(Download) "Continental Supply Co. v. Abell Et Al." by Supreme Court of Montana * Book PDF Kindle ePub Free
eBook details
- Title: Continental Supply Co. v. Abell Et Al.
- Author : Supreme Court of Montana
- Release Date : January 20, 1933
- Genre: Law,Books,Professional & Technical,
- Pages : * pages
- Size : 77 KB
Description
Corporations ? Failure of Directors to Make Annual Report ? Statutory Liability ? Liberal, not Strict, Construction of Statutes Required ? Former Decisions Overruled ? Applicability of Doctrine of Stare Decisis ? Action on Debt Merged in Judgment ? Complaint. Corporations ? Filing Annual Statement ? What not Excuse for not Filing. 1. The fact that a corporation was in existence but a few months prior to the expiration of the year covering which it is required by section 6003, Revised Codes 1921, as amended (Chap. 5, Laws of 1927) to make a report on or before March 1 succeeding of its financial condition, does not excuse it from making it. Same ? Directors Liability for Debts and Judgments of Corporation for Failure to Make Annual Report ? Nature of Judgments for Which Liable. 2. Judgments are debts; hence in providing in section 6003, above, that corporate directors failing to make timely report of their corporations financial condition shall be liable for the debts of and judgments against the corporation which may thereafter be incurred, the legislature must, by the use of the term "judgments," have intended judgments other than for debt, the latter being impliedly included in the word "debts." Same ? Creditors Action Against Directors to Recover Debt Reduced to Judgment ? Complaint ? Contents. 3. Where a creditor of a corporation seeks to recover a debt reduced to judgment from its directors for failure to file the annual report mentioned above, a suit on the judgment is not required; in such a case the complaint must show liability on defendants part, not at the time the judgment was secured but at the time the debt was incurred, and that it was incurred during the period of their default. Same ? Directors Statutory Liability ? Construction of Statute to be Liberal ? Overruling Prior Decisions Holding Contrary. 4. Under sections 4 and 10710, Revised Codes 1921, the rule that statutes in derogation of the common law must be strictly construed does not apply to Code provisions (including penal), liberal construction being the rule as to all; hence, prior decisions to the effect that section 6003, relating to the liability of directors of corporations for the corporations debts for failure to file an annual report, being penal in character and unknown to the common law, must be strictly construed, overruled. - Page 149 Same ? Effect of Amendment and Repeal of Statute Declaring Liability of Directors for Default in Making Annual Report, Without Saving Clause ? Overruling Former Decisions. 5. Held, further, that in view of section 93, Revised Codes 1921, relating to effect of amendment of statutes, and section 6013, providing that amendment or repeal of a Code section relating to corporations shall not impair or take away a remedy given against a corporation or its officers for a liability previously incurred, prior decisions holding that amendment of section 6003, supra "to read as follows" and repealing "all Acts and parts of Acts in conflict herewith" worked the extinction of the amended section "as though it had never existed" in the absence of a saving clause, were erroneous and are overruled. Same ? Action on Directors Liability ? Judgment Based on Former Decisions of Supreme Court now Overruled, Reversed. 6. In an action against the directors of a corporation to recover from them a debt incurred by it under section 6003, Revised Codes 1921, as amended by Chapter 5, Laws of 1927, for default in filing on or before March 1, 1927, a report of its financial condition for the year ending 1926, judgment dismissing the complaint on the theory (sustained by former decisions of the supreme court which are now overruled) that the facts alleged were governed by such prior rulings to the effect that, in the absence of a saving clause from Chapter 5, the repeal of all Acts and part of Acts in conflict with it took away all remedies existing under it, reversed. (See modification of order of reversal, par. 8, post.)
 "Continental Supply Co. v. Abell Et Al." by Supreme Court of Montana * Book PDF Kindle ePub Free){kind=link}