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able bearing on the amount of the verdict | to that particular defendant, and having in mind against the respective defendants, no exception the fact that in this class of cases it is conbeing taken to such charge, the satisfaction of ceivable that each of two different persons may judgment recovered against one defendant barred have been at fault and each of two different percollection of more than court costs on judgment sons may be therefore responsible to the plainagainst the other defendant. tiff." "No exception was taken to this part of the charge by any of the counsel."

[Ed. Note.-For other cases, see Estoppel, Cent. Dig. §§ 166, 169; Dec. Dig. 68(2).] Report from Superior Court, Middlesex County; Jabez Fox, Judge.

Action by Jayme M. d'Almeida, administrator, against the Boston & Maine Railroad. After judgment and execution thereon, plaintiff took out an alias execution, and defendant moved that the original cause be brought forward, and the alias execution be set aside. Case reported. Motion to set aside the alias execution granted.

Qua, Howard & Rogers, F. W. Qua, and S. E. Qua, all of Lowell, for plaintiff. Trull & Wier and J. M. O'Donoghue, all of Lowell, for defendant.

LORING, J. This was an action (under St. 1907, c. 392) to recover a penalty for negligently causing the death of the plaintiff's intestate. It came on for trial (1) with another action against this defendant brought to recover compensation for conscious suffering of the plaintiff's intestate and (2) with an action against the Boott Mills brought both to recover a penalty for negligently causing the intestate's death and damages for his conscious suffering. In the course of the trial a doubt occurred to the presiding judge whether the plaintiff would be entitled to more than one satisfaction in case he obtained a judgment against each defendant for a penal sum (on the ground that the negligent act of each defendant was a concurrent cause of the death of the plaintiff's intestate) and that what he said to the jury on that matter "would probably affect the amount of the verdict." Thereupon he conferred with counsel and said to them that he thought there could be but one satisfaction "and they assented to that view." The judge then suggested that counsel should make a stipulation covering that point. They assented to that. Later a stipulation was submitted by counsel for the Mills to counsel for the railroad; counsel for the railroad "objected to the form proposed" by counsel for the Mills and no written stipulation was made. In his charge to the jury the presiding judge

said:

"As counsel have said, if you should bring in verdicts for the plaintiff both against the Boott Mills and against the Boston & Maine Railroad and those verdicts stood and went to judgment, the plaintiff would not be permitted to recover [collect] judgments in both cases. In such case, if there was any difference in your verdicts, ** if you made any difference,

In the action against the Mills the plaintiff obtained a verdict of $200 on the count for conscious suffering and a verdict of $3,300 on the count for negligently causing the death of the intestate. In the action against the railroad for conscious suffering the jury returned a verdict for $200, and in the other action against the railroad (namely, the action for negligently causing the death of the intestate) the plaintiff obtained a verdict for $6,300. Judgments were entered on these verdicts and executions were taken out on the judgments so entered. On the execution against the Mills the plaintiff collected the full amount of the judgment. On the execution against the railroad company taken out on the judgment in the action for conscious suffering, the plaintiff collected from the defendant its costs, and returned the execution to court with an indorsement upon it in which it was stated that the full amount of the judgment for conscious suffering in the action against the Mills having been collected by him the plaintiff was not authorized to collect anything more on this execution. A similar indorsement was made upon the execution taken out in the action against the railroad for negligently causing the death That indorsement stated of the intestate. that the plaintiff had received from the defendant $128.32, being the amount due for costs and interest, and the "sum of $3,092.49 for damage" and having received from the Mills the full amount of the judgment against it and being of opinion that in view of the opinion of the Supreme Judicial Court of these cases, we are not authorized to proceed further in this execution, we return the same to the court." Acting upon what was said obiter by this court in Boott Mills v. Boston & Maine Railroad, 218 Mass. 582, 592, 106 N. E. 680, the plaintiff took out an alias execution, whereupon the defendant pursuant to the decision of this court in Boston & Maine Railroad v. d'Almeida, 221 Mass. 380, 108 N. E. 1065, made a motion that the original cause be brought forward and that the alias execution be set aside.

The facts stated above were found by the judge on this motion. On these facts the judge made this ruling:

"I adhere to my original ruling that there can be but one satisfaction and rule as a matter of law that the motion should be allowed."

