Jacob Lorillard, Respondent v. William P. Clyde, Appellants

Summary

The Court of Appeals reversed the lower court's judgment, holding that the dissolution of the corporation terminated the guaranty obligation for future dividend payments because the contract was predicated on the corporation's continued existence. The Court also held that the plaintiff, having procured the dissolution action, could not use that judgment as a defense and owed no public duty to the State to disclose the corporation's technical breaches.