Page:Harvard Law Review Volume 10.djvu/338

312 312 HARVARD LAW REVIEW. Corporations — Rights of Minority Stockholders. — Held, that a fore- closure suit cannot be maintained at the request of a larger holder of bonds in a rail- road corporation when that holder, also owner of a majority of the stock, procured a friendly board of directors to divert assets and refuse profitable traffic in order to create a default which would enable .^aid holder to compel the trustee to foreclose, and so enable him to purchase at the sale. Farmers^ Loan ^^ Trust Co. v. A^ezu York dr^ N. Ry. Co., 44 N. E. Rep. 1043 (N. Y.). See Notes. Corporations — Stock — Damages for Conversion. — Held, that the measure of damages for the conversion of stock of a corporation is its value at the time of the conversi-^n, with legal interest. Mining Co. v. Bliley, 46 Pac. Rep. 633 (Col.). It is not disputed that the principal case is in accord with the weight of authority throughout the States, but, being res nova in Colorado, it may well be regretted that a more equitable rule was not laid down by the court. The fluctuating value of stock has led to a difference of opinion on this point. Sea-Brdg^. on Dam.^ 8th ed., 99-135. But the true and just measure of damages in these cases ^-ould seem to be the highest intermediate value of the stock between the time of conversion and a reasonable time after the owner has received notice of it, so as to enable him to replace the stock. Galigher N. Jones, 129 U. S. 193. Equity — Release — General Terms. — Plaintiff was injured by defendant's negligence, and signed a release, general in its teims, but mentioning particular in- juries which both parties supposed to be the only ones of consequence. Afterwards, on discovering a more serious injury which disabled him for life, he brought an action at law, and filed a bill in equity to limit the effect of the release, as pleaded by the defendant, to the particular nijuries mentioned. On demurrer to the bill, it was held that a release, however general its terms, cannot apply to matters of which the parties had no knowledge at the time it was executed. 71 Fed. Rep. 21, reversed. Lumley v. Wabash Ry. Co., 76 Fed. Rep. 66. The ground of the decision is, that where a contract is so broad in its language as to cover matters of which the parties were ignorant, equity will confine its application to the real purposes of the bargain. The court cites Farewell v. Coker, 2 Mer. 353, in which the House of Lords held that, in determining whether a release passed a rever- sion in fee, it was a material issue whether the one signing the release knew that she had the reversion and intended to pass it. See also, to the same effect, Ramsden v. Hyllon, 2 Ves. 304, 309, and Lyall v. Edwards, 6 H. & N. 337. Evidence — Opinion — Mental Condition. — Held, that one not an expert may testify as to a person's mental condition, on showing an acquaintance with him. Kostelecky v. Scherkart, 68 N. W. Rep. 591 (Iowa). A contrary decision was rendered in New Mexico, three judges dissenting. Territory v. Padilla, 46 Pac. Rep. 346. When the element of judgment which accompanies every sensation is one on which reasonable men could not differ, the object of sensation is a fact. Where men might differ, the element of judgment is called in the law opinion, and it is desirable as far as possible to limit testimony to facts on which such opinion is based. The jury should draw all conclusions. Opinion enters into questions of mental condition, but it is dif- ficult to present before a jury acts, gestures, and expressions from which insanity is to be inferred. Some courts, realizing that such testimony must often be so partial as to lead to an erroneous conclusion, hold with Iowa that the truth is rnore likely to be reached by receiving instead the opinion of the witness. The decision of the dissent- ing judges in the New Mexico case seerrfS wiser, to require the witness to state all the facts possible, and then his own conclusion. The opinion may thus be compared with the facts, and the facts interpreted by the opinion. This is analogous to a witness's supplementary testimony in regard to character. Evidence — Proof of Agency in Criminal Prosecution. — In the prosecu- tion of a police captain for extortion by threats made by an inferior officer, evidence to show that, in extortions from other persons the inferior ofiicer was acting for the defendant, is inadmissible to show that in the extortion in question he was acting as defendant's agent. People v. McLaughlin, 44 N. E. Rep. 1017 (N. Y.). It would seem that this evidence should have been admitted as bearing on notice. If the superior knew of his inferior's wrongful act, and did nothing about it, that is cer- tainly a good basis for further inference. It was shown conclusively, that in former instances the inferior had been acting with his superior's knowledge and approval. Such evidence seems strongly in point to show knowledge in the present instance, and does not fall within any rule of exclusion. Evidence — Rfs Judicata. — Plaintiff and defendant had, in their individual capacities, litigated an issue upon a non-negotiable contract. On the trial of a subse-