Thereupon he reported the case to this

court.

if you gave a larger verdict in one case than you We do not find it necessary to pass upon did in another, it may be very natural to suppose that he would content himself with the the ruling of law made by the judge because larger judgment and let the other go, but he we are of opinion that under the circumcould not recover [collect] both, and that is im- stances the plaintiff is estopped to collect portant for you to know, but you will treat each case as a case by itself and consider that, more than one judgment. if anything, the plaintiff ought to recover as

It may be true that the plaintiff was en

5 Metc. 478, 483, 39 Am. Dec. 694; Audenried v. Betteley, 5 Allen, 382, 384, 81 Am. Dec. 755; Bragg v. Boston & Worcester R. R., 9 Allen, 54, 61; Fall River National Bank v. Buffinton, 97 Mass. 498, 501. There is nothing to the contrary in Jackson v. Allen, 120 Mass. 64, 79; Stiff v. Ashton, 155 Mass. 130, 29 N. E. 203; Lincoln v. Gay, 164 Mass. 537, 42 N. E. 95, 49 Am. St. Rep. 480; Nourse v. Nourse, 116 Mass. 101.

It follows that the motion of the defendant to set aside the alias execution must be granted.

titled to have each action against each de- Fowler v. Parsons, 143 Mass. 401, 9 N. E. fendant for negligently causing the intes- 799; Brewer v. Boston & Worcester R. R., tate's death decided upon its own merits without regard to the fact that another action was pending against another defendant based upon the same liability. Upon this point we express no opinion. By the terms of the statute the amount of the penalty imposed upon a defendant (which inures to the benefit of those whom the plaintiff represents) depends in each case upon the degree of culpability upon the part of the particular defendant in each action and in no way depends upon the fact that there is another defendant also liable to pay a similar penalty for negligently causing the intestate's death, even though the negligent act of the other defendant was a cause of the death concurrent with the negligent act of the defendant in the action in question. But the plaintiff did not ask that the case should be left to the jury on these terms. On the contrary when the judge told the jury that it "is important for you to know" that there can be but one satisfaction, the plaintiff chose to take his chances as to the amount of the verdict which he would obtain if he obtained a verdict under that statement of the presiding judge.

When a jury is told that there can be but one satisfaction and that it is important that they should know that fact in determining the amount of the verdicts which they are to render it is more than likely that the amount of the verdicts actually rendered was influenced by that instruction of the presiding judge. The plaintiff chose to take verdicts the amount of which must be taken to have been influenced (or at least it is likely that they were influenced) by these considerations. It follows that he is estopped to collect both judgments. See in this connection Lincoln v. Lincoln, 12 Gray, 45; Lilley v. Adams, 108 Mass. 50; Cornwall v. Davis (C. C.) 38 Fed. 878; Galt v. Provan, 131 Iowa, 277, 108 N. W. 760; Ault v. Bradley, 191 Mo. 709, 90 S. W. 775.

The plaintiff has argued that there is no estoppel in the case at bar because there can be no estoppel unless there has been a representation of an existing fact made by the plaintiff, meaning, as we understand his argument, that the plaintiff must have made a statement by word of mouth. It is rather hard to make that contention in view of the fact that in the leading case on estoppel in pais (Pickard v. Sears, 6 A. & E. 469), it was held that an estoppel can be made out by silence when there is a duty to speak. That proposition, and the case of Pickard v. Sears as authority for that proposition, have been abundantly established established in this wealth. The reason why there are no recent cases on the point is because no doubt about the point remained after the cases of Dewey v. Field, 4 Metc. 381, 38 Am. Dec. 376; Cartwright v. Bate, 1 Allen, 514, 79 Am. Dec. 759;

common

1.

So ordered.

(224 Mass. 504)

COLE v. WELLS et al.

(Supreme Judicial Court of Massachusetts.
Worcester. June 21, 1916.)

APPEAL AND ERROR 154(2)-WAIVER-
AMENDMENT OF PLEADING AFTER TAKING
APPEAL.

An amendment, after an appeal from an interlocutory decree sustaining a demurrer, by which the grounds of such demurrer are removed from the pleading, is a waiver of the appeal.

[Ed. Note.-For other cases, see Appeal and Error, Cent. Dig. §§ 959, 960; Dec. Dig. 154(2).]

2. EQUITY 213 - PLEADING - FAILURE TO

REPLY.

tions of a pure or affirmative plea setting up
Failure to meet by replications the allega-
new matter admits the truth of such new mat-
ter, but not its legal sufficiency.
[Ed. Note.-For other cases, see Equity, Cent.
Dig. § 486; Dec. Dig. 213.]
3. CORPORATIONS 182-SALE OR TRANSFER
OF ALL CORPORATE PROPERTY-DISSENTING
STOCKHOLDERS-"VALUE OF STOCK."

