Handley v. Stutz’s Empirical Analysis

Citation profile

92 federal appellate · 25 district · 119 state decisions

Most-quoted passages

The sentences later courts lift from this opinion, ranked by how many decisions quote each — the parts of the opinion doing the work. These counts are smaller than the citation total above because most of the 283 citing decisions cite the case generally; a passage count includes only decisions quoting that exact language verbatim.

1. ““Ever since the case of Sawyer v. Hoag, 17 Wall. 610 [ 21 L. Ed. 731 ], it has been the settled doctrine of this court that the capital stock of an insolvent corporation is a trust fund for the payment of its debts; that the law implies a promise by the original subscribers of stock who did not pay for it in money or other property to pay for the same when called upon by creditors ; and that a contract between themselves and the corporation, .that the stock shall be treated as fully paid and nonassessable, or otherwise limiting their liability therefor, is void as against creditors. The decisions of this court upon this subject have been frequent and uniform, and no relaxation of the general principle has been admitted. Upton v. Tribilcock, 91 U. S. 45 [ 23 L. Ed. 203 ]; Sanger v. Upton, 91 U. S. 56 [ 23 L. Ed. 220 ]; Webster v. Upton, 91 U. S. 65 [ 23 L. Ed. 384 ]; Chubb v. Upton, 95 U. S. 665 [ 24 L. Ed. 523 ]; Pullman v. Upton, 96 U. S. 328 [ 24 L. Ed. 818 ]; County of Morgan v. Allen, 103 U. S. 498 [ 26 L. Ed. 498 ]; Hawkins v. Glenn, 131 U. S. 319 [ 9 Sup. Ct. 739 , 33 L. Ed. 184 ]; Graham v. Railroad Co., 102 U. S. 148 , 161 [ 26 L. Ed. 106 ]; Richardson v. Green, 134 U. S. 30 [ 10 Sup. Ct. 280 , 33 L. Ed. 516 ].””

   3 later decisions quote this exact passage · from the majority
   e.g. National Park Bank v. Peavey · In re Remington Automobile & Motor Co.

2. ““The liability of a subscriber for the par value of increased stock taken by him may depend somewhat upon the circumstances under which, and the purposes for which, such increase' was made. It it be merely for the purpose of adding to the original capital stock of the corporation, and enabling it to do a larger and .more profitable business, such subscriber would stand practically upon the same basis as a subscriber to the original capital. But we think that an active corporation may, for the purpose of paying its debts, and obtaining money for the successful prosecution of its business, issue its stock and dispose of it for the best price that can be obtained. Stein v. Howard, 65 Cal. 616 [ 4 Pac. 662 ]. As the company in this case found it impossible to negotiate its bonds at par without the stóck, and as the stock was issued for the purpose of enhancing the value of the bonds, and was taken by the subscribers to the bonds at a price fairly representing the value of both stock and bonds, we think the transaction should be sustained, and that the defendants cannot be called upon to respond * * * to the original stock of the company.””

   2 later decisions quote this exact passage · from the majority
   e.g. Enright v. Heckscher · Harman v. Himes

3. ““The stock of a corporation is supposed to stand in the place of actual property of substantial value, and as being a convenient method of representing the interest of each stockholder in such property, and to the extent to which it fails to represent such value it is either a deception and fraud upon the public or an evidence that the original value of the corporate property has become depreciated. ... If it be once admitted that a corporation may issue stock without receiving a consideration therefor, and where it does not represent actual or substituted value in corporate assets, there is apparently no limit to the extent to which the original stock may be ‘watered,’ except the caprice of the stockholders.””

   2 later decisions quote this exact passage · from the majority
   e.g. Ettlinger v. Collins · Lee v. Cameron