Nowell

(after stating the facts as above).

We are unable to agree with the contention of the appellants that the bill fails to state facts sufficient to sustain the decree of the court below. It alleges: That Thomas S. Nowell and Willis E. Nowell represented to the -stockholders, creditors, and persons interested in the success of the Berner’s Bay Company the advantage to that company of purchasing 15 certain mining claims, the title to which was represented to be in the said Thomas S. and Willis E. Nowell, and that they would sell the same to the company in consideration of $1,500,000 of the capital stock of said company, which they suggested should be increased in that amount for that purpose; and they further proposed that an additional bonded indebtedness of $300,000 be incurred by the corporation to provide a fund for working the company’s mining properties; that in pursuance of that offer it was agreed that a special meeting of the stockholders of the company should be called to ac *136 quire said mining claims on the terms proposed, and Thomas S. Nowell caused a notice to he given that such a meeting would be held June 24, 1896, to consider the said proposal to sell the…