562 CORPORATIONS. [ART. 23

Defenses.

When a stockholder is not liable under this section by reason of an implied
condition annexed to his subscription, that the entire amount of the capital
stock shall be subscribed. When such implied condition exists, and how it
may be waived. Gettysburg Bank v. Brown, 95 Md. 383; Musgrave v. Morri-
son, 54 Md. 164; Morrison v. Dorsey, 48 Md. 472. And see Stillman v. Dough-
erty, 44 Md. 384; Garling v. Baechtel, 41 Md. 306; Hager v. Cleveland, 30
Md. 4TC.

The fact that a corporation was not legally incorporated held to be no
defense to an action by a creditor against a stockholder under article 26, sec-
tion 52, of the code of 1860, when the legislature, by an act, had recognized
the existence of the corporation. Basshor v. Dressel, 34 Md. 510.

Under the act of 1852, ch. 338, a stockholder when sued by a creditor of the
corporation could not recoup a debt due him by the corporation. Equities
as between creditors and stockholders. Contribution. Stockholders held not
liable for debts contracted by the company subsequent to their parting with
their stock. A pledgee of stock is not liable as a stockholder. (As to
pledgees, see section 63.) Matthews v. Albert, 24 Md. 527. And see Burgess
v. Seligman, 107 U. S. 30; Emmert v. Smith, 40 Md. 123; Fiery v. Emmert, 36
Md. 465.

Where a creditor agreed to rely only on the responsibility of the company
and the sufficiency of the mortgage given to secure the debt, he could not
recover against a stockholder, under article 26, section 52, of the code of
1860. Basshor v. Forties, 30 Md. 166.

Generally.

Under the act of 1872, ch. 325, it was held that where one stockholder was
required to pay a debt of the corporation, he was entitled to contribution
from all other stockholders whose subscriptions were unpaid. Requisites of
a declaration under this section in a suit by a creditor of the corporation
who is himself a stockholder. Bill of particulars. Defenses. Evidence.
Weber v. Fickey, 47 Md. 199. And see Garling v. Baechtel, 41 Md. 306; Norris
v. Wrenschall, 34 Md. 492.

When a corporation already formed, has been authorized to Increase its
stock, while the obligaiton of a subscriber to such stock to pay for it enures
under this section to the benefit of creditors of the corporation, the subscriber
has no beneficial interest in the corporation as a stockholder until the stock
is paid for. Baltimore Passenger Ry. Co. v. Hambleton, 77 Md. 351.

Under article 26, section 52, of the code of 1860, held that the stockholder's
liability to one creditor might be enforced in an action at law, even where
other creditors were shown to exist. Extent of the stockholder's liability
under said section. Norris v. Johnson, 34 Md. 488. And see Morley v. Thayer,
3 Fed. 746.

The liability vel non of a stockholder in a safe deposit and loan company
under this section, does not affect such stockholder's liability under section
116. Murphy v. Wheatley, 102 Md. 515.

A receiver appointed under section 376, et seq., of the code of 1904 (see
section 78), held to be entitled to sue to recover the balance due on a sub-
scription to stock. Stillman v. Dougherty, 44 Md. 384.

The act of 1868, ch. 471, section 59, held applicable to increased capital
stock issued under section 24, et scq. Booth v. Campbell, 37 Md. 529.

A suit to enforce a stockholder's liability, under article 26, section 52, of
the code of 1860, might be brought under the practice act of 1864, ch. 6,
applicable to Baltimore City. Norris v. Wrenschall, 34 Md. 492. And see
Coulbourn v. Boulton, 100 Md. 354.

Section 72 of the code of 1904 referred to in deciding that a building asso-
ciation was liable on a note discounted for the purpose of raising money to
pay a borrower the amount advanced to him. Davis v. West Saratoga, etc.,
Union, 32 Md. 294.

The act of 1872, ch. 325, repealed the act of 1872, ch. 203, approved on the
same day. Strauss v. Heiss, 48 Md. 294.

The act of 1872, ch. 325, cited but not construed in State v. Davis 70 Md
240.

For notes on the liability of stockholders to creditors of the corporation,
see Matthews v. Albert, 24 Md. 527; Murphy v. Fatapsco Ins. Co., 6 Md. 99.

See notes to sections 74 and 116.