INDEX

INDEX

[References are to pages, except that numbers
following an "n" refer to notes.]

A.

ABORTIVE PROMOTIONS:

Expenses of, by whom borne, 560-9.

Liability of promoters,

For compensation of co-promoters, 563.

For expenses in general, 560.

To creditors who agreed to look to moneys paid by sub-
scribers, 562-3.

Returning moneys to subscribers, 563.

Where payment conditioned upon organization of company,
What promoters liable for expenses, 560-2.

For repayment of subscribers' deposits, 567.
What promoters liable for, 572-3.
Liability of depositary, 573.
Deduction of expenses, 567-9.

What expenses deducted, 577.

Contribution between promoters, 564.

Suits for recovery of deposits, 574-6.

Actions for money had and received, 574.

Accounting, 574-6.

Joinder of other subscribers, 575-6.

Effect of voluntary account, 576.

Remedies of purchasers of shares, 574.

Subscribers not ordinarily liable for expenses, 565, 567-8.

When liable, 565, 568-9.

Effect of statement of accounts, 566-7, 576, 564n. 12.

Liability on subscription notes, 569.

Proof of abandonment of promotion, 570.

563.

Variance between corporation as organized and as intended, 570-1.
Disposition of property acquired, 579.

[References are to pages, except that numbers
following an "n" refer to notes.]

ACCOUNTING:

(By promoters to corporation, see Remedies of corporation; By pro-
moters to subscribers, see Remedies of individual stockholders; By
promoters of abortive corporations, see Abortive promotions.)
For shares received on behalf of associates in promotion, 62–3.
Between promoters, 144, 527, 564.

ACTION FOR DAMAGES:

(See Damages, Action for.)

ACTIONS:

(See also Remedies of corporation, Remedies of individual stock-
holders, Action for damages, Specific performance, Accounting, Con-
tracts of promoters, Recovery of expenses, Property purchased by
promoters, Parties to actions.)

Action by corporation because of fraud on promoters, 433, 506,
437n. 3.

Because of fraud of promoter on co-promoters, 533.

Action against promoters transitory, 358.

Assignable, 336, 459n. 11.

Survives death of promoter, 351.

To compel corporation to issue shares, 63.

To recover property conveyed to promoter, 68.

For breach by third party of contract with promoters, 147, 130n. 14,
511n. 10.

ADMISSIONS:

Of promoter as evidence against corporation, 129.

Of promoter as evidence against co-promoters, 538n. 16.

AFFIRMANCE:

(See Rescission, Defenses.)

AGENTS:

(See also Brokers, Employees of promoters.)

Promoters not agents of corporation, 22, 76–7.

Liability of promoter for representations of agent, 367.

Liability of agent, 349-50, 349n. 52, 368n. 19.

AGREEMENTS FOR PROMOTION OF CORPORATION:

(Interpretation of, see Interpretation; Actions for breach of, see

[References are to pages, except that numbers
following an "n" refer to notes.]

AGREEMENTS FOR PROMOTION OF CORPORATION—(Continued):
Specific performance, Accounting, Action for damages, Property pur-
chased by promoters, Recovery of expenses, Measure of damages,
Mechanics' liens; Contracts made on behalf of corporation by pro-
moters, see Contracts; Rights and liabilities of promoters inter se,
see Liability of promoters.)

Not necessarily terminated by death of promoter, 31n. 1.
Definiteness of agreement, 61-2, 64-6.

Agreement to make definite agreement, 64n. 25.

Agreement to assist in forming corporation, 64n. 25.
Agreements involving purchase of specific property,
Validity of, 31.

When fraud involved, 32–4.

Of oral agreement involving conveyance of real estate, 34.
Interpretation of, 42–4.

Performance of, 45.

Involving contracts of employment,

Validity of, 34.

Where control of directors impaired, 36–8.
Where no time specified, 35n. 10.

Involving election of officers, 38.

For division of capital stock, 39–41.

Enforcement by corporation, 39-40n. 19.
Interpretation of such agreements, 49-55.
Where fraud on public intended, 528n. 2.

Promoter refusing share of unissued stock, 49n. 43.

Fixing promoter's compensation, 47-9, 162.

Restricting sale of promoter's shares, 40.

Interpretation of such agreements, 55.

Limiting number of shares to be held by single stockholder, 40.
For control of corporation, 40.

Interfering with increase of capital stock, 41.

Interfering with increase or decrease of directors, 41n. 25.
Involving issue of shares in violation of statute, 33-4, 36-7.

For subscription to shares of proposed company, 85-8.

To use shares for benefit of corporation, 47.

To issue full paid shares; liability of promoters because of invalid
assessment, 45.

AMENDMENT:

Of proceedings brought in name of receiver, 337n. 9.