and also a contract with it by which he agrees that his acceptance
of benefits from it for injuries sustained should operate as a release
and satisfaction of all claims against the company growing out of
such injuries, and he is injured in that state by the company's
negligence and accepts and receives such benefits, and the courts of
that state have interpreted such contract as an agreement to elect,
in case of injury, either to accept the benefits and release the com-
pany, or waive them and sue for negligence, and that an election to
accept benefits is a release of the action for negligence, such inter-
pretation is binding on the courts of another state, and in such case
no action can be maintained therein. (N. C.) Cannaday v. Atlantic
Coast Line R. R. Co., 821.

1. CORPORATION.-A Corporation De Facto Exists when the
company has made an honest attempt to organize under a law au-
thorizing it, and is doing business as an incorporated company, but
has not recorded its certificate of incorporation. (Ill.) Marshall v.
Keach, 247.

2. CORPORATION.-One Who Owns a Majority of the Shares of
the stock in a corporation is entitled to control its business. (Ark.)
Culver Lumber etc. Co. v. Culver, 17.

3.

CORPORATIONS—Power of Director to Bind.-A director in
a corporation has no authority, merely as a director, to act for the
corporation, except in his place as a member of the board of directors,
although he owns a majority of the corporate stock. (N. J. Eq.)
Clement v. Young-McShea etc. Co., 747.

4. CORPORATIONS—Repeal of Right or License. If a corpo-
rate charter is by the express terms of the statute creating it re-
pealable, no right or license that arises solely out of its terms, and
that has not been acted upon, can be deemed to be beyond revoca-
tion by the legislature. (N. J. Eq.) McCarter v. Hudson County
Water Co., 754.

Transfer of Stock.

5. CORPORATION-Implied Warranty on Transfer of Stock.-
There is no implied warranty on the part of a vendor of certificates
of stock that the corporation issuing them is a corporation de jure
as distinguished from a corporation de facto. (Ill.) Marshall v.
Keach, 247.

6. CORPORATION-Implied Warranty on Transfer of Stock.-
The term "inc." inserted after the corporate name of the vendor
in a contract for the exchange of a farm for shares of stock in the
corporation is not a warranty that the company is a corporation de
jure. (I.) Marshall v. Keach, 247.

Dividends.

7. CORPORATIONS-Dividends, When Treated as Income, and
When as Capital.-Cash dividends are regarded as income passing to
Am. St. Rep., Vol. 118-68

the life tenants, and stock dividends as capital inuring to the benefit
of the remaindermen. (Conn.) Green v. Bissell, 156.

8.

CORPORATIONS.—The Declaration of a Stock Dividend In-
volves the creation and issuing of new stock. (Conn.) Green v.
Bissell, 156.

9. CORPORATIONS.-The Holding of the Respective Stockhold-
ers After the Issue of a Stock Dividend Bears the Same Relation
to the outstanding shares as did previous holdings of each. (Conn.)
Green v. Bissell, 156.

10. CORPORATIONS.—A Cash Dividend is a Distribution to the
Stockholders, as the reward of the corporate enterprise, of the profits
or surplus assets of the corporation. The dividend is usually, but not
necessarily, in cash. It may be in other property. (Conn.) Green
v. Bissell, 156.

11. CORPORATE STOCK, Distribution of, When Must be Re-
garded as a Cash Dividend.-The distribution among the shareholders
of a corporation of shares of stock received in payment of indebted-
ness due to the corporation must be treated as cash and not as stock
dividend, as income and not as capital, and as between tenants for
life entitled to receive the income and remaindermen entitled to the
capital, such dividend must be paid to the former. (Conn.) Green
v. Bissell, 156.

Stockholders' Liability.

-

-

12. CORPORATIONS Insolvency Stockholders' Liability -
Trustee in Bankruptcy. The statutory liability of a stockholder to
pay a certain amount upon the debts of the corporation becomes an
asset of the corporation in the event of its insolvency. Such liability
and the right of action to enforce it arise upon contract and pass to a
trustee in bankruptcy upon his due appointment and qualification.
(Kan.) Stocker v. Davidson, 315.

13. CORPORATIONS--Insolvency-Stockholders' Liability—Suit
by Trustee in Bankruptcy.-A stockholder's liability in an insolvent
corporation may be enforced by a trustee in bankruptcy of such cor-
poration, without judgment against it having first been obtained by
its creditors and execution returned unsatisfied, and without the ap-
pointment of a receiver for such corporation by the state court.
(Kan.) Stocker v. Davidson, 315.

