Brown

This is an appeal by defendant, W. F. Ball, from a judgment against him based upon the stockholders ’ liability formerly provided for in section 322 of the Civil Code before its amendment in 1931. The plaintiff sued and recovered judgment as assignee of thirty-two separate creditors of Bartlett Music Company, a California corporation. The court found that at the time the indebtednesses sued upon were created appellant was the owner of 776 shares of the stock of such corporation out of 1720 then subscribed and gave judgment against appellant on that basis for $9,269.32.

Appellant attempted to set off against his stockholder’s liability a claimed indebtedness by the corporation to himself of over $57,000. The trial court denied any set-off and appellant asserts error on that ground. Appellant cites many statements from text-writers on corporations and many eases from other jurisdictions in support of his contention that the set-off should have been allowed. Without examining these cases and statements in detail in this opinion it will suffice to quote the following from Fletcher’s Encyclopedia of Corporations, volume 7, page 7456, section 4246, as typical: “According to the weight…