Farbstein

The trial court sustained the defendant’s demurrer to the plaintiff’s third amended complaint without leave to amend. From the judgment entered thereafter the plaintiff appeals.

The action was originally begun by Della Greenberg, a stockholder in the defendant corporation, by a complaint filed December 13, 1929, in which it was sought to enjoin the sale of the stock belonging to the plaintiff for the failure to pay an assessment levied thereon, and also to have the assessment declared void. After the decease of Della Greenberg, J. Farbstein, the administrator of her estate, was substituted as plaintiff. The demurrer interposed by the defendant was general, and the question before us upon this appeal is whether the third amended complaint states facts sufficient to constitute a cause of action. Omitting the title, formal allegations of the complaint, and the allegations of plaintiff’s ownership of shares of stock in the defendant corporation, the complaint is as follows:

The contention of the respondent is that while some technical irregularities may be shown by the complaint, when analyzed it shows a substantial compliance with the requirements of the code, that the election of…