■Corporation—Situs of Shares of Stock—Residence of Corporation.— The situs of shares of stock in a corporation, as to any authorized proceeding to subject the stock to the lawful claim of another, whether that claim be one of ownership of the property or of a right to specific enforcement of a contract relative to it, is within the state where the corporation resides. That state is ordinarily the state by or under the laws of which the corporation was created.

Id.—Corporation Created to do Business in Another State—Business and Property Entirely in Other States.—A corporation, organized under the laws of a foreign state, for the exclusive purpose of doing business in California, where its entire property is situated and all. its business transacted, will be deemed to be a resident of California, to an extent sufficient to bring it within the rule applicable to domestic corporations as to the situs of its stock. As to such a corporation, the fiction as to the situs of the corporation entity being in the state of its creation ought to yield in the interest of justice to the actual facts.

Id.—Specific Performance — Contract to Deliver Stock :—Action Against Non-Resident—Service of Summons.—One who is entitled to the delivery of a certain number of shares of the stock of such a corporation, under a contract with the owner thereof, all the conditions of which to be performed by him have been performed, and concerning which nothing remains to be done by the owner other than the mere delivery of the stock, may maintain an action in this state for specific performance of the contract against the owner, notwithstanding the owner is a non-resident, and cannot be personally served with summons.

Id.—Proceeding in Rem—Jurisdiction—Service by Publication.— Such action being merely to enforce the delivery of property within the jurisdiction of the courts of this state is in the nature of a proceeding in rem, and sufficiently so to give the courts of this state jurisdiction to render judgment directing the delivery, as against the non-resident owner, who has been served merely by publication of summons.

Id.—Contract that may be Specifically Enforced—Inadequacy of Damages.—The right of a court of equity to decree specific performance does not turn at all upon the question whether the contract relates to real or personal property, but altogether upon the question whether the breach complained of can be adequately compensated in damages.

Id.—Contract to Transfer Personal Property—Pleading Inadequacy of Legal Remedy.—The presumption being that an agreement to transfer personal property can be so compensated, it is incumbent on one seeking specific performance in equity to allege facts showing the inadequacy of the legal remedy of damages. It is not necessary in terms to allege the inadequacy of the legal remedy; if the facts alleged and proved sufficiently show the inadequacy, it is enough. If the property is of such a nature that the value of the performance cannot be estimated in money with any degree of certainty and taken in lieu of it, the inadequacy of the legal remedy is apparent.

Id.—Contract to Deliver Shares of Stock in Mining Corporation— Absence of Market Value of Stock—Unknown Value of Corporation’s Property.—The complaint in an action to specifically enforce a contract for the delivery of shares of stock in a mining corporation sufficiently alleges the inadequacy of the legal remedy of damages, when it shows that the entire property of the corporation consisted of certain mining claims of unknown value, and facts from which it is apparent that the stock could not have had an established market value at the time of the commencement of the action.

Id.—Pleading—Fairness of Contract—Adequacy of Consideration. —The complaint in such action need not allege iri Tubo verba that the contract was supported by an adequate consideration and is as to the defendant fair and just; it is sufficient to set forth facts from which the court is warranted in concluding that the consideration was adequate and the contract fair and just as to the defendant.

Id.—Services in Selling Stock of Corporation—Contract by Stockholder to Give Individual Stock.—The court is warranted in drawing such conclusion, where the complaint alleged, and the court found, that the contract sought to be specifically enforced was one whereby the defendant, a stockholder in a mining corporation, the stock of which had no market value and the entire property of which consisted of mining claims of uncertain value, promised to give one half of his stock to the plaintiff in consideration of his going into a distant state and selling a substantial amount of the treasury stock for the purpose of obtaining money to enable the corporation to continue its work, and that the plaintiff performed the contract on his part, being engaged in so doing for a period of over six months, during which time the defendant never intimated to him that he thought the consideration inadequate or the contract in any way unfair or unjust. .