Southern-Gulf Marine Co. v. Camcraft: Difference between revisions
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{{Infobox Case Brief | |||
|court= | |||
|citation= | |||
|date=April 3, 1974 | |||
|subject=Business Associations | |||
|appealed_from= | |||
|overturned= | |||
|partially_overturned= | |||
|reaffirmed= | |||
|questioned= | |||
|criticized= | |||
|distinguished= | |||
|cited= | |||
|followed= | |||
|related= | |||
|facts=SGM contracted w/ Camcraft to purchase a 156 supply vessel. The K was a form K from Camcraft. K had a provision that said the owner (SGM) was a citizen of the US within meaning of Shipping act of 1916. SGM later told Camcraft that they were a corporation of Cayman Isles of British West Indies, and that would ratify, confirm, and adopt the K. Camcraft defaulted on K obligation. | |||
|procedural_history=Trial judge held that K needs 2 parties, and SGM was incorporated after signing day of K, so K invalid, and was not a Texas Corp. | |||
|issues=Can K be found invalid because there was no such Corp. in existence at the time of signing? | |||
|arguments= | |||
|holding=No, D still made agreement & intended to enter into a K. | |||
|judgment= | |||
|reasons=Where a party has contracted with a corporation, and is sued upon the K, neither is permitted to deny the existence . . . of such corp." If situation was reversed and SMG tried to get out of K, Camcraft could hold them to it. | |||
|rule= | |||
|comments= | |||
|case_text_links= | |||
|Court_opinion_parts= | |||
}} | |||
Latest revision as of 03:44, July 14, 2023
| Southern-Gulf Marine Co. v. Camcraft | |
| Court | |
|---|---|
| Citation | |
| Date decided | April 3, 1974 |
Facts
SGM contracted w/ Camcraft to purchase a 156 supply vessel. The K was a form K from Camcraft. K had a provision that said the owner (SGM) was a citizen of the US within meaning of Shipping act of 1916. SGM later told Camcraft that they were a corporation of Cayman Isles of British West Indies, and that would ratify, confirm, and adopt the K. Camcraft defaulted on K obligation.
Procedural History
Trial judge held that K needs 2 parties, and SGM was incorporated after signing day of K, so K invalid, and was not a Texas Corp.
Issues
Can K be found invalid because there was no such Corp. in existence at the time of signing?
Holding
No, D still made agreement & intended to enter into a K.
Reasons
Where a party has contracted with a corporation, and is sued upon the K, neither is permitted to deny the existence . . . of such corp." If situation was reversed and SMG tried to get out of K, Camcraft could hold them to it.