Service of Process.

14.

CORPORATIONS.-Service of Process upon a corporation or
on its officer or agent, whose relation to the plaintiff or to the claim
in suit is such as to make it to his interest to suppress the fact of
service, is unauthorized. (Mich.) Atwood v. Sault Ste. Marie Light
etc. Co., 576.

15. CORPORATIONS-Service of Process upon Assigned Claim.—
If suit is brought against a corporation on an assigned him for per
sonal services, service of process on the corporate officer who as-
signed the claim is unauthorized. (Mich.) Atwood v. Sault Ste.
Marie Light etc. Co., 576.

Note.

See Receivers.

Corporations, charitable, equity, jurisdiction over, 199.

consolidation of, whether may create a corporation de facto, 256.
de facto, after the termination of the corporate existence, 256.
de facto, articles, failure of to file, whether prevents the ex-
istence of, 259.

Corporations, de facto, articles, failure of to state the residence of the
corporators, 258, 259.

de facto, articles, omissions of and defects in, 258.

de facto, attempt to incorporate, whether essential to, 257.

de facto, attempted consolidation of corporations, whether may
create, 256.

de facto cannot exist where there cannot be a corporation de
jure, 255, 256.

de facto, certificate of incorporation, failure to file, 259.

de facto, colorable compliance with the law, whether essential
to, 257.

de facto, definitions of, 253.

de facto, fees, failure to pay, whether prevents the existence of,
259.

de facto, incomplete compliance with the law which may result
in, 257.

de facto, ineligibility of the corporators does not prevent the
existence of, 258.

de facto, law authorizing is essential, 254, 255.

de facto, one person cannot constitute a, 257.

de facto, partnership, whether may constitute a, 257.

de facto, requisites of, 254.

de facto, stock, want of subscriptions to, 260.

de facto, unconstitutional statute, whether may give rise to, 255.
de facto, user of corporate franchise, when does not give rise
to, 261.

de facto, user of corporate franchise which is essential to, 260,
261.

de facto, when exist, 253.

de facto, where there is a failure to execute articles, 258.

de jure, possibility of is essential to a corporation de facto, 256.
dividends, cash, are not necessarily payable in money, 162, 163.
dividends, cash, are regarded as income, 162.

dividends, cash, what are deemed to be, 163.

dividends, character of, power of the corporation to determine,
166.

dividends, classification as, 162.

dividends, corporate designation of the character of, whether
controlling, 164, 165.

dividends, declared from earnings made before the creation of
a trust, 166, 168.

dividends, doctrine of the courts of the United States respecting,
163, 166.

dividends, Massachusetts rule or doctrine respecting, 163, 164.
dividends, payable in stock, when equivalent in effect to cash
dividends, 164, 165.

dividends, Pennsylvania rule or doctrine respecting, 163.
dividends, stock, are regarded as capital, 162.

dividends, supreme court of the United States, rule of respecting,
state courts refusing to follow, 165.

earnings of, do not become the property of stockholders until
distributed, 166.

equity jurisdiction over, 199.

judgment creditors of, when entitled to appointment as receiv
ers, 206.

life tenants, rights of in dividends of, 167.

receivers of, appointment of at the instance of judgment credi-
tors, 206.

Corporations receivers of, appointment of at the instance of stock-
holders, 205, 206.

receivers of, appointment of at the instance of simple contract
creditors, 206, 207.

receivers of, appointment of, at whose instance may be made, 205.
receivers of, appointment of, because majority stockholders are
diverting funds to themselves, 205.

receivers of, appointment of, does not necessarily dissolve, 200.
receivers of, appointment of, not to be made where there is other
adequate remedy, 204.

receivers of, appointment of, to bring actions, 204.

receivers of, appointment of, to prevent the payment of unreason-
able salaries, 203.

receivers of, authority of courts of equity to appoint pendente
lite, 199, 200.

receivers of because of failure to declare dividends, 204.

receivers of because of past acts, 204, 205.

receivers of, cessation of business as a ground for, 205.

receivers of, consent of corporation does not justify the appoint-
ment of, 204.

receivers of, discretion of the court in appointing or refusing, 202.
receivers for the purpose of winding up affairs of, 198.
receivers of, general grounds authorizing the appointment of,

203.

receivers of, grounds for appointment of, 203.

receivers of, grounds for when sought by stockholders of, 206.
receivers of, illustration of cases for the appointment of, 202-204.
receivers of, inherent jurisdiction of equity to appoint, 198.
receivers of, insolvency as a ground for the appointment of, 204.
receivers of, possession of is not hostile to either party, 203.
receivers of, refusal to pay debts is not a sufficient ground for,
205.

receivers of. where the officers are mismanaging the affairs of,
204.

remaindermen, rights of in dividends of, 167.

stockholders of, when entitled to the appointment of a receiver,
206.

