Goldie v. Yaker

432 P.2d 841 (1967)

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Nature of the Case

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Facts

Yaker (D) purchased 80 acres under a real estate contract for $15,000 with $500 down and a note given for the balance. A year later, Intermountain was incorporated, and the incorporators were D and Moscow (D1). Two months later D sold to Intermountain 49 acres of the land being purchased under the real estate contract. The price was 2,500 shares of Intermountain with a par value of $10.00 per share, Intermountain also assumed certain development costs and assumed the unpaid $14,500 note balance. Ps became stockholders after the transaction was completed. P, stockholders of Intermountain, claim that the terms of the sale constituted a fraud on Intermountain because of the excessive valuation given the property. D contends that Ps were not stockholders at the time of the transaction of which they complain and therefore had no right to sue. Ps purchased their stock well after the transactions in question.