Emanuel
Palmer v. Emanuel
Opinion
Lead Opinion
Sturtevant, J.
Some time prior to 1913 The Ellis Landing and Dock Company was organized as a corporation, having 1,000 shares of the par value of $500 each. On June 26, 1914, the corporation was indebted to George E. Ellis and Selina Ellis in the sum of #150,000, evidenced by a promissory note and secured by a mortgage on lands at Richmond, Contra Costa County, said indebtedness being a part of the purchase price. The corporation was also indebted to Louis Saroni in the sum of $100,000, evidenced by a promissory note secured by a second mortgage. On June 26, 1914, E. J. Palmer, Daniel Corcoran, and R. T. Shannon were the owners of 499 shares of the capital stock of The Ellis Landing and Dock Company and each owned an undivided one-third interest. At the same time M. Emanuel owned 499 shares and two shares stood in the name of N. A. Eisner for the purpose of qualifying him to act as a director. On the date last mentioned E. J. Palmer, Daniel Corcoran, and R. T. Shannon, as vendors, entered into an executory contract to sell to the defendant M. Emanuel their stock. The contract provided for numerous partial payments. On the twentieth day of November, 1918, E. J. Palmer and Daniel Corcoran…