Baldwin

Upon further consideration of this case upon rehearing before the court in Bank, we adhere to the opinion of Justice McFarland, formerly rendered in Department. In addition to what is there said, we add some remarks concerning the points urged upon the rehearing:—

We do not consider the other objections urged as sufficiently important to require notice.

The judgment is affirmed.

McFarland, J., Henshaw, J., Lorigan, J., and Angellotti, J., concurred.

The following is the opinion of Department Two, rendered on November 13, 1906, adhered to in the foregoing opinion:—•

The plaintiff, as owner of fifty shares of the stock of the corporation known as Miller & Lux brought this action against said corporation, and its directors and all its stockholders other than plaintiff. The purpose of the action is to have the corporation and its directors ordered to pay the sum of three hundred and sixty thousand dollars to the stockholders, and to pay, as his proportion thereof, the sum of one hundred and fifty thousand dollars to plaintiff, also to have it judicially determined and declared that said corporation carry out and perform the obligation imposed on it by a certain agreement of the date of February 6, 1903, and by the amended articles of incorporation, to annually, on April 1st until the year 1907, make payment and distribution of three hundred and sixty thousand dollars to the stockholders in proportion to their shares of stock, the first payment being in the year 1902; to have it adjudged and declared that certain amended articles of incorporation are lawful, valid, and binding; and to have other relief adjudged. Two of the directors answered, admitting the averments of the complaint and united in the prayer thereof. The corporation of Miller &…