The "value of stock," within the meaning
of St. 1903, c. 437, § 44, providing that any
stockholder, opposing a transfer of all corpo-
section 40, is entitled to the value of his stock,
rate property or a change of its business under
means, not the market value, but the intrinsic
value, of such stock, determined in the same
manner as if the corporation had been liquidat-
all shareholders.
ed and its assets marshaled for the benefit of

[Ed. Note.-For other cases, see Corporations, Cent. Dig. §§ 686-690; Dec. Dig. 182.

For other definitions, see Words and Phrases, Second Series, Value of Capital Stock.] 4. EQUITY 172- PLEADING FAILURE TO

DENY-ADMISSIONS.

-

by a pure or affirmative plea setting up new
Allegations of the petition, not contradicted
matter in avoidance, are admitted to be true.
[Ed. Note.-For other cases, see Equity, Cent.
Dig. § 408; Dec. Dig. 172.]

5. CORPORATIONS 182-TRANSFER OF ALL
PROPERTY DISSENTING STOCKHOLDERS-
REMEDY.

Under St. 1903, c. 437, § 44, providing that a stockholder, opposing the transfer of all corporate property, may withdraw and demand the value of his stock, a demand made in ignoan election to receive payment upon a valuation rance of misappropriations by directors is not fixed without regard to such misappropriations, whereby such stockholder loses all rights to

force an accounting or to set aside the transfer as invalid.

[Ed. Note.-For other cases, see Corporations, Cent. Dig. §§ 686-690; Dec. Dig. 182.]

and for an accounting. In the superior court, the case was reported to the Supreme Judicial Court.

G. L. Mayberry, of Boston, E. H. Vaughan,

6. CORPORATIONS 189(1) TRANSFER OF ALL PROPERTY-DISSENTING STOCKHOLDERS of Worcester, and J. C. F. Wheelock, of -REMEDY. Southbridge, for plaintiff. Chas. F. Choate, Jr., of Boston, and Jas. Garfield, of Cambridge, for respondents.

The right to demand such payment and the right to seek equity in aid of such demand are concurrent, and no election is required.

[Ed. Note. For other cases, see Corporations, Cent. Dig. § 706; Dec. Dig. 189(1).]

7. CORPORATIONS 320(4) - TRANSFER OF ALL PROPERTY-DISSENTING STOCKHOLDERS

-REMEDY.

A stockholder, opposing the transfer of all corporate property, remains a stockholder until paid the value of his stock according to St. 1903, c. 437, § 44, and has the right to maintain a minority stockholder's bill for accounting and recovery of misappropriations of the corporate property by its officers.

[Ed. Note. For other cases, see Corporations, Cent. Dig. §§ 1429, 1431; Dec. Dig. 320 (4).]

8. EQUITY

239-PLEADING-DEMURRER.

A demurrer admits all material allegations well pleaded.

[Ed. Note.-For other cases, see Equity, Cent. Dig. § 494; Dec. Dig. 239.]

9. EQUITY 153-PLEADING-BILL.

The scope of a bill in equity is to be determined from its frame, and not from special prayers for relief.

[Ed. Note. For other cases, see Equity, Cent. Dig. §§ 386-389; Dec. Dig. 153.] 10. CORPORATIONS

320(4)-MISAPPROPRIATIONS BY OFFICERS REMEDY OF MINORITY STOCKHOLDER.

A minority stockholder may maintain a bill in equity to compel directors of the corporation to restore moneys misappropriated, for which they are jointly and severally liable.

[Ed. Note. For other cases, see Corporations, Note.-For Cent. Dig. §§ 1429, 1431; Dec. Dig. 320 (4).]

11. CORPORATIONS 317(2)-ACTS OF DIRECTORS-TRANSFER OF ALL CORPORATE PROP

ERTY.

A transfer of corporate property by majority stockholders to enable them to acquire such property for their own profit is a fraud upon the corporation and minority stockholders, and, when set aside, the property and profits secured by such transfer become assets of the corporation.

[Ed. Note.-For other cases, see Corporations, Cent. Dig. § 1403; Dec. Dig. 317(2).]

Report from Superior Court, Worcester County; Marcus Morton, Judge.

