Liverpool Insurance Company v. Massachusetts’s Empirical Analysis

Citation profile

14 federal appellate · 7 district · 32 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 107 citing decisions cite the case generally; a passage count includes only decisions quoting that exact language verbatim.

1. ““It is also urged that the several acts of parliament we have mentioned expressly declare that they shall not be held to constitute the body a corporation. But, whatever may be the effect of such a declaration in the courts of that country, it cannot alter the essential nature of a corporation or prevent the courts of another jurisdiction from inquiring into its true character, whenever that may come in issue. It appears to have been the policy of the English law to attach certain consequences to incorporated bodies, which rendered it desirable that such associations as these should not become technically corporations. Among these, it would seem from the provisions of these acts, is the exemption from individual liability of the shareholder for the contracts of the corporation. Such local policy can have no place here in determining whether an association, whose powers are ascertained and its privileges conferred by law, is an incorporated body. The question before us is whether an association, such as the one we are considering, in attempting to carry on its business in a manner which requires corporate powers under legislative sanction, can claim, in a jurisdiction foreign to the one which gave those powers, that it is only a partnership of individuals. We have no hesitation in holding that, as the law of corporations is understood in this country, the association is a corporation, and that the law of Massachusetts, which only permits it to exercise its corporate function i”

   1 later decision quote this exact passage · from the majority
   e.g. Andrews Bros. v. Youngstown Coke Co.

2. ““.Many, if not ail, the attributes generally Count! in corporations for pecuniary profit, which a,re deemed essential to their corporate character. “(1) It has a distinctive and artificial name, by which it can make contracts. “(2) It has a statutory provision by which it can sue and be sued in tlie name of one of its officers, as the representative of the whole body, which is bound by the judgment rendered in such suit. “(3) It has provision for perpetual succession, by the tranfer and transmission of the shares of its capital stock, whereby new members are introduced in place of those who die or sell out. “(4) Its existence as an entity apart from the shareholders is recognized by the act of parliament, which enables it to sue its shareholders, and be sued by them.””

   1 later decision quote this exact passage · from the majority
   e.g. Youngstown Coke Co. v. Andrews Bros.

3. ““To this view it is objected that the association is nothing but a partnership, because its members are liable individually for the debts of the company. But, however the law on this subject may be in England, it is quite certain that the principle of personal liability of the shareholders attaches to a very large proportion of the corporations of this country, and it is a principle which has warm advocates for its universal application when the organization is for pecuniary-gain.””

   1 later decision quote this exact passage · from the majority
   e.g. Andrews Bros. v. Youngstown Coke Co.