Silvey

An action to recover the sum of $5,000 from persons acting as the board of directors of Supreme Paint, Varnish and Enamel Co., a domestic corporation, the powers of which were suspended under the provisions of section 3669c of the Political Code.

Plaintiffs alleged that this amount was loaned by them to the corporation and was evidenced by a promissory note dated December 1, 1923, purporting to have been executed on its behalf; and that at the time of the transaction the powers of the corporation, unknown to plaintiffs, had been suspended for nonpayment of its license taxes for the year 1923. The defendants by their answer averred that the above amount was paid as a subscription for shares of the capital stock of the company after its powers were suspended, as alleged in the complaint, but pursuant to authority to sell the stock granted by the commissioner of corporations, and that the note was executed merely as an accommodation and without consideration, and that plaintiffs received for the above amount and retained 500 shares of the preferred and 125 shares of the common stock of the company, and in addition the sum of $750 paid as a commission on the amount of their…