COTENANCY.

See Tenancy in Common.

COURTS.

COURTS.-The Circuit Court has No Original Jurisdiction to
entertain an action on a note for one hundred dollars and interest,
though joined with another note of which it has jurisdiction. (Ark.)
Skillern v. Baker, 52.

In General.

CRIMINAL LAW.

1. CRIMINAL LAW.-To Deprive a Workman of Employment by
Threatening and Intimidating His Employer is a criminal offense
under a statute making it criminal to threaten or use any means to
intimidate any person to compel him to do or abstain from doing,
against his will, any act which he has a right to do or refrain from
doing. (Conn.) Wyeman v. Deady, 152.

2.

CRIMINAL LAW-Doctrine of Reasonable Doubt.-The dif-
ferent items of evidence that go to establish guilt do not have to be
shown beyond a reasonable doubt; that doctrine applies only to the

guilt or innocence of the defendant upon the whole case. (Ark.)
Butt v. State, 42.

Attempt to Commit Crime.

3. CRIME.-To Constitute an Attempt to Commit a Crime, the
act must be of such a character as to advance the conduct of the
actor beyond the sphere of mere intent, and must reach far enough
toward accomplishment of the desired result to amount to the
commencement of the consummation. (Vt.) State v. Hurley, 934.

4. CRIME-Attempt to Commit Jail-breaking.-If a prisoner in
jail arranges for procuring saws adapted to jail-breaking, and there-
by gets them into his possession with intent to break open the jail
and escape, he is not guilty of an attempt to break jail. (Vt.) State
v. Hurley, 934.

Accomplices.

5. ACCOMPLICE-Who is not.-Mere Silence in the presence of a
crime, or mere failure to inform the officers of the law when one has
learned of the commission of a crime, does not make one an accom-
plice. (Ark.) Butt v. State, 42.

6. ACCOMPLICE Manner of Weighing Testimony.-To deter-
mine the truth or falsity of the testimony of accomplices, it should
be weighed by the same rule by which the testimony of other wit
nesses is weighed; that is, by considering their connection with the
crime and the defendant, their interest in the case, their appearance
on the stand, and the reasonableness of their testimony, and its con-
sistency with other facts proved in the case. (Ark.) Butt v. State,
42.

Evidence.

7. CRIMINAL LAW.-Mere Hearsay Evidence, subject to some
exceptions, is never allowable, and the admission of it is presumed
prejudicial. (Wis.) Topolewski v. State, 1019.

8. CRIMINAL LAW.-On the Trial of a Person for One Offense
Evidence that he has committed other distinct offenses is incompetent
and generally prejudicial. (Wis.) Topolewski v. State, 1019.

9.

CRIMINAL LAW.-The Admission of Improper Evidence in a
case tried to the court is regarded on appeal as harmless, unless it
clearly appears that but therefor the finding would probably have
been different. (Wis.) Topolewski v. State, 1019.

Evidence of Footprints and Trailing by Dogs.

10. EVIDENCE OF FOOTPRINTS.-Evidence that a person ac-
cused of arson made a peculiar footprint, identified as his in the
soft ground on the morning following the burning of the house, be-
ing plain and distinct, and leading from the place where the house
stood, and evidence that his shoes fitted the tracks, is competent
to go to the jury. (N. C.) State v. Hunter, 830.

11. EVIDENCE-Trailing by Dog.-Evidence that a bloodhound,
trained to track human beings and nothing else, and often used
for that purpose, was put upon the tracks of the accused, and fol-
lowed him until he was "treed,' is competent to go to the jury in
corroboration of evidence identifying footprints of the accused. (N.
C.) State v. Hunter, 830.

Misconduct of Counsel.

12. CRIMINAL TRIAL-Misconduct of Attorney.-A remark by
the prosecuting attorney in his closing argument in a bribery prosecu-