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Business Associations Keyed to Diamond, 6th Ed.
Steinway v. Steinway & Sons
Citation:
40 N.Y.S. 718 (1896)Facts
Steinway & Sons was incorporated in 1876 under the General Manufacturing Act of New York for the purpose of manufacturing and selling pianofortes and musical instruments. The corporation succeeded a family partnership and acquired its assets, including approximately 400 acres of land in Astoria, Queens County. The corporation continued the partnership’s policy of developing this property for manufacturing facilities and employee housing. Over time, the corporation made expenditures to improve streets, construct sewers, and supply water to the property. It also contributed to the establishment of a church, school, free library, and free baths for the benefit of its employees who lived in the area. The plaintiff, Henry W.T. Steinway, a stockholder owning about 7% of the company’s stock, challenged these expenditures as ultra vires and wasteful. However, evidence showed that the plaintiff had been employed by the company, attended trustee meetings, was aware of these expenditures for years, and had not formally objected until after a personal dispute with management. The corporation had been highly profitable, paying substantial dividends ranging from 6% to 20% annually.
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