Certain-Teed Products Corp. v. Wallinger’s Empirical Analysis
89 F.2d 427 · 1937
Citation profile
13 federal appellate · 1 district · 1 state decisions
How this case has been cited
Cited by 23 later decisions — most recently October 1992
13 federal appellate · 1 district · 1 state decisions
Later decisions citing this case, by decade. The current decade is in progress, and our corpus holds fewer opinions from the most recent years, so the latest bars are undercounted — not a real decline.
Relationships
Relies on Cannon Mfg Co v. Cudahy Packing Co · Chicago St Ry Co v. Minneapolis Civic & Commerce Ass'n · United States v. Reading Co. · Washburn v. Green · Pulllman's Palace Car Co. v. Missouri Pacific Railway Co.
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 23 citing decisions cite the case generally; a passage count includes only decisions quoting that exact language verbatim.
““It is no answer to say that in Virginia, a preferential transfer by an insolvent corporation to a stockholder has been held permissible in such cases as Alexandria Savings Inst. v. Thomas, 70 Va. (29 Grat.) 483; Planters’ Bank v. Whittle, 78 Va. 737 ; Reid v. Perrow, 136 Va. 449 , 118 S. E. 120 ; Beck v. Semones’ Adm’r, 145 Va. 429 , 134 S. E. 677 , for these cases do not go so far as to authorize a preference which has been obtained by a creditor in complete control of the affairs of a corporate debtor. The rule generally prevailing under such circumstances is to the contrary. Richardson v. Green, 133 U. S. 30 , 10 S. Ct. 280 , 33 L. ed. 516; Sutton Mfg. Co. v. Hutchinson (C.C.A. 63 F. 496 ; see, also, Jackman v. Newbold, (C.C.A.) 28 F. (2d) 107, 62 A.L.R. 729 ; Wiggington v. Auburn Wagon Co., (C.C.A.) 33 F. (2d) 496, 500.””
1 later decision quote this exact passage · from the majority“Certain-teed invokes the rule that the mere fact that the voting stock of one corporation is owned by another, and that the two have the same officers and directors, does not make the holding company liable for the debts or engagements of the other or create the relation of principal and agent between them. On the other hand, the receiver cites authorities for the familiar statement that when such stock ownership and control are resorted to not for the purpose of participating in the affairs of the subsidiary corporation in a manner normal and usual with stockholders, but for the purpose of making it a mere agent or instrumentality or department of the holding company, the courts will look through the form of the situation and deal with it as the justice of the case may require. . . .”
1 later decision quote this exact passage · from the majority““It is obvious that the extent of stock ownership and potential control possessed by the holding company is not the determining factor when its liability for the acts and obligations of the subsidiary are under consideration. Something more must be found — something of fraud or illegality, or wrongdoing, productive of loss or injury to the complainant, to justify the courts, as they are wont to say, in disregarding the corporate entity of the subsidiary body; and it is because of the vague boundaries of this added essential element that it is well nigh impossible in the present state of the law to enunciate a clear cut rule.””
1 later decision quote this exact passage · from the majority
How this case has been treated — in progress
Whether each later court followed, distinguished, criticized, or overruled this decision. The treatment classification (task #35) runs highest-cited cases first and lights up here as it reaches this one.