Hobbs v. Tom Reed Gold Mining Co.

Corporation Agent and Trustee por Stockholders—Directors as Trustees.—A corporation is the agent and trustee of its stockholders, in their behalf and for their use and benefit holding, controlling, and managing the corporate property and business. The directors are the trustees for the stockholders and also for the corporation.

Mandamus—Operation op Personal Writs—Territorial Limitations. Personal writs cannot run to persons who are not present in the state, and they cannot be enforced upon real property beyond its limits. The writ of mandate cannot be invoked to compel performanee of an act which cannot be performed within this state but must be done, if at all, at some place in another state.

Id.—Foreign Mining Corporation—Stockholder’s Eight to Inspect— Mandamus to Enforce Eight—Order by Directors to Permit Inspection.—The courts of this state have power to issue a writ of mandate, at the instance of a stockholder in a mining corporation organized under the laws of a foreign state, and whose mining property was there situated, but which had its principal place of business, and all of whose directors resided, in this state, commanding the directors to make and deliver to such stockholder an order to the persons in charge of the mine, instructing them to permit the stockholder to enter and examine the same. Ample power to compel obedience to such writ is conferred by section 1097 of the Code of Civil Procedure, although, doubtless the power would exist in the absence of such express grant.

Id.—Bight of Visitation and Inspection.—A stockholder of a mining corporation has the right to visit and inspect the mines of the company, both at common law, and by virtue of section 589 of the Civil . Code.

Id.—Mandamus to Enforce Eight—Eight at Common Law and Under Statute.-—Where such right of visitation and inspection is given by statute, the rule is that, unless the statute imposes restrictions or limitations, the right is absolute and may be enforced by mandamus, regardless of the purposes or motives of the stockholder, or the existence of good cause. Where the right -to be enforced is a common law right, the issuance of the writ is discretionary, and the motives of the stockholder may be questioned, and he is required to show good cause for granting the relief.

Id.—Presumption as to Law of Foreign State—Identity With Law of This State.—In a proceeding by mandamus against such a foreign mining corporation to enforce a stockholder’s right of visitation and inspection, it must be presumed, in the absence of a contrary showing, that the laws of the foreign state under which the corporation was organized and where its mines were situated, conferred the same right to visit and examine as that provided for by section 589 of the Civil Code of the state. If it should appear that such foreign state had no such law, substantially the same right and duty would exist under the common law, provided the inspection was desired for a legitimate purpose and good cause was shown therefor.