Suit by Alfred E. Cole, administrator, against Channing M. Wells and others. From interlocutory decrees overruling defendant's demurrer to the original bill on all grounds except that of multifariousness, plaintiff appealed, but subsequently amended, to which defendants filed a demurrer and plea. On report from the superior court. Order on demurrer to bill and amended bill affirmed, and plea adjudged insufficient.

BRALEY, J. The bill, as originally framed, charged the defendants as directors with having wrongfully appropriated funds of the corporation to a large amount for their own personal benefit, and also that at a meeting of the stockholders duly called to take action on a plan proposed by the directors to transfer all the assets of the corporation to

themselves as trustees to hold under the declaration of trust, a copy of which is annexed to the bill, the plaintiff representing a minority of the capital stock having voted against the transfer thereafter made a demand in writing upon the corporation in accordance with the provisions of St. 1903, c. 437, § 44, which read as follows:

"A stockholder in any corporation which shall its property and assets or to change the nature I have duly voted to sell, lease or exchange all of its business in accordance with the provisions of section 40, who, at the meeting of stockholders, has voted against such action may, within thirty days after the date of said meeting, make a demand in writing upon the corporation for payment for his stock. If the corporation and the stockholder cannot agree upon the value of the stock at the date of such sale, lease, exchange or change, such value shall be ascertained by three disinterested persons, one of whom shall be named by the stockholder, anoththus chosen. The finding of the appraisers shall er by the corporation and the third by the two be final, and if their award is not paid by the corporation within thirty days after it is made, it may be recovered by the stockholder from the Corporation in an action of contract. Upon payment by the corporation to the stockholder of the agreed or awarded price of his stock, the stockholder shall forthwith transfer and assign the stock certificates held by him at, aud in accordance with, the request of the corporation."

But having as he further alleges made the demand before he had any knowledge of the misappropriation by and fraudulent management of the directors, he also sought to maintain the suit as a minority stockholder.

[1, 2] The defendants having demurred, the demurrer was sustained on the sole ground of multifariousness. While the plaintiff appealed from the interlocutory decree he subsequently amended by striking out the twenty-fourth and modifying the twenty-fifth paragraphs relating to the demand for an appraisal and omitting the corresponding prayer for relief. By the allowance of this back to the filing of the bill, and the amendamendment he waived his appeal. It related ed bill became the original bill. Hurd v. Bill in equity by a stockholder in the Amer- Everett, 1 Paige (N. Y.) 124. The defendants, ican Optical Company to set aside certain however, demurred to the amended bill and transactions of defendants, a majority of the also filed a plea. We first consider the plea. officers and shareholders of the corporation,It is a pure or affirmative plea, relating only

For other cases seo same topic and KEY-NUMBER in all Key-Numbered Digests and Indexes

to proceedings to be taken by a dissenting stockholder under St. 1903, c. 437, § 44, and states matters not apparent on the face of the bill as amended. Story, Eq. Pl. (8th Ed.) § 660. The object being to defeat the bill without resort to a general answer, and the plaintiff not having filed a replication, the facts stated in the plea are admitted, but their sufficiency as matter of law to bar recovery is denied. Farley v. Kittson, 120 U. S. 303, 7 Sup. Ct. 534, 30 L. Ed. 684.

[3] A minority stockholder if he votes against the action taken by the corporation is entitled under the statute "to payment for his stock." If the corporation and the stockholder cannot agree, the value is to be ascertained by disinterested arbitrators. It is obvious that "the value of the stock" means not merely the market price if the stock is traded in by the public, but the intrinsic value, to determine which all the assets and liabilities must be ascertained. The stockholder as well as the arbitrators, if arbitrators are appointed, ordinarily must resort to the books of the corporation for information, although a condition of affairs may exist where the books of themselves would fail to exhibit the true financial condition of corporate affairs. It is specifically alleged that the directors holding nearly four-fifths of the capital stock, while the plaintiff held the remaining shares, in violation of the by-laws voted themselves salaries "grossly exorbitant and greatly in excess of the fair value of the services rendered," and that not only were such misappropriations concealed from the stockholders including the plaintiff, but being in complete control of the corporation, they managed its affairs for their own personal profit, and the books of the company were so manipulated and falsified, that it was "difficult, if not impossible, to determine from the accounts of the concern the amounts so overdrawn" or appropriated.

