A Manual of the Federal Trade Commission

Cover A Manual of the Federal Trade Commission
A Manual of the Federal Trade Commission
Richard Selden Harvey
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613.
5 Wilbur v. Stopel, 82 Mich. 344, 46 N. W. 724, 21 Am. St. 568.
ABUSES OF CORPORATE CONTROL. 225 dealings between the companies, he is prohibited from persuad- ing either company to enter upon contracts where his personal interests would run counter to those of the corporation. Only confirmation by the stockholders, with full knowledge, and the absence of any impairment of the rights of creditors will legiti- matize the transaction and overcome the presumption that some unfair advantage ha
...s occurred. 8 Standard of Fair Dealing Maintained. In so far as acts of this general description are the outcome of the fiduciary relation- ship growing out of the trust imposed in the governing board, decisions by the courts of highest authority insist upon a stan- dard of fair dealing; indeed, a disinterested board is esteemed so necessary to the orderly and proper administration of the af- fairs of the company that in a case where a director who was re- ceivng a profit from the particular transaction was conclusively shown to be in possession of the deciding vote, the resultant con- tract was adjudged unfair and set aside.

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