruptcy, without any express promise to pay, reaffirmed.

2. The transferee of stock is liable for calls made after he has been accepted by the company as a stockholder and his name registered on the stock books as a corporator, and being thus liable, there is an implied promise that he will pay calls made upon such stock while he continues its owner.

3. A purchase of stock is of itself authority to the vendor to make a legal transfer thereof to the vendee on the books of the company.

The facts are stated in the opinion of the Court.