[4] A further and important allegation appears, that "because of such acts your complainant did not know what the profits of the company were and was totally ignorant of the fact that. these enormous salaries had been taken from the profits of the concern and remained in ignorance thereof until some time after the attempted sale," meaning the transfer under the declaration of trust. And these allegations not being contradicted by the plea are admitted to be true. French v. Shotwell, 5 Johns. Ch. (N. Y.) 555; 10 R. C. L. Equity, § 223.

that the defendants through their control of the corporation cannot compel the plaintiff who was ignorant of their misdoings, to accept payment for his stock upon a valuation of the assets which excludes the amounts misappropriated. A demand under such circumstances cannot be held to have the force and effect of the demand contemplated by the statute, and there was no irrevocable election as the defendants contend to receive payment upon a valuation to be fixed by agreement of parties, or by arbitration, whereby all demands for an accounting or proceedings to set aside the transfer as violative of his just rights as a dissenting or minority stockholder were waived. The right moreover to demand payment and the right to seek relief in equity in aid of the demand, are not inconsistent but concurrent, and under such circumstances there is no necessity for an election. Mason v. Mason, 4 Sandf. Ch. (N. Y.) 623, 632; Barnett v. Philadelphia Market Co., 218 Pa. 649, 67 Atl. 912; Winfree v. Riverside Cotton Mills, 113 Va. 717, 724, 75 S. E. 309.

[7] But even if the plaintiff could be deemed to have elected, he remained a stockholder until payment by the corporation for his stock at the agreed or awarded price, with the right if necessary to maintain a minority stockholder's bill for an accounting and the restoration to the corporation of the unlawful gains and profits obtained by the defendants while acting in a fiduciary capacity. The enhancement of assets from this source manifestly would result in the enhancement of the price or value of his stock. Douglass v. Concord & Montreal Railroad, 72 N. H. 26, 54 Atl. 883; Barnett v. Philadelphia Market Co., 218 Pa. 649, 67 Atl. 912; Colgate v. U. S. Leather Co., 73 N. J. Eq. 72, 98, 67 Atl. 657; Winfree v. Riverside Cotton Mills, 113 Va. 717, 724, 75 S. E. 309; Mason v. Pewabic Mining Co., 133 U. S. 50, 10 Sup. Ct. 224, 33 L. Ed. 524; In re Imperial Bank of China, India & Japan, 1 Ch. App. 339, 347; In re Consolidated South Rand Mines Deep, Ltd., 1 Ch. Div. (1909) 491; Thompson on Corporations (2d Ed.) § 6060.

[8-10] The defendants by their demurrer admit all the material allegations which are well pleaded, and the scope of the bill is to be ascertained from its frame and not by the special prayers for relief. Fordyce v. Dillaway, 212 Mass. 404, 411, 99 N. E. 166. It is settled that the amended bill can be maintained to compel the defendants to make [5, 6] The statutory option given to a dis- restitution of all moneys misappropriated satisfied stockholder is either to acquiesce or and for which they were jointly and severalaccept the fair value of his stock and retire ly liable to the corporation at the date of from the corporation. If he retires the valu- transfer. Von Arnim v. American Tube ation on which payment is to be made is not Works, 188 Mass. 515, 74 N. E. 680; Harwood what the majority stockholders may be will- v. United Zinc Co., 216 Mass. 474, 476, 477, ing the corporation should pay, but is to be 103 N. E. 1037, Ann. Cas. 1915B, 948, and ascertained as if liquidation had been voted cases cited. cases cited. But if the grounds of demurrer and all the corporate property after the pay- that the bill does not state a case for equitament of debts had been marshaled for the ble relief and that the option given by stat

Ordered accordingly.

sive the remedy at law therefore is plain and | adjudging the plea to be insufficient in law adequate are not well taken for reasons suffi- from which the defendants appealed, are ciently stated, and the bill on its face fails affirmed. to show such delay as to preclude the plaintiff, the demurrants further urge that he cannot maintain the bill to set aside the transfer. Manning v. Mulrey, 192 Mass. 547,

FOSTER et al.

(224 Mass. 365)

78 N. E. 551; Daly v. Foss, 199 Mass. 104, 85 WESTERN UNION TELEGRAPH CO. v. N. E. 94; Douglass v. Concord & Montreal Railroad, 72 N. H. 26, 31, 54 Atl. 883.

MACLEOD et al., Public Service Commission, v. WESTERN UNION TELEGRAPH CO.

folk. June 21, 1916.)

1. PROPERTY 2-STOCK QUOTATIONS-PRIVATE PROPERTY.

lected and tabulated by the exchange, constiThe quotations of the stock exchange, coltute its "private property," and are entitled to every protection afforded by law to private property.

