(DOWNLOAD) "Mildred Nysingh v. J. C. Warren" by Supreme Court of Idaho No. 10493 # Book PDF Kindle ePub Free
eBook details
- Title: Mildred Nysingh v. J. C. Warren
- Author : Supreme Court of Idaho No. 10493
- Release Date : January 05, 1971
- Genre: Law,Books,Professional & Technical,
- Pages : * pages
- Size : 57 KB
Description
Ivan Van Warren designed and constructed a miniature merry-go-round which he, his father (C. M. Warren) and brother (J. C.
Warren) intended to market as a customer device for shopping centers. Upon viewing a prototype displayed in St. Louis, sales
executive Walter D. Wiebracht insisted on becoming the sole contributor of capital to the infant enterprise. In July, 1958,
Wiebracht joined the Warrens in a close corporation capitalized at $16,000, or $4,000 per shareholder, invested entirely by
Wiebracht. In return, Ivan Van Warren manufactured the merry-go-rounds, Wiebracht received a 20% commission on units sold,
and the three Warrens executed five-year promissory notes and stock pledges to secure the $4,000 advanced for each by Weibracht.
The corporation struggled without profit until declared bankrupt the following year in proceedings instituted by Wiebracht
himself. In the present consolidated action Mildred Nysingh, administratrix of the Wiebracht estate, sought to enforce payment of
each $4,000 note. The Warrens satisfied the trial court that the parties intended these obligations to be discharged solely
from profits distributed to shareholders; and because no such profits materialized the obligations were not enforceable against
the Warrens personally. The foundation of the Warren defense was a letter written by Wiebracht in June, 1958, offering to
fund the corporation "with the understanding that each of you will give me your personal note and simply assign your stock
until you can pay for your 1/4 interest out of profits." The Warrens also presented disputed testimonial evidence that Wiebracht
gave similar oral assurances throughout the negotiation period and when the notes and stock pledges were executed in July.