Cole

Appeal by the plaintiff from a judgment entered in favor of defendant that the amended complaint be dismissed and plaintiff take nothing, the plaintiff having declined to amend his amended complaint after the court had sustained a demurrer thereto upon the ground that it does not state facts sufficient to constitute a cause of action.

We shall refer to the parties herein as plaintiff and defendant, and all indicated emphases in the opinion are ours.

The amended complaint alleges that the plaintiff is a stockholder of an Alaskan corporation operating an hotel in the Territory of Alaska, and that the defendant is the secretary and treasurer of the corporation. It is further alleged that the corporation and the defendant failed to comply with the statute relative to a required annual report thereby rendering defendant liable to plaintiff as a stockholder in penalties provided.

Section 923, Comp.Laws 1933, as amended by section 2, chapter 89, of the Session Laws of Alaska of 1935, reads as follows:

The corporation was legally required to file an annual report made and verified by the president and treasurer, and, if this is not done and if “the president and the treasurer” “refuse…