[Ed. Note.-For other cases, see Property, Cent. Dig. § 2; Dec. Dig. 2.

For other definitions, see Words and Phrases, First and Second Series, Private Property.] 2. EXCHANGES 13-STOCK QUOTATIONS.

The quotations of a stock exchange, as prisold or distributed to others, or made known to vate property, may be kept by their owners, some and denied to others, as with other property.

[Ed. Note.-For other cases, see Exchanges, Cent. Dig. § 16; Dec. Dig. 13.] 3. EXCHANGES 13-STOCK QUOTATIONS

[11] The bill alleges that, the defendants having acquired virtual ownership and control of all the stock of the corporation except-(Supreme Judicial Court of Massachusetts. Sufing the small percentage owned by the plaintiff, they caused a meeting of the stockholders to be called to take action with reference to selling or disposing of all the assets and business of the company, and the vote thereupon passed that the company sell all its property and assets including its good will to the defendants to hold and manage under the declaration of trust was not intended to be a transaction in the interests of the corporation and the stockholders, but was deliberately planned and accomplished for the sole purpose of enabling the defendants to acquire for their own benefit the property of the corporation, and to protect and secure themselves against any attempt on the part of the corporation, or of the plaintiff to seek and compel an accounting of the moneys theretofore wrongfully appropriated, and to enable them to enlarge and carry on the business beyond the chartered powers of the company solely for their own personal advantage, as well as to retain under the guise of a trust with certificates of preferred and common stock a greater share of the profits than they would have obtained if the transfer had not been made. A transaction of this character promoted and consummated by the directors who were also the majority stockholders was a deliberate fraud upon the corporation, and the plaintiff. The vote and transfer cannot bar the right of a dissentient stockholder who has no remedy within the corporation because the wrongdoers are in full control, from maintaining a bill in equity in its behalf to have the transfer set aside and for an accounting. The property and profits when recovered

"PUBLICATION"-EFFECT.

A communication of the quotations of the stock exchange to others does not make them public, and is not such a "publication" as destroys their character as property.

[Ed. Note.-For other cases, see Exchanges, Cent. Dig. § 16; Dec. Dig. 13.

For other definitions, see Words and Phrases,
First and Second Series, Publication.]
4. EXCHANGES 13 - STOCK QUOTATIONS—
SALE.

lected and tabulated quotations, and for a sub-
Where the members of a stock exchange col-
stantial consideration furnished them to a tele-
graph company, with authority to furnish the
information to its patrons by means of tickers,
the contract containing a limitation that patrons
be approved by the exchange, there was a sale
of the quotations to the telegraph company,
cidents of property, and the user of the ticker
which acquired a right having some of the in-
is not, and will not be presumed to be, a recipi-
ent of messages from the exchange, nor its
customer nor contractee.

[Ed. Note.-For other cases, see Exchanges,

ULATIONS.

constitute assets of the corporation. Brewer Cent. Dig. § 16; Dec. Dig. 13.1
v. Boston Theatre, 104 Mass. 378; Green-5. TELEGRAPH AND TELEPHONES
field Savings Bank v. Simons, 133 Mass. 415;
Warren v. Para Rubber Shoe Co., 166 Mass.
97, 44 N. E. 112; Von Arnim v. American
Tube Co., 188 Mass. 515, 74 N. E. 680; Unit-
ed Zinc Cos. v. Harwood, 216 Mass. 474, 476,
103 N. E. 1037, Ann. Cas. 1915B, 948; Smith
v. Bank of Victoria, 41 L. J. (P. C.) 34; 7
R. C. L. Corporations, §§ 287, 609.

The result is that the interlocutory decrees overruling the demurrer to the original bill on all grounds except for multifariousness, and the demurrer to the amended bill, and

44-REG

The property acquired by a telegraph company in quotations purchased from a stock exchange having no value to the company, except as it used its public franchises, granted and exercised solely because of the purposes it was organized to render, in sending the quotations to financial centers for distribution by sale, the stock exchange subjected this right to the necessary characteristics and limitations attaching to the rights belonging to a telegraph company, and the property right, being merely incidental to the public service functions, 18 subject to public regulation.

[Ed. Note.-For other cases, see Telegraphs and Telephones, Dec. Dig. 44.]

For other cases see same topic and KEY-NUMBER in all Key-Numbered Digests and